Bristol-Myers Squibb Company (NYSE:BMY) announced today the expiration,
as of 5:00 p.m., New York City time, on June 20, 2017, of its previously
announced cash tender offer for any and all of certain of its
outstanding debt securities.
Approximately $337.0 million in aggregate principal amount of the notes
subject to the tender offer were validly tendered and not validly
withdrawn on or prior to 5:00 p.m., New York City time, on June 20,
2017, and an additional $106,000 in aggregate principal amount of the
notes had been submitted pursuant to a Notice of Guaranteed Delivery and
remain subject to delivery of the underlying notes, as further described
below.
The table below summarizes the results of the tender offer.
Title of Security
CUSIP No.
Principal Amount Tendered(1)
5.875% Notes due November 15, 2036
110122AP3
$116,681,000
6.125% Notes due May 1, 2038
110122AQ1
$47,185,000
6.875% Debentures due August 1, 2097
110122AC2
$173,146,000
(1) Not including $106,000 in aggregate principal amount of notes that
had been submitted pursuant to a Notice of Guaranteed Delivery, for
which the delivery of notes must be made by no later than 5:00 p.m., New
York City time, on June 22, 2017.
Bristol-Myers Squibb expects to accept for purchase all of the notes
validly tendered and not validly withdrawn at or prior to the Expiration
Date and expects to make payment for such notes on June 23, 2017 (the
"Settlement Date"). Holders of notes subject to the tender offer who
validly tendered and did not validly withdraw their notes on or prior to
the expiration date will receive the consideration for notes plus
accrued and unpaid interest on the principal amount of such notes up to,
but not including, the Settlement Date.
Payment for the notes tendered and accepted for payment pursuant to a
Notice of Guaranteed Delivery is also expected to occur on the
Settlement Date, subject to, and after, receipt by the tender agent of a
properly completed and duly executed Letter of Transmittal and all other
required documents no later than the close of business on the second
business day after the Expiration Date (which will be 5:00 p.m., New
York City time, on June 22, 2017).
The tender offer was conducted upon the terms and subject to the
conditions set forth in the Offer to Purchase, dated June 14, 2017, and
the related Letter of Transmittal and Notice of Guaranteed Delivery.
Deutsche Bank Securities Inc. is serving as dealer manager for the
tender offer, and D.F. King & Co., Inc. is serving as tender agent and
information agent for the tender offer.
This press release is not a tender offer to purchase or a solicitation
of acceptance of a tender offer, which was 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 was 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.
