Catalent Announces Governance Enhancements and New Initiatives to Drive Value
Adding Four New Independent Directors
Appoints John Greisch as Executive Chair
Establishes New Strategic and Operational Review Committee of the Board
Enters into Cooperation Agreement with Elliott Investment Management L.P.
SOMERSET, N.J. August 29, 2023 Catalent, Inc. (NYSE: CTLT), the leader in enabling the development and supply of better
biopharmaceutical treatments for patients worldwide, today announced several initiatives reflecting its ongoing commitment to strong corporate governance and shareholder value creation.
The Nominating and Corporate Governance Committee of the Board has recommended, and the Board has approved, the appointment of four new independent directors:
Steven Barg, Frank DAmelio, Stephanie Okey, and Michelle Ryan. With these appointments, Catalents Board of Directors will consist of 16 directors, 13 of whom are independent under the Companys director independence standards. It is
expected that the 12 nominees recommended by the Board in the Companys proxy statement and on its proxy card to stand for election at the 2023 Annual Meeting of Stockholders will include the four new directors and eight other nominees, who are
current directors, to be selected by the Board.
In addition, John Greisch has been appointed Executive Chair of the Board and will also chair the new
Strategic and Operational Review Committee, as discussed further below. Mr. Greisch is a proven operator and executive in the healthcare industry, with a track record of improving operational execution, enhancing financial performance, and
unlocking shareholder value. He most recently served as President and CEO of Hill-Rom Holdings from 2010 to 2018. Prior to that, Mr. Greisch was President, International Operations and CFO of Baxter.
Mr. Greisch currently serves as chairman of the board of Viant Medical and as lead independent director on the board of Carrier Corporation, and formerly served on the boards of Cerner Corporation, Idorsia Pharmaceuticals, Hill-Rom Holdings, Actelion, and TomoTherapy. Additionally, he serves as a senior advisor to TPG Capital and is on the board of directors for the Ann & Robert H. Lurie Childrens Hospital of Chicago.
Catalents Board has also established a new Strategic and Operational Review Committee to conduct a review of the Companys business, strategy
and operations, as well as the Companys capital-allocation priorities, in order to maximize the long-term value of the Company. The Strategic and Operational Review Committee will be chaired by Mr. Greisch and will include Mr. Barg,
Ms. Ryan, Gregory T. Lucier and Jack Stahl. The Committee will make its recommendations to the full Board.
In connection with these initiatives,
Catalent has entered into a Cooperation Agreement with Elliott Investment Management L.P., one of Catalents largest investors, under which Elliott has agreed to customary standstill, voting, confidentiality, and other provisions.
We are excited to welcome Steven, Frank, Stephanie, and Michelle to the Board following a thorough search process and firmly believe that their deep
industry expertise, significant leadership experience, and diverse skills will prove invaluable to the Company and our stakeholders, said Mr. Greisch. Our Board shares Elliotts confidence in the long-term value creation
potential of Catalent. We look forward to providing an update to the market on the work of and, ultimately, recommendations by the Strategic and Operational Review Committee following its review of the business.