Bristol-Myers Squibb Company (NYSE:BMY) announced today the
pricing terms of its previously announced cash tender offer for any
and all of certain of its outstanding debt securities.
The consideration for each series of notes is based on the
applicable reference yield plus a fixed spread, in each case as set
forth in the table below, and is payable to holders of the notes
listed in the table below who validly tendered and do not validly
withdraw their notes on or before 5:00 p.m., New York City time, on
June 20, 2017. The reference yields listed in the table were
determined at 2:00 p.m., New York City time, on June 20, 2017.
Title of Security CUSIP No.
Principal Amount
Outstanding
ReferenceU.S.TreasurySecurity
Reference U.S.
Treasury Security Yield
FixedSpread
Consideration(1) 5.875% Notes dueNovember 15, 2036
110122AP3 $403,364,000
3.000% dueFebruary 15, 2047
2.747% 80 bps $1,324.41 6.125% Notes dueMay 1, 2038
110122AQ1 $277,594,000
3.000% dueFebruary 15, 2047
2.747% 90 bps $1,359.65 6.875% Debentures dueAugust 1, 2097
110122AC2 $260,042,000
3.000% due
February 15, 2047
2.747% 187.5 bps $1,474.85 (1) Per $1,000 principal amount of notes
that are tendered and accepted for purchase.
All payments for notes purchased will also include accrued and
unpaid interest on the principal amount of notes tendered up to,
but not including, the settlement date, which is currently expected
to be June 23, 2017.
In accordance with the terms of the tender offer, the withdrawal
date will be 5:00 p.m., New York City time, on June 20, 2017.
Tendered notes may not be withdrawn after that time, except in
certain limited circumstances where additional withdrawal rights
are required by law.
The tender offer is being 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.
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.
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version on businesswire.com: http://www.businesswire.com/news/home/20170620006452/en/
For Bristol-Myers Squibb CompanyMedia:Ken Dominski,
609-252-5251ken.dominski@bms.comorLisa McCormick Lavery,
609-252-7602lisa.mccormicklavery@bms.comorInvestors:Tim Power,
609-252-7509timothy.power@bms.comorBill Szablewski,
609-252-5894william.szablewski@bms.com
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