8-KAcquisitions & DispositionsExhibits & Filings

BRISTOL MYERS SQUIBB CO 8-K Report, Acquisition Completed (Feb 6, 2014)

Filed February 6, 2014For Securities:BMYCELG-RIBMYMP

Summary

Bristol-Myers Squibb (BMY) has completed the sale of its global diabetes business to AstraZeneca PLC as of February 1, 2014. This significant divestiture includes key assets such as the rights to the diabetes drugs Onglyza, Forxiga, Bydureon, and Byetta, along with Amylin Pharmaceuticals, its manufacturing facilities in West Chester, Ohio, and intellectual property related to the drugs. The transaction aims to allow BMY to focus on its core therapeutic areas and streamline its business operations. Financially, the sale generated substantial immediate proceeds for BMY, with AstraZeneca paying $2.7 billion at closing. Further potential payments include up to $1.4 billion in regulatory and sales-based milestones, with a $600 million milestone already secured for the FDA approval of dapagliflozin. Additionally, AstraZeneca may pay up to $225 million contingent on the transfer of the Mount Vernon manufacturing site and the China diabetes business. This divestiture marks a strategic shift for Bristol-Myers Squibb, improving its financial flexibility and sharpening its strategic focus.

Key Highlights

  • 1Bristol-Myers Squibb (BMY) completed the sale of its global diabetes business to AstraZeneca PLC on February 1, 2014.
  • 2The sale includes key diabetes products: Onglyza, Forxiga, Bydureon, and Byetta, along with Amylin Pharmaceuticals.
  • 3AstraZeneca paid $2.7 billion in cash to BMY at closing.
  • 4BMY is eligible for up to $1.4 billion in contingent milestone payments from AstraZeneca, including a $600 million milestone already earned.
  • 5The transaction also includes potential additional payments of up to $225 million related to the Mount Vernon manufacturing site and China diabetes business.
  • 6Substantially all employees dedicated to the diabetes business have transferred to AstraZeneca.
  • 7BMY has entered into new agreements with AstraZeneca, including transitional services, supply, and development agreements.

Frequently Asked Questions

This 8-K filing announces the completion of the sale of Bristol-Myers Squibb's global diabetes business to AstraZeneca PLC, providing details on the transaction, assets included, and financial consideration.

Bristol-Myers Squibb sold its entire global diabetes business, including rights to drugs like Onglyza, Forxiga, Bydureon, and Byetta, Amylin Pharmaceuticals, intellectual property, and manufacturing facilities in West Chester, Ohio, and Mount Vernon, Indiana (subject to future transfer).

AstraZeneca paid $2.7 billion at closing. Bristol-Myers Squibb is also eligible for up to $1.4 billion in contingent milestone payments and potentially an additional $225 million related to specific future transfers.

The divestiture allows Bristol-Myers Squibb to focus on its core therapeutic areas, streamline its operations, and improve its financial flexibility with the significant proceeds received from the sale.