8-KAcquisitions & DispositionsExhibits & Filings

BRISTOL MYERS SQUIBB CO 8-K Report, Acquisition Completed (Aug 7, 2008)

Filed August 7, 2008For Securities:BMYCELG-RIBMYMP

Summary

Bristol-Myers Squibb Company (BMY) has announced the completion of its divestiture of the ConvaTec business to Cidron Healthcare Limited, an affiliate of Nordic Capital and Avista Capital Partners. The transaction, valued at approximately $4.1 billion in cash, was finalized on August 1, 2008. This strategic move represents a significant capital event for BMY, allowing the company to focus on its core pharmaceutical operations and potentially redeploy the substantial cash proceeds. The sale includes all outstanding capital stock of certain indirect subsidiaries and specified assets and liabilities related to the ConvaTec business. While the initial cash payment is substantial, the final proceeds are subject to post-closing adjustments based on the actual working capital of the divested business, as outlined in the purchase agreement. Investors should note the pro forma financial information provided, which reflects the impact of this divestiture on the company's financial statements.

Key Highlights

  • 1BMY completed the sale of its ConvaTec business on August 1, 2008.
  • 2The divestiture was made to Cidron Healthcare Limited, backed by Nordic Capital and Avista Capital Partners.
  • 3The gross purchase price for the ConvaTec business was approximately $4.1 billion in cash.
  • 4The transaction involved the transfer of specific subsidiaries, assets, and liabilities related to ConvaTec.
  • 5Final proceeds are subject to adjustment based on the closing working capital of the divested business.
  • 6The company has provided Unaudited Pro Forma Financial Information reflecting the impact of this divestiture.
  • 7This divestiture is a significant strategic action, allowing BMY to focus on core pharmaceutical areas.

Frequently Asked Questions

Bristol-Myers Squibb Company divested its entire ConvaTec business, which included the transfer of all outstanding capital stock of certain indirect subsidiaries and specified assets and liabilities related to that business.

BMY received approximately $4.1 billion in cash as the gross purchase price. However, this amount is subject to further adjustment based on the actual closing working capital of the ConvaTec business.

The ConvaTec business was acquired by Cidron Healthcare Limited, which is an affiliate of private equity firms Nordic Capital Fund VII and Avista Capital Partners.

While not explicitly stated in this 8-K, such divestitures are typically strategic decisions to streamline operations, focus on core business areas, and generate capital. The filing implies a strategic shift by mentioning the company's focus on its core pharmaceutical operations.