Bristol-Myers Squibb Company (NYSE: BMY) announced today that the U.S. Federal Trade Commission (FTC) has accepted the proposed consent order in connection with the pending merger of Bristol-Myers Squibb and Celgene Corporation (NASDAQ: CELG), thereby permitting the parties to close the transaction. As announced on August 26, 2019, Celgene entered into an agreement with Amgen (NASDAQ: AMGN) under which Amgen would acquire the global rights to OTEZLA® (apremilast). Bristol-Myers Squibb previously announced the decision to divest OTEZLA in connection with the ongoing regulatory approval process for Bristol-Myers Squibb’s pending merger with Celgene.

Bristol-Myers Squibb has now satisfied all regulatory requirements under the merger agreement to complete the acquisition of Celgene and expects to close the transaction on November 20, 2019. Bristol-Myers Squibb also expects the OTEZLA divestiture to be completed promptly following the closing of the merger.

“Today’s news is an exciting milestone in our company’s history as we look forward to officially combining with Celgene to create a leading biopharma company,” said Giovanni Caforio, M.D., Chairman and Chief Executive Officer of Bristol-Myers Squibb. “Together we will be well positioned to discover, develop and deliver innovative medicines, and to transform the lives of more patients through science.”

Advisors

Morgan Stanley & Co. LLC is serving as financial advisor to Bristol-Myers Squibb and Kirkland & Ellis LLP is serving as Bristol-Myers Squibb’s legal counsel. Arnold & Porter Kaye Scholer LLP is acting as legal counsel on antitrust matters.