NEW YORK--(BUSINESS WIRE)--
Bristol-Myers
Squibb Company (NYSE:BMY) announced today that, pursuant to its
previously announced cash tender offer for up to $400 million aggregate
principal amount (the “tender cap”) of certain of its outstanding debt
securities, approximately $534.4 million in aggregate principal amount
of the notes listed in the table below were validly tendered and not
validly withdrawn on or prior to 5 p.m., New York City time, on May 11,
2015, the early tender date for the tender offer.
Bristol-Myers Squibb also announced that it has amended the terms of the
tender offer and that the tender cap for the notes is being increased
from $400 million to $500 million. All other terms of the tender offer,
as previously announced, remain unchanged.
The table below sets forth the aggregate principal amount of each series
of notes subject to the tender offer that were validly tendered and not
validly withdrawn on or prior to the early tender date.
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Title of Security
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CUSIP No.
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Acceptance Priority Level
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Principal Amount Outstanding
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Principal Amount Tendered
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Approximate Percentage of Outstanding Amount Tendered
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Anticipated Principal Amount to be Accepted
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6.125% Notes due May 1, 2038
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110122AQ1
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1
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$479,901,000
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$202,307,000
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42.16%
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$202,307,000
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5.875% Notes due November 15, 2036
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110122AP3
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2
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$624,786,000
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$221,422,000
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35.44%
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$221,422,000
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6.80% Debentures due November 15, 2026
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110122AB4
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3
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$329,595,000
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$73,647,000
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22.34%
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$73,647,000
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7.15% Debentures due June 15, 2023
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110122AA6
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4
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$304,150,000
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$37,018,000
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12.17%
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$2,618,000
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Subject to the terms and conditions of the tender offer, Bristol-Myers
Squibb expects it will accept for purchase notes validly tendered and
not validly withdrawn prior to the early tender date in an aggregate
principal amount up to the tender cap. In addition, validly tendered
notes remain subject to proration according to the terms set forth in
the Offer to Purchase dated April 28, 2015. The settlement date for the
notes accepted by Bristol-Myers Squibb in connection with the early
tender date currently is expected to be on May 13, 2015.
Bristol-Myers Squibb expects to determine the pricing terms of the
tender offer at 2 p.m., New York City time, on May 12, 2015. The tender
offer is scheduled to expire at 11:59 p.m., New York City time, on May
26, 2015, unless extended or earlier terminated. However, since holders
of notes subject to the tender offer validly tendered and did not
validly withdraw an aggregate principal amount of notes in excess of the
tender cap on or prior to the early tender date, further tenders of
notes prior to the expiration date will not be accepted for purchase.
Holders of notes subject to the tender offer who validly tendered and
did not validly withdraw their notes on or prior to the early tender
date are eligible to receive the total consideration, which includes an
early tender premium of $30 per $1,000 principal amount of notes
tendered by such holders and accepted for purchase by Bristol-Myers
Squibb. Accrued interest up to, but not including, the settlement date
will be paid in cash on all validly tendered notes accepted and
purchased by Bristol-Myers Squibb in the tender offer.
In accordance with the terms of the tender offer, the withdrawal date
was 5 p.m., New York City time, on May 11, 2015. As a result, tendered
notes may no longer be withdrawn, 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 April 28, 2015, and
the related Letter of Transmittal.
Bristol-Myers Squibb has retained Goldman, Sachs & Co. and Morgan
Stanley & Co. LLC to serve as dealer managers 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 (877) 732-3617, 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 Goldman, Sachs &
Co. at (800) 828-3182 or to Morgan Stanley & Co. LLC at (800) 624-1808.
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
Goldman, Sachs & Co. or Morgan Stanley & Co. LLC, or one or more
registered brokers or dealers under the laws of such jurisdiction.
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, 2014, 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.
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, please
visit www.bms.com
or follow us on Twitter at http://twitter.com/bmsnews.

Source: Bristol-Myers Squibb Company