- Written communication relating to an issuer or third party (SC TO-C)
September 10 2010 - 6:03AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act Of 1934
Date of Report (Date of earliest event reported): September 9, 2010 (September 7, 2010)
BRISTOL-MYERS SQUIBB COMPANY
(Exact Name of Registrant as Specified in its Charter)
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Delaware
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1-1136
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22-079-0350
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(State or Other Jurisdiction
of Incorporation)
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(Commission File Number)
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(IRS Employer
Identification Number)
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345 Park Avenue
New York, NY, 10154
(Address of Principal Executive Office)
Registrants telephone number, including area code: (212) 546-4000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (
see
General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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x
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 8.01. Other Events.
On September 7, 2010, Bristol-Myers Squibb Company and ZymoGenetics, Inc. issued a press release announcing that the companies have
signed a definitive merger agreement that provides for the acquisition of ZymoGenetics, Inc. by the Company, for $9.75 per share in cash. A copy of the press release announcing the planned acquisition is filed as Exhibit 99.1 to this report and is
incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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99.1
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Joint Press Release of Bristol-Myers Squibb Company and ZymoGenetics, Inc., dated September 7, 2010.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
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BRISTOL-MYERS SQUIBB COMPANY
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Dated: September 9, 2010
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By:
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/s/ Sandra Leung
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Name:
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Sandra Leung
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Title:
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General Counsel and Secretary
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EXHIBIT INDEX
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Exhibit No.
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Description
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99.1
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Joint Press Release of Bristol-Myers Squibb Company and ZymoGenetics, Inc., dated September 7, 2010.
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