On July 16, 2020 Bristol-Myers Squibb Company (NYSE:BMY) ("Bristol Myers Squibb") reported the expiration and final results of its offers to exchange (the "Registered Exchange Offers") any and all of its outstanding (i) $19,000,000,000 aggregate principal amount of senior unsecured notes previously issued on May 16, 2019 ("May Notes") pursuant to an exemption from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), and (ii) $18,545,623,000 aggregate principal amount of its outstanding senior unsecured notes previously issued on November 22, 2019 (the "November Notes" and, together with the May Notes, the "Original Notes") pursuant to an exemption from the registration requirements of the Securities Act, for an equal principal amount of new notes in a transaction registered under the Securities Act (the "Registered Notes") (Press release, Bristol-Myers Squibb, JUL 16, 2020, View Source [SID1234561939]).
Schedule your 30 min Free 1stOncology Demo!
Discover why more than 1,500 members use 1stOncology™ to excel in:
Early/Late Stage Pipeline Development - Target Scouting - Clinical Biomarkers - Indication Selection & Expansion - BD&L Contacts - Conference Reports - Combinatorial Drug Settings - Companion Diagnostics - Drug Repositioning - First-in-class Analysis - Competitive Analysis - Deals & Licensing
Schedule Your 30 min Free Demo!
The Registered Exchange Offer expired at 5:00 p.m., New York City time, on July 15, 2020 (the "Expiration Date"). As of the Expiration Date, the aggregate principal amounts of Original Notes set forth in the table below had been validly tendered and not validly withdrawn. Bristol Myers Squibb has accepted for exchange all such tendered Original Notes in the Registered Exchange Offers.
Title of Series of Original Notes
Amount
Outstanding at
Commencement
Amount
Tendered as of the
Expiration Date
Percentage
2.875% Senior Notes due 2020
$1,243,777,000
$1,186,279,000
95.38%
3.950% Senior Notes due 2020
$436,313,000
$425,282,000
97.47%
Senior Floating Rate Notes due 2020
$750,000,000
$712,942,000
95.06%
2.875% Senior Notes due 2021
$434,815,000
$406,758,000
93.55%
2.250% Senior Notes due 2021
$464,576,000
$452,743,000
97.45%
2.550% Senior Notes due 2021
$1,000,000,000
$963,195,000
96.32%
3.250% Senior Notes due 2022
$861,709,000
$855,002,000
99.22%
3.550% Senior Notes due 2022
$891,870,000
$890,930,000
99.89%
Senior Floating Rate Notes due 2022
$500,000,000
$485,088,000
97.02%
2.600% Senior Notes due 2022
$1,500,000,000
$1,488,572,000
99.24%
2.750% Senior Notes due 2023
$697,660,000
$688,878,000
98.74%
3.250% Senior Notes due 2023
$932,101,000
$924,851,000
99.22%
4.000% Senior Notes due 2023
$636,086,000
$624,976,000
98.25%
3.625% Senior Notes due 2024
$882,510,000
$882,403,000
99.99%
2.900% Senior Notes due 2024
$3,250,000,000
$3,208,481,000
98.72%
3.875% Senior Notes due 2025
$2,379,532,000
$2,368,581,000
99.54%
3.200% Senior Notes due 2026
$2,250,000,000
$2,243,559,000
99.71%
3.450% Senior Notes due 2027
$961,528,000
$960,491,000
99.89%
3.900% Senior Notes due 2028
$1,456,162,000
$1,450,092,000
99.58%
3.400% Senior Notes due 2029
$4,000,000,000
$3,968,935,000
99.22%
4.125% Senior Notes due 2039
$2,000,000,000
$1,995,600,000
99.78%
5.700% Senior Notes due 2040
$245,785,000
$245,637,000
99.94%
5.250% Senior Notes due 2043
$391,925,000
$388,625,000
99.16%
4.625% Senior Notes due 2044
$976,477,000
$975,977,000
99.95%
5.000% Senior Notes due 2045
$1,959,524,000
$1,958,923,000
99.97%
4.350% Senior Notes due 2047
$1,236,433,000
$1,236,433,000
100.00%
4.550% Senior Notes due 2048
$1,456,840,000
$1,447,340,000
99.35%
4.250% Senior Notes due 2049
$3,750,000,000
$3,749,500,000
99.99%
Total
$37,545,623,000
$37,186,073,000
99.04%
Upon the settlement of the Registered Exchange Offers, holders of Original Notes who validly tendered and did not validly withdraw such notes prior to the Expiration Date will receive a like principal amount of Registered Notes of the applicable series. Bristol Myers Squibb expects that such settlement will occur on or about July 17, 2020.
The terms of the Registered Notes to be issued in the Registered Exchange Offers are substantially identical to the terms of the corresponding series of Original Notes, except that the issuance of the Registered Notes will be registered under the Securities Act and the transfer restrictions, registration rights and additional interest provisions applicable to the Original Notes will not apply to the Registered Notes. Bristol Myers Squibb will issue the Registered Notes under the same indentures that govern the applicable series of Original Notes. The Registered Exchange Offers do not represent a new financing transaction.
A Registration Statement on Form S-4 (File No. 333-238533) (the "Registration Statement") relating to the Registered Exchange Offers was filed with the Securities and Exchange Commission on May 20, 2020 and was declared effective on June 15, 2020. The Registered Exchange Offers were made pursuant to the terms and subject to the conditions set forth in a prospectus dated June 16, 2020 (as the same may be amended or supplemented, the "Prospectus"), which has been filed with the Securities and Exchange Commission and forms a part of the Registration Statement.
This press release is not an offer to sell or exchange or a solicitation of an offer to buy or exchange any of the securities described herein.