Bristol Myers Squibb Merger Agreement

As part of this authorization, Bristol-Myers Squibb has entered into Accelerated Share Repurchase Agreements (ASRs) with Morgan Stanley & Co. LLC and Barclays Bank PLC to repurchase a total of $7 billion from bristol-Myers Squibb common shares. Bristol-Myers Squibb expects to fund the cash buyback. Approximately 80% of the shares to be repurchased in connection with the transaction will be received by Bristol-Myers Squibb on November 27, 2019. The total number of shares that will ultimately be repurchased under the program will be determined at final settlement and will be based on a discount on the volume weighted average price of Bristol-Myers Squibb common shares during the ASR period. Bristol-Myers Squibb expects all asrs to be completed by the end of the second quarter of 2020. [64] In April 2019, BMS announced that 75% of its shareholders would approve the upcoming merger with Celgene. The transaction is expected to close in the third quarter of 2019, subject to regulatory approvals. [65] The newly issued BMS and CVR shares are traded on the New York Stock Exchange, with the CVRs trading under the symbol “BMYRT”. [66] RSR agreements contain usual provisions for such agreements, including provisions relating to adaptations to transaction terms, the circumstances in which the RSR agreement may be accelerated, extended or terminated prematurely by the bank concerned, as well as various confirmations, assurances and guarantees that the parties have made to each other. . . .