You should assume that the information appearing or incorporated by reference in this prospectus supplement,
the accompanying prospectus or any free writing prospectus prepared by us is accurate only as of their respective dates or on the date or dates which are specified in such documents, and that any information in documents that we have incorporated by
reference is accurate only as of the date of such document incorporated by reference. Our business, financial condition, liquidity, results of operations, and prospects may have changed since those dates.
This document is in two parts. The first part is this prospectus supplement, which describes
the terms of this offering of common stock and also adds to and updates information contained in the accompanying prospectus and the documents incorporated by reference into this prospectus supplement and the accompanying prospectus. The second
part, the accompanying prospectus dated June 6, 2016, including the documents incorporated by reference therein, provides more general information. Generally, when we refer to this prospectus, we are referring to both parts of this document
combined. To the extent there is a conflict between the information contained in this prospectus supplement, on the one hand, and the information contained in the accompanying prospectus or in any document incorporated by reference that was filed
with the Securities and Exchange Commission (the SEC), before the date of this prospectus supplement, on the other hand, you should rely on the information in this prospectus supplement. If any statement in one of these documents is
inconsistent with a statement in another document having a later date (for example, a document incorporated by reference in this prospectus supplement) the statement in the document having the later date modifies or supersedes the earlier statement.
Except where the context requires otherwise, references in this prospectus supplement to Catalent, the Company, we,
us, and our refer to Catalent, Inc., together with its consolidated subsidiaries. In this prospectus supplement, when we refer to our fiscal years, which end on June 30, we say fiscal and the year number, as
in fiscal 2017, which refers to our fiscal year ended June 30, 2017. The financial information included or incorporated by reference in this prospectus supplement does not reflect the results of operations of Cook Pharmica LLC for
any period prior to the date of acquisition (October 23, 2017). We refer in this prospectus supplement to (i) our Annual Report on Form
10-K
for fiscal 2017 as our 2017 Form
10-K,
(ii) our Quarterly Reports on Form
10-Q
for the fiscal quarters ended September 30, 2017, December 31, 2017 and March 31, 2018 as our 2018
Form
10-Qs,
and (iii) our 2017 Form
10-K
and 2018 Form
10-Qs
as our SEC Reports.
Trademarks and service marks
We have U.S. or foreign
registration in the following marks, among others: Clinicopia
®
, Easyburst
®
, Fastchain
®
, Follow the Molecule
®
,
Galacorin
®
, GPEx
®
, Liqui-Gels
®
, OptiForm
®
,
OptiGel
®
, OptiGel
®
Bio, OptiShell
®
, SMARTag
®
, SupplyFlex
®
, Vegicaps
®
, and
Zydis
®
. This prospectus supplement also includes trademarks and trade names owned by other parties, and these trademarks
and trade names are the property of their respective owners. We use certain other trademarks and service marks, including CosmoPod,
PEEL-ID,
OmegaZero, OptiPact, Pharmatek,
Savorgel, Softdrop, and Zydis Ultra on an unregistered basis in the United States and abroad.
Solely for
convenience, the trademarks, service marks, and trade names identified in this prospectus supplement may appear without
the
®
and symbols, but such references are not intended to indicate, in any way, that we will not assert,
to the fullest extent under applicable law, our rights or the rights of the applicable licensors to these trademarks, service marks, and trade names.
S-ii