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About Bristol-Myers Squibb

Bristol-Myers Squibb is a global biopharmaceutical company committed to discovering, developing and delivering innovative medicines that help patients prevail over serious diseases. For more information, please visit www.bms.com.

This press release is neither an offer to purchase nor a solicitation of an offer to sell the Convertible Notes of Medarex.

SOURCE: Bristol-Myers Squibb Company

Bristol-Myers Squibb 
Media: 
Brian Henry, 609-252-3337 
brian.henry@bms.com 
or 
Investors: 
John Elicker, 609-252-4611 
john.elicker@bms.com

BMS is a pharmaceuticals company focused on cancer, cardiovascular, immunoscience, infectious diseases, and psychiatric disorders, while Medarex is a biopharmaceutical company focused on cancer, inflammation, and autoimmune disorders.

A total of approximately 119,012,034 shares of Medarex common stock (including approximately 9,146,328 shares subject to guaranteed delivery procedures), representing approximately 87.7% of the Medarex's outstanding shares, had been tendered pursuant to the offer.

BMS has commenced a subsequent offering to the acquire the remaining shares of Medarex. The subsequent offering period will expire on August 31, 2009, unless extended.

Update on August 20, 2009:

BMS has extended its offer period to acquire all of the outstanding shares of Medarex until August 26, 2009, unless further extended.

The tender offer was originally scheduled to expire on August 24, 2009 was extended, with the consent of Medarex, in connection with the parties reaching an agreement in principle to settle the legal proceedings pending in connection with the tender offer.

A total of approximately 11,576,506 shares of Medarex common stock were validly tendered and not validly withdrawn, representing approximately 8.7% of Medarex's shares outstanding.

Update on August 12, 2009:

BMS has announced that the Hart-Scott-Rodino (HSR) review period for its tender offer for Medarex has expired.

Update on July 28, 2009:

BMS, through its wholly-owned subsidiary Puma Acquisition Corporation, has commenced a cash tender offer to acquire all of the outstanding shares of Medarex.

The tender offer is scheduled to expire on August 24, 2009, unless extended.

Announcement (July 22, 2009):

BMS has signed a definitive agreement to acquire all of the outstanding shares of Medarex at a price of $16 per share in cash. The transaction is valued at approximately $2,400 million.

The offer price represents a premium of 90% to Medarex's closing share price on July 21, 2009. The Board of Directors of both the companies have approved the transaction. The tender offer would expect to close in approximately 30 days after commencement of the tender offer.

JPMorgan Securities, Inc. is acting as financial advisor and Cravath, Swaine & Moore LLP is acting as legal advisor to BMS. Goldman, Sachs & Co. is acting as financial advisor and Covington & Burling LLP is acting as legal advisor to Medarex. Georgeson, Inc. is acting as information agent for BMS.

Deal Value (US$ Million) 2400
Deal Type                Acquisition
Sub-Category             100% Acquisition
Deal Status              Announced: 2009-07-22

Deal Participants

Target (Company)   Medarex, Inc.
Acquirer (Company) Bristol-Myers Squibb Company

Deal Rationale

The addition of Medarex's technology platform and pipeline would allow BMS to strengthen its position in biologics, specifically in immuno-oncology. BMS would gain access to Medarex's ultimAb human antibody development system, antibody-drug conjugate (ADC) technology, rights to seven antibodies in clinical trials under Medarex's sole sponsorship and three other antibodies being co-developed with other partners. In addition, BMS gains full ownership and rights to ipilimumab.

Bid Premium ($ per share) 90

According to a release, Bristol-Myers Squibb initiated on July 28, a cash tender offer to purchase all outstanding shares of common stock of Medarex for $16.00 per share. The tender offer period expired at midnight (New York City time) on August 26, and the subsequent offering period relating to the tender offer expired at midnight (New York City time) on August 31, at which time shareholders of Medarex had tendered in aggregate approximately 120,417,467 shares of Medarex common stock which, together with the 2,879,223 shares of Medarex common stock owned by Bristol-Myers Squibb since January 2005, represented approximately 90.7 percent of the Medarex shares outstanding.

Today, Bristol-Myers Squibb acquired all of the remaining outstanding shares of Medarex common stock by means of a "short form merger" in which all such shares were converted into the right to receive $16.00 per share, in cash and without interest, less any required withholding taxes.

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