A clutch of leading law firms has advised on the $16.5bn acquisition of American drug manufacturer Catalent by the controlling shareholder of Novo Nordisk, maker of weight-loss drug Wegovy and Type 2 diabetes shot Ozempic. 

Skadden Arps Slate Meagher & Flom advised Catalent on the deal, while Jones Day served as legal advisor to the Catalent board of directors. Meantime Goodwin Procter and Linklaters served as legal advisors to Novo Holdings, the controlling shareholder of Novo Nordisk, which was repped by Davis Polk & Wardwell and Arnold & Porter Kaye Scholer. 

The deal – the largest healthcare buyout of 2024 – forms the cornerstone of Novo’s push to build capacity for its blockbuster drugs, BNN Bloomberg reported, which analysts say will become the world’s best-selling drug franchise next year. 

It closed on 18 December after the European Commission gave its unconditional approval earlier this month and the FTC, which had opened a probe into the deal over concerns it could disadvantage Novo’s competitors that use Catalent as a manufacturer, declined to challenge it. 

The all-cash deal has involved Novo Holdings acquiring Catalent for $16.5bn, including debt. It will then sell three of Catalent’s factories – in Anagni, Italy, Brussels and Bloomington, Indiana – to Novo Nordisk for $11.7bn, enabling the Danish drugmaker to increase production of its obesity and diabetes treatments.

The Skadden team guiding Catalent on the deal included M&A partners Todd Freed, Patrick Lewis and Richard Grossman, as well as executive compensation and benefits partner Page Griffin, competition partner Maria Raptis and corporate counsel Jessica Schmiege. 

Meantime the Jones Day team acting for Catalent’s board of directors included Randi Lesnick, co-chair of the firm’s corporate practice, as well as corporate partner Tim Melton and competition partner Ryan Thomas. 

On the Novo Holdings side, the Goodwin Procter private equity and public M&A team was led by partners Matt Mauney, Josh Zachariah, Andrew Kimball, Rachel Frankeny and Kirkie Maswoswe, while the effort at Linklaters, which advised on the merger control, foreign investment and foreign subsidies aspects of the deal, was led by partners Antonia Sherman in the US and Annamaria Mangiaracina in Brussels and counsel Mark Daniel in London.

The Davis Polk team acting for Novo Nordisk was led by corporate partners William Aaronson and Shanu Bajaj, while Arnold & Porter’s team was led by Niels Ersbøll, chair of the firm’s European competition practice. 

Citi and JP Morgan served as financial advisors to Catalent on the deal. Morgan Stanley & Co served as financial advisor to Novo Holdings.