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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Catalent Inc | NYSE:CTLT | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
-0.21 | -0.37% | 56.20 | 56.65 | 56.13 | 56.47 | 935,660 | 19:17:20 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): November 27, 2023 (
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification Number) |
|
||||
(Address of registrant’s principal executive office) | (Zip code) |
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 203.425) |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading symbols(s) |
Name of each exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01 | Entry into a Material Definitive Agreement. |
On November 22, 2023, Catalent Pharma Solutions, Inc. (“Operating Company”), a wholly owned subsidiary of Catalent, Inc. (the “Company”), entered into Amendment No. 10 to Amended and Restated Credit Agreement (“Amendment No. 10”) by and among Operating Company, PTS Intermediate Holdings LLC (“Holdings”), the subsidiaries of Operating Company party thereto (together with Holdings, the “Guarantors”), JPMorgan Chase Bank, N.A., as the administrative agent, collateral agent, swing line lender, and letter of credit issuer, and the lenders and other parties thereto, which Amendment No. 10 amends that certain Amended and Restated Credit Agreement, dated as of May 20, 2014, among Operating Company, the Guarantors and other guarantors party thereto, JPMorgan Chase Bank, N.A., as the administrative agent, collateral agent, and swing line lender, and the lenders and other parties thereto (as amended, the “Credit Agreement”). Amendment No. 10 further extends the deadlines by which the Operating Company is required to deliver to the Administrative Agent (i) its audited financial statements as at the end of and for the fiscal year ended June 30, 2023, together with the auditor’s report and opinion on such audited financial statements, to January 26, 2024, and (ii) its unaudited financial statements as at the end of and for the fiscal quarter ending September 30, 2023 to March 13, 2024. As previously disclosed in the Company’s Current Report on Form 8-K, filed on September 28, 2023 with the Securities and Exchange Commission (the “SEC”), the Company amended its credit agreement on September 27, 2023 to initially extend these deadlines to November 27, 2023, in the case of such audited financial statements, and to January 13, 2024, in the case of such unaudited financial statements.
The foregoing description of Amendment No. 10 does not purport to be complete and is subject to, and qualified in its entirety by, the full text of Amendment No. 10, which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
Item 7.01 | Regulation FD Disclosure. |
As previously reported in the Company’s Notification of Late Filing on Form 12b-25, filed on August 30, 2023 with the SEC, the Company’s Current Report on Form 8-K, filed on September 15, 2023 with the SEC, and the Company’s Notification of Late Filing on Form 12b-25, filed on November 13, 2023 with the SEC, the Company was unable to file its Annual Report on Form 10-K for the year ended June 30, 2023 (the “Form 10-K”) and its Quarterly Report on Form 10-Q for the quarter ended September 30, 2023 (the “Form 10-Q”) within the prescribed periods because the Company required additional time to complete its procedures related to management’s assessment of the effectiveness of its internal controls over financial reporting as of June 30, 2023 and other closing procedures. Subsequent to filing these Form 12b-25s, the Company continued to dedicate significant resources to the completion of such procedures but was unable to file the Form 10-K by September 13, 2023 and the Form 10-Q by November 14, 2023, the end of the respective extension periods provided by each Form 12b-25. The Company continues to require additional time to complete such procedures for the fourth quarter of fiscal year 2023 and the first quarter of fiscal year 2024, including procedures related to management’s assessment of the measurement, timing and tax implications of a non-cash goodwill impairment of approximately $700 million which relates primarily to acquisitions in the Company’s Consumer Health and Biomodalities reporting units in its Pharma and Consumer Health and Biologics segments, respectively. The Company is working diligently to complete the necessary work to file the Form 10-K and continues to expect to file the Form 10-K within the six-month period granted by the NYSE to avoid delisting procedures, with the filing of the Form 10-Q promptly following the filing of the Form 10-K. However, given the additional time required to complete the procedures, including those related to the non-cash tax implications of the potential impairment charge, the Company will not be able to file the Form 10-K on or before November 27, 2023 as previously reported in its Notification of Late Filing on Form 12b-25, filed on November 13, 2023 with the SEC. Accordingly, the Company entered into Amendment No. 10 to provide the Company with additional flexibility under the Credit Agreement to deliver the aforementioned financial statements. The Company currently expects to complete the necessary work to file the 2023 Form 10-K in the near term, and continues to expect to file the Form 10-Q promptly following the filing of the 2023 Form 10-K.
Finally, based on currently available information and subject to the completion of the Company’s evaluation of the measurement, timing and tax implications of the potential impairment charge, as well as the preparation of the financial statements and assessment of the Company’s internal controls over financial reporting and completion of the audits thereof, the Company does not expect any material change to the financial results to be included in the Form 10-K compared to the financial information reported in the earnings release the Company furnished to the SEC on the Form 8-K filed with the SEC on August 29, 2023 or the financial results to be included in the Form 10-Q compared to the financial information reported in the earnings release the Company furnished to the SEC on the Form 8-K filed with the SEC on November 15, 2023, other than a non-cash tax charge related to the recognition of a partial valuation allowance on certain deferred tax assets during the three months ended September 30, 2023.
As provided in General Instruction B.2 of Form 8-K, the information contained in this Item 7.01 of this Current Report on Form 8-K shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed to be incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this Current Report on Form 8-K that do not relate to matters of historical fact should be considered forward-looking statements, including without limitation statements regarding management’s ongoing review of its fourth fiscal quarter and fiscal year 2023 financial statements and its first fiscal quarter 2024 financial statements, the expected filing dates if its Form 10-K and Form 10-Q, and the Company’s ability to regain compliance with the NYSE’s listing standards. These forward-looking statements are based on management’s current expectations. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause actual future events, results or achievements to be materially different from the Company’s expectations and projections expressed or implied by the forward-looking statements. Important factors include, but are not limited to those discussed under the caption “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended June 30, 2022 (as amended), the Company’s Quarterly Report on Form 10-Q for the three and nine months ended March 31, 2023, and the Company’s other filings with the SEC. Forward-looking statements speak only as of the date of this Current Report on Form 8-K and are based on information available to the Company as of the date of this Current Report on Form 8-K, and the Company assumes no obligation to update such forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Catalent, Inc. | ||
(Registrant) | ||
By: |
/s/ JOSEPH FERRARO | |
Joseph A. Ferraro | ||
Senior Vice President, General Counsel, Chief Compliance Officer & Secretary | ||
Date: November 27, 2023 |
Exhibit 10.1
Execution Version
AMENDMENT NO. 10
TO AMENDED AND RESTATED CREDIT AGREEMENT
AMENDMENT NO. 10 TO AMENDED AND RESTATED CREDIT AGREEMENT, dated as of November 22, 2023 (this Amendment), by and among CATALENT PHARMA SOLUTIONS, INC., a Delaware corporation (the Borrower), PTS INTERMEDIATE HOLDINGS LLC, a Delaware limited liability company (Holdings), the SUBSIDIARY GUARANTORS and the Lenders party hereto (which constitute the Required Lenders (as defined in the Existing Credit Agreement (as defined below)). Capitalized terms not otherwise defined in this Amendment have the same meanings as specified in the Existing Credit Agreement referred to below.
PRELIMINARY STATEMENTS:
WHEREAS, the Borrower, Holdings, JPMorgan Chase Bank, N.A., as Administrative Agent, Collateral Agent, Swing Line Lender, and L/C Issuer, the other Lenders party thereto and the other agents party thereto have entered into an Amended and Restated Credit Agreement dated as of May 20, 2014 (as amended by Amendment No. 1 dated as of December 1, 2014, as further amended by Amendment No. 2, dated as of December 9, 2016, as further amended by Amendment No. 3, dated as of October 18, 2017, as further amended by Amendment No. 4, dated as of May 17, 2019, as further amended by Amendment No. 5, dated as of February 22, 2021, as further amended by Amendment No. 6, dated as of September 29, 2021, as further amended by Amendment No. 7, dated as of November 22, 2022, as further amended by Amendment No. 8, dated as of June 27, 2023, as further amended by Amendment No. 9, dated as of September 27, 2023 (Amendment No. 9), and as the same may have been amended, supplemented or otherwise modified prior to the date hereof, the Existing Credit Agreement; and the Existing Credit Agreement as further amended by this Amendment, the Credit Agreement);
WHEREAS, prior to giving effect to Amendment No. 9, pursuant to Section 6.01(a) of the Existing Credit Agreement, the Borrower was required to deliver to the Administrative Agent (for prompt further distribution to each Lender), within ninety (90) days after the fiscal year ended June 30, 2023 (such deadline, the Specified Annual Financial Statement Deliverables Deadline), a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year and the related consolidated statements of income or operations, stockholders equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Ernst & Young LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any going concern or like qualification or exception or any qualification or exception as to the scope of such audit other than a going concern qualification resulting solely from an upcoming maturity date under the Facilities occurring within one year from the time such opinion is delivered (collectively, the Specified Annual Financial Statement Deliverables);
WHEREAS, prior to giving effect to Amendment No. 9, pursuant to Section 6.01(b) of the Existing Credit Agreement, the Borrower was required to deliver to the Administrative Agent (for prompt further distribution to each Lender), within forty-five (45) days after the fiscal quarter ending September 30, 2023 (the Specified Quarterly Financial Statements Deadline), a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of
operations, stockholders equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end adjustments and the absence of footnotes (collectively, the Specified Quarterly Financial Statements);
WHEREAS, pursuant to Section 1 of Amendment No. 9, (i) the Specified Annual Financial Statement Deliverables Deadline was extended to November 27, 2023 and (ii) the Specified Quarterly Financial Statements Deadline was extended to January 13, 2024; and
WHEREAS, the Borrower has requested that the Lenders party hereto, which constitute the Required Lenders under and as defined in the Existing Credit Agreement, (i) further extend the Specified Annual Financial Statement Deliverables Deadline (solely as it relates to the delivery of the Specified Annual Financial Statement Deliverables) as set forth in Section 1 hereof and (ii) further extend the Specified Quarterly Financial Statements Deadline (solely as it relates to the delivery of the Specified Quarterly Financial Statements) as set forth in Section 1 hereof, in each case subject to the terms and conditions set forth in this Amendment.
NOW, THEREFORE, in consideration of the premises and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto hereby agree as follows:
SECTION 1. Amendment. Subject to the satisfaction of the conditions precedent set forth in Section 2 below, the Lenders party hereto hereby agree:
(a) to further extend the Specified Annual Financial Statement Deliverables Deadline (solely as it relates to the delivery of the Specified Annual Financial Statement Deliverables) to January 26, 2024 (the Extended Annual Financial Statement Deliverables Deadline); and
(b) to further extend the Specified Quarterly Financial Statements Deadline (solely as it relates to the delivery of the Specified Quarterly Financial Statements) to March 13, 2024 (the Extended Specified Quarterly Financial Statements Deadline).
For the avoidance of doubt, from and after the Amendment No. 10 Effective Date (as defined below):
(a) no Lender shall fail to honor any Request for a Credit Extension solely as a result of, and, there shall be no Default arising from, the Borrowers failure to deliver the Specified Annual Financial Statement Deliverables to the Administrative Agent on or prior to the Specified Annual Financial Statement Deliverables Deadline unless the Borrower fails to deliver the Specified Annual Financial Statement Deliverables to the Administrative Agent on or prior to the Extended Annual Financial Statement Deliverables Deadline (as defined herein);
(b) no Lender shall fail to honor any Request for a Credit Extension solely as a result of, and there shall be no Default arising from, the Borrowers failure to deliver the Specified Quarterly Financial Statements to the Administrative Agent on or prior to the Specified Quarterly Financial Statements Deadline unless the Borrower fails to deliver the Specified Quarterly Financial Statements to the Administrative Agent on or prior to the Extended Specified Quarterly Financial Statements Deadline (as defined herein); and
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(c) pursuant to Section 6.02(a) of the Credit Agreement, the Borrower shall be required to deliver to the Administrative Agent a duly completed Compliance Certificate signed by a Responsible Officer of the Borrower no later than five (5) days after the delivery of each of (x) the Specified Annual Financial Statement Deliverables to the Administrative Agent and (y) the Specified Quarterly Financial Statements to the Administrative Agent.
SECTION 2. Conditions of Effectiveness of this Amendment. This Amendment shall become effective on the date when, and only when, the following conditions shall have been satisfied (such date, the Amendment No. 10 Effective Date):
(a) The Administrative Agent shall have received a counterpart signature page of this Amendment duly executed by (i) Holdings, (ii) the Borrower, (iii) each of the Subsidiary Guarantors and (iv) the Lenders constituting the Required Lenders (as defined in the Existing Credit Agreement).
(b) On or prior to the Amendment No. 10 Effective Date, the Borrower shall have paid to the Administrative Agent by wire transfer of immediately available funds, for the account of each Lender that has executed a counterpart to this Amendment prior to 12:00 p.m. Eastern time on November 22, 2023 (each, a Consenting Lender), a consent fee (collectively, the Consent Fees) in an amount equal to the sum of (i) 0.05 % of the aggregate committed amount of the Revolving Credit Commitments of each Consenting Lender as of November 17, 2023 plus (ii) 0.05% of the aggregate principal amount of the Term Loans of each Consenting Lender as of November 17, 2023.
SECTION 3. Representations and Warranties. To induce the Lenders party hereto to enter into this Amendment, each Loan Party represents and warrants to the Agents and the Lenders that:
(a) The execution, delivery and performance by each Loan Party party hereto of this Amendment are within such Loan Partys corporate or other powers and have been duly authorized by all necessary corporate or other organizational action. This Amendment has been duly executed and delivered by each Loan Party party hereto. This Amendment constitutes a legal, valid and binding obligation of each Loan Party party hereto, enforceable against such Loan Party in accordance with its terms, except as such enforceability may be limited by Debtor Relief Laws and by general principles of equity.
(b) As of the Amendment No. 10 Effective Date, the representations and warranties of the Borrower and each other Loan Party contained in Article V of the Existing Credit Agreement or any other Loan Document are true and correct in all material respects on and as of the Amendment No. 10 Effective Date; provided that, to the extent that such representations and warranties specifically refer to an earlier date, they are true and correct in all material respects as of such earlier date; provided further that any representation and warranty that is qualified as to materiality, Material Adverse Effect or similar language are true and correct (after giving effect to any qualification therein) in all respects on such respective dates.
(c) As of the Amendment No. 10 Effective Date, no Default exists.
SECTION 4. Reference to and Effect on the Credit Agreement and the Other Loan Documents.
(a) On and after the Amendment No. 10 Effective Date, each reference in the Credit Agreement to this Agreement, hereunder, hereof or words of like import referring to the Credit Agreement, and each reference in the Notes and each of the other Loan Documents to the Credit Agreement, thereunder, thereof or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement.
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(b) The Existing Credit Agreement, as specifically amended by this Amendment, and each of the other Loan Documents is and shall continue to be in full force and effect and is hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment.
(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents nor constitute a novation of the Credit Agreement or any of the Loan Documents nor serve to effect a novation of the Obligations outstanding under the Credit Agreement or instruments guaranteeing or securing the same, which instruments shall remain in full effect. Nothing herein shall be deemed to entitle any Loan Party to a further amendment to, or any consent, waiver, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances.
(d) On and after the Amendment No. 10 Effective Date, this Amendment shall for all purposes constitute a Loan Document.
(e) Each Loan Party hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party, (ii) ratifies and reaffirms each grant of a lien on, or security interest in, its property made pursuant to the Loan Documents (including, without limitation, the grant of security made by such Loan Party pursuant to the Security Agreement) and confirms that such liens and security interests continue to secure the Obligations under the Loan Documents, subject to the terms thereof and (iii) in the case of each Guarantor, ratifies and reaffirms its guaranty of the Obligations pursuant to the Guaranty. This Amendment shall not constitute a novation of the Existing Credit Agreement or any other Loan Document.
SECTION 5. Costs and Expenses, Etc.
(a) The Borrower agrees to pay all reasonable and documented out-of-pocket costs and expenses of JPMorgan Chase Bank, N.A. (JPMCB) in connection with the preparation, execution, delivery and administration of this Amendment and the other instruments and documents to be delivered hereunder or in connection herewith (including, without limitation, the reasonable fees and expenses of counsel for JPMCB (Davis Polk & Wardwell LLP)) in accordance with the terms of Section 10.04 of the Credit Agreement.
(b) The Borrower agrees that once paid and upon the Amendment No. 10 Effective Date, the Consent Fees will not be refundable under any circumstances and shall not be subject to any set-off or counterclaim. The Consent Fees will be payable in U.S. dollars in immediately available funds and shall be in addition to the costs and expenses referred to in Section 5(a) hereof. Each Consenting Lender may, in its discretion, allocate to its affiliates any Consent Fee payable to it.
SECTION 6. Execution in Counterparts. This Amendment may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute but one and the same agreement. Delivery of an executed counterpart of a signature page to this Amendment by telecopier or other electronic
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delivery (e.g., pdf) shall be effective as delivery of a manually executed counterpart of this Amendment. The words execution, signed, signature, delivery, and words of like import in or relating to this Amendment and/or any document to be signed in connection with this Amendment and the transactions contemplated hereby shall be deemed to include Electronic Signatures (as defined below), deliveries or the keeping of records in electronic form, each of which shall be of the same legal effect, validity or enforceability as a manually executed signature, physical delivery thereof or the use of a paper-based recordkeeping system, as the case may be. Electronic Signatures means any electronic symbol or process attached to, or associated with, any contract or other record and adopted by a person with the intent to sign, authenticate or accept such contract or record.
SECTION 7. GOVERNING LAW.
(a) THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK.
(b) ANY LEGAL ACTION OR PROCEEDING ARISING UNDER THIS AMENDMENT OR IN ANY WAY CONNECTED WITH OR RELATED OR INCIDENTAL TO THE DEALINGS OF THE PARTIES HERETO OR ANY OF THEM WITH RESPECT TO THIS AMENDMENT, OR THE TRANSACTIONS RELATED HERETO, IN EACH CASE WHETHER NOW EXISTING OR HEREAFTER ARISING, SHALL BE BROUGHT IN THE COURTS OF THE STATE OF NEW YORK SITTING IN NEW YORK CITY OR OF THE UNITED STATES FOR THE SOUTHERN DISTRICT OF SUCH STATE, AND BY EXECUTION AND DELIVERY OF THIS AMENDMENT, THE BORROWER, HOLDINGS, EACH AGENT PARTY HERETO AND EACH LENDER PARTY HERETO CONSENTS, FOR ITSELF AND IN RESPECT OF ITS PROPERTY, TO THE EXCLUSIVE JURISDICTION OF THOSE COURTS AND AGREES THAT IT WILL NOT COMMENCE OR SUPPORT ANY SUCH ACTION OR PROCEEDING IN ANOTHER JURISDICTION. THE BORROWER, HOLDINGS, EACH AGENT PARTY HERETO AND EACH LENDER PARTY HERETO IRREVOCABLY WAIVES ANY OBJECTION, INCLUDING ANY OBJECTION TO THE LAYING OF VENUE OR BASED ON THE GROUNDS OF FORUM NON CONVENIENS, WHICH IT MAY NOW OR HEREAFTER HAVE TO THE BRINGING OF ANY ACTION OR PROCEEDING IN SUCH JURISDICTION IN RESPECT OF THIS AMENDMENT OR OTHER DOCUMENT RELATED HERETO.
SECTION 8. WAIVER OF RIGHT TO TRIAL BY JURY. EACH PARTY TO THIS AMENDMENT HEREBY EXPRESSLY WAIVES ANY RIGHT TO TRIAL BY JURY OF ANY CLAIM, DEMAND, ACTION OR CAUSE OF ACTION ARISING UNDER THIS AMENDMENT OR IN ANY WAY CONNECTED WITH OR RELATED OR INCIDENTAL TO THE DEALINGS OF THE PARTIES HERETO, OR THE TRANSACTIONS RELATED HERETO, IN EACH CASE WHETHER NOW EXISTING OR HEREAFTER ARISING, AND WHETHER FOUNDED IN CONTRACT OR TORT OR OTHERWISE; AND EACH PARTY HEREBY AGREES AND CONSENTS THAT ANY SUCH CLAIM, DEMAND, ACTION OR CAUSE OF ACTION SHALL BE DECIDED BY COURT TRIAL WITHOUT A JURY, AND THAT ANY PARTY TO THIS AMENDMENT MAY FILE AN ORIGINAL COUNTERPART OR A COPY OF THIS SECTION 8 WITH ANY COURT AS WRITTEN EVIDENCE OF THE CONSENT OF THE SIGNATORIES HERETO TO THE WAIVER OF THEIR RIGHT TO TRIAL BY JURY.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 10 to Amended and Restated Credit Agreement to be executed by their respective officers thereunto duly authorized, as of the date first above written.
CATALENT PHARMA SOLUTIONS, INC. | ||
By: | /s/ Alessandro Maselli | |
Name: | Alessandro Maselli | |
Title: | President & Chief Executive Officer |
Signature Page to Amendment No. 10 to Amended and Restated Credit Agreement (Catalent)
PTS INTERMEDIATE HOLDINGS LLC | ||
CATALENT USA PACKAGING, LLC | ||
CATALENT PHARMA SOLUTIONS, LLC | ||
CATALENT CTS, LLC | ||
CATALENT CTS (KANSAS CITY), LLC | ||
R.P. SCHERER TECHNOLOGIES, LLC | ||
CATALENT MTI PHARMA SOLUTIONS, INC. | ||
CATALENT SAN DIEGO, INC. | ||
CATALENT MICRON TECHNOLOGIES, INC. | ||
REDWOOD BIOSCIENCE, INC. | ||
CATALENT INDIANA, LLC | ||
CATALENT INDIANA HOLDINGS, LLC | ||
CATALENT HOLDCO II, LLC | ||
CATALENT HOLDCO III, LLC | ||
CATALENT HOLDCO IV, LLC | ||
CATALENT MARYLAND, INC. | ||
CATALENT HOUSTON, LLC | ||
CATALENT MSTC, INC. | ||
CATALENT HARMANS ROAD, LLC | ||
CATALENT MASSACHUSETTS, LLC | ||
CATALENT PRINCETON, LLC | ||
CATALENT WELLNESS HOLDINGS, LLC | ||
CATALENT WELLNESS CALIFORNIA, LLC | ||
CATALENT WELLNESS, LLC | ||
CATALENT WELLNESS INDIANA, LLC | ||
CATALENT WELLNESS VIRGINIA, LLC | ||
CATALENT WELLNESS NEW JERSEY, LLC | ||
CATALENT HOLDCO V, LLC | ||
CATALENT GREENVILLE, INC. | ||
By: | /s/ Alessandro Maselli | |
Name: | Alessandro Maselli | |
Title: | President & Chief Executive Officer |
Signature Page to Amendment No. 10 to Amended and Restated Credit Agreement (Catalent)
[LENDER SIGNATURE PAGES ON FILE WITH THE ADMINISTRATIVE AGENT]
Signature Page to Amendment No. 10 to Amended and Restated Credit Agreement (Catalent)
Document and Entity Information |
Nov. 22, 2023 |
---|---|
Cover [Abstract] | |
Amendment Flag | false |
Entity Central Index Key | 0001596783 |
Document Type | 8-K |
Document Period End Date | Nov. 22, 2023 |
Entity Registrant Name | CATALENT, INC. |
Entity Incorporation State Country Code | DE |
Entity File Number | 001-36587 |
Entity Tax Identification Number | 20-8737688 |
Entity Address, Address Line One | 14 Schoolhouse Road |
Entity Address, City or Town | Somerset |
Entity Address, State or Province | NJ |
Entity Address, Postal Zip Code | 08873 |
City Area Code | (732) |
Local Phone Number | 537-6200 |
Written Communications | false |
Soliciting Material | false |
Pre Commencement Tender Offer | false |
Pre Commencement Issuer Tender Offer | false |
Security 12b Title | Common Stock, $0.01 par value per share |
Trading Symbol | CTLT |
Security Exchange Name | NYSE |
Entity Emerging Growth Company | false |
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