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BMY > SEC Filings for BMY > Form 8-K on 2-Sep-2009All Recent SEC Filings

Show all filings for BRISTOL MYERS SQUIBB CO | Request a Trial to NEW EDGAR Online Pro

Form 8-K for BRISTOL MYERS SQUIBB CO


2-Sep-2009

Other Events, Financial Statements and Exhibits


Item 8.01. Other Events.

On September 1, 2009, Bristol-Myers Squibb Company (the "Company") announced the completion of the acquisition of all outstanding shares of common stock, par value $0.01, of Medarex, Inc., a New Jersey Corporation ("Medarex"), together with the associated rights to purchase Series A Junior Participating Preferred Stock of Medarex issued pursuant to the Rights Agreement, dated as of May 23, 2001, as amended, between Medarex and Continental Stock Transfer & Trust Company (the "Shares"), that were not already owned by the Company and its subsidiaries. The acquisition of the Shares was structured as a two-step transaction, with a cash tender offer by Puma Acquisition Corporation, a New Jersey corporation and a wholly owned subsidiary of the Company (the "Purchaser"), for the Shares at a price of $16.00 per Share, net to the seller in cash, without interest and less any required withholding taxes, upon the terms and subject to the conditions set forth in the Offer to Purchase, dated July 28, 2009, and in the related Letter of Transmittal, each as amended and supplemented, filed by the Company and the Purchaser with the Securities and Exchange Commission on July 28, 2009, followed by the merger of the Purchaser with and into Medarex. The press release is attached as Exhibit 99.1 to this Current Report and is incorporated herein by reference.



Item 9.01. Financial Statements and Exhibits

(d) Exhibits

99.1 Press release dated September 1, 2009


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