BMY » Topics » Note 18. Subsequent Events

These excerpts taken from the BMY 10-K filed Feb 22, 2008.

Note 23 SUBSEQUENT EVENTS

In December 2007, the Company entered into a definitive agreement with Avista for the sale of its Medical Imaging business, for a purchase price of approximately $525 million in cash, subject to customary post-closing adjustments. The closing of the transaction was completed on January 7, 2008. The Company expects to recognize a pre-tax gain of approximately $20 million to $40 million ($30 million to $50 million loss net of tax) in the first quarter of 2008, subject to the post-closing adjustments.

On February 21, 2008, the Company completed the sale and leaseback of an administrative facility in Paris, France for approximately €155 million. The Company expects to record a gain, of which the majority will be deferred and will reduce future lease rental costs over the lease period.

 

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Note 23 SUBSEQUENT EVENTS

SIZE="2">In December 2007, the Company entered into a definitive agreement with Avista for the sale of its Medical Imaging business, for a purchase price of approximately $525 million in cash, subject to customary post-closing adjustments. The
closing of the transaction was completed on January 7, 2008. The Company expects to recognize a pre-tax gain of approximately $20 million to $40 million ($30 million to $50 million loss net of tax) in the first quarter of 2008, subject to the
post-closing adjustments.

On February 21, 2008, the Company completed the sale and leaseback of an administrative facility in Paris,
France for approximately €155 million. The Company expects to record a gain, of which the majority will be deferred and will reduce future lease rental costs over the lease period.

SIZE="1"> 


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This excerpt taken from the BMY 10-Q filed May 10, 2007.

Note 17. Subsequent Events

In April 2007, the Company and Pfizer Inc. (Pfizer) entered into a worldwide collaboration to develop and commercialize apixaban, an anticoagulant discovered by the Company being studied for the prevention and treatment of a broad range of venous and arterial thrombotic conditions. In accordance with the terms of the agreement Pfizer made an upfront payment of $250 million to the Company. Pfizer will fund 60% of all development costs effective January 1, 2007 going forward, and the Company will fund 40%. The Company may also receive additional payments of up to $750 million from Pfizer based on development and regulatory milestones. The companies will jointly develop the clinical and marketing strategy of apixaban, and will share commercialization expenses and profits/losses equally on a global basis. In a separate agreement, the companies will also collaborate on the research, development and commercialization of a Pfizer discovery program which includes advanced pre-clinical compounds with potential applications for the treatment of metabolic disorders, including obesity and diabetes. Pfizer will be responsible for all research and early-stage

 

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Note 17. Subsequent Events (Continued)

development activities for the metabolic disorders program, and the companies will jointly conduct Phase III development and commercialization activities. The Company will make an upfront payment of $50 million to Pfizer as part of this agreement. The companies will share all development and commercialization expenses along with profits/losses on a 60%-40% basis, with Pfizer assuming the larger share of both expenses and profits/losses.

 

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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
This excerpt taken from the BMY 10-K filed Feb 26, 2007.

Note 22 SUBSEQUENT EVENTS

On January 11, 2007, the Company entered into two worldwide (except for Japan) codevelopment and cocommercialization agreements with AstraZeneca PLC (AstraZeneca) to develop and commercialize two investigational compounds being studied for the treatment of type 2 diabetes. The Company received upfront payments of $100 million from AstraZeneca. In addition, the Company will receive milestone payments from AstraZeneca upon successful achievement of various regulatory and sales related stages. The companies have agreed upon initial development plans for the two compounds. From 2007 through 2009, the majority of development costs will be paid by AstraZeneca and any subsequent development costs will generally be shared equally.

 

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This excerpt taken from the BMY 10-K filed Mar 14, 2006.

Note 21 SUBSEQUENT EVENTS

 

In January 2006, the Company completed the sale of its inventory, trademark, patent and intellectual property rights related to DOVONEX*, a treatment for psoriasis in the United States, to Warner Chilcott Company, Inc. for $200 million in cash. In addition, the Company will receive a royalty based on 5% of net sales of DOVONEX* through the end of 2007. As a result of this transaction, the Company expects to recognize a pre-tax gain of approximately $200 million ($126 million net of tax) in the first quarter of 2006, subject to certain post-closing adjustments.

 

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This excerpt taken from the BMY 10-Q filed Nov 3, 2005.

Note 18. Subsequent Events

 

In October 2005, the Company borrowed, through its subsidiary, $2.0 billion against its existing $2.5 billion term loan facility. For additional information, see “—Note 13. Short-term Borrowings and Long-term Debt.”

 

The Company previously disclosed that it anticipated to repatriate approximately $9.0 billion in special dividends in 2005 pursuant to the AJCA, of which approximately $6.2 billion was repatriated in the first quarter of 2005. In November 2005, the Company will repatriate a substantial portion of the remaining special dividends, and anticipates completing the repatriation of special dividends in the fourth quarter of 2005. For additional information on the AJCA, see “—Note 8. Income Taxes.”

 

On October 18, 2005, the FDA issued an approvable letter for muraglitazar requesting additional information from ongoing clinical trials to more fully address the cardiovascular safety profile of muraglitazar. On October 27, 2005, Merck advised the Company of their intent to terminate the collaborative agreement and the Company has agreed to begin discussions to terminate the agreement. For additional information related to the approvable letter, see “—Note 2. Alliances and Investments.”

 

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This excerpt taken from the BMY 10-Q filed Aug 3, 2005.

Note 18. Subsequent Events

 

In July 2005, the Company entered into a definitive agreement to sell its U.S. and Canadian Consumer Medicines business and related assets to Novartis AG. Under the terms of the agreement, Novartis will acquire the trademarks, patents and intellectual property rights of the U.S. and Canadian Consumer Medicines business and related assets for $660 million in cash. The transaction also includes the rights to the U.S. Consumer Medicines brands in Latin America, Europe, the Middle East and Africa. The sale will result in a pre-tax gain of approximately $560 million to $600 million, subject to certain adjustments and other post-closing matters. The gain from the sale will be recognized on the closing date. The transaction is expected to close by the end of the third quarter of 2005, subject to customary regulatory approvals.

 

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This excerpt taken from the BMY 10-Q filed May 9, 2005.

Note 17. Subsequent Events

 

In April 2005, the Company completed its cash tender offer to purchase any and all of its outstanding $2.5 billion aggregate principal amount 4.75% Notes due 2006, which resulted in the tender of an aggregate amount of $1.38 billion. All remaining Notes were redeemed in May 2005. Additionally, $2.0 billion of fixed-to-floating interest rate swaps that were associated with the Notes were terminated in April 2005. The Company expects to incur an aggregate pretax loss of approximately $70 million in connection with the early redemption of the Notes and termination of interest rate swaps in the second quarter of 2005.

 

In April 2005, the Company entered into agreements to settle coverage disputes with its various insurers with respect to product liability lawsuits in connection with the STADOL NS and SERZONE cases, under which the Company expects to recover $40 million. In May 2005, the Company also entered into agreements to settle coverage disputes with certain Directors and Officers and Fiduciary Liability insurance policies, under which the Company expects to recover $200 million. These transactions will be recorded in the second quarter of 2005. For additional information on these litigation matters, see “Note 16. Legal Proceedings and Contingencies.”

 

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This excerpt taken from the BMY 10-K filed Mar 4, 2005.

Note 22 SUBSEQUENT EVENTS

 

In January 2005, the Company announced plans to divest the U.S. and Canadian Consumer Medicines business. For the year ended December 31, 2004, sales of consumer medicines brands in the U.S. and Canada totaled approximately $270 million. The Company’s consumer medicines businesses in Japan, Asia Pacific, Latin America, Europe, Middle East and Africa are not included in this planned divestiture.

 

In November 2004, the Company and Medarex, Inc. (Medarex) entered into a worldwide collaboration to develop and commercialize MDX-010, a fully human antibody investigational product targeting the CTLA-4 receptor. MDX-010 was developed by Medarex and is currently in Phase III clinical development for the treatment of metastatic melanoma. The collaboration agreement became effective in January 2005, at which time the Company made a cash payment of $25 million to Medarex which was expensed as research and development, and an additional $25 million equity investment in Medarex.

 

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