NEW YORK--(BUSINESS WIRE)--Bristol-Myers Squibb Company (NYSE:BMY) today announced that it priced its previously announced private offering of senior unsecured notes in a combined aggregate principal amount of $19 billion. The Notes will be issued in nine tranches: (i) $750,000,000 in aggregate principal amount of floating rate notes due 2020, (ii) $500,000,000 in aggregate principal amount of floating rate notes due 2022, (iii) $1,000,000,000 in aggregate principal amount of 2.550% notes due 2021, (iv) $1,500,000,000 in aggregate principal amount of 2.600% notes due 2022, (v) $3,250,000,000 in aggregate principal amount of 2.900% notes due 2024, (vi) $2,250,000,000 in aggregate principal amount of 3.200% notes due 2026, (vii) $4,000,000,000 in aggregate principal amount of 3.400% notes due 2029, (viii) $2,000,000,000 in aggregate principal amount of 4.125% notes due 2039 and (ix) $3,750,000,000 in aggregate principal amount of 4.250% notes due 2049. Bristol-Myers Squibb expects that the closing of the Offering will occur on May 16, 2019, subject to the satisfaction of customary closing conditions.
The Offering is being conducted in connection with the previously announced proposed acquisition (the “Merger”) of Celgene Corporation (“Celgene”), which is expected to occur in the third quarter of calendar year 2019. Bristol-Myers Squibb intends to use the net proceeds from the Offering to fund a portion of the aggregate cash portion of the merger consideration to be paid to Celgene shareholders in connection with the Merger and to pay related fees and expenses, with any remaining proceeds being used for general corporate purposes. The Offering is not conditioned upon the consummation of the Merger. However, if (i) the Merger has not been consummated on or prior to July 30, 2020 or (ii) prior to such date, Bristol-Myers Squibb notifies the trustee in respect of the Notes that Bristol-Myers Squibb will not pursue the consummation of the Merger, then Bristol-Myers Squibb will be required to redeem all outstanding Notes at a special mandatory redemption price equal to 101% of the aggregate principal amount of the Notes, plus accrued and unpaid interest, if any, to, but not including, applicable special mandatory redemption date.
The Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), any state securities laws or the securities laws of any other jurisdiction, and may not be offered or sold in the United States, or for the benefit of U.S. persons, except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities or blue sky laws. Accordingly, the Notes are being offered in the United States only to persons reasonably believed to be “qualified institutional buyers,” as that term is defined under Rule 144A of the Securities Act, or outside the United States to persons other than “U.S. persons” in accordance with Regulation S under the Securities Act.
A confidential offering memorandum for the Offering of the Notes, dated today, will be made available to such eligible persons. The offering is being conducted in accordance with the terms and subject to the conditions set forth in such confidential offering memorandum.
This press release does not constitute an offer to sell or purchase, or a solicitation of an offer to sell or purchase, the Notes or any other security. No offer, solicitation, purchase or sale will be made in any jurisdiction in which such an offer, solicitation or sale would be unlawful.
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.
