Bristol-Myers Squibb Company (NYSE: BMY) announced today that the Hart-Scott-Rodino (HSR) review period for its tender offer for Medarex, Inc. (NASDAQ: MEDX) has expired.
Bristol-Myers Squibb initiated on July 28, 2009, through its wholly-owned subsidiary Puma Acquisition Corporation, a cash tender offer to purchase all outstanding shares of common stock of Medarex for $16 per share.
The expiration of the HSR waiting period satisfies one of the conditions to the tender offer, which will expire at 12 midnight (New York City time) on Monday, August 24, 2009, unless extended in accordance with the merger agreement and the applicable rules and regulations of the SEC. The closing of the tender offer remains subject to customary terms and conditions, including the tender of a number of shares that, together with the number of shares already owned by Bristol-Myers Squibb, constitutes at least a majority of Medarex’s outstanding shares of common stock (on a fully diluted basis).
Georgeson Inc. is acting as information agent for Bristol-Myers Squibb. J.P. Morgan Securities Inc. is serving as financial advisor to Bristol-Myers Squibb in connection with the transactions and as the dealer-manager for the tender offer. Cravath, Swaine & Moore LLP is acting as legal counsel to Bristol-Myers Squibb. Goldman, Sachs & Co. is serving as financial advisor to Medarex in connection with the transactions and Medarex is represented by Covington & Burling LLP.