Premium Post: The Celgene and Bristol-Myers Deal

With the acquisition of athenahealth (ATHN) by the private equity firm Veritas Capital and Elliott Management discussed in our last premium post closing a few weeks ago, I started looking for other opportunities and decided to dig deeper into the Celgene – Bristol-Myers deal. The deal has been widely discussed both because of the size of the deal and the large spread right from the get go. At an estimate deal value of $74 billion when announced and $95 billion after including Celgene’s (CELG) debt, this is the largest pharmaceutical deal ever.  To show their commitment to the deal, the companies set the termination fee at $2.2 billion if either party walks away from the deal. Under the risk factors section of the proxy statement, the companies state, “The merger agreement contains provisions that make it more difficult for Bristol-Myers Squibb and Celgene to pursue alternatives to the merger and may discourage other companies from trying to acquire Celgene for greater consideration than what Bristol-Myers Squibb has agreed to pay.” Deal Terms and the CVR: To reiterate the deal details that most of you are familiar with, Bristol-Myers (BMY) is offering $50 in cash and one share of BMY  in a...

Only plus or premium subscribers can access this post. Subscribe today.