Bristol-Myers Squibb Announces the Pricing Terms of its Cash Tender Offer For Any and All of Certain of its Outstanding Debt Securities

Business Wire 20-Jun-2017 3:40 PM

NEW YORK--(BUSINESS WIRE)-- 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

Reference U.S. Treasury Security

Reference U.S. Treasury Security Yield

Fixed Spread 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 Tendered notes may not be withdrawn after that time, except in certain limited circumstances where additional withdrawal rights are required by law.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 Companys 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 Companys 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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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

Source: Bristol-Myers Squibb Company