Bristol-Myers scores critical lifeline in $74B Celgene deal

A $74 billion merger deal between Bristol-Myers Squibb and Celgene, under fire from shareholders who oppose the transaction, gained critical backing on Friday from two influential investor advisors.

Institutional Shareholder Services and Glass Lewis -- the major firms that provide voting advice to shareholders – recommended that investors support the acquisition, according to a release from Bristol-Myers.

"We believe the proposed merger is strategically compelling and presents the opportunity for potentially significant returns to shareholders of the combined company, including existing Bristol-Myers holders," Glass Lewis wrote in its report, per the release.

The deal – the largest ever in the biopharmaceutical sector -- between New York City-based Bristol Myers and Summit, New Jersey-based Celgene previously drew fire from investors who are concerned it is too risky and the value-proposition doesn’t justify the high price tag.

"We strongly believe that the proposed deal is not in the best interest of shareholders. This view has been solidified by the numerous other large, long-term shareholders who appear to likewise believe this deal is not in the best interest of shareholders," Starboard Value LP wrote in a February letter.

A vote on the transaction is scheduled for April 12.

Ticker Security Last Change Change %
BMY BRISTOL MYERS SQUIBB CO. 50.10 +0.72 +1.46%
CELG n.a. n.a. n.a. n.a.

Amid the pushback, Bristol-Myers has intensified its outreach to investors. Earlier this month, it argued in a public letter that executives had done ample due diligence on Celgene’s drug pipeline, including six months of analysis on the existing experimental treatments that have yet to obtain federal approval.

The recommendations from proxy advisors ISS and Glass Lewis are typically widely followed by institutional investors and other shareholders.


Corporate America has long been frustrated with the influence they hold – as well potential conflicts of interests at the firms -- and are pushing the Trump administration to place new restrictions on the industry.