Form 8-K

 

 

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): January 9, 2012 (January 7, 2012)

 

 

BRISTOL-MYERS SQUIBB COMPANY

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Delaware    1-1136    22-079-0350

(State or Other Jurisdiction

of Incorporation)

    (Commission File Number)   

(IRS Employer

Identification Number)

345 Park Avenue

New York, NY, 10154

(Address of Principal Executive Office)

Registrant’s 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):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

x Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

Item 8.01. Other Events.

On January 7, 2012, Bristol-Myers Squibb Company (the “Company”) and Inhibitex, Inc. issued a press release announcing that the companies have signed a definitive merger agreement that provides for the acquisition of Inhibitex, Inc. by the Company, for $26.00 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.

 

99.1    Joint Press Release of Bristol-Myers Squibb Company and Inhibitex, Inc., dated January 7, 2012.

 

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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.

 

    BRISTOL-MYERS SQUIBB COMPANY
Dated: January 9, 2012       By:   /s/ Sandra Leung
    Name:   Sandra Leung
    Title:   Senior Vice President, General Counsel & Corporate Secretary

 

EXHIBIT INDEX

 

Exhibit No.

  

Description

99.1   Joint Press Release of Bristol-Myers Squibb Company and Inhibitex, Inc., dated January 7, 2012.

 

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