Bristol Myers Squibb (NYSE: BMY) today announced that it has priced a public offering (the "Offering") of senior unsecured notes in a combined aggregate principal amount of €5 billion (collectively, the "Notes"). The Notes will be issued by Bristol Myers Squibb's wholly-owned subsidiary, BMS Ireland Capital Funding Designated Activity Company, in five tranches: (i) €750,000,000 aggregate principal amount of 2.973% Notes due 2030, (ii) €1,150,000,000 aggregate principal amount of 3.363% Notes due 2033, (iii) €1,150,000,000 aggregate principal amount of 3.857% Notes due 2038, (iv) €750,000,000 aggregate principal amount of 4.289% Notes due 2045, and (v) €1,200,000,000 aggregate principal amount of 4.581% Notes due 2055. The Notes will be fully and unconditionally guaranteed on a senior unsecured basis by Bristol-Myers Squibb Company. Bristol Myers Squibb expects that the closing of the Offering will occur on November 10, 2025, subject to the satisfaction of customary closing conditions.
On November 3, 2025, Bristol Myers Squibb commenced a tender offer (the "Tender Offer") to purchase, for cash, various series of its outstanding notes (the "Tender Offer Notes"). Bristol Myers Squibb intends to use the net proceeds of the Offering, together with approximately $3.0 billion of cash on hand, (i) to fund the Tender Offer and/or other repurchase, repayment or redemption of the notes subject to the Tender Offer, (ii) to pay fees and expenses in connection therewith and with the Offering and (iii) to the extent of any remaining proceeds, for general corporate purposes. The Offering is not contingent on the consummation of the Tender Offer or the purchase of any of the Tender Offer Notes in connection therewith.
Citigroup Global Markets Limited, Barclays Bank PLC, BNP PARIBAS, J.P. Morgan Securities plc and Société Générale are acting as joint lead managers and joint book-running managers for the Offering.
The Offering of the Notes is being made pursuant to an effective shelf registration statement (including a prospectus and preliminary prospectus supplement) (File Nos. 333-283810 and 333-283810-01) filed with the U.S. Securities and Exchange Commission (the "SEC"). You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, Bristol Myers Squibb, any underwriter or any dealer participating in the Offering will arrange to send you the prospectus and the preliminary prospectus supplement (or, if available, the prospectus supplement) if you request it by contacting Bristol Myers Squibb Investor Relations or Citigroup Global Markets Limited at +1 800-831-9146, Barclays Bank PLC at +1 888-603-5847, BNP PARIBAS at +44 0-20-7595-8222, J.P. Morgan Securities plc (for non-U.S. investors) at +44-20 7134-2468 or J.P. Morgan Securities LLC (for U.S. investors) at (212) 834-4533 (call collect) and Société Générale at +1 855-881-2108.
This press release shall not constitute an offer to sell or purchase, or a solicitation of an offer to sell or purchase, the Notes or any other security, including the Tender Offer Notes. No offer, solicitation, purchase or sale will be made in any jurisdiction in which such an offer, solicitation or sale would be unlawful.
Cautionary Notes on 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, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements may be identified by the fact that they use words such as "should," "could," "expect," "anticipate," "estimate," "target," "may," "project," "guidance," "intend," "plan," "believe," "will" and other words and terms of similar meaning and expression in connection with any discussion of, among other things, the Offering and the use of proceeds therefrom, although not all forward-looking statements contain such terms. All statements that are not statements of historical facts are, or may be deemed to be, forward-looking statements. No forward-looking statement can be guaranteed.
Forward-looking statements are likely to relate to, among other things, statements about the expected timing of completion of the Offering and the intended use of proceeds from the Offering and are based on current expectations and projections about Bristol Myers Squibb's future financial results, goals, plans and objectives and involve inherent risks, assumptions and uncertainties, including internal or external factors that could delay, divert or change any of them, that are difficult to predict, may be beyond its control and could cause its future financial results, goals, plans and objectives to differ materially from those expressed in, or implied by, the statements. Such risks, uncertainties and other matters include, but are not limited to: general market conditions which might affect the Offering and the Tender Offer; interest rate and currency exchange rate fluctuations, credit and foreign exchange risk management; and access to capital markets.
Forward-looking statements in this press release should be evaluated together with the many risks and uncertainties that affect Bristol Myers Squibb's business and market, particularly those identified in the cautionary statement and risk factors discussion in its Annual Report on Form 10-K for the year ended December 31, 2024, as updated by the subsequent Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other filings with the SEC. The forward-looking statements included in this press release are made only as of the date of this press release and except as otherwise required by applicable law, Bristol Myers Squibb undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, changed circumstances or otherwise.
About Bristol Myers Squibb: Transforming Patients' Lives Through Science
At Bristol Myers Squibb, our mission is to discover, develop and deliver innovative medicines that help patients prevail over serious diseases. We are pursuing bold science to define what's possible for the future of medicine and the patients we serve.
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