Bristol-Myers Squibb Company (NYSE:BMY) announced today that it
has commenced a cash tender offer for any and all of its 5.875%
Notes due 2036, 6.125% Notes due 2038 and 6.875% Debentures due
2097 (collectively, the “notes”).
The tender offer is being made pursuant to an Offer to Purchase
dated today and a related Letter of Transmittal and Notice of
Guaranteed Delivery, which set forth the terms and conditions of
the tender offer. The expiration date of the tender offer is 5:00
p.m., New York City time, on June 20, 2017, unless extended or
earlier terminated.
Holders of notes must validly tender and not validly withdraw
their notes before the expiration date, or comply with the
guaranteed delivery procedures described in the Offer to Purchase,
to be eligible to receive the consideration (as described below).
Tendered notes may only be withdrawn prior to 5:00 p.m., New York
City time, on June 20, 2017.
The table below sets forth certain information regarding the
notes and the tender offer.
Title of Security
CUSIP No.
PrincipalAmountOutstanding
ReferenceU.S.TreasurySecurity
BloombergReferencePage
FixedSpread
HypotheticalConsideration(1)(2)
5.875% Notes dueNovember 15, 2036
110122AP3
$403,364,000
3.000% dueFebruary 15, 2047
PX1
80 bps
$1,304.66 6.125% Notes dueMay 1, 2038
110122AQ1
$277,594,000
3.000% dueFebruary 15, 2047
PX1
90 bps
$1,338.65 6.875% Debentures dueAugust 1, 2097
110122AC2
$260,042,000
3.000% dueFebruary 15, 2047
PX1
187.5 bps
$1,439.50
(1) Per $1,000 tendered and not validly withdrawn. (2) Based
on the applicable Reference U.S. Treasury Security at 2:00 p.m.,
New York City time, on June 13, 2017.
Tenders of 5.875% Notes and 6.125% Notes will be accepted only
in principal amounts equal to $2,000 or integral multiples of
$1,000 thereof. Tenders of 6.875% Debentures will be accepted only
in principal amounts equal to $1,000 or integral multiples thereof.
The tender offer is not conditioned upon any minimum amount of
notes being tendered.
The consideration for each $1,000 principal amount of notes
tendered and accepted for payment by Bristol-Myers Squibb pursuant
to the tender offer will be determined in the manner described in
the Offer to Purchase by reference to a fixed spread specified in
the table above for each series of the notes over the yield based
on the bid-side price of the U.S. Treasury Security specified in
the table above, as calculated by the dealer manager (identified
below) for the tender offer at 2:00 p.m., New York City time, on
June 20, 2017. Accrued and unpaid interest up to, but excluding,
the settlement date will be paid in cash on all validly tendered
notes accepted and purchased by Bristol-Myers Squibb in the tender
offer. The settlement date is currently expected to occur on June
23, 2017.
Bristol-Myers Squibb has retained Deutsche Bank Securities Inc.
to serve as dealer manager for the tender offer and has retained
D.F. King & Co., Inc. to serve as tender agent and information
agent for the tender offer.
Requests for documents relating to the tender offer may be
directed to D.F. King & Co., Inc. by telephone at (800)
334-0384, by email at bmy@dfking.com or in writing at 48 Wall
Street, 22nd Floor, New York, New York 10005. Questions regarding
the tender offer may be directed to Deutsche Bank Securities Inc.
at (866) 627-0391 (toll free) or (212) 250-2955 (collect). Copies
of the Offer to Purchase, Letter of Transmittal and Notice of
Guaranteed Delivery are also available at the following web
address: www.dfking.com/bmy.
This press release is not a tender offer to purchase or a
solicitation of acceptance of a tender offer, which may be made
only pursuant to the terms of the Offer to Purchase. In any
jurisdiction where the laws require the tender offer to be made by
a licensed broker or dealer, the tender offer will be deemed made
on behalf of Bristol-Myers Squibb by Deutsche Bank Securities Inc.,
or one or more registered brokers or dealers under the laws of such
jurisdiction.
About Bristol-Myers Squibb
Bristol-Myers Squibb is a global biopharmaceutical company whose
mission is to discover, develop and deliver innovative medicines
that help patients prevail over serious diseases. For more
information about Bristol-Myers Squibb, visit us
at BMS.com or follow us on LinkedIn, Twitter,
YouTube and Facebook.
Forward Looking Statements
This press release contains certain “forward-looking” statements
within the meaning of Section 27A of the Securities Act of 1933, as
amended (the “Securities Act”) and Section 21E of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”). You can
identify these forward-looking statements by the fact they use
words such as “should,” “expect,” “anticipate,” “estimate,”
“target,” “may,” “project,” “guidance,” “intend,” “plan,” “believe”
and others words and terms of similar meaning and expression in
connection with any discussion of future operating or financial
performance. You can also identify forward-looking statements by
the fact that they do not relate strictly to historical or current
facts. Such forward-looking statements are based on current
expectations and involve inherent risks and uncertainties,
including factors that could delay, divert or change any of them,
and could cause actual outcomes to differ materially from current
expectations. These statements are likely to relate to, among other
things, the Company’s goals, plans and projections regarding its
financial position, results of operations, cash flows, market
position, product development, product approvals, sales efforts,
expenses, performance or results of current and anticipated
products and the outcome of contingencies such as legal
proceedings, and financial results, which are based on current
expectations that involve inherent risks and uncertainties,
including internal or external factors that could delay, divert or
change any of them in the next several years. Such events and
factors include, but are not limited to, those listed under “Risk
Factors” in the Company’s annual report on Form 10-K for the year
ended December 31, 2016, that the Company believes could cause
actual results to differ materially from any forward-looking
statement. Bristol-Myers Squibb undertakes no obligation to
publicly update any forward-looking statement, whether as a result
of new information, future events or otherwise.
View source
version on businesswire.com: http://www.businesswire.com/news/home/20170614005607/en/
Bristol-Myers SquibbMedia:Ken Dominski,
609-252-5251ken.dominski@bms.comorLaura Hortas,
609-252-4587laura.hortas@bms.comorInvestors:Tim Power,
609-252-7509timothy.power@bms.comorBill Szablewski,
609-252-5894william.szablewski@bms.com
Bristol Myers Squibb (NYSE:BMY)
Historical Stock Chart
From Mar 2024 to Apr 2024
Bristol Myers Squibb (NYSE:BMY)
Historical Stock Chart
From Apr 2023 to Apr 2024