SEC Comment Letter for BRISTOL MYERS SQUIBB CO (BMY, BMYMP, CELG-RI) (CIK 0000014272) (BMY) — Dec 16, 2021
BRISTOL MYERS SQUIBB CO (BMY, BMYMP, CELG-RI) (CIK 0000014272)
Date: Dec. 16, 2021 · CIK: 0000014272 · Accession: 0000000000-21-015053
AI Filing Summary & Sentiment
File numbers found in text: 001-01136
Letter
United States securities and exchange commission logo December 16, 2021 Giovanni Caforio, M.D. Chairman and Chief Executive Officer Officer Bristol-Myers Squibb Company 430E. 29th Street, 14FL New, York, New York 10016 Re:Bristol-Myers Squibb Company Form 10-K for Fiscal Year Ended December 31, 2020 Filed February 10, 2021 File No. 001-01136 Dear Dr. Caforio: We have limited our review of your filing to the financial statements and related disclosures and have the following comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure. Please respond to the comment within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to the comment, we may have additional comments. Form 10-K for Fiscal Year Ended December 31, 2020 Management's Discussion and Analysis of Financial Condition and Results of Operations Non-GAAP Financial Measures , page 53 1.In your determination of net earnings attributable to BMS on a non-GAAP basis, you exclude “R&D charges or other income resulting from upfront or contingent milestone payments in connection with the acquisition or licensing of third-party intellectual property rights.” In this regard, your statement that “similar charges or gains were recognized in prior periods and will likely occur in future periods” appears to indicate that these R&D charges are inherently recurring in nature. Please explain the factors that you considered in concluding that exclusion of these charges complied with Question 100.01 of the Non-GAAP Financial Measures Compliance and Disclosure Interpretations. Revise your non-GAAP presentation accordingly. In addition, describe how you distinguish between acquired IPR&D with an alternative future use and acquired IPR&D with no alternative future use.
FirstName LastNameGiovanni Caforio, M.D. Comapany NameBristol-Myers Squibb Company December 16, 2021 Page 2 FirstName LastName Giovanni Caforio, M.D. Bristol-Myers Squibb Company December 16, 2021 Page 2 In closing, we remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. You may contact Frank Wyman at 202-551-3660 or Li Xiao at 202-551-4391 with any questions. Sincerely, Division of Corporation Finance Office of Life Sciences
Show Raw Text
United States securities and exchange commission logo
December 16, 2021
Giovanni Caforio, M.D.
Chairman and Chief Executive Officer Officer
Bristol-Myers Squibb Company
430E. 29th Street, 14FL
New, York, New York 10016
Re:Bristol-Myers Squibb Company
Form 10-K for Fiscal Year Ended December 31, 2020
Filed February 10, 2021
File No. 001-01136
Dear Dr. Caforio:
We have limited our review of your filing to the financial statements and related
disclosures and have the following comment. In our comment, we may ask you to provide us
with information so we may better understand your disclosure.
Please respond to the comment within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe our
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to the comment, we may have additional comments.
Form 10-K for Fiscal Year Ended December 31, 2020
Management's Discussion and Analysis of Financial Condition and Results of Operations
Non-GAAP Financial Measures , page 53
1.In your determination of net earnings attributable to BMS on a non-GAAP basis, you
exclude “R&D charges or other income resulting from upfront or contingent milestone
payments in connection with the acquisition or licensing of third-party intellectual
property rights.” In this regard, your statement that “similar charges or gains were
recognized in prior periods and will likely occur in future periods” appears to indicate that
these R&D charges are inherently recurring in nature. Please explain the factors that you
considered in concluding that exclusion of these charges complied with Question 100.01
of the Non-GAAP Financial Measures Compliance and Disclosure Interpretations. Revise
your non-GAAP presentation accordingly. In addition, describe how you distinguish
between acquired IPR&D with an alternative future use and acquired IPR&D with no
alternative future use.
FirstName LastNameGiovanni Caforio, M.D.
Comapany NameBristol-Myers Squibb Company
December 16, 2021 Page 2
FirstName LastName
Giovanni Caforio, M.D.
Bristol-Myers Squibb Company
December 16, 2021
Page 2
In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
You may contact Frank Wyman at 202-551-3660 or Li Xiao at 202-551-4391 with any
questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences