UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________

FORM 10-Q

___________________________

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, ~~2021~~2022

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______ to _______

Commission File Number 001-01136

___________________________

BRISTOL-MYERS SQUIBB COMPANY

(Exact name of registrant as specified in its charter)

___________________________


Delaware						22-0790350
(State or other jurisdiction of incorporation or organization)						(I.R.S Employer Identification No.)

430 E. 29th Street, 14FL, New York, NY 10016

(Address of principal executive offices) (Zip Code)

(212) ~~546-4000~~546-4200

(Registrant’s telephone number, including area code)

___________________________

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.10 Par Value	BMY	New York Stock Exchange
1.000% Notes due 2025	BMY25	New York Stock Exchange
1.750% Notes due 2035	BMY35	New York Stock Exchange
Celgene Contingent Value Rights	CELG RT	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to the filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☒

Accelerated filer ☐

Non-accelerated filer ☐

Smaller reporting company ☐

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

APPLICABLE ONLY TO CORPORATE ISSUERS:

At March 31, ~~2021,~~2022, there were ~~2,232,843,755~~2,129,064,271 shares outstanding of the Registrant’s $0.10 par value common stock.

BRISTOL-MYERS SQUIBB COMPANY

INDEX TO FORM 10-Q

March 31, ~~2021~~2022



PART I—FINANCIAL INFORMATION

Item 1.
Financial Statements:
Consolidated Statements of Earnings and Comprehensive ~~Income/(Loss)~~Income			3
Consolidated Balance Sheets			4
Consolidated Statements of Cash Flows			5
Notes to Consolidated Financial Statements			6

Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations			2830

Item 3.
Quantitative and Qualitative Disclosure About Market Risk			4749

Item 4.
Controls and Procedures			4749

PART II—OTHER INFORMATION

Item 1.
Legal Proceedings			4849

Item 1A.
Risk Factors			4849

Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds			4850

Item 6.
Exhibits			4951

Summary of Abbreviated Terms			5052
Signatures			5153

* Indicates brand names of products which are trademarks not owned by BMS. Specific trademark ownership information is included in the Exhibit Index at the end of this Quarterly Report on Form 10-Q.

PART I—FINANCIAL INFORMATION

Item 1. FINANCIAL STATEMENTS

BRISTOL-MYERS SQUIBB COMPANY

CONSOLIDATED STATEMENTS OF EARNINGS

Dollars in Millions, Except Per Share Data

(UNAUDITED)


		Three Months Ended March 31,				Three Months Ended March 31,
EARNINGS	EARNINGS	2021		2020			EARNINGS	2022		2021
Net product sales	Net product sales	$	10,798	$	10,541		Net product sales	$	11,308	$	10,798
Alliance and other revenues	Alliance and other revenues	275		240			Alliance and other revenues	340		275
Total Revenues	Total Revenues	11,073		10,781			Total Revenues	11,648		11,073

Cost of products sold(a)	Cost of products sold(a)	2,841		3,662			Cost of products sold(a)	2,471		2,841
Marketing, selling and administrative	Marketing, selling and administrative	1,666		1,606			Marketing, selling and administrative	1,831		1,666
Research and development	Research and development	2,225		2,372			Research and development	2,260		2,219
Acquired IPRD							Acquired IPRD	333		6
Amortization of acquired intangible assets	Amortization of acquired intangible assets	2,513		2,282			Amortization of acquired intangible assets	2,417		2,513
Other (income)/expense, net	Other (income)/expense, net	(702)		1,163			Other (income)/expense, net	649		(702)
Total Expenses	Total Expenses	8,543		11,085			Total Expenses	9,961		8,543

Earnings/(Loss) Before Income Taxes		2,530		(304)
Earnings Before Income Taxes							Earnings Before Income Taxes	1,687		2,530
Provision for Income Taxes	Provision for Income Taxes	501		462			Provision for Income Taxes	404		501
Net Earnings/(Loss)		2,029		(766)
Net Earnings							Net Earnings	1,283		2,029
Noncontrolling Interest	Noncontrolling Interest	8		9			Noncontrolling Interest	5		8
Net Earnings/(Loss) Attributable to BMS		$	2,021	$	(775)
Net Earnings Attributable to BMS							Net Earnings Attributable to BMS	$	1,278	$	2,021

Earnings/(Loss) per Common Share
Earnings per Common Share							Earnings per Common Share
Basic	Basic	$	0.90	$	(0.34)		Basic	$	0.60	$	0.90
Diluted	Diluted	0.89		(0.34)			Diluted	0.59		0.89

(a) Excludes amortization of acquired intangible assets.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE ~~INCOME/(LOSS)~~INCOME

Dollars in Millions

(UNAUDITED)

Three Months Ended March 31,
COMPREHENSIVE INCOME/(LOSS) 2021 2020
Net Earnings/(Loss) $ 2,029 $ (766)
Other Comprehensive Income/(Loss), net of taxes and reclassifications to earnings:
Derivatives qualifying as cash flow hedges 280 70
Pension and postretirement benefits 23 16
Available-for-sale debt securities (2) 1
Foreign currency translation (6) (116)
Total Other Comprehensive Income/(Loss) 295 (29)
Comprehensive Income/(Loss) 2,324 (795)
Comprehensive Income Attributable to Noncontrolling Interest 8 9
Comprehensive Income/(Loss) Attributable to BMS $ 2,316 $ (804)


	Three Months Ended March 31,
COMPREHENSIVE INCOME	2022		2021
Net Earnings	$	1,283	$	2,029
Other Comprehensive Income, net of taxes and reclassifications to earnings:
Derivatives qualifying as cash flow hedges	31		280
Pension and postretirement benefits	21		23
Marketable debt securities	(1)		(2)
Foreign currency translation	(12)		(6)
Total Other Comprehensive Income	39		295

Comprehensive Income	1,322		2,324
Comprehensive Income Attributable to Noncontrolling Interest	5		8
Comprehensive Income Attributable to BMS	$	1,317	$	2,316

The accompanying notes are an integral part of these consolidated financial statements.

BRISTOL-MYERS SQUIBB COMPANY

CONSOLIDATED BALANCE SHEETS

Dollars in Millions

(UNAUDITED)


ASSETS	ASSETS	March 31, 2021		December 31, 2020		ASSETS	March 31, 2022		December 31, 2021
Current Assets:	Current Assets:					Current Assets:
Cash and cash equivalents	Cash and cash equivalents	$	10,982	$	14,546	Cash and cash equivalents	$	12,369	$	13,979
Marketable debt securities	Marketable debt securities	1,948		1,285		Marketable debt securities	2,599		2,987
Receivables	Receivables	8,660		8,501		Receivables	8,511		9,369
Inventories	Inventories	1,953		2,074		Inventories	2,104		2,095
Other current assets	Other current assets	3,568		3,786		Other current assets	4,538		4,832
Total Current Assets	Total Current Assets	27,111		30,192		Total Current Assets	30,121		33,262
Property, plant and equipment	Property, plant and equipment	5,763		5,886		Property, plant and equipment	6,047		6,049
Goodwill	Goodwill	20,524		20,547		Goodwill	20,500		20,502
Other intangible assets	Other intangible assets	50,819		53,243		Other intangible assets	40,103		42,527
Deferred income taxes	Deferred income taxes	793		1,161		Deferred income taxes	1,418		1,439
Marketable debt securities		288		433

Other non-current assets	Other non-current assets	7,137		7,019		Other non-current assets	4,845		5,535
Total Assets	Total Assets	$	112,435	$	118,481	Total Assets	$	103,034	$	109,314

LIABILITIES	LIABILITIES					LIABILITIES
Current Liabilities:	Current Liabilities:					Current Liabilities:
Short-term debt obligations	Short-term debt obligations	$	1,777	$	2,340	Short-term debt obligations	$	7,522	$	4,948
Accounts payable	Accounts payable	2,972		2,713		Accounts payable	2,944		2,949
Other current liabilities	Other current liabilities	12,581		14,027		Other current liabilities	12,355		13,971
Total Current Liabilities	Total Current Liabilities	17,330		19,080		Total Current Liabilities	22,821		21,868
Deferred income taxes	Deferred income taxes	5,235		5,407		Deferred income taxes	3,809		4,501
Long-term debt	Long-term debt	44,505		48,336		Long-term debt	37,450		39,605
Other non-current liabilities	Other non-current liabilities	7,692		7,776		Other non-current liabilities	7,309		7,334
Total Liabilities	Total Liabilities	74,762		80,599		Total Liabilities	71,389		73,308

Commitments and contingencies	Commitments and contingencies					Commitments and contingencies

EQUITY	EQUITY					EQUITY
Bristol-Myers Squibb Company Shareholders’ Equity:	Bristol-Myers Squibb Company Shareholders’ Equity:					Bristol-Myers Squibb Company Shareholders’ Equity:
Preferred stock	Preferred stock	0		0		Preferred stock	—		—
Common stock	Common stock	292		292		Common stock	292		292
Capital in excess of par value of stock	Capital in excess of par value of stock	43,852		44,325		Capital in excess of par value of stock	43,756		44,361
Accumulated other comprehensive loss	Accumulated other comprehensive loss	(1,544)		(1,839)		Accumulated other comprehensive loss	(1,229)		(1,268)
Retained earnings	Retained earnings	22,204		21,281		Retained earnings	23,948		23,820
Less cost of treasury stock	Less cost of treasury stock	(27,199)		(26,237)		Less cost of treasury stock	(35,187)		(31,259)
Total Bristol-Myers Squibb Company Shareholders’ Equity	Total Bristol-Myers Squibb Company Shareholders’ Equity	37,605		37,822		Total Bristol-Myers Squibb Company Shareholders’ Equity	31,580		35,946
Noncontrolling interest	Noncontrolling interest	68		60		Noncontrolling interest	65		60
Total Equity	Total Equity	37,673		37,882		Total Equity	31,645		36,006
Total Liabilities and Equity	Total Liabilities and Equity	$	112,435	$	118,481	Total Liabilities and Equity	$	103,034	$	109,314

The accompanying notes are an integral part of these consolidated financial statements.

BRISTOL-MYERS SQUIBB COMPANY

CONSOLIDATED STATEMENTS OF CASH FLOWS

Dollars in Millions

(UNAUDITED)


		Three Months Ended March 31,					Three Months Ended March 31,
		2021		2020			2022		2021
Cash Flows From Operating Activities:	Cash Flows From Operating Activities:					Cash Flows From Operating Activities:
Net earnings/(loss)		$	2,029	$	(766)
Adjustments to reconcile net earnings/(loss) to net cash provided by operating activities:
Net earnings						Net earnings	$	1,283	$	2,029
Adjustments to reconcile net earnings to net cash provided by operating activities:						Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization, net	Depreciation and amortization, net	2,668		2,477		Depreciation and amortization, net	2,584		2,668
Deferred income taxes	Deferred income taxes	68		(53)		Deferred income taxes	(687)		68
Stock-based compensation	Stock-based compensation	151		210		Stock-based compensation	107		151
Impairment charges	Impairment charges	339		53		Impairment charges	41		339
Pension settlements and amortization	Pension settlements and amortization	11		11		Pension settlements and amortization	7		11
Divestiture gains and royalties	Divestiture gains and royalties	(135)		(173)		Divestiture gains and royalties	(387)		(135)
Asset acquisition charges		5		46
Equity investment (gains)/losses		(601)		338
Acquired IPRD						Acquired IPRD	333		6
Equity investment losses/(gains)						Equity investment losses/(gains)	644		(601)
Contingent consideration fair value adjustments	Contingent consideration fair value adjustments	(510)		556		Contingent consideration fair value adjustments	1		(510)
Other adjustments	Other adjustments	233		(41)		Other adjustments	248		233
Changes in operating assets and liabilities:	Changes in operating assets and liabilities:					Changes in operating assets and liabilities:
Receivables	Receivables	67		(743)		Receivables	786		67
Inventories	Inventories	106		1,448		Inventories	1		106
Accounts payable	Accounts payable	303		703		Accounts payable	23		303
Rebates and discounts						Rebates and discounts	(930)		(221)
Income taxes payable	Income taxes payable	227		229		Income taxes payable	831		227
Other	Other	(1,137)		(358)		Other	(1,073)		(917)
Net Cash Provided by Operating Activities	Net Cash Provided by Operating Activities	3,824		3,937		Net Cash Provided by Operating Activities	3,812		3,824
Cash Flows From Investing Activities:	Cash Flows From Investing Activities:					Cash Flows From Investing Activities:
Sale and maturities of marketable debt securities	Sale and maturities of marketable debt securities	782		1,394		Sale and maturities of marketable debt securities	2,100		782
Purchase of marketable debt securities	Purchase of marketable debt securities	(1,302)		(735)		Purchase of marketable debt securities	(1,714)		(1,302)
Proceeds from sales of equity investment securities						Proceeds from sales of equity investment securities	2		405
Capital expenditures	Capital expenditures	(173)		(186)		Capital expenditures	(253)		(173)
Divestiture and other proceeds	Divestiture and other proceeds	585		205		Divestiture and other proceeds	402		180
Acquisition and other payments, net of cash acquired	Acquisition and other payments, net of cash acquired	(35)		(68)		Acquisition and other payments, net of cash acquired	(442)		(35)
Net Cash (Used in)/Provided by Investing Activities		(143)		610
Net Cash Provided by/(Used in) Investing Activities						Net Cash Provided by/(Used in) Investing Activities	95		(143)
Cash Flows From Financing Activities:	Cash Flows From Financing Activities:					Cash Flows From Financing Activities:
Short-term debt obligations, net	Short-term debt obligations, net	(62)		26		Short-term debt obligations, net	42		(62)

Issuance of long-term debt						Issuance of long-term debt	5,926		—
Repayment of long-term debt	Repayment of long-term debt	(4,522)		0		Repayment of long-term debt	(5,769)		(4,522)
Repurchase of common stock	Repurchase of common stock	(1,775)		(81)		Repurchase of common stock	(5,000)		(1,775)
Dividends	Dividends	(1,108)		(1,017)		Dividends	(1,185)		(1,108)
Other	Other	172		18		Other	333		172
Net Cash Used in Financing Activities	Net Cash Used in Financing Activities	(7,295)		(1,054)		Net Cash Used in Financing Activities	(5,653)		(7,295)
Effect of Exchange Rates on Cash, Cash Equivalents and Restricted Cash	Effect of Exchange Rates on Cash, Cash Equivalents and Restricted Cash	(38)		(67)		Effect of Exchange Rates on Cash, Cash Equivalents and Restricted Cash	9		(38)
(Decrease)/Increase in Cash, Cash Equivalents and Restricted Cash		(3,652)		3,426
Decrease in Cash, Cash Equivalents and Restricted Cash						Decrease in Cash, Cash Equivalents and Restricted Cash	(1,737)		(3,652)
Cash, Cash Equivalents and Restricted Cash at Beginning of Period	Cash, Cash Equivalents and Restricted Cash at Beginning of Period	14,973		12,820		Cash, Cash Equivalents and Restricted Cash at Beginning of Period	14,316		14,973
Cash, Cash Equivalents and Restricted Cash at End of Period	Cash, Cash Equivalents and Restricted Cash at End of Period	$	11,321	$	16,246	Cash, Cash Equivalents and Restricted Cash at End of Period	$	12,579	$	11,321

The accompanying notes are an integral part of these consolidated financial statements.

Note 1. BASIS OF PRESENTATION AND RECENTLY ISSUED ACCOUNTING STANDARDS

Basis of Consolidation

Bristol-Myers Squibb Company (“BMS” or “the Company”) prepared these unaudited consolidated financial statements following the requirements of the SEC and U.S. GAAP for interim reporting. Under those rules, certain footnotes and other financial information that are normally required for annual financial statements can be condensed or omitted. The Company is responsible for the consolidated financial statements included in this Quarterly Report on Form 10-Q, which include all adjustments necessary for a fair presentation of the financial position at March 31, ~~2021~~2022 and December 31, ~~2020,~~2021 and the results of operations and cash flows for the three months ended March 31, ~~2021~~2022 and ~~2020.~~2021. All intercompany balances and transactions have been eliminated. These financial statements and the related notes should be read in conjunction with the audited consolidated financial statements for the year ended December 31, ~~2020~~2021 included in the ~~2020~~2021 Form 10-K. Refer to the Summary of Abbreviated Terms at the end of this Quarterly Report on Form 10-Q for terms used throughout the document.

Business Segment Information

BMS operates in a single segment engaged in the discovery, development, licensing, manufacturing, marketing, distribution and sale of innovative medicines that help patients prevail over serious diseases. A global research and development organization and supply chain organization are responsible for the discovery, development, manufacturing and supply of products. Regional commercial organizations market, distribute and sell the products. The business is also supported by global corporate staff functions. Consistent with BMS’s operational structure, the Chief Executive Officer (“CEO”), as the chief operating decision maker, manages and allocates resources at the global corporate level. Managing and allocating resources at the global corporate level enables the CEO to assess both the overall level of resources available and how to best deploy these resources across functions, therapeutic areas, regional commercial organizations and research and development projects in line with our overarching long-term corporate-wide strategic goals, rather than on a product or franchise basis. The determination of a single segment is consistent with the financial information regularly reviewed by the CEO for purposes of evaluating performance, allocating resources, setting incentive compensation targets, and planning and forecasting future periods. For further information on product and regional revenue, see “—Note 2. ~~Revenue.”~~Revenue”.

Use of Estimates and Judgments

Revenues, expenses, assets and liabilities can vary during each quarter of the year. Accordingly, the results and trends in these unaudited consolidated financial statements may not be indicative of full year operating results. The preparation of financial statements requires the use of management estimates, judgments and assumptions. The most significant assumptions are estimates used in determining accounting for ~~business combinations;~~acquisitions; impairments of goodwill and intangible assets; chargebacks, cash discounts, sales ~~rebate~~rebates, returns and ~~return accruals;~~other adjustments; legal contingencies; and income taxes. Actual results may differ from estimates.

Reclassifications

Certain reclassifications were made to conform the prior period consolidated financial statements to the current period presentation. ~~Cash payments resulting for licensing arrangements, including upfront~~Up-front and contingent ~~milestones~~milestone charges in connection with asset acquisitions or licensing of third-party intellectual property rights previously ~~included~~presented in ~~operating activities~~Research and development are now presented in Acquired IPRD in the consolidated statement of earnings. Proceeds received from the sale of equity investment securities previously presented in Divestiture and other proceeds in the consolidated statements of cash flows ~~are~~is now presented separately in ~~investing activities. The adjustment resulted~~Proceeds from sales of equity investment securities. Additionally, Rebates and discounts previously presented in ~~an increase to net cash provided by~~Other changes in operating ~~activities~~assets and ~~net cash used in investing activities of $43 million~~liabilities in the ~~three months ended March 31, 2020. These reclassifications did not have an impact on net assets or net earnings.~~consolidated statements of cash flows is now presented separately in Rebates and discounts.

Recently ~~Adopted~~Issued Accounting Standards Not Yet Adopted

Business Combinations

In ~~December 2019,~~October 2021, the FASB issued amended guidance on ~~the~~ accounting for contract assets and ~~reporting of income taxes.~~contract liabilities from contracts with customers in a business combination. The guidance is intended to ~~simplify the accounting for income taxes by removing exceptions~~address inconsistency related to ~~certain intraperiod tax allocations~~recognition of an acquired contract liability and ~~deferred tax liabilities; clarifying~~payment terms and their effect on subsequent revenue recognized. At the acquisition date, an entity should account for the related revenue contracts in accordance with existing revenue recognition guidance ~~primarily related to evaluating~~generally by assessing how the ~~step-up tax basis for goodwill~~acquiree applied recognition and measurement in ~~a business combination; and reflecting enacted changes in tax laws or rates in the annual effective tax rate. BMS adopted the new~~their financial statements. The amended guidance is effective January 1, ~~2021. The amended guidance did not have~~2023 on a ~~material impact on BMS’s results of operations.~~prospective approach. Early adoption is permitted.

Note 2. REVENUE

The following table summarizes the disaggregation of revenue by nature:


		Three Months Ended March 31,				Three Months Ended March 31,
Dollars in Millions	Dollars in Millions	2021		2020			Dollars in Millions	2022		2021
Net product sales	Net product sales	$	10,798	$	10,541		Net product sales	$	11,308	$	10,798
Alliance revenues	Alliance revenues	142		105			Alliance revenues	188		142
Other revenues	Other revenues	133		135			Other revenues	152		133
Total Revenues	Total Revenues	$	11,073	$	10,781		Total Revenues	$	11,648	$	11,073

The following table summarizes GTN adjustments:


		Three Months Ended March 31,				Three Months Ended March 31,
Dollars in Millions	Dollars in Millions	2021		2020			Dollars in Millions	2022		2021
Gross product sales	Gross product sales	$	15,559	$	14,686		Gross product sales	$	16,650	$	15,559
GTN adjustments(a)	GTN adjustments(a)						GTN adjustments(a)
Charge-backs and cash discounts	Charge-backs and cash discounts	(1,586)		(1,340)			Charge-backs and cash discounts	(1,763)		(1,586)
Medicaid and Medicare rebates	Medicaid and Medicare rebates	(1,718)		(1,498)			Medicaid and Medicare rebates	(2,084)		(1,718)
Other rebates, returns, discounts and adjustments	Other rebates, returns, discounts and adjustments	(1,457)		(1,307)			Other rebates, returns, discounts and adjustments	(1,495)		(1,457)
Total GTN adjustments	Total GTN adjustments	(4,761)		(4,145)			Total GTN adjustments	(5,342)		(4,761)
Net product sales	Net product sales	$	10,798	$	10,541		Net product sales	$	11,308	$	10,798

(a) Includes adjustments for provisions for product sales made in prior periods resulting from changes in estimates of ~~$217~~$74 million and ~~$72~~$217 million for the three months ended March 31, ~~2021~~2022, and ~~2020,~~2021, respectively.

The following table summarizes the disaggregation of revenue by product and region:


		Three Months Ended March 31,				Three Months Ended March 31,
Dollars in Millions	Dollars in Millions	2021		2020			Dollars in Millions	2022		2021
Prioritized Brands
Revlimid		$	2,944	$	2,915
In-Line Products							In-Line Products
Eliquis	Eliquis	2,886		2,641			Eliquis	$	3,211	$	2,886
Opdivo	Opdivo	1,720		1,766			Opdivo	1,923		1,720
Pomalyst/Imnovid							Pomalyst/Imnovid	826		773
Orencia	Orencia	758		714			Orencia	792		758
Pomalyst/Imnovid		773		713
Sprycel	Sprycel	470		521			Sprycel	483		470
Yervoy	Yervoy	456		396			Yervoy	515		456
Abraxane		314		300
Empliciti	Empliciti	85		97			Empliciti	75		85
Mature and other products							Mature and other products	462		506
New Product Portfolio							New Product Portfolio
Reblozyl	Reblozyl	112		8			Reblozyl	156		112
Abecma							Abecma	67		—
Zeposia							Zeposia	36		18
Breyanzi							Breyanzi	44		—
Inrebic	Inrebic	16		12			Inrebic	18		16
Onureg	Onureg	15		0			Onureg	23		15
Zeposia		18		0

Established Brands
Vidaza		54		158
Baraclude		113		122
Other Brands		339		418
Opdualag							Opdualag	6		—
Recent LOE Products(a)							Recent LOE Products(a)
Revlimid							Revlimid	2,797		2,944
Abraxane							Abraxane	214		314
Total Revenues	Total Revenues	$	11,073	$	10,781		Total Revenues	$	11,648	$	11,073

United States	United States	$	7,010	$	6,766		United States	$	7,694	$	7,010
Europe	Europe	2,553		2,567			Europe	2,413		2,553
Rest of the World	Rest of the World	1,346		1,335			Rest of the World	1,314		1,346
Other~~(a)~~(b)	Other~~(a)~~(b)	164		113			Other~~(a)~~(b)	227		164
Total Revenues	Total Revenues	$	11,073	$	10,781		Total Revenues	$	11,648	$	11,073

(a) Recent LOE Products includes products with significant decline in revenue from the prior reporting period as a result of a loss of exclusivity.

(b) Other revenues include royalties and alliance-related revenues for products not sold by BMS’s regional commercial organizations.

Revenue recognized from performance obligations satisfied in prior periods was ~~$284~~$147 million and ~~$130~~$284 million for the three months ended March 31, ~~2021~~2022 and ~~2020,~~2021, respectively, consisting primarily of revised estimates for GTN adjustments related to prior period sales and royalties for out-licensing arrangements. ~~Contract assets were not material at March 31, 2021 and December 31, 2020.~~

Note 3. ALLIANCES

BMS enters into collaboration arrangements with third parties for the development and commercialization of certain products. Although each of these arrangements is unique in nature, both parties are active participants in the operating activities of the collaboration and exposed to significant risks and rewards depending on the commercial success of the activities. BMS may either in-license intellectual property owned by the other party or out-license its intellectual property to the other party. These arrangements also typically include research, development, manufacturing, and/or commercial activities and can cover a single investigational compound or commercial product or multiple compounds and/or products in various life cycle stages. The rights and obligations of the parties can be global or limited to geographic regions. BMS refers to these collaborations as alliances and its partners as alliance partners.

Selected financial information pertaining to alliances was as follows, including net product sales when BMS is the principal in the third-party customer sale for products subject to the alliance. Expenses summarized below do not include all amounts attributed to the activities for the products in the alliance, but only the payments between the alliance partners or the related amortization if the payments were deferred or capitalized.


		Three Months Ended March 31,				Three Months Ended March 31,
Dollars in Millions	Dollars in Millions	2021		2020			Dollars in Millions	2022		2021
Revenues from alliances:	Revenues from alliances:						Revenues from alliances:
Net product sales	Net product sales	$	2,882	$	2,723		Net product sales	$	3,239	$	2,882
Alliance revenues	Alliance revenues	142		105			Alliance revenues	188		142
Total Revenues	Total Revenues	$	3,024	$	2,828		Total Revenues	$	3,427	$	3,024

Payments to/(from) alliance partners:	Payments to/(from) alliance partners:						Payments to/(from) alliance partners:
Cost of products sold	Cost of products sold	$	1,397	$	1,306		Cost of products sold	$	1,556	$	1,397
Marketing, selling and administrative	Marketing, selling and administrative	(49)		(40)			Marketing, selling and administrative	(54)		(49)
Research and development	Research and development	7		46			Research and development	22		7
Other (income)/expense, net	Other (income)/expense, net	(5)		(15)			Other (income)/expense, net	(12)		(5)


Dollars in Millions	Dollars in Millions	March 31, 2021		December 31, 2020		Dollars in Millions	March 31, 2022		December 31, 2021
Selected Alliance Balance Sheet information:	Selected Alliance Balance Sheet information:					Selected Alliance Balance Sheet information:
Receivables – from alliance partners	Receivables – from alliance partners	$	315	$	343	Receivables – from alliance partners	$	304	$	320
Accounts payable – to alliance partners	Accounts payable – to alliance partners	1,356		1,093		Accounts payable – to alliance partners	1,504		1,229
Deferred income from alliances(a)	Deferred income from alliances(a)	367		366		Deferred income from alliances(a)	326		330

(a) Includes unamortized upfront and milestone payments.

~~Specific information pertaining to significant alliances including their~~The nature, ~~and purpose; the~~purpose, significant rights and obligations of the ~~parties;~~parties and specific accounting policy elections for each of the Company's significant alliances are discussed in the ~~2020~~2021 Form 10-K. Significant developments and updates related to alliances during the three months ended March 31, 2022 are set forth below.

Nektar

In April 2022, BMS and Nektar announced that the companies have jointly decided to end the global clinical development program for bempegaldesleukin in combination with Opdivo based on results from pre-planned analyses of two late-stage clinical studies in RCC and bladder cancer. These studies and all other ongoing studies in the program will be discontinued.

Note 4. DIVESTITURES, LICENSING AND OTHER ARRANGEMENTS

Divestitures

The following table summarizes the financial impact of divestitures including royalties, which are included in Other (income)/expense, net. Revenue and pretax earnings related to all divestitures were not material in all periods presented (excluding divestiture gains or losses).

Three Months Ended March 31,
Net Proceeds(a)
Divestiture Gains Royalty Income
Dollars in Millions 2021 2020 2021 2020 2021 2020
Diabetes Business $ 164 $ 153 $ 0 $ 0 $ (134) $ (127)
Erbitux* Business
0 4 0 0 0 0
Manufacturing Operations 0 0 0 (1) 0 0
Plavix* and Avapro*/Avalide*
5 7 0 (12) 0 0
Mature Brands and Other 11 31 0 (3) (1) (31)
Total $ 180 $ 195 $ 0 $ (16) $ (135) $ (158)


	Three Months Ended March 31,
	Net Proceeds(a)				Divestiture (Gains)/Losses				Royalty Income
Dollars in Millions	2022		2021		2022		2021		2022		2021
Diabetes Business	$	172	$	164	$	—	$	—	$	(170)	$	(134)



Mature Products and Other	225		16		(211)		—		(1)		(1)
Total	$	397	$	180	$	(211)	$	—	$	(171)	$	(135)

(a) Includes royalties received subsequent to the related sale of the asset or business.

Mature Products and Other

In the three months ended March 31, 2022, product rights to several mature products were sold to Cheplapharm resulting in cash proceeds of $221 million and divestiture gain of $211 million.

Licensing and Other Arrangements

The following table summarizes the financial impact of Keytruda* royalties, ~~Tecentriq~~Tecentriq** royalties, up-front ~~and milestone~~ licensing fees and milestones for products that have not obtained commercial approval, which are included in Other (income)/expense, net.


		Three Months Ended March 31,				Three Months Ended March 31,
Dollars in Millions	Dollars in Millions	2021		2020			Dollars in Millions	2022		2021
Keytruda* royalties	Keytruda* royalties	$	(192)	$	(161)		Keytruda* royalties	$	(221)	$	(192)
Tecentriq* royalties	Tecentriq* royalties	(22)		0			Tecentriq* royalties	(25)		(22)
Up-front licensing fees		0		(30)

Contingent milestone income	Contingent milestone income	0		(41)			Contingent milestone income	(41)		—
Amortization of deferred income	Amortization of deferred income	(15)		(15)			Amortization of deferred income	(12)		(15)
Other royalties	Other royalties	(3)		(5)			Other royalties	(7)		(3)
Total	Total	$	(232)	$	(252)		Total	$	(306)	$	(232)

In-license Arrangements

Immatics

In the three months ended March 31, 2022, BMS obtained a global exclusive license to Immatics’ TCR bispecific IMA401 program. IMA401 is being studied in oncology and a Clinical Trial Application has been approved by the German federal regulatory authority and the trial is planned to commence in the first half of 2022. BMS and Immatics will collaborate on the development and BMS will be responsible for the commercialization of IMA401 and its related products worldwide, including strategic decisions, regulatory responsibilities, funding and manufacturing. Immatics has the option to co-fund U.S. development in exchange for enhanced U.S. royalty payments and/or to co-promote IMA401 in the U.S. The transaction included an up-front payment of $150 million which was included in Acquired IPRD and Immatics is eligible to receive contingent development, regulatory and sales-based milestones of up to $770 million as well as royalties on global net sales.

Dragonfly

In the three months ended March 31, 2022, a Phase I development milestone for interlukin-12 (“IL-12”) was achieved resulting in a $175 million payment to Dragonfly and an Acquired IPRD charge. The parties also amended the terms of three future milestones by requiring the achievement of certain criteria by specified dates unless BMS notifies Dragonfly that it will discontinue development of IL-12. These milestones continue to be considered substantive and contingent because the decision to proceed will be based on an assessment of clinical data prior to the specified dates.

Other

MyoKardia

In April 2022, BMS amended the terms of a license arrangement and paid a third party $295 million to extinguish a future royalty obligation related to mavacamten prior to its FDA approval which will result in an Acquired IPRD charge.

Note 5. OTHER (INCOME)/EXPENSE, NET


		Three Months Ended March 31,				Three Months Ended March 31,
Dollars in Millions	Dollars in Millions	2021		2020			Dollars in Millions	2022		2021
Interest expense	Interest expense	$	353	$	362		Interest expense	$	326	$	353
Royalties and licensing income							Royalties and licensing income	(477)		(367)
Equity investment losses/(gains)							Equity investment losses/(gains)	644		(601)
Integration expenses							Integration expenses	105		141
Contingent consideration	Contingent consideration	(510)		556			Contingent consideration	1		(510)
Royalties and licensing income		(367)		(410)
Equity investment (gains)/losses		(601)		338
Integration expenses		141		174
Loss on debt redemption							Loss on debt redemption	275		281
Provision for restructuring	Provision for restructuring	45		160			Provision for restructuring	23		45

Litigation and other settlements	Litigation and other settlements	(8)		32			Litigation and other settlements	(37)		(8)
Transition and other service fees	Transition and other service fees	(15)		(61)			Transition and other service fees	(1)		(15)
Investment income	Investment income	(9)		(61)			Investment income	(10)		(9)
Reversion excise tax		0		76

Divestiture gains	Divestiture gains	0		(16)			Divestiture gains	(211)		—

Loss on debt redemption		281		0

Other	Other	(12)		13			Other	11		(12)
Other (income)/expense, net	Other (income)/expense, net	$	(702)	$	1,163		Other (income)/expense, net	$	649	$	(702)

Note 6. RESTRUCTURING

Celgene Acquisition Plan

In 2019, a restructuring and integration plan was implemented as an initiative to realize sustainable run rate synergies resulting from cost savings and avoidance from the Celgene acquisition ~~which is~~that are currently expected to be approximately $3.0 billion. The synergies are expected to be realized in Cost of products sold ~~(10%~~(5%), Marketing, selling and administrative expenses ~~(55%~~(65%) and Research and development expenses ~~(35%~~(30%). Charges of approximately ~~$3.0~~$3.3 billion are expected to be incurred. The majority of the charges are expected to be incurred through 2022. Cumulative charges of approximately ~~$2.1~~$2.7 billion have been recognized to date including integration planning and execution expenses, employee termination benefit costs and accelerated stock-based compensation, contract termination costs and other shutdown costs associated with site exits. Cash outlays in connection with these actions are expected to be approximately ~~$2.5~~$3.0 billion. Employee workforce reductions were approximately ~~65 and 600~~60 for the three months ended March 31, ~~2021~~2022 and ~~2020, respectively.~~2021.

MyoKardia Acquisition Plan

In 2020, a restructuring and integration plan was initiated to realize expected cost synergies resulting from cost savings and avoidance from the MyoKardia acquisition. Charges of approximately $150 million are expected to be incurred through 2022, and consist of integration planning and execution expenses, employee termination benefit costs and other costs. Cumulative charges of approximately ~~$76~~$120 million have been recognized for these ~~actions.~~actions to date.

~~Company Transformation~~

In 2016, a restructuring plan was announced to evolve and streamline BMS’s operating model. Cumulative charges of approximately $1.5 billion were recognized for these actions since the announcement. Actions under the plan were completed as of December 31, 2020.

The following provides the charges related to restructuring initiatives by type of cost:


		Three Months Ended March 31,				Three Months Ended March 31,
Dollars in Millions	Dollars in Millions	2021		2020			Dollars in Millions	2022		2021
Celgene Acquisition Plan	Celgene Acquisition Plan	$	173	$	324		Celgene Acquisition Plan	$	127	$	173
MyoKardia Acquisition Plan	MyoKardia Acquisition Plan	37		0			MyoKardia Acquisition Plan	3		37
Company Transformation		0		82

Total charges	Total charges	$	210	$	406		Total charges	$	130	$	210

Employee termination costs	Employee termination costs	$	44	$	149		Employee termination costs	$	22	$	44
Other termination costs	Other termination costs	1		11			Other termination costs	1		1
Provision for restructuring	Provision for restructuring	45		160			Provision for restructuring	23		45
Integration expenses	Integration expenses	141		174			Integration expenses	105		141
Accelerated depreciation	Accelerated depreciation	0		30			Accelerated depreciation	2		—
Asset impairments	Asset impairments	24		42			Asset impairments	—		24

Total charges	Total charges	$	210	$	406		Total charges	$	130	$	210

Cost of products sold	Cost of products sold	$	24	$	16		Cost of products sold	$	—	$	24
Marketing, selling and administrative							Marketing, selling and administrative	2		—

Research and development		0		56
Other (income)/expense, net	Other (income)/expense, net	186		334			Other (income)/expense, net	128		186
Total charges	Total charges	$	210	$	406		Total charges	$	130	$	210

The following summarizes the charges and spending related to restructuring plan activities:


		Three Months Ended March 31,					Three Months Ended March 31,
Dollars in Millions	Dollars in Millions	2021		2020		Dollars in Millions	2022		2021
Liability at December 31	Liability at December 31	$	148	$	100	Liability at December 31	$	101	$	148
Provision for restructuring(a)	Provision for restructuring(a)	39		142		Provision for restructuring(a)	23		39
Foreign currency translation and other	Foreign currency translation and other	(2)		6		Foreign currency translation and other	(1)		(2)
Payments	Payments	(59)		(107)		Payments	(21)		(59)
Liability at March 31	Liability at March 31	$	126	$	141	Liability at March 31	$	102	$	126

(a) Includes a reduction of the liability resulting from changes in estimates of $1$9 million and $4$1 million for the three months ended March 31, ~~2021~~2022 and ~~2020,~~2021, respectively. Excludes $6 ~~million and $18~~ million for the three months ended March 31, 2021 ~~and 2020, respectively,~~ of accelerated stock-based compensation relating to the Celgene Acquisition Plan.

Note 7. INCOME TAXES


		Three Months Ended March 31,						Three Months Ended March 31,
Dollars in Millions	Dollars in Millions	2021			2020				Dollars in Millions	2022			2021
Earnings/(Loss) Before Income Taxes		$	2,530		$	(304)
Earnings Before Income Taxes									Earnings Before Income Taxes	$	1,687		$	2,530
Provision for Income Taxes	Provision for Income Taxes	501			462				Provision for Income Taxes	404			501
Effective Tax Rate	Effective Tax Rate	19.8		%	(152.0)		%		Effective Tax Rate	23.9		%	19.8		%

Income taxes in interim periods are determined based on the estimated annual effective tax rates and the tax impact of discrete items that are reflected immediately. The effective tax rates in ~~the first quarter of~~2022 and 2021 ~~and 2020~~ were impacted by low jurisdictional tax rates attributed to the unwinding ~~or amortization~~ of inventory fair value adjustments and intangible asset ~~purchase price adjustments,~~amortization and contingent value rights fair value adjustments that ~~are~~were not taxable ~~or deductible and valuation allowances on equity investment fair value adjustments.~~in 2021. Additional changes to the effective tax rate may occur in future periods due to various reasons, including changes to the estimated pretax earnings mix and tax reserves ~~cash repatriations~~ and revised interpretations ofor changes to the relevant tax code.

It is reasonably possible that the amount of unrecognized tax benefits at March 31, ~~2021~~2022 could decrease in the range of approximately ~~$460~~$450 million to ~~$510~~$500 million in the next twelve months as a result of the settlement of certain tax audits and other events. The expected change in unrecognized tax benefits may result in the payment of additional taxes, adjustment of certain deferred taxes and/or recognition of tax benefits.

BMS is currently under examination by a number of tax authorities, which have proposed or are considering proposing material adjustments to tax positions for issues such as transfer pricing, certain tax credits and the deductibility of certain expenses. As previously disclosed, BMS received several notices of proposed adjustments from the IRS related to transfer pricing and other tax positions for the 2008 to 2012 tax years. BMS disagrees with the IRS’s positions and continues to work cooperatively with the IRS to resolve these open tax audits. It is reasonably possible that new issues will be raised by tax authorities that may increase unrecognized tax benefits; however, an estimate of such increases cannot reasonably be made at this time. BMS believes that it has adequately provided for all open tax years by tax jurisdiction.

Note 8. ~~EARNINGS/(LOSS)~~EARNINGS PER SHARE


		Three Months Ended March 31,				Three Months Ended March 31,
Amounts in Millions, Except Per Share Data	Amounts in Millions, Except Per Share Data	2021		2020			Amounts in Millions, Except Per Share Data	2022		2021
Net Earnings/(Loss) Attributable to BMS Used for Basic and Diluted EPS Calculation		$	2,021	$	(775)
Net Earnings Attributable to BMS Used for Basic and Diluted EPS Calculation							Net Earnings Attributable to BMS Used for Basic and Diluted EPS Calculation	$	1,278	$	2,021

Weighted-Average Common Shares Outstanding – Basic	Weighted-Average Common Shares Outstanding – Basic	2,236		2,258			Weighted-Average Common Shares Outstanding – Basic	2,146		2,236
Incremental Shares Attributable to Share-Based Compensation Plans	Incremental Shares Attributable to Share-Based Compensation Plans	29		0			Incremental Shares Attributable to Share-Based Compensation Plans	18		29
Weighted-Average Common Shares Outstanding – Diluted	Weighted-Average Common Shares Outstanding – Diluted	2,265		2,258			Weighted-Average Common Shares Outstanding – Diluted	2,164		2,265

Earnings/(Loss) per Common Share
Earnings per Common Share							Earnings per Common Share
Basic	Basic	$	0.90	$	(0.34)		Basic	$	0.60	$	0.90
Diluted	Diluted	0.89		(0.34)			Diluted	0.59		0.89

The total number of potential shares of common stock excluded from the diluted ~~earnings/(loss)~~earnings per common share computation because of the antidilutive impact was ~~14 million and 138 million~~not material for the three months ended March 31, ~~2021~~2022 and ~~2020, respectively.~~2021.

Note 9. FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS

Financial assets and liabilities measured at fair value on a recurring basis are summarized below:


		March 31, 2021						December 31, 2020							March 31, 2022						December 31, 2021
Dollars in Millions	Dollars in Millions	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3		Dollars in Millions	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Cash and cash equivalents - money market and other securities	Cash and cash equivalents - money market and other securities	$	0	$	8,381	$	0	$	0	$	12,361	$	0	Cash and cash equivalents - money market and other securities	$	—	$	9,467	$	—	$	—	$	12,225	$	—
Marketable debt securities:	Marketable debt securities:													Marketable debt securities:
Certificates of deposit	Certificates of deposit	0		1,633		0		0		1,020		0		Certificates of deposit	—		2,013		—		—		2,264		—

Commercial paper														Commercial paper	—		325		—		—		320		—
Corporate debt securities	Corporate debt securities	0		603		0		0		698		0		Corporate debt securities	—		261		—		—		403		—
Derivative assets	Derivative assets	0		165		27		0		42		27		Derivative assets	—		288		10		—		206		12
Equity investments	Equity investments	3,094		162		0		3,314		138		0		Equity investments	1,410		44		—		1,910		109		—
Derivative liabilities	Derivative liabilities	0		(72)		0		0		(270)		0		Derivative liabilities	—		58		—		—		25		—
Contingent consideration liability:	Contingent consideration liability:													Contingent consideration liability:
Contingent value rights	Contingent value rights	9		0		0		530		0		0		Contingent value rights	6		—		—		8		—		—
Other acquisition related contingent consideration	Other acquisition related contingent consideration	0		0		79		0		0		78		Other acquisition related contingent consideration	—		—		34		—		—		35

As further described in “Item 8. Financial Statements and Supplementary Data—Note 9. Financial Instruments and Fair Value Measurements” in the Company’s ~~2020~~2021 Form 10-K, the Company’s fair value estimates use inputs that are either (1) quoted prices for identical assets or liabilities in active markets (Level 1 inputs); (2) observable prices for similar assets or liabilities in active markets or for identical or similar assets or liabilities in markets that are not active (Level 2 inputs); or (3) unobservable inputs (Level 3 inputs).

Contingent consideration obligations are recorded at their estimated fair values and these obligations are revalued each reporting period until the related contingencies are resolved. The contingent value rights are adjusted to fair value using the traded price of the securities at the end of each reporting period. The fair value measurements for other contingent consideration liabilities are estimated using probability-weighted discounted cash flow approaches that are based on significant unobservable inputs related to product candidates acquired in business combinations and are reviewed quarterly. These inputs include, as applicable, estimated probabilities and timing of achieving specified development and regulatory milestones and the discount rate used to calculate the present value of estimated future payments. Significant changes which increase or decrease the probabilities of achieving the related development and regulatory events or shorten or lengthen the time required to achieve such events would result in corresponding increases or decreases in the fair values of these obligations. ~~The fair value of other acquisition related contingent consideration as of March 31, 2021 was calculated using the following significant unobservable inputs:~~


			~~Ranges (weighted average) utilized as of:~~
~~Inputs~~			~~March 31, 2021~~
~~Discount rate~~			~~0.2% to 0.8% (0.4%)~~
~~Probability of payment~~			~~0% to 100% (2.8%)~~
~~Projected year of payment for development and regulatory milestones~~			~~2021 to 2025~~

~~There were no transfers between levels 1, 2 and 3 during the three months ended March 31, 2021. The following table represents a roll-forward of the fair value of level 3 instruments:~~

Three Months Ended March 31, 2021 Three Months Ended March 31, 2020
Dollars in Millions Asset Liability Asset Liability
Fair value as of January 1 $ 27 $ 78 $ — $ 106
Changes in estimated fair value — 3 — (36)
Foreign exchange — (2) — (1)
Fair value as of March 31 $ 27 $ 79 $ — $ 69

~~Available-for-sale~~Marketable Debt Securities and Equity Investments

The following table summarizes ~~available-for-sale~~marketable debt securities:


		March 31, 2021								December 31, 2020																March 31, 2022																December 31, 2021
Dollars in Millions	Dollars in Millions	Amortized Cost		Gross Unrealized						Amortized Cost				Gross Unrealized										Dollars in Millions		Amortized Cost				Gross Unrealized												Amortized Cost				Gross Unrealized
				Gains		Losses		Fair Value				Gains				Losses				Fair Value								Gains				Losses				Fair Value								Gains				Losses				Fair Value
Certificates of deposit	Certificates of deposit	$	1,633	$	0	$	0	$	1,633			$	1,020			$	0			$	0			$	1,020		Certificates of deposit	$	2,013			$	—			$	—			$	2,013			$	2,264			$	—			$	—			$	2,264

Commercial paper																								Commercial paper		325				—				—				325				320				—				—				320
Corporate debt securities	Corporate debt securities	592		11		0		603		684				14				0				698		Corporate debt securities		260				1				—				261				401				2				—				403
Total available-for-sale debt securities(a)		$	2,225	$	11	$	0	$	2,236	$	1,704			$	14			$	0			$	1,718
Total marketable debt securities(a)																								Total marketable debt securities(a)		$	2,598			$	1			$	—			$	2,599			$	2,985			$	2			$	—			$	2,987

(a) All marketable debt securities mature within ~~two years~~one year as of March 31, ~~2021~~2022 and December 31, ~~2020.~~2021.

The following summarizes the carrying amount of equity investments:


Dollars in Millions	Dollars in Millions	March 31, 2021		December 31, 2020		Dollars in Millions	March 31, 2022		December 31, 2021
Equity investments with readily determinable fair values	Equity investments with readily determinable fair values	$	3,256	$	3,452	Equity investments with readily determinable fair values	$	1,454	$	2,019
Equity investments without readily determinable fair values	Equity investments without readily determinable fair values	616		694		Equity investments without readily determinable fair values	330		283
Equity method investments	Equity method investments	683		549		Equity method investments	629		666
Total equity investments	Total equity investments	$	4,555	$	4,695	Total equity investments	$	2,413	$	2,968

The following summarizes the activity related to equity investments. Changes in fair value of equity investments are included in Other (income)/expense, net.

Three Months Ended March 31,
Dollars in Millions 2021 2020
Net gain/(loss) recognized on equity investments with readily determinable fair values(a)
$ 437 $ (228)
Realized loss recognized on equity investments with readily determinable fair value sold (3) 0
Upward adjustments on equity investments without readily determinable fair value 31 75
Impairments and downward adjustments on equity investments without readily determinable fair value (1) (188)
Cumulative upward adjustments on equity investments without readily determinable fair value 218
Cumulative impairments and downward adjustments on equity investments without readily determinable fair value (167)


	Three Months Ended March 31,
Dollars in Millions	2022		2021
Equity investments with readily determined fair values(a)
Net loss/(gain) recognized	$	598	$	(196)
Net loss recognized on investments sold	—		3
Net unrealized loss/(gain) recognized on investments still held	598		(199)

Equity investments without readily determinable fair values
Upward adjustments	(6)		(269)
Impairments and downward adjustments	2		1
Cumulative upward adjustments	(109)		0
Cumulative impairments and downward adjustments	52		0

Equity in net (income)/loss of affiliates	50		(137)

(a) ~~Net unrealized net gains/(losses) on equity investments still held were $381 million and $(228) million for~~Certain prior year amounts have been reclassified to conform to the ~~three months ended March 31, 2021 and 2020, respectively.~~current year's presentation.

Qualifying Hedges and Non-Qualifying Derivatives

Cash Flow Hedges — Foreign currency forward contracts are used to hedge certain forecasted intercompany inventory purchases and sales transactions and certain foreign currency transactions. The fair value for contracts designated as cash flow hedges ~~are~~is temporarily reported in Accumulated other comprehensive loss and included in earnings when the hedged item affects earnings. The net gain or loss on foreign currency forward contracts is expected to be reclassified to net earnings (primarily included in Cost of products sold and Other (income)/expense, net) within the next 1224 months. The notional amount of outstanding foreign currency forward contracts was primarily attributed to the euro of ~~$3.3~~$5.3 billion and Japanese yen of ~~$1.1~~$1.3 billion at March 31, ~~2021.~~2022.

The earnings impact related to discontinued cash flow hedges and hedge ineffectiveness was not material during all periods presented. Cash flow hedge accounting is discontinued when the forecasted transaction is no longer probable of occurring within 60 days after the originally forecasted date or when the hedge is no longer effective. Assessments to determine whether derivatives designated as qualifying hedges are highly effective in offsetting changes in the cash flows of hedged items are performed at inception and on a quarterly basis. Foreign currency forward contracts not designated as hedging instruments are used to offset exposures in certain foreign currency denominated assets, liabilities and earnings. Changes in the fair value of these derivatives are recognized in earnings as they occur.

BMS may hedge a portion of its future foreign currency exposure by utilizing a strategy that involves both a purchased local currency put option and a written local currency call option that are accounted for as hedges of future sales denominated in that local currency. Specifically, BMS sells (or writes) a local currency call option and purchases a local currency put option with the same expiration dates and local currency notional amounts but with different strike prices. The premium collected from the sale of the call option is equal to the premium paid for the purchased put option, resulting in no net premium being paid. This combination of transactions is generally referred to as a “zero-cost collar.” The expiration dates and notional amounts correspond to the amount and timing of forecasted foreign currency sales. If the U.S. Dollar weakens relative to the currency of the hedged anticipated sales, the purchased put option value reduces to zero and BMS benefits from the increase in the U.S. Dollar equivalent value of our anticipated foreign currency cash flows; however, this benefit would be capped at the strike level of the written call, which forms the upper end of the collar.

Net Investment Hedges — Non-U.S. ~~Dollar~~dollar borrowings of €950 million ($1.1 billion) at March 31, ~~2021~~2022 are designated as net investment hedges to hedge euro currency exposures of the net investment in certain foreign affiliates and are recognized in long-term debt. The effective portion of foreign exchange gain on the remeasurement of euro debt was included in the foreign currency translation component of Accumulated other comprehensive loss with the related offset in long-term debt.

Cross-currency interest rate swap contracts of ~~$400~~$600 million at March 31, ~~2021~~2022 are designated to hedge Japanese yen currency exposure of BMS’s net investment in its Japan subsidiaries. Contract fair value changes are recorded in the foreign currency translation component of ~~Other Comprehensive Income/(Loss)~~Accumulated other comprehensive loss with a related offset in Other non-current assets or Other non-current liabilities.

Fair Value Hedges — Fixed to floating interest rate swap contracts are designated as fair value hedges and used as an interest rate risk management strategy to create an appropriate balance of fixed and floating rate debt. The contracts and underlying debt for the hedged benchmark risk are recorded at fair value. The effective interest rate for the contracts is one-month LIBOR ~~(0.11%~~(0.45% as of March 31, ~~2021)~~2022) plus an interest rate spread of 4.6%. Gains or losses resulting from changes in fair value of the underlying debt attributable to the hedged benchmark interest rate risk are recorded in interest expense with an associated offset to the carrying value of debt. Since the specific terms and notional amount of the swap are intended to align with the debt being hedged, all changes in fair value of the swap are recorded in interest expense with an associated offset to the derivative asset or liability on the consolidated balance sheet. As a result, there was no net impact in earnings. ~~When~~If the underlying swap is terminated prior to maturity, then the fair value adjustment to the underlying debt is amortized as a reduction to interest expense over the remaining term of the debt.

In February 2022, Treasury lock contracts were entered into with a total notional value of $3.0 billion to hedge interest rate risk associated with the anticipated issuance of long-term debt. The Treasury lock contracts were terminated upon the issuance of the aggregate $6.0 billion of unsecured senior notes. These contracts were not designated for hedge accounting. The settlement of these contracts were not material.

In March 2022, Treasury lock contracts were entered into with a total notional value of $2.3 billion to hedge cash payment for the anticipated redemption of long-term debt. The Treasury lock contracts were terminated upon pricing the debt redemption. These contracts were not designated for hedge accounting. The settlement of these contracts were not material.

The following table summarizes the fair value of outstanding derivatives:


		March 31, 2021								December 31, 2020									March 31, 2022								December 31, 2021
		Asset(a)				Liability(b)				Asset(a)				Liability(b)					Asset(a)				Liability(b)				Asset(a)				Liability(b)
Dollars in Millions	Dollars in Millions	Notional		Fair Value		Notional		Fair Value		Notional		Fair Value		Notional		Fair Value		Dollars in Millions	Notional		Fair Value		Notional		Fair Value		Notional		Fair Value		Notional		Fair Value
Derivatives designated as hedging instruments:	Derivatives designated as hedging instruments:																	Derivatives designated as hedging instruments:
Interest rate swap contracts	Interest rate swap contracts	$	255	$	14	$	0	$	0	$	255	$	24	$	0	$	0	Interest rate swap contracts	$	—	$	—	$	255	$	(3)	$	255	$	10	$	—	$	—
Cross-currency interest rate swap contracts	Cross-currency interest rate swap contracts	400		16		0		0		0		0		400		(10)		Cross-currency interest rate swap contracts	450		37		150		(1)		600		26		—		—
Foreign currency forward contracts	Foreign currency forward contracts	3,873		118		1,688		(64)		231		1		5,813		(259)		Foreign currency forward contracts	5,409		230		2,492		(44)		3,587		161		1,814		(20)

Derivatives not designated as hedging instruments:	Derivatives not designated as hedging instruments:																	Derivatives not designated as hedging instruments:
Foreign currency forward contracts	Foreign currency forward contracts	809		17		539		(8)		1,104		17		336		(1)		Foreign currency forward contracts	744		21		629		(10)		883		9		568		(5)

Other	Other	0		27		0		0		0		27		0		0		Other	—		10		—		—		—		12		—		—

(a) Included in Other current assets and Other non-current assets.

(b) Included in Other current liabilities and Other non-current liabilities.

The following table summarizes the financial statement classification and amount of (gain)/loss recognized on hedging instruments:


		Three Months Ended March 31, 2021				Three Months Ended March 31, 2020					Three Months Ended March 31, 2022				Three Months Ended March 31, 2021
Dollars in Millions	Dollars in Millions	Cost of products sold		Other (income)/expense, net		Cost of products sold		Other (income)/expense, net		Dollars in Millions	Cost of products sold		Other (income)/expense, net		Cost of products sold		Other (income)/expense, net
Interest rate swap contracts	Interest rate swap contracts	$	0	$	(8)	$	0	$	(7)	Interest rate swap contracts	$	—	$	(11)	$	—	$	(8)

Cross-currency interest rate swap contracts	Cross-currency interest rate swap contracts	0		(3)		0		(2)		Cross-currency interest rate swap contracts	—		(4)		—		(3)
Foreign currency forward contracts	Foreign currency forward contracts	67		(32)		(23)		(76)		Foreign currency forward contracts	(82)		(57)		67		(32)
Foreign currency zero-cost collar contracts		0		0		0		(9)

The following table summarizes the effect of derivative and non-derivative instruments designated as hedging instruments in Other Comprehensive ~~Income/(Loss):~~Income:


		Three Months Ended March 31,				Three Months Ended March 31,
Dollars in Millions	Dollars in Millions	2021		2020			Dollars in Millions	2022		2021
Derivatives qualifying as cash flow hedges	Derivatives qualifying as cash flow hedges						Derivatives qualifying as cash flow hedges
Foreign currency forward contracts gain/(loss):	Foreign currency forward contracts gain/(loss):						Foreign currency forward contracts gain/(loss):
Recognized in Other Comprehensive Income/(Loss)(a)		$	259	$	97
Recognized in Other Comprehensive Income(a)							Recognized in Other Comprehensive Income(a)	$	120	$	259
Reclassified to Cost of products sold	Reclassified to Cost of products sold	36		(20)			Reclassified to Cost of products sold	(82)		36
Forward starting interest rate swap contract loss:							Forward starting interest rate swap contract loss:
Reclassified to Other (income)/expense, net							Reclassified to Other (income)/expense, net	(3)		—

Derivatives qualifying as net investment hedges	Derivatives qualifying as net investment hedges						Derivatives qualifying as net investment hedges
Cross-currency interest rate swap contracts gain:	Cross-currency interest rate swap contracts gain:						Cross-currency interest rate swap contracts gain:
Recognized in Other Comprehensive Income/(Loss)		26		6
Recognized in Other Comprehensive Income							Recognized in Other Comprehensive Income	13		26

Non-derivatives qualifying as net investment hedges	Non-derivatives qualifying as net investment hedges						Non-derivatives qualifying as net investment hedges
Non-U.S. dollar borrowings gain:	Non-U.S. dollar borrowings gain:						Non-U.S. dollar borrowings gain:
Recognized in Other Comprehensive Income/(Loss)		41		20
Recognized in Other Comprehensive Income							Recognized in Other Comprehensive Income	15		41

(a) The majority is expected to be reclassified into earnings in the next 1218 months.

Debt Obligations

Short-term debt obligations include:


Dollars in Millions	Dollars in Millions	March 31, 2021		December 31, 2020		Dollars in Millions	March 31, 2022		December 31, 2021
Non-U.S. short-term borrowings	Non-U.S. short-term borrowings	$	167	$	176	Non-U.S. short-term borrowings	$	130	$	105
Current portion of long-term debt	Current portion of long-term debt	1,500		2,000		Current portion of long-term debt	7,297		4,764
Other	Other	110		164		Other	95		79
Total	Total	$	1,777	$	2,340	Total	$	7,522	$	4,948

Long-term debt and the current portion of long-term debt include:


Dollars in Millions	Dollars in Millions	March 31, 2021		December 31, 2020		Dollars in Millions	March 31, 2022		December 31, 2021
Principal Value	Principal Value	$	44,646	$	48,711	Principal Value	$	43,925	$	43,095

Adjustments to Principal Value:	Adjustments to Principal Value:					Adjustments to Principal Value:
Fair value of interest rate swap contracts	Fair value of interest rate swap contracts	14		24		Fair value of interest rate swap contracts	(4)		10
Unamortized basis adjustment from swap terminations	Unamortized basis adjustment from swap terminations	137		149		Unamortized basis adjustment from swap terminations	113		119
Unamortized bond discounts and issuance costs	Unamortized bond discounts and issuance costs	(287)		(303)		Unamortized bond discounts and issuance costs	(303)		(263)
Unamortized purchase price adjustments of Celgene debt	Unamortized purchase price adjustments of Celgene debt	1,495		1,755		Unamortized purchase price adjustments of Celgene debt	1,016		1,408
Total	Total	$	46,005	$	50,336	Total	$	44,747	$	44,369

Current portion of long-term debt	Current portion of long-term debt	$	1,500	$	2,000	Current portion of long-term debt	$	7,297	$	4,764
Long-term debt	Long-term debt	44,505		48,336		Long-term debt	37,450		39,605
Total	Total	$	46,005	$	50,336	Total	$	44,747	$	44,369

The fair value of long-term debt was ~~$50.3~~$45.8 billion at March 31, ~~2021~~2022 and ~~$58.5~~$49.1 billion at December 31, ~~2020~~2021 valued using Level 2 inputs, which are based upon the quoted market prices for the same or similar debt instruments. The fair value of short-term borrowings approximates the carrying value due to the short maturities of the debt instruments.

In the three months ended March 31, 2022, BMS issued an aggregate principal amount of $6.0 billion of debt consisting of $1.75 billion of 2.950% Notes due 2032, $1.25 billion of 3.550% Notes due 2042, $2.0 billion of 3.700% Notes due 2052 and $1.0 billion of 3.900% Notes due 2062 with proceeds net of discount and deferred loan issuance costs of $5.9 billion. The notes rank equally in right of payment with all of BMS's existing and future senior unsecured indebtedness and are redeemable at any time, in whole, or in part, at varying specified redemption prices plus accrued and unpaid interest.

Additionally, BMS purchased aggregate principal amount of $5.2 billion of certain of its debt securities for approximately $5.8 billion of cash in tender offers. In connection with these transactions, a $275 million loss on debt redemption was recognized based on the carrying value of the debt and included in Other (income)/expense, net.

In April 2022, BMS purchased aggregate principal amount of $849 million of certain of its debt securities for approximately $880 million of cash pursuant to “make whole” redemptions.

In the three months ended March 31, 2021, BMS purchased aggregate principal amount of $3.5 billion of certain of its debt securities for approximately $4.0 billion of cash in a series of tender offers and “make whole” redemptions. In connection with these transactions, a $281 million loss on debt redemption was recognized based on the carrying value of the debt and included in Other (income)/expense, net. In addition, the $500 million 2.875% Notes matured and were repaid.

Interest payments were ~~$435~~$377 million and ~~$491~~$435 million for the three months ended March 31, ~~2021~~2022 and ~~2020,~~2021, respectively, net of amounts related to interest rate swap contracts.

~~As of March~~At December 31, 2021, ~~BMS~~we had 4 separate revolving credit facilities totaling $6.0 billion, which consisted of a 364-day $2.0 billion facility ~~expiring~~which expired in January 2022, a three-year $1.0 billion facility ~~expiring~~which expired in January 2022 and two five-year $1.5 billion facilities that were extended to September ~~2024~~2025 and July ~~2025,~~2026, respectively. ~~The facilities provide~~

In January 2022, we entered into a five-year $5.0 billion facility expiring in January 2027, which is extendable annually by one year with the consent of the lenders. This facility provides for customary terms and conditions with no financial covenants and may be used to provide backup liquidity for ~~BMS’s~~our commercial paper ~~borrowings and are extendable annually by one year on the anniversary date~~borrowings. Concurrently with the ~~consent of~~entry into this facility, the ~~lenders.~~ commitments under our existing five-year $1.5 billion facilities were terminated and the three-year $1.0 billion facility and 364-day $2.0 billion facility expired in accordance with their terms in January 2022. No borrowings were outstanding under any revolving credit facility at March 31, ~~2021~~2022 or December 31, ~~2020.~~2021.

Note 10. RECEIVABLES


Dollars in Millions	Dollars in Millions	March 31, 2021		December 31, 2020		Dollars in Millions	March 31, 2022		December 31, 2021
Trade receivables	Trade receivables	$	7,767	$	7,882	Trade receivables	$	7,746	$	8,723
Less charge-backs and cash discounts	Less charge-backs and cash discounts	(564)		(645)		Less charge-backs and cash discounts	(561)		(723)
Less allowance for expected credit loss	Less allowance for expected credit loss	(16)		(18)		Less allowance for expected credit loss	(29)		(21)
Net trade receivables	Net trade receivables	7,187		7,219		Net trade receivables	7,156		7,979
Alliance, royalties, VAT and other		1,473		1,282
Alliance, Royalties, VAT and other						Alliance, Royalties, VAT and other	1,355		1,390
Receivables	Receivables	$	8,660	$	8,501	Receivables	$	8,511	$	9,369

Non-U.S. receivables sold on a nonrecourse basis were ~~$318~~$423 million and ~~$180~~$318 million for the three months ended March 31, ~~2021~~2022 and ~~2020,~~2021, respectively. Receivables from the 3 largest customers in the U.S. represented approximately ~~57%~~60% and ~~55%~~59% of total trade receivables at March 31, ~~2021~~2022 and December 31, ~~2020,~~2021, respectively.

Note 11. INVENTORIES


Dollars in Millions	Dollars in Millions	March 31, 2021		December 31, 2020		Dollars in Millions	March 31, 2022		December 31, 2021
Finished goods	Finished goods	$	806	$	932	Finished goods	$	449	$	543
Work in process	Work in process	1,943		2,015		Work in process	2,052		2,111
Raw and packaging materials	Raw and packaging materials	219		207		Raw and packaging materials	446		350
Total inventories	Total inventories	$	2,968	$	3,154	Total inventories	$	2,947	$	3,004

Inventories	Inventories	$	1,953	$	2,074	Inventories	$	2,104	$	2,095
Other non-current assets	Other non-current assets	1,015		1,080		Other non-current assets	843		909

Total inventories include fair value adjustments resulting from the Celgene acquisition of ~~$695~~$368 million at March 31, ~~2021~~2022 and ~~$774~~$508 million at December 31, ~~2020.~~2021. Other non-current assets include inventory expected to remain on hand beyond ~~one year~~12 months in both periods.

An out of period adjustment was included in the three months ended March 31, 2022 to reduce the remaining amount of inventory fair value adjustments resulting from the Celgene acquisition by $114 million with a corresponding increase to Cost of products sold of $32 million and Research and development expense of $82 million. The adjustment was not material to previously reported balance sheets or results of operations.

Note 12. PROPERTY, PLANT AND EQUIPMENT


Dollars in Millions	Dollars in Millions	March 31, 2021		December 31, 2020		Dollars in Millions	March 31, 2022		December 31, 2021
Land	Land	$	169	$	189	Land	$	168	$	169
Buildings	Buildings	5,612		5,732		Buildings	5,941		5,897
Machinery, equipment and fixtures	Machinery, equipment and fixtures	3,093		3,063		Machinery, equipment and fixtures	3,306		3,252
Construction in progress	Construction in progress	519		487		Construction in progress	800		764
Gross property, plant and equipment	Gross property, plant and equipment	9,393		9,471		Gross property, plant and equipment	10,215		10,082
Less accumulated depreciation	Less accumulated depreciation	(3,630)		(3,585)		Less accumulated depreciation	(4,168)		(4,033)
Property, plant and equipment	Property, plant and equipment	$	5,763	$	5,886	Property, plant and equipment	$	6,047	$	6,049

Depreciation expense was ~~$135~~$145 million and ~~$170~~$135 million for the three months ended March 31, ~~2021~~2022 and ~~2020,~~2021, respectively.

Note 13. GOODWILL AND OTHER INTANGIBLE ASSETS


Dollars in Millions	Dollars in Millions	Estimated Useful Lives	March 31, 2021		December 31, 2020		Dollars in Millions	Estimated Useful Lives	March 31, 2022		December 31, 2021
Goodwill	Goodwill		$	20,524	$	20,547	Goodwill		$	20,500	$	20,502

Other intangible assets:	Other intangible assets:						Other intangible assets:
Licenses	Licenses	5 – 15 years	328		328		Licenses	5 – 15 years	307		307
Acquired marketed product rights	Acquired marketed product rights	3 – 15 years	60,710		59,076		Acquired marketed product rights	3 – 15 years	60,477		60,454
Capitalized software	Capitalized software	3 – 10 years	1,358		1,325		Capitalized software	3 – 10 years	1,544		1,499
IPRD	IPRD		4,590		6,130		IPRD		3,710		3,750
Gross other intangible assets	Gross other intangible assets		66,986		66,859		Gross other intangible assets		66,038		66,010
Less accumulated amortization	Less accumulated amortization		(16,167)		(13,616)		Less accumulated amortization		(25,935)		(23,483)
Other intangible assets	Other intangible assets		$	50,819	$	53,243	Other intangible assets		$	40,103	$	42,527

~~In the first quarter of 2021, $1.5 billion of IPRD was reclassified to acquired marketed product rights upon approval of~~ ~~Breyanzi~~ ~~and~~ ~~Abecma~~ ~~in the U.S.~~ Amortization expense of other intangible assets was ~~$2.6~~$2.5 billion and ~~$2.3~~$2.6 billion for the three months ended March 31, 2022 and 2021, respectively.

In the three months ended March 31, 2022, a $40 million IPRD impairment charge was recorded in Research and ~~2020, respectively.~~development expense following a decision to discontinue development of an investigational compound in connection with the prioritization of current pipeline opportunities. The compound was obtained in the acquisition of Celgene and was being studied as a potential treatment for autoimmune diseases. The charge represented a full write-down.

In the ~~first quarter of~~three months ended March 31, 2021, Inrebic EU regulatory approval milestones of $300 million were achieved resulting in a $385 million increase to the acquired marketed product rights intangible asset, after establishing the applicable deferred tax liability. An impairment charge of $315 million was recognized in Cost of products sold as the carrying value of this asset exceeded the projected undiscounted cash flows of the asset. The charge was equal to the excess of the asset's carrying value over its estimated fair value using discounted cash flow projections.

Note 14. SUPPLEMENTAL FINANCIAL INFORMATION


Dollars in Millions	Dollars in Millions	March 31, 2021		December 31, 2020		Dollars in Millions	March 31, 2022		December 31, 2021
Prepaid and refundable income taxes		$	1,637	$	1,799
Income taxes						Income taxes	$	2,182	$	2,786
Research and development	Research and development	555		492		Research and development	604		514
Contract assets						Contract assets	410		361
Equity investments	Equity investments	207		619		Equity investments	228		255
Restricted cash		140		89
Restricted cash(a)						Restricted cash(a)	155		140
Other	Other	1,029		787		Other	959		776
Other current assets	Other current assets	$	3,568	$	3,786	Other current assets	$	4,538	$	4,832


Dollars in Millions	Dollars in Millions	March 31, 2021		December 31, 2020		Dollars in Millions	March 31, 2022		December 31, 2021
Equity investments	Equity investments	$	4,348	$	4,076	Equity investments	$	2,185	$	2,713
Inventories	Inventories	1,015		1,080		Inventories	843		909
Operating leases	Operating leases	850		859		Operating leases	894		919
Pension and postretirement	Pension and postretirement	216		208		Pension and postretirement	321		317
Research and development						Research and development	319		248
Restricted cash(a)	Restricted cash(a)	199		338		Restricted cash(a)	55		197
Other	Other	509		458		Other	228		232
Other non-current assets	Other non-current assets	$	7,137	$	7,019	Other non-current assets	$	4,845	$	5,535

(a) Restricted cash consists of funds restricted for annual Company contributions to the defined contribution plan in the U.S. and escrow for litigation settlements. ~~Restricted cash of $339 million at March 31, 2021 and $429 million at March 31, 2020 was included in cash, cash equivalents and~~Cash is restricted ~~cash in the consolidated statements of cash flows.~~when withdrawal or general use is contractually or legally restricted.


Dollars in Millions	Dollars in Millions	March 31, 2021		December 31, 2020		Dollars in Millions	March 31, 2022		December 31, 2021
Rebates and returns		$	5,410	$	5,688
Income taxes payable		716		647
Rebates and discounts						Rebates and discounts	$	5,455	$	6,399
Income taxes						Income taxes	930		754
Employee compensation and benefits	Employee compensation and benefits	793		1,412		Employee compensation and benefits	662		1,375
Research and development	Research and development	1,407		1,423		Research and development	1,321		1,373
Dividends	Dividends	1,118		1,129		Dividends	1,151		1,186
Interest	Interest	387		434		Interest	356		378
Royalties	Royalties	334		461		Royalties	354		410
Operating leases	Operating leases	160		164		Operating leases	171		169
Contingent value rights		0		515

Other	Other	2,256		2,154		Other	1,955		1,927
Other current liabilities	Other current liabilities	$	12,581	$	14,027	Other current liabilities	$	12,355	$	13,971


Dollars in Millions	Dollars in Millions	March 31, 2021		December 31, 2020		Dollars in Millions	March 31, 2022		December 31, 2021
Income taxes payable	Income taxes payable	$	5,015	$	5,017	Income taxes payable	$	4,889	$	4,835
Pension and postretirement	Pension and postretirement	838		899		Pension and postretirement	625		654
Operating leases	Operating leases	827		833		Operating leases	852		874
Deferred income	Deferred income	340		357		Deferred income	319		326
Deferred compensation	Deferred compensation	396		344		Deferred compensation	409		427
Other	Other	276		326		Other	215		218
Other non-current liabilities	Other non-current liabilities	$	7,692	$	7,776	Other non-current liabilities	$	7,309	$	7,334

Note 15. EQUITY

The following table summarizes changes in equity for the three months ended March 31, 2022:


	Common Stock			Capital in Excess of Par Value of Stock		Accumulated Other Comprehensive Loss		Retained Earnings		Treasury Stock			Noncontrolling Interest
Dollars and Shares in Millions	Shares	Par Value								Shares	Cost
Balance at December 31, 2021	2,923	$	292	$	44,361	$	(1,268)	$	23,820	747	$	(31,259)	$	60
Net Earnings	—	—		—		—		1,278		—	—		5
Other Comprehensive Income	—	—		—		39		—		—	—		—
Cash dividends declared(a)	—	—		—		—		(1,150)		—	—		—
Share repurchase program	—	—		(750)		—		—		65	(4,250)		—
Stock compensation	—	—		145		—		—		(18)	322		—

Balance at March 31, 2022	2,923	$	292	$	43,756	$	(1,229)	$	23,948	794	$	(35,187)	$	65

(a) Cash dividends declared per common share were $0.54 for the three months ended March 31, 2022.

The following table summarizes changes in equity for the three months ended March 31, 2021:


		Common Stock			Capital in Excess of Par Value of Stock		Accumulated Other Comprehensive Loss		Retained Earnings		Treasury Stock			Noncontrolling Interest			Common Stock			Capital in Excess of Par Value of Stock		Accumulated Other Comprehensive Loss		Retained Earnings		Treasury Stock			Noncontrolling Interest
Dollars and Shares in Millions	Dollars and Shares in Millions	Shares	Par Value								Shares	Cost				Dollars and Shares in Millions	Shares	Par Value								Shares	Cost
Balance at December 31, 2020	Balance at December 31, 2020	2,923	$	292	$	44,325	$	(1,839)	$	21,281	679	$	(26,237)	$	60	Balance at December 31, 2020	2,923	$	292	$	44,325	$	(1,839)	$	21,281	679	$	(26,237)	$	60
Net earnings		—	—		—		—		2,021		—	—		8
Net Earnings																Net Earnings	—	—		—		—		2,021		—	—		8
Other Comprehensive Income	Other Comprehensive Income	—	—		—		295		—		—	—		—		Other Comprehensive Income	—	—		—		295		—		—	—		—
Cash dividends declared(a)	Cash dividends declared(a)	—	—		—		—		(1,098)		—	—		—		Cash dividends declared(a)	—	—		—		—		(1,098)		—	—		—
Share repurchase program	Share repurchase program	—	—		—		—		—		28	(1,768)		—		Share repurchase program	—	—		—		—		—		28	(1,768)		—
Stock compensation	Stock compensation	—	—		(473)		—		—		(15)	806		—		Stock compensation	—	—		(473)		—		—		(15)	806		—

Balance at March 31, 2021	Balance at March 31, 2021	2,923	$	292	$	43,852	$	(1,544)	$	22,204	692	$	(27,199)	$	68	Balance at March 31, 2021	2,923	$	292	$	43,852	$	(1,544)	$	22,204	692	$	(27,199)	$	68

(a) Cash dividends declared per common share were $0.49 for the three months ended March 31, 2021.

~~The following table summarizes changes in equity for the three months ended March 31, 2020:~~

Common Stock Capital in Excess of Par Value of Stock Accumulated Other Comprehensive Loss Retained Earnings Treasury Stock Noncontrolling Interest
Dollars and Shares in Millions Shares Par Value Shares Cost
Balance at December 31, 2019 2,923 $ 292 $ 43,709 $ (1,520) $ 34,474 672 $ (25,357) $ 100
Net loss — — — — (775) — — 9
Other Comprehensive Loss — — — (29) — — — —
Cash dividends declared(a)
— — — — (1,028) — — —
Share repurchase program — — — — — 1 (81) —
Stock compensation — — (455) — — (13) 681 —
Distributions — — — — — — — (43)
Balance at March 31, 2020 2,923 $ 292 $ 43,254 $ (1,549) $ 32,671 660 $ (24,757) $ 66

~~(a) Cash dividends declared per common share were $0.45 for the three months ended March 31, 2020.~~

BMS has a share repurchase program, authorized by its Board of Directors, allowing for repurchases of its shares. The share repurchase program does not obligate us to repurchase any specific number of shares, does not have a specific expiration date and may be suspended or discontinued at any time. Treasury stock is recognized at the cost to reacquire the shares. Shares issued from treasury are recognized utilizing the first-in first-out method.

The outstanding share repurchase ~~authority~~ authorization under the program was ~~$4.4~~approximately $15.2 billion as of December 31, ~~2020.~~2021. In January 2021, the Board of Directors approved an increase of $2.0 billion to the share repurchase authorization for BMS’s common stock. BMS repurchased approximately 28 million shares of its common stock for $1.8 billion during the three months ended March, 31, ~~2021.~~2022, BMS executed accelerated share repurchase ("ASR") agreements to repurchase an aggregate $5.0 billion of common stock. These ASR agreements were funded with cash on-hand and are expected to settle during the second and third quarters of 2022. Approximately 65 million shares of common stock (85% of the $5.0 billion aggregate repurchase price) were received by BMS and included in treasury stock. The total number of shares to be repurchased under the ASR agreements will be based on volume-weighted average prices of BMS's common stock during the terms of the ASR transactions less a discount and subject to adjustments pursuant to the terms and conditions of the ASR agreements. The remaining share repurchase capacity under the share repurchase program was approximately ~~$4.6~~$10.2 billion as of March 31, ~~2021.~~2022.

BMS repurchased ~~1.4~~28 million shares of its common stock for ~~$81 million~~$1.8 billion in the three months ended March 31, ~~2020.~~2021.

The components of Other Comprehensive ~~Income/(Loss)~~Income were as follows:


		2021						2020							2022						2021
Dollars in Millions	Dollars in Millions	Pretax		Tax		After Tax		Pretax		Tax		After Tax		Dollars in Millions	Pretax		Tax		After Tax		Pretax		Tax		After Tax
Three Months Ended March 31,	Three Months Ended March 31,													Three Months Ended March 31,
Derivatives qualifying as cash flow hedges:	Derivatives qualifying as cash flow hedges:													Derivatives qualifying as cash flow hedges:
Unrealized gain/(losses)		$	259	$	(11)	$	248	$	97	$	(10)	$	87
Unrealized gains/(losses)														Unrealized gains/(losses)	$	120	$	(16)	$	104	$	259	$	(11)	$	248
Reclassified to net earnings(a)	Reclassified to net earnings(a)	36		(4)		32		(20)		3		(17)		Reclassified to net earnings(a)	(85)		12		(73)		36		(4)		32
Derivatives qualifying as cash flow hedges	Derivatives qualifying as cash flow hedges	295		(15)		280		77		(7)		70		Derivatives qualifying as cash flow hedges	35		(4)		31		295		(15)		280

Pension and postretirement benefits:	Pension and postretirement benefits:													Pension and postretirement benefits:
Actuarial losses	Actuarial losses	21		(5)		16		8		(2)		6		Actuarial losses	20		(4)		16		21		(5)		16
Amortization(b)	Amortization(b)	9		(3)		6		9		(1)		8		Amortization(b)	6		(2)		4		9		(3)		6
Settlements(b)	Settlements(b)	1		0		1		2		0		2		Settlements(b)	1		—		1		1		—		1
Pension and postretirement benefits	Pension and postretirement benefits	31		(8)		23		19		(3)		16		Pension and postretirement benefits	27		(6)		21		31		(8)		23

Available-for-sale debt securities:
Unrealized gains/(losses)		(3)		1		(2)		2		(1)		1
Marketable debt securities:														Marketable debt securities:
Unrealized (losses)/gains														Unrealized (losses)/gains	(2)		1		(1)		(3)		1		(2)

Foreign currency translation	Foreign currency translation	9		(15)		(6)		(110)		(6)		(116)		Foreign currency translation	(6)		(6)		(12)		9		(15)		(6)

Other Comprehensive Income/(Loss)		$	332	$	(37)	$	295	$	(12)	$	(17)	$	(29)
Other Comprehensive Income														Other Comprehensive Income	$	54	$	(15)	$	39	$	332	$	(37)	$	295

(a)Included in Cost of products sold.

(b)Included in Other (income)/expense, net.

The accumulated balances related to each component of Other Comprehensive ~~Income/(Loss),~~Income, net of taxes, were as follows:


Dollars in Millions	Dollars in Millions	March 31, 2021		December 31, 2020		Dollars in Millions	March 31, 2022		December 31, 2021
Derivatives qualifying as cash flow hedges	Derivatives qualifying as cash flow hedges	$	43	$	(237)	Derivatives qualifying as cash flow hedges	$	209	$	178
Pension and postretirement benefits	Pension and postretirement benefits	(951)		(974)		Pension and postretirement benefits	(747)		(768)
Available-for-sale debt securities		9		11
Marketable debt securities						Marketable debt securities	1		2
Foreign currency translation	Foreign currency translation	(645)		(639)		Foreign currency translation	(692)		(680)
Accumulated other comprehensive loss	Accumulated other comprehensive loss	$	(1,544)	$	(1,839)	Accumulated other comprehensive loss	$	(1,229)	$	(1,268)

Note 16. EMPLOYEE STOCK BENEFIT PLANS

Stock-based compensation expense was as follows:


		Three Months Ended March 31,				Three Months Ended March 31,
Dollars in Millions	Dollars in Millions	2021		2020			Dollars in Millions	2022		2021
Cost of products sold	Cost of products sold	$	15	$	10		Cost of products sold	$	8	$	15
Marketing, selling and administrative	Marketing, selling and administrative	60		88			Marketing, selling and administrative	48		60
Research and development	Research and development	70		94			Research and development	51		70
Other (income)/expense, net	Other (income)/expense, net	6		18			Other (income)/expense, net	—		6
Total stock-based compensation expense	Total stock-based compensation expense	$	151	$	210		Total stock-based compensation expense	$	107	$	151

Income tax benefit(a)	Income tax benefit(a)	$	31	$	46		Income tax benefit(a)	$	22	$	31

(a) Income tax benefit excludes excess tax benefits from share-based compensation awards that were vested or exercised of ~~$17~~$40 million and ~~$23~~$17 million for the three months ended March 31, ~~2021~~2022 and ~~2020,~~2021, respectively.

The number of units granted and the weighted-average fair value on the grant date for the three months ended March 31, ~~2021~~2022 were as follows:


Units in Millions	Units in Millions	Units	Weighted-Average Fair Value		Units in Millions	Units	Weighted-Average Fair Value

Restricted stock units	Restricted stock units	7.4	$	56.21	Restricted stock units	7.2	$	63.13
Market share units	Market share units	1.0	58.04		Market share units	1.0	60.72
Performance share units	Performance share units	1.5	59.04		Performance share units	1.4	66.73


Dollars in Millions	Dollars in Millions	Stock Options		Restricted Stock Units		Market Share Units		Performance Share Units		Dollars in Millions	Stock Options		Restricted Stock Units		Market Share Units		Performance Share Units
Unrecognized compensation cost	Unrecognized compensation cost	$	29	$	1,079	$	87	$	144	Unrecognized compensation cost	$	3	$	1,003	$	90	$	157
Expected weighted-average period in years of compensation cost to be recognized	Expected weighted-average period in years of compensation cost to be recognized	1.1		2.9		3.4		2.2		Expected weighted-average period in years of compensation cost to be recognized	0.4		3.1		3.4		2.2

Note 17. LEGAL PROCEEDINGS AND CONTINGENCIES

BMS and certain of its subsidiaries are involved in various lawsuits, claims, government investigations and other legal proceedings that arise in the ordinary course of business. These claims or proceedings can involve various types of parties, including governments, competitors, customers, suppliers, service providers, licensees, employees, or shareholders, among others. These matters may involve patent infringement, antitrust, securities, pricing, sales and marketing practices, environmental, commercial, contractual rights, licensing obligations, health and safety matters, consumer fraud, employment matters, product liability and insurance coverage, among others. The resolution of these matters often develops over a long period of time and expectations can change as a result of new findings, rulings, appeals or settlement arrangements. Legal proceedings that are significant or that BMS believes could become significant or material are described below.

While BMS does not believe that any of these matters, except as otherwise specifically noted below, will have a material adverse effect on its financial position or liquidity as BMS believes it has substantial defenses in the matters, the outcomes of BMS’s legal proceedings and other contingencies are inherently unpredictable and subject to significant uncertainties. There can be no assurance that there will not be an increase in the scope of one or more of these pending matters or any other or future lawsuits, claims, government investigations or other legal proceedings will not be material to BMS’s financial position, results of operations or cash flows for a particular period. Furthermore, failure to successfully enforce BMS’s patent rights would likely result in substantial decreases in the respective product revenues from generic competition.

Unless otherwise noted, BMS is unable to assess the outcome of the respective matters nor is it able to estimate the possible loss or range of losses that could potentially result for such matters. Contingency accruals are recognized when it is probable that a liability will be incurred and the amount of the related loss can be reasonably estimated. Developments in legal proceedings and other matters that could cause changes in the amounts previously accrued are evaluated each reporting period. For a discussion of BMS’s tax contingencies, see “—Note 7. Income Taxes”.

INTELLECTUAL PROPERTY

Anti-PD-1 and Anti-PD-L1 Antibody Litigation

In September 2015, Dana-Farber Cancer Institute (“Dana-Farber”) filed a complaint in the U.S. District Court for the District of Massachusetts seeking to correct the inventorship on up to 6 related U.S. patents directed to methods of treating cancer using PD-1 and PD-L1 antibodies. Specifically, Dana-Farber ~~is seeking~~sought to add two scientists as inventors to these patents. In October 2017, Pfizer was allowed to intervene in ~~this~~the case alleging that one of the scientists identified by Dana-Farber was employed by a company eventually acquired by Pfizer during the relevant period. In ~~February 2019, BMS settled the lawsuit with Pfizer. A bench trial in the lawsuit with Dana-Farber took place in February 2019. In~~ May 2019, the District Court issued ~~an opinion~~a decision ruling that the two scientists should be added as inventors to the ~~patents. The~~patents which decision was ~~appealed to the U.S. Court of Appeals for the Federal Circuit and the Federal Circuit~~ affirmed ~~the District Court opinion. BMS filed a petition to reconsider the decision with the Federal Circuit~~ ~~en banc, which was denied in October 2020. In March 2021, BMS filed a~~ ~~writ of certiorari~~ ~~to the U.S. Supreme Court.~~on appeal. In June 2019, Dana-Farber filed a new lawsuit in the District of Massachusetts against BMS seeking damages as a result of the ~~Court’s~~ decision adding the scientists as inventors. In February 2021, BMS filed a motion to dismiss that complaint. In August 2021, the ~~complaint.~~Court denied the motion to dismiss, but ruled that Dana-Farber’s claims for damages before May 17, 2019—the date of the District Court’s ruling that Dana-Farber was a co-inventor of the patents—are preempted by federal patent law. No trial date has been scheduled.

On March 17, 2022, BMS filed a lawsuit in U.S. District Court for the District of Delaware against AstraZeneca Pharmaceuticals LP and AstraZeneca UK Ltd ("AZ") alleging that AZ's marketing of the PD-L1 antibody Imfinzi infringes certain claims of U.S. Patent Nos. 9,580,505, 9,580,507, 10,138,299, 10,308,714, 10,266,594, 10,266,595, 10,266,596 and 10,323,092. No trial date has been scheduled.

CAR T

OnIn October ~~18,~~ 2017, ~~the day on which the FDA approved Kite Pharma, Inc.’s (“Kite”)~~ Yescarta* ~~product,~~ Juno ~~along with~~and Sloan Kettering Institute for Cancer Research (“SKI”), filed a complaint for patent infringement against Kite Pharma, Inc. (“Kite”) in the U.S. District Court for the Central District of California. The complaint alleged that Kite’s Yescarta* product infringes certain claims of U.S. Patent No. 7,446,190 (the “’190 Patent”) concerning CAR T cell technologies. Kite filed an answer and counterclaims asserting non-infringement and invalidity of the ’190 Patent. In December 2019, following an eight-day trial, the jury rejected Kite’s defenses, finding that Kite willfully infringed the ’190 Patent and awarding to Juno and SKI a reasonable royalty consisting of a $585 million ~~upfront~~up-front payment and a 27.6% running royalty on Kite’s sales of Yescarta* through the expiration of the ’190 Patent in August 2024. In January 2020, Kite renewed its previous motion for judgment as a matter of law and also moved for a new trial, and Juno filed a motion seeking enhanced damages, supplemental damages, ongoing royalties, and prejudgment interest. In March 2020, the Court denied both of Kite’s motions in their entirety. In April 2020, the Court granted in part Juno’s motion and entered a final judgment awarding to Juno and SKI approximately $1.2 billion in royalties, interest and enhanced damages and a 27.6% running royalty on Kite’s sales of Yescarta* from December 13, 2019 through the expiration of the ’190 Patent in August 2024. In April 2020, Kite appealed the final judgment to the U.S. Court of Appeals for the Federal ~~Circuit.~~Circuit and the Court held an oral hearing on July 6, 2021. In August 2021, a Federal Circuit panel reversed the jury verdict and district court decision and found the ’190 Patent to be invalid. In October 2021, Juno and SKI filed a petition with the Federal Circuit for panel and en banc rehearing which the Federal Circuit denied on January 14, 2022. Juno and SKI intend to file a petition for a writ of certiorari with the U.S. Supreme Court.

Eliquis –- Europe

In November 2020 and January 2021, Sandoz Limited (“Sandoz”) and Teva Pharmaceutical Industries Ltd. (“Teva Limited”), respectively, filed lawsuits in the United Kingdom seeking revocation of the UK apixaban composition of matter patent and related Supplementary Protection ~~Certificate.~~Certificate (“SPC”). BMS subsequently filed counterclaims for infringement in both actions.

~~In March 2021, Teva Limited filed~~ A trial took place in February 2022 and in a ~~lawsuit in~~judgement issued on April 7, 2022, the ~~Republic of Ireland seeking revocation of~~judge found the ~~Irish~~UK apixaban composition of matter patent and related ~~Supplementary Protection Certificate.~~SPC invalid. We disagree with the ruling and plan to appeal the decision.

There are similar lawsuits filed in France, Italy, the Netherlands, Portugal, the Republic of Ireland, and Sweden seeking revocation of a composition of matter patent relating to Eliquis.

In April 2022, Sandoz informed BMS that it intends to launch its generic apixaban product in the Netherlands as soon as possible. In response, we have requested that the Dutch court issue a preliminary injunction to prevent any infringement of the Dutch apixaban composition of matter patent and related SPC as long as the patent and SPC are in force.

Additional infringement and invalidity actions involving Eliquis -patents may be filed in various countries in Europe in the coming months.

Onureg – U.S.

In ~~2017,~~November 2021, BMS received a Notice ~~Letters~~Letter from ~~NaN generic companies~~Accord notifying BMS that ~~they~~Accord had filed ~~aNDAs~~an aNDA containing a paragraph IV ~~certifications~~certification seeking approval of a generic ~~versions~~version of ~~Eliquis~~Onureg~~. As a result, 2~~ ~~Eliquis~~ ~~patents listed~~ in the U.S. and challenging the one FDA Orange ~~Book are being challenged: the composition of matter~~Book-listed formulation patent ~~claiming apixaban specifically and a formulation patent.~~expiring in 2030. In response, BMS ~~along with its partner Pfizer, initiated~~filed a patent infringement ~~actions under the Hatch-Waxman Act~~action against ~~all generic filers~~Accord in the U.S. District Court for the District of ~~Delaware in April 2017. In August 2017, the U.S. Patent and Trademark Office granted patent term restoration to the composition of matter patent to November 2026, thereby restoring the term of the~~ ~~Eliquis~~ ~~composition of matter patent, which is BMS’s basis for projected LOE. BMS settled with a number of aNDA filers. These settlements do not affect BMS’s projected LOE for~~ ~~Eliquis. A~~Delaware. No trial ~~with the remaining aNDA filers took place in late 2019. In August 2020, the U.S. District Court issued a decision finding that the remaining aNDA filers’ products infringed the~~ ~~Eliquis~~ ~~composition of matter and formulation patents and that both~~ ~~Eliquis~~ ~~patents are not invalid. The remaining aNDA filers have appealed to the U.S. Court of Appeals for the Federal Circuit.~~date has been scheduled.

Plavix* - Australia

Sanofi was notified that, in August 2007, GenRx Proprietary Limited (“GenRx”) obtained regulatory approval of an application for clopidogrel bisulfate 75mg tablets in Australia. GenRx, formerly a subsidiary of Apotex Inc., subsequently changed its name to Apotex (“GenRx-Apotex”). In August 2007, GenRx-Apotex filed an application in the Federal Court of Australia seeking revocation of Sanofi’s Australian Patent No. 597784 (Case No. NSD 1639 of 2007). Sanofi filed counterclaims of infringement and sought an injunction. On September 21, 2007, the Federal Court of Australia granted Sanofi’s injunction. A subsidiary of BMS was subsequently added as a party to the proceedings. In February 2008, a second company, Spirit Pharmaceuticals Pty. Ltd., also filed a revocation suit against the same patent. This case was consolidated with the GenRx-Apotex case. On August 12, 2008, the Federal Court of Australia held that claims of Patent No. 597784 covering clopidogrel bisulfate, hydrochloride, hydrobromide, and taurocholate salts were valid. The Federal Court also held that the process claims, pharmaceutical composition claims, and claim directed to clopidogrel and its pharmaceutically acceptable salts were invalid. BMS and Sanofi filed notices of appeal in the Full Court of the Federal Court of Australia (“Full Court”) appealing the holding of invalidity of the claim covering clopidogrel and its pharmaceutically acceptable salts, process claims, and pharmaceutical composition claims. GenRx-Apotex ~~appealed the holding of validity of the clopidogrel bisulfate, hydrochloride, hydrobromide, and taurocholate claims.~~appealed. On September 29, 2009, the Full Court held all of the claims of Patent No. 597784 invalid. In March 2010, the High Court of Australia denied a request by BMS and Sanofi to hear an appeal of the Full Court decision. The case was remanded to the Federal Court for further proceedings related to damages sought by GenRx-Apotex. BMS and GenRx-Apotex settled, and the GenRx-Apotex case was dismissed. The Australian government intervened in this matter seeking maximum damages up to 449 million AUD ($~~340~~337 million), plus interest, which would be split between BMS and Sanofi, for alleged losses experienced for paying a higher price for branded Plavix* during the period when the injunction was in place. BMS and Sanofi dispute that the Australian government is entitled to any damages. A trial was concluded in September 2017. In April 2020, the Federal Court issued a decision dismissing the Australian government’s claim for damages. In May 2020, the Australian government appealed the Federal Court’s decision and an appeal hearing concluded in February 2021.

Pomalyst~~- Canada~~

Celgene received a Notice of Allegation in January 2020 from Natco Pharma (Canada) Inc. (“Natco Canada”) notifying Celgene that it had filed an Abbreviated New Drug Submission (“aNDS”) with Canada’s Minister of Health with respect to certain of Celgene’s Canadian patents. Natco Canada is seeking to market a generic version of ~~Pomalyst~~ in Canada. In response, Celgene initiated a patent infringement action in the Federal Court of Canada. Natco Canada alleges that the asserted patents are invalid and/or not infringed. A trial is scheduled to begin on November 15, 2021.

Celgene received a second Notice of Allegation in November 2020 from Natco Canada notifying Celgene that it had filed a second aNDS with Canada’s Minister of Health with respect to certain of Celgene’s Canadian patents. Natco Canada is seeking to market a generic version of ~~Pomalyst~~ in Canada. In response, Celgene initiated a patent infringement action in the Federal Court of Canada. Natco Canada alleges that the asserted patents are invalid and/or not infringed. A trial is scheduled to begin in May 2022.

Celgene received two Notices of Allegation in March 2020 from Dr. Reddy’s Laboratories Ltd. (“DRL Canada”) notifying Celgene that it had filed an aNDS with Canada’s Minister of Health with respect to certain of Celgene’s Canadian patents. DRL Canada is seeking to market a generic version of ~~Pomalyst~~ in Canada. In response, Celgene initiated two patent infringement actions in the Federal Court of Canada. In February 2021, Celgene and DRL Canada entered into a confidential settlement agreement and the cases were discontinued.

Celgene received four Notices of Allegation in February 2021 from Apotex Inc. (“Apotex”) notifying Celgene that it had filed two aNDSs with Canada’s Minister of Health with respect to certain of Celgene’s Canadian patents. Apotex is seeking to market a generic version of ~~Pomalyst~~ ~~in Canada. In response, in April 2021, Celgene initiated patent infringement actions against Apotex in the Federal Court of Canada.~~

~~Pomalyst~~ - U.S.

Beginning in 2017, Celgene received Notice letters on behalf of Teva Pharmaceuticals USA, Inc. (“Teva”); Apotex and Apotex Corp.; Hetero Labs Limited, Hetero Labs Limited Unit-V, Hetero Drugs Limited, Hetero USA, Inc. (collectively, “Hetero”); Eugia Pharma Specialities Limited and Aurobindo Pharma Ltd. (collectively, “Aurobindo”); Mylan Pharmaceuticals Inc.; and Breckenridge Pharmaceutical, Inc. (“Breckenridge”) notifying Celgene that they had filed aNDAs containing paragraph IV certifications seeking approval to market generic versions of ~~Pomalyst~~ in the U.S. In response, Celgene filed patent infringement actions against the companies in the U.S. District Court for the District of New Jersey asserting certain FDA Orange Book-listed patents and the companies filed answers, counterclaims and declaratory judgment actions alleging that the asserted patents are invalid, unenforceable, and not infringed. These litigations were subsequently consolidated. In March 2020, Celgene subsequently filed additional patent infringement actions in the U.S. District Court for the District of New Jersey against each of the companies asserting a newly-issued patent that is listed in the FDA Orange Book and that covers formulations comprising pomalidomide. The companies each filed responsive pleadings between April and June 2020, alleging that the patent is invalid and not infringed. The Court has consolidated these additional litigations with the previously-consolidated litigations. In September 2020, the Court granted Mylan Pharmaceuticals Inc.’s motion to dismiss, which decision Celgene has appealed. In October 2020, Breckenridge and Aurobindo received final approval from the FDA of their respective aNDAs. In November 2020, Celgene and Breckenridge entered into a confidential settlement agreement. In March 2021, Celgene and Teva entered into a confidential settlement agreement. Pursuant to terms of the confidential settlement agreements, the Court enjoined Breckenridge and Teva from infringing the asserted patents, unless and to the extent otherwise specifically authorized by Celgene and dismissed Breckenridge and Teva from the proceedings. Trial against the remaining defendants is set for late 2021.

In February and March 2019, Celgene filed additional patent infringement actions in the U.S. District Court for the District of New Jersey against the companies asserting certain patents that are not listed in the FDA Orange Book and that cover polymorphic forms of pomalidomide, and the companies filed answers and/or counterclaims alleging that each of these patents is invalid and/or not infringed. These actions have been consolidated with the earlier-filed actions against the companies. In April 2021, Celgene entered into a confidential settlement agreement with Apotex settling all outstanding claims in the litigation with Apotex.

~~In June 2019,~~2022, Celgene received a Notice Letter from ~~Dr. Reddy’s~~MSN Laboratories Pvt. Ltd. ~~and Dr. Reddy’s Laboratories, Inc. (together, “DRL”~~(“MSN”) notifying Celgene that ~~they~~MSN had filed an aNDA containing paragraph IV certifications seeking approval to market a generic version of Pomalyst in the U.S. In response, Celgene initiated a patent infringement action against ~~DRL~~MSN in the U.S. District Court for the District of New Jersey asserting certain FDA Orange Book-listed patents, and DRL filed an answer and counterclaims alleging that each of the patents is invalid and/or not infringed. In March 2020, Celgene filed an additional patent infringement action in the U.S. District Court for the District of New Jersey against DRL asserting a newly-issued patent that is listed in the FDA Orange Book and that covers formulations comprising pomalidomide, which has been consolidated with the above DRL case. The Court has not set a trial date in this consolidated action.

In February 2021, Celgene filed an additional patent infringement action in the U.S. District Court for the District of New Jersey against DRL asserting certain patents that are not listed in the FDA Orange Book and that cover polymorphic forms of pomalidomide.patents. No trial date has been ~~set for this matter.~~scheduled.

Revlimid - U.S.

Celgene has received a Notice ~~Letters on behalf of Zydus~~Letter from Alembic Pharmaceuticals ~~(USA)~~Limited, Alembic Global Holding SA, and Alembic Pharmaceuticals, Inc. (“Zydus”); Cipla Ltd. (“Cipla”); Apotex; Sun Pharma Global FZE, Sun Pharma Global Inc., Sun Pharmaceutical Industries, Inc., and Sun Pharmaceutical Industries Limited; Hetero; Mylan Pharmaceuticals Inc., Mylan Inc., and Mylan N.V. (collectively, “Mylan”); and Aurobindo Pharma Limited, Eugia Pharma Specialities Limited, Aurobindo Pharma USA, Inc., Aurolife Pharma LLC, and Lupin Limited (“Lupin”Alembic”) notifying Celgene that ~~they~~Alembic had filed ~~aNDAs~~an aNDA containing paragraph IV certifications seeking approval to market a generic ~~versions~~version of Revlimid in the U.S. In response, Celgene ~~filed~~initiated a patent infringement ~~actions~~action against ~~the companies~~Alembic in the U.S. District Court for the District of New Jersey asserting certain FDA Orange Book-listed ~~patents as well as other litigations asserting other non-FDA Orange Book-listed patents against certain defendants, who have~~patents. Alembic has filed answers ~~and/or~~and counterclaims alleging that the asserted patents are invalid and/or not infringed. No trial date has been ~~scheduled in any of these New Jersey actions.~~scheduled.

Celgene also filed a patent infringement action against Mylan in the U.S. District Court for the Northern District of West Virginia (the “West Virginia action”) asserting certain FDA Orange Book-listed patents. Mylan filed its answer and counterclaims alleging that the patents are invalid and/or not infringed.

In December 2020, Celgene entered into a confidential settlement agreement with Cipla, settling all outstanding claims in the litigation with Cipla. In March 2021, Celgene entered into confidential settlement agreements with Apotex and Zydus, respectively, settling all outstanding claims in the litigation with those parties.

Sprycel - U.S.

In ~~August 2019,~~January 2022, BMS received a Notice Letter from ~~Dr. Reddy’s Laboratories, Inc.~~Xspray Pharma AB ("Xspray") notifying BMS that itXspray had filed ~~an aNDA~~a 505(b)(2) NDA application containing paragraph IV certifications seeking approval of a ~~generic version of~~ ~~Sprycel~~dasatinib product in the U.S. and challenging two FDA Orange Book-listed monohydrate form patents expiring in 2025 and 2026. In ~~response,~~February 2022, BMS filed a patent infringement action against Xspray in the U.S. District Court for the District of New Jersey. No trial date has been scheduled.

~~In 2020, BMS received~~Zeposia - U.S.

On October 15, 2021, Actelion Pharmaceuticals LTD and Actelion Pharmaceuticals US, INC (“Actelion”), filed a ~~Notice Letter from Lupin notifying BMS that it had filed an aNDA containing paragraph IV certifications seeking approval of a generic version of~~ ~~Sprycel~~complaint for patent infringement in the ~~U.S. and challenging two FDA Orange Book-listed monohydrate form patents expiring in 2025 and 2026. In response, BMS filed patent infringement actions in the U.S.~~United States District ~~Courts~~Court for the District of New Jersey against BMS and ~~Delaware.~~Celgene for alleged infringement of U.S. Patent No. 10,251,867 (the “’867 Patent”). The Complaint alleges that the sale of Zeposia infringes certain claims of the ’867 Patent and Actelion is seeking damages and injunctive relief. No trial date has been scheduled.

PRICING, SALES AND PROMOTIONAL PRACTICES LITIGATION

Plavix* State Attorneys General Lawsuits

BMS and certain Sanofi entities are defendants in consumer protection actions brought by the attorneys general of Hawaii and New Mexico relating to the labeling, sales and/or promotion of Plavix*Plavix*. A trial in the Hawaii matter occurred in 2020. In February 2021, the Court issued a decision against Sanofi and BMS, imposing penalties in the total amount of $834 million, with $417 million attributed to BMS. Sanofi and BMS disagree with the decision and are appealing it. BMS remains confident in the merits of its case and its likelihood of success on appeal and BMS does not believe establishing a reserve is warranted for this matter. A trial in the New Mexico matter iswas previously scheduled for April 2022, but was adjourned due to ~~begin in April 2022.~~statewide trial delays arising from the COVID-19 pandemic. Trial has been rescheduled for January 2023.

PRODUCT LIABILITY LITIGATION

BMS is a party to various product liability lawsuits. Plaintiffs in these cases seek damages and other relief on various grounds for alleged personal injury and economic loss. As previously disclosed, in addition to lawsuits, BMS also faces unfiled claims involving its products.

Abilify*

BMS and Otsuka are co-defendants in product liability litigation related to Abilify*. Plaintiffs allege Abilify* caused them to engage in compulsive gambling and other impulse control disorders. There have been over 2,500 cases filed in state and federal courts and additional cases are pending in Canada. The Judicial Panel on Multidistrict Litigation consolidated the federal court cases for pretrial purposes in the U.S. District Court for the Northern District of Florida. In February 2019, BMS and Otsuka entered into a master settlement agreement establishing a proposed settlement program to resolve all Abilify* compulsivity claims filed as of January 28, 2019 in the MDL as well as various state courts, including California and New Jersey. To date, approximately 2,700 cases, comprising approximately 3,900 plaintiffs, have been dismissed based on participation in the settlement program or failure to comply with settlement related court orders. In the U.S., less than 205 cases remain pending ~~on behalf of plaintiffs, who either chose not to participate~~ in ~~the settlement program~~state or ~~filed their claims after the settlement cut-off date.~~federal courts (New Jersey and Massachusetts). There are ~~ten~~11 cases pending in Canada ~~(four~~(4 class actions, ~~six~~7 individual injury claims). Out of the ~~ten~~11 cases, only ~~two~~2 are active (the class actions in Quebec and ~~Ontario and one individual injury claim)~~Ontario). Both class actions have now been certified and will proceed separately, subject to a ~~pending~~potential further appeal of the Ontario class certification decision.

Byetta*

Amylin, a former subsidiary of BMS, and Lilly are co-defendants in product liability litigation related to Byetta*. ~~As of March 2021, there are approximately 590 separate~~This litigation involved lawsuits ~~pending~~ on behalf of ~~approximately 2,250 active~~ plaintiffs, ~~(including pending settlements),~~ which include injury plaintiffs as well as claims by spouses and/or other beneficiaries, in various courts in the U.S. The majority of these cases have been brought by individuals who allege personal injury sustained after using Byetta*Byetta*, primarily pancreatic cancer, and, in some cases, claiming alleged wrongful death. The majority of cases are pending in ~~federal court~~Federal Court in San Diego in an MDL or in a coordinated proceeding in California Superior Court in Los Angeles (“JCCP”). In April 2020 the defendants filed a motion for summary judgment based on federal preemption and a motion for summary judgment based on the absence of general causation evidence in the MDL and JCCP. Both motions were granted in March 2021 and April 2021, respectively. The orders will result in the dismissal of all claims alleging an injury of pancreatic cancer in the MDL and JCCP. Plaintiffs ~~have~~initially appealed the MDL order, but subsequently filed a motion to dismiss their appeal as to Amylin and Lilly. That motion to dismiss was granted on October 5, 2021 making the MDL decision final as to Amylin and Lilly. Plaintiffs may seek appeals in the JCCP. As of March 2022, Plaintiffs’ counsel have submitted dismissals with prejudice in exchange for a waiver of costs on behalf of approximately 75% of the plaintiffs in the JCCP (including injury plaintiffs and spouse/beneficiary plaintiffs) alleging claims against Amylin ~~had product liability insurance covering a substantial number of claims involving Byetta* (which has been exhausted).~~and Lilly. Additional dismissals are anticipated. BMS sold Byetta*Byetta* to AstraZeneca in February 2014 as part of BMS’s global diabetes business divestiture and any additional liability to Amylin with respect to Byetta*Byetta* is expected to be shared with AstraZeneca.

Onglyza*

BMS and AstraZeneca are co-defendants in product liability litigation related to Onglyza*. Plaintiffs assert claims, including claims for wrongful death, as a result of heart failure or other cardiovascular injuries they allege were caused by their use of Onglyza*. As of ~~March 2021,~~April 2022, claims are pending in ~~state~~federal and ~~federal~~NY state court on behalf of approximately ~~280~~252 individuals who allege they ingested the product and suffered an injury. In February 2018, the Judicial Panel on Multidistrict Litigation ordered all federal cases to be transferred to an MDL in the U.S. District Court for the Eastern District of Kentucky. A significant majority of the claims are pending in the ~~MDL.~~MDL, with others pending in a coordinated proceeding in California Superior Court in San Francisco (“JCCP”). In August 2021, the MDL and JCCP courts jointly heard evidence regarding the parties’ motions to exclude general causation experts. On September 24, 2021, the JCCP court granted defendants’ motion to exclude plaintiffs’ only general causation expert and largely denied plaintiffs’ motions to exclude defendants’ general causation experts; on January 5, 2022, the MDL court likewise granted defendants’ motion to exclude plaintiffs’ expert and denied entirely plaintiffs’ motions. On March 30, 2022, the JCCP court granted summary judgment to defendants, thus effectively dismissing the 18 claims previously pending in California state court. As part of BMS’s global diabetes business divestiture, BMS sold Onglyza* to AstraZeneca in February 2014 and any potential liability with respect to Onglyza* is expected to be shared with AstraZeneca.

SECURITIES LITIGATION

BMS Securities Class Action

Since February 2018, 2two separate putative class action complaints were filed in the U.S. District for the Northern District of California and in the U.S. District Court for the Southern District of New York against BMS, BMS’s Chief Executive Officer, Giovanni Caforio, BMS’s Chief Financial Officer at the time, Charles A. Bancroft and certain former and current executives of BMS. The case in California ~~has been~~was voluntarily dismissed. The remaining complaint ~~alleges~~alleged violations of securities laws for BMS’s disclosures related to the CheckMate-026 clinical trial in lung cancer. In September 2019, the Court granted BMS’s motion to dismiss, but allowed the plaintiffs leave to file an amended complaint. In October 2019, the plaintiffs filed an amended complaint. ~~BMS moved to dismiss the amended complaint.~~ In September 2020, the Court granted BMS’s motion to dismiss the amended complaint with prejudice. The plaintiffs appealed the Court’s decision in October 2020. On March 11, 2022, the Second Circuit affirmed the dismissal with prejudice of the amended complaint.

Celgene Securities ~~Class Action~~Litigations

Beginning in March 2018, 2two putative class actions were filed against Celgene and certain of its officers in the U.S. District Court for the District of New Jersey (the “Celgene Securities Class Action”). The complaints allege that the defendants violated federal securities laws by making misstatements and/or omissions concerning (1) trials of GED-0301, (2) Celgene’s 2020 outlook and projected sales of Otezla*, and (3) the new drug application for Zeposia. The Court consolidated the two actions and appointed a lead plaintiff, lead counsel, and co-liaison counsel for the putative class. In February 2019, the defendants filed a motion to dismiss plaintiff’s amended complaint in full. In December 2019, the Court denied the motion to dismiss in part and granted the motion to dismiss in part (including all claims arising from alleged misstatements regarding GED-0301). Although the Court gave the plaintiff leave to re-plead the dismissed claims, it elected not to do so, and the dismissed claims are now dismissed with prejudice. In November 2020, the Court granted class certification with respect to the remaining claims. ~~In December 2020, the defendants sought leave to appeal the Court’s class certification decision, which was denied without prejudice in March 2021. No trial date has been scheduled.~~

In April 2020, certain Schwab management investment companies on behalf of certain Schwab funds filed an individual action in the U.S. District Court for the District of New Jersey asserting largely the same allegations as the Celgene Securities Class Action against the same remaining defendants in that ~~action.~~action (the “Schwab Action”). In July 2020, the defendants filed a motion to dismiss the plaintiffs’ complaint in full. In March 2021, the Court granted in part and denied in part defendants’ motion to dismiss consistent with its decision in the Celgene Securities Class Action.

~~In April 2021, the~~The California Public Employees’ Retirement System in April 2021 (the “CalPERS Action”); DFA Investment Dimensions Group Inc., on behalf of certain of its funds; and American Century Mutual Funds, Inc., on behalf of certain of its funds, in July 2021 (respectively the “DFA Action” and the “American Century Action”), and GIC Private Limited in September 2021 (the “GIC Action”), filed anseparate individual ~~action~~actions in the U.S. District Court for the District of New Jersey asserting largely the same allegations as the Celgene Securities Class Action and the Schwab individual action against the same remaining defendants in those actions. In October 2021, these actions were consolidated for pre-trial proceedings with the Schwab Action. The court also consolidated any future direct actions raising common questions of law and fact with the Schwab Action.

No trial dates have been scheduled in any of the above Celgene Securities Litigations.

Contingent Value Rights Litigations

In June 2021, an action was filed against BMS in the U.S. District Court for the Southern District of New York asserting claims of alleged breaches of a Contingent Value Rights Agreement (“CVR Agreement”) entered into in connection with the closing of BMS’s acquisition of Celgene Corporation in November 2019. The successor trustee under the CVR Agreement alleges that BMS breached the CVR Agreement by allegedly failing to use “diligent efforts” to obtain FDA approval of liso-cel (Breyanzi) before a contractual milestone date, thereby avoiding a $6.4 billion potential obligation to holders of the contingent value rights governed by the CVR Agreement and by allegedly failing to permit inspection of records in response to a request by the successor trustee. The successor trustee seeks damages in an amount to be determined at trial and other relief, including interest and attorneys’ fees. BMS disputes the successor trustee’s allegations and filed a Motion to Dismiss on July 23, 2021. All discovery is stayed until there is a decision on the Motion to Dismiss.

In October 2021, alleged former Celgene stockholders filed a complaint in the U.S. District Court for the Southern District of New York asserting claims on behalf of a putative class of Celgene stockholders who received CVRs in the BMS merger with Celgene for violations of sections 14(a) and 20(a) of the Securities Exchange Act of 1934 relating to the joint proxy statement. That action later was consolidated with another action filed in the same court asserting claims on behalf of a class of CVR acquirers, whether in the BMS merger with Celgene or otherwise, for violations of sections 11, 12(a)(2), and 15 of the Securities Act of 1933 and sections 10(b), 14(a) and 20(2) of the Securities Exchange Act of 1934. In asserting claims on behalf of a putative class of Celgene stockholders who received CVRs in the merger and persons who purchased CVRs for violations of sections 11, 12(a)(2), and 15 of the Securities Act of 1933 and sections 10(b), 14(a), and 20(a) of the Securities Exchange Act of 1934. The complaint alleges that the February 22, 2019 joint proxy statement was materially false or misleading because it failed to disclose that BMS allegedly had no intention to obtain FDA approval for liso-cel (Breyanzi) by the applicable milestone date in the CVR Agreement and that certain statements made by BMS or certain BMS officers in periodic SEC filings, earnings calls, press releases, and investor presentations between December 2019 and November 2020 were materially false or misleading for the same reason. Defendants have moved to dismiss the complaint.

In November 2021, an alleged purchaser of CVRs filed a complaint in the Supreme Court of the State of New York for New York County asserting claims on behalf of a putative class of CVR acquirers for violations of sections 11(a) and 12(a)(2) of the Securities Act of 1933. The complaint alleges that the registration statement filed in connection with the proposed merger transaction between Celgene and BMS was materially false or misleading because it failed to disclose that allegedly BMS had no intention at the time to obtain FDA approval for liso-cel (Breyanzi) by the contractual milestone date. The complaint asserts claims against BMS, the members of its board of directors at the time of the joint proxy statement, and certain BMS officers who signed the registration statement. BMS removed the action to the U.S. District Court for the Southern District of New York. The plaintiff has filed a motion to remand the action to the state court.

In November 2021, an alleged Celgene stockholder filed a complaint in the Superior Court of New Jersey, Union County asserting claims on behalf of two separate putative classes, one of acquirers of CVRs and one of acquirers of BMS common stock, for violations of sections 11(a), 12(a)(2), and 15 of the Securities Act of 1933. The complaint alleges that the registration statement filed in connection with the proposed merger transaction between Celgene and BMS was materially false or misleading because it failed to disclose that allegedly BMS had no intention at the time to obtain FDA approval for liso-cel (Breyanzi) by the contractual milestone date. The complaint asserts claims against BMS, the members of its board of directors at the time of the joint proxy statement, certain BMS officers who signed the registration statement and Celgene’s former chairman and chief executive officer. BMS removed the action to the U.S. District Court for the District of New Jersey and filed a motion to transfer the action to the U.S. District Court for the Southern District of New York. The plaintiff has filed a motion to remand the action to the state court.

No trial dates have been scheduled in any of the above CVR Litigations.

OTHER LITIGATION

~~Average Manufacturer Price Litigation~~

BMS is a defendant in a qui tam (whistleblower) lawsuit in the U.S. District Court for the Eastern District of Pennsylvania, in which the U.S. Government declined to intervene. The complaint alleges that BMS inaccurately reported its average manufacturer prices to the Centers for Medicare and Medicaid Services to lower what it owed. Similar claims have been filed against other companies. In January 2020, BMS reached an agreement in principle to resolve this matter subject to the negotiation of a definitive settlement agreement and other contingencies. In March 2021, the Company finalized an agreement with the U.S. government and qui tam relator to resolve the claims asserted in the lawsuit. The Company has paid $75 million plus interest to the federal and state governments. Individual agreements will be negotiated with participating states based on the federal agreement. To the extent the Company does not finalize a settlement agreement with any state, that state’s share of the settlement will revert to the Company.

HIV Medication Antitrust ~~Lawsuits~~Litigations

BMS and two other manufacturers of HIV medications are defendants in related lawsuits pending in the Northern District of California. The lawsuits, filed on behalf of indirect purchasers, allege that the defendants’ agreements to develop and sell fixed-dose combination products for the treatment of HIV, including Atripla* and ~~Evotaz~~Evotaz®, violate antitrust laws. The currently pending actions, asserted on behalf of indirect purchasers, were initiated in 2019 in the Northern District of California and in 2020 in the Southern District of Florida. The Florida matter was transferred to the Northern District of California. In July 2020, the Court granted in part defendants’ motion to dismiss, including dismissing with prejudice plaintiffs’ claims as to an overarching conspiracy and plaintiffs’ theories based on the alleged payment of royalties after patent expiration. Other claims, however, remain. ~~A trial on the indirect purchasers’ claims is scheduled for August 2022.~~ In September and October 2020, two purported class actions ~~have~~were also ~~been~~ filed asserting similar claims on behalf of direct purchasers. In March 2021, the Court dismissed one of the direct purchaser cases and limited the claims of the remaining direct purchaser case to those arising in 2016 or later. However, the ~~court~~Court gave plaintiffs leave to amend their complaints, and one plaintiff filed an amended complaint on March 16, 2021. ~~A trial on~~On September 22, 2021, two additional non-class action direct purchaser complaints were filed by a number of retail pharmacy and grocery store chains against BMS and two other manufacturers of HIV medications. These complaints make allegations similar to those raised in the other federal court cases and the New Mexico state court case described below. In October 2021 and March 2022, BMS entered into settlement agreements with the putative class of indirect purchasers and the putative class of direct ~~purchasers’ claims has not been scheduled.~~purchasers, respectively. Both settlements are subject to court approval. In January 2022, BMS reached an agreement to settle the cases filed against it by the retail pharmacy and grocery store chains.

In February 2021, BMS and two other manufacturers of HIV medications were sued in State Court in New Mexico by the Attorney General of the State of New Mexico in a case alleging that the defendants’ agreements to develop and sell various fixed-dose combination products for the treatment of HIV, including Atripla*, and agreements to settle certain patent litigation violate the antitrust laws of the State of New Mexico. ~~The case is currently pending~~No trial date has been scheduled.

In December 2021, five additional non-class-action indirect purchaser cases were filed in the ~~United States District Court for the~~Northern District of ~~New Mexico.~~California, and one additional non-class-action indirect purchaser case was filed in California state court naming BMS and two other manufacturers as defendants. These complaints make allegations similar to those in the other federal court cases. In February 2022, BMS reached a settlement agreement with one of the non-class-action indirect purchaser plaintiffs and in April 2022, two additional indirect purchaser plaintiffs filed non-class suits against BMS and other defendants. In total, there are now seven non-class action indirect purchaser cases pending against BMS among others. No ~~schedule~~trial date has been ~~set~~scheduled for ~~the case.~~these remaining cases.

Thalomid and Revlimid Litigations

Beginning in November 2014, certain putative class action lawsuits were filed against Celgene in the U.S. District Court for the District of New Jersey alleging that Celgene violated various antitrust, consumer protection, and unfair competition laws by (a) allegedly securing an exclusive supply contract for the alleged purpose of preventing a generic manufacturer from securing its own supply of thalidomide active pharmaceutical ingredient, (b) allegedly refusing to sell samples of Thalomid and Revlimid brand drugs to various generic manufacturers for the alleged purpose of bioequivalence testing necessary for aNDAs to be submitted to the FDA for approval to market generic versions of these products, (c) allegedly bringing unjustified patent infringement lawsuits in order to allegedly delay approval for proposed generic versions of Thalomid and Revlimid, and/or (d) allegedly entering into settlements of patent infringement lawsuits with certain generic manufacturers that allegedly have had anticompetitive effects. The plaintiffs, on behalf of themselves and putative classes of third-party payers, sought injunctive relief and damages. The various lawsuits were consolidated into a master action for all purposes. In March 2020, Celgene reached a settlement with the class plaintiffs. In October 2020, the Court entered a final order approving the settlement and dismissed the matter. That settlement ~~does~~did not resolve the claims of certain entities that opted out of the settlement.

In May 2018, Humana, Inc. (“Humana”) filed a lawsuit against Celgene in the Pike County Circuit Court of the Commonwealth of Kentucky. Humana’s complaint alleges Celgene engaged in unlawful off-label marketing in connection with sales of Thalomid and Revlimid and asserts claims against Celgene for fraud, breach of contract, negligent misrepresentation, unjust enrichment and violations of New Jersey’s Racketeer Influenced and Corrupt Organizations Act. Humana subsequently dismissed its claims for breach of contract voluntarily. The complaint seeks, among other things, treble and punitive damages, injunctive relief and attorneys’ fees and costs. ~~In April 2019, Celgene filed a motion to dismiss Humana’s complaint, which the Court denied in January 2020. No~~A trial ~~date~~ has been ~~scheduled.~~scheduled for January 2023.

In March 2019, Humana filed a lawsuit against Celgene in the U.S. District Court for the District of New Jersey. Humana’s complaint makes largely the same claims and allegations as were made in theThalomid and Revlimid antitrust class action litigation. The complaint purports to assert claims on behalf of Humana and its subsidiaries in several capacities, including as a direct purchaser and as an indirect purchaser, and seeks, among other things, treble and punitive damages, injunctive relief and attorneys’ fees and costs. In May 2019, Celgene filed a motion to dismiss Humana’s complaint, and the Court has stayed discovery pending adjudication of that motion. No trial date has been scheduled.

In March 2020, United HealthCare Services, Inc. (“UHS”), affiliates of which opted out of the first settlement in the Thalomid and Revlimid ~~Antitrust Class Action Litigation,~~antitrust class action litigation, filed a lawsuit against Celgene in the U.S. District Court for the District of Minnesota. UHS’s complaint makes largely the same claims and allegations as were made in the class action litigation in addition to certain claims regarding donations directed to copay assistance. The complaint purports to assert claims on behalf of UHS and its subsidiaries in several capacities, including as a direct purchaser and as an indirect purchaser, and seeks, among other things, treble and punitive damages, injunctive relief and attorneys’ fees and costs. In December 2020, Celgene’s motion to transfer the action to the District of New Jersey was granted and the case is now pending in that Court. In January 2021, Celgene filed a motion to dismiss UHS’s complaint, which the Court administratively terminated in June 2021 pending its decision on Celgene’s pending motion to dismiss Humana’s complaint. No trial date has been scheduled.

In May 2020, Celgene filed suit against Humana Pharmacy, Inc. (“HPI”), a Humana subsidiary, in Delaware Superior Court. Celgene’s complaint alleges that HPI breached its contractual obligations to Celgene by assigning claims to Humana that Humana is now asserting. The complaint seeks damages for HPI’s breach as well as a declaratory judgment. ~~In September 2020, HPI filed a motion to dismiss Celgene’s complaint, which was denied in February 2021. No~~A trial ~~date~~ has been ~~scheduled.~~scheduled for March 2023.

In July 2020, Blue Cross Blue Shield Association (“BCBSA”) sued Celgene and BMS on behalf of the Federal Employee Program in the U.S. District Court for the District of Columbia. BCBSA’s complaint makes largely the same claims and allegations as were made in the class action litigation. AIn April 2021, the parties’ joint motion to transfer ~~this matter~~the action to the District of New Jersey was granted and the case is ~~pending.~~now pending in that Court. No trial date has been scheduled.

In August 2020, BCBSM Inc., Health Care Service Corporation (“HCSC”), ~~BCBSM Inc., d/b/a Blue Cross and Blue Shield of Minnesota, and~~ Blue Cross and Blue Shield of Florida Inc., ~~d/b/a Florida Blue,~~and Molina Healthcare, Inc. (“Molina”) sued Celgene and BMS in ~~the~~a Minnesota state ~~courts of Minnesota.~~court. The complaint makes largely the same claims and allegations as were made in the class action litigation but adds allegations on behalf of HCSC only as to alleged off-label marketing of Thalomid and Revlimid. In September 2020, Celgene and BMS removed the action to the U.S. District Court for the District of Minnesota. In March 2021, that ~~court~~Court denied plaintiffs’ motion to remand the action to state court, dismissed Molina for lack of personal jurisdiction and granted defendants’ motion to transfer the action to the District of New Jersey. The case is now pending in the District of New Jersey. No trial date has been scheduled.

In January 2021, Cigna Corporation (“Cigna”) sued Celgene and BMS in the U.S. District Court for the Eastern District of Pennsylvania. Cigna’s complaint makes largely the same claims and allegations as were made in the class action litigation. Cigna’s complaint purports to assert claims on behalf of Cigna and its subsidiaries in several capacities, including as a direct purchaser and as an indirect purchaser. ~~Celgene’s and BMS’s response~~In May 2021, the parties’ joint motion to transfer the action to the District of New Jersey was granted and the case is now pending in that Court. No trial date has been scheduled.

In May 2021, Molina sued Celgene and BMS in San Francisco Superior Court. Molina’s complaint ~~is due~~makes largely the same claims and allegations as were made in the class action litigation. In July ~~2021.~~2021, Celgene and BMS removed the action to the U.S. District Court for the Northern District of California, and in January 2022, that court granted Molina’s motion to remand to San Francisco Superior Court. No trial date has been scheduled.

In December 2021, a group of plaintiffs—MSP Recovery Claims, Series LLC; MSPA Claims 1, LLC; MAO-MSO Recovery II, LLC, Series PMPI, a segregated series of MAO-MSO Recovery II, LLC; MSP Recovery Claims Series 44, LLC; MSP Recovery Claims PROV, Series LLC; and MSP Recovery Claims CAID, Series LLC (together, “MSP”)—sued Celgene and BMS in the U.S. District Court for the District of New Jersey. MSP’s complaint makes largely the same claims and allegations as were made in the class action litigation. MSP purports to pursue assignments from certain named and unnamed entities that allegedly purchased or otherwise provided reimbursement for Thalomid and/or Revlimid, and purports to bring direct and indirect purchaser claims. In February 2022, MSP filed an amended complaint, adding claims arising from the Company's donations to charitable organizations, and adding those organizations as defendants. No trial date has been scheduled.

BeiGene Arbitration Matter

On July 5, 2017, Celgene Logistics Sàrl (“Celgene Logistics”) and BeiGene, Ltd. (together with its assignees, “BeiGene”), entered into a License and Supply Agreement (the “LSA”) pursuant to which BeiGene was granted, among other things, an exclusive license to distribute and commercialize Revlimid, Vidaza and Abraxane in China.

As has been disclosed publicly, BeiGene initiated an arbitration proceeding against Celgene Logistics and BMS at the International Chamber of Commerce in June 2020, asserting various claims, including breach of contract under the LSA. In October 2021, Celgene Logistics delivered notice to BeiGene terminating the LSA with respect to Abraxane.

MSK Contract Litigation

On April 1, 2022, Memorial Sloan Kettering Cancer Center and Eureka Therapeutics, Inc. (collectively, “Plaintiffs”) filed a complaint against BMS, Celgene and Juno (collectively, “Defendants”) alleging that Defendants breached a license agreement by allegedly failing to use commercially reasonable efforts to develop, manufacture, and commercialize a certain chimeric antigen receptor product and by failing to pay Plaintiffs a running royalty of at least 1.5% of worldwide sales of Abecma allegedly owed to Plaintiffs under the license agreement. Defendants disagree with plaintiffs’ claims. No trial date has been scheduled.

GOVERNMENT INVESTIGATIONS

Like other pharmaceutical companies, BMS and certain of its subsidiaries are subject to extensive regulation by national, state and local authorities in the U.S. and other countries in which BMS operates. As a result, BMS, from time to time, is subject to various governmental and regulatory inquiries and investigations as well as threatened legal actions and proceedings. It is possible that criminal charges, substantial fines and/or civil penalties, could result from government or regulatory investigations.

ENVIRONMENTAL PROCEEDINGS

As previously reported, BMS is a party to several environmental proceedings and other matters, and is responsible under various state, federal and foreign laws, including CERCLA, for certain costs of investigating and/or remediating contamination resulting from past industrial activity at BMS’s current or former sites or at waste disposal or reprocessing facilities operated by third parties.

CERCLA Matters

With respect to CERCLA matters for which BMS is responsible under various state, federal and ~~foreign~~international laws, BMS typically estimates potential costs based on information obtained from the U.S. Environmental Protection Agency, or counterpart state or foreign agency and/or studies prepared by independent consultants, including the total estimated costs for the site and the expected cost-sharing, if any, with other “potentially responsible parties,” and BMS accrues liabilities when they are probable and reasonably estimable. BMS estimated its share of future costs for these sites to be ~~$77~~$89 million at March 31, ~~2021,~~2022, which represents the sum of best estimates or, where no best estimate can reasonably be made, estimates of the minimal probable amount among a range of such costs (without taking into account any potential recoveries from other parties). The amount includes the estimated costs for any additional probable loss associated with the previously disclosed North Brunswick Township High School Remediation Site.

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Management’s discussion and analysis of results of operations and financial condition is provided as a supplement to and should be read in conjunction with the consolidated financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q to enhance the understanding of our results of operations, financial condition and cash flows.

EXECUTIVE SUMMARY

Bristol-Myers Squibb Company is a global biopharmaceutical company whose mission is to discover, develop and deliver innovative medicines that help patients prevail over serious diseases. Our principal strategy is to combine the resources, scale and capability of a pharmaceutical company with the speed and focus on innovation of the biotech industry. Our focus as a biopharmaceutical company is on discovering, developing and delivering transformational medicines for patients facing serious diseases in areas where we believe that we have an opportunity to make a meaningful difference: oncology (both solid tumors and hematology), immunology, cardiovascular and ~~fibrosis.~~neurology. Our ~~four strategic~~ priorities are to ~~drive enterprise performance, maximize the value of~~continue to renew and diversify our ~~commercial~~ portfolio ~~ensure the long-term sustainability of our pipeline~~ through ~~combined internal and external innovation and establish~~launching our new ~~culture~~product portfolio, advancing our early, mid and ~~embed~~late-stage pipeline, and executing disciplined business development. We remain committed to reducing our ~~people strategy.~~debt and returning capital to shareholders. For further information on our strategy, see “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations-Executive Summary-Strategy” in our ~~2020~~2021 Form 10-K. Refer to the Summary of Abbreviated Terms at the end of this Quarterly Report on Form 10-Q for terms used throughout the document.

~~Our pipeline advanced~~In the first quarter of 2022, we received nine approvals for new medicines and additional indications and formulations of currently marketed medicines in ~~hematology malignancies~~major markets (the U.S., EU and Japan), including advancement in oncology through regulatory ~~approvals~~approval of ~~Breyanzi~~ ~~and~~ ~~Abecma~~Opdualag, the first ~~approvals~~LAG-3 blocking antibody combination, for the treatment of ~~our cell therapy portfolio. In support~~unresectable or metastatic melanoma and of ~~our continued investment~~Opdivo in combination with chemotherapy for the treatment of NSCLC in the neoadjuvant setting. We continue to advance and invest in our cell therapy portfolio ~~we are expanding~~through the approval of Abecma in Japan for the treatment of multiple myeloma, the approval of Breyanzi in the EU for the third-line treatment of relapsed or refractory diffuse large B-cell lymphoma and the expansion of our manufacturing capabilities ~~by beginning~~through the construction ~~on a~~of new state-of-the-art cell therapy manufacturing ~~facility~~facilities in Devens, ~~Massachusetts.~~Massachusetts and Leiden, Netherlands. We continue to expand our portfolio in immunology with an important opportunity for deucravacitinib, our TYK2 inhibitor, ~~including positive results from our POETYK PSO-2 trial.~~for the treatment of psoriasis and other diseases. In the cardiovascular space, we broadened our New Product Portfolio with the ~~acquisition~~FDA approval of ~~MyoKardia~~Camzyos (mavacamten) in 2020, we bolstered our leading cardiovascular franchise in adding mavacamten, which is a potentially transformative new medicine with significant commercial potential and a promising pipeline of candidates. In March 2021, the FDA accepted the NDA for mavacamtenApril 2022 for patients with symptomatic ~~oHCM with an assigned PDUFA goal date of January 28, 2022.~~obstructive HCM.

In February 2021, we entered into an agreement with Rockefeller University, granting us the global exclusive license to develop, manufacture and commercialize Rockefeller’s novel monoclonal antibody duo treatment that neutralizes the SARS-CoV-2 virus for therapy, or in certain patients prevention, of COVID-19. Phase I clinical trials to assess dosing for IV and subcutaneous formulations and to assess safety were initiated by Rockefeller in mid-January.

Our revenues increased by 3%5% for the ~~first quarter 2021~~three months ended March 31, 2022 due to In-Line Products (primarily Eliquis ~~new product launches~~and Opdivo) and New Product Portfolio (primarily cell therapy products and Reblozyl), partially offset by Recent LOE Products (Revlimid and Abraxane) and foreign exchange ~~partially offset by lower demand for established brands.~~impacts. The ~~impact in the change in buying patterns resulting from the COVID-19 pandemic contributed approximately $500 million of revenues in the first quarter 2020. The $1.23 change~~$0.30 decrease in GAAP EPS primarily resulted from ~~the unwinding of inventory~~specified items, including equity investment and contingent consideration fair value adjustments, ~~contingent value rights~~partially offset by lower impairment charges and ~~equity investment fair value adjustments.~~divestiture gains in 2022. After adjusting for specified items, non-GAAP EPS increased ~~$0.02.~~$0.22 as a result of higher revenues and lower weighted-average common shares outstanding, partially offset by Acquired IPRD.


		Three Months Ended March 31,				Three Months Ended March 31,
Dollars in Millions, except per share data	Dollars in Millions, except per share data	2021		2020			Dollars in Millions, except per share data	2022		2021
Total Revenues	Total Revenues	$	11,073	$	10,781		Total Revenues	$	11,648	$	11,073

Diluted Earnings/(Loss) Per Share
Diluted Earnings Per Share							Diluted Earnings Per Share
GAAP	GAAP	$	0.89	$	(0.34)		GAAP	$	0.59	$	0.89
Non-GAAP	Non-GAAP	1.74		1.72			Non-GAAP	1.96		1.74

Our non-GAAP financial measures, including non-GAAP earnings and related EPS information, are adjusted to exclude specified items that represent certain costs, expenses, gains and losses and other items impacting the comparability of financial results. For a detailed listing of all specified items and further information, reconciliations and ~~reconciliations of~~changes to our non-GAAP financial measures refer to “—Non-GAAP Financial Measures.”

Economic and Market Factors

COVID-19

In ~~December 2019,~~response to the COVID-19 ~~emerged and subsequently expanded to a~~ pandemic, ~~resulting in~~ international, federal, state and local public health and governmental authorities ~~taking~~have taken, and continue to take, a number of actions to limit the spread of COVID-19 and address ~~material~~related disruptions in the U.S. and global economy. ~~Against this background,~~While we benefited from the impact of COVID-19 demand in the first quarter of 2020 but experienced sales channel inventory workdowns for our products during second quarter of 2020. We began to note improvement in the demand for certain products during the third and fourth quarters in 2020, but continue to experience impacts on revenues from COVID-19 primarily due to lower new patient starts and patient ~~visits. Although~~visits, the pandemic has not significantly impacted our results of ~~operations,~~operations. The situation remains dynamic and it ~~remains~~is difficult to reasonably assess or predict the full extent of the negative impact that the COVID-19 pandemic may have on our business, financial condition, results of operations and cash flows. We expect that the pandemic will continue to create supply chain challenges. In particular, we expect that the availability of certain raw materials and components will continue to be constrained and affected by government orders that require prioritization for COVID-19 vaccines and therapeutics. The future financial and operational impact of the COVID-19 pandemic on BMS will depend on future developments such as the ultimate duration and ~~recovery from~~ the ~~pandemic, government~~severity of the spread of COVID-19 and any variant strains in the U.S. and globally, the effectiveness and outreach of vaccines, the effectiveness of federal, state, local and international government's mitigation actions, the pandemic's impact on the U.S. and global economies, ~~customer~~changes in the behavior ~~changes~~of patients and medical professionals and the timing for resumption to our normal operations, ~~among others.~~as well as developments affecting healthcare and the delivery of medicines to patients. See ~~risk factor on the Company’s risk factors resulting from the COVID-19 pandemic included under~~ “Part I—Item 1A. Risk Factors—General Risks—The COVID-19 pandemic is affecting our business and could have a material adverse effect on us” in our ~~2020~~2021 Form 10-K.

As the COVID-19 pandemic affected global healthcare systems as well as major economic and financial markets, we adopted several procedures focused on ensuring the continued supply of our medicines to our patients and protecting the health, wellbeing and safety of our ~~workforce:~~

~~Workplace and Community~~

•workforce. Additional information on the procedures adopted are available at We are maintaining our steadfast commitment to protecting the health and safety of our workforce and our communities while ensuring uninterrupted supply of medicines to patients and building on our competitive advantage.

•www.bms.com/about-us/responsibility/coronavirus-updatesOur manufacturing sites have remained open throughout the pandemic supported by on site personnel. We have taken a thoughtful and phased approach to bringing the rest of our workforce back to our 250 plus sites around the world and into the field, guided by the following principles:

◦~~Serving the needs of our patients and customers~~

◦~~Prioritizing health and safety~~

◦~~Following medical advice and government direction~~

◦~~Leading with compassion and flexibility~~

◦~~Modeling key learnings~~

•Our timelines and circumstances have varied across the globe. We are monitoring local conditions and government direction closely and adjusting our plans as appropriate acting in a nimble and flexible manner.

•We continue to take significant measures to protect the safety of our colleagues on site, including providing protective equipment, ensuring physical distancing, enhanced cleaning and creating a robust COVID website to assist our workforce..

~~Supply of Our Medicines and Support to Patients, Physicians and Advocacy Groups~~

•An important element of keeping our promise to patients, their families and our healthcare providers is to ensure that our supply chain is robust and carefully managed. Our clinical and commercial supply chain teams have proactively booked alternative means for moving our raw materials and products to our markets and clinical sites over the past months. As a result of these efforts, we have not seen any disruption in our clinical or commercial supply chain due to the pandemic.

•Our customer-facing personnel are employing a combination of in-person and remote interactions to ensure continued support for healthcare professionals, patient care, and access to our medicines across our global markets. The balance between in-person and remote engagement is varying market to market based on local conditions and government direction.

~~Our Clinical Trials and Research~~

•We are working with health authorities and investigators to protect our trial participants and personnel at BMS and our clinical trial sites, while ensuring regulatory compliance and the integrity of our science.

•We have provided clinical trial investigators with overarching principles and guidance regarding the conduct of our clinical trials worldwide in light of COVID-19, and are taking into account guidance from health authorities, where applicable.

Governmental Actions

~~Additional regulations~~Our products continue to be subject to increasing pressures across the portfolio from pharmaceutical market access and pricing controls and discounting, changes to tax and importation laws and other restrictions in the U.S. ~~may occur~~, the EU and other regions around the world that result in ~~the future, including healthcare reform initiatives, further changes to tax laws~~lower prices, lower reimbursement rates and ~~pricing laws and potential importation restrictions, that may reduce~~smaller populations for whom payers will reimburse, which can negatively impact our results of operations (including intangible asset impairment charges), operating cash flow, liquidity and financial flexibility. For example, Congress is currently considering a number of different proposals that would potentially: (i) allow the government to set or negotiate prices for prescription drugs, including benchmarking those prices to prices paid in ~~November 2020~~other countries, (ii) penalize manufacturers for price increases beyond inflationary measures, (iii) redesign the Part D benefit with new out of pocket limits for patients and new mandated discounts for manufacturers, and (iv) change U.S. ~~federal government issued regulations regarding U.S. drug prices and payment for pharmaceutical products,~~income tax laws resulting in an increase to our income tax expense, including ~~regulations that: (1) would reduce physician reimbursement for certain Medicare Part B drugs administered in doctors’ offices or hospitals to a “most favored nation price” drawn from~~through increased taxation of our international operations. The outcome of these Congressional actions remains highly uncertain. In addition, the ~~lowest price paid by certain countries in the Organisation~~Organization for Economic Co-operation and Development recently reached agreement on a global minimum tax pursuant to which ~~would apply~~countries are expected to ~~many cancer medications; (2) would authorize states~~implement changes to their tax laws and ~~private parties~~updates to develop and implement programs to import certain prescription drugs from Canada and sell them in the U.S.; and (3) would reform the use of rebates in Medicare Part D. The outcome of these regulations remains uncertain as a result of ongoing litigation and other factors.international tax treaties. See risk factor on the Company’s risk factors on ~~the executive orders~~these items included under “Part I—Item 1A. Risk Factors—Product, Industry and Operational Risks—Increased pricing pressure and other restrictions in the U.S. and abroad continue to negatively affect our revenues and profit margins” and “—Changes to tax regulations could negatively impact our earnings” in our ~~2020~~2021 Form 10-K.

In February 2022, the Russian Federation invaded Ukraine. As a result, the U.S. and many other countries have implemented extensive sanctions on the Russian Federation, with which BMS intends to fully comply. The situation remains dynamic, and it is difficult to reasonably assess or predict the full extent of the negative impact that the Russian Federation-Ukraine conflict may have on our business, financial condition, results of operations and cash flows. Although the Russian Federation and Ukraine represent less than 1% of our total revenues, net assets and workforce, the evolving situation could result in significant negative impacts on our business. For example, while the Russia/Ukraine region represents approximately 1% of our overall clinical trial enrollment, as a result of growing operational challenges in the region, we have suspended new enrollment and new clinical trial activations in the region, which could impact our ability to timely complete trials and meet projected regulatory timelines. We also continue to assess our ability to continue operations in Russia, including our ability to provide medicines to patients in this region. For a more complete discussion on the risks we encounter in our business, please refer to “Part I—Item 1A. Risk Factors” in our 2021 Form 10-K.

Significant Product and Pipeline Approvals

The following is a summary of the significant approvals received ~~in 2021:~~as of April 29, 2022:


Product			Date			Approval


Camzyos (mavacamten)			April 2022			FDA approval of Camzyos (mavacamten) for the treatment of adults with symptomatic obstructive HCM.


Breyanzi			April 2022			EC approval of Breyanzi for the treatment of adult patients with relapsed or refractory diffuse large B-cell lymphoma, primary mediastinal large B-cell lymphoma and follicular lymphoma grade 3B after two or more lines of systemic therapy.


Opdivo+Yervoy			April 2022			EC approval of Opdivo plus Yervoy for the first-line treatment of adult patients with unresectable advanced, recurrent or metastatic ESCC with tumor cell PD-L1 expression > 1%.


Opdivo			April ~~2021~~2022			~~FDA~~EC approval of Opdivo ~~in combination~~for the adjuvant treatment of adults with ~~chemotherapy for patients~~muscle-invasive urothelial carcinoma with ~~advanced or metastatic gastric cancer, gastroesophageal junction cancer, and esophageal adenocarcinoma, regardless~~tumor cell PD-LI expression > 1% who are at risk of ~~PD-L1 expression status.~~recurrence after undergoing radical resection.


Opdivo			April ~~2021~~2022			EC approval of Opdivo in combination with ~~Cabometyx~~*fluoropyrimidine- and platinum-based chemotherapy for the first-line treatment of adult patients with unresectable advanced, ~~RCC.~~recurrent, or metastatic ESCC with PD-L1 expression > 1%.


Opdualag			March 2022			FDA approval of Opdualag, a fixed-dose combination of nivolumab and relatlimab, for the treatment of adult and pediatric patients 12 years of age and older with unresectable or metastatic melanoma.


Opdivo			March 2022			FDA approval of Opdivo in combination with platinum-doublet chemotherapy for adult patients with resectable NSCLC in the neoadjuvant setting.


Opdivo			March 2022			Japan's Ministry of Health, Labour and Welfare approval of Opdivo for the adjuvant treatment of urothelial carcinoma.


Abecma			~~March 2021~~January 2022			~~FDA~~Japan’s Ministry of Health, Labour and Welfare approval of Abecma ~~(idecabtagene vicleucel; ide-cel)~~ for the treatment of adult patients with relapsed or refractory multiple myeloma ~~after four or more~~who have received at least three prior ~~lines of therapy, including an immunomodulatory agent, a proteasome inhibitor, and an anti-CD38 monoclonal antibody.~~therapies.


~~Breyanzi~~			~~March 2021~~			~~Announced Japan’s Ministry of Health, Labour and Welfare approval of~~ ~~Breyanzi~~ ~~(lisocabtagene maraleucel: liso-cel) for the treatment of patients with relapsed or refractory large B-cell lymphoma1 and relapsed or refractory follicular lymphoma.~~


~~Inrebic~~			~~February 2021~~			~~EC approval of~~ ~~Inrebic~~ for the treatment of disease-related splenomegaly or symptoms in adult patients with primary myelofibrosis, post-polycythaemia vera myelofibrosis or post-essential thrombocythaemia myelofibrosis, who are Janus Associated Kinase inhibitor naïve or have been treated with ruxolitinib.


~~Breyanzi~~			~~February 2021~~			~~FDA approval of~~ ~~Breyanzi~~ ~~(lisocabtagene maraleucel; liso-cel) for the treatment of adult patients with relapsed or refractory large B-cell lymphoma after two or more lines of systemic therapy.~~


~~Opdivo~~			~~January 2021~~			~~FDA approval of~~ ~~Opdivo~~ ~~in combination with~~ ~~Cabometyx~~* for the first-line treatment of patients with advanced RCC.

The FDA has indicated it is undertaking an industry-wide review of indications that received accelerated approval and for which the confirmatory studies did not meet their primary endpoints. This is not specific to BMS, but we have two ~~Opdivo~~ indications that are subject to this review by the FDA in the third-line treatment of SCLC and second-line treatment of HCC. On December 29, 2020, in consultation with the FDA, we made the decision to withdraw the ~~Opdivo~~ indication in the third-line treatment of SCLC from the U.S. market. The second-line treatment of HCC is being reviewed by the FDA and will be discussed at an FDA Oncology Drug Advisory Committee meeting on April 29, 2021.

Refer to “—Product and Pipeline Developments” for all of the developments in our marketed products and late-stage pipeline in ~~2021.~~2022.

Divestitures, Licensing and Other Arrangements

Divestitures, licensing and other arrangements allow us to focus our resources behind our growth opportunities that drive the greatest long-term value. There were no significant transactions entered into in 2021. Refer to “Item 1. Financial Statements—Note 3. Alliances” and “—Note 4. Divestitures, Licensing and Other Arrangements” for ~~further information.~~

30information on significant divestitures, licensing and other arrangements during the first quarter of 2022.

RESULTS OF OPERATIONS

Regional Revenues

The composition of the changes in revenues was as follows:


		Three Months Ended March 31,								Three Months Ended March 31,
Dollars in Millions	Dollars in Millions	2021		2020		% Change		Foreign Exchange(b)			Dollars in Millions	2022		2021		% Change		Foreign Exchange(b)
United States	United States	$	7,010	$	6,766	4	%	—			United States	$	7,694	$	7,010	10	%	—
Europe	Europe	2,553		2,567		(1)	%	8	%		Europe	2,413		2,553		(5)	%	(6)	%
Rest of the World	Rest of the World	1,346		1,335		1	%	2	%		Rest of the World	1,314		1,346		(2)	%	(4)	%
Other(a)	Other(a)	164		113		45	%	N/A			Other(a)	227		164		38	%	—
Total	Total	$	11,073	$	10,781	3	%	2	%		Total	$	11,648	$	11,073	5	%	(2)	%

(a) Other revenues include royalties and alliance-related revenues for products not sold by our regional commercial organizations.

(b) Foreign exchange impacts were derived by applying the prior period average currency rates to the current period sales.

United States

•U.S. revenues for the first quarter ~~2021~~of 2022 increased due to Eliquis, Opdivo, our New Product Portfolio and ~~and new product launches,~~ Revlimid partially offset by lower demand for ~~Opdivo~~Abraxane.~~. The positive impact from change in buying patterns resulting from the COVID-19 pandemic was approximately $300 million of revenues in the first quarter 2020.~~ Average U.S. net selling prices increased 2% incompared to the ~~first quarter 2021.~~same period a year ago.

Europe

•Europe revenues for the first quarter ~~2021~~of 2022 decreased due to ~~lower demand for established brands, the positive impact from the change in buying patterns resulting from the COVID-19 pandemic in the first quarter 2020~~foreign exchange impacts and ~~lower average~~Revlimid, partially offset by Eliquis. Average net selling prices ~~partially offset by foreign exchange.~~decreased compared to the same period a year ago.

Rest of the World

•Rest of the World revenues for the first quarter ~~2021 increased~~of 2022 decreased due to foreign exchange impacts and ~~higher demand for~~ ~~Pomalyst/Imnovid~~Revlimid, partially offset by ~~lower demand for established brands and~~Opdivo. Average net selling prices decreased compared to the ~~positive impact from the change in buying patterns resulting from the COVID-19 pandemic in the first quarter 2020.~~same period a year ago.

No single country outside the U.S. contributed more than 10% of total revenues during the ~~three months ended March 31, 2021 or 2020.~~first quarter of 2022 and 2021. Our business is typically not seasonal.

GTN Adjustments

The reconciliation of gross product sales to net product sales by each significant category of GTN adjustments was as follows:


		Three Months Ended March 31,								Three Months Ended March 31,
Dollars in Millions	Dollars in Millions	2021			2020			% Change			Dollars in Millions	2022			2021			% Change
Gross product sales	Gross product sales	$	15,559		$	14,686		6	%		Gross product sales	$	16,650		$	15,559		7	%
GTN adjustments	GTN adjustments										GTN adjustments
Charge-backs and cash discounts	Charge-backs and cash discounts	(1,586)			(1,340)			18	%		Charge-backs and cash discounts	(1,763)			(1,586)			11	%
Medicaid and Medicare rebates	Medicaid and Medicare rebates	(1,718)			(1,498)			15	%		Medicaid and Medicare rebates	(2,084)			(1,718)			21	%
Other rebates, returns, discounts and adjustments	Other rebates, returns, discounts and adjustments	(1,457)			(1,307)			11	%		Other rebates, returns, discounts and adjustments	(1,495)			(1,457)			3	%
Total GTN adjustments	Total GTN adjustments	(4,761)			(4,145)			15	%		Total GTN adjustments	(5,342)			(4,761)			12	%
Net product sales	Net product sales	$	10,798		$	10,541		2	%		Net product sales	$	11,308		$	10,798		5	%

GTN adjustments percentage	GTN adjustments percentage	30		%	28		%	2	%		GTN adjustments percentage	32		%	30		%	2	%
U.S.	U.S.	36		%	34		%	2	%		U.S.	37		%	36		%	1	%
Non-U.S.	Non-U.S.	17		%	14		%	3	%		Non-U.S.	16		%	17		%	(1)	%

Reductions to provisions for product sales made in prior periods resulting from changes in estimates were ~~$217~~$74 million and ~~$72~~$217 million for the three months ended March 31, ~~2021~~2022 and ~~2020,~~2021, respectively. The reductions to provisions ~~in 2021~~ was primarily related to Eliquis co-pay and coverage gap discounts. GTN adjustments are primarily a function of product sales volume, regional and payer channel mix, contractual or legislative discounts and rebates. U.S. GTN adjustments percentage increased primarily due to higher government channel mix, which has higher GTN adjustment percentages.

Product Revenues


	Three Months Ended March 31,
Dollars in Millions	2022		2021		% Change
In-Line Products
Eliquis	$	3,211	$	2,886	11	%
U.S.	2,147		1,923		12	%
Non-U.S.	1,064		963		10	%

Opdivo	1,923		1,720		12	%
U.S.	1,099		944		16	%
Non-U.S.	824		776		6	%

Pomalyst/Imnovid	826		773		7	%
U.S.	557		512		9	%
Non-U.S.	269		261		3	%

Orencia	792		758		4	%
U.S.	592		536		10	%
Non-U.S.	200		222		(10)	%

Sprycel	483		470		3	%
U.S.	305		275		11	%
Non-U.S.	178		195		(9)	%

Yervoy	515		456		13	%
U.S.	311		294		6	%
Non-U.S.	204		162		26	%

Empliciti	75		85		(12)	%
U.S.	47		51		(8)	%
Non-U.S.	28		34		(18)	%


	Three Months Ended March 31,
Dollars in Millions	2022	2021	% Change






























Mature and other products	462	506	(9)	%
U.S.	133	152	(13)	%
Non-U.S.	329	354	(7)	%

New Product Portfolio
Reblozyl	156	112	39	%
U.S.	134	98	37	%
Non-U.S.	22	14	57	%

Abecma	67	—	N/A
U.S.	56	—	N/A
Non-U.S.	11	—	N/A

Zeposia	36	18	100	%
U.S.	21	13	62	%
Non-U.S.	15	5	**

Breyanzi	44	—	N/A
U.S.	41	—	N/A
Non-U.S.	3	—	N/A

Inrebic	18	16	13	%
U.S.	15	15	—
Non-U.S.	3	1	**

Onureg	23	15	53	%
U.S.	19	14	36	%
Non-U.S.	4	1	**

Opdualag	6	—	NA
U.S.	6	—	NA
Non-U.S.	—	—	NA

Recent LOE Products(a)
Revlimid	2,797	2,944	(5)	%
U.S.	2,038	1,958	4	%
Non-U.S.	759	986	(23)	%

Abraxane	214	314	(32)	%
U.S.	173	225	(23)	%
Non-U.S.	41	89	(54)	%

Total Revenues	11,648	11,073	5	%
U.S.	7,694	7,010	10	%
Non-U.S.	3,954	4,063	(3)	%

** Change in excess of 100%.

(a) Recent LOE Products includes products with significant decline in revenue from a prior reporting period as a result of a loss of exclusivity.

~~Product Revenues~~

Three Months Ended March 31,
Dollars in Millions 2021 2020 % Change
Prioritized Brands
Revlimid $ 2,944 $ 2,915 1 %
U.S. 1,958 1,966 —
Non-U.S. 986 949 4 %
Eliquis 2,886 2,641 9 %
U.S. 1,923 1,777 8 %
Non-U.S. 963 864 11 %
Opdivo 1,720 1,766 (3) %
U.S. 944 1,008 (6) %
Non-U.S. 776 758 2 %
Orencia 758 714 6 %
U.S. 536 500 7 %
Non-U.S. 222 214 4 %
Pomalyst/Imnovid 773 713 8 %
U.S. 512 489 5 %
Non-U.S. 261 224 17 %
Sprycel 470 521 (10) %
U.S. 275 300 (8) %
Non-U.S. 195 221 (12) %
Yervoy 456 396 15 %
U.S. 294 257 14 %
Non-U.S. 162 139 17 %
Abraxane 314 300 5 %
U.S. 225 205 10 %
Non-U.S. 89 95 (6) %
Empliciti 85 97 (12) %
U.S. 51 59 (14) %
Non-U.S. 34 38 (11) %
Reblozyl 112 8 **
U.S. 98 8 **
Non-U.S. 14 — N/A
Inrebic 16 12 33 %
U.S. 15 12 25 %
Non-U.S. 1 — N/A
Onureg 15 — N/A
U.S. 14 — N/A
Non-U.S. 1 — N/A
Zeposia 18 — N/A
U.S. 13 — N/A
Non-U.S. 5 — N/A

Three Months Ended March 31,
Dollars in Millions 2021 2020 % Change
Established Brands
Vidaza 54 158 (66) %
U.S. 5 2 **
Non-U.S. 49 156 (69) %
Baraclude 113 122 (7) %
U.S. 4 3 33 %
Non-U.S. 109 119 (8) %
Other Brands 339 418 (19) %
U.S. 143 180 (21) %
Non-U.S. 196 238 (18) %
Total Revenues 11,073 10,781 3 %
U.S. 7,010 6,766 4 %
Non-U.S. 4,063 4,015 1 %

~~Revlimid~~ Eliquis~~(lenalidomide)~~ (apixaban) —an oral ~~immunomodulatory drug that~~Factor Xa inhibitor, indicated for the reduction in ~~combination with dexamethasone is indicated~~risk of stroke/systemic embolism in NVAF and for the treatment of ~~patients with multiple myeloma.~~ ~~Revlimid~~ ~~as a single agent is also indicated as a maintenance therapy~~DVT/PE and reduction in ~~patients with multiple myeloma~~risk of recurrence following ~~autologous hematopoietic stem cell transplant.~~initial therapy.

•U.S. revenues ~~remained consistent due to sales channel inventory work down~~increased 12% in the first quarter ~~2021~~of 2022 due to higher demand and higher average net selling prices.

•International revenues increased ~~4% due to foreign exchange~~10% in the first quarter of ~~6%, partially offset by lower demand and lower average net selling prices. Excluding foreign exchange impacts, revenues decreased by 2%.~~

~~Eliquis~~ ~~(apixaban)— an oral Factor Xa inhibitor targeted at stroke prevention in adult patients with NVAF and the prevention and treatment of VTE disorders.~~

•~~U.S. revenues increased 8%~~2022 due to higher demand, ~~and higher average net selling prices,~~ partially offset by the positive impact in the first quarter 2020 from the change in buying patterns resulting from the COVID-19 pandemic. The higher average net selling price in the first quarter 2021 is primarily due to a $160 million favorable adjustment to our Medicare Part D coverage gap provision for sales made in 2020 resulting from lower than previously expected discounts.

•~~International revenues increased 11% due to~~ foreign exchange impacts of 8%7% and ~~higher demand, partially offset by~~ lower average net selling prices. Excluding foreign exchange impacts, revenues increased by 3%17%.

•Following the May 2021 expiration of regulatory exclusivity for Eliquis in Europe, generic manufacturers may seek to market generic versions of Eliquis in Europe prior to the expiration of our patents, which may lead to additional, infringement and invalidity actions involving our Eliquis patents being filed in various countries in Europe. We believe in the innovative science behind Eliquis and the strength of our intellectual property, which we will defend against infringement. Refer to “Item 1. Financial Statements—Note 17. Legal Proceedings and Contingencies—Intellectual Property” for further information.

Opdivo (nivolumab) — a fully human monoclonal antibody that binds to the PD-1 on T and NKT cells that has been approved for several anti-cancer indications including bladder, blood, ~~colon,~~CRC, head and neck, ~~kidney, liver,~~RCC, HCC, lung, melanoma, MPM and stomach. The Opdivo+Yervoy regimen also is approved in multiple markets for the treatment of NSCLC, melanoma, MPM, RCC, CRC and ~~CRC.~~various gastric and esophageal cancers. There are several ongoing potentially registrational studies for Opdivo across other tumor types and disease areas, in monotherapy and in combination with Yervoy and various anti-cancer agents.

•U.S. revenues ~~decreased 6%~~increased 16% in the first quarter of 2022 due to ~~lower~~higher demand ~~resulting from COVID-19 (primarily lower new patient starts~~across multiple indications including the Opdivo+Yervoy combinations for NSCLC, Opdivo+Cabometyx* combination for kidney cancer and ~~patient visits),~~various gastric and esophageal cancers, partially offset by declining second-line eligibility across tumor indications and increased ~~competition, partially offset by higher demand due to the launch of the~~ ~~Opdivo~~+~~Yervoy~~ ~~combinations in NSCLC in the second quarter 2020.~~competition.

•International revenues increased 2%6% in the first quarter of 2022 due to ~~foreign exchange~~higher demand as a result of ~~4%,~~additional indication launches and core indications, partially offset by ~~lower demand.~~foreign exchange impacts of 7%. Excluding foreign exchange impacts, revenues ~~decreased by 2%.~~

~~Orencia~~ (abatacept) — a fusion protein indicated for adult patients with moderate to severe active RA and PsA and is also indicated for reducing signs and symptoms in certain pediatric patients with moderately to severely active polyarticular JIA.

•~~U.S. revenues~~ increased ~~7% due to higher demand and higher average net selling prices.~~

•~~International revenues increased 4% due to foreign exchange of 5%, partially offset by lower demand. Excluding foreign exchange impacts, revenues decreased by 1%~~13%.

Pomalyst/Imnovid (pomalidomide) — a proprietary, distinct, small molecule that is administered orally and modulates the immune system and other biologically important targets. Pomalyst/Imnovid is indicated for patients with multiple myeloma who have received at least two prior therapies including lenalidomide and a proteasome inhibitor and have demonstrated disease progression on or within 60 days of completion of the last therapy.

•U.S. revenues increased 5%9% in the first quarter of 2022 due to higher average net selling prices and higher demand.

•International revenues increased ~~17%~~3% in the first quarter of 2022 due to higher demand, ~~and~~partially offset by foreign exchange impacts of 6%~~, partially offset by~~ and lower average net selling prices. Excluding foreign exchange impacts, revenues increased by ~~11%~~9%.

Orencia (abatacept) — a fusion protein indicated for adult patients with moderate to severe active RA and PsA and is also indicated for reducing signs and symptoms in certain pediatric patients with moderately to severely active polyarticular JIA.

•U.S. revenues increased 10% in the first quarter of 2022 due to higher demand.

•International revenues decreased 10% in the first quarter of 2022 due to foreign exchange impacts of 6% and lower demand. Excluding foreign exchange impacts, revenues decreased by 4%.

•In the U.S. and EU, estimated LOE dates are based on method of use patents that expired in 2021. Formulation and additional patents expire in 2026 and beyond. There are no Orencia biosimilars on the market in the U.S., EU or Japan.

Sprycel (dasatinib) — an oral inhibitor of multiple tyrosine kinase indicated for the first-line treatment of patients with Philadelphia chromosome-positive CML in chronic phase and the treatment of adults with chronic, accelerated, or myeloid or lymphoid blast phase CML with resistance or intolerance to prior therapy, including Gleevec* (imatinib mesylate) and the treatment of children and adolescents aged 1 year to 18 years with chronic phase Philadelphia chromosome-positive CML.

•U.S. revenues ~~decreased 8% due to the positive impact from the change in buying patterns resulting from the COVID-19 pandemic~~increased 11% in the first quarter ~~2020.~~of 2022 due to higher average net selling prices and higher demand.

•International revenues decreased ~~12% due lower demand as a result of increased generic competition, the positive impact from the change in buying patterns resulting from the COVID-19 pandemic~~9% in the first quarter ~~2020, partially offset by~~of 2022 due to foreign exchange impacts of 4%7%. Excluding foreign exchange impacts, revenues decreased by ~~16%~~2%.

Yervoy (ipilimumab) — a monoclonal antibody for the treatment of patients with unresectable or metastatic melanoma. The Opdivo+Yervoy regimen also is approved in multiple markets for the treatment of NSCLC, melanoma, MPM, RCC, and CRC.

•U.S. revenues increased ~~14%~~6% in the first quarter of 2022 due to ~~the launch of~~higher average net selling prices and higher demand primarily from the Opdivo+Yervoy combination for ~~NSCLC in the second quarter 2020, partially offset by increased competition for the~~ ~~Opdivo~~+~~Yervoy~~ ~~combination for kidney cancer.~~NSCLC.

•International revenues increased ~~17%~~26% in the first quarter of 2022 due to higher demand as a result of additional indication launches and core indications, partially offset by lower average net selling prices and foreign exchange impacts of 8%. Excluding foreign exchange impacts, revenues increased by 34%.

Empliciti (elotuzumab) — a humanized monoclonal antibody for the treatment of multiple myeloma.

Mature and other products — includes all other products, including those which have lost exclusivity in major markets, OTC products, royalty revenue and mature products.

•International revenues decreased 7% in the first quarter of 2022 primarily due to continued generic erosion and foreign exchange impacts of 2%. Excluding foreign exchange impacts, revenues decreased by 5%.

Reblozyl (luspatercept-aamt) — an erythroid maturation agent indicated for the treatment of anemia in adult patients with beta thalassemia who require regular red blood cell transfusions and for the treatment of anemia failing an ESA in adult patients with very low- to intermediate-risk MDS who have ring sideroblasts and require RBC transfusions.

•U.S. revenues increased 37% in the first quarter of 2022 due to higher demand primarily from the launch of Reblozyl in April 2020 for the treatment of adult patients with MDS previously treated with ESA.

Abecma (idecabtagene vicleucel) — is a B-cell maturation antigen-directed genetically modified autologous CAR T cell therapy indicated for the treatment of adult patients with relapsed or refractory multiple myeloma after four or more prior lines of therapy, including an immunomodulatory agent, a proteasome inhibitor, and an anti-CD38 monoclonal antibody. Abecma was launched in May 2021.

Zeposia (ozanimod) — an oral immunomodulatory drug used to treat relapsing forms of multiple sclerosis, to include clinically isolated syndrome, relapsing-remitting disease, and active secondary progressive disease, in adults and to treat moderately to severely active UC in adults. Zeposia was launched in June 2020.

Breyanzi (lisocabtagene maraleucel) — is a CD19-directed genetically modified autologous CAR T cell therapy indicated for the treatment of adult patients with certain types of relapsed or refractory large B-cell lymphoma after two or more lines of systemic therapy. Breyanzi was launched in April 2021.

Inrebic (fedratinib) — an oral kinase inhibitor indicated for the treatment of adult patients with intermediate-2 or high-risk primary or secondary (post-polycythemia vera or post-essential thrombocythemia) myelofibrosis. Inrebic was launched in August 2019.

Onureg (azacitidine) — an oral hypomethylating agent that incorporates into DNA and RNA, indicated for continued treatment of adult patients with AML who achieved first complete remission or complete remission with incomplete blood count recovery following intensive induction chemotherapy and are not able to complete intensive curative therapy. Onureg was launched in September 2020.

Opdualag (nivolumab and relatlimab-rmbw) — a combination of nivolumab, a PD-1 blocking antibody, and relatlimab, a lymphocyte activation gene-3 (LAG-3) blocking antibody, indicated for the treatment of adult and pediatric patients 12 years of age or older with unresectable or metastatic melanoma. Opdualag was launched in March 2022.

Revlimid (lenalidomide)—an oral immunomodulatory drug that in combination with dexamethasone is indicated for the treatment of patients with multiple myeloma. Revlimid as a single agent is also indicated as a maintenance therapy in patients with multiple myeloma following autologous hematopoietic stem cell transplant.

•U.S. revenues increased 4% in the first quarter of 2022 due to higher demand and higher average net selling prices. The impact of generic erosion was not material in the first quarter of 2022.

•International revenues decreased 23% in the first quarter of 2022 due to generic erosion across several EU countries and Canada, foreign exchange impacts of ~~5%, partially offset by~~4% and lower average net selling prices. Excluding foreign exchange impacts, revenues ~~increased~~decreased by ~~12%~~19%.

•In the U.S., certain third parties have been granted volume-limited licenses to sell generic lenalidomide beginning in March 2022 or thereafter. In the EU, licenses have been granted to third parties to market generic lenalidomide products prior to expiry of our patent and supplementary protection certificate rights beginning in the UK in January 2022 and in various other major market European countries (e.g. France, Germany, Italy and Spain) where our supplementary protection certificate is in force beginning in February 2022. In Japan, the estimated minimum market exclusivity date is based on a composition of matter patent, which expires in July 2022. Global revenues for Revlimid are expected to decline to approximately $9.0 billion to $9.5 billion in 2022.

Abraxane (paclitaxel albumin-bound particles for injectable suspension) — a solvent-free protein-bound chemotherapy product that combines paclitaxel with albumin using our proprietary Nab® technology platform, and is used to treat breast cancer, NSCLC and pancreatic cancer, among others.

•U.S. revenues ~~increased 10%~~decreased 23% in the first quarter of 2022 due to ~~higher~~lower demand ~~and~~due to manufacturing delays partially offset by higher average ~~net~~ selling prices.

•International revenues decreased 6%54% in the first quarter of 2022 due to generic erosion, lower demand ~~resulting from generic erosion primarily in Europe, partially offset by~~as a result of manufacturing delays and foreign exchange impacts of 4%2%. Excluding foreign exchange impacts, revenues decreased by ~~10%~~52%.

~~Empliciti~~ ~~(elotuzumab) — a humanized monoclonal antibody for~~ During the ~~treatment~~first quarter of ~~multiple myeloma.~~

~~Reblozyl~~ ~~(luspatercept-aamt) — an erythroid maturation agent indicated for~~2022, the ~~treatment of anemia~~manufacturing delays experienced in ~~adult patients with beta thalassemia who require regular red blood cell transfusions~~the U.S. and ~~for the treatment of anemia failing an erythropoiesis stimulating agent in adult patients with very low- to intermediate-risk MDS who have ring sideroblasts and require RBC transfusions.~~ ~~Reblozyl~~ ~~was launched in April 2020.~~

~~Inrebic~~ (fedratinib) — an oral kinase inhibitor indicated for the treatment of adult patients with intermediate-2 or high-risk primary or secondary (post-polycythemia vera or post-essential thrombocythemia) myelofibrosis. ~~Inrebic~~ ~~was launched in August 2019.~~

~~Onureg~~ (azacitidine) — is an oral hypomethylating agent that incorporates into DNA and RNA, indicated for continued treatment of adult patients with AML who achieved first complete remission or complete remission with incomplete blood count recovery following intensive induction chemotherapy and are not able to complete intensive curative therapy. ~~Onureg~~ ~~was launched in September 2020.~~

~~Zeposia~~ (ozanimod) — an oral immunomodulatory drug used to treat relapsing forms of multiple sclerosis, to include clinically isolated syndrome, relapsing-remitting disease, and active secondary progressive disease, in adults. ~~Zeposia~~ ~~was launched in June 2020.~~

~~Vidaza~~ ~~(azacitidine for injection)~~—is a hypomethylating agent with several approved indications worldwide for frontline treatment of patients with myelodysplastic syndromes, chronic myelomonocytic leukemia (CMMoL), and acute myeloid leukemia.International were substantially resolved.

•~~International~~In the U.S., based on settlements reached we anticipate generic entry in the second quarter of 2022. In the EU, generics have entered the market. In Japan, the estimated minimum market exclusivity date is 2023 based on a method of use patent. Global revenues ~~decreased due~~for Abraxane are expected to ~~lower demand and lower average net selling prices resulting from generic competition.~~decline by approximately 25% to 30% in 2022.

~~Baraclude~~ ~~(entecavir) — an oral antiviral agent for the treatment of chronic hepatitis B.~~

•~~International revenues decreased due to lower demand resulting from generic competition.~~

~~Other Brands — includes all other brands, including those which have lost exclusivity in major markets, OTC brands and royalty revenue.~~

•~~International revenues decreased primarily due to continued generic erosion.~~

Estimated End-User Demand

Pursuant to the SEC Consent Order described in our ~~2020~~2021 Form 10-K, we monitor inventory levels on hand in the U.S. wholesaler distribution channel and outside of the U.S. in the direct customer distribution channel. We are obligated to disclose products with levels of inventory in excess of one month on hand or expected demand, subject to a de minimis exception. Estimated levels of inventory in the distribution channel in excess of one month on hand for the following products were not material to our results of operations as of the dates indicated.

~~Onureg~~Reblozyl had 1.1 months of inventory on hand internationally in the distribution channel at ~~March~~December 31, 2021 ~~in the U.S.~~compared to 1.0 months of inventory on hand at September 30, 2021 primarily to support the product ~~launch. The inventory is expected to be worked down as demand increases post launch.~~launch in Saudi Arabia and Israel.

In the U.S., we generally determine our months on hand estimates using inventory levels of product on hand and the amount of out-movement provided by our three largest wholesalers, which account for approximately ~~77%~~76% of total gross sales of U.S. products for the three months ended March 31, ~~2021.~~2022. Factors that may influence our estimates include generic competition, seasonality of products, wholesaler purchases in light of increases in wholesaler list prices, new product launches, new warehouse openings by wholesalers and new customer stockings by wholesalers. In addition, these estimates are calculated using third-party data, which may be impacted by their recordkeeping processes.

Revlimid and Pomalyst are distributed in the U.S. primarily through contracted pharmacies under the Revlimid REMS and Pomalyst REMS programs, respectively. These are proprietary risk-management distribution programs tailored specifically to provide for the safe and appropriate distribution and use of Revlimid and Pomalyst. Internationally, Revlimid and Imnovid are distributed under mandatory risk-management distribution programs tailored to meet local authorities’ specifications to provide for the products’ safe and appropriate distribution and use. These programs may vary by country and, depending upon the country and the design of the risk-management program, the product may be sold through hospitals or retail pharmacies.

Our non-U.S. businesses have significantly more direct customers. Information on available direct customer product level inventory and corresponding out-movement information and the reliability of third-party demand information varies widely. We limit our direct customer sales channel inventory reporting to where we can influence demand. When this information does not exist or is otherwise not available, we have developed a variety of methodologies to estimate such data, including using historical sales made to direct customers and third-party market research data related to prescription trends and end-user demand. Given the difficulties inherent in estimating third-party demand information, we evaluate our methodologies to estimate direct customer product level inventory and to calculate months on hand on an ongoing basis and make changes as necessary. Factors that may affect our estimates include generic competition, seasonality of products, price increases, new product launches, new warehouse openings by direct customers, new customer stockings by direct customers and expected direct customer purchases for governmental bidding situations. As such, all of the information required to estimate months on hand in the direct customer distribution channel for non-U.S. business for the quarter ended March 31, ~~2021~~2022 is not available prior to the filing of this Quarterly Report on Form 10-Q. We will disclose any product with levels of inventory in excess of one month on hand or expected demand for the current quarter, subject to a de minimis exception, in our next quarterly report on Form 10-Q.

Expenses


		Three Months Ended March 31,						Three Months Ended March 31,
Dollars in Millions	Dollars in Millions	2021		2020		% Change			Dollars in Millions	2022		2021		% Change
Cost of products sold(a)	Cost of products sold(a)	$	2,841	$	3,662	(22)	%		Cost of products sold(a)	$	2,471	$	2,841	(13)	%
Marketing, selling and administrative	Marketing, selling and administrative	1,666		1,606		4	%		Marketing, selling and administrative	1,831		1,666		10	%
Research and development	Research and development	2,225		2,372		(6)	%		Research and development	2,260		2,219		2	%
Acquired IPRD									Acquired IPRD	333		6		**
Amortization of acquired intangible assets	Amortization of acquired intangible assets	2,513		2,282		10	%		Amortization of acquired intangible assets	2,417		2,513		(4)	%
Other (income)/expense, net	Other (income)/expense, net	(702)		1,163		**			Other (income)/expense, net	649		(702)		**
Total Expenses	Total Expenses	$	8,543	$	11,085	(23)	%		Total Expenses	$	9,961	$	8,543	17	%

** In excess of +/- 100%.

(a) Excludes amortization of acquired intangible assets.

Cost of Products Sold

•Cost of products sold decreased by ~~$821~~$370 million in the first quarter of 2022, primarily due to ~~lower unwinding~~the impairment of ~~inventory fair value adjustments of $1.3 billion,~~Inrebic EU regulatory approval milestones ($315 million) in 2021 and foreign exchange, partially offset by ~~charges related~~higher profit sharing and royalties due to ~~Inrebic~~Eliquis ~~regulatory approval milestones in the EU~~revenue growth ($~~315~~170 million) ~~and foreign exchange.~~.

Marketing, Selling and Administrative

•Marketing, selling and administrative expenses increased by ~~$60~~$165 million in the first quarter of 2022, primarily due to higher ~~advertising~~charitable giving and ~~promotion expenses.~~expenses to support new product launches.

Research and Development

•Research and development expense ~~decreased by $147~~increased $41 million in the first quarter of 2022, primarily due to ~~lower site exit costs, license and asset acquisition charges and other specified items related~~an out of period adjustment relating to the ~~Celgene acquisition.~~unwinding of inventory purchase price adjustments ($82 million) and an IPRD impairment charge ($40 million), partially offset by timing of spend.

Acquired IPRD

•Acquired IPRD charges resulting from up-front or contingent milestone payments in connection with asset acquisitions or licensing of third-party intellectual property rights were as follows:


	Three Months Ended March 31,
Dollars in Millions	2022		2021
Dragonfly milestone	$	175	$	—
Immatics up-front license fee	150		—
Other Acquired IPRD charges	8		6
Acquired IPRD charges	$	333	$	6

Amortization of Acquired Intangible Assets

•Amortization of acquired intangible assets ~~increased~~decreased by ~~$231~~$96 million in the first quarter of 2022, due to ~~additional product approvals in 2020.~~a longer than previously expected market exclusivity period for Pomalyst.

Other (Income)/Expense, Net

•Other (income)/expense, net changed by ~~$1.9~~$1.4 billion in the first quarter of 2022, primarily due to ~~fair value adjustments to~~equity investments, contingent value rights ~~and equity investments~~ and other items discussed below.


	Three Months Ended March 31,
Dollars in Millions	2022		2021
Interest expense	$	326	$	353
Royalties and licensing income	(477)		(367)
Equity investment losses/(gains)	644		(601)
Integration expenses	105		141
Contingent consideration	1		(510)
Loss on debt redemption	275		281
Provision for restructuring	23		45
Litigation and other settlements	(37)		(8)
Transition and other service fees	(1)		(15)
Investment income	(10)		(9)

Divestiture gains	(211)		—



Other	11		(12)
Other (income)/expense, net	$	649	$	(702)

•

Three Months Ended March 31,
Dollars in Millions 2021 2020
Interest expense $ 353 $ 362
Contingent consideration (510) 556
Royalties and licensing income (367) (410)
Equity investment (gains)/losses (601) 338
Integration expenses 141 174
Provision for restructuring 45 160
Litigation and other settlements (8) 32
Transition and other service fees (15) (61)
Investment income (9) (61)
Reversion excise tax — 76
Divestiture gains — (16)
Loss on debt redemption 281 —
Other (12) 13
Other (income)/expense, net $ (702) $ 1,163
Royalties and licensing income includes diabetes business royalties, Keytruda* royalties, Tecentriq* royalties, up-front licensing fees and milestones for products that have not obtained commercial approval. Refer to “Item 1. Financial Statements—Note 4. Divestitures, Licensing and Other Arrangements” for further information.

•Equity investment losses/(gains) includes fair value adjustments for investments that have readily determinable fair value and observable price changes for investments without readily determinable fair values resulting primarily from initial public offerings or third-party acquisitions of entities which we held an ownership interest. Our share of income or loss from equity method investments is primarily due to fair value adjustments attributed to limited partnerships. Refer to “Item 1. Financial Statements—Note 9. Financial Instruments and Fair Value Measurements” for more information.

•Integration expenses primarily includes consulting fees to implement Celgene integration initiatives related to processes and systems.

•Contingent consideration primarily includes fair value adjustments resulting from the change in the traded price of contingent value rights issued with the Celgene acquisition. The contractual obligation to pay the contingent value rights terminated in January 2021 because the FDA did not approve liso-cel (JCAR017) by December 31, 2020.

•~~Royalties~~Losses on debt redemption resulted from the early redemption of long-term debt of $5.2 billion in 2022 and ~~licensing income includes diabetes business royalties,~~ ~~Keytruda~~* royalties, ~~Tecentriq~~* royalties, up-front and milestone licensing fees for products that have not obtained commercial approval. Refer to “Item 1. Financial Statements—Note 4. Divestitures, Licensing and Other Arrangements” for further information.

•Equity investment gains includes fair value adjustments on equity investments that have readily determinable fair value and other observable price changes on equity investments without readily determinable fair values. The fair value of equity investments with or without readily determinable fair values$3.5 billion in 2020 were significantly negatively impacted by changes in market conditions primarily caused by the COVID-19 pandemic. Refer to “Item 1. Financial Statements—Note 9. Financial Instruments and Fair Value Measurements” for more information. Our share of income from equity method investments was $137 million in the first quarter 2021 primarily due to fair value adjustments attributed to limited partnerships.

•~~Integration expenses include consulting fees incurred primarily in connection with Celgene integration activities.~~2021.

•Provision for restructuring includes exit and other costs primarily related to the Celgene acquisition ~~plans.~~plan. We are on track to achieve the annualized pre-tax cost savings of approximately $3.0 billion through 2022 as detailed in the restructuring activities. Refer to “Item 1. Financial Statements—Note 6. Restructuring” for further information.

•~~Investment~~Litigation and other settlements includes income ~~decreased primarily due~~of $40 million resulting from a settlement resolving all legal claims and business interests pertaining to ~~lower interest rates~~Nimbus’ TYK2 inhibitor in the first quarter ~~2021.~~of 2022. The settlement also provides for contingent development, regulatory and sales-based milestones payable to BMS upon the occurrence of certain events.

•~~Reversion excise tax~~Divestiture gains resulted from the ~~transfer~~divestiture of ~~the retiree medical plan assets back to the Company~~product rights for several mature products in the first quarter ~~2020.~~of 2022

•~~A loss on debt redemption resulted from the early redemption of $3.5 billion long-term debt obligations in the first quarter 2021.~~

Income Taxes


		Three Months Ended March 31,						Three Months Ended March 31,
Dollars in Millions	Dollars in Millions	2021			2020				Dollars in Millions	2022			2021
Earnings/(Loss) Before Income Taxes		$	2,530		$	(304)
Earnings Before Income Taxes									Earnings Before Income Taxes	$	1,687		$	2,530
Provision for Income Taxes	Provision for Income Taxes	501			462				Provision for Income Taxes	404			501
Effective Tax Rate	Effective Tax Rate	19.8		%	(152.0)		%		Effective Tax Rate	23.9		%	19.8		%

Impact of Specified Items	Impact of Specified Items	3.0		%	(168.0)		%		Impact of Specified Items	8.0		%	3.0		%
Effective Tax Rate Excluding Specified Items	Effective Tax Rate Excluding Specified Items	16.8		%	16.0		%		Effective Tax Rate Excluding Specified Items	15.9		%	16.8		%

The tax impact attributed to specified items was primarily due to low jurisdictional tax rates attributed to the unwinding of inventory ~~and intangible asset purchase price adjustments, non-taxable or non-deductible contingent value right~~ fair value adjustments and ~~valuation allowance on equity investment~~intangible asset amortization and contingent value rights fair value ~~adjustments.~~adjustments that were not taxable in 2021. The 0.9% decrease in the effective tax rate excluding specified items during 2022 was due to jurisdictional earnings mix. Refer to “Item 1. Financial Statements—Note 7. Income Taxes” for additional information.

Non-GAAP Financial Measures

Our non-GAAP financial measures, such as non-GAAP earnings and related EPS information, are adjusted to exclude certain costs, expenses, gains and losses and other specified items that are evaluated on an individual basis. These items are adjusted after considering their quantitative and qualitative aspects and typically have one or more of the following characteristics, such as being highly variable, difficult to project, unusual in nature, significant to the results of a particular period or not indicative of past or future operating results. These items are excluded from non-GAAP earnings and related EPS information because the Company believes they neither relate to the ordinary course of the Company's business nor reflect the Company's underlying business performance. Similar charges or gains were recognized in prior periods and will likely reoccur in future periods including (i) amortization of acquired intangible assets, including product rights that generate a significant portion of our ongoing revenue and will recur until the intangible assets are fully amortized, (ii) unwind of inventory ~~fair value~~purchase price adjustments, (iii) acquisition and integration expenses, (iv) restructuring costs, (v) accelerated depreciation and impairment of property, plant and equipment and intangible assets, (vi) ~~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, (vii)~~ divestiture gains or losses, ~~(viii)~~(vii) stock compensation resulting from accelerated vesting of Celgene awards and certain retention-related employee compensation charges related to the Celgene transaction, ~~(ix)~~(viii) pension, legal and other contractual settlement charges, ~~(x)~~(ix) equity investment and contingent value rights fair value adjustments (including fair value adjustments attributed to limited partnership equity method ~~investments beginning in 2021)~~investments) and ~~(xi)~~(x) amortization of fair value adjustments of debt acquired from Celgene in our 2019 exchange offer, among other items. Deferred and current income taxes attributed to these items are also adjusted for considering their individual impact to the overall tax expense, deductibility and jurisdictional tax rates. We also provide international revenues for our priority products excluding the impact of foreign exchange. ~~Foreign~~We calculate foreign exchange impacts ~~were derived~~ by ~~applying~~converting our current-period local currency financial results using the prior period average currency rates and comparing these adjusted amounts to ~~the current period revenues and expenses.~~our current-period results. Reconciliations of these non-GAAP measures to the most comparable GAAP measures are included in Exhibit 99.2 to our Form 8-K filed on April 29, ~~2021~~2022 and are incorporated herein by reference.

Beginning with the first quarter of 2022, significant R&D charges or other income resulting from upfront or contingent milestone payments in connection with asset acquisitions or licensing of third-party intellectual property rights are no longer excluded from our non-GAAP financial measures. We are making these changes to our presentation of non-GAAP financial measures following comments from and discussions with the SEC. For purposes of comparability, the non-GAAP financial measures for the three months ended March 31, 2021 have been updated to reflect this change.

Non-GAAP information is intended to portray the results of our baseline performance, supplement or enhance management, analysts and investors’ overall understanding of our underlying financial performance and facilitate comparisons among current, past and future periods. For example, non-GAAP earnings and EPS information is an indication of our baseline performance before items that are considered by us to not be reflective of our ongoing results. In addition, this information is among the primary indicators that we use as a basis for evaluating performance, allocating resources, setting incentive compensation targets and planning and forecasting for future periods. This information is not intended to be considered in isolation or as a substitute for ~~net earnings or diluted EPS~~the related financial measures prepared in accordance with GAAP and may not be the same as or comparable to similarly titled measures presented by other companies due to possible differences in method and in the items being adjusted. We encourage investors to review our financial statements and publicly-filed reports in their entirety and not to rely on any single financial measure.

Specified items were as follows:


		Three Months Ended March 31,				Three Months Ended March 31,
Dollars in Millions	Dollars in Millions	2021		2020			Dollars in Millions	2022		2021
Inventory purchase price accounting adjustments	Inventory purchase price accounting adjustments	$	79	$	1,420		Inventory purchase price accounting adjustments	$	52	$	79
Intangible asset impairment	Intangible asset impairment	315		—			Intangible asset impairment	—		315
Employee compensation charges		—		2

Site exit and other costs	Site exit and other costs	23		16			Site exit and other costs	—		23
Cost of products sold	Cost of products sold	417		1,438			Cost of products sold	52		417

Employee compensation charges		—		15

Site exit and other costs	Site exit and other costs	(1)		6			Site exit and other costs	2		(1)
Marketing, selling and administrative	Marketing, selling and administrative	(1)		21			Marketing, selling and administrative	2		(1)

License and asset acquisition charges		—		25

IPRD impairments							IPRD impairments	40		—
Inventory purchase price accounting adjustments	Inventory purchase price accounting adjustments	—		17			Inventory purchase price accounting adjustments	87		—
Employee compensation charges	Employee compensation charges	1		18			Employee compensation charges	—		1
Site exit and other costs		—		56

Research and development	Research and development	1		116			Research and development	127		1

Amortization of acquired intangible assets	Amortization of acquired intangible assets	2,513		2,282			Amortization of acquired intangible assets	2,417		2,513

Interest expense		(34)		(41)
Interest expense(a)							Interest expense(a)	(27)		(34)
Equity investment losses/(gains)							Equity investment losses/(gains)	643		(608)
Integration expenses							Integration expenses	105		141
Contingent consideration	Contingent consideration	(510)		556			Contingent consideration	—		(510)
Royalties and licensing income		(14)		(83)
Equity investment (gains)/losses		(608)		339
Integration expenses		141		174
Loss on debt redemption							Loss on debt redemption	275		281

Provision for restructuring	Provision for restructuring	45		160			Provision for restructuring	23		45
Litigation and other settlements							Litigation and other settlements	(40)		—

Reversion excise tax		—		76
Divestiture gains	Divestiture gains	—		(16)			Divestiture gains	(211)		—

Loss on debt redemption		281		—

Other (income)/expense, net	Other (income)/expense, net	(699)		1,165			Other (income)/expense, net	768		(685)

Increase to pretax income	Increase to pretax income	2,231		5,022			Increase to pretax income	3,366		2,245

Income taxes on items above	Income taxes on items above	(300)		(291)			Income taxes on items above	(398)		(303)

Increase to net earnings	Increase to net earnings	$	1,931	$	4,731		Increase to net earnings	$	2,968	$	1,942

(a) Includes amortization of purchase price adjustments to Celgene debt.

The reconciliations from GAAP to Non-GAAP were as follows:


		Three Months Ended March 31,				Three Months Ended March 31,
Dollars in Millions, except per share data	Dollars in Millions, except per share data	2021		2020			Dollars in Millions, except per share data	2022		2021
Net Earnings/(Loss) Attributable to BMS Used for Diluted EPS Calculation – GAAP		$	2,021	$	(775)
Net Earnings Attributable to BMS Used for Diluted EPS Calculation – GAAP							Net Earnings Attributable to BMS Used for Diluted EPS Calculation – GAAP	$	1,278	$	2,021
Specified Items	Specified Items	1,931		4,731			Specified Items	2,968		1,942
Net Earnings Attributable to BMS Used for Diluted EPS Calculation – Non-GAAP	Net Earnings Attributable to BMS Used for Diluted EPS Calculation – Non-GAAP	$	3,952	$	3,956		Net Earnings Attributable to BMS Used for Diluted EPS Calculation – Non-GAAP	$	4,246	$	3,963

Weighted-Average Common Shares Outstanding – Diluted – GAAP		2,265		2,258
Incremental Shares Attributable to Share-Based Compensation Plans		—		40
Weighted-Average Common Shares Outstanding – Diluted – Non-GAAP		2,265		2,298
Weighted-Average Common Shares Outstanding – Diluted							Weighted-Average Common Shares Outstanding – Diluted	2,164		2,265

Diluted Earnings/(Loss) Per Share Attributable to BMS – GAAP		$	0.89	$	(0.34)

Diluted Earnings Per Share Attributable to BMS – GAAP							Diluted Earnings Per Share Attributable to BMS – GAAP	$	0.59	$	0.89
Diluted EPS Attributable to Specified Items	Diluted EPS Attributable to Specified Items	0.85		2.06			Diluted EPS Attributable to Specified Items	1.37		0.85
Diluted EPS Attributable to BMS – Non-GAAP	Diluted EPS Attributable to BMS – Non-GAAP	$	1.74	$	1.72		Diluted EPS Attributable to BMS – Non-GAAP	$	1.96	$	1.74

FINANCIAL POSITION, LIQUIDITY AND CAPITAL RESOURCES

Our net debt position was as follows:


Dollars in Millions	Dollars in Millions	March 31, 2021		December 31, 2020		Dollars in Millions	March 31, 2022		December 31, 2021
Cash and cash equivalents	Cash and cash equivalents	$	10,982	$	14,546	Cash and cash equivalents	$	12,369	$	13,979
Marketable debt securities – current	Marketable debt securities – current	1,948		1,285		Marketable debt securities – current	2,599		2,987
Marketable debt securities – non-current		288		433

Total cash, cash equivalents and marketable debt securities	Total cash, cash equivalents and marketable debt securities	13,218		16,264		Total cash, cash equivalents and marketable debt securities	14,968		16,966
Short-term debt obligations	Short-term debt obligations	(1,777)		(2,340)		Short-term debt obligations	(7,522)		(4,948)
Long-term debt	Long-term debt	(44,505)		(48,336)		Long-term debt	(37,450)		(39,605)
Net debt position	Net debt position	$	(33,064)	$	(34,412)	Net debt position	$	(30,004)	$	(27,587)

We regularly assess our anticipated working capital needs, debt and leverage levels, debt maturities, capital expenditure requirements, dividend payouts, potential share repurchases and future investments or acquisitions in order to maximize shareholder return, efficiently finance our ongoing operations and maintain flexibility for future strategic transactions. We also regularly evaluate our capital structure to ensure financial risks, adequate liquidity access and lower cost of capital are efficiently managed, which may lead to the issuance of additional debt securities, the repurchase of debt securities prior to maturity or the issuance or repurchase of common stock. Under the Tax Cuts and Jobs Act of 2017, research and development costs are required to be capitalized and amortized for US tax purposes effective January 1, 2022. Absent a change in law, we estimate our US income tax payments will increase by nearly $2.0 billion as compared to 2021. We believe that our existing cash, cash equivalents and marketable debt securities together with cash generated from operations and, if required, from the issuance of commercial paper will be sufficient to satisfy our anticipated cash needs for at least the next few years, including dividends, capital expenditures, milestone payments, working capital, income taxes, restructuring initiatives, business development, repurchase of common stock, debt maturities of approximately ~~$13.0~~$16.3 billion through ~~2024~~2026 as well as any debt repurchases through redemptions or tender offers. The net debt position increased by $2.4 billion due to common stock repurchases and dividends of $6.2 billion, partially offset by cash from operating activities of $3.8 billion.

We have a share repurchase program authorized by our Board of Directors allowing for repurchases of our shares. The specific timing and number of shares repurchased will be determined by our management at its discretion and will vary based on market conditions, securities law limitations and other factors. The share repurchase program does not obligate us to repurchase any specific number of shares, does not have a specific expiration date and may be suspended or discontinued at any time. The repurchases may be effected through a combination of one or more open market repurchases, privately negotiated transactions, transactions structured through investment banking institutions and other derivative transactions, relying on Rule 10b-18 and Rule 10b5-1 under the Exchange Act. The outstanding share repurchase ~~authority~~ authorization under the program was ~~$4.4~~$15.2 billion as of December 31, ~~2020.~~2021. In ~~January 2021, our Board~~the first quarter of ~~Directors approved~~2022, we executed ASR agreements to repurchase an ~~increase~~aggregate $5.0 billion of ~~$2.0 billion to the share repurchase authorization for our~~ common stock, increasing the total outstanding share repurchase authorization to approximately $6.4 billion. We repurchased approximately 28 million shares of our common stock for $1.8 billion during the three months ended March 31, 2021 reducing thestock. The remaining share repurchase capacity under the share repurchase program towas approximately ~~$4.6~~$10.2 billion as of March 31, ~~2021.~~2022. Refer to “Item 1. Financial Statements—Note 15. Equity” for additional information.

Dividend payments were ~~$1.1~~$1.2 billion in the ~~three months ended March 31, 2021.~~first quarter of 2022. Dividends declared per common share were ~~$0.49~~$0.54 in the ~~three months ended March 31, 2021.~~first quarter of 2022. Dividend decisions are made on a quarterly basis by our Board of Directors.

Annual capital expenditures were approximately ~~$750~~$970 million in ~~2020~~2021 and are expected to be approximately ~~$1.3 billion in 2021 and~~ $1.2 billion in ~~2022.~~2022 and 2023. We continue to make capital expenditures in connection with the expansion of our manufacturing capabilities, research and development and other facility-related activities.

In the first quarter of 2022, we issued an aggregate principal amount of $6.0 billion of debt consisting of $1.75 billion of 2.950% Notes due 2032, $1.25 billion of 3.550% Notes due 2042, $2.0 billion of 3.700% Notes due 2052 and $1.0 billion of 3.900% Notes due 2062 with net proceeds of $5.9 billion.

In the first quarter of 2022, we purchased aggregate principal amount of $5.2 billion of certain of our debt securities for approximately $5.8 billion of cash in tender offers.

In April 2022, we purchased aggregate principal amount of $849 million of certain of our debt securities for approximately $880 million of cash pursuant to “make whole” redemptions.

At December 31, 2021, we had four separate revolving credit facilities totaling $6.0 billion, which consisted of a 364-day $2.0 billion facility which expired in January 2022, a three-year $1.0 billion facility which expired in January 2022 and two five-year $1.5 billion facilities that were extended to September 2025 and July 2026, respectively.

In January 2022, we entered into a five-year $5.0 billion facility expiring in January 2027, which is extendable annually by one year with the consent of the lenders. This facility provides for customary terms and conditions with no financial covenants and may be used to provide backup liquidity for our commercial paper borrowings. Concurrently with the entry into this facility, the commitments under our existing five-year $1.5 billion facilities were terminated and the three-year $1.0 billion facility and 364-day $2.0 billion facility expired in accordance with their terms in January 2022. No borrowings were outstanding under revolving credit facilities at March 31, 2022 or December 31, 2021.

Under our commercial paper program, we may issue a maximum of $5.0 billion unsecured notes that have maturities of not more than 366 days from the date of issuance. There were no commercial paper borrowings outstanding as of March 31, ~~2021.~~

In March 2021, we purchased aggregate principal amount of $3.5 billion of certain of our debt securities for approximately $4.0 billion of cash in a series of tender offers and “make whole” redemptions. In addition, our $500 million 2.875% Notes matured and were repaid.

As of March 31, 2021, we had four separate revolving credit facilities totaling $6.0 billion, which consisted of a 364-day $2.0 billion facility expiring in January 2022, a three-year $1.0 billion facility expiring in January 2022 and two five-year $1.5 billion facilities that were extended to September 2024 and July 2025, respectively. The revolving facilities provide for customary terms and conditions with no financial covenants, may be used to provide backup liquidity for our commercial paper borrowings and are extendable annually by one year on the anniversary date with the consent of the lenders. No borrowings were outstanding under revolving credit facilities at March 31, 2021 or December 31, 2020.

~~In November 2020, we entered into a $4.0 billion delayed draw term loan credit agreement which was terminated in February 2021.~~2022.

Our investment portfolio includes non-current marketable debt securities, which are subject to changes in fair value as a result of interest rate fluctuations and other market factors. Our investment policy establishes limits on the amount and time to maturity of investments with any institution. The policy also requires that investments are only entered into with corporate and financial institutions that meet high credit quality standards. Refer to “Item 1. Financial Statements—Note 9. Financial Instruments and Fair Value Measurements” for further information.

Credit Ratings

Our current long-term and short-term credit ratings assigned by Moody’s Investors Service are A2 and Prime-1, respectively, with a stable long-term credit outlook, and our current long-term and short-term credit ratings assigned by Standard & Poor’s are A+ and A-1, respectively with a ~~negative~~stable long-term credit outlook. The long-term ratings reflect the agencies’ opinion that we have a low default risk but are somewhat susceptible to adverse effects of changes in circumstances and economic conditions. The short-term ratings reflect the agencies’ opinion that we have good to extremely strong capacity for timely repayment. Any credit rating downgrade may affect the interest rate of any debt we may incur, the fair market value of existing debt and our ability to access the capital markets generally.

Cash Flows

The following is a discussion of cash flow activities:


		Three Months Ended March 31,					Three Months Ended March 31,
Dollars in Millions	Dollars in Millions	2021		2020		Dollars in Millions	2022		2021
Cash flow provided by/(used in):	Cash flow provided by/(used in):					Cash flow provided by/(used in):
Operating activities	Operating activities	$	3,824	$	3,937	Operating activities	$	3,812	$	3,824
Investing activities	Investing activities	(143)		610		Investing activities	95		(143)
Financing activities	Financing activities	(7,295)		(1,054)		Financing activities	(5,653)		(7,295)

Operating Activities

Cash flow from operating activities represents the cash receipts and disbursements from all of our activities other than investing and financing activities. Operating cash flow is derived by adjusting net earnings for noncontrolling interest, non-cash operating items, gains and losses attributed to investing and financing activities and changes in operating assets and liabilities resulting from timing differences between the receipts and payments of cash and when the transactions are recognized in our results of operations. As a result, changes in cash from operating activities reflect the timing of cash collections from customers and alliance partners; payments to suppliers, alliance partners and employees; customer discounts and rebates; and tax payments in the ordinary course of business. For example, annual employee bonuses are typically paid in the first quarter of the subsequent year. ~~In addition, cash collections continue to be impacted by longer payment terms for certain biologic products in the U.S., primarily our newer oncology products including~~ ~~Opdivo~~, ~~Yervoy~~ ~~and~~ ~~Empliciti~~ ~~(75 days). The longer payment terms are used to more closely align with the insurance reimbursement timing for physicians and cancer centers following administration to the patients.~~

~~The $100 million change in cash~~Cash flow from operating activities decreased by $12 million compared to 2020 was primarily attributable to the reversion of retirement medical plan assets of approximately $300 million (net of excise taxes) in the first quarter 2020, partially offset by collections and payments in the ordinary course of business.2021.

Investing Activities

Cash requirements from investing activities include cash used for acquisitions, manufacturing and facility-related capital expenditures and purchases of marketable securities with original maturities greater than 90 days at the time of purchase, proceeds from business divestitures (including royalties), the sale and maturity of marketable securities, sale of equity investments and upfront and contingent milestones from licensing arrangements.

The ~~$750~~$238 million change in cash flow from investing activities compared to ~~2020~~2021 was primarily attributable to changes in the amount of marketable debt securities held of ~~$1.2 billion,~~$900 million and higher proceeds from divestitures, partially offset by ~~higher~~lower proceeds from sales of equity investments of ~~approximately~~ $400 million and higher Acquired IPRD payments of $330 million.

Financing Activities

Cash requirements from financing activities include cash used to pay dividends, repurchase common stock and repay long-term debt and other borrowings reduced by proceeds from the exercise of stock options and issuance of long-term debt and other borrowings.

The ~~$6.2~~$1.6 billion change in cash flow from financing activities compared to ~~2020~~2021 was primarily due to ~~higher~~changes in the amount of debt securities of $4.7 billion resulting from debt issuances and repayments, ~~of $4.5 billion and~~partially offset by higher ~~share~~ repurchases of ~~$1.7 billion in 2021.~~

common stock ($3.2 billion).

Product and Pipeline Developments

Our R&D programs are managed on a portfolio basis from early discovery through late-stage development and include a balance of early-stage and late-stage programs to support future growth. Our late stage R&D programs in Phase III development include both investigational compounds for initial indications and additional indications or formulations for marketed products. The following are the developments in our marketed products and our late-stage pipeline since the start of the first quarter:


Product			Indication			Date			Developments

Opdivo

Bladder

April 2022

Announced EC approval of Opdivo for the adjuvant treatment of adults with muscle-invasive urothelial carcinoma with tumor cell PD-LI expression > 1% who are at risk of recurrence after undergoing radical resection. The approval is based on results from the Phase III CheckMate -274 trial.

March ~~2021~~2022

Ono, our alliance partner for Opdivo in Japan, announced that the ~~submission~~Japan's Ministry of ~~a supplemental application for~~Health, Labour and Welfare approved Opdivo ~~to expand its use as~~for the adjuvant ~~therapy~~treatment of ~~resected~~ urothelial ~~cancer,~~carcinoma, for a partial change in approved items of the manufacturing and marketing approval. The ~~application~~approval is based on results from the ~~global~~ Phase III CheckMate-274 (ONO-4538-33) trial.

Esophageal

April 2022

Announced EC approval of Opdivo in combination with fluoropyrimidine- and platinum-based chemotherapy for the first-line treatment of adult patients with unresectable advanced, recurrent, or metastatic ESCC with PD-L1 expression > 1%. The approval is based on results from the Phase III CheckMate -648 trial.

Melanoma

March ~~2021~~2022

Announced that the Phase III PIVOT IO-001 trial did not meet the primary endpoints of progression-free survival (PFS) and objective response rate (ORR) in patients with previously untreated unresectable or metastatic melanoma who were treated with bempegaldesleukin in combination with Opdivo compared to Opdivo monotherapy. The DMC notified the companies that the third primary endpoint of overall survival (OS) did not meet statistical significance at the first interim analysis. The trial was conducted in collaboration with Nektar. The trial will be unblinded and no additional analyses for the OS endpoint will be performed.

Based on subsequent results from pre-planned analyses of two late-stage clinical studies in RCC and bladder cancer, coupled with the results of PIVOT IO-001 noted above, BMS and Nektar have jointly decided to end the global clinical development program for bempegaldesleukin in combination with Opdivo.

NSCLC

April 2022

Announced results from the Phase III CheckMate-816 trial which showed that neoadjuvant treatment with Opdivo in combination with chemotherapy significantly improved event-free survival, a primary endpoint, compared to chemotherapy alone in patients with resectable NSCLC. Opdivo in combination with chemotherapy reduced the risk of disease recurrence, progression or death by 37%, and demonstrated favorable early overall survival trend.

March 2022

Announced that the EMA validated the ~~type~~Type II ~~variation~~Variation application for Opdivo in combination with chemotherapy for the ~~adjuvant~~neoadjuvant treatment of patients with ~~surgically resected, high-risk muscle-invasive urothelial carcinoma.~~resectable stage IB to IIIA NSCLC. The application is based on results from the Phase III ~~CheckMate-274~~CheckMate-816 trial.

~~Gastric and Esophageal Cancers~~

~~April 2021~~March 2022

Announced FDA approval of Opdivo in combination with ~~combination with fluoropyrimidine- and platinum-containing~~platinum-doublet chemotherapy for the treatment of adult patients with ~~advanced or metastatic gastric cancer, gastroesophageal junction cancer, and esophageal adenocarcinoma, regardless of PD-L1 expression status.~~resectable NSCLC in the neoadjuvant setting. The approval is based on the Phase III ~~CheckMate-649~~CheckMate-816 trial.

RCC

April ~~2021~~2022

Announced, ~~positive topline~~with our alliance partner Nektar, that based on results from pre-planned analysis of two late-stage clinical studies of bempegaldesleukin in combination with Opdivo in RCC and bladder cancer, to jointly end the ~~Phase III CheckMate-648 trial evaluating treatment~~global clinical development program for bempegaldesleukin in combination with Opdivo ~~plus chemotherapy or~~ ~~Opdivo~~ ~~plus~~ ~~Yervoy~~ ~~in patients with unresectable advanced or metastatic ESCC.~~

~~Opdivo~~ ~~plus chemotherapy demonstrated a statistically significant~~. These studies and ~~clinically meaningful benefit for the primary and secondary endpoints of overall survival in patients whose tumors express PD-L1 and~~all other ongoing studies in the all-randomized patient population at the pre-specified interim analysis, and also the primary endpoint of progression-free survival (PFS) by blinded independent central review (BICR) in patients whose tumors express PD-L1.

~~Opdivo~~ ~~plus~~ ~~Yervoy~~ ~~also met its primary and secondary endpoints of overall survival in patients whose tumors express PD-L1 and in the all-randomized population.~~ ~~Opdivo~~ ~~plus~~ ~~Yervoy~~ ~~did not meet the other primary endpoint of PFS by BICR in patients whose tumors express PD-L1.~~program will be discontinued.

February ~~2021~~2022

~~Ono, our alliance partner for~~Announced two-year follow-up results from analysis of the Phase III CheckMate-9ER trial, demonstrating sustained survival, response rate benefits, and health-related quality of life improvements, with the combination of Opdivo ~~in Japan, announced the submission of a supplemental application for~~and ~~Opdivo~~CABOMETYX* ~~to expand~~versussunitinib in the ~~use for the adjuvant therapy~~first-line treatment of resected esophageal cancer, for a partial change in approved items of the manufacturing and marketing approval. The application is based on results from the global Phase III CheckMate-577 (ONO-4538-43) trial.advanced RCC.


~~January 2021~~Opdivo + Yervoy	Esophageal	April 2022	Announced ~~that the FDA accepted the sBLA for~~EC approval of Opdivoplus for the treatment of patients with resected esophageal or gastroesophageal junction cancer in the adjuvant setting, after neoadjuvant chemoradiation therapy. The FDA granted the application Priority Review and assigned a PDUFA goal date of May 20, 2021. The application is based on results from the Phase III CheckMate-577 trial.
~~January 2021~~	~~Announced that the EMA validated the MAA for~~ Yervoy~~Opdivo~~ as an adjuvant treatment for esophageal or gastroesophageal junction cancer in adult patients with residual pathologic disease after neoadjuvant chemoradiotherapy and resection. The application is based on results from the Phase III CheckMate-577 trial.
~~January 2021~~	~~Announced that the EMA validated the Type II Variation MAA for~~ ~~Opdivo~~ ~~in combination with fluoropyrimidine- and platinum-based combination chemotherapy~~ for the first-line treatment of adult patients with unresectable advanced, recurrent or metastatic ~~gastric cancer, gastroesophageal junction cancer or esophageal adenocarcinoma. The application is based on results from the pivotal Phase III Checkmate-649 trial.~~
~~Lymphoma~~	~~January 2021~~	~~Ono, our alliance partner for~~ ~~Opdivo~~ ~~in Japan, announced the submission of a supplemental application for~~ ~~Opdivo~~ ~~to expand the use for the treatment of pediatric patients~~ESCC with recurrent or refractory classical Hodgkin lymphoma, for a partial change in approved items of the manufacturing and marketing approval. The application is based on the result of the investigator-initiated clinical trial (NCCH1606, Study abbreviation: PENGUIN)tumor cell PD-L1 expression > 1%.
~~RCC~~	~~April 2021~~	~~Announced EC approval of~~ ~~Opdivo~~ ~~in combination with~~ ~~Cabometyx~~* for the first-line treatment of adults with advanced RCC. The approval is based on results from the Phase III ~~CheckMate-9ER~~CheckMate -648 trial.


~~January 2021~~Reblozyl			Beta Thalassemia			March 2022			Announced that the FDA ~~approval~~has extended the review of the sBLA for ~~Opdivo~~Reblozyl ~~in combination with~~ ~~Cabometyx~~* for the ~~first-line~~ treatment of ~~patients~~anemia in adults with ~~advanced RCC.~~non-transfusion dependent beta thalassemia to June 27, 2022 to allow sufficient time to review a written response to an information request. The ~~approval is~~sBLA was based on results from the Phase ~~III CheckMate-9ER~~II BEYOND trial.


Product			Indication			Date			Developments


~~Opdivo + Yervoy~~Abecma			~~MPM~~Multiple Myeloma			~~April 2021~~January 2022			~~Received a positive CHMP opinion~~Announced Japan's Ministry of Health, Labour and Welfare approval of ~~Opdivo~~ ~~plus~~ ~~Yervoy~~Abecma for the ~~first-line~~ treatment of ~~adults~~adult patients with ~~unresectable MPM.~~relapsed or refractory multiple myeloma, who have received at least three prior therapies, including an immunomodulatory agent, a proteasome inhibitor and an anti-CD38 antibody, and have either experienced disease progression on the last therapy or relapse after the last therapy. The approval is based on results from the Phase II BB2121-MM-001 and Phase I CRB-401 trials.


Zeposia			UC			February ~~2021~~2022			Announced interim results from the Phase III True North open-label extension trial evaluating the long-term efficacy and safety profile of Zeposia in patients with moderately to severely active UC through Week 142. Findings show that the percentage of patients achieving clinical remission, clinical response, endoscopic improvement and corticosteroid-free remission was maintained.


Breyanzi	Lymphoma	April 2022	Announced EC approval of Breyanzi for the treatment of adult patients with relapsed or refractory diffuse large B-cell lymphoma, primary mediastinal large B-cell lymphoma, and follicular lymphoma grade 3B after two or more lines of systemic therapy. The approval is based on results from the TRANSCEND WORLD and TRANSCEND NHL 001 trials.
		March 2022	Announced that Japan's Ministry of Health, Labour and Welfare has accepted the sNDA for Breyanzi for the second-line treatment of patients with relapsed or refractory large B-cell lymphoma. The acceptance is based on results from the Phase III TRANSFORM trial and other studies.
		February 2022	Announced that the FDA has accepted for priority review the ~~sNDA for~~sBLA to expand its current indication to include earlier use of ~~Zeposia~~Breyanzi for the treatment of adults with ~~moderately to severely active UC.~~relapsed or refractory large B-cell lymphoma after failure of first-line therapy. The FDA ~~granted the application Priority Review and~~has assigned a PDUFA goal date of ~~May 30, 2021.~~June 24, 2022. The sBLA is based on results from the Phase III TRANSFORM trial.


Opdualag (nivolumab and relatlimab-rmbw)			Melanoma			March 2022			Announced FDA approval of Opdualag (nivolumab and relatlimab-rmbw), a fixed-dose combination of nivolumab and relatlimab, a novel LAG-3 inhibitor, for the treatment of adult and pediatric patients 12 years of age or older with unresectable or metastatic melanoma. The approval is based on results from the Phase II/III RELATIVITY-047 trial.


Camzyos (mavacamten)			Obstructive HCM			April 2022			Announced FDA approval of Camzyos (mavacamten) for the treatment of adults with symptomatic New York Heart Association class II-III obstructive HCM to improve functional capacity and symptoms. The approval is based on results from the Phase III EXPLORER-HCM trial.


~~Inrebic~~mavacamten			~~Myelofibrosis~~			~~February 2021~~			~~Announced EC approval of~~ ~~Inrebic~~ for the treatment of disease-related splenomegaly (enlarged spleen) or symptoms in adult patients with primary myelofibrosis, post-polycythaemia vera myelofibrosis or post-essential thrombocythaemia myelofibrosis, who are JAK inhibitor naïve or have been treated with ruxolitinib.


~~Onureg~~			~~AML~~Obstructive HCM			April ~~2021~~2022			~~Received a positive CHMP opinion of~~ ~~Onureg~~ ~~as a maintenance~~Announced that Phase 3 VALOR-HCM trial met its primary and secondary endpoints, significantly reducing the need for septal reduction therapy (SRT) in ~~adult~~ patients with ~~AML~~severely symptomatic obstructive HCM who ~~achieved complete remission or complete remission with incomplete blood count recovery following induction therapy with or without consolidation treatment and who are not candidates~~had been appropriate for ~~including those who choose not to proceed to, hematopoietic stem cell transplantation.~~


~~Breyanzi~~ ~~(liso-cel)~~	~~Lymphoma~~	~~March 2021~~	~~Announced Japan’s Ministry~~SRT per the 2011 American College of ~~Health, Labour and Welfare approval of~~ ~~Breyanzi~~ ~~(lisocabtagene maraleucel: liso-cel) for the treatment of patients with relapsed or refractory large B-cell lymphoma1 and relapsed or refractory follicular lymphoma.~~
		~~February 2021~~	~~Announced FDA approval of~~ ~~Breyanzi~~ (lisocabtagene maraleucel; liso-cel), for the treatment of adult patients with relapsed or refractory large B-cell lymphoma after two or more lines of systemic therapy, including diffuse large B-cell lymphoma not otherwise specified (including DLBCL arising from indolent lymphoma), high-grade B-cell lymphoma, primary mediastinal large B-cell lymphoma, and follicular lymphoma grade 3B.


~~Abecma~~ ~~(ide-cel)~~			~~Multiple Myeloma~~			~~March 2021~~			~~Announced with bluebird FDA approval of~~ ~~Abecma~~ (idecabtagene vicleucel; ide-cel) for the treatment of adult patients with relapsed or refractory multiple myeloma after four or more prior lines of therapy, including an immunomodulatory agent, a proteasome inhibitor, and an anti-CD38 monoclonal antibody.


~~deucravacitinib~~			~~Plaque Psoriasis~~			~~February 2021~~			Announced positive results from POETYK PSO-2, the second pivotal Phase III trial evaluating deucravacitinib (tyrosine kinase 2 inhibitor) for the treatment of patients with moderate to severe plaque psoriasis. POETYK PSO-2 met both co-primary endpoints versus placebo, with significantly more patients achieving Psoriasis Area and Severity Index (PASI 75), defined asCardiology/American Heart Association Guidelines at ~~least a 75 percent improvement of~~ baseline, ~~PASI, and a static Physician's Global Assessment (sPGA) score of clear or almost clear (sPGA 0/1)~~ after 16 weeks of ~~treatment.~~

			treatment with mavacamten.
~~mavacamten~~	~~oHCM~~April 2022	Announced that interim results from the EXPLORER-LTE cohort of the MAVA-LTE trial in patients with symptomatic obstructive HCM showed sustained improvements in cardiovascular outcomes at 48 and 84-weeks, no new safety signals were observed.
~~March 2021~~February 2022	Announced that VALOR-HCM, the ~~FDA accepted the NDA for~~Phase III randomized, double-blind, placebo-controlled trial evaluating mavacamten ~~an investigational, novel, oral, allosteric modulator of cardiac myosin, for patients~~in adults with symptomatic obstructive ~~hypertrophic cardiomyopathy. The FDA has assigned a PDUFA goal date of January 28, 2022.~~


~~relatlimab~~			~~Melanoma~~			~~March 2021~~			~~Announced primary results from the Phase II/III RELATIVITY-047 (CA224-047) trial evaluating the fixed-dose combination of relatlimab, an anti-LAG-3 antibody, and~~ ~~Opdivo~~ ~~versus~~ ~~Opdivo~~ ~~alone in patients with previously untreated metastatic or unresectable melanoma. The trial~~HCM who are eligible for septal reduction therapy, met its primary endpoint of progression-free survival. Follow up for overall survival, a secondary endpoint, is ongoing. The fixed-dose combination was well-tolerated and there were no new safety signals reported in either the relatlimab and at Week 16.~~Opdivo~~ ~~combination arm or the~~ ~~Opdivo~~ ~~arm.~~

Critical Accounting Policies

The preparation of financial statements requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenue and expenses. Our critical accounting policies are those that significantly impact our financial condition and results of operations and require the most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. Because of this uncertainty, actual results may vary from these estimates. For a discussion of our critical accounting policies, refer to “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our ~~2020~~2021 Form 10-K. There have been no material changes to our critical accounting policies during the three months ended March 31, ~~2021.~~2022. For information regarding the impact of recently adopted accounting standards, refer to “Item 1. Financial Statements—Note.1 Basis of Presentation and Recently Issued Accounting Standards.”

Special Note Regarding Forward-Looking Statements

This Quarterly Report on Form 10-Q (including documents incorporated by reference) and other written and oral statements we make from time to time contain certain “forward-looking” statements within the meaning of Section 27A of the Securities Act, and Section 21E of the Exchange Act. You can identify these forward-looking statements by the fact they use words such as “should,” “could,” “expect,” “anticipate,” “estimate,” “target,” “may,” “project,” “guidance,” “intend,” “plan,” “believe,” “will” and other words and terms of similar meaning and expression in connection with any discussion of future operating or financial performance. One can also identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. Such forward-looking statements are based on ~~historical performance and~~ current expectations and projections about our future financial results, goals, plans and objectives and involve inherent risks, assumptions and uncertainties, including internal or external factors that could delay, divert or change any of them in the next several years, and could cause our future financial results, goals, plans and objectives to differ materially from those expressed in, or implied by, the statements. These statements are likely to relate to, among other things, our goals, plans and objectives regarding our financial position, results of operations, cash flows, market position, product development, product approvals, sales efforts, expenses, performance or results of current and anticipated products, our business development strategy ~~generally~~ and in relation to our ability to realize the projected benefits of our acquisitions of Celgene and MyoKardia, ~~the full extent of~~ the impact of the COVID-19 pandemic on our operations and the development and commercialization of our products, potential laws and regulations to lower drug costs, market actions taken by private and government payers to manage drug utilization and contain costs, the expiration of patents or data protection on certain products, including assumptions about our ability to retain ~~patent~~marketing exclusivity of certain products, and the outcome of contingencies such as legal proceedings and financial results. No forward-looking statement can be guaranteed. ~~We included in this~~This Quarterly Report on Form 10-Q, ~~in the 2020~~our 2021 Form 10-K, particularly under the ~~caption~~section “Item 1A. Risk Factors,” and in our other filings with the SEC, include additional information on the factors that we believe could cause actual results to differ materially from any forward-looking statement.

Although we believe that we have been prudent in our plans and assumptions, no assurance can be given that any goal or plan set forth in forward-looking statements can be achieved and readers are cautioned not to place undue reliance on such statements, which speak only as of the date made. Additional risks that we may currently deem immaterial or that are not presently known to us could also cause the forward-looking events discussed in this Quarterly Report on Form 10-Q not to occur. Except as otherwise required by applicable law, we undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, changed circumstances or otherwise after the date of this Quarterly Report on Form 10-Q.

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

For a discussion of our market risk, refer to “Item 7A. Quantitative and Qualitative Disclosures about Market Risk” in our ~~2020~~2021 Form 10-K.

Item 4. CONTROLS AND PROCEDURES

Management carried out an evaluation, under the supervision and with the participation of its chief executive officer and chief financial officer, of the effectiveness of the design and operation of its disclosure controls and procedures, as defined in Exchange Act Rules 13a-15(e) and 15d-15(e), as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on this evaluation, our principal executive officer and principal financial officer concluded that as of March 31, ~~2021,~~2022, such disclosure controls and procedures are effective.

There were no changes in the Company’s internal control over financial reporting during the quarter ended March 31, ~~2021~~2022 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II—OTHER INFORMATION

Item 1. LEGAL PROCEEDINGS

Information pertaining to legal proceedings can be found in “Item 1. Financial Statements—Note 17. Legal Proceedings and Contingencies,” to the interim consolidated financial statements, and is incorporated by reference herein.

Item 1A. RISK FACTORS

There have been no material changes from the risk factors disclosed in the Company’s ~~2020~~2021 Form 10-K.

Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The following table summarizes the surrenders of our equity securities during the three months ended March 31, ~~2021:~~2022:

Period
Total Number of Shares Purchased(a)
Average Price Paid per Share(a)
Total Number of Shares Purchased as Part of Publicly Announced Programs(b)
Approximate Dollar Value of Shares that May Yet Be Purchased Under the Programs(b)
Dollars in Millions, Except Per Share Data
January 1 to 31, 2021 12,543,528 $ 64.11 11,467,054 $ 5,675
February 1 to 28, 2021 12,475,605 61.11 12,365,100 4,919
March 1 to 31, 2021 6,316,114 62.05 4,453,652 4,641
Three months ended March 31, 2021 31,335,247 28,285,806


Period	Total Number of Shares Purchased(a)	Average Price Paid per Share(a)		Total Number of Shares Purchased as Part of Publicly Announced Programs(b)	Approximate Dollar Value of Shares that May Yet Be Purchased Under the Programs(b)
Dollars in Millions, Except Per Share Data
January 1 to 31, 2022	840,489	$	64.75	—	$	15,169
February 1 to 28, 2022(c)	64,583,226			64,501,440	10,169
March 1 to 31, 2022	2,330,783	68.44		—	10,169
Three months ended March 31, 2022	67,754,498			64,501,440

(a)Includes shares repurchased as part of publicly announced programs and shares of common stock surrendered to the Company to satisfy tax-withholding obligations in connection with the vesting of awards under our long-term incentive program. Shares surrendered for tax-withholding included 840,489 in January, 81,786 in February and 2,330,783 in March, with average prices of $64.75, $66.13 and $68.44, respectively.

(b)In May 2010, the Board of Directors authorized the repurchase of up to $3.0 billion of our common stock and in June 2012 increased its authorization for the repurchase of our common stock by an additional $3.0 billion. The Board of Directors approved a new share repurchase program authorizing the repurchase of an additional $3.0 billion of our common stock in October 2016 and further increased its authorization for the repurchase of our common stock by approximately $7.0 billion in November 2019 and $5.0 billion in February 2020. In January and December 2021, the Board of Directors approved an increase of $2.0 billion and $15.0 billion, respectively, to the share repurchase authorization for our common stock. The remaining share repurchase capacity under the program ~~was~~is approximately ~~$4.6~~$10.2 billion as of March 31, ~~2021.~~2022. Refer to “Item 1. Financial Statements-Note 15. Equity” for information on the share repurchase program.

(c)On February 8, 2022, as part of our existing share repurchase program, BMS executed accelerated share repurchase (“ASR”) agreements to repurchase an aggregate $5.0 billion of common stock. Approximately 65 million shares of common stock (85% of the $5.0 billion aggregate purchase price calculated on the basis of a price of $65.89 per share, the closing share price of the Company's common stock on February 8, 2022) were received by BMS and included in treasury stock. The total number of shares to be repurchased under the ASR agreements, and the average price paid per share, will be determined at the settlement of the ASR agreements and will be based on volume-weighted average prices of BMS's common stock during the terms of the ASR transactions less a discount and subject to adjustments pursuant to the terms and conditions of the ASR agreements.

Item 6. EXHIBITS

Exhibits (listed by number corresponding to the Exhibit Table of Item 601 in Regulation S-K).


Exhibit No.						Description
4a.						Thirteenth Supplemental Indenture, dated as of March 2, 2022, by and between Bristol-Myers Squibb Company and The Bank of New York Mellon, as Trustee, to the Indenture dated as of June 1, 1993 (incorporated herein by reference to Exhibit 4.1 to the Form 8-K dated and filed on March 2, 2022).
4b.						Form of $1,750,000,000 2.950% Notes due 2032 (incorporated herein by reference to Exhibit 4.2 to the Form 8-K dated and filed on March 2, 2022).
4c.						Form of $1,250,000,000 3.550% Notes due 2042 (incorporated herein by reference to Exhibit 4.3 to the Form 8-K dated and filed on March 2, 2022).
4d.						Form of $2,000,000,000 3.700% Notes due 2052 (incorporated herein by reference to Exhibit 4.4 to the Form 8-K dated and filed on March 2, 2022).
4e.						Form of $1,000,000,000 3.900% Notes due 2062 (incorporated herein by reference to Exhibit 4.5 to the Form 8-K dated and filed on March 2, 2022).
31a.						Section 302 Certification Letter.
31b.						Section 302 Certification Letter.
32a.						Section 906 Certification Letter.
32b.						Section 906 Certification Letter.
101.INS						XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH						XBRL Taxonomy Extension Schema Document.
101.CAL						XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF						XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB						XBRL Taxonomy Extension Label Linkbase Document.
101.PRE						XBRL Taxonomy Extension Presentation Linkbase Document.
104						Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

* Indicates, in this Quarterly Report on Form 10-Q, brand names of products, which are registered trademarks not solely owned by the Company or its subsidiaries. Abilify is a trademark of Otsuka Pharmaceutical Co., Ltd.; Atripla is a trademark of Gilead Sciences, ~~Inc.~~LLC.;~~Avapro/Avalide~~ ~~(known in the EU as~~ ~~Aprovel/Karvea) and~~ ~~Plavix~~ ~~are trademarks of Sanofi;~~ Byetta is a trademark of Amylin Pharmaceuticals, LLC; Cabometyx is a trademark of Exelixis, Inc.; ~~Erbitux~~ ~~is a trademark of ImClone LLC;~~ Onglyza is a trademark of AstraZeneca AB;~~Gleevec~~ ~~is a trademark of Novartis AG;~~ Keytruda is a trademark of Merck Sharp & Dohme Corp; Otezla is a trademark of Amgen Inc.; Tecentriq is a trademark of Genentech, Inc.; and Yescarta is a trademark of Kite Pharma, Inc. Brand names of products that are in all italicized letters, without an asterisk, are registered trademarks of BMS and/or one of its subsidiaries.

SUMMARY OF ABBREVIATED TERMS

Bristol-Myers Squibb Company and its consolidated subsidiaries may be referred to as ~~Bristol-Myers~~Bristol Myers Squibb, BMS, the Company, we, our or us in this Quarterly Report on Form 10-Q, unless the context otherwise indicates. Throughout this Quarterly Report on Form 10-Q we have used terms which are defined below:


~~2020~~2021 Form 10-K	Annual Report on Form 10-K for the fiscal year ended December 31, ~~2020~~2021	LIBOR	London Interbank Offered Rate
Agenus	Agenus Inc.	Lilly	Eli Lilly and Company
AML	acute myeloid leukemia	LOE	loss of exclusivity
~~Amgen~~Amylin	~~Amgen~~Amylin Pharmaceuticals, Inc.	MAA	~~market~~marketing authorization application
~~AML~~aNDA	~~acute myeloid leukemia~~abbreviated new drug application	MDL	multi-district litigation
~~Amylin~~AstraZeneca	~~Amylin Pharmaceuticals, Inc.~~AstraZeneca PLC	MDS	myelodysplastic syndromes
~~aNDA~~BLA	~~abbreviated new drug applications~~biologics license application	MPM	malignant pleural mesothelioma
~~AstraZeneca~~	~~AstraZeneca PLC~~	~~MyoKardia~~	~~MyoKardia, Inc.~~
~~BCMA~~	~~B-cell maturation antigen~~	~~NDA~~	~~New drug application~~
~~BLA~~	~~biologics license application~~	~~NKT~~	~~natural killer T cells~~
bluebird	bluebird bio, Inc.	~~NSCLC~~MyoKardia	~~non-small cell lung cancer~~MyoKardia, Inc.
CAR T	chimeric antigen receptor T-cell	~~NVAF~~NDA	~~non-valvular atrial fibrillation~~new drug application
Celgene	Celgene Corporation	~~oHCM~~NKT	~~obstructive hypertrophic cardiomyopathy~~natural killer T cells
CERCLA	U.S. Comprehensive Environmental Response, Compensation and Liability Act	~~Ono~~NSCLC	~~Ono Pharmaceutical Co., Ltd.~~non-small cell lung cancer
CHMP	Committee for Medicinal Products for Human Use	NVAF	non-valvular atrial fibrillation
CML	chronic myeloid leukemia	OTC	over-the-counter
~~CVR~~CRC	~~contingent value rights~~Colorectal carcinoma	Otsuka	Otsuka Pharmaceutical Co., Ltd.
ECCVR	~~European Commission~~contingent value rights	PD-1	programmed cell death protein 1
~~EMA~~EC	European ~~Medicines Agency~~Commission	PD-L1	programmed death-ligand 1
~~EPS~~Eisai	~~earnings per share~~Eisai Co., Ltd.	PDUFA	The Prescription Drug User Fee Act
~~ESCC~~EMA	~~esophageal squamous cell carcinoma~~European Medicines Agency	Pfizer	Pfizer, Inc.
EUEPS	~~European Union~~earnings per share	PsA	psoriatic arthritis
~~FASB~~ESCC	~~Financial Accounting Standards Board~~esophageal squamous cell carcinoma	Quarterly Report on Form 10-Q	Quarterly Report on Form 10-Q for the quarterly period ended March 31, ~~2021~~2022
EU	European Union	R&D	research and development
FASB	Financial Accounting Standards Board	RA	rheumatoid arthritis
FDA	U.S. Food and Drug Administration	~~R&D~~RBC	~~research and development~~red blood cell
GAAP	U.S. generally accepted accounting principles	RARCC	~~rheumatoid arthritis~~renal cell carcinoma
GILTI	Global intangible low-taxed income	REMS	risk evaluation and mitigation strategy
GTN	gross-to-net	~~RCC~~Sanofi	~~renal cell carcinoma~~Sanofi S.A.
HCC	hepatocellular carcinoma	~~RMS~~sBLA	~~relapsing forms of multiple sclerosis~~supplemental Biologics License Application
HCM	hypertrophic cardiomyopathy	SEC	Securities and Exchange Commission
HIV	human immunodeficiency viruses	~~RRMM~~sNDA	~~relapsed and refractory multiple myeloma~~supplemental new drug application
IO	immuno-oncology	~~Sanofi~~UC	~~Sanofi S.A.~~ulcerative colitis
IPRD	in-process research and development	~~SEC~~U.S.	~~Securities and Exchange Commission~~United States
IRS	Internal Revenue Service	UCUK	~~ulcerative colitis~~United Kingdom
JIA	juvenile idiopathic arthritis	~~U.S.~~VAT	~~United States~~value added tax
Juno	Juno Therapeutics, Inc.	UK	~~United Kingdom~~
~~LIBOR~~	~~London Interbank Offered Rate~~	~~VAT~~	~~value added tax~~
~~Lilly~~	~~Eli Lilly and Company~~	~~VTE~~	~~venous thromboembolic~~

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


		BRISTOL-MYERS SQUIBB COMPANY (REGISTRANT)

Date:	April 29, ~~2021~~2022	By:	/s/ Giovanni Caforio, M.D.
			Giovanni Caforio, M.D. Chairman of the Board and Chief Executive Officer

Date:	April 29, ~~2021~~2022	By:	/s/ David V. Elkins
			David V. Elkins Chief Financial Officer


	Three Months Ended March 31,
COMPREHENSIVE INCOME/(LOSS)	2021		2020
Net Earnings/(Loss)	$	2,029	$	(766)
Other Comprehensive Income/(Loss), net of taxes and reclassifications to earnings:
Derivatives qualifying as cash flow hedges	280		70
Pension and postretirement benefits	23		16
Available-for-sale debt securities	(2)		1
Foreign currency translation	(6)		(116)
Total Other Comprehensive Income/(Loss)	295		(29)

Comprehensive Income/(Loss)	2,324		(795)
Comprehensive Income Attributable to Noncontrolling Interest	8		9
Comprehensive Income/(Loss) Attributable to BMS	$	2,316	$	(804)