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Entwistle & Cappucci LLP Files a Securities Class Action Complaint Against Bristol-Myers Squibb Company (NYSE: BMY)

October 8, 2021

Entwistle & Cappucci LLP (“Entwistle & Cappucci”) today announced that its ongoing investigation has led to the filing of a class action complaint against Bristol-Myers Squibb Company (“Bristol Myers”) and several of its senior executives.  The case was filed in the United States District Court for the Southern District of New York, Case No. 1:21-cv-8255.

The action was brought on behalf of all former Celgene Corporation (“Celgene”) (NASDAQ:  CELG) shareholders that received Contingent Value Rights (“CVRs”) in exchange for their Celgene shares pursuant to Bristol Myers’ $74 billion acquisition of Celgene on November 20, 2019, and who were damaged thereby (the “Class”).

The action arises from Bristol Myers’ alleged subversion of the FDA approval process for the purpose of avoiding a $6.4 billion payment to CVR holders.  By Bristol Myers’ own design, the CVR payout required approval of three blockbuster therapies, including the cancer therapy Liso-cel, by specified dates (“Milestones”).  From the outset of the Merger, Bristol Myers allegedly knew it would not take diligent efforts to obtain FDA approval for Liso-cel by the Milestone date of December 31, 2020.  Accordingly, the statements in the Joint Proxy concerning the efforts Bristol Myers would make to meet the Milestones, the likelihood that the Milestones would be met and the purported value of the CVRs were materially false and misleading when made.

The complaint asserts claims under Sections 14(a) and 20(a) of the Securities Exchange Act of 1934 and Rule 14a-9 promulgated thereunder.  A copy of the complaint may be found here.

If you wish to serve as a lead plaintiff in this matter, you must file a motion with the Court no later than December 6, 2021.  Any member of the proposed Class may move the Court to serve as a lead plaintiff through counsel of their choice, or they may choose to do nothing and remain a member of the Class.

If you wish to discuss this action or have any questions concerning this notice or your rights or interests, please contact:  Robert N. Cappucci, Esq. of Entwistle & Cappucci at (212) 894-7200 or via e-mail at [email protected].