Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Sep. 30, 2020 | Oct. 29, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-36587 | |
Entity Registrant Name | Catalent, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, State or Province | NJ | |
Entity Tax Identification Number | 20-8737688 | |
Entity Address, Address Line One | 14 Schoolhouse Road, | |
Entity Address, City or Town | Somerset, | |
Entity Address, Postal Zip Code | 08873 | |
City Area Code | (732) | |
Local Phone Number | 537-6200 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | CTLT | |
Security Exchange Name | NYSE | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001596783 | |
Current Fiscal Year End Date | --06-30 | |
Entity Common Stock, Shares Outstanding (shares) | 164,697,598 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Income Statement [Abstract] | ||
Net revenue | $ 845.7 | $ 664.7 |
Cost of sales | 596.8 | 487 |
Gross margin | 248.9 | 177.7 |
Selling, general, and administrative expenses | 164.7 | 142.8 |
Impairment charges and (gain)/loss on sale of assets | 1.8 | (0.2) |
Restructuring and other | 0.9 | 0.7 |
Operating earnings | 81.5 | 34.4 |
Interest expense, net | 25.3 | 36.3 |
Other (income)/expense, net | (11.2) | 4.9 |
Earnings from continuing operations, before income taxes | 67.4 | (6.8) |
Income tax expense | (15) | (6.9) |
Net earnings/(loss) | 82.4 | 0.1 |
Participating Securities, Distributed and Undistributed Earnings (Loss), Basic | 13.6 | 8.1 |
Net Income (Loss) Available to Common Stockholders, Basic | $ 68.8 | $ (8) |
Earnings Per Share, Basic | $ 0.42 | $ (0.05) |
Earnings Per Share, Diluted | $ 0.41 | $ (0.05) |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income / (Loss) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Other comprehensive income/(loss), net of tax | ||
Net earnings/(loss) | $ 82.4 | $ 0.1 |
Foreign currency translation adjustments | 15.9 | (21.8) |
Pension and other post-retirement adjustments | 0.5 | (0.3) |
Net change in derivatives and hedges, net of tax | (0.1) | 0 |
Other comprehensive income/(loss), net of tax | 16.3 | (22.1) |
Comprehensive income/(loss) | $ 98.7 | $ (22) |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Sep. 30, 2020 | Jun. 30, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 1,007 | $ 953.2 |
Trade receivables, net | 700.9 | 838.1 |
Inventories | 384.3 | 323.8 |
Prepaid expenses and other | 263.9 | 177.9 |
Total current assets | 2,356.1 | 2,293 |
Property, plant, and equipment, net | 2,035.5 | 1,900.8 |
Other assets: | ||
Goodwill | 2,490.4 | 2,470.6 |
Other intangibles, net | 870.3 | 888.7 |
Deferred Income Tax Assets, Net | 57.1 | 49.4 |
Other Assets, Noncurrent | 174.8 | 174 |
Total assets | 7,984.2 | 7,776.5 |
Current Liabilities: | ||
Debt, Current | 73.4 | 72.9 |
Accounts payable | 329.4 | 321 |
Other accrued liabilities | 516.9 | 499.3 |
Total current liabilities | 919.7 | 893.2 |
Long-term obligations, less current portion | 2,985.3 | 2,945.1 |
Pension liability | 135.5 | 135.2 |
Deferred Income Taxes | 83.6 | 94 |
Other liabilities | 181.4 | 203.6 |
Commitments and Contingencies (see Note 15) | 0 | 0 |
Total liabilities | 4,305.5 | 4,271.1 |
Temporary Equity, Carrying Amount, Attributable to Parent | 606.6 | 606.6 |
Common Stock, Value, Outstanding | 1.6 | 1.6 |
Preferred Stock, Value, Outstanding | 0 | 0 |
Additional paid in capital | 3,901.4 | 3,818.7 |
Accumulated deficit | (460.9) | (535.2) |
Accumulated other comprehensive income/(loss) | (370) | (386.3) |
Total shareholders' equity | 3,072.1 | 2,898.8 |
Total liabilities, redeemable preferred stock, and shareholders’ equity | $ 7,984.2 | $ 7,776.5 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2020 | Jun. 30, 2020 |
Statement of Financial Position [Abstract] | ||
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Common Stock, Shares Authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (shares) | 164,567,095 | 162,788,043 |
Common Stock, Shares, Outstanding | 164,567,095 | 162,788,043 |
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Preferred Stock, Shares Authorized | 100,000,000 | 100,000,000 |
Preferred Stock, Shares Issued | 650,000 | 650,000 |
Preferred Stock, Shares Outstanding | 650,000 | 650,000 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Shareholder's Equity - USD ($) $ in Millions | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income/(Loss) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Common Stock, Shares, Outstanding | 145,738,300 | ||||
Beginning Balance at Jun. 30, 2019 | $ 1,681.6 | $ 1.5 | $ 2,757.4 | $ (723.4) | $ (353.9) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock Issued During Period, Value, Stock Options Exercised | 0 | 0 | |||
Stock-based compensation | 16.6 | 16.6 | |||
Cash paid, in lieu of equity, for tax withholding | (18.1) | (18.1) | |||
Non-qualified stock | 0.7 | ||||
Dividends, Preferred Stock | 8.1 | 8.1 | |||
Net earnings/(loss) | 0.1 | 0.1 | |||
Other comprehensive income/(loss), net of tax | (22.1) | (22.1) | |||
Ending Balance at Sep. 30, 2019 | $ 1,649.3 | $ 1.5 | 2,755.2 | (731.4) | (376) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share issuances related to stock-based compensation | 497,400 | ||||
Common Stock, Shares, Outstanding | 146,235,700 | ||||
Common Stock, Shares, Outstanding | 162,788,043 | 162,788,000 | |||
Beginning Balance at Jun. 30, 2020 | $ 2,898.8 | $ 1.6 | 3,818.7 | (535.2) | (386.3) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Equity offering, sale of common stock, | 81.8 | 0 | 81.8 | ||
Stock Issued During Period, Value, Stock Options Exercised | 0 | 0 | |||
Stock-based compensation | 18.7 | 18.7 | |||
Cash paid, in lieu of equity, for tax withholding | (19.6) | (19.6) | |||
APIC, Share-based Payment Arrangement, ESPP, Increase for Cost Recognition | 1.8 | 1.8 | |||
Non-qualified stock | (0.7) | ||||
Dividends, Preferred Stock | 8.1 | 8.1 | |||
Net earnings/(loss) | 82.4 | 82.4 | |||
Other comprehensive income/(loss), net of tax | 16.3 | 16.3 | |||
Ending Balance at Sep. 30, 2020 | 3,072.1 | $ 1.6 | 3,901.4 | $ (460.9) | $ (370) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Equity offering, sale of common stock | 1,162,500 | ||||
Share issuances related to stock-based compensation | 616,600 | ||||
APIC, Share-based Payment Arrangement, ESPP, Increase for Cost Recognition | $ 1.8 | $ 1.8 | |||
Common Stock, Shares, Outstanding | 164,567,095 | 164,567,100 |
Consolidated Statement of Cha_2
Consolidated Statement of Changes in Shareholder's Equity Consolidated Statement of Changes in Shareholders' Equity (Parenthetical) - shares | Jun. 15, 2020 | Feb. 06, 2020 | Sep. 30, 2020 | Sep. 30, 2019 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning Balance - Common Stock Outstanding (shares) | 162,788,043 | |||
Equity offering, sale of common stock | 7,700,000 | 8,400,000 | ||
Ending Balance - Common Stock Outstanding (shares) | 164,567,095 | |||
Common Stock | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning Balance - Common Stock Outstanding (shares) | 162,788,000 | 145,738,300 | ||
Equity offering, sale of common stock | 1,162,500 | |||
Share issuances related to stock-based compensation | 616,600 | 497,400 | ||
Ending Balance - Common Stock Outstanding (shares) | 164,567,100 | 146,235,700 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net earnings/(loss) | $ 82.4 | $ 0.1 |
Adjustments to reconcile earnings/(loss) from operations to net cash from operations: | ||
Depreciation and amortization | 69.1 | 60.6 |
Non-cash foreign currency transaction (gain)/loss, net | (3.8) | (0.1) |
Amortization and write-off of debt financing costs | 1.7 | 1.5 |
Asset impairments charges and (gain)/loss on sale of assets | 1.8 | (0.2) |
Derivative, Gain (Loss) on Derivative, Net | 9 | (8.9) |
Stock-based compensation | 18.7 | 16.6 |
Provision/(benefit) for deferred income taxes | (10.6) | (0.6) |
Provision for bad debts and inventory | 7.9 | 4.1 |
Change in operating assets and liabilities: | ||
Decrease/(increase) in trade receivables | 143.7 | 34.1 |
Decrease/(increase) in inventories | (65.4) | 0.2 |
Increase/(decrease) in accounts payable | 6.6 | (47.3) |
Other assets/accrued liabilities, net — current and non-current | (93.4) | (52.7) |
Net Cash Provided by (Used in) Operating Activities, Total | 149.7 | 25.2 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Acquisition of property and equipment and other productive assets | (149.6) | (73.5) |
Payment for acquisitions, net of cash acquired | 0 | (10.7) |
Payments to Acquire Investments | 1.6 | 0.7 |
Net cash (used in) investing activities | (151.2) | (84.9) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Net change in other borrowings | (3.9) | (2.5) |
Payments related to long-term obligations | (2.4) | (3.3) |
Dividends and Interest Paid | 8.1 | 11.9 |
Proceeds from sale of common stock, net | 83.6 | 0 |
Cash paid, in lieu of equity, for tax withholding | (19.6) | (18.1) |
Net cash (used in)/provided by financing activities | 49.6 | (35.8) |
Effect of foreign currency exchange on cash | 5.7 | (6.5) |
NET INCREASE/(DECREASE) IN CASH AND EQUIVALENTS | 53.8 | (102) |
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD | 953.2 | 345.4 |
CASH AND EQUIVALENTS AT END OF PERIOD | 1,007 | 243.4 |
SUPPLEMENTARY CASH FLOW INFORMATION: | ||
Interest paid | 43.4 | 24.8 |
Income taxes paid, net | $ 8.8 | $ 12.7 |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 3 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Business Catalent, Inc. ( “ Catalent ” or the “ Company ” ) directly and wholly owns PTS Intermediate Holdings LLC ( “ Intermediate Holdings ” ). Intermediate Holdings directly and wholly owns Catalent Pharma Solutions, Inc. ( “ Operating Company ” ). The financial results of Catalent are comprised of the financial results of Operating Company and its subsidiaries on a consolidated basis. Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States ( “U.S. GAAP ” ) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the three months ended September 30, 2020 are not necessarily indicative of the results that may be expected for the year ending June 30, 2021. The consolidated balance sheet at June 30, 2020 has been derived from the audited consolidated financial statements at that date but does not include all of the information and footnotes required by U.S. GAAP for complete financial statements. For further information on the Company's accounting policies and footnotes, refer to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2020 filed with the Securities and Exchange Commission (the “ SEC ” ). Foreign Currency Translation The financial statements of the Company’s operations are generally measured using the local currency as the functional currency. Adjustments to translate the assets and liabilities of operations outside the U.S. into U.S. dollars are accumulated as a component of other comprehensive income/(loss) utilizing period-end exchange rates. Since July 1, 2018, the Company has accounted for its Argentine operations as highly inflationary. Research and Development Costs The Company expenses research and development costs as incurred. Research and development costs amounted to $6.4 million and $4.6 million for the three months ended September 30, 2020 and 2019, respectively. Recent Financial Accounting Standards Recently Adopted Accounting Standards In August 2018, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract , which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The Company adopted the guidance on July 1, 2020. The guidance did not have a material impact on the Company’s financial condition or results of operations. In August 2018, the FASB issued ASU 2018-13 , Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirement for Fair Value Measurement , which changes the disclosure requirements on fair value measurements in Accounting Standards Codification ( “ ASC ”) 820 Fair Value Measurement . The guidance eliminates certain disclosure requirements that are no longer considered cost beneficial and adds new disclosure requirements for Level 3 fair value measurements. The Company adopted the guidance on July 1, 2020. The guidance did not have a material impact on the Company’s financial condition or results of operations. In June 2016, the FASB issued ASU 2016-13 , Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , which introduces a new accounting model known as Credit Expected Credit Losses ( “ CECL ” ). CECL requires earlier recognition of credit losses on financial assets, while also providing additional transparency about credit risk. The CECL model utilizes a lifetime expected credit loss measurement objective for the recognition of credit losses for financial assets at the time they are originated or acquired. The expected credit losses are adjusted each period for changes in expected lifetime credit losses. This model replaces the multiple existing impairment models in current U.S. GAAP, which generally require that a loss be incurred before it is recognized. The new standard applies to receivables arising from revenue transactions such as contract assets and accounts receivables. The Company adopted the amended guidance using a modified retrospective approach on July 1, 2020. The amended guidance did not have a material impact on the Company’s financial condition or results of operations. New Accounting Standards Not Adopted as of September 30, 2020 In March 2020, the FASB issued ASU 2020-04 , Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting , which provides optional guidance to ease the potential burden in accounting for the discontinuation of a reference rate such as LIBOR, formerly known as the London Interbank Offered Rate, because of reference rate reform. The expedients and exceptions provided by the guidance do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2022. The ASU is effective for all entities as of March 12, 2020 through December 31, 2022. The Company is currently evaluating the impact of adopting this guidance on its consolidated financial statements. In December 2019, the FASB issued ASU 2019-12 , Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , which eliminates certain exceptions related to the incremental approach for intra-period allocation, deferred tax recognition requirement for changes in equity method investments and foreign subsidiaries, and methodology for calculating income taxes in an interim period. The guidance also simplifies certain aspects of the accounting for franchise taxes, the accounting for step-up in the tax basis of goodwill, and accounting for the change in the enacted change in tax laws or rates. The ASU will be effective for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years. The Company is currently evaluating the impact of adopting this guidance on its consolidated financial statements. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Sep. 30, 2020 | |
Revenue Recognition [Abstract] | |
Revenue from Contract with Customer [Policy Text Block] | REVENUE RECOGNITION The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers . The Company generally earns its revenue by supplying goods or providing services under contracts with its customers in three primary revenue streams: manufacturing and commercial product supply, development services, and clinical supply services. The Company measures the revenue from customers based on the consideration specified in its contracts, excluding any sales incentive or amount collected on behalf of a third party. The Company generally expenses sales commissions as incurred because either the amortization period is one year or less, or the balance with an amortization period greater than one year is not material. The following tables allocate revenue, for the three months ended September 30, 2020 and September 30, 2019, by type of activity and reporting segment (in millions): Three Months Ended September 30, 2020 Biologics Softgel & Oral Technologies Oral & Specialty Delivery Clinical Supply Services Total Manufacturing & commercial product supply $ 89.9 $ 190.6 $ 103.5 $ — $ 384.0 Development services 287.2 30.5 54.8 — 372.5 Clinical supply services — — — 92.7 92.7 Total $ 377.1 $ 221.1 $ 158.3 $ 92.7 $ 849.2 Inter-segment revenue elimination (3.5) Combined net revenue $ 845.7 Three Months Ended September 30, 2019 Biologics Softgel & Oral Technologies Oral & Specialty Delivery Clinical Supply Services Total Manufacturing & commercial product supply $ 64.4 $ 242.0 $ 76.0 $ — $ 382.4 Development services 124.2 21.7 56.6 — 202.5 Clinical supply services — — — 84.6 84.6 Total $ 188.6 $ 263.7 $ 132.6 $ 84.6 $ 669.5 Inter-segment revenue elimination (4.8) Combined net revenue $ 664.7 The following table allocates revenue by the location where the goods were made or the service performed: Three Months Ended (Dollars in millions) 2020 2019 United States $ 516.9 $ 362.3 Europe 281.4 210.1 International Other 68.8 110.9 Elimination of revenue attributable to multiple locations (21.4) (18.6) Total $ 845.7 $ 664.7 Contract Liabilities Contract liabilities relate to cash consideration that the Company receives in advance of satisfying the related performance obligations. The contract liabilities balance as of September 30, 2020 and June 30, 2020 are as follows: (Dollars in millions) Balance at June 30, 2020 $ 218.4 Balance at September 30, 2020 $ 243.9 Revenue recognized in the period from July 1 through September 30, 2020: Amounts included in contract liability at the beginning of the period $ 48.2 Contract Assets C ontract assets primarily relate to the Company's conditional right to receive consideration for services that have been performed for the customer as of September 30, 2020 relating to its development services but had not yet been invoiced as of September 30, 2020. Contract assets are transferred to trade receivables, net when the Company’s right to receive the consideration becomes unconditional. Contract assets totaled $116.2 million and $61.4 million as of September 30, 2020 and June 30, 2020, respectively. Contract assets are included in Prepaid expenses and other as they are expected to be transferred to trade receivables within 12 months of September 30, 2020. Receivables and Allowance for Doubtful Accounts |
Business Combinations
Business Combinations | 3 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
Business Combination Disclosure [Text Block] | BUSINESS COMBINATIONS Novavax Transaction In July 2019, the Company acquired from Novavax Inc. (“Novavax”) certain property, plant and equipment, rights to two facilities under leases in southern Maryland, certain raw material inventory, and the right to assume the employment of more than 100 Novavax employees located a t those facilities in the areas of operations, quality, and product development, among other things. The Company made a cash payment of $18.3 million in connection with the acquisition. The Company considers the transaction to be a business combination under ASC 805, Business Combinations and accounted for it using the acquisition method of accounting. The Company estimated fair values at the acquisition date for the allocation of consideration to the acquired items. The aggregate purchase consideration was funded with cash on hand. As a result of the fair value allocations, the Company recognized property, plant, and equipment of $15.6 million and $0.3 million for inventory. The remainder of the fair value, $2.4 million, was preliminarily allocated to goodwill, primarily the value of the existing organized and trained work force. During the measurement period that ended in July 2020, the Company finalized the fair values of the net assets acquired, which was not materially different from the preliminary estimates. The Novavax transaction expanded the Company’s gene therapy early-development capabilities and supplemented its pool of experienced biologics operatives to support growth in its Biologics segment. Anagni Acquisition In January 2020, the Company acquired an oral solid, biologics, and sterile product manufacturing and packaging facility in Anagni, Italy (“Anagni”) from a unit of Bristol-Myers Squibb Company (“BMS”). The Company paid to BMS $55.3 million in cash as part of the purchase consideration and as consideration for the provision of certain services to facilitate the transition from BMS to Company ownership. At the closing of this acquisition, BMS also entered into a five-year agreement for continuing supply by the Company of certain products formerly produced by BMS at the Anagni facility. Due to the variety of activities performed at Anagni, the results of the Anagni facility are allocated between the Oral and Specialty Delivery and Biologics segments. The total cash consideration was allocated between the facility purchase and the transitional services arrangement, with $52.2 million assigned to the purchase consideration and the balance to transitional services. The Company funded the entire amount with cash on hand and has preliminarily allocated the purchase price among the acquired assets, recognizing property, plant, and equipment of $34.2 million, inventory of $6.5 million, and prepaid expenses and other of $12.2 million. The remainder of the value was allocated to deferred tax assets and certain employee-related liabilities assumed in the acquisition. The Company expects to finalize its allocation over the next several months, but, in any event, within one year from the closing. Masthercell Global Inc. Acquisition In February 2020, the Company acquired 100% of the equity interest in Masthercell Global Inc. (“MaSTherCell”) for an aggregate purchase price of $323.3 million, subject to adjustment, which was funded with the net proceeds of the Company’s February 2020 public offering (the “February 2020 Equity Offering”) of its common stock, par value $0.01 (“Common Stock”). See Note 13, Equity and Accumulated Other Comprehensive Income/(Loss) . MaSTherCell is a contract development and manufacturing organization focused on the development and manufacture of autologous and allogeneic cell therapies for third parties, as well as a variety of related analytical services. The Company accounted for the MaSTherCell acquisition using the acquisition method in accordance with ASC 805. The operating results of MaSTherCell have been included in the Company’s consolidated financial statements for the period following the acquisition date. The Company preliminarily estimated fair values at the date of acquisition for the preliminary allocation of consideration to the net tangible and intangible assets acquired and liabilities assumed as part of the MaSTherCell acquisition. The Company recognized, property, plant and equipment of $25.5 million, $51.0 million for identifiable intangible assets, $2.0 million for other net assets, and $7.7 million for deferred income tax liabilities. The remainder of the fair value, $252.5 million, was preliminarily allocated to goodwill. Goodwill is mainly comprised of the growth from an expected increase in capacity utilization, potential new customers, and advanced cell therapy development and manufacturing capabilities. During the measurement period ending no later than one year after the acquisition date, the Company will continue to obtain information to assist in finalizing the fair values of the net assets acquired, which may differ materially from these preliminary estimates. The amounts subject to finalization include working capital and income taxes. If any measurement period adjustment is material, the Company will record such adjustment, including any related impact on net income, in the reporting period in which the adjustment is determined. The Company expects to finalize its allocation over the next several months, but, in any event, within one year from the closing. |
Goodwill
Goodwill | 3 Months Ended |
Sep. 30, 2020 | |
Goodwill Disclosure [Abstract] | |
Goodwill | GOODWILL The following table summarizes the changes between June 30, 2020 and September 30, 2020 in the carrying amount of goodwill in total and by reporting segment: (Dollars in millions) Biologics Softgel & Oral Technologies Oral & Specialty Delivery Clinical Supply Services Total Balance at June 30, 2020 $ 1,462.2 $ 505.5 $ 354.7 $ 148.2 $ 2,470.6 Other (0.4) — — — (0.4) Foreign currency translation adjustments 8.6 6.1 3.1 2.4 20.2 Balance at September 30, 2020 $ 1,470.4 $ 511.6 $ 357.8 $ 150.6 $ 2,490.4 The Company recorded no impairment charge to goodwill in the current period. |
Definite Lived Long-Lived Asset
Definite Lived Long-Lived Assets | 3 Months Ended |
Sep. 30, 2020 | |
Intangible Assets Disclosure [Abstract] | |
Definite Lived Long-Lived Assets | DEFINITE-LIVED LONG-LIVED ASSETS The Company’s definite-lived long-lived assets include property, plant, and equipment as well as intangible assets with definite lives. Refer to Note 17, Supplemental Balance Sheet Information for details related to property, plant, and equipment. The details of other intangibles, net as of September 30, 2020 and June 30, 2020 are as follows: (Dollars in millions) Weighted Average Life Gross Carrying Value Accumulated Amortization Net Carrying Value September 30, 2020 Amortized intangibles: Core technology 19 years $ 136.9 $ (86.4) $ 50.5 Customer relationships 14 years 1,027.4 (268.4) 759.0 Product relationships 11 years 273.8 (223.1) 50.7 Other 5 years 15.6 (5.5) 10.1 Total intangible assets $ 1,453.7 $ (583.4) $ 870.3 (Dollars in millions) Weighted Average Life Gross Carrying Value Accumulated Amortization Net Carrying Value June 30, 2020 Amortized intangibles: Core technology 19 years $ 134.5 $ (83.0) $ 51.5 Customer relationships 14 years 1,021.3 (248.0) 773.3 Product relationships 11 years 270.4 (217.5) 52.9 Other 5 years 15.5 (4.5) 11.0 Total intangible assets $ 1,441.7 $ (553.0) $ 888.7 Amortization expense related to definite-lived long-lived assets was $23.0 million and $21.5 million for the three months ended September 30, 2020 and September 30, 2019, respectively. Future amortization expense related to definite-lived long-lived assets for the next five fiscal years is estimated to be: (Dollars in millions) Remainder 2022 2023 2024 2025 2026 Amortization expense $ 68.6 $ 90.7 $ 90.1 $ 89.5 $ 88.5 $ 81.4 |
Long-Term Obligations and Other
Long-Term Obligations and Other Short-Term Borrowings | 3 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Long-Term Obligations and Other Short-Term Borrowings | LONG-TERM OBLIGATIONS AND SHORT-TERM BORROWINGS Long-term obligations and short-term borrowings consisted of the following at September 30, 2020 and June 30, 2020: (Dollars in millions) Maturity as of September 30, 2020 September 30, 2020 June 30, 2020 Senior secured credit facilities U.S. dollar-denominated term loan facility May 2026 $ 926.5 $ 928.5 U.S. dollar-denominated 4.875% senior notes due 2026 January 2026 445.6 445.4 U.S. dollar-denominated 5.00% senior notes due 2027 July 2027 493.3 493.1 Euro-denominated 2.375% senior notes due 2028 March 2028 944.6 909.9 Deferred purchase consideration October 2021 98.2 97.5 Finance lease obligations 2020 to 2044 149.5 142.2 Other obligations 2020 to 2024 1.0 1.4 Total $ 3,058.7 $ 3,018.0 Less: current portion of long-term obligations and other short-term 73.4 72.9 Long-term obligations, less current portion $ 2,985.3 $ 2,945.1 Deferred Purchase Consideration In connection with the acquisition of Catalent Indiana, LLC in October 2017, $200.0 million of the $950.0 million aggregate nominal purchase price is payable in $50.0 million installments on each of the first four anniversaries of the closing date. The Company made installment payments in October 2018, in October 2019, and, following the end of the first quarter of fiscal 2021, in October 2020. The balance of the deferred purchase consideration was recorded at fair value as of the acquisition date, with the difference between the remaining nominal amount and the fair value treated as imputed interest. Measurement of the Fair Value of Debt The measurement of the estimated fair value of the Company’s senior secured credit facilities and other senior indebtedness is classified as a Level 2 determination in the fair-value hierarchy and is calculated by using a discounted cash flow model with the market interest rate as a significant input. The carrying amounts and the estimated fair values of the Company’s principal categories of debt as of September 30, 2020 and June 30, 2020 are as follows: September 30, 2020 June 30, 2020 (Dollars in millions) Fair Value Measurement Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value U.S. dollar-denominated 4.875% senior notes due 2026 Level 2 445.6 463.4 445.4 463.6 U.S. dollar-denominated 5.00% senior notes Level 2 493.3 533.7 493.1 537.9 Euro-denominated 2.375% senior notes due 2028 Level 2 944.6 894.9 909.9 844.1 Senior secured credit facilities & other Level 2 1,175.2 1,177.8 1,169.6 1,160.1 Total $ 3,058.7 $ 3,069.8 $ 3,018.0 $ 3,005.7 |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | EARNINGS PER SHARE The Company computes earnings per share of the Company’s Common Stock using the two-class method required due to the participating nature of the Series A Preferred Stock (as defined and discussed in Note 14, Redeemable Preferred Stock—Series A Preferred ). Diluted net income per share is computed using the weighted average number of shares of Common Stock outstanding plus the weighted average number of shares of Common Stock that would be issued assuming exercise or conversion of all potentially dilutive instruments. Dilutive securities having an anti-dilutive effect on diluted net income per share are excluded from the calculation. The dilutive effect of the securities that are issuable under the Company’s equity incentive plans are reflected in diluted earnings per share by application of the treasury stock method. The reconciliations between basic and diluted earnings per share attributable to Catalent common shareholders for the three months ended September 30, 2020 and 2019, respectively, are as follows (in millions, except share and per share data): Three Months Ended (Dollars in millions) 2020 2019 Net earnings $ 82.4 $ 0.1 Less: Net earnings attributable to preferred shareholders (13.6) (8.1) Net earnings/(loss) attributable to common shareholders $ 68.8 $ (8.0) Weighted average shares outstanding 164,088,003 145,663,115 Weighted average dilutive securities issuable-stock plans 2,441,035 — Total weighted average diluted shares outstanding 166,529,038 145,663,115 Earnings (loss) per share: Basic $ 0.42 $ (0.05) Diluted $ 0.41 $ (0.05) The computation of diluted earnings per share for the three months ended September 30, 2020 excludes the effect of approximately 13.1 million “if-converted” shares of Common Stock potentially issuable on the conversion of Series A Preferred Stock, as those shares would be anti-dilutive. The computation of diluted earnings per share for the three months ended September 30, 2019 also excludes the effect of these shares, as well as the effect of the assumed exercise of stock options, as all such shares would be anti-dilutive in a period with a net loss attributable to common shareholders. |
Other (Income)_ Expense, Net
Other (Income)/ Expense, Net | 3 Months Ended |
Sep. 30, 2020 | |
Other Income and Expenses [Abstract] | |
Other Income and Other Expense Disclosure [Text Block] | OTHER (INCOME)/EXPENSE, NET The components of other (income)/expense, net for the three months ended September 30, 2020 and 2019 are as follows: Three Months Ended (Dollars in millions) 2020 2019 Other (income)/expense, net Debt refinancing costs $ — $ 0.1 Foreign currency gains (1) (0.6) (3.1) Other (2) (10.6) 7.9 Total other (income)/expense, net $ (11.2) $ 4.9 (1) Foreign currency remeasurement gains include both cash and non-cash transactions. (2) Included within Other for the three months ended September 30, 2020 and 2019 is an unrealized gain of $9.0 million and an unrealized loss of $8.9 million, respectively, each related to the fair value of the derivative liability associated with the Series A Preferred Stock. |
Restructuring and Other Costs
Restructuring and Other Costs | 3 Months Ended |
Sep. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Activities Disclosure [Text Block] | RESTRUCTURING AND OTHER COSTS From time to time, the Company has implemented plans to restructure certain operations, both domestically and internationally. The restructuring plans focused on various aspects of operations, including closing and consolidating certain manufacturing operations, rationalizing headcount and aligning operations in a strategic and more cost-efficient structure. In addition, the Company may incur restructuring charges in the future in cases where a material change in the scope of operation with its business occurs. Employee-related costs consist primarily of severance costs and also include outplacement services provided to employees who have been involuntarily terminated and duplicate payroll costs during transition periods. Facility exit and other costs consist of accelerated depreciation, equipment relocation costs and costs associated with planned facility expansions and closures to streamline Company operations. The restructuring costs for the three months ended September 30, 2020 and 2019 were $0.9 million and $0.7 million, respectively. |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 3 Months Ended |
Sep. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES The Company is exposed to fluctuations in the applicable exchange rate on its investments in operations outside the U.S. While the Company does not actively hedge against changes in foreign currency, the Company has mitigated its exposure from its investments in its European operations by denominating a portion of its debt in euros. At September 30, 2020, the Company had euro-denominated debt outstanding of $944.6 million (U.S. dollar equivalent) that is designated and qualifies as a hedge of a net investment in foreign operations. For non-derivatives designated and qualifying as net investment hedges, the translation gains or losses are reported in accumulated other comprehensive income/(loss) as part of the cumulative translation adjustment. The non-hedge portions of the euro-denominated debt translation gains or losses are reported in the consolidated statement of operations. The following table includes net investment hedge activity during the three months ended September 30, 2020 and 2019. Three Months Ended (Dollars in millions) 2020 2019 Unrealized foreign exchange gain/(loss) within other comprehensive income $ (32.4) $ 20.3 Unrealized foreign exchange gain/(loss) within statement of operations $ (1.9) $ 9.7 The net accumulated loss on the instrument designated as a hedge as of September 30, 2020 within other comprehensive income/(loss) was approximately $30.1 million. Amounts are reclassified out of accumulated other comprehensive income/(loss) into earnings when the entity to which the gains and losses relate is either sold or substantially liquidated. Preferred Stock Derivative Liability As discussed in Note 14, Redeemable Preferred Stock—Series A Preferred, in May 2019, the Company issued shares of Series A Preferred Stock in exchange for net proceeds of $646.3 million after taking into account the $3.7 million issuance cost. The dividend rate used to determine the amount of the quarterly dividend payable on shares of the Series A Preferred Stock is subject to adjustment so as to provide holders of shares of Series A Preferred Stock with certain protections against a decline in the trading price of shares of Common Stock. The Company determined that this feature should be accounted for as a derivative liability, since the feature fluctuates inversely to changes in the trading price and is also linked to the performance of the S&P 500 stock index. Accordingly, the Company bifurcated the adjustable dividend feature from the remainder of the Series A Preferred Stock and accounted for this feature as a derivative liability at fair value. The Company will recognize changes in the fair value of the derivative liability in the consolidated statements of operations for each reporting period. The fair value was determined using an option pricing methodology, specifically both a Monte Carlo simulation and a binomial lattice model. The methodology incorporates the terms and conditions of the preferred stock arrangement, historical stock price volatility, the risk-free interest rate, a credit spread based on the yield indexes of high-yield bonds, and the trading price of shares of the Common Stock. The calculation of the estimated fair value of the derivative liability is highly sensitive to changes in unobservable inputs, such as the expected volatility and the Company’s specific credit spread. The Company recorded a gain of $9.0 million on the change in the estimated fair value of the derivative liability from June 30, 2020 through September 30, 2020, primarily related to volatility in the price of the Company’s Common Stock that is used to estimate the fair value, which is reflected as a non-operating expense in the consolidated statements of operations. The fair value of the derivative liability as of September 30, 2020 was $14.6 million. The fair value is classified as Level 3 in the fair-value hierarchy due to the significant management judgment required for the assumptions underlying the calculation of value. The following table sets forth a summary of changes in the estimated fair value of the derivative liability: ( Dollars in millions) Fair Value Measurements of Balance at June 30, 2020 $ 23.6 Change in estimated fair value of Series A Preferred Stock derivative liability (9.0) Balance at September 30, 2020 $ 14.6 Interest-Rate Swap Pursuant to its interest rate and risk management strategy, in April 2020, Operating Company entered into an interest-rate swap agreement with Bank of America N.A. as a hedge against the economic effect of a portion of the variable interest obligation associated with its U.S dollar-denominated term loans under its senior secured credit facilities, so that the interest payable on that portion of the debt becomes fixed at a certain rate, thereby reducing the impact of future interest rate changes on future interest expense. As a result of entering into the interest-rate swap agreement, the floating portion of the applicable rate on $500.0 million of the term loans is now effectively fixed at 1.26%, for a total fixed rate of 3.51%. The interest-rate swap agreement qualifies for and is designated as a cash-flow hedge. The Company evaluates hedge effectiveness at the inception of the hedge and on an ongoing basis. The fair value of the interest-rate swap agreement is determined at the end of each reporting period based on valuation models that use interest rate yield curves and discount rates as inputs. The discount rates are based on U.S. deposit or U.S. Treasury rates. The significant inputs used in the valuation models are readily available in public markets or can be derived from observable market transactions, and, therefore, the valuation has been classified as a Level 2 in the fair-value hierarchy. The estimated fair value of the interest rate swap as of September 30, 2020 and as of June 30, 2020 was reported as a derivative liability of $3.8 million and $3.7 million, respectively, within other liabilities in the consolidated balance sheets. The cash flows associated with the interest-rate swap are reported in net cash provided by operating activities in the consolidated statements of cash flows. The unrealized loss or unrealized gain from the mark-to-market of the interest rate swap valuation during the three months ended September 30, 2020 and the fiscal year ended June 30, 2020 was immaterial in each period. |
Income Taxes
Income Taxes | 3 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES The Company accounts for income taxes in accordance with ASC 740, Income Taxes . Generally, fluctuations in the effective tax rate are primarily due to changes in U.S. and non-U.S. pretax income resulting from the Company’s business mix and changes in the tax impact of special items and other discrete tax items, which may have unique tax implications depending on the nature of the item. Such discrete items include, but are not limited to, changes in foreign statutory tax rates, the amortization of certain assets, the tax impact of changes in the Company’s unrecognized tax benefit reserves and the tax impact of certain equity compensation. In the normal course of business, the Company is subject to examination by taxing authorities around the world, including such major jurisdictions as the United States, Germany, and the United Kingdom. The Company is no longer subject to examinations by the relevant tax authorities for years prior to fiscal year 2009. ASC 740 includes guidance on the accounting for uncertainty in income taxes recognized in the financial statements. This standard provides that a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolution of any related appeal or litigation process, based on the technical merits. As of September 30, 2020 and June 30, 2020, the Company had an aggregate of $4.5 million and $5.6 million, respectively, of uncertain tax positions (including accrued interest and penalties). As of these dates, $3.2 million and $4.4 million, respectively, represent the amount of unrecognized tax benefits, which, if recognized, would favorably affect the effective income tax rate. The reduction to unrecognized tax benefits is primarily driven by a settlement of Italian income taxes that occurred in the current period. Interest and penalties related to uncertain tax positions are recognized as a component of income tax expense. The Company recorded a benefit for income taxes for the three months ended September 30, 2020 of $15.0 million relative to earnings before income taxes of $67.4 million. The Company recorded a benefit for income taxes for the three |
Employee Retirement Benefit Pla
Employee Retirement Benefit Plans | 3 Months Ended |
Sep. 30, 2020 | |
Retirement Benefits [Abstract] | |
Employee Retirement Benefit Plans | EMPLOYEE RETIREMENT BENEFIT PLANS Components of the Company’s net periodic benefit costs are as follows: Three Months Ended (Dollars in millions) 2020 2019 Components of net periodic benefit cost: Selling, general, and administrative expenses: Service cost $ 1.0 $ 0.6 Other (income)/expense, net: Interest cost 1.0 1.7 Expected return on plan assets (2.4) (2.7) Amortization (1) 0.7 0.8 Net amount recognized $ 0.3 $ 0.4 (1) Amount represents the amortization of unrecognized actuarial gains/(losses). As previously disclosed, the Company notified the trustees of a multi-employer pension plan of its withdrawal from participation in such plan in fiscal 2012. The actuarial review process administered by the plan trustees ended in fiscal 2015. The liability reported reflects the present value of the Company’s expected future long-term obligations. The estimated discounted value of the projected contributions related to such plans was $38.6 million as of September 30, 2020 and June 30, 2020, and is included within pension liability on the consolidated balance sheets. The annual cash impact associated with the Company’s obligations in such plan is approximately $1.7 million per year. |
Equity and Accumulated Other Co
Equity and Accumulated Other Comprehensive Income (Loss) | 3 Months Ended |
Sep. 30, 2020 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | EQUITY AND ACCUMULATED OTHER COMPREHENSIVE INCOME/(LOSS) Description of Capital Stock The Company is authorized to issue 1,000,000,000 shares of its Common Stock and 100,000,000 shares of preferred stock, par value $0.01 per share. In accordance with the Company’s amended and restated certificate of incorporation, each share of Common Stock has one vote, and the Common Stock votes together as a single class. Recent Public Offerings of its Common Stock On June 15, 2020, the Company completed a public offering of its Common Stock (the “June 2020 Equity Offering”), in which the Company sold 7.7 million shares of Common Stock at a price of $70.72 per share, net of underwriting discounts and commissions. The Company obtained total net proceeds from the June 2020 Equity Offering of $547.5 million after the payment of associated offering expenses. The net proceeds of the June 2020 Equity Offering were used to repay $200.0 million of precautionary borrowings from the third quarter of fiscal 2020 under Operating Company's revolving credit facility, with the remainder available for general corporate purposes. On July 10, 2020, the underwriter for the June 2020 Equity Offering exercised its over-allotment option on 1.2 million additional shares, resulting in supplemental net proceeds of $81.8 million from the June 2020 Equity Offering, which was recorded in the current period. On February 6, 2020, the Company completed the February 2020 Equity Offering, in which the Company sold 8.4 million shares of Common Stock at a price of $58.58 per share, net of underwriting discounts and commissions. The Company obtained total net proceeds from the February 2020 Equity Offering of $494.2 million. The net proceeds of the February 2020 Equity Offering were used to repay $100.0 million of borrowings earlier in the quarter under Operating Company's revolving credit facility and pay the consideration for the MaSTherCell acquisition due at its closing, with the remainder available for general corporate purposes. Effect of Restricted Stock Shares of Common Stock outstanding include shares of unvested restricted stock. Unvested restricted stock included in reportable shares outstanding was 0.2 million shares as of September 30, 2020. Shares of unvested restricted stock are excluded from the calculation of basic weighted average shares outstanding, but their dilutive impact is added back in the calculation of diluted weighted average shares outstanding, except when the effect would be anti-dilutive. Accumulated Other Comprehensive Loss The components of the changes in the cumulative translation adjustment, derivatives and hedges, and minimum pension liability for the three months ended September 30, 2020 and 2019 are presented below. Three Months Ended (Dollars in millions) 2020 2019 Foreign currency translation adjustments: Net investment hedge $ (32.4) $ 20.3 Long-term intercompany loans 6.3 (6.5) Translation adjustments 35.4 (32.3) Total foreign currency translation adjustment, pretax 9.3 (18.5) Tax expense/(benefit) (6.6) 3.3 Total foreign currency translation adjustment, net of tax $ 15.9 $ (21.8) Net change in derivatives and hedges: Net loss recognized during the period $ (0.1) $ — Total derivatives and hedges, pretax (0.1) — Tax expense/(benefit) — — Net change in derivatives and hedges, net of tax $ (0.1) $ — Net change in minimum pension liability Net gain/(loss) recognized during the period $ 0.7 $ (0.6) Total pension liability, pretax 0.7 (0.6) Tax expense/(benefit) 0.2 (0.3) Net change in minimum pension liability, net of tax $ 0.5 $ (0.3) For the three months ended September 30, 2020, the changes in accumulated other comprehensive loss, net of tax by component are as follows: (Dollars in millions) Foreign Exchange Translation Adjustments Pension and Liability Adjustments Derivatives and Hedges Other Total Balance at June 30, 2020 $ (335.1) $ (47.5) $ (2.6) $ (1.1) $ (386.3) Other comprehensive income before 15.9 — (0.1) — 15.8 Amounts reclassified from accumulated other — 0.5 — — 0.5 Net current period other comprehensive income 15.9 0.5 (0.1) — 16.3 Balance at September 30, 2020 $ (319.2) $ (47.0) $ (2.7) $ (1.1) $ (370.0) |
Redeemable Preferred Stock - Se
Redeemable Preferred Stock - Series A Preferred | 3 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
Preferred Stock [Text Block] | REDEEMABLE PREFERRED STOCK — SERIES A PREFERRED In May 2019, the Company designated 1,000,000 shares of its preferred stock, par value $0.01, as its Series A Convertible Preferred Stock (the “Series A Preferred Stock”), pursuant to a certificate of designation of preferences, rights, and limitations (as amended, the “Certificate of Designation”) filed with the Delaware Secretary of State, and issued and sold 650,000 shares of the Series A Preferred Stock for an aggregate purchase price of $650.0 million , to affiliates of Leonard Green & Partners, L.P., each share having an initial stated value of $1,000 (as such value may be adjusted in accordance with the terms of the Certificate of Designation). The Series A Preferred Stock ranks senior to the Company’s Common Stock with respect to dividend rights and rights upon the voluntary or involuntary liquidation, dissolution, or winding up of the affairs of the Company. Proceeds from the offering of the Series A Preferred Stock, net of stock issuance costs, were $646.3 million . Of the net proceeds, $39.7 million was allocated to the dividend-adjustment feature at its issuance and separately accounted for as a derivative liability, as disclosed in Note 10, Derivative Instruments and Hedging Activities ; thus, the proceeds of the issuance were allocated as follows: (Dollars in millions) Issuance of Series A Preferred Stock $ 650.0 Stock issuance costs (3.7) Net of stock issuance costs 646.3 Derivative liability (portion of preferred stock allocated to dividend-adjustment feature at inception - see Note 10) (39.7) Net proceeds from Series A Preferred Stock issuance $ 606.6 Any change in the fair value of derivative liability during a fiscal quarter is recorded as a non-operating expenses in the consolidated statement of operations for that quarter. See Note 10, Derivative Instruments and Hedging Activities for detail concerning the change in fair value during the three months ended September 30, 2020 . |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES From time to time, the Company may be involved in legal proceedings arising in the ordinary course of business, including, without limitation, inquiries and claims concerning environmental contamination as well as litigation and allegations in connection with acquisitions, product liability, manufacturing or packaging defects, and claims for reimbursement for the cost of lost or damaged active pharmaceutical ingredients, the cost of any of which could be significant. The Company intends to vigorously defend itself against any such litigation and does not currently believe that the outcome of any such litigation will have a material adverse effect on the Company’s consolidated financial statements. In addition, the healthcare industry is highly regulated and government agencies continue to scrutinize certain practices affecting government programs and otherwise. From time to time, the Company receives subpoenas or requests for information relating to the business practices and activities of customers or suppliers from various governmental agencies or private parties, including from state attorneys general, the U.S. Department of Justice, and private parties engaged in patent infringement, antitrust, tort, and other litigation. The Company generally responds to such subpoenas and requests in a timely and thorough manner, which responses sometimes require considerable time and effort and can result in considerable costs being incurred. The Company expects to incur costs in future periods in connection with future requests. |
Segment Information
Segment Information | 3 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | SEGMENT INFORMATION The Company now conducts its business within the following operating segments: Biologics, Softgel and Oral Technologies, Oral and Specialty Delivery, and Clinical Supply Services. The Company evaluates the performance of its segments based on segment earnings before other (expense)/income, impairments, restructuring costs, interest expense, income tax expense/(benefit), and depreciation and amortization ( “ Segment EBITDA ” ). “ EBITDA from operations ” is consolidated earnings from operations before interest expense, income tax expense/(benefit), and depreciation and amortization. Segment EBITDA and EBITDA from operations are not defined in U.S. GAAP and may not be comparable to similarly titled measures used by other companies. The following tables include net revenue and Segment EBITDA for each of the Company's current reporting segments during the three months ended September 30, 2020 and 2019: (Dollars in millions) Three Months Ended 2020 2019 Net revenue: Biologics $ 377.1 $ 188.6 Softgel and Oral Technologies 221.1 263.7 Oral and Specialty Delivery 158.3 132.6 Clinical Supply Services 92.7 84.6 Inter-segment revenue elimination (3.5) (4.8) Net revenue $ 845.7 $ 664.7 (Dollars in millions) Three Months Ended 2020 2019 Segment EBITDA reconciled to net earnings: Biologics $ 106.5 $ 35.8 Softgel and Oral Technologies 37.8 46.4 Oral and Specialty Delivery 21.4 27.7 Clinical Supply Services 25.0 21.6 Sub-Total $ 190.7 $ 131.5 Reconciling items to net earnings Unallocated costs (1) (28.9) (41.4) Depreciation and amortization (69.1) (60.6) Interest expense, net (25.3) (36.3) Income tax expense/(benefit) 15.0 6.9 Net earnings $ 82.4 $ 0.1 (1) Unallocated costs include restructuring and special items, equity-based compensation, impairment charges, certain other corporate directed costs, and other costs that are not allocated to the segments as follows: Three Months Ended (Dollars in millions) 2020 2019 Impairment charges and gain/(loss) on sale of assets $ (1.8) $ 0.2 Stock-based compensation (18.7) (16.6) Restructuring and other special items (a) (4.9) (11.8) Other income/(expense), net (b) 11.2 (4.9) Unallocated corporate costs, net (14.7) (8.3) Total unallocated costs $ (28.9) $ (41.4) (a) Restructuring and other special items during the three months ended September 30, 2020 include transaction and integration costs associated with the Anagni and MaSTherCell acquisitions, the disposal of a site in Australia, and other restructuring initiatives across the Company’s network of sites. Restructuring and other special items during the three months ended September 30, 2019 include transaction and integration costs associated with the Company’s cell and gene therapy acquisitions. (b) Refer to Note 8, Other (income)/expense, net, for details of financing charges and foreign currency translation adjustments recorded within other income/(expense), net. The following table includes total assets for each segment, as well as reconciling items necessary to total the amounts reported in the consolidated financial statements. (Dollars in millions) September 30, June 30, Assets: Biologics $ 3,995.1 $ 3,775.0 Softgel and Oral Technologies 1,527.8 1,501.8 Oral and Specialty Delivery 1,228.3 1,247.4 Clinical Supply Services 460.6 451.2 Corporate and eliminations 772.4 801.1 Total assets $ 7,984.2 $ 7,776.5 |
Supplemental Balance Sheet Info
Supplemental Balance Sheet Information | 3 Months Ended |
Sep. 30, 2020 | |
Balance Sheet Related Disclosures [Abstract] | |
Supplemental Balance Sheet Information | SUPPLEMENTAL BALANCE SHEET INFORMATION Supplemental balance sheet information at September 30, 2020 and June 30, 2020 is detailed in the following tables. Inventories Work-in-process and inventories include raw materials, labor, and overhead. Total inventories consist of the following: (Dollars in millions) September 30, June 30, Raw materials and supplies $ 278.8 $ 222.6 Work-in-process 135.0 123.2 Total inventories, gross 413.8 345.8 Inventory cost adjustment (29.5) (22.0) Inventories $ 384.3 $ 323.8 Prepaid expenses and other Prepaid expenses and other consist of the following: (Dollars in millions) September 30, June 30, Prepaid expenses $ 49.9 $ 28.6 Contract assets 116.2 61.4 Spare parts supplies 22.4 23.1 Prepaid income tax 18.1 15.0 Non-U.S. value-added tax 23.5 19.0 Other current assets 33.8 30.8 Prepaid expenses and other $ 263.9 $ 177.9 Property, plant, and equipment, net Property, plant, and equipment, net consist of the following: (Dollars in millions) September 30, June 30, Land, buildings, and improvements $ 1,277.1 $ 1,250.9 Machinery and equipment 1,290.6 1,233.6 Furniture and fixtures 22.6 20.9 Construction in progress 546.4 440.0 Property, plant, and equipment, at cost 3,136.7 2,945.4 Accumulated depreciation (1,101.2) (1,044.6) Property, plant, and equipment, net $ 2,035.5 $ 1,900.8 Depreciation expense was $46.1 million for the three months ended September 30, 2020, and $39.1 million for the three months ended September 30, 2019. Depreciation expense includes amortization of assets related to finance leases. The Company charges repairs and maintenance costs to expense as incurred. The Company capitalized interest cost of $6.2 million for the three months ended September 30, 2020. Other accrued liabilities Other accrued liabilities consist of the following: (Dollars in millions) September 30, June 30, Accrued employee-related expenses $ 140.3 $ 140.8 Restructuring accrual 2.4 2.8 Accrued interest 12.2 29.1 Contract liability 229.4 191.0 Accrued income tax — 4.5 Other accrued liabilities and expenses 132.6 131.1 Other accrued liabilities $ 516.9 $ 499.3 |
Subsequent Events (Notes)
Subsequent Events (Notes) | 3 Months Ended |
Sep. 30, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | SUBSEQUENT EVENTSOn October 28, 2020, the Company entered into an agreement to acquire all of the shares of Skeletal Cell Therapy Support SA (“Skeletal”) from Bone Therapeutics SA (“Bone”) for €12.0 million, subject to customary adjustments, as well as related supply agreements with Bone. Skeletal leases and operates a cell therapy manufacturing facility in Gosselies, Belgium. Upon closing, the facility and operations will become part of the Company’s Biologics business unit, expanding the Company’s cell therapy capacity for clinical and commercial supply. The agreement is subject to customary closing conditions and is expected to close during the second quarter of fiscal 2021. |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States ( “U.S. GAAP ” ) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the three months ended September 30, 2020 are not necessarily indicative of the results that may be expected for the year ending June 30, 2021. The consolidated balance sheet at June 30, 2020 has been derived from the audited consolidated financial statements at that date but does not include all of the information and footnotes required by U.S. GAAP for complete financial statements. For further information on the Company's accounting policies and footnotes, refer to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2020 filed with the Securities and Exchange Commission (the “ SEC ” ). |
Foreign Currency Translation | Foreign Currency Translation The financial statements of the Company’s operations are generally measured using the local currency as the functional currency. Adjustments to translate the assets and liabilities of operations outside the U.S. into U.S. dollars are accumulated as a component of other comprehensive income/(loss) utilizing period-end exchange rates. Since July 1, 2018, the Company has accounted for its Argentine operations as highly inflationary. |
Research and Development Costs | Research and Development Costs The Company expenses research and development costs as incurred. Research and development costs amounted to $6.4 million and $4.6 million for the three months ended September 30, 2020 and 2019, respectively. |
Recent Financial Accounting Standards | Recent Financial Accounting Standards Recently Adopted Accounting Standards In August 2018, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract , which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The Company adopted the guidance on July 1, 2020. The guidance did not have a material impact on the Company’s financial condition or results of operations. In August 2018, the FASB issued ASU 2018-13 , Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirement for Fair Value Measurement , which changes the disclosure requirements on fair value measurements in Accounting Standards Codification ( “ ASC ”) 820 Fair Value Measurement . The guidance eliminates certain disclosure requirements that are no longer considered cost beneficial and adds new disclosure requirements for Level 3 fair value measurements. The Company adopted the guidance on July 1, 2020. The guidance did not have a material impact on the Company’s financial condition or results of operations. In June 2016, the FASB issued ASU 2016-13 , Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , which introduces a new accounting model known as Credit Expected Credit Losses ( “ CECL ” ). CECL requires earlier recognition of credit losses on financial assets, while also providing additional transparency about credit risk. The CECL model utilizes a lifetime expected credit loss measurement objective for the recognition of credit losses for financial assets at the time they are originated or acquired. The expected credit losses are adjusted each period for changes in expected lifetime credit losses. This model replaces the multiple existing impairment models in current U.S. GAAP, which generally require that a loss be incurred before it is recognized. The new standard applies to receivables arising from revenue transactions such as contract assets and accounts receivables. The Company adopted the amended guidance using a modified retrospective approach on July 1, 2020. The amended guidance did not have a material impact on the Company’s financial condition or results of operations. New Accounting Standards Not Adopted as of September 30, 2020 In March 2020, the FASB issued ASU 2020-04 , Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting , which provides optional guidance to ease the potential burden in accounting for the discontinuation of a reference rate such as LIBOR, formerly known as the London Interbank Offered Rate, because of reference rate reform. The expedients and exceptions provided by the guidance do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2022. The ASU is effective for all entities as of March 12, 2020 through December 31, 2022. The Company is currently evaluating the impact of adopting this guidance on its consolidated financial statements. In December 2019, the FASB issued ASU 2019-12 , Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , which eliminates certain exceptions related to the incremental approach for intra-period allocation, deferred tax recognition requirement for changes in equity method investments and foreign subsidiaries, and methodology for calculating income taxes in an interim period. The guidance also simplifies certain aspects of the accounting for franchise taxes, the accounting for step-up in the tax basis of goodwill, and accounting for the change in the enacted change in tax laws or rates. The ASU will be effective for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years. The Company is currently evaluating the impact of adopting this guidance on its consolidated financial statements. |
Revenue from Contract with Cust
Revenue from Contract with Customer (Policies) | 3 Months Ended |
Sep. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contract with Customer [Policy Text Block] | REVENUE RECOGNITION The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers . The Company generally earns its revenue by supplying goods or providing services under contracts with its customers in three primary revenue streams: manufacturing and commercial product supply, development services, and clinical supply services. The Company measures the revenue from customers based on the consideration specified in its contracts, excluding any sales incentive or amount collected on behalf of a third party. The Company generally expenses sales commissions as incurred because either the amortization period is one year or less, or the balance with an amortization period greater than one year is not material. The following tables allocate revenue, for the three months ended September 30, 2020 and September 30, 2019, by type of activity and reporting segment (in millions): Three Months Ended September 30, 2020 Biologics Softgel & Oral Technologies Oral & Specialty Delivery Clinical Supply Services Total Manufacturing & commercial product supply $ 89.9 $ 190.6 $ 103.5 $ — $ 384.0 Development services 287.2 30.5 54.8 — 372.5 Clinical supply services — — — 92.7 92.7 Total $ 377.1 $ 221.1 $ 158.3 $ 92.7 $ 849.2 Inter-segment revenue elimination (3.5) Combined net revenue $ 845.7 Three Months Ended September 30, 2019 Biologics Softgel & Oral Technologies Oral & Specialty Delivery Clinical Supply Services Total Manufacturing & commercial product supply $ 64.4 $ 242.0 $ 76.0 $ — $ 382.4 Development services 124.2 21.7 56.6 — 202.5 Clinical supply services — — — 84.6 84.6 Total $ 188.6 $ 263.7 $ 132.6 $ 84.6 $ 669.5 Inter-segment revenue elimination (4.8) Combined net revenue $ 664.7 The following table allocates revenue by the location where the goods were made or the service performed: Three Months Ended (Dollars in millions) 2020 2019 United States $ 516.9 $ 362.3 Europe 281.4 210.1 International Other 68.8 110.9 Elimination of revenue attributable to multiple locations (21.4) (18.6) Total $ 845.7 $ 664.7 Contract Liabilities Contract liabilities relate to cash consideration that the Company receives in advance of satisfying the related performance obligations. The contract liabilities balance as of September 30, 2020 and June 30, 2020 are as follows: (Dollars in millions) Balance at June 30, 2020 $ 218.4 Balance at September 30, 2020 $ 243.9 Revenue recognized in the period from July 1 through September 30, 2020: Amounts included in contract liability at the beginning of the period $ 48.2 Contract Assets C ontract assets primarily relate to the Company's conditional right to receive consideration for services that have been performed for the customer as of September 30, 2020 relating to its development services but had not yet been invoiced as of September 30, 2020. Contract assets are transferred to trade receivables, net when the Company’s right to receive the consideration becomes unconditional. Contract assets totaled $116.2 million and $61.4 million as of September 30, 2020 and June 30, 2020, respectively. Contract assets are included in Prepaid expenses and other as they are expected to be transferred to trade receivables within 12 months of September 30, 2020. Receivables and Allowance for Doubtful Accounts |
Revenue Recognition Revenue Rec
Revenue Recognition Revenue Recognition (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Geographical [Member] | |
Disaggregation of Revenue [Line Items] | |
Disaggregation of Revenue | The following table allocates revenue by the location where the goods were made or the service performed: Three Months Ended (Dollars in millions) 2020 2019 United States $ 516.9 $ 362.3 Europe 281.4 210.1 International Other 68.8 110.9 Elimination of revenue attributable to multiple locations (21.4) (18.6) Total $ 845.7 $ 664.7 |
Product and Service[Member] | |
Disaggregation of Revenue [Line Items] | |
Disaggregation of Revenue | The following tables allocate revenue, for the three months ended September 30, 2020 and September 30, 2019, by type of activity and reporting segment (in millions): Three Months Ended September 30, 2020 Biologics Softgel & Oral Technologies Oral & Specialty Delivery Clinical Supply Services Total Manufacturing & commercial product supply $ 89.9 $ 190.6 $ 103.5 $ — $ 384.0 Development services 287.2 30.5 54.8 — 372.5 Clinical supply services — — — 92.7 92.7 Total $ 377.1 $ 221.1 $ 158.3 $ 92.7 $ 849.2 Inter-segment revenue elimination (3.5) Combined net revenue $ 845.7 Three Months Ended September 30, 2019 Biologics Softgel & Oral Technologies Oral & Specialty Delivery Clinical Supply Services Total Manufacturing & commercial product supply $ 64.4 $ 242.0 $ 76.0 $ — $ 382.4 Development services 124.2 21.7 56.6 — 202.5 Clinical supply services — — — 84.6 84.6 Total $ 188.6 $ 263.7 $ 132.6 $ 84.6 $ 669.5 Inter-segment revenue elimination (4.8) Combined net revenue $ 664.7 |
Revenue Recognition Contractual
Revenue Recognition Contractual Liabilities (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Revenue Recognition and Deferred Revenue [Abstract] | |
Contractual Liabilities | e contract liabilities balance as of September 30, 2020 and June 30, 2020 are as follows: (Dollars in millions) Balance at June 30, 2020 $ 218.4 Balance at September 30, 2020 $ 243.9 Revenue recognized in the period from July 1 through September 30, 2020: Amounts included in contract liability at the beginning of the period $ 48.2 |
Goodwill (Tables)
Goodwill (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Goodwill Disclosure [Abstract] | |
Goodwill - Rollforward | The following table summarizes the changes between June 30, 2020 and September 30, 2020 in the carrying amount of goodwill in total and by reporting segment: (Dollars in millions) Biologics Softgel & Oral Technologies Oral & Specialty Delivery Clinical Supply Services Total Balance at June 30, 2020 $ 1,462.2 $ 505.5 $ 354.7 $ 148.2 $ 2,470.6 Other (0.4) — — — (0.4) Foreign currency translation adjustments 8.6 6.1 3.1 2.4 20.2 Balance at September 30, 2020 $ 1,470.4 $ 511.6 $ 357.8 $ 150.6 $ 2,490.4 The Company recorded no impairment charge to goodwill in the current period. |
Definite Lived Long-Lived Ass_2
Definite Lived Long-Lived Assets (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Intangible Assets Disclosure [Abstract] | |
Other Intangible Assets Subject to Amortization | The details of other intangibles, net as of September 30, 2020 and June 30, 2020 are as follows: (Dollars in millions) Weighted Average Life Gross Carrying Value Accumulated Amortization Net Carrying Value September 30, 2020 Amortized intangibles: Core technology 19 years $ 136.9 $ (86.4) $ 50.5 Customer relationships 14 years 1,027.4 (268.4) 759.0 Product relationships 11 years 273.8 (223.1) 50.7 Other 5 years 15.6 (5.5) 10.1 Total intangible assets $ 1,453.7 $ (583.4) $ 870.3 (Dollars in millions) Weighted Average Life Gross Carrying Value Accumulated Amortization Net Carrying Value June 30, 2020 Amortized intangibles: Core technology 19 years $ 134.5 $ (83.0) $ 51.5 Customer relationships 14 years 1,021.3 (248.0) 773.3 Product relationships 11 years 270.4 (217.5) 52.9 Other 5 years 15.5 (4.5) 11.0 Total intangible assets $ 1,441.7 $ (553.0) $ 888.7 |
Future Amortization Expense | Future amortization expense related to definite-lived long-lived assets for the next five fiscal years is estimated to be: (Dollars in millions) Remainder 2022 2023 2024 2025 2026 Amortization expense $ 68.6 $ 90.7 $ 90.1 $ 89.5 $ 88.5 $ 81.4 |
Long-Term Obligations and Oth_2
Long-Term Obligations and Other Short-Term Borrowings (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Long-Term Obligations, Presented Net of Issue Discounts and Fees Paid to Lenders, and Other Short-Term Borrowings | Long-term obligations and short-term borrowings consisted of the following at September 30, 2020 and June 30, 2020: (Dollars in millions) Maturity as of September 30, 2020 September 30, 2020 June 30, 2020 Senior secured credit facilities U.S. dollar-denominated term loan facility May 2026 $ 926.5 $ 928.5 U.S. dollar-denominated 4.875% senior notes due 2026 January 2026 445.6 445.4 U.S. dollar-denominated 5.00% senior notes due 2027 July 2027 493.3 493.1 Euro-denominated 2.375% senior notes due 2028 March 2028 944.6 909.9 Deferred purchase consideration October 2021 98.2 97.5 Finance lease obligations 2020 to 2044 149.5 142.2 Other obligations 2020 to 2024 1.0 1.4 Total $ 3,058.7 $ 3,018.0 Less: current portion of long-term obligations and other short-term 73.4 72.9 Long-term obligations, less current portion $ 2,985.3 $ 2,945.1 |
Long-Term Obligations and Oth_3
Long-Term Obligations and Other Short-Term Borrowings Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule Of Carrying And Fair Value Of Financial Instruments Table | The carrying amounts and the estimated fair values of the Company’s principal categories of debt as of September 30, 2020 and June 30, 2020 are as follows: September 30, 2020 June 30, 2020 (Dollars in millions) Fair Value Measurement Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value U.S. dollar-denominated 4.875% senior notes due 2026 Level 2 445.6 463.4 445.4 463.6 U.S. dollar-denominated 5.00% senior notes Level 2 493.3 533.7 493.1 537.9 Euro-denominated 2.375% senior notes due 2028 Level 2 944.6 894.9 909.9 844.1 Senior secured credit facilities & other Level 2 1,175.2 1,177.8 1,169.6 1,160.1 Total $ 3,058.7 $ 3,069.8 $ 3,018.0 $ 3,005.7 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The reconciliations between basic and diluted earnings per share attributable to Catalent common shareholders for the three months ended September 30, 2020 and 2019, respectively, are as follows (in millions, except share and per share data): Three Months Ended (Dollars in millions) 2020 2019 Net earnings $ 82.4 $ 0.1 Less: Net earnings attributable to preferred shareholders (13.6) (8.1) Net earnings/(loss) attributable to common shareholders $ 68.8 $ (8.0) Weighted average shares outstanding 164,088,003 145,663,115 Weighted average dilutive securities issuable-stock plans 2,441,035 — Total weighted average diluted shares outstanding 166,529,038 145,663,115 Earnings (loss) per share: Basic $ 0.42 $ (0.05) Diluted $ 0.41 $ (0.05) The computation of diluted earnings per share for the three months ended September 30, 2020 excludes the effect of approximately 13.1 million “if-converted” shares of Common Stock potentially issuable on the conversion of Series A Preferred Stock, as those shares would be anti-dilutive. The computation of diluted earnings per share for the three months ended September 30, 2019 also excludes the effect of these shares, as well as the effect of the assumed exercise of stock options, as all such shares would be anti-dilutive in a period with a net loss attributable to common shareholders. |
Other Income and Expense (Table
Other Income and Expense (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Nonoperating Income (Expense) | The components of other (income)/expense, net for the three months ended September 30, 2020 and 2019 are as follows: Three Months Ended (Dollars in millions) 2020 2019 Other (income)/expense, net Debt refinancing costs $ — $ 0.1 Foreign currency gains (1) (0.6) (3.1) Other (2) (10.6) 7.9 Total other (income)/expense, net $ (11.2) $ 4.9 (1) Foreign currency remeasurement gains include both cash and non-cash transactions. (2) Included within Other for the three months ended September 30, 2020 and 2019 is an unrealized gain of $9.0 million and an unrealized loss of $8.9 million, respectively, each related to the fair value of the derivative liability associated with the Series A Preferred Stock. |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activities Net Investment Hedge Activity (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |
Schedule of Net Investment Hedge in Accumulated Other Comprehensive Income (Loss) and Statement of Financial Performance | The following table includes net investment hedge activity during the three months ended September 30, 2020 and 2019. Three Months Ended (Dollars in millions) 2020 2019 Unrealized foreign exchange gain/(loss) within other comprehensive income $ (32.4) $ 20.3 Unrealized foreign exchange gain/(loss) within statement of operations $ (1.9) $ 9.7 |
Schedule of Derivative Liabilities at Fair Value [Table Text Block] | The following table sets forth a summary of changes in the estimated fair value of the derivative liability: ( Dollars in millions) Fair Value Measurements of Balance at June 30, 2020 $ 23.6 Change in estimated fair value of Series A Preferred Stock derivative liability (9.0) Balance at September 30, 2020 $ 14.6 |
Employee Retirement Benefit P_2
Employee Retirement Benefit Plans (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Retirement Benefits [Abstract] | |
Components of Company's Net Periodic Benefit Costs | Components of the Company’s net periodic benefit costs are as follows: Three Months Ended (Dollars in millions) 2020 2019 Components of net periodic benefit cost: Selling, general, and administrative expenses: Service cost $ 1.0 $ 0.6 Other (income)/expense, net: Interest cost 1.0 1.7 Expected return on plan assets (2.4) (2.7) Amortization (1) 0.7 0.8 Net amount recognized $ 0.3 $ 0.4 (1) Amount represents the amortization of unrecognized actuarial gains/(losses). |
Equity and Accumulated Other _2
Equity and Accumulated Other Comprehensive Income (Loss) (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Comprehensive Income (Loss) | Accumulated Other Comprehensive Loss The components of the changes in the cumulative translation adjustment, derivatives and hedges, and minimum pension liability for the three months ended September 30, 2020 and 2019 are presented below. Three Months Ended (Dollars in millions) 2020 2019 Foreign currency translation adjustments: Net investment hedge $ (32.4) $ 20.3 Long-term intercompany loans 6.3 (6.5) Translation adjustments 35.4 (32.3) Total foreign currency translation adjustment, pretax 9.3 (18.5) Tax expense/(benefit) (6.6) 3.3 Total foreign currency translation adjustment, net of tax $ 15.9 $ (21.8) Net change in derivatives and hedges: Net loss recognized during the period $ (0.1) $ — Total derivatives and hedges, pretax (0.1) — Tax expense/(benefit) — — Net change in derivatives and hedges, net of tax $ (0.1) $ — Net change in minimum pension liability Net gain/(loss) recognized during the period $ 0.7 $ (0.6) Total pension liability, pretax 0.7 (0.6) Tax expense/(benefit) 0.2 (0.3) Net change in minimum pension liability, net of tax $ 0.5 $ (0.3) |
Schedule of Accumulated Other Comprehensive Income (Loss) | For the three months ended September 30, 2020, the changes in accumulated other comprehensive loss, net of tax by component are as follows: (Dollars in millions) Foreign Exchange Translation Adjustments Pension and Liability Adjustments Derivatives and Hedges Other Total Balance at June 30, 2020 $ (335.1) $ (47.5) $ (2.6) $ (1.1) $ (386.3) Other comprehensive income before 15.9 — (0.1) — 15.8 Amounts reclassified from accumulated other — 0.5 — — 0.5 Net current period other comprehensive income 15.9 0.5 (0.1) — 16.3 Balance at September 30, 2020 $ (319.2) $ (47.0) $ (2.7) $ (1.1) $ (370.0) |
Equity (Tables)
Equity (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
Schedule of Redeemable Preferred Stock | the proceeds of the issuance were allocated as follows: (Dollars in millions) Issuance of Series A Preferred Stock $ 650.0 Stock issuance costs (3.7) Net of stock issuance costs 646.3 Derivative liability (portion of preferred stock allocated to dividend-adjustment feature at inception - see Note 10) (39.7) Net proceeds from Series A Preferred Stock issuance $ 606.6 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Net Revenue by Segment | (Dollars in millions) Three Months Ended 2020 2019 Net revenue: Biologics $ 377.1 $ 188.6 Softgel and Oral Technologies 221.1 263.7 Oral and Specialty Delivery 158.3 132.6 Clinical Supply Services 92.7 84.6 Inter-segment revenue elimination (3.5) (4.8) Net revenue $ 845.7 $ 664.7 |
Reconciliation of Earnings/(Loss) from Continuing Operations to EBITDA | (Dollars in millions) Three Months Ended 2020 2019 Segment EBITDA reconciled to net earnings: Biologics $ 106.5 $ 35.8 Softgel and Oral Technologies 37.8 46.4 Oral and Specialty Delivery 21.4 27.7 Clinical Supply Services 25.0 21.6 Sub-Total $ 190.7 $ 131.5 Reconciling items to net earnings Unallocated costs (1) (28.9) (41.4) Depreciation and amortization (69.1) (60.6) Interest expense, net (25.3) (36.3) Income tax expense/(benefit) 15.0 6.9 Net earnings $ 82.4 $ 0.1 (1) Unallocated costs include restructuring and special items, equity-based compensation, impairment charges, certain other corporate directed costs, and other costs that are not allocated to the segments as follows: Three Months Ended (Dollars in millions) 2020 2019 Impairment charges and gain/(loss) on sale of assets $ (1.8) $ 0.2 Stock-based compensation (18.7) (16.6) Restructuring and other special items (a) (4.9) (11.8) Other income/(expense), net (b) 11.2 (4.9) Unallocated corporate costs, net (14.7) (8.3) Total unallocated costs $ (28.9) $ (41.4) (a) Restructuring and other special items during the three months ended September 30, 2020 include transaction and integration costs associated with the Anagni and MaSTherCell acquisitions, the disposal of a site in Australia, and other restructuring initiatives across the Company’s network of sites. Restructuring and other special items during the three months ended September 30, 2019 include transaction and integration costs associated with the Company’s cell and gene therapy acquisitions. (b) Refer to Note 8, Other (income)/expense, net, for details of financing charges and foreign currency translation adjustments recorded within other income/(expense), net. |
Total Assets for Each Segment and Reconciling in Consolidated Financial Statements | The following table includes total assets for each segment, as well as reconciling items necessary to total the amounts reported in the consolidated financial statements. (Dollars in millions) September 30, June 30, Assets: Biologics $ 3,995.1 $ 3,775.0 Softgel and Oral Technologies 1,527.8 1,501.8 Oral and Specialty Delivery 1,228.3 1,247.4 Clinical Supply Services 460.6 451.2 Corporate and eliminations 772.4 801.1 Total assets $ 7,984.2 $ 7,776.5 |
Supplemental Balance Sheet In_2
Supplemental Balance Sheet Information (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Balance Sheet Related Disclosures [Abstract] | |
Inventory | Inventories Work-in-process and inventories include raw materials, labor, and overhead. Total inventories consist of the following: (Dollars in millions) September 30, June 30, Raw materials and supplies $ 278.8 $ 222.6 Work-in-process 135.0 123.2 Total inventories, gross 413.8 345.8 Inventory cost adjustment (29.5) (22.0) Inventories $ 384.3 $ 323.8 |
Prepaid and Other Assets | Prepaid expenses and other Prepaid expenses and other consist of the following: (Dollars in millions) September 30, June 30, Prepaid expenses $ 49.9 $ 28.6 Contract assets 116.2 61.4 Spare parts supplies 22.4 23.1 Prepaid income tax 18.1 15.0 Non-U.S. value-added tax 23.5 19.0 Other current assets 33.8 30.8 Prepaid expenses and other $ 263.9 $ 177.9 |
Property and Equipment | Property, plant, and equipment, net Property, plant, and equipment, net consist of the following: (Dollars in millions) September 30, June 30, Land, buildings, and improvements $ 1,277.1 $ 1,250.9 Machinery and equipment 1,290.6 1,233.6 Furniture and fixtures 22.6 20.9 Construction in progress 546.4 440.0 Property, plant, and equipment, at cost 3,136.7 2,945.4 Accumulated depreciation (1,101.2) (1,044.6) Property, plant, and equipment, net $ 2,035.5 $ 1,900.8 |
Other Accrued Liabilities | Other accrued liabilities Other accrued liabilities consist of the following: (Dollars in millions) September 30, June 30, Accrued employee-related expenses $ 140.3 $ 140.8 Restructuring accrual 2.4 2.8 Accrued interest 12.2 29.1 Contract liability 229.4 191.0 Accrued income tax — 4.5 Other accrued liabilities and expenses 132.6 131.1 Other accrued liabilities $ 516.9 $ 499.3 |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies Research and Development Expense (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Research and Development Expense [Line Items] | ||
Research and Development Expense | $ 6.4 | $ 4.6 |
Revenue Recognition Disaggregat
Revenue Recognition Disaggregation of Revenue by type of activity and reporting segment (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Disaggregation of Revenue [Line Items] | ||
Inter-segment revenue elimination | $ (3.5) | $ (4.8) |
Net revenue | 845.7 | 664.7 |
Biologics | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | 377.1 | 188.6 |
Biologics | Manufacturing & Commercial Product Supply | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | 89.9 | 64.4 |
Biologics | Development Services | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | 287.2 | 124.2 |
Biologics | Clinical Supply Services | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | 0 | 0 |
Softgel and Oral Technologies | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | 221.1 | 263.7 |
Softgel and Oral Technologies | Manufacturing & Commercial Product Supply | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | 190.6 | 242 |
Softgel and Oral Technologies | Development Services | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | 30.5 | 21.7 |
Softgel and Oral Technologies | Clinical Supply Services | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | 0 | 0 |
Oral and Specialty Drug Delivery | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | 158.3 | 132.6 |
Oral and Specialty Drug Delivery | Manufacturing & Commercial Product Supply | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | 103.5 | 76 |
Oral and Specialty Drug Delivery | Development Services | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | 54.8 | 56.6 |
Oral and Specialty Drug Delivery | Clinical Supply Services | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | 0 | 0 |
Clinical Supply Services | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | 92.7 | 84.6 |
Clinical Supply Services | Manufacturing & Commercial Product Supply | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | 0 | 0 |
Clinical Supply Services | Development Services | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | 0 | 0 |
Clinical Supply Services | Clinical Supply Services | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | 92.7 | 84.6 |
Total Catalent before inter-segment revenue elimination | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | 849.2 | 669.5 |
Total Catalent before inter-segment revenue elimination | Manufacturing & Commercial Product Supply | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | 384 | 382.4 |
Total Catalent before inter-segment revenue elimination | Development Services | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | 372.5 | 202.5 |
Total Catalent before inter-segment revenue elimination | Clinical Supply Services | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | $ 92.7 | $ 84.6 |
Revenue Recognition Disaggreg_2
Revenue Recognition Disaggregation of Revenue by Geography (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Disaggregation of Revenue [Line Items] | ||
Elimination of revenue attributable to multiple locations | $ (21.4) | $ (18.6) |
Net revenue | 845.7 | 664.7 |
United States | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | 516.9 | 362.3 |
Europe | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | 281.4 | 210.1 |
International Other | ||
Disaggregation of Revenue [Line Items] | ||
Net revenue | $ 68.8 | $ 110.9 |
Revenue Recognition Contractu_2
Revenue Recognition Contractual Liabilities (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Jun. 30, 2020 | |
Revenue Recognition and Deferred Revenue [Abstract] | ||
Contract with Customer, Liability | $ 243.9 | $ 218.4 |
Contract with Customer, Liability, Revenue Recognized | 48.2 | |
Contract with Customer, Asset, Purchase | $ 116.2 | $ 61.4 |
Business Combinations Acquisiti
Business Combinations Acquisition Purchase Agreement (Details) - USD ($) $ in Millions | Feb. 10, 2020 | Jan. 01, 2020 | Jul. 31, 2019 |
Novavax [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred | $ 18.3 | ||
Anagni [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred | $ 55.3 | ||
Business Combination,Consideration Transferred, Net of Transitional Service Agreement | $ 52.2 | ||
MaSTherCell [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred | $ 323.3 |
Business Combinations Net Asset
Business Combinations Net Assets Acquired (Details) - USD ($) $ in Millions | Feb. 10, 2020 | Jan. 01, 2020 | Jul. 31, 2019 |
Novavax [Member] | |||
Net Assets Acquired from Business Combinations | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | $ 15.6 | ||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | 2.4 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory | $ 0.3 | ||
Anagni [Member] | |||
Net Assets Acquired from Business Combinations | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | $ 34.2 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory | 6.5 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets | $ 12.2 | ||
MaSTherCell [Member] | |||
Net Assets Acquired from Business Combinations | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | $ 25.5 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 51 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 2 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities | 7.7 | ||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | $ 252.5 |
Goodwill - Rollforward (Detail)
Goodwill - Rollforward (Detail) $ in Millions | 3 Months Ended |
Sep. 30, 2020USD ($) | |
Goodwill [Roll Forward] | |
Beginning balance | $ 2,470.6 |
Goodwill, Other Increase (Decrease) | (0.4) |
Foreign currency translation adjustments | 20.2 |
Ending balance | 2,490.4 |
Biologics | |
Goodwill [Roll Forward] | |
Beginning balance | 1,462.2 |
Goodwill, Other Increase (Decrease) | (0.4) |
Foreign currency translation adjustments | 8.6 |
Ending balance | 1,470.4 |
Softgel and Oral Technologies | |
Goodwill [Roll Forward] | |
Beginning balance | 505.5 |
Goodwill, Other Increase (Decrease) | 0 |
Foreign currency translation adjustments | 6.1 |
Ending balance | 511.6 |
Oral and Specialty Drug Delivery | |
Goodwill [Roll Forward] | |
Beginning balance | 354.7 |
Goodwill, Other Increase (Decrease) | 0 |
Foreign currency translation adjustments | 3.1 |
Ending balance | 357.8 |
Clinical Supply Services | |
Goodwill [Roll Forward] | |
Beginning balance | 148.2 |
Goodwill, Other Increase (Decrease) | 0 |
Foreign currency translation adjustments | 2.4 |
Ending balance | $ 150.6 |
Definite Lived Long-Lived Ass_3
Definite Lived Long-Lived Assets - Other Intangible Assets Subject to Amortization (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Jun. 30, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 1,453.7 | $ 1,441.7 |
Accumulated Amortization | (583.4) | (553) |
Net Carrying Value | $ 870.3 | $ 888.7 |
Core technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Life | 19 years | 19 years |
Gross Carrying Value | $ 136.9 | $ 134.5 |
Accumulated Amortization | (86.4) | (83) |
Net Carrying Value | $ 50.5 | $ 51.5 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Life | 14 years | 14 years |
Gross Carrying Value | $ 1,027.4 | $ 1,021.3 |
Accumulated Amortization | (268.4) | (248) |
Net Carrying Value | $ 759 | $ 773.3 |
Product Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Life | 11 years | 11 years |
Gross Carrying Value | $ 273.8 | $ 270.4 |
Accumulated Amortization | (223.1) | (217.5) |
Net Carrying Value | $ 50.7 | $ 52.9 |
Other Intangible Assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Life | 5 years | 5 years |
Gross Carrying Value | $ 15.6 | $ 15.5 |
Accumulated Amortization | (5.5) | (4.5) |
Net Carrying Value | $ 10.1 | $ 11 |
Definite Lived Long-Lived Ass_4
Definite Lived Long-Lived Assets - Amortization Expense (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Intangible Assets Disclosure [Abstract] | ||
Amortization expense | $ 23 | $ 21.5 |
Remainder Fiscal 2020 | 68.6 | |
2021 | 90.7 | |
2022 | 90.1 | |
2023 | 89.5 | |
2024 | 88.5 | |
2025 | $ 81.4 |
Long-Term Obligations and Oth_4
Long-Term Obligations and Other Short-Term Borrowings - Long-Term Obligations, Presented Net of Issue Discounts and Fees Paid to Lenders, and Other Short-Term Borrowings (Detail) - USD ($) $ in Millions | Sep. 30, 2020 | Jun. 30, 2020 |
Schedule Of Debt [Line Items] | ||
Total long-term debt | $ 3,058.7 | $ 3,018 |
Debt, Current | 73.4 | 72.9 |
Long-term obligations, less current portion | 2,985.3 | 2,945.1 |
Term loan facility U.S. dollar-denominated | ||
Schedule Of Debt [Line Items] | ||
Total long-term debt | 926.5 | 928.5 |
Deferred purchase consideration | ||
Schedule Of Debt [Line Items] | ||
Total long-term debt | 98.2 | 97.5 |
Capital lease obligations | ||
Schedule Of Debt [Line Items] | ||
Total long-term debt | 149.5 | 142.2 |
Other obligations | ||
Schedule Of Debt [Line Items] | ||
Total long-term debt | 1 | 1.4 |
Carrying Value [Member] | ||
Schedule Of Debt [Line Items] | ||
Debt Instrument, Fair Value Disclosure | 3,058.7 | 3,018 |
Fair Value, Inputs, Level 2 [Member] | Carrying Value [Member] | U.S. dollar-denominated 4.875% Senior Notes due 2026 | ||
Schedule Of Debt [Line Items] | ||
Debt Instrument, Fair Value Disclosure | 445.6 | 445.4 |
Fair Value, Inputs, Level 2 [Member] | Carrying Value [Member] | U.S Dollar-denominated 5.00% Senior Notes [Member] | ||
Schedule Of Debt [Line Items] | ||
Debt Instrument, Fair Value Disclosure | 493.3 | 493.1 |
Fair Value, Inputs, Level 2 [Member] | Carrying Value [Member] | 2.375% Senior Euro Denominated Notes [Member] | ||
Schedule Of Debt [Line Items] | ||
Debt Instrument, Fair Value Disclosure | $ 944.6 | $ 909.9 |
Long-Term Obligations and Oth_5
Long-Term Obligations and Other Short-Term Borrowings Long-Term Obligations and Other Short-Term Borrowings (Details) - USD ($) $ in Millions | Oct. 23, 2017 | Sep. 30, 2020 | Jun. 30, 2020 |
Debt Instrument [Line Items] | |||
Total long-term debt | $ 3,058.7 | $ 3,018 | |
Payments to Acquire Businesses, Gross | $ 950 | ||
Payable Installments for Business Acquisition | 50 | ||
Installment Payment for Acquisition, Year 1 | 50 | ||
Installment Payment for Acquisition, Year Two | 50 | ||
Installment Payment for Acquisition, Year Three | 50 | ||
Installment Payment for Acquisition, Year Four | $ 50 | ||
Accrued Liabilities [Member] | |||
Debt Instrument [Line Items] | |||
Payments to Acquire Businesses, Gross | $ 200 |
Long-Term Obligations and Oth_6
Long-Term Obligations and Other Short-Term Borrowings Fair Value Measurements of Financial Instruments - Carrying Amounts and Estimated Fair Value of Financial Instruments (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Jun. 30, 2020 |
Estimate of Fair Value Measurement [Member] | ||
Fair Value Measurements Of Financial Instruments [Line Items] | ||
Debt Instrument, Fair Value Disclosure | $ 3,069.8 | $ 3,005.7 |
Carrying Value [Member] | ||
Fair Value Measurements Of Financial Instruments [Line Items] | ||
Debt Instrument, Fair Value Disclosure | 3,058.7 | 3,018 |
U.S. dollar-denominated 4.875% Senior Notes due 2026 | Fair Value, Inputs, Level 2 [Member] | Estimate of Fair Value Measurement [Member] | ||
Fair Value Measurements Of Financial Instruments [Line Items] | ||
Debt Instrument, Fair Value Disclosure | 463.4 | 463.6 |
U.S. dollar-denominated 4.875% Senior Notes due 2026 | Fair Value, Inputs, Level 2 [Member] | Carrying Value [Member] | ||
Fair Value Measurements Of Financial Instruments [Line Items] | ||
Debt Instrument, Fair Value Disclosure | 445.6 | 445.4 |
U.S Dollar-denominated 5.00% Senior Notes [Member] | Fair Value, Inputs, Level 2 [Member] | Estimate of Fair Value Measurement [Member] | ||
Fair Value Measurements Of Financial Instruments [Line Items] | ||
Debt Instrument, Fair Value Disclosure | 533.7 | 537.9 |
U.S Dollar-denominated 5.00% Senior Notes [Member] | Fair Value, Inputs, Level 2 [Member] | Carrying Value [Member] | ||
Fair Value Measurements Of Financial Instruments [Line Items] | ||
Debt Instrument, Fair Value Disclosure | 493.3 | 493.1 |
2.375% Senior Euro Denominated Notes [Member] | Fair Value, Inputs, Level 2 [Member] | Estimate of Fair Value Measurement [Member] | ||
Fair Value Measurements Of Financial Instruments [Line Items] | ||
Debt Instrument, Fair Value Disclosure | 894.9 | 844.1 |
2.375% Senior Euro Denominated Notes [Member] | Fair Value, Inputs, Level 2 [Member] | Carrying Value [Member] | ||
Fair Value Measurements Of Financial Instruments [Line Items] | ||
Debt Instrument, Fair Value Disclosure | 944.6 | 909.9 |
Senior Secured Credit Facilities & Other [Member] | Fair Value, Inputs, Level 2 [Member] | Estimate of Fair Value Measurement [Member] | ||
Fair Value Measurements Of Financial Instruments [Line Items] | ||
Debt Instrument, Fair Value Disclosure | 1,177.8 | 1,160.1 |
Senior Secured Credit Facilities & Other [Member] | Fair Value, Inputs, Level 2 [Member] | Carrying Value [Member] | ||
Fair Value Measurements Of Financial Instruments [Line Items] | ||
Debt Instrument, Fair Value Disclosure | $ 1,175.2 | $ 1,169.6 |
Earnings Per Share Earnings Per
Earnings Per Share Earnings Per Share - Additional Details (Details) - $ / shares shares in Millions | 3 Months Ended | ||
Sep. 30, 2020 | Jun. 30, 2020 | Feb. 06, 2020 | |
Earnings Per Share [Abstract] | |||
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | $ 0.01 |
If-converted Shares, Common Stock | 13.1 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Earnings Per Share [Abstract] | ||
Net earnings/(loss) | $ 82.4 | $ 0.1 |
Participating Securities, Distributed and Undistributed Earnings (Loss), Basic | 13.6 | 8.1 |
Net Income (Loss) Available to Common Stockholders, Basic | $ 68.8 | $ (8) |
Dilutive securities issuable-stock plans | 2,441,035 | 0 |
Total weighted average diluted shares outstanding | 166,529,038 | 145,663,115 |
Earnings Per Share, Basic | $ 0.42 | $ (0.05) |
Earnings Per Share, Diluted | $ 0.41 | $ (0.05) |
Weighted Average Number of Shares Outstanding, Basic | 145,663,115 |
Other Income and Expense (Detai
Other Income and Expense (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | ||
Other Income and Expenses [Abstract] | |||
Debt refinancing costs | — | 0.1 | |
Foreign Currency (gains) and losses | [1] | $ (0.6) | $ (3.1) |
Other | [2] | (10.6) | 7.9 |
Other (income)/expense, net | (11.2) | 4.9 | |
Derivative, Gain (Loss) on Derivative, Net | $ 9 | $ (8.9) | |
[1] | Foreign currency remeasurement gains include both cash and non-cash transactions. | ||
[2] | Included within Other for the three months ended September 30, 2020 and 2019 is an unrealized gain of $9.0 million and an unrealized loss of $8.9 million, respectively, each related to the fair value of the derivative liability associated with the Series A Preferred Stock |
Restructuring and Other Costs (
Restructuring and Other Costs (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Restructuring and Related Activities [Abstract] | ||
Restructuring and other | $ 0.9 | $ 0.7 |
Derivative Instruments and He_3
Derivative Instruments and Hedging Activities - Additional Information (Detail) - USD ($) $ in Millions | May 17, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2020 |
Derivative [Line Items] | ||||
Total long-term debt | $ 3,058.7 | $ 3,018 | ||
Unrealized foreign exchange gain/(loss) within other comprehensive income | (32.4) | $ 20.3 | ||
Unrealized foreign exchange gain/(loss) within statement of operations | (1.9) | 9.7 | ||
Net accumulated gain related to investment hedges | 30.1 | |||
Proceeds from Issuance of Redeemable Preferred Stock | $ 646.3 | |||
Payments of Stock Issuance Costs | 3.7 | |||
Derivative Liability | 23.6 | |||
Derivative, Gain (Loss) on Derivative, Net | 9 | $ (8.9) | ||
Embedded Derivative, Fair Value of Embedded Derivative Liability | 14.6 | |||
Embedded Derivative, Estimate of Embedded Derivative Liability | $ 39.7 | 3.8 | $ 3.7 | |
Euro Denominated Debt Outstanding [Member] | ||||
Derivative [Line Items] | ||||
Total long-term debt | 944.6 | |||
U.S. Denominated Term Loan [Member] | ||||
Derivative [Line Items] | ||||
Total Debt, U.S Denominated Term Loan | $ 500 | |||
Debt Instrument, Interest Rate, Effective Percentage | 1.26% | |||
Total Fixed Rate | 3.51% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |||
Unrecognized Tax Benefits, Including Income Tax Penalties and Interest Accrued | $ 4.5 | $ 5.6 | |
Unrecognized tax benefits that impact the effective income tax rate | 3.2 | $ 4.4 | |
Income tax expense(benefit) | (15) | $ (6.9) | |
Earnings from continuing operations, before income taxes | 67.4 | $ (6.8) | |
Tax Benefit, U.S foreign tax credit | $ 22.2 |
Employee Retirement Benefit P_3
Employee Retirement Benefit Plans - Components of Company's Net Periodic Benefit Costs (Detail) - USD ($) $ in Millions | 3 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | ||
Components of net periodic benefit cost: | |||
Service cost | $ 1 | $ 0.6 | |
Interest cost | 1 | 1.7 | |
Expected return on plan assets | (2.4) | (2.7) | |
Amortization | [1] | 0.7 | 0.8 |
Net amount recognized | 0.3 | 0.4 | |
Estimated discounted value of future employer contributions | 38.6 | 38.6 | |
Estimated annual cash contribution | $ 1.7 | $ 1.7 | |
[1] | Amount represents the amortization of unrecognized actuarial gains/(losses) |
Equity and Accumulated Other _3
Equity and Accumulated Other Comprehensive Income (Loss) - Equity (Details) $ / shares in Units, number in Millions, $ in Millions | Jun. 15, 2020USD ($)$ / sharesshares | Feb. 06, 2020USD ($)$ / sharesshares | Sep. 30, 2020USD ($)$ / sharesshares | Jun. 30, 2020$ / sharesshares | May 17, 2019shares |
Equity [Abstract] | |||||
Common Stock, Shares Authorized | 1,000,000,000 | 1,000,000,000 | |||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||
Preferred Stock, Shares Authorized | 100,000,000 | 100,000,000 | |||
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | $ 0.01 | |||
Equity offering, sale of common stock | 7,700,000 | 8,400,000 | |||
Shares Issued, Price Per Share | $ / shares | $ 70.72 | $ 58.58 | |||
Equity offering, sale of common stock, net | $ | $ 547.5 | $ 494.2 | $ 81.8 | ||
Net Proceeds used to Repay Debt, Stock Issued During Period, New Issues | $ | $ 200 | $ 100 | |||
Stcok Issued During Period, Shares, Over-allotment Option | 1.2 | ||||
Stock Issued During Period, Value, Over-allotment Option | $ | $ 81.8 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares | 200,000 | ||||
Preferred Stock, Shares Issued | 650,000 | 650,000 | 650,000 |
Equity and Accumulated Other _4
Equity and Accumulated Other Comprehensive Income (Loss) - Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Foreign currency translation adjustments: | ||
Net investment hedge | $ (32.4) | $ 20.3 |
Long-term intercompany loans | 6.3 | (6.5) |
Translation adjustments | 35.4 | (32.3) |
Total foreign currency translation adjustment, pretax | 9.3 | (18.5) |
Tax expense/(benefit) | (6.6) | 3.3 |
Total foreign currency translation adjustment, net of tax | 15.9 | (21.8) |
Net change in derivatives and hedges | ||
Net loss recognized during the period | (0.1) | 0 |
Total derivatives and hedges, pretax | (0.1) | 0 |
Tax expense/(benefit) | 0 | 0 |
Net change in derivatives and hedges, net of tax | (0.1) | 0 |
Net change in minimum pension liability | ||
Net gain/(loss) recognized during the period | 0.7 | (0.6) |
Total pension liability, pretax | 0.7 | (0.6) |
Tax expense/(benefit) | 0.2 | (0.3) |
Net change in minimum pension liability, net of tax | $ 0.5 | $ (0.3) |
Equity and Accumulated Other _5
Equity and Accumulated Other Comprehensive Income (Loss) - Rollforward (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | $ (386.3) | |
Other comprehensive income/(loss) before reclassifications | 15.8 | |
Amounts reclassified from accumulated other comprehensive income/(loss) | 0.5 | |
Total foreign currency translation adjustment, net of tax | 15.9 | $ (21.8) |
Other Comprehensive (Income) Loss, Defined Benefit Plan, after Reclassification Adjustment, after Tax | 0.5 | (0.3) |
Net change in derivatives and hedges, net of tax | (0.1) | 0 |
Other comprehensive income/(loss), net of tax | 16.3 | $ (22.1) |
Ending Balance | (370) | |
Accumulated Translation Adjustment [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | (335.1) | |
Other comprehensive income/(loss) before reclassifications | 15.9 | |
Amounts reclassified from accumulated other comprehensive income/(loss) | 0 | |
Total foreign currency translation adjustment, net of tax | 15.9 | |
Ending Balance | (319.2) | |
Accumulated Defined Benefit Plans Adjustment [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | (47.5) | |
Other comprehensive income/(loss) before reclassifications | 0 | |
Amounts reclassified from accumulated other comprehensive income/(loss) | 0.5 | |
Other Comprehensive (Income) Loss, Defined Benefit Plan, after Reclassification Adjustment, after Tax | 0.5 | |
Ending Balance | (47) | |
AOCI, Derivative Qualifying as Hedge, Parent [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | (2.6) | |
Other comprehensive income/(loss) before reclassifications | (0.1) | |
Amounts reclassified from accumulated other comprehensive income/(loss) | 0 | |
Net change in derivatives and hedges, net of tax | (0.1) | |
Ending Balance | (2.7) | |
Available-for-sale Securities [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | (1.1) | |
Other comprehensive income/(loss) before reclassifications | 0 | |
Amounts reclassified from accumulated other comprehensive income/(loss) | 0 | |
Available for sale investments | 0 | |
Ending Balance | $ (1.1) |
Equity (Details)
Equity (Details) - USD ($) | May 17, 2019 | Sep. 30, 2020 | Jun. 30, 2020 |
Redeemable Preferred Stock [Line Items] | |||
Preferred Stock, Shares Authorized | 100,000,000 | 100,000,000 | |
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | |
Preferred Stock, Shares Issued | 650,000 | 650,000 | 650,000 |
Preferred Stock, Value, Issued | $ 1,000 | ||
Preferred Stock, Issuance Value | 650,000,000 | ||
Payments of Stock Issuance Costs | 3,700,000 | ||
Preferred stock issuance Value, Net | 646,300,000 | ||
Embedded Derivative, Estimate of Embedded Derivative Liability | 39,700,000 | $ 3,800,000 | $ 3,700,000 |
Proceeds from Issuance of Preferred Stock and Preference Stock | 606,600,000 | ||
Redeemable Preferred Stock [Member] | |||
Redeemable Preferred Stock [Line Items] | |||
Payments of Stock Issuance Costs | $ 3,700,000 | ||
Designated shares [Member] | |||
Redeemable Preferred Stock [Line Items] | |||
Preferred Stock, Shares Authorized | 1,000,000 |
Segment Information - Net Reven
Segment Information - Net Revenue and Segment Ebitda (Detail) - USD ($) $ in Millions | 3 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | ||
Segment Reporting, Revenue & EBITDA Reconciling Item [Line Items] | |||
Net revenue | $ 845.7 | $ 664.7 | |
Inter-segment revenue elimination | (3.5) | (4.8) | |
Segment Reporting Information Unallocated Expense | [1] | (28.9) | (41.4) |
Biologics | |||
Segment Reporting, Revenue & EBITDA Reconciling Item [Line Items] | |||
Net revenue | 377.1 | 188.6 | |
Segment EBITDA | 106.5 | 35.8 | |
Softgel and Oral Technologies | |||
Segment Reporting, Revenue & EBITDA Reconciling Item [Line Items] | |||
Net revenue | 221.1 | 263.7 | |
Segment EBITDA | 37.8 | 46.4 | |
Oral and Specialty Drug Delivery | |||
Segment Reporting, Revenue & EBITDA Reconciling Item [Line Items] | |||
Net revenue | 158.3 | 132.6 | |
Segment EBITDA | 21.4 | 27.7 | |
Clinical Supply Services | |||
Segment Reporting, Revenue & EBITDA Reconciling Item [Line Items] | |||
Net revenue | 92.7 | 84.6 | |
Segment EBITDA | 25 | 21.6 | |
Total Catalent sub-total of Segment Reporting [Member] | |||
Segment Reporting, Revenue & EBITDA Reconciling Item [Line Items] | |||
Segment EBITDA | $ 190.7 | $ 131.5 | |
[1] | Unallocated costs include restructuring and special items, equity-based compensation, impairment charges, certain other corporate directed costs, and other costs that are not allocated to the segments as follows: |
Segment Information, EBITDA, Re
Segment Information, EBITDA, Reconciling Items (Detail) - USD ($) $ in Millions | 3 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | ||
Unallocated costs [Abstract] | |||
Impairment Charges And Gain Loss On Sale Of Assets | $ 1.8 | $ (0.2) | |
Stock-based compensation | 18.7 | 16.6 | |
Restructuring And Other Special Items | 4.9 | 11.8 | |
Other income/(expense),net | [1] | (11.2) | 4.9 |
Non Allocated Corporate Costs Net | 14.7 | 8.3 | |
Segment Reporting Information Unallocated Expense | [2] | $ 28.9 | $ 41.4 |
[1] | Refer to Note 8, Other (income)/expense, net, for details of financing charges and foreign currency translation adjustments recorded within other income/(expense), net. | ||
[2] | Unallocated costs include restructuring and special items, equity-based compensation, impairment charges, certain other corporate directed costs, and other costs that are not allocated to the segments as follows: |
Segment Information - Reconcili
Segment Information - Reconciliation of Earnings / (Loss) from Continuing Operations to Ebitda (Detail) - USD ($) $ in Millions | 3 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | ||
Segment Reporting [Abstract] | |||
Segment Reporting Information Unallocated Expense | [1] | $ 28.9 | $ 41.4 |
Depreciation and amortization | 69.1 | 60.6 | |
Interest expense, net | 25.3 | 36.3 | |
Income tax expense(benefit) | (15) | (6.9) | |
Earnings/(loss) from continuing operations | $ 82.4 | $ 0.1 | |
[1] | Unallocated costs include restructuring and special items, equity-based compensation, impairment charges, certain other corporate directed costs, and other costs that are not allocated to the segments as follows: |
Segment Information - Total Ass
Segment Information - Total Assets for Each Segment and Reconciling in Consolidated Financial Statements (Detail) - USD ($) $ in Millions | Sep. 30, 2020 | Jun. 30, 2020 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | $ 7,984.2 | $ 7,776.5 |
Biologics | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 3,995.1 | 3,775 |
Softgel and Oral Technologies | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 1,527.8 | 1,501.8 |
Oral and Specialty Drug Delivery | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 1,228.3 | 1,247.4 |
Clinical Supply Services | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 460.6 | 451.2 |
Corporate and Eliminations [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | $ 772.4 | $ 801.1 |
Supplemental Balance Sheet In_3
Supplemental Balance Sheet Information - Inventory (Detail) - USD ($) $ in Millions | Sep. 30, 2020 | Jun. 30, 2020 |
Inventory, Net [Abstract] | ||
Raw materials and supplies | $ 278.8 | $ 222.6 |
Work-in-process | 135 | 123.2 |
Total inventories, gross | 413.8 | 345.8 |
Inventory cost adjustment | (29.5) | (22) |
Inventories | $ 384.3 | $ 323.8 |
Supplemental Balance Sheet In_4
Supplemental Balance Sheet Information - Prepaid and Other Assets (Detail) - USD ($) $ in Millions | Sep. 30, 2020 | Jun. 30, 2020 |
Prepaid Expense and Other Assets, Current [Abstract] | ||
Prepaid expenses | $ 49.9 | $ 28.6 |
Contract with Customer, Asset, Net, Current | 116.2 | 61.4 |
Spare parts supplies | 22.4 | 23.1 |
Prepaid income tax | 18.1 | 15 |
Non-U.S. value added tax | 23.5 | 19 |
Other current assets | 33.8 | 30.8 |
Prepaid expenses and other | $ 263.9 | $ 177.9 |
Supplemental Balance Sheet In_5
Supplemental Balance Sheet Information - Property and Equipment (Detail) - USD ($) $ in Millions | 3 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2020 | |
Property, Plant and Equipment, Net [Abstract] | |||
Land Buildings And Improvements | $ 1,277.1 | $ 1,250.9 | |
Machinery, equipment, and capitalized software | 1,290.6 | 1,233.6 | |
Furniture and fixtures | 22.6 | 20.9 | |
Construction in progress | 546.4 | 440 | |
Property, plant, and equipment, at cost | 3,136.7 | 2,945.4 | |
Accumulated depreciation | (1,101.2) | (1,044.6) | |
Property, plant, and equipment, net | 2,035.5 | $ 1,900.8 | |
Depreciation Expense | $ 46.1 | $ 39.1 |
Supplemental Balance Sheet In_6
Supplemental Balance Sheet Information - Other Accrued Liabilities (Detail) - USD ($) $ in Millions | Sep. 30, 2020 | Jun. 30, 2020 |
Balance Sheet Related Disclosures [Abstract] | ||
Accrued employee-related expenses | $ 140.3 | $ 140.8 |
Restructuring accrual | 2.4 | 2.8 |
Accrued interest | 12.2 | 29.1 |
Contract liability | 229.4 | 191 |
Accrued income tax | 0 | 4.5 |
Other accrued liabilities and expenses | 132.6 | 131.1 |
Other accrued liabilities | $ 516.9 | $ 499.3 |
Subsequent Events, Business Com
Subsequent Events, Business Combination (Details) € in Millions | Oct. 28, 2020EUR (€) |
Skeletal Cell Therapy Support SA | Subsequent Event [Member] | |
Business Acquisition [Line Items] | |
Business Combination, Consideration Price | € 12 |