Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Feb. 06, 2024 | Jun. 30, 2023 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-01136 | ||
Entity Registrant Name | BRISTOL-MYERS SQUIBB COMPANY | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 22-0790350 | ||
Entity Address, Address Line One | Route 206 & Province Line Road | ||
Entity Address, City or Town | Princeton | ||
Entity Address, State or Province | NJ | ||
Entity Address, Postal Zip Code | 08543 | ||
City Area Code | 609 | ||
Local Phone Number | 252-4621 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Public Float | $ 133,498,889,520 | ||
Entity Common Stock, Shares Outstanding | 2,022,193,411 | ||
Documents Incorporated by Reference | DOCUMENTS INCORPORATED BY REFERENCE: Portions of the definitive proxy statement for the registrant’s Annual Meeting of Shareholders to be filed within 120 days after the conclusion of the registrant's fiscal year ended December 31, 2023 with the U.S. Securities and Exchange Commission pursuant to Regulation 14A of the Securities Exchange Act of 1934, as amended, are incorporated by reference into Part III of this Annual Report on Form 10-K to the extent described therein. | ||
Entity Central Index Key | 0000014272 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Small Business | false | ||
Common Stock, $0.10 Par Value | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Common Stock, $0.10 Par Value | ||
Trading Symbol | BMY | ||
Security Exchange Name | NYSE | ||
1.000% Notes due 2025 | |||
Document Information [Line Items] | |||
Title of 12(b) Security | 1.000% Notes due 2025 | ||
Trading Symbol | BMY25 | ||
Security Exchange Name | NYSE | ||
1.750% Notes due 2035 | |||
Document Information [Line Items] | |||
Title of 12(b) Security | 1.750% Notes due 2035 | ||
Trading Symbol | BMY35 | ||
Security Exchange Name | NYSE | ||
Celgene Contingent Value Rights | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Celgene Contingent Value Rights | ||
Trading Symbol | CELG RT | ||
Security Exchange Name | NYSE |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2023 | |
Audit Information [Abstract] | |
Auditor Name | DELOITTE & TOUCHE LLP |
Auditor Location | Morristown, New Jersey |
Auditor Firm ID | 34 |
CONSOLIDATED STATEMENTS OF EARN
CONSOLIDATED STATEMENTS OF EARNINGS - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Total Revenues | $ 45,006 | $ 46,159 | $ 46,385 | |
Cost of products sold | [1] | 10,693 | 10,137 | 9,940 |
Marketing, selling and administrative | 7,772 | 7,814 | 7,690 | |
Research and development | 9,299 | 9,509 | 10,195 | |
Acquired IPRD | 913 | 815 | 1,159 | |
Amortization of acquired intangible assets | 9,047 | 9,595 | 10,023 | |
Other (income)/expense, net | (1,158) | 576 | (720) | |
Total Expenses | 36,566 | 38,446 | 38,287 | |
Earnings Before Income Taxes | 8,440 | 7,713 | 8,098 | |
Provision for Income Taxes | 400 | 1,368 | 1,084 | |
Net Earnings | 8,040 | 6,345 | 7,014 | |
Noncontrolling Interest | 15 | 18 | 20 | |
Net Earnings Attributable to BMS | $ 8,025 | $ 6,327 | $ 6,994 | |
Earnings per Common Share | ||||
Basic (in dollars per share) | $ 3.88 | $ 2.97 | $ 3.15 | |
Diluted (in dollars per share) | $ 3.86 | $ 2.95 | $ 3.12 | |
Net product sales | ||||
Total Revenues | $ 43,778 | $ 44,671 | $ 45,055 | |
Alliance and other revenues | ||||
Total Revenues | $ 1,228 | $ 1,488 | $ 1,330 | |
[1]Excludes amortization of acquired intangible assets. |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | |||
Net Earnings | $ 8,040 | $ 6,345 | $ 7,014 |
Other Comprehensive Income/(Loss), net of taxes and reclassifications to earnings: | |||
Derivatives qualifying as cash flow hedges | (230) | 54 | 415 |
Pension and postretirement benefits | (115) | 145 | 206 |
Marketable debt securities | 2 | (2) | (9) |
Foreign currency translation | 78 | (210) | (41) |
Total Other Comprehensive Income/(Loss) | (265) | (13) | 571 |
Comprehensive Income | 7,775 | 6,332 | 7,585 |
Comprehensive Income Attributable to Noncontrolling Interest | 15 | 18 | 20 |
Comprehensive Income Attributable to BMS | $ 7,760 | $ 6,314 | $ 7,565 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Current Assets: | ||
Cash and cash equivalents | $ 11,464 | $ 9,123 |
Marketable debt securities | 816 | 130 |
Receivables | 10,921 | 9,886 |
Inventories | 2,662 | 2,339 |
Other current assets | 5,907 | 5,795 |
Total Current assets | 31,770 | 27,273 |
Property, plant and equipment | 6,646 | 6,255 |
Goodwill | 21,169 | 21,149 |
Other intangible assets | 27,072 | 35,859 |
Deferred income taxes | 2,768 | 1,344 |
Marketable debt securities | 364 | 0 |
Other non-current assets | 5,370 | 4,940 |
Total Assets | 95,159 | 96,820 |
Current Liabilities: | ||
Short-term debt obligations | 3,119 | 4,264 |
Accounts payable | 3,259 | 3,040 |
Other current liabilities | 15,884 | 14,586 |
Total Current liabilities | 22,262 | 21,890 |
Deferred income taxes | 338 | 2,166 |
Long-term debt | 36,653 | 35,056 |
Other non-current liabilities | 6,421 | 6,590 |
Total Liabilities | 65,674 | 65,702 |
Commitments and contingencies | ||
Bristol-Myers Squibb Company Shareholders’ Equity: | ||
Preferred stock, $2 convertible series, par value $1 per share: Authorized 10 million shares; issued and outstanding 2,953 in 2023 and 2,991 in 2022, liquidation value of $50 per share | 0 | 0 |
Common stock, par value of $0.10 per share: Authorized 4.5 billion shares; 2.9 billion issued in 2023 and 2022 | 292 | 292 |
Capital in excess of par value of stock | 45,684 | 45,165 |
Accumulated other comprehensive loss | (1,546) | (1,281) |
Retained earnings | 28,766 | 25,503 |
Less cost of treasury stock — 902 million common shares in 2023 and 825 million common shares in 2022 | (43,766) | (38,618) |
Total BMS Shareholders’ Equity | 29,430 | 31,061 |
Noncontrolling interest | 55 | 57 |
Total Equity | 29,485 | 31,118 |
Total Liabilities and Equity | $ 95,159 | $ 96,820 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Statement of Financial Position [Abstract] | ||
Preferred stock, dividend rate, per-dollar-amount (in dollars per share) | $ 2 | $ 2 |
Preferred stock, par or stated value per share (in usd per share) | $ 1 | $ 1 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 2,953 | 2,991 |
Preferred stock, shares outstanding (in shares) | 2,953 | 2,991 |
Preferred stock, liquidation preference, value | $ 50 | $ 50 |
Common stock, par or stated value per share (in usd per share) | $ 0.10 | $ 0.10 |
Common stock, shares authorized (in shares) | 4,500,000,000 | 4,500,000,000 |
Common stock, shares issued (in shares) | 2,900,000,000 | 2,900,000,000 |
Treasury stock, shares (in shares) | 902,000,000 | 825,000,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cash Flows From Operating Activities: | |||
Net Earnings | $ 8,040 | $ 6,345 | $ 7,014 |
Adjustments to reconcile net earnings/(loss) to net cash provided by operating activities: | |||
Depreciation and amortization, net | 9,760 | 10,276 | 10,686 |
Deferred income taxes | (3,288) | (2,738) | (1,393) |
Stock-based compensation | 518 | 457 | 583 |
Impairment charges | 255 | 179 | 1,207 |
Divestiture gains and royalties | (884) | (1,063) | (684) |
Acquired IPRD | 913 | 815 | 1,159 |
Equity investment losses/(gains), net | 160 | 801 | (745) |
Contingent consideration fair value adjustments | (8) | (9) | (542) |
Other adjustments | 308 | 232 | 183 |
Changes in operating assets and liabilities: | |||
Receivables | (995) | (663) | (1,054) |
Inventories | (751) | (69) | 13 |
Accounts payable | 198 | 109 | 245 |
Rebates and discounts | 904 | 427 | 863 |
Income taxes payable | (603) | (1,423) | (1,063) |
Other | (667) | (610) | (265) |
Net Cash Provided by Operating Activities | 13,860 | 13,066 | 16,207 |
Cash Flows From Investing Activities: | |||
Sale and maturities of marketable debt securities | 733 | 6,411 | 4,196 |
Purchase of marketable debt securities | (1,774) | (3,592) | (5,478) |
Proceeds from sales of equity investment securities | 215 | 218 | 2,579 |
Capital expenditures | (1,209) | (1,118) | (973) |
Divestiture and other proceeds | 909 | 1,305 | 748 |
Acquisition and other payments, net of cash acquired | (1,169) | (4,286) | (1,610) |
Net Cash Used in Investing Activities | (2,295) | (1,062) | (538) |
Cash Flows From Financing Activities: | |||
Short-term debt obligations, net | (120) | 194 | (160) |
Issuance of long-term debt | 4,455 | 5,926 | 0 |
Repayment of long-term debt | (3,879) | (11,431) | (6,022) |
Repurchase of common stock | (5,155) | (8,001) | (6,287) |
Dividends | (4,744) | (4,634) | (4,396) |
Stock option proceeds and other, net | 27 | 984 | 641 |
Net Cash Used in Financing Activities | (9,416) | (16,962) | (16,224) |
Effect of Exchange Rates on Cash, Cash Equivalents and Restricted Cash | 45 | (33) | (102) |
Increase/(Decrease) in Cash, Cash Equivalents and Restricted Cash | 2,194 | (4,991) | (657) |
Cash, Cash Equivalents and Restricted Cash at Beginning of Year | 9,325 | 14,316 | 14,973 |
Cash, Cash Equivalents and Restricted Cash at End of Year | $ 11,519 | $ 9,325 | $ 14,316 |
ACCOUNTING POLICIES AND RECENTL
ACCOUNTING POLICIES AND RECENTLY ISSUED ACCOUNTING STANDARDS | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
ACCOUNTING POLICIES AND RECENTLY ISSUED ACCOUNTING STANDARDS | ACCOUNTING POLICIES AND RECENTLY ISSUED ACCOUNTING STANDARDS Nature of Operations and Basis of Consolidation Bristol-Myers Squibb Company (“BMS”, or “the Company”) is a global biopharmaceutical company whose mission is to discover, develop and deliver innovative medicines that help patients prevail over serious diseases. The consolidated financial statements are prepared in conformity with U.S. GAAP, including the accounts of Bristol-Myers Squibb Company and all of its controlled majority-owned subsidiaries and certain variable interest entities. All intercompany balances and transactions are eliminated. Material subsequent events are evaluated and disclosed through the report issuance date. Refer to the Summary of Abbreviated Terms at the end of this 2023 Form 10-K for definitions of capitalized terms used throughout the document. Alliance and license arrangements are assessed to determine whether the terms provide economic or other control over the entity requiring consolidation of an entity. Entities controlled by means other than a majority voting interest are referred to as variable interest entities and are consolidated when BMS has both the power to direct the activities of the variable interest entity that most significantly impacts its economic performance and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the entity. 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.” Use of Estimates and Judgments 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 acquisitions; impairments of intangible assets; charge-backs, cash discounts, sales rebates, returns and other adjustments; legal contingencies; and income taxes. Actual results may differ from estimates. Cash and Cash Equivalents Cash and cash equivalents include bank deposits, time deposits, commercial paper, treasury bills and money market funds. Cash equivalents consist of highly liquid investments with original maturities of three months or less at the time of purchase and are recognized at cost, which approximates fair value. Marketable Debt Securities Marketable debt securities are classified as “available-for-sale” on the date of purchase and reported at fair value. Fair value is determined based on observable market quotes or valuation models using assessments of counterparty credit worthiness, credit default risk or underlying security and overall capital market liquidity. Marketable debt securities are reviewed for impairment by assessing if the decline in market value of the investment below the carrying value is other than temporary, which considers the intent and ability to retain the investment for a period of time sufficient to allow for any anticipated recovery in market value, the duration and extent that the market value has been less than cost and the investee's financial condition. Equity Investments Equity investments with readily determinable fair values are recorded at fair value with changes in fair value recorded in Other (income)/expense, net. Equity investments without readily determinable fair values are recorded at cost minus any impairment, plus or minus changes in their estimated fair value resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Changes in the estimated fair value of equity investments without readily determinable fair values are recorded in Other (income)/expense, net. BMS holds investments in limited partnerships, which primarily invest in early-stage life sciences companies. Such limited partnership investments are measured by using our proportionate share of the net asset values of the underlying investments held by the limited partnerships as a practical expedient. These investments are typically redeemable only through distributions upon liquidation of the underlying assets. Limited partnerships and investments in 50% or less owned companies are accounted for using the equity method of accounting when the ability to exercise significant influence over the operating and financial decisions of the investee is maintained. The proportional share of the investee's net income or losses of equity investments accounted for using the equity method are included in Other (income)/expense, net. Equity investments without readily determinable fair values and equity investments accounted for using the equity method are assessed for potential impairment on a quarterly basis based on qualitative factors. Inventory Valuation Inventories are stated at the lower of average cost or net realizable value. Property, Plant and Equipment and Depreciation Expenditures for additions, renewals and improvements are capitalized at cost. Depreciation is computed on a straight-line method based on the estimated useful lives of the related assets ranging from 20 to 50 years for buildings and 3 to 20 years for machinery, equipment and fixtures. Current facts or circumstances are periodically evaluated to determine if the carrying value of depreciable assets to be held and used may not be recoverable. If such circumstances exist, an estimate of undiscounted future cash flows generated by the long-lived asset, or appropriate grouping of assets, is compared to the carrying value to determine whether an impairment exists at its lowest level of identifiable cash flows. If an asset is determined to be impaired, the loss is measured based on the difference between the asset’s fair value and its carrying value. An estimate of the asset’s fair value is based on quoted market prices in active markets, if available. If quoted market prices are not available, the estimate of fair value is based on various valuation techniques using unobservable fair value inputs, such as a discounted value of estimated future cash flows. Capitalized Software Eligible costs to obtain internal use software are capitalized and amortized over the estimated useful life of the software ranging from three Acquisitions Businesses acquired are consolidated upon obtaining control. The fair value of assets acquired and liabilities assumed are recognized at the date of acquisition. Any excess of the purchase price over the estimated fair values of the net assets acquired is recognized as goodwill. Business acquisition costs are expensed when incurred. Contingent consideration from potential development, regulatory, approval and sales-based milestones and sales-based royalties are included in the purchase price for business combinations and excluded for asset acquisitions. If the assets acquired do not meet the definition of a business, primarily because no significant processes were acquired or substantially all of the relative fair value was allocated to a single asset, the transaction is accounted for as an asset acquisition rather than a business combination and no goodwill is recorded. In addition, in an asset acquisition, acquired in-process research and development ("IPRD") assets with no alternative future use are charged to Acquired IPRD. Goodwill, IPRD and Other Intangible Assets The fair value of acquired intangible assets is determined using an income-based approach referred to as the excess earnings method utilizing Level 3 fair value inputs. Market participant valuations assume a global view considering all potential jurisdictions and indications based on discounted after-tax cash flow projections, risk adjusted for estimated probability of technical and regulatory success. Finite-lived intangible assets, including licenses, marketed product rights and IPRD projects that reach commercialization are amortized on a straight-line basis over their estimated useful life. Estimated useful lives are determined considering the period assets are expected to contribute to future cash flows. Finite-lived intangible assets are tested for impairment when facts or circumstances suggest that the carrying value of the asset may not be recoverable. If the carrying value exceeds the projected undiscounted pretax cash flows of the intangible asset, an impairment loss equal to the excess of the carrying value over the estimated fair value (discounted after-tax cash flows) is recognized. Goodwill is tested at least annually for impairment by assessing qualitative factors in determining whether it is more likely than not that the fair value of net assets is below their carrying amounts. Examples of qualitative factors assessed include BMS ’ s share price, financial performance compared to budgets, long-term financial plans, macroeconomic, industry and market conditions as well as the substantial excess of fair value over the carrying value of net assets from the annual impairment test performed in a prior year. Each relevant factor is assessed both individually and in the aggregate. IPRD is tested for impairment at least annually or more frequently if events occur or circumstances change that would indicate a potential reduction in the fair values of the assets below their carrying value. Impairment charges are recognized to the extent the carrying value of IPRD is determined to exceed its fair value. Derivatives All derivative instruments are recognized as either assets or liabilities at fair value on the consolidated balance sheets and are classified as current or long-term based on the scheduled maturity of the instrument. Derivatives designated as hedges, are assessed at inception and quarterly thereafter, to determine whether they are highly effective in offsetting changes or cash flows of the hedged item. The changes in fair value of a derivative designated as a fair value hedge and of the hedged item attributable to the hedged risk are recognized in earnings immediately. The effective portions of changes in the fair value of a derivative designated as a cash flow hedge are reported in Accumulated other comprehensive loss and are subsequently recognized in earnings consistent with the underlying hedged item. If a derivative is no longer highly effective as a hedge, the Company discontinues hedge accounting prospectively. The earnings impact related to discontinued cash flow hedges and hedge ineffectiveness was not material during all periods presented. If a hedged forecasted transaction becomes probable of not occurring, any gains or losses are reclassified from Accumulated other comprehensive loss to earnings. Derivatives that are not designated as hedges are adjusted to fair value through current earnings. The Company also uses derivative instruments or foreign currency denominated debt to hedge its net investments in certain foreign subsidiaries and affiliates. Realized and unrealized gains and losses from these hedges are included in foreign currency translation in Accumulated other comprehensive loss. Derivative cash flows, with the exception of net investment hedges, are principally classified in the operating section of the consolidated statements of cash flows, consistent with the underlying hedged item. Cash flows related to net investment hedges are classified in investing activities. Restructuring Restructuring charges are recognized as a result of actions to streamline operations, realize synergies from acquisitions and reduce the number of facilities. Estimating the impact of restructuring plans, including future termination benefits, integration expenses and other exit costs, requires judgment. Actual results could vary from these estimates. Restructuring charges are recognized upon meeting certain criteria, including finalization of committed plans, reliable estimates and discussions with local works councils in certain markets. Contingencies Loss contingencies from legal proceedings and claims may occur from government investigations, shareholder lawsuits, product and environmental liability, contractual claims, tax and other matters. Accruals are recognized when it is probable that a liability will be incurred and the amount of loss can be reasonably estimated. Gain contingencies (including contingent proceeds related to the divestitures) are not recognized until realized. Legal fees are expensed as incurred. Revenue Recognition Refer to “—Note 2. Revenue” for a detailed discussion of accounting policies related to revenue recognition, including deferred revenue and royalties. Refer to “—Note 3. Alliances” for further details regarding alliances. Research and Development and Acquired IPRD Research and development costs are expensed as incurred. Clinical study and certain research costs are recognized over the service periods specified in the contracts and adjusted as necessary based upon an ongoing review of the level of effort and costs actually incurred. Research and development costs are presented net of reimbursements from alliance partners. Acquired IPRD expenses include upfront payments, contingent milestone payments in connection with asset acquisitions or in-license arrangements of third-party intellectual property rights, as well as any upfront and contingent milestones payable by BMS to alliance partners prior to regulatory approval. The Company's Acquired IPRD by type of transaction was as follows: Year ended December 31, Dollars in millions 2023 2022 2021 Alliance (Note 3) $ 55 $ 100 $ 730 In-license arrangements and other (Note 4) 858 715 429 Acquired IPRD $ 913 $ 815 $ 1,159 Advertising and Product Promotion Costs Advertising and product promotion costs are expensed as incurred. Advertising and product promotion costs are included in Marketing, selling and administrative expenses and were approximately $1.4 billion in 2023 and $1.3 billion in 2022 and 2021. Foreign Currency Translation Foreign subsidiary earnings are translated into U.S. dollars using average exchange rates. The net assets of foreign subsidiaries are translated into U.S. dollars using current exchange rates. The U.S. dollar effects that arise from translating the net assets of these subsidiaries at changing rates are recognized in Other Comprehensive Income/(Loss). Income Taxes The provision for income taxes includes income taxes paid or payable for the current year plus the change in deferred taxes during the year. Deferred taxes result from differences between the financial and tax basis of assets and liabilities and are adjusted for changes in tax rates and tax laws when changes are enacted. Valuation allowances are recognized to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. The assessment of whether or not a valuation allowance is required often requires significant judgment including the long-range forecast of future taxable income and the evaluation of tax planning initiatives. Adjustments to the deferred tax valuation allowances are made to earnings in the period when such assessments are made. The tax effects of global intangible low-taxed income from certain foreign subsidiaries is recognized in the income tax provision in the period the tax arises. Tax benefits are recognized from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefit recognized in the financial statements for a particular tax position is based on the largest benefit that is more likely than not to be realized upon settlement. Recently Adopted Accounting Standards Fair Value Measurements In June 2022, the FASB issued amended guidance on measuring the fair value of an equity security subject to contractual restrictions that prohibit the sale of an equity security. The guidance clarifies that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair value. The guidance also clarifies that an entity cannot, as a separate unit of account, recognize and measure a contractual sale restriction. The amendment requires the following disclosures for equity securities subject to contractual sale restrictions: the fair value of equity securities subject to contractual sale restrictions reflected in the consolidated balance sheets; the nature and remaining duration of the restriction(s); and the circumstances that could cause a lapse in the restriction(s). The amended guidance is effective January 1, 2024 on a prospective basis. Early adoption is permitted. The guidance was adopted on January 1, 2023 and the adoption did not have an impact to the consolidated financial statements. Business Combinations In October 2021, the FASB issued amended guidance on accounting for contract assets and contract liabilities from contracts with customers in a business combination. The guidance is intended to address inconsistency related to recognition of an acquired contract liability and 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 generally by assessing how the acquiree applied recognition and measurement in their financial statements. The guidance was adopted on January 1, 2023 and the adoption did not have an impact to the consolidated financial statements. Recently Issued Accounting Standards Not Yet Adopted Income Taxes In December 2023, the FASB issued amended guidance on income tax disclosures. The guidance is intended to provide additional disaggregation to the effective income tax rate reconciliation and income tax payment disclosures. The amended guidance is effective for annual periods beginning January 2025 and should be applied on a prospective basis. Early adoption is permitted. Segment Reporting In November 2023, the FASB issued amended guidance for improvements to reportable segment disclosures. The revised guidance requires that a public entity disclose significant segment expenses regularly reviewed by the chief operating decision maker (CODM), including public entities with a single reportable segment. The amended guidance is effective for fiscal years beginning January 2024 and interim periods beginning January 2025 on a retrospective basis. Early adoption is permitted. |
REVENUE
REVENUE | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | REVENUE The following table summarizes the disaggregation of revenue by nature: Year Ended December 31, Dollars in millions 2023 2022 2021 Net product sales $ 43,778 $ 44,671 $ 45,055 Alliance revenues 608 742 716 Other revenues 620 746 614 Total Revenues $ 45,006 $ 46,159 $ 46,385 Net product sales represent more than 95% of total revenues for all periods presented. Products are sold principally to wholesalers, distributors, specialty pharmacies, and to a lesser extent, directly to retailers, hospitals, clinics and government agencies. Customer orders are generally fulfilled within a few days of receipt resulting in minimal order backlog. Contractual performance obligations are usually limited to transfer of control of the product to the customer. The transfer occurs either upon shipment, upon receipt of the product after considering when the customer obtains legal title to the product, or upon infusion for cell therapies and when BMS obtains a right of payment. At these points, customers are able to direct the use of and obtain substantially all of the remaining benefits of the product. Gross revenue to the three largest pharmaceutical wholesalers in the U.S. as a percentage of U.S. gross revenues was as follows: Year Ended December 31, 2023 2022 2021 McKesson Corporation 33 % 32 % 32 % Cencora, Inc. (formerly known an AmerisourceBergen Corporation) 29 % 25 % 25 % Cardinal Health, Inc. 23 % 21 % 20 % Wholesalers are initially invoiced at contractual list prices. Payment terms are typically 30 to 90 days based on customary practices in each country. Revenue is reduced from wholesaler list price at the time of recognition for expected charge-backs, discounts, rebates, sales allowances and product returns ("GTN adjustments"). In the U.S., these GTN adjustments are attributed to various commercial arrangements, managed healthcare organizations and government programs such as Medicare, Medicaid and the 340B program containing various pricing implications, such as mandatory discounts, pricing protection below wholesaler list price or other discounts when Medicare Part D beneficiaries are in the coverage gap. In addition, non-U.S. government programs include different pricing schemes such as cost caps, volume discounts, outcome-based pricing and pricing claw-backs determined on sales of individual companies or an aggregation of companies participating in a specific market. Charge-backs and cash discounts are reflected as a reduction to receivables and settled through the issuance of credits to the customer, typically within one month. All other GTN adjustments, are reflected as a liability and settled through cash payments to the customer, typically within various time periods ranging from a few months to one year. Significant judgment is required in estimating GTN adjustments considering legal interpretations of applicable laws and regulations, historical experience, payer channel mix, current contract prices under applicable programs, unbilled claims, processing time lags and inventory levels in the distribution channel. The following table summarizes GTN adjustments: Year Ended December 31, Dollars in millions 2023 2022 2021 Gross product sales $ 73,679 $ 69,633 $ 67,897 GTN adjustments (a) Charge-backs and cash discounts (9,144) (7,469) (7,253) Medicaid and Medicare rebates (13,411) (11,362) (9,374) Other rebates, returns, discounts and adjustments (7,346) (6,131) (6,215) Total GTN adjustments (29,901) (24,962) (22,842) Net product sales $ 43,778 $ 44,671 $ 45,055 (a) Includes adjustments for provisions for product sales made in prior periods resulting from changes in estimates of $134 million in 2023, $229 million in 2022, and $319 million in 2021. Alliance and other revenues consist primarily of amounts related to collaborations and out-licensing arrangements. Each of these arrangements are evaluated for whether they represent contracts that are within the scope of the revenue recognition guidance in their entirety or contain aspects that are within the scope of the guidance, either directly or by reference based upon the application of the guidance related to the derecognition of nonfinancial assets (ASC 610). Performance obligations are identified and separated when the other party can benefit directly from the rights, goods or services either on their own or together with other readily available resources and when the rights, goods or services are not highly interdependent or interrelated. Transaction prices for these arrangements may include fixed upfront amounts as well as variable consideration such as contingent development and regulatory milestones, sales-based milestones and royalties. The most likely amount method is used to estimate contingent development, regulatory and sales-based milestones because the ultimate outcomes are binary in nature. The expected value method is used to estimate royalties because a broad range of potential outcomes exist, except for instances in which such royalties relate to a license. Variable consideration is included in the transaction price only to the extent a significant reversal in the amount of cumulative revenue recognized is not probable of occurring when the uncertainty associated with the variable consideration is subsequently resolved. Significant judgment is required in estimating the amount of variable consideration to recognize when assessing factors outside of BMS’s influence such as likelihood of regulatory success, limited availability of third party information, expected duration of time until resolution, lack of relevant past experience, historical practice of offering fee concessions and a large number and broad range of possible amounts. To the extent arrangements include multiple performance obligations that are separable, the transaction price assigned to each distinct performance obligation is reflective of the relative stand-alone selling price and recognized at a point in time upon the transfer of control. Three types of out-licensing arrangements are typically utilized: (i) arrangements when BMS out-licenses intellectual property to another party and has no further performance obligations; (ii) arrangements that include a license and an additional performance obligation to supply product upon the request of the third party; and (iii) collaboration arrangements, which include transferring a license to a third party to jointly develop and commercialize a product. Most out-licensing arrangements consist of a single performance obligation that is satisfied upon execution of the agreement when the development and commercialization rights are transferred to a third party. Upfront fees are recognized immediately and included in Other (income)/expense, net. Although contingent development and regulatory milestone amounts are assessed each period for the likelihood of achievement, they are typically constrained and recognized when the uncertainty is subsequently resolved for the full amount of the milestone and included in Other (income)/expense, net. Sales-based milestones and royalties are recognized when the milestone is achieved or the subsequent sales occur. Sales-based milestones and royalties are included in Alliance and other revenues. Certain out-licensing arrangements may also include contingent performance obligations to supply commercial product to the third party upon its request. The license and supply obligations are accounted for as separate performance obligations as they are considered distinct because the third party can benefit from the license either on its own or together with other supply resources readily available to it and the obligations are separately identifiable from other obligations in the contract in accordance with the revenue recognition guidance. After considering the standalone selling prices in these situations, upfront fees, contingent development and regulatory milestone amounts and sales-based milestone and royalties are allocated to the license and recognized in the manner described above. Consideration for the supply obligation is usually based upon stipulated cost-plus margin contractual terms which represent a standalone selling price. The supply consideration is recognized at a point in time upon transfer of control of the product to the third party and included in Alliance and other revenues. The above fee allocation between the license and the supply represents the amount of consideration expected to be entitled to for the satisfaction of the separate performance obligations. Although collaboration arrangements are unique in nature, both parties are active participants in the operating activities and are exposed to significant risks and rewards depending on the commercial success of the activities. Performance obligations inherent in these arrangements may include the transfer of certain development or commercialization rights, ongoing development and commercialization services and product supply obligations. Except for certain product supply obligations which are considered distinct and accounted for as separate performance obligations similar to the manner discussed above, all other performance obligations are not considered distinct and are combined into a single performance obligation since the transferred rights are highly integrated and interrelated to the obligation to jointly develop and commercialize the product with the third party. As a result, upfront fees are recognized ratably over time throughout the expected period of the collaboration activities and included in Other (income)/expense, net as the license is combined with other development and commercialization obligations. Contingent development and regulatory milestones that are no longer constrained are recognized in a similar manner on a prospective basis. Royalties and profit sharing are recognized when the underlying sales and profits occur and are included in Alliance and other revenues. Refer to “—Note 3. Alliances” for further information. The following table summarizes the disaggregation of revenue by product and region: Year Ended December 31, Dollars in millions 2023 2022 2021 In-Line Products Eliquis 12,206 $ 11,789 $ 10,762 Opdivo 9,009 8,249 7,523 Orencia 3,601 3,464 3,306 Pomalyst/Imnovid 3,441 3,497 3,332 Yervoy 2,238 2,131 2,026 Sprycel 1,930 2,165 2,117 Mature and other brands 1,895 2,045 2,234 Total In-Line Products 34,320 33,340 31,300 New Product Portfolio Reblozyl 1,008 717 551 Opdualag 627 252 — Abecma 472 388 164 Zeposia 434 250 134 Breyanzi 364 182 87 Camzyos 231 24 — Sotyktu 170 8 — Onureg 168 124 73 Inrebic 110 85 74 Augtyro 1 — — Total New Product Portfolio 3,585 2,030 1,083 Total In-Line Products and New Product Portfolio 37,905 35,370 32,383 Recent LOE Products (a) Revlimid 6,097 9,978 12,821 Abraxane 1,004 811 1,181 Total Recent LOE Products 7,101 10,789 14,002 Total revenues $ 45,006 $ 46,159 $ 46,385 United States $ 31,555 $ 31,828 $ 29,214 International 12,752 13,497 16,319 Other (b) 699 834 852 Total revenues $ 45,006 $ 46,159 $ 46,385 (a) Recent LOE Products include products with significant expected decline in revenue from the prior reporting period as a result of a LOE. (b) Other include royalties and alliance-related revenues for products not sold by BMS ’ s regional commercial organizations. Contract assets are primarily estimated future royalties and termination fees not eligible for the licensing exclusion and therefore recognized under ASC 606 and ASC 610. Contract assets are reduced and receivables are increased in the period the underlying sales occur. Cumulative catch-up adjustments to revenue affecting contract assets or contract liabilities were not material during the years ended December 31, 2023, 2022 and 2021. Revenue recognized from performance obligations satisfied in prior periods was $462 million in 2023, $556 million in 2022, and $561 million in 2021 consisting primarily of revised estimates for GTN adjustments related to prior period sales and royalties from out-licensing arrangements. Sales commissions and other incremental costs of obtaining customer contracts are expensed as incurred as the amortization periods would be less than one year. |
ALLIANCES
ALLIANCES | 12 Months Ended |
Dec. 31, 2023 | |
Alliances [Abstract] | |
ALLIANCES | 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. The most common activities between BMS and its alliance partners are presented in results of operations as follows: • When BMS is the principal in the end customer sale, 100% of product sales are included in Net product sales. When BMS's alliance partner is the principal in the end customer sale, BMS’s contractual share of the third-party sales and/or royalty income are included in Alliance revenues as the sale of commercial products are considered part of BMS’s ongoing major or central operations. Refer to “—Note 2. Revenue” for information regarding recognition criteria. • Amounts payable to BMS by alliance partners (who are the principal in the end customer sale) for supply of commercial products are included in Alliance revenues as the sale of commercial products are considered part of BMS’s ongoing major or central operations. • Profit sharing, royalties and other sales-based fees payable by BMS to alliance partners are included in Cost of products sold as incurred. • Cost reimbursements between the parties are recognized as incurred and included in Cost of products sold; Marketing, selling and administrative expenses; or Research and development expenses, based on the underlying nature of the related activities subject to reimbursement. • Upfront and contingent development and regulatory approval milestones payable to BMS by alliance partners for investigational compounds and commercial products are deferred and amortized over the expected period of BMS's development and co-promotion obligation through the market exclusivity period or the periods in which the related compounds or products are expected to contribute to future cash flows. The amortization is presented consistent with the nature of the payment under the arrangement. For example, amounts received for investigational compounds are presented in Other (income)/expense, net as the activities being performed at that time are not related to the sale of commercial products included in BMS’s ongoing major or central operations; amounts received for commercial products are presented in alliance revenue as the sale of commercial products are considered part of BMS’s ongoing major or central operations. • Upfront and contingent regulatory approval milestones payable by BMS to alliance partners for commercial products are capitalized and amortized over the shorter of the contractual term or the periods in which the related products are expected to contribute to future cash flows. • Upfront and contingent milestones payable by BMS to alliance partners prior to regulatory approval are expensed as incurred and included in Acquired IPRD expense. • Royalties and other contingent consideration payable to BMS by alliance partners related to the divestiture of such businesses are included in Other (income)/expense, net when earned. • All payments between BMS and its alliance partners are presented in Cash Flows From Operating Activities except for upfront and milestone payments which are presented in Cash Flows From Investing Activities. 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. Year Ended December 31, Dollars in millions 2023 2022 2021 Revenues from alliances: Net product sales $ 12,543 $ 12,001 $ 10,840 Alliance revenues 608 742 716 Total Revenues $ 13,151 $ 12,743 $ 11,556 Payments to/(from) alliance partners: Cost of products sold $ 6,067 $ 5,768 $ 5,227 Marketing, selling and administrative (263) (223) (183) Research and development 137 49 42 Acquired IPRD 55 100 730 Other (income)/expense, net (49) (53) (62) Selected alliance balance sheet information: December 31, Dollars in millions 2023 2022 Receivables – from alliance partners $ 233 $ 317 Accounts payable – to alliance partners 1,394 1,249 Deferred income from alliances (a) 274 289 (a) Includes unamortized upfront and milestone payments. Specific information pertaining to significant alliances is discussed below, including their nature and purpose; the significant rights and obligations of the parties; specific accounting policy elections; and the statements of earnings classification of and amounts attributable to payments between the parties. SystImmune In December 2023, BMS and SystImmune, Inc. (SystImmune) announced a global strategic collaboration for the co-development and co-commercialization of BL-B01D1, a bispecific topoisomerase inhibitor-based anti-body drug conjugate which targets both EGFR and HER3 and is currently being evaluated in a Phase I clinical trial for metastatic or unresectable NSCLC. The parties will jointly develop and commercialize BL-B01D1 in the U.S. Profits, research and development and commercialization costs are shared in the U.S. SystImmune will be responsible for the development, commercialization and manufacturing in Mainland China and will be responsible for manufacturing certain drug supplies for outside of Mainland China, where BMS will receive a royalty on net sales. BMS will be responsible for development and commercialization in the rest of the world, where SystImmune will receive a royalty on net sales. The transaction became effective in February 2024 and included an upfront payment of $800 million, which will be included in Acquired IPRD during the first quarter of 2024. BMS is also obligated to pay up to $7.6 billion upon the achievement of contingent development, regulatory and sales-based milestones. Pfizer BMS and Pfizer jointly develop and commercialize Eliquis , an anticoagulant discovered by BMS. Pfizer funds between 50% and 60% of all development costs depending on the study. Profits and losses are shared equally on a global basis except in certain countries where Pfizer commercializes Eliquis and pays BMS a sales-based fee. The co-exclusive license rights granted to Pfizer in exchange for an upfront payment and potential milestone payments were recorded to Deferred income and are being amortized in Other (income)/expense, net, as Eliquis was not a commercial product at the commencement of the alliance. The upfront payment and any subsequent contingent milestone proceeds are amortized over the expected period of BMS's co-promotion obligation through the market exclusivity period. Both parties assumed certain obligations to actively participate in a joint executive committee and various other operating committees and have joint responsibilities for the research, development, distribution, sales and marketing activities of the alliance using resources in their own infrastructures. BMS and Pfizer manufacture the product in the alliance and BMS is the principal in the end customer product sales in the U.S., significant countries in Europe, as well as Canada, Australia, China, Japan and South Korea. In certain smaller countries, Pfizer has full commercialization rights and BMS supplies the product to Pfizer at cost plus a percentage of the net sales price to end-customers, which is recorded in full upon transfer of control of the product to Pfizer. Summarized financial information related to this alliance was as follows: Year Ended December 31, Dollars in millions 2023 2022 2021 Revenues from Pfizer alliance: Net product sales $ 12,006 $ 11,488 $ 10,431 Alliance revenues 200 301 331 Total revenues $ 12,206 $ 11,789 $ 10,762 Payments to/(from) Pfizer: Cost of products sold – profit sharing 5,833 5,604 5,064 Other (income)/expense, net – amortization of deferred income (42) (42) (36) Selected alliance balance sheet information: December 31, Dollars in millions 2023 2022 Receivables $ 169 $ 191 Accounts payable 1,311 1,208 Deferred income 180 222 Ono BMS and Ono jointly develop and commercialize Opdivo , Yervoy and several BMS investigational compounds in Japan, South Korea and Taiwan. BMS is responsible for supply of the products. Profits, losses and development costs are shared equally for all combination therapies involving compounds of both parties. Otherwise, sharing is 80% and 20% for activities involving only one of the party’s compounds. BMS and Ono also jointly develop and commercialize Orencia in Japan. BMS is responsible for the order fulfillment and distribution of the intravenous formulation and Ono is responsible for the subcutaneous formulation. Both formulations are jointly promoted by both parties with assigned customer accounts and BMS is responsible for the product supply. A co-promotion fee of 60% is paid when a sale is made to the other party’s assigned customer. Summarized financial information related to this alliance was as follows: Year Ended December 31, Dollars in millions 2023 2022 2021 Revenues from Ono alliances: Net product sales $ 180 $ 216 $ 251 Alliance revenues 408 441 385 Total Revenues $ 588 $ 657 $ 636 BMS is the principal in the end customer product sales and has the exclusive right to develop, manufacture and commercialize Opdivo worldwide except in Japan, South Korea and Taiwan. Ono is entitled to receive royalties of 4% in North America and 15% in all territories excluding the three countries listed above, subject to customary adjustments. BridgeBio In 2022, BMS and BridgeBio commenced a collaboration to develop and commercialize BBP-398, a SHP2 inhibitor, in oncology. The transaction included an upfront payment of $90 million which was expensed to Acquired IPRD. BridgeBio is eligible to receive contingent development, regulatory and sales-based milestones up to $815 million, as well as royalties on global net sales, excluding certain markets. BridgeBio is responsible for funding and completing ongoing BBP-398 Phase I monotherapy and combination therapy trials. BMS will lead and fund all other development and commercial activities. BridgeBio has an option to co-develop BBP-398 and receive higher royalties in the U.S. 2seventy bio BMS and 2seventy bio jointly develop and commercialize novel disease-altering gene therapy product candidates targeting BCMA. The collaboration includes (i) a right for BMS to license any anti-BCMA products resulting from the collaboration, (ii) a right for 2seventy bio to participate in the development and commercialization of any licensed products resulting from the collaboration through a 50/50 co-development and profit share in the U.S. in exchange for a reduction of milestone payments, and (iii) sales-based milestones and royalties payable to 2seventy bio upon the commercialization of any licensed products resulting from the collaboration should 2seventy bio decline to exercise their co-development and profit sharing rights. BMS exercised its option to license idecabtagene vicleucel ( Abecma ) in 2016 and 2seventy bio elected to participate in development and commercialization of Abecma in the U.S. in 2018. The terms of the collaboration have since been amended to transfer substantially all manufacturing obligations to BMS and eliminate ex-U.S. milestones and royalties payable to 2seventy bio for Abecma . In 2021, the FDA approved Abecma for the treatment of relapsed or refractory multiple myeloma. Net product sales of Abecma in the U.S. were $358 million, $297 million and $158 million; and the related profit sharing costs were $109 million, $49 million and $42 million in 2023, 2022 and 2021, respectively. Cost reimbursements were not material. Eisai In 2021, BMS and Eisai commenced an exclusive global strategic collaboration for the co-development and co-commercialization of MORAb-202, a selective folate receptor alpha antibody-drug conjugate being investigated in endometrial, ovarian, lung and breast cancers. MORAb-202 is currently in Phase I/II clinical trials for solid tumors. The parties jointly develop and commercialize MORAb-202 in the U.S., Canada, Europe, Russia, Japan, China and certain other countries in the Asia-Pacific region (the “collaboration territory”). Eisai is responsible for the global manufacturing and supply. Profits, research and development and commercialization costs are shared in the collaboration territories. BMS is responsible for development and commercialization outside of the collaboration territory and will pay a royalty on those sales. A $650 million upfront collaboration fee was expensed to Acquired IPRD in 2021. BMS is also obligated to pay up to $2.5 billion upon the achievement of contingent development, regulatory and sales-based milestones. Cost reimbursements were not material. |
ACQUISITIONS, DIVESTITURES, LIC
ACQUISITIONS, DIVESTITURES, LICENSING AND OTHER ARRANGEMENTS | 12 Months Ended |
Dec. 31, 2023 | |
Acquisitions, Divestitures and Other Arrangements [Abstract] | |
ACQUISITIONS, DIVESTITURES, LICENSING AND OTHER ARRANGEMENTS | ACQUISITIONS, DIVESTITURES, LICENSING AND OTHER ARRANGEMENTS Acquisitions Mirati In January 2024, BMS acquired Mirati, a commercial stage targeted oncology company with a pipeline of clinical and commercial oncology medicines. Through this acquisition, BMS has added commercialized lung cancer medicine Krazati, as well as several clinical assets, including MRTX1719. Krazati is a best-in-class inhibitor of KRAS G12C mutation, which was approved by the FDA as a second-line treatment for patients with NSCLC and is in clinical development in combination with a PD-1 inhibitor as a first-line therapy for patients with NSCLC, as well as in other indications. MRTX1719, is a potential first-in-class MTA-cooperative PRMT5 inhibitor in Phase I development. BMS also gained access to several other promising clinical and pre-clinical stage assets, including additional KRAS inhibitors and enabling programs. BMS acquired all of the issued and outstanding shares of Mirati's common stock for $58.00 per share in an all-cash transaction for a total consideration of $4.8 billion or $4.1 billion, net of estimated cash acquired. Mirati stockholders will also receive one non-tradeable contingent value right for each share of Mirati common stock held, potentially worth $12.00 per share in cash for a total value of approximately $1.0 billion. The payout of the contingent value right is subject to the FDA acceptance of an NDA for MRTX1719 for the treatment of specific indications within seven years of the closing of the transaction. The transaction will be accounted for as a business combination in which all assets acquired and liabilities assumed will be recognized at fair value as of the acquisition date. The purchase price allocation of the consideration transferred to the assets acquired and liabilities assumed has not yet been finalized. The acquisition was funded through a combination of cash on hand and debt proceeds. Karuna In December 2023, BMS entered into a definitive merger agreement to acquire Karuna, a clinical-stage biopharmaceutical company driven to discover, develop, and deliver transformative medicines for people living with psychiatric and neurological conditions. The acquisition will provide BMS with rights to Karuna's lead asset, KarXT (xanomeline-trospium). KarXT is an antipsychotic with a novel mechanism of action and differentiated efficacy and safety, is currently under review by the FDA for the treatment of schizophrenia in adults with a PDUFA date of September 26, 2024. KarXT is also in registrational trials for both adjunctive therapy to existing standard of care agents in schizophrenia and for the treatment of psychosis in patients with Alzheimer’s disease. BMS will acquire all of the issued and outstanding shares of Karuna's common stock for $330.00 per share in an all-cash transaction for a total consideration of $14.0 billion. The accounting treatment as a business combination or asset acquisition will be determined in the period the transaction closes. The transaction is expected to close in the first half of 2024, subject to customary closing conditions, including approval of Karuna stockholders and receipt of regulatory approvals. The acquisition will be funded primarily with future debt proceeds. RayzeBio In December 2023, BMS entered into a definitive merger agreement to acquire RayzeBio, a clinical-stage radiopharmaceutical therapeutics (RPT) company with actinium-based RPTs for solid tumors. The acquisition will provide BMS with rights to RayzeBio’s actinium-based radiopharmaceutical platform and lead asset, RYZ101, which is in Phase III development for treatment of gastroenteropancreatic neuroendocrine tumors. BMS will acquire all of the issued and outstanding shares of RayzeBio's common stock for $62.50 per share in an all-cash transaction for a total consideration of $4.1 billion. The transaction is expected to be accounted for as a business combination and is anticipated to close in the first half of 2024, subject to fulfillment of customary closing conditions, including receipt of required regulatory approvals. The acquisition will be funded primarily with future debt proceeds. Orum In November 2023, BMS acquired the rights to Orum's ORM-6151 program, which is in preclinical development. ORM-6151 is a anti-CD33 antibody-enabled GSPT1 degrader that has received the FDA’s clearance for Phase I for the treatment of patients with acute myeloid leukemia or high-risk myelodysplastic syndromes. The consideration included an upfront payment of $100 million, as well as contingent development milestone payments up to $80 million. The upfront payment was expensed to Acquired IPRD. Turning Point In 2022, BMS acquired Turning Point for $4.1 billion of cash (or $3.3 billion net of cash acquired). Turning Point was a clinical-stage precision oncology company with a pipeline of investigational medicines designed to target the common mutations and alterations that drive cancer growth. The acquisition provided BMS rights to Turning Point's lead asset, repotrectinib, and other clinical and pre-clinical stage assets. Repotrectinib was approved by the FDA in November 2023 and is marketed under the brand name Augtyro. The transaction was accounted for as a business combination in which all assets acquired and liabilities assumed were recognized at fair value as of the acquisition date. Total consideration for the acquisition consisted of the following: Dollars in millions Cash consideration for outstanding shares $ 3,811 Cash consideration for equity awards 302 Consideration paid 4,113 Less: unvested stock awards (a) 153 Total consideration allocated $ 3,960 (a) Included unvested equity awards of $73 million expensed in Marketing, selling, and administrative and $80 million expensed in Research and development in 2022. The purchase price allocation resulted in the following amounts being allocated to the assets acquired and liabilities assumed as of the acquisition date based upon their respective fair values summarized below: Dollars in millions Cash and cash equivalents $ 795 Other current assets 14 Intangible assets (a) 2,971 Deferred income tax assets 229 Other non-current assets 10 Deferred income tax liabilities (643) Other current liabilities (111) Identifiable net assets acquired $ 3,265 Goodwill (b) 695 Total consideration allocated $ 3,960 (a) Intangible assets included $2.8 billion of IPRD allocated to repotrectinib ( Augtyro) . The estimated fair value of IPRD assets was determined using income approach valuation method. (b) Goodwill resulted primarily from the recognition of deferred tax liabilities and is not deductible for tax purposes. The results of Turning Point's operations were included in the consolidated financial statements commencing August 18, 2022, and were not material. Historical financial results of the acquired entity were not significant. Divestitures The following table summarizes the financial impact of divestitures including royalty income, which is 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). Net Proceeds Divestiture (Gains)/Losses Royalty Income Dollars in millions 2023 2022 2021 2023 2022 2021 2023 2022 2021 Diabetes business - royalties $ 846 $ 767 $ 612 $ — $ — $ — $ (862) $ (810) $ (622) Mature products and other (a) 12 390 136 — (211) (9) — (22) (44) Total $ 858 $ 1,157 $ 748 $ — $ (211) $ (9) $ (862) $ (832) $ (666) (a) Includes cash proceeds of $221 million and a divestiture gain of $211 million related to the sale of several mature products of Cheplapharm in 2022. Diabetes Business In 2014, BMS and AstraZeneca terminated their diabetes business alliance agreements and BMS sold to AstraZeneca substantially all of the diabetes business comprising the alliance. Consideration for the transaction included tiered royalty payments ranging from 10% to 25% based on net sales through 2025. Royalties were $960 million in 2023, $924 million in 2022 and $725 million in 2021. In 2015 and 2017, BMS transferred a percentage of its future royalty rights on Amylin , Onglyza* and Farxiga* net product sales to third parties. As a result of these transfers, the royalty income associated with these products was reduced by $98 million in 2023, $114 million in 2022 and $103 million in 2021. Mature Products and Other Manufacturing Operations In 2022, BMS agreed to sell its manufacturing facility in Syracuse, New York to LOTTE Corporation and accounted for the business as held-for-sale, which resulted in a $63 million impairment charge recorded to Cost of products sold. Assets and liabilities reclassified to held-for-sale were included within Other current assets and Other current liabilities and were $172 million and $20 million, respectively, as of December 31, 2022. In January 2023, BMS completed the sale resulting in cash proceeds of $159 million, which was received in December 2022. Licensing and Other Arrangements Royalty and Licensing Income The following table summarizes the financial impact of Keytruda* royalties, Tecentriq * royalties, upfront licensing fees and milestones for products that have not obtained commercial approval, which are included in Other (income)/expense, net. Year Ended December 31, Dollars in millions 2023 2022 2021 Keytruda * royalties $ (1,186) $ (1,001) $ (841) Tecentriq * royalties (107) (93) (90) Upfront licensing fees — — (34) Contingent milestone income (91) (50) (18) Amortization of deferred income (51) (53) (39) Biohaven sublicense income — (55) — Other royalties (53) (31) (45) Total $ (1,488) $ (1,283) $ (1,067) LianBio (mavacamten) In October 2023, BMS reacquired the rights for mavacamten in China and certain other Asian territories from LianBio. The transaction resulted in a $445 million Acquired IPRD charge which included the cash transferred of $350 million and the carrying value of previously established License intangible asset. Keytruda* Patent License Agreement BMS and Ono are parties to a global patent license agreement with Merck related to Merck's PD-1 antibody Keytruda *. Under the agreement, Merck was obligated to pay ongoing royalties on global sales of Keytruda * of 6.5% through December 31, 2023, and will pay 2.5% from January 1, 2024 through December 31, 2026. The companies also granted certain rights to each other under their respective patent portfolios pertaining to PD-1. Payments and royalties are shared between BMS and Ono on a 75/25 percent allocation, respectively after adjusting for each parties' legal fees. Tecentriq* Patent License Agreement BMS and Ono are parties to a global patent license agreement with Roche Group related to Tecentriq *, Roche’s anti-PD-L1 antibody. Under the agreement, Roche is obligated to pay single-digit royalties on worldwide net sales of Tecentriq * through December 31, 2026. The royalties are shared between BMS and Ono consistent with existing agreements. In-license and other arrangements Immatics In 2022, BMS obtained a global exclusive license to Immatics' TCR bispecific IMA401 program, which is being studied in oncology. BMS and Immatics collaborate on the development and BMS will be responsible for the commercialization of IMA401 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 upfront payment of $150 million which was expensed to Acquired IPRD in 2022. Immatics is eligible to receive contingent development, regulatory and sales-based milestones up to $770 million, as well as royalties on global net sales. Agenus In 2021, BMS obtained a global exclusive license to Agenus’ proprietary AGEN1777 bispecific antibody program that blocks TIGIT and an additional target. AGEN1777 is being studied in oncology. BMS is responsible for the development and any subsequent commercialization of AGEN1777 and its related products worldwide, including strategic decisions, regulatory responsibilities, funding and manufacturing. The transaction included a payment of $200 million which was expensed to Acquired IPRD in 2021. In addition, Agenus is eligible to receive contingent development, regulatory and sales-based milestones up to $1.4 billion as well as royalties on global net sales. Dragonfly In 2020, BMS obtained a global exclusive license to Dragonfly’s interleukin-12 ("IL-12") investigational immunotherapy program. In 2022, a Phase I development milestone for IL-12 was achieved resulting in a $175 million payment to Dragonfly which was expensed to Acquired IPRD. In 2023, BMS notified Dragonfly that it was terminating the global exclusive license that relates to Dragonfly’s IL-12 program and all rights were reverted back to Dragonfly. Other In 2022, BMS amended the terms of a license arrangement and paid a third party $295 million to extinguish a future royalty obligation related to Camzyos (mavacamten), prior to its FDA approval in April 2022, resulting in an Acquired IPRD charge. |
OTHER (INCOME)_EXPENSE, NET
OTHER (INCOME)/EXPENSE, NET | 12 Months Ended |
Dec. 31, 2023 | |
Other Nonoperating Income (Expense) [Abstract] | |
OTHER (INCOME)/EXPENSE, NET | OTHER (INCOME)/EXPENSE, NET Year Ended December 31, Dollars in millions 2023 2022 2021 Interest expense $ 1,166 $ 1,232 $ 1,334 Royalty and licensing income (Note 4) (1,488) (1,283) (1,067) Royalty income - divestitures (Note 4) (862) (832) (666) Equity investment losses/(gains), net (Note 9) 160 801 (745) Integration expenses (Note 6) 242 440 564 Loss on debt redemption (Note 10) — 266 281 Divestiture gains (Note 4) — (211) (9) Litigation and other settlements (390) 178 82 Investment income (449) (171) (39) Provision for restructuring (Note 6) 365 75 169 Contingent consideration (8) (9) (542) Other 106 90 (82) Other (income)/expense, net $ (1,158) $ 576 $ (720) Litigation and Other Settlements BeiGene Settlement In 2023, BMS and BeiGene, Ltd. ("BeiGene") entered into an agreement that settled all on-going disputes and claims between the parties, including those related to the Abraxane license and supply agreements and related arbitration proceedings as further described in "—Note 20. Legal Proceedings and Contingencies." The agreement also provided for the termination of all contractual relationships between the parties, including the license and supply arrangements pertaining to Revlimid and Vidaza effective as of December 31, 2023, subject to BeiGene’s right to continue to sell all remaining inventory beyond that date. In consideration for the above, BMS agreed to transfer 23.3 million of BeiGene ordinary shares of common stock held under a share subscription agreement back to BeiGene resulting in $322 million of expense that was included in Other (income)/expense, net in 2023. The expense was determined based on the closing price of the shares on the date of the transfer. In addition, the remaining BeiGene ordinary shares owned by BMS under the share subscription agreement were converted to American Depository Shares, which were subsequently sold in 2023. AstraZeneca Settlement In 2023, BMS entered into an agreement with AstraZeneca to settle all outstanding claims between the parties in the CTLA-4 litigation and the two PD-L1 antibody litigations, as further described in "—Note 20. Legal Proceedings and Contingencies." AstraZeneca will pay an aggregate of $560 million to BMS in four payments through September 2026, which will be subject to sharing arrangements with Ono and Dana-Farber. BMS's share is approximately $418 million, of which the net present value of $384 million was reflected in Other (income)/expense in 2023. Nimbus Change of Control Income In 2022, BMS and Nimbus entered into a settlement resolving all legal claims and business interests pertaining to Nimbus' TYK2 inhibitor resulting in $40 million of income included in Other (income)/expense. The settlement also provides for BMS to receive additional amounts for contingent development, regulatory approval and sales-based milestones and 10% of any change in control proceeds received by Nimbus related to its TYK2 inhibitor. In 2023, Takeda acquired 100% ownership of Nimbus' TYK2 inhibitor for approximately $4.0 billion in upfront proceeds plus contingent sales-based milestones aggregating up to $2.0 billion. As a result, $400 million of income related to the change of control provision was included in Other (income)/expense in 2023. Contingent Consideration Contingent consideration in 2021 included $513 million of 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. |
RESTRUCTURING
RESTRUCTURING | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring Charges [Abstract] | |
RESTRUCTURING | RESTRUCTURING 2023 Restructuring Plan In 2023, BMS commenced a restructuring plan to accelerate the delivery of medicines to patients by evolving and streamlining its enterprise operating model in key areas, such as R&D, manufacturing, commercial and other functions, to ensure its operating model supports and is appropriately aligned with the Company’s strategy to invest in key priorities. These changes primarily include (i) transforming R&D operations to accelerate pipeline delivery, (ii) enhancing our commercial operating model, and (iii) establishing a more responsive manufacturing network and expanding our cell therapy manufacturing capabilities. Charges of approximately $1.0 billion are expected to be incurred through 2025, consisting primarily of employee termination costs and to a lesser extent site exit costs, including impairment and accelerated depreciation of property, plant and equipment. Celgene and Other Acquisition Plans Restructuring and integration plans were initiated to realize expected cost synergies resulting from cost savings and avoidance from the acquisition of Celgene (2019), MyoKardia (2020) and Turning Point (2022). As part of these plans, the Company expects to incur charges of approximately $3.9 billion. Cumulative charges of approximately $3.6 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. The remaining charges are primarily related to Celgene's IT system integration. The following provides the charges related to restructuring initiatives by type of cost: Year Ended December 31, Dollars in millions 2023 2022 2021 2023 Restructuring Plan $ 442 $ — $ — Celgene and Other Acquisition Plans 335 520 751 Total charges $ 777 $ 520 $ 751 Employee termination costs $ 350 $ 69 $ 159 Other termination costs 15 6 10 Provision for restructuring 365 75 169 Integration expenses 242 440 564 Accelerated depreciation 42 5 2 Asset impairments 126 — 24 Other shutdown costs, net 2 — (8) Total charges $ 777 $ 520 $ 751 Cost of products sold $ 64 $ — $ 24 Marketing, selling and administrative 94 5 3 Research and development 12 — — Other (income)/expense, net 607 515 724 Total charges $ 777 $ 520 $ 751 The following summarizes the charges and spending related to restructuring plan activities: Year Ended December 31, Dollars in millions 2023 2022 Liability at January 1 $ 47 $ 101 Provision for restructuring (a) 365 75 Payments (225) (122) Foreign currency translation and other 1 (7) Liability at December 31 $ 188 $ 47 (a) Includes reductions to the liability resulting from changes in estimates of $9 million in 2023 and $7 million in 2022. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The provision/(benefit) for income taxes consisted of: Year Ended December 31, Dollars in millions 2023 2022 2021 Current: U.S. $ 2,745 $ 3,017 $ 1,879 Non-U.S. 943 1,089 598 Total current 3,688 4,106 2,477 Deferred: U.S. (2,339) (2,889) (1,255) Non-U.S. (949) 151 (138) Total deferred (3,288) (2,738) (1,393) Total Provision for Income Taxes $ 400 $ 1,368 $ 1,084 Effective Tax Rate The reconciliation of the effective tax rate to the U.S. statutory Federal income tax rate was as follows: % of Earnings Before Income Taxes Dollars in millions 2023 2022 2021 Earnings before income taxes: U.S. $ 2,624 $ (140) $ 1,593 Non-U.S. 5,816 7,853 6,505 Total 8,440 7,713 8,098 U.S. statutory rate 1,772 21.0 % 1,620 21.0 % 1,701 21.0 % GILTI, net of foreign derived intangible income deduction 223 2.6 % 634 8.2 % 645 8.0 % Foreign tax effect of certain operations in Ireland, Puerto Rico and Switzerland (850) (10.1) % (416) (5.4) % (143) (1.8) % Non-U.S. tax ruling (656) (7.8) % — — % — — % Internal transfers of intangible and other assets — — % (93) (1.2) % (983) (12.1) % U.S. Federal valuation allowance (171) (2.0) % 58 0.8 % 6 0.1 % U.S. Federal, state and foreign contingent tax matters 143 1.7 % (297) (3.9) % 154 1.9 % U.S. Federal research-based credits (243) (2.9) % (142) (1.8) % (165) (2.0) % Charitable contributions of inventory (75) (0.9) % (94) (1.2) % (42) (0.5) % Contingent value rights — — % — — % (108) (1.3) % Puerto Rico excise tax credit — — % (144) (1.9) % (152) (1.9) % State and local taxes (net of valuation allowance) 92 1.1 % 103 1.3 % 33 0.4 % Foreign and other 165 2.0 % 139 1.8 % 138 1.6 % Total Provision for Income Taxes $ 400 4.7 % $ 1,368 17.7 % $ 1,084 13.4 % GILTI, net of foreign derived intangible income deduction includes a benefit of approximately $325 million due to the revised 2023 guidance regarding the deductibility of certain research and development expenses. Foreign tax effect of certain operations in Ireland, Puerto Rico and Switzerland includes the impact of earnings mix and a $123 million benefit from the impact of foreign currency on net operating loss and other carryforwards in 2023. The Non-U.S. tax ruling includes a $656 million deferred income tax benefit regarding the deductibility of a statutory impairment of subsidiary investments in 2023. Internal transfers of intangible and other assets to streamline our legal entity structure subsequent to the Celgene acquisition resulted in a tax benefit in 2022 and 2021. U.S. Federal valuation allowance includes a $193 million reversal related to unrealized equity investment losses in 2023. U.S. Federal, state and foreign contingent tax matters include tax benefits related to lapse of statute and effectively settled contingent tax matters of $89 million in 2023 and $522 million in 2022. U.S. Federal research-based credits includes credits both on research and development as well as orphan drug. The credits in 2023 include revised estimates upon finalization of prior year tax returns. Fair value adjustments for contingent value rights are not taxable or tax deductible. Puerto Rico imposed an excise tax on the gross company purchase price of goods sold from BMS’s manufacturer in Puerto Rico. The excise tax was recognized in Cost of products sold when the intra-entity sale occurred. For U.S. income tax purposes, the excise tax was not deductible but resulted in foreign tax credits that were generally recognized in BMS’s provision for income taxes when the excise tax was incurred. As of December 31, 2022, BMS amended its existing Puerto Rico decree, eliminating the excise tax and increasing its Puerto Rico tax rate to 10.5% effective for the tax year beginning January 1, 2023, and extending BMS’s tax grants an additional 15 years to 2038. Deferred Taxes and Valuation Allowance The components of deferred income tax assets/(liabilities) were as follows: December 31, Dollars in millions 2023 2022 Deferred tax assets Foreign net operating loss and other carryforwards $ 2,017 $ 566 State net operating loss and credit carryforwards 349 329 U.S. Federal capital loss, net operating loss and tax credit 249 236 Milestone payments and license fees 918 1,030 Capitalized research expenditures 2,682 1,573 Other 1,883 1,284 Total deferred tax assets 8,098 5,018 Valuation allowance (764) (873) Deferred tax assets net of valuation allowance $ 7,334 $ 4,145 Deferred tax liabilities Acquired intangible assets $ (4,052) $ (4,362) Goodwill and other (852) (605) Total deferred tax liabilities $ (4,904) $ (4,967) Deferred tax assets/(liabilities), net $ 2,430 $ (822) Recognized as: Deferred income taxes assets – non-current $ 2,768 $ 1,344 Deferred income taxes liabilities – non-current (338) (2,166) Total $ 2,430 $ (822) BMS is not indefinitely reinvested with respect to its undistributed earnings from foreign subsidiaries and has provided a deferred tax liability for foreign and state income and withholding tax that would apply. BMS remains indefinitely reinvested with respect to its financial statement basis in excess of tax basis of its foreign subsidiaries. A determination of the deferred tax liability with respect to this basis difference is not practicable. Foreign net operating loss and other carryforwards includes the impact of a non-U.S. tax ruling regarding the deductibility of a statutory impairment of subsidiary investments. The U.S. Federal net operating loss carryforwards were $420 million at December 31, 2023. These carryforwards were acquired as a result of certain acquisitions and are subject to limitations under Section 382 of the Internal Revenue Code. The net operating loss carryforwards expire in varying amounts beginning in 2024. The foreign and state net operating loss carryforwards expire in varying amounts beginning in 2024 (certain amounts have unlimited lives). At December 31, 2023, a valuation allowance of $764 million exists for the following items: $319 million primarily for foreign net operating loss and tax credit carryforwards, $303 million for state deferred tax assets including net operating loss and tax credit carryforwards and $142 million for U.S. Federal deferred tax assets including equity investment fair value adjustments and U.S. Federal net operating loss carryforwards. Changes in the valuation allowance were as follows: Year Ended December 31, Dollars in millions 2023 2022 2021 Balance at beginning of year $ 873 $ 1,056 $ 2,809 Provision (39) 213 201 Utilization (54) (68) (1,087) Foreign currency translation (19) (59) (157) Acquisitions/(dispositions)/(liquidations), net — (271) (720) Non-U.S. rate change 3 2 10 Balance at end of year $ 764 $ 873 $ 1,056 In 2022 and 2021, certain foreign net operating losses and related valuation allowances were utilized or eliminated as a result of internal legal entity restructurings. Income tax payments were $4.3 billion in 2023, $5.4 billion in 2022 and $3.5 billion in 2021. In connection with the enactment of the TCJA, we were required to pay a one-time transition tax and elected to pay over a period of eight years as permitted under the TCJA. The remaining amounts payable are as follows: $799 million in 2024; $1.0 billion in 2025; and $244 million in 2026. Business is conducted in various countries throughout the world and is subject to tax in numerous jurisdictions. A significant number of tax returns that are filed are subject to examination by various federal, state and local tax authorities. Tax examinations are often complex, as tax authorities may disagree with the treatment of items reported requiring several years to resolve. Liabilities are established for possible assessments by tax authorities resulting from known tax exposures including, but not limited to, transfer pricing matters, tax credit deductibility of certain expenses, and deemed repatriation transition tax. Such liabilities represent a reasonable provision for taxes ultimately expected to be paid and may need to be adjusted over time as more information becomes known. The effect of changes in estimates related to contingent tax liabilities is included in the effective tax rate reconciliation above. A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows (excluding interest and penalties): Year Ended December 31, Dollars in millions 2023 2022 2021 Balance at beginning of year $ 1,766 $ 2,042 $ 2,003 Gross additions to tax positions related to current year 38 53 66 Gross additions to tax positions related to prior years 145 137 75 Gross additions to tax positions assumed in acquisitions — 15 — Gross reductions to tax positions related to prior years (5) (381) (22) Settlements (30) (8) (70) Reductions to tax positions related to lapse of statute (4) (83) (5) Cumulative translation adjustment 4 (9) (5) Balance at end of year $ 1,914 $ 1,766 $ 2,042 Additional information regarding unrecognized tax benefits is as follows: Year Ended December 31, Dollars in millions 2023 2022 2021 Unrecognized tax benefits that if recognized would impact the effective tax rate $ 1,872 $ 1,736 $ 1,957 Accrued interest 434 332 424 Accrued penalties 23 25 26 Interest and penalties expense/(benefit) 110 (87) 66 Accrued interest and penalties payable for unrecognized tax benefits are included in either current or non-current income taxes payable. Interest and penalties related to unrecognized tax benefits are included in income tax expense. These amounts reflect the beneficial impacts of various tax settlements, including the settlement discussed below. BMS is currently under examination by a number of tax authorities that 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 issues 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 issues. In 2022, BMS entered the IRS administrative appeals process to resolve these matters. Timing of the final resolution of these complex matters is uncertain and could have a material impact on BMS’s financial statements. Tax positions for these years unrelated to matters that entered the administrative appeals process are considered effectively settled. 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. It is also reasonably possible that the total amount of unrecognized tax benefits at December 31, 2023 could decrease in the range of approximately $100 million to $140 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. The following is a summary of major tax jurisdictions for which tax authorities may assert additional taxes based upon tax years currently under audit and subsequent years that will likely be audited: U.S. 2008 to 2012, 2016 to 2023 Canada 2012 to 2023 France 2020 to 2023 Germany 2015 to 2023 Italy 2019 to 2023 Japan 2018 to 2023 UK 2012 to 2023 |
EARNINGS_(LOSS) PER SHARE
EARNINGS/(LOSS) PER SHARE | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
EARNINGS/(LOSS) PER SHARE | EARNINGS/(LOSS) PER SHARE Year Ended December 31, Amounts in millions, except per share data 2023 2022 2021 Net earnings attributable to BMS $ 8,025 $ 6,327 $ 6,994 Weighted-average common shares outstanding - basic 2,069 2,130 2,221 Incremental shares attributable to share-based compensation plans 9 16 24 Weighted-average common shares outstanding - diluted 2,078 2,146 2,245 Earnings per common share Basic $ 3.88 $ 2.97 $ 3.15 Diluted 3.86 2.95 3.12 The total number of potential shares of common stock excluded from the diluted earnings per share computation because of the antidilutive impact was not material in 2023, 2022 and 2021. |
FINANCIAL INSTRUMENTS AND FAIR
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS Financial instruments include cash and cash equivalents, marketable debt securities, equity investments, accounts receivable and payable, debt instruments and derivatives. Changes in exchange rates and interest rates create exposure to market risk. Certain derivative financial instruments are used when available on a cost-effective basis to hedge the underlying economic exposure. These instruments qualify as cash flow, net investment and fair value hedges upon meeting certain criteria, including effectiveness of offsetting hedged exposures. Changes in fair value of derivatives that do not qualify for hedge accounting are recognized in earnings as they occur. Derivative financial instruments are not used for trading purposes. Financial instruments are subject to counterparty credit risk which is considered as part of the overall fair value measurement. Counterparty credit risk is monitored on an ongoing basis and mitigated by limiting amounts outstanding with any individual counterparty, utilizing conventional derivative financial instruments and only entering into agreements with counterparties that meet high credit quality standards. The consolidated financial statements would not be materially impacted if any counterparty failed to perform according to the terms of its agreement. Collateral is not required by any party whether derivatives are in an asset or liability position under the terms of the agreements. Fair Value Measurements — The fair value of financial instruments are classified into one of the following categories: Level 1 inputs utilize unadjusted quoted prices in active markets accessible at the measurement date for identical assets or liabilities. The fair value hierarchy provides the highest priority to Level 1 inputs. Level 2 inputs utilize observable prices for similar instruments and quoted prices for identical or similar instruments in non-active markets. Additionally, certain corporate debt securities utilize a third-party matrix pricing model using significant inputs corroborated by market data for substantially the full term of the assets. Equity and fixed income funds are primarily invested in publicly traded securities valued at the respective NAV of the underlying investments. Level 2 derivative instruments are valued using SOFR yield curves, less credit valuation adjustments, and observable forward foreign exchange rates at the reporting date. Valuations of derivative contracts may fluctuate considerably from volatility in underlying foreign currencies and underlying interest rates driven by market conditions and the duration of the contract. The fair value of Level 2 equity investments is adjusted for characteristics specific to the security and is not adjusted for contractual sale restrictions. Equity investments subject to contractual sale restrictions were not material as of December 31, 2023 and 2022. Level 3 unobservable inputs are used when little or no market data is available. Level 3 financial liabilities consist of other acquisition related contingent consideration and success payments related to undeveloped product rights. There were no transfers between Levels 1, 2 and 3 during the year ended December 31, 2023. Financial assets and liabilities measured at fair value on a recurring basis are summarized below: December 31, 2023 December 31, 2022 Dollars in millions Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Cash and cash equivalents Money market and other securities $ — $ 8,489 $ — $ — $ 7,770 $ — Marketable debt securities Certificates of deposit — 609 — — 32 — Commercial paper — 92 — — 98 — Corporate debt securities — 460 — — — — U.S. Treasury securities — 19 — — — — Derivative assets 219 — — 305 — Equity investments 318 141 — 424 680 — Derivative liabilities — 160 — — 213 — Contingent consideration liability Contingent value rights 4 — — 5 — — Other acquisition related contingent consideration — — 8 — — 24 Marketable Debt Securities The amortized cost for marketable debt securities approximates its fair value and these securities mature within four years as of December 31, 2023, and one year as of December 31, 2022. Equity Investments The following summarizes the carrying amount of equity investments: December 31, Dollars in millions 2023 2022 Equity investments with readily determinable fair values $ 459 $ 1,104 Equity investments without readily determinable fair values 698 537 Limited partnerships and other equity method investments 542 546 Total equity investments $ 1,699 $ 2,187 The following summarizes the activity related to equity investments. Changes in fair value of equity investments are included in Other (income)/expense, net. Year ended December 31, Dollars in millions 2023 2022 2021 Equity investments with readily determined fair values Net loss recognized $ 117 $ 762 $ 403 Net (gain) recognized on investments sold (3) (17) (357) Net unrealized loss recognized on investments still held 120 779 760 Equity investments without readily determinable fair values Upward adjustments (9) (80) (918) Impairments and downward adjustments 14 11 1 Equity in net (income)/loss of affiliates 38 108 (231) Total equity investment losses/(gains) 160 801 (745) Cumulative upwards adjustments and cumulative impairments and downward adjustments based on observable price changes in equity investments without readily determinable fair values still held as of December 31, 2023 were $190 million and $75 million, respectively. Qualifying Hedges and Non-Qualifying Derivatives Cash Flow Hedges BMS enters into foreign currency forward and purchased local currency put option contracts (foreign exchange contracts) to hedge certain forecasted intercompany inventory sales and certain other foreign currency transactions. The objective of these foreign exchange contracts is to reduce variability caused by changes in foreign exchange rates that would affect the U.S. dollar value of future cash flows derived from foreign currency denominated sales, primarily the euro and Japanese yen. The fair values of these derivative contracts are recorded as either assets (gain positions) or liabilities (loss positions) in the consolidated balance sheets. Changes in fair value for these foreign exchange contracts, which are designated as cash flow hedges, are temporarily recorded in Accumulated other comprehensive loss ("AOCL") and reclassified to net earnings when the hedged item affects earnings (typically within the next 24 months). As of December 31, 2023, assuming market rates remain constant through contract maturities, we expect to reclassify pre-tax gains of $4 million into Cost of products sold for our foreign exchange contracts out of AOCL during the next 12 months. The notional amount of outstanding foreign currency exchange contracts was primarily $4.4 billion for the euro contracts and $1.2 billion for Japanese yen contracts as of December 31, 2023. BMS also enters into cross-currency swap contracts to hedge exposure to foreign currency exchange rate risk associated with its long-term debt denominated in euros. These contracts convert interest payments and principal repayment of the long-term debt to U.S. dollars from euros and are designated as cash flow hedges. The unrealized gains and losses on these contracts are reported in AOCL and reclassified to Other (income)/expense, net, in the same periods during which the hedged debt affects earnings. The notional amount of cross-currency interest rate swap contracts associated with long-term debt denominated in euros was $1.2 billion as of December 31, 2023. 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. The earnings impact related to discontinued cash flow hedges and hedge ineffectiveness was not material during all periods presented. Foreign currency exchange contracts not designated as a cash flow hedge 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. Net Investment Hedges Cross-currency swap contracts and foreign currency forward contracts of $962 million as of December 31, 2023 are designated to hedge currency exposure of BMS's net investment in its foreign subsidiaries. Contract fair value changes are recorded in the foreign currency translation component of AOCL with a related offset in derivative asset or liability in the consolidated balance sheets. The notional amount of outstanding cross-currency swap and foreign currency forward contracts was primarily attributed to the Japanese yen of $524 million and euro of $438 million as of December 31, 2023. During the years ended December 31, 2023, 2022 and 2021, the amortization of gains related to the portion of our net investment hedges that was excluded from the assessment of effectiveness was not material. 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. 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. 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. Derivative cash flows, with the exception of net investment hedges, are principally classified in the operating section of the consolidated statements of cash flows, consistent with the underlying hedged item. Cash flows related to net investment hedges are classified in investing activities. The following summarizes the fair value of outstanding derivatives: December 31, 2023 December 31, 2022 Asset (a) Liability (b) Asset (a) Liability (b) Dollars in millions Notional Fair Value Notional Fair Value Notional Fair Value Notional Fair Value Designated as cash flow hedges Foreign exchange contracts 4,772 130 1,971 (66) 5,771 271 2,281 (80) Cross-currency swap contracts 1,210 50 — — — — 584 (7) Designated as net investment hedges Foreign exchange contracts — — 215 (8) — — — — Cross-currency swap contracts — — 747 (43) 72 1 1,157 (78) Designated as fair value hedges Interest rate swap contracts 2,500 3 1,755 (14) — — 255 (18) Not designated as hedges Foreign currency exchange contracts 906 20 1,250 (29) 1,564 33 1,703 (19) Total return swap contracts (c) 401 16 — — — — 322 (11) (a) Included in Other current assets and Other non-current assets. (b) Included in Other current liabilities and Other non-current liabilities. (c) Total return swap contracts were entered into to hedge changes in fair value of certain deferred compensation liabilities. The following table summarizes the financial statement classification and amount of (gain)/loss recognized on hedging instruments: Year Ended December 31, 2023 2022 2021 Dollars in millions Cost of products sold Other (income)/expense, net Cost of products sold Other (income)/expense, net Cost of products sold Other (income)/expense, net Interest rate swap contracts $ — $ (5) $ — $ (27) $ — $ (31) Cross-currency swap contracts — (65) — (52) — (11) Foreign exchange contracts (303) (95) (492) (96) 96 (21) The following table summarizes the effect of derivative and non-derivative instruments designated as hedging instruments in Other Comprehensive Income/(Loss): Year Ended December 31, Dollars in millions 2023 2022 2021 Derivatives qualifying as cash flow hedges Foreign exchange contracts gain/(loss): Recognized in Other Comprehensive Income/(Loss) $ 13 $ 592 $ 364 Reclassified to Cost of products sold (303) (492) 96 Cross-currency swap contracts gain/(loss): Recognized in Other Comprehensive Income 57 (7) — Reclassified to Other (income)/expense, net (31) (29) — Forward starting interest rate swap contract loss: Reclassified to Other (income)/expense, net — (3) — Derivatives qualifying as net investment hedges Cross-currency swap contracts gain/(loss): Recognized in Other Comprehensive Income/(Loss) 52 30 38 Foreign Exchange contracts gain/(loss): Recognized in Other Comprehensive Income/(Loss) (15) — — Non-derivatives qualifying as net investment hedges Non-U.S. dollar borrowings gain/(loss): Recognized in Other Comprehensive Income/(Loss) (a) (10) 91 83 (a) In 2023, the Company de-designated its remaining net investment hedge in debt denominated in euros of €375 million, and the amount represents the effective portion of foreign exchange loss on the remeasurement of the debt. |
FINANCING ARRANGEMENTS
FINANCING ARRANGEMENTS | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
FINANCING ARRANGEMENTS | FINANCING ARRANGEMENTS Short-term debt obligations include: December 31, Dollars in millions 2023 2022 Non-U.S. short-term borrowings $ 170 $ 176 Current portion of long-term debt 2,873 3,897 Other 76 191 Total $ 3,119 $ 4,264 Long-term debt and the current portion of long-term debt includes: December 31, Dollars in millions 2023 2022 Principal Value: 0.537% Notes due 2023 — 1,500 2.750% Notes due 2023 — 750 3.250% Notes due 2023 — 500 3.250% Notes due 2023 — 890 7.150% Notes due 2023 — 239 2.900% Notes due 2024 2,478 2,478 3.625% Notes due 2024 395 395 0.750% Notes due 2025 1,000 1,000 1.000% Euro Notes due 2025 636 613 3.875% Notes due 2025 229 229 3.200% Notes due 2026 1,750 1,750 6.800% Notes due 2026 256 256 1.125% Notes due 2027 1,000 1,000 3.250% Notes due 2027 512 512 3.450% Notes due 2027 534 534 3.900% Notes due 2028 1,500 1,500 3.400% Notes due 2029 2,400 2,400 1.450% Notes due 2030 1,250 1,250 5.750% Notes due 2031 1,000 — 2.950% Notes due 2032 1,750 1,750 5.900% Notes due 2033 1,000 — 1.750% Euro Notes due 2035 636 613 5.875% Notes due 2036 279 279 6.125% Notes due 2038 219 219 4.125% Notes due 2039 2,000 2,000 2.350% Notes due 2040 750 750 5.700% Notes due 2040 153 153 3.550% Notes due 2042 1,250 1,250 3.250% Notes due 2042 500 500 5.250% Notes due 2043 226 226 4.500% Notes due 2044 342 342 4.625% Notes due 2044 748 748 5.000% Notes due 2045 758 758 4.350% Notes due 2047 1,250 1,250 4.550% Notes due 2048 1,272 1,272 4.250% Notes due 2049 3,750 3,750 2.550% Notes due 2050 1,500 1,500 3.700% Notes due 2052 2,000 2,000 6.250% Notes due 2053 1,250 — 3.900% Notes due 2062 1,000 1,000 6.400% Notes due 2063 1,250 — 6.875% Notes due 2097 63 63 0.130% Convertible debt due 2023 — 15 Total $ 38,886 $ 38,234 December 31, Dollars in millions 2023 2022 Principal Value $ 38,886 $ 38,234 Adjustments to Principal Value: Fair value of interest rate swap contracts (11) (18) Unamortized basis adjustment from swap terminations 82 97 Unamortized bond discounts and issuance costs (303) (284) Unamortized purchase price adjustments of Celgene debt 872 924 Total $ 39,526 $ 38,953 Current portion of long-term debt $ 2,873 $ 3,897 Long-term debt 36,653 35,056 Total $ 39,526 $ 38,953 The fair value of long-term debt was $36.7 billion and $34.9 billion at December 31, 2023 and 2022, respectively, 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 February 2024, we entered into a $10.0 billion 364-day senior unsecured delayed draw term loan facility to provide bridge financing for the planned acquisitions of Karuna and RayzeBio. This facility would be drawn only if these acquisitions close prior to our planned issuance of debt securities and, if drawn, would be repaid following the issuance of such securities. No amounts were outstanding as of February 13, 2024. In 2023, BMS issued an aggregate principal amount of $4.5 billion of fixed rate unsecured senior notes. The Company used the net proceeds of the offering to finance the acquisition of Mirati in January 2024 and for other general corporate purposes. In 2022, BMS issued an aggregate principal amount of $6.0 billion of fixed rate unsecured senior notes with net proceeds 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. In 2022, BMS purchased aggregate principal amount of $6.0 billion of certain of its debt securities for $6.6 billion of cash in a series of tender offers and “make whole” redemptions. In connection with these transactions, a $266 million loss on debt redemption was recognized based on the carrying value of the debt and included in Other (income)/expense, net. In 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. Repayment of notes at maturity aggregated $3.9 billion in 2023, $4.8 billion in 2022 and $2.0 billion in 2021. Interest payments were $1.2 billion in 2023, $1.4 billion in 2022 and $1.5 billion in 2021. The aggregate maturities of long-term debt for each of the next five years are as follows: $2.9 billion in 2024; $1.9 billion in 2025; $2.0 billion in 2026; $2.0 billion in 2027; and $1.5 billion in 2028. Interest payments related to long-term debt for each of the next five years are as follows: $1.4 billion in 2024; $1.4 billion in 2025; $1.3 billion in 2026; $1.3 billion in 2027; and $1.2 billion in 2028. Credit Facilities As of December 31, 2023, BMS had a five-year $5.0 billion revolving credit facility expiring in January 2028, which is extendable annually by one year with the consent of the lenders. In January 2024, we extended the credit facility to January 2029. Additionally, in February 2024, we entered into a $2.0 billion 364-day revolving credit facility. The facilities provide for customary terms and conditions with no financial covenants and may be used to provide backup liquidity for BMS’ commercial paper borrowings. No borrowings were outstanding under any revolving credit facility as of December 31, 2023 or 2022. Available financial guarantees provided in the form of bank overdraft facilities, stand-by letters of credit and performance bonds were $1.0 billion as of December 31, 2023. Stand-by letters of credit and guarantees are issued through financial institutions in support of various obligations, including sale of products to hospitals and foreign ministries of health, bonds for customs, and duties and VAT. |
RECEIVABLES
RECEIVABLES | 12 Months Ended |
Dec. 31, 2023 | |
Accounts Receivable, after Allowance for Credit Loss [Abstract] | |
RECEIVABLES | RECEIVABLES December 31, Dollars in millions 2023 2022 Trade receivables $ 9,551 $ 8,848 Less charge-backs and cash discounts (646) (675) Less allowance for expected credit loss (23) (22) Net trade receivables 8,882 8,151 Alliance, royalties, VAT and other 2,039 1,735 Receivables $ 10,921 $ 9,886 Non-U.S. receivables sold on a nonrecourse basis were $1.0 billion in 2023, $1.0 billion in 2022 and $1.5 billion in 2021. In the aggregate, receivables from three pharmaceutical wholesalers in the U.S. represented approximately 72% and 66% of total trade receivables at December 31, 2023 and 2022, respectively. Changes to the allowances for expected credit loss, charge-backs and cash discounts were as follows: Year Ended December 31, Dollars in millions 2023 2022 2021 Balance at beginning of year $ 697 $ 744 $ 663 Provision (a) 9,158 7,476 7,257 Utilization (9,186) (7,521) (7,170) Other — (2) (6) Balance at end of year $ 669 $ 697 $ 744 (a) Includes provision for expected credit loss of $14 million in 2023, $7 million in 2022 and $4 million in 2021. |
INVENTORIES
INVENTORIES | 12 Months Ended |
Dec. 31, 2023 | |
Inventory, Net [Abstract] | |
INVENTORIES | INVENTORIES December 31, Dollars in millions 2023 2022 Finished goods $ 663 $ 509 Work in process 2,430 1,850 Raw and packaging materials 475 464 Total Inventories $ 3,568 $ 2,823 Inventories $ 2,662 $ 2,339 Other non-current assets 906 484 Total inventories include fair value adjustments resulting from the Celgene acquisition of approximately $84 million as of December 31, 2022. |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | PROPERTY, PLANT AND EQUIPMENT December 31, Dollars in millions 2023 2022 Land $ 162 $ 162 Buildings 6,495 5,920 Machinery, equipment and fixtures 3,717 3,284 Construction in progress 1,075 1,053 Gross property, plant and equipment 11,449 10,419 Less accumulated depreciation (4,803) (4,164) Property, plant and equipment $ 6,646 $ 6,255 United States $ 5,040 $ 4,833 International 1,606 1,422 Total $ 6,646 $ 6,255 Depreciation expense was $611 million in 2023, $587 million in 2022 and $559 million in 2021. |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
LEASES | LEASES Leased facilities for office, research and development, storage and distribution purposes comprise approximately 95% of the total lease obligation. Lease terms vary based on the nature of operations and the market dynamics in each country; however, all leased facilities are classified as operating leases with remaining lease terms between one year and 14 years. Most leases contain specific renewal options for periods ranging between one year and 10 years where notice to renew must be provided in advance of lease expiration or automatic renewals where no advance notice is required. Periods covered by an option to extend the lease were included in the non-cancellable lease term when exercise of the option was determined to be reasonably certain. Certain leases also contain termination options that provide the flexibility to terminate the lease ahead of its expiration with sufficient advance notice. Periods covered by an option to terminate the lease were included in the non-cancellable lease term when exercise of the option was determined not to be reasonably certain. Judgment is required in assessing whether renewal and termination options are reasonably certain to be exercised. Factors are considered such as contractual terms compared to current market rates, leasehold improvements expected to have significant value, costs to terminate a lease and the importance of the facility to operations. Costs determined to be variable and not based on an index or rate were not included in the measurement of real estate lease liabilities. These variable costs include real estate taxes, insurance, utilities, common area maintenance and other operating costs. As the implicit rate on most leases is not readily determinable, an incremental borrowing rate was applied on a portfolio approach to discount its real estate lease liabilities. The remaining lease obligations are comprised of vehicles and a research and development facility operated by a third party under management’s direction. Vehicle lease terms vary by country with terms generally between one year and four years. The following table summarizes the components of lease expense: Year Ended December 31, Dollars in millions 2023 2022 2021 Operating lease cost $ 317 $ 224 $ 220 Variable lease cost 79 55 44 Short-term lease cost 20 20 17 Sublease income (11) (6) (7) Total operating lease expense $ 405 $ 293 $ 274 Operating lease right-of-use assets and liabilities were as follows: December 31, Dollars in millions 2023 2022 Other non-current assets $ 1,390 $ 1,220 Other current liabilities $ 162 $ 136 Other non-current liabilities 1,530 1,261 Total liabilities $ 1,692 $ 1,397 Future lease payments for non-cancellable operating leases as of December 31, 2023 were as follows: Dollars in millions 2024 $ 225 2025 236 2026 211 2027 205 2028 192 Thereafter 1,061 Total future lease payments 2,130 Less imputed interest (438) Total lease liability $ 1,692 Right-of-use assets obtained in exchange for new operating lease obligations were $389 million in 2023. Right-of-use assets impairment charge was $85 million in 2023. Cash paid for amounts included in the measurement of operating lease liabilities was $195 million in 2023, $203 million in 2022 and $189 million in 2021. Undiscounted lease obligations for operating leases not yet commenced were $542 million as of December 31, 2023. The obligation primarily relates to a research and development facility that is being constructed by the lessor and is expected to be ready for use in 2025. Supplemental balance sheet information related to leases was as follows: December 31, 2023 2022 Weighted average remaining lease term 10 years 11 years Weighted average discount rate 4 % 4 % |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS | GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill The changes in the carrying amounts in Goodwill were as follows: December 31, Dollars in millions 2023 2022 Beginning balance $ 21,149 $ 20,502 Turning Point acquisition — 695 Currency translation and other adjustments 20 (48) Ending balance $ 21,169 $ 21,149 Other Intangible Assets Other intangible assets consisted of the following: December 31, Estimated 2023 2022 Dollars in millions Gross carrying amounts Accumulated amortization Other intangible assets, net Gross carrying amounts Accumulated amortization Other intangible assets, net Licenses 5 – 15 years $ 218 $ (118) $ 100 $ 400 $ (128) $ 272 Acquired marketed product rights 3 – 15 years 62,858 (40,066) 22,792 60,477 (31,949) 28,528 Capitalized software 3 – 10 years 1,497 (1,027) 470 1,555 (1,056) 499 IPRD 3,710 — 3,710 6,560 — 6,560 Total $ 68,283 $ (41,211) $ 27,072 $ 68,992 $ (33,133) $ 35,859 In November 2023, $2.8 billion of IPRD, previously allocated to repotrectinib ( Augtyro ), was transferred to Acquired marketed product rights upon obtaining FDA approval. Refer to “—Note 4. Acquisitions, Divestitures, Licensing and Other Arrangements” for further information related to the Turning Point acquisition. In December 2023, BMS agreed to pay $400 million to the former shareholders of Impact Biomedicines to extinguish all remaining contingent milestone obligations, which was recorded to Acquired marketed product rights for Inrebic in the amount of $511 million (after establishing the applicable deferred tax liability). The $400 million was paid in January 2024. Amortization expense of Other intangible assets was $9.2 billion in 2023, $9.7 billion in 2022 and $10.2 billion in 2021. Future annual amortization expense of Other intangible assets is expected to be approximately $8.7 billion in 2024, $3.2 billion in 2025, $1.7 billion in 2026, $1.6 billion in 2027 and $1.6 billion in 2028. Other intangible asset impairment charges were $136 million in 2023, $101 million in 2022 and $1.2 billion in 2021. The impairment charges in 2023 and 2022 primarily resulted from decisions to discontinue development of investigational compounds in connection with the prioritization of current pipeline opportunities. In 2021, a $610 million IPRD impairment charge for an investigational compound was recorded in Research and development expense primarily resulting from changes in clinical timelines, expected launch dates and competitive landscape. The compound is being studied as a potential treatment for hematologic diseases and was acquired in the acquisition of Celgene. The charge represented a partial write-down of its carrying value based on the estimated fair value determined using discounted cash flow projections. In 2021, a $230 million IPRD impairment charge was recorded in Research and development expense following a decision to discontinue development of an investigational compound in connection with the prioritization of pipeline opportunities. The compound was being studied as a potential treatment for fibrotic diseases and was acquired in the acquisition of Celgene. The charge represented a full write-down based on the estimated fair value determined using discounted cash flow projections. In 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. |
SUPPLEMENTAL FINANCIAL INFORMAT
SUPPLEMENTAL FINANCIAL INFORMATION | 12 Months Ended |
Dec. 31, 2023 | |
Supplemental Financial Information [Abstract] | |
SUPPLEMENTAL FINANCIAL INFORMATION | SUPPLEMENTAL FINANCIAL INFORMATION December 31, Dollars in millions 2023 2022 Income taxes $ 3,927 $ 3,547 Research and development 723 579 Contract assets 416 504 Restricted cash (a) 55 148 Other 786 1,017 Other current assets $ 5,907 $ 5,795 December 31, Dollars in millions 2023 2022 Equity investments $ 1,699 $ 2,187 Operating leases 1,390 1,220 Inventories 906 484 Pension and postretirement 284 285 Research and development 413 496 Restricted cash (a) — 54 Receivables and convertible notes 436 — Other 242 214 Other non-current assets 5,370 4,940 (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. Cash is restricted when withdrawal or general use is contractually or legally restricted. December 31, Dollars in millions 2023 2022 Rebates and discounts $ 7,680 $ 6,702 Income taxes 1,371 942 Employee compensation and benefits 1,291 1,425 Research and development 1,257 1,359 Dividends 1,213 1,196 Interest 349 321 Royalties 465 431 Operating leases 162 136 Other 2,096 2,074 Other current liabilities $ 15,884 $ 14,586 December 31, Dollars in millions 2023 2022 Income taxes $ 3,288 $ 3,992 Pension and postretirement 480 402 Operating leases 1,530 1,261 Deferred income 300 283 Deferred compensation 427 349 Other 396 303 Other non-current liabilities $ 6,421 $ 6,590 |
EQUITY
EQUITY | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
EQUITY | EQUITY Common Stock Capital in Excess Accumulated Other Comprehensive Loss Retained Treasury Stock Noncontrolling Dollars and shares in millions Shares Par Value Shares Cost Balance at December 31, 2020 2,923 $ 292 $ 44,325 $ (1,839) $ 21,281 679 $ (26,237) $ 60 Net earnings — — — — 6,994 — — 20 Other Comprehensive Income/(Loss) — — — 571 — — — — Cash dividends declared (a) — — — (4,455) — — — Share repurchases — — — — — 102 (6,240) — Stock compensation — — 36 — — (34) 1,218 — Distributions — — — — — — — (20) Balance at December 31, 2021 2,923 292 44,361 (1,268) 23,820 747 (31,259) 60 Net earnings — — — — 6,327 — — 18 Other Comprehensive Income/(Loss) — — — (13) — — — — Cash dividends declared (a) — — — — (4,644) — — — Share repurchases — — — — — 109 (8,001) — Stock compensation — — 804 — — (31) 642 — Distributions — — — — — — — (21) Balance at December 31, 2022 2,923 292 45,165 (1,281) 25,503 825 (38,618) 57 Net earnings — — — — 8,025 — — 14 Other Comprehensive Income/(Loss) — — — (265) — — — — Cash dividends declared (a) — — — — (4,762) — — — Share repurchases — — 105 — — 87 (5,306) — Stock compensation — — 410 — — (10) 147 — Convertible debt — — 4 — — — 11 — Distributions — — — — — — — (16) Balance at December 31, 2023 2,923 $ 292 $ 45,684 $ (1,546) $ 28,766 902 $ (43,766) $ 55 (a) Cash dividends declared per common share were $2.31 in 2023, $2.19 in 2022 and $2.01 in 2021. BMS has a share repurchase program, authorized by its Board of Directors, allowing for repurchases of its shares, effected in the open market or through privately negotiated transactions in compliance with Rule 10b-18 under the Exchange Act, including through Rule 10b5-1 trading plans. 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 and are generally funded by cash on hand. In December 2023, the Board of Directors approved an increase of $3.0 billion to the share repurchase authorization for BMS's common stock. The remaining share repurchase capacity under the BMS share repurchase program was $5.0 billion as of December 31, 2023. In 2021, BMS repurchased approximately 102 million shares of common stock for $6.2 billion. In 2022, BMS entered into ASR agreements and repurchased 69 million shares of common stock for $5.0 billion. In addition, as part of its share repurchase program, BMS repurchased 40 million shares of its common stock for $3.0 billion. In 2023, BMS entered into ASR agreements and repurchased 70 million shares of common stock for $4.0 billion. In addition, as part of its share repurchase program, BMS repurchased 17 million shares of its common stock for $1.2 billion. The ASR agreements were funded with cash on-hand. The total number of shares repurchased under the ASR agreements was 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 components of Other Comprehensive Income/(Loss) were as follows: Year Ended December 31, 2023 2022 2021 Dollars in millions Pretax Tax After Tax Pretax Tax After Tax Pretax Tax After Tax Derivatives qualifying as cash flow hedges: Recognized in Other comprehensive income/(loss) $ 70 $ (12) $ 58 $ 585 $ (79) $ 506 $ 364 $ (34) $ 330 Reclassified to net earnings (a) (334) 46 (288) (524) 72 (452) 95 (10) 85 Derivatives qualifying as cash flow hedges (264) 34 (230) 61 (7) 54 459 (44) 415 Pension and postretirement benefits: Actuarial gains/(losses) (140) 25 (115) 146 (25) 121 220 (40) 180 Amortization (b) — — — 21 (6) 15 41 (10) 31 Settlements (b) — — — 11 (2) 9 (6) 1 (5) Pension and postretirement benefits (140) 25 (115) 178 (33) 145 255 (49) 206 Marketable debt securities: Unrealized (losses)/gains 3 (1) 2 (2) — (2) (11) 2 (9) Foreign currency translation 84 (6) 78 (183) (27) (210) (14) (27) (41) Other comprehensive income/(loss) $ (317) $ 52 $ (265) $ 54 $ (67) $ (13) $ 689 $ (118) $ 571 (a) Included in Cost of products sold and Other (income)/expense, net. Refer to “—Note 9. Financial Instruments and Fair Value Measurements“ for further information. (b) Included in Other (income)/expense, net. The accumulated balances related to each component of Other Comprehensive Income/(Loss), net of taxes, were as follows: December 31, Dollars in millions 2023 2022 Derivatives qualifying as cash flow hedges $ 2 $ 232 Pension and postretirement benefits (738) (623) Marketable debt securities 2 — Foreign currency translation (a) (812) (890) Accumulated other comprehensive loss $ (1,546) $ (1,281) (a) Included in foreign currency are net investment hedges gains of $144 million and $125 million as of December 31, 2023 and December 31, 2022, respectively. |
RETIREMENT BENEFITS
RETIREMENT BENEFITS | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
RETIREMENT BENEFITS | RETIREMENT BENEFITS BMS sponsors defined benefit pension plans, defined contribution plans and termination indemnity plans for certain employees. Defined Benefit Pension Plans The net periodic benefit cost of defined benefit pension plans was $11 million, $27 million, and $28 million during the years ended December 31, 2023, 2022 and 2021, respectively. Changes in defined benefit pension plan obligations, assets, funded status and amounts recognized in the consolidated balance sheets were as follows: Year Ended December 31, Dollars in millions 2023 2022 Benefit obligations at beginning of year $ 1,976 $ 2,935 Service cost—benefits earned during the year 29 36 Interest cost 80 42 Settlements and curtailments (41) (58) Actuarial (gains)/losses 165 (760) Benefits paid (65) (68) Foreign currency and other 94 (151) Benefit obligations at end of year $ 2,238 $ 1,976 Fair value of plan assets at beginning of year $ 2,027 $ 2,815 Actual return on plan assets 130 (570) Employer contributions 56 76 Settlements (38) (53) Benefits paid (65) (68) Foreign currency and other 102 (173) Fair value of plan assets at end of year $ 2,212 $ 2,027 Funded status $ (26) $ 51 Assets/(Liabilities) recognized: Other non-current assets $ 284 $ 285 Other current liabilities (20) (21) Other non-current liabilities (290) (213) Funded status $ (26) $ 51 Recognized in Accumulated other comprehensive loss: Net actuarial losses $ 994 $ 869 Prior service credit (21) (25) Total $ 973 $ 844 The accumulated benefit obligation for defined benefit pension plans was $2.2 billion and $2.0 billion at December 31, 2023 and 2022, respectively. Additional information related to pension plan was as follows: December 31, Dollars in millions 2023 2022 Pension plans with projected benefit obligations in excess of plan assets: Projected benefit obligation $ 1,045 $ 728 Fair value of plan assets 735 495 Pension plans with accumulated benefit obligations in excess of plan assets : Accumulated benefit obligation 1,017 728 Fair value of plan assets 734 495 Actuarial Assumptions Weighted-average assumptions used to determine defined benefit pension plan obligations were as follows: December 31, 2023 2022 Discount rate 3.4 % 4.0 % Rate of compensation increase 1.4 % 1.2 % Interest crediting rate 2.5 % 2.5 % Weighted-average actuarial assumptions used to determine defined benefit pension plan net periodic benefit cost were as follows: Year Ended December 31, 2023 2022 2021 Discount rate 4.0 % 1.6 % 1.2 % Expected long-term return on plan assets 4.1 % 3.6 % 3.6 % Rate of compensation increase 1.2 % 1.0 % 1.3 % Interest crediting rate 2.5 % 2.1 % 2.2 % The yield on high quality corporate bonds matching the duration of the benefit obligations is used in determining the discount rate. The FTSE Pension Discount Curve is used in developing the discount rate for the U.S. plans. The expected return on plan assets assumption for each plan is based on management’s expectations of long-term average rates of return to be achieved by the underlying investment portfolio. Several factors are considered in developing the expected return on plan assets, including long-term historical returns and input from external advisors. Individual asset class return forecasts were developed based upon market conditions, for example, price-earnings levels and yields and long-term growth expectations. The expected long-term rate of return is the weighted-average of the target asset allocation of each individual asset class. Actuarial gains and losses resulted from changes in actuarial assumptions (such as changes in the discount rate and revised mortality rates) and from differences between assumed and actual experience (such as differences between actual and expected return on plan assets). Actuarial gains and losses related to plan benefit obligations primarily resulted from changes in discount rates. Postretirement Benefit Plans Comprehensive medical and group life benefits are provided for substantially all BMS U.S. retirees electing to participate in comprehensive medical and group life plans and to a lesser extent certain benefits for non-U.S. employees. The medical plan is contributory. Contributions are adjusted periodically and vary by date of retirement. The life insurance plan is noncontributory. Postretirement benefit plan obligations were $183 million and $187 million at December 31, 2023 and 2022, respectively. The weighted-average discount rate used to determine benefit obligations was 4.8% and 5.0% at December 31, 2023 and 2022, respectively. The net periodic benefit credits were not material. Plan Assets The fair value of pension plan assets by asset category was as follows: December 31, 2023 December 31, 2022 Dollars in millions Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Plan Assets Equity securities $ 1 $ — $ — $ 1 $ 1 $ — $ — $ 1 Equity funds — 363 7 370 — 368 — 368 Fixed income funds — 785 — 785 — 697 — 697 Corporate debt securities — 332 — 332 — 376 — 376 U.S. Treasury and agency securities — 58 — 58 — 75 — 75 Insurance contracts — — 224 224 — — 123 123 Cash and cash equivalents 32 — — 32 43 — — 43 Other — 18 38 56 — 15 35 50 Plan assets subject to leveling $ 33 $ 1,556 $ 269 $ 1,858 $ 44 $ 1,531 $ 158 $ 1,733 Plan assets measured at NAV as a practical expedient 354 294 Net plan assets $ 2,212 $ 2,027 The investment valuation policies per investment class are as follows: Level 1 inputs utilize unadjusted quoted prices in active markets accessible at the measurement date for identical assets or liabilities. The fair value hierarchy provides the highest priority to Level 1 inputs. These instruments include equity securities, equity funds and fixed income funds publicly traded on a national securities exchange, and cash and cash equivalents. Cash and cash equivalents are highly liquid investments with original maturities of three months or less at the time of purchase and are recognized at cost, which approximates fair value. Pending trade sales and purchases are included in cash and cash equivalents until final settlement. Level 2 inputs utilize observable prices for similar instruments, quoted prices for identical or similar instruments in non-active markets, and other observable inputs that can be corroborated by market data for substantially the full term of the assets or liabilities. Equity funds and fixed income funds classified as Level 2 within the fair value hierarchy are valued at the NAV of their shares held at year end, which represents fair value. Corporate debt securities and U.S. Treasury and agency securities classified as Level 2 within the fair value hierarchy are valued utilizing observable prices for similar instruments and quoted prices for identical or similar instruments in markets that are not active. Level 3 unobservable inputs are used when little or no market data is available. Insurance contracts are held by certain foreign pension plans and are carried at contract value, which approximates the estimated fair value and is based on the fair value of the underlying investment of the insurance company. There were no transfers between Levels 1, 2 and 3 during the year ended December 31, 2023. Investments using the practical expedient consist primarily of multi-asset funds which are redeemable on either a daily, weekly, or monthly basis. The investment strategy is to maximize return while maintaining an appropriate level of risk to provide sufficient liquidity for benefit obligations and plan expenses. Individual plan investment allocations are determined by local fiduciary committees and the composition of total assets for all pension plans at December 31, 2023 was broadly characterized as an allocation between equity securities (21%), debt securities (63%) and other investments (16%). Contributions and Estimated Future Benefit Payments The Company's estimated annual contributions and future benefits payments are not expected to be material. Savings Plans The principal defined contribution plan is the Bristol-Myers Squibb Savings and Investment Program. The contributions are based on employee contributions and the level of Company match. The U.S. defined contribution plan expense was approximately $380 million in 2023, $360 million in 2022 and $350 million in 2021. |
EMPLOYEE STOCK BENEFIT PLANS
EMPLOYEE STOCK BENEFIT PLANS | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
EMPLOYEE STOCK BENEFIT PLANS | EMPLOYEE STOCK BENEFIT PLANS On May 4, 2021, the shareholders approved the 2021 Stock Award and Incentive Plan (the “2021 Plan”) replacing our previous equity plans. The 2021 Plan authorizes awards in the form of incentive stock options, nonqualified stock options, stock appreciation rights ("SARs"), restricted stock, restricted stock units ("RSUs"), dividend equivalents, performance share units ("PSUs"), market share units ("MSUs") and other stock-based awards. As of December 31, 2023, the 2021 Plan was the only plan under which we were authorized to grant equity awards. The 2021 Plan provides for 85 million shares to be authorized for grants plus shares recaptured upon forfeitures or other terminations of awards under our previous equity awards plans, subject to adjustments in accordance with the terms of the 2021 Plan. As of December 31, 2023, 70 million shares were available for award and 40 million equity awards were outstanding (stock options, RSUs, MSUs and PSUs). Shares generally are issued from treasury stock to satisfy BMS’s obligations under the 2021 Plan and our prior equity award plans. Under the 2021 Plan, executive officers and other employees may be granted options to purchase common stock at no less than the market price on the date the option is granted. Options generally become exercisable ratably over four years and have a maximum term of 10 years. The 2021 Plan provides for the granting of SARs whereby the grantee may surrender exercisable rights and receive common stock and/or cash measured by the excess of the market price of the common stock over the award's exercise price. BMS did not grant stock options or SARs during the years ended December 31, 2023, 2022 and 2021. Options that were outstanding during those years generally vested ratably over four years (some options granted as replacements for options held by Celgene option holders upon the acquisition of Celgene in 2019 provided for cliff vesting and/or longer or shorter vesting periods). RSUs are granted to executive officers and other employees, subject to restrictions as to continuous employment. Generally, vesting occurs ratably over a three MSUs are granted to executive officers. Vesting is conditioned upon continuous employment and occurs ratably over four years, subject to accelerated vesting in specified circumstances. The number of shares issued upon vesting of MSUs is determined based on a specified payout factor requiring that the market price per share at a specified measurement date be at least 80% of the grant-date share price (market condition) for awards granted in 2023 (60% prior to 2022). Attainment of a higher payout factor, calculated as the share price on measurement date divided by share price on award date, results in a higher percentage payout of MSUs, up to a maximum of 225% of the target number of MSUs for awards granted in 2023 (200% prior to 2022). The share price used in the payout factor is calculated using an average of the closing prices on the grant date or measurement date, and the nine PSUs are granted to executive officers, have a three-year performance cycle and are granted as a target number of stock units subject to adjustment. The number of shares issued when PSUs vest is determined based on the achievement of specified performance goals (a performance condition) and based on BMS’s three-year relative total shareholder return compound annual growth rate relative to a peer group of companies (a market condition) for awards granted in 2023 (three-year total shareholder return relative to a peer group of companies prior to 2023) and can range from 0% to a maximum of 200% of the target number of PSUs. Vesting is conditioned upon continuous employment and occurs on the third anniversary of the grant date, subject to accelerated vesting in specified circumstances. Stock-based compensation expense for awards ultimately expected to vest is recognized over the vesting period. Forfeitures are estimated based on historical experience at the time of grant and revised in subsequent periods if actual forfeitures differ from those estimates. Stock-based compensation expense was as follows: Year Ended December 31, Dollars in millions 2023 2022 2021 Cost of products sold $ 51 $ 41 $ 57 Marketing, selling and administrative 215 195 241 Research and development 252 221 272 Other (income)/expense, net — — 13 Total stock-based compensation expense $ 518 $ 457 $ 583 Income tax benefit (a) $ 105 $ 91 $ 120 (a) Income tax benefit excludes excess tax benefits from share-based compensation awards that were vested or exercised of $19 million in 2023, $74 million in 2022 and $38 million in 2021. The following table summarizes the stock compensation activity for the year ended December 31, 2023: Stock Options RSUs MSUs PSUs Shares in Millions Number of Options Weighted-Average Exercise Price of Shares Number of Nonvested RSUs Weighted-Average Grant-Date Fair Value Number of Nonvested MSUs Weighted-Average Grant-Date Fair Value Number of Nonvested PSUs Weighted-Average Grant-Date Fair Value Balance at January 1, 2023 21.9 $ 55.25 16.9 $ 59.17 1.8 $ 58.25 3.5 $ 60.88 Granted — — 9.5 60.26 1.0 57.99 1.5 63.86 Released/Exercised (4.8) 46.79 (6.3) 57.57 (0.7) 56.64 (1.1) 55.59 Adjustments for actual payout — — — — 0.1 54.42 0.1 55.59 Forfeited/Canceled (0.9) 63.49 (2.1) 60.10 (0.3) 58.78 (0.4) 64.29 Balance at December 31, 2023 16.2 57.34 18.0 60.21 1.9 58.52 3.6 63.32 Expected to vest 15.8 60.14 1.6 58.50 2.9 63.07 Dollars in millions Restricted Stock Units Market Share Units Performance Share Units Unrecognized compensation cost $ 763 $ 49 $ 75 Expected weighted-average period in years of compensation cost to be recognized 2.5 2.7 1.6 Amounts in Millions, except per share data 2023 2022 2021 Weighted-average grant date fair value (per share): RSUs 60.26 64.12 $ 56.58 MSUs 57.99 60.74 58.04 PSUs 63.86 66.76 59.04 Fair value of awards that vested: RSUs - replacement awards $ — $ 152 $ 519 RSUs 365 300 246 MSUs 45 44 37 PSUs 65 68 61 Total intrinsic value of stock options exercised 90 526 512 The fair value of RSUs approximates the closing market price of BMS’s common stock on the grant date after adjusting for the units not eligible for accrual of dividend equivalents. The fair value of MSUs is estimated as of the grant date using a Monte Carlo simulation. The fair value of PSUs is estimated as of the grant date for the portion related to the relative total shareholder return measure, using a Monte Carlo simulation and, for the remaining portion, based on the closing market price of BMS’s common stock on the grant date after adjusting for the units not eligible for accrual of dividend equivalents, and taking into account the probability of satisfying the performance condition as of the grant date. The following table summarizes significant outstanding and exercisable options at December 31, 2023: Range of Exercise Prices Number of Options (in millions) Weighted-Average Remaining Contractual Life (in years) Weighted-Average Exercise Price Per Share Aggregate Intrinsic Value (in millions) $10 - $40 0.7 0.8 $ 36.34 $ 11 $40 - $55 5.5 2.8 49.76 16 $55 - $65 6.6 1.9 59.45 — $65 + 3.4 2.5 70.04 — Outstanding 16.2 2.3 57.34 $ 26 Exercisable 16.2 2.3 57.34 $ 26 The aggregate intrinsic value in the preceding table represents the total pretax intrinsic value, based on the closing stock price of $51.31 on December 29, 2023, which was the last trading day of 2023. |
LEGAL PROCEEDINGS AND CONTINGEN
LEGAL PROCEEDINGS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
LEGAL PROCEEDINGS AND CONTINGENCIES | 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, partners, suppliers, service providers, licensees, licensors, 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 claims and/or 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 Eliquis - Europe Lawsuits have been filed by generic companies in various countries in Europe seeking revocation of our composition-of-matter patents and SPCs relating to Eliquis , and trials or preliminary proceedings have been held in certain of those cases. In Croatia, on October 20, 2023, BMS filed a request with the Commercial Court of Zagreb for a preliminary injunction to prohibit Teva from offering, storing or selling generic Eliquis products in Croatia, and a decision is pending. In Finland, the court granted our request for a preliminary injunction prohibiting Teva from offering, storing or selling generic Eliquis products in Finland that have obtained price and reimbursement. A trial regarding Teva's challenge to the validity of the Finnish composition-of-matter patent and related SPC concluded on July 5, 2023, and a decision is pending. In France, a trial was held regarding Teva's challenge to the validity of the French composition-of-matter patent and related SPC, and a decision was issued on June 8, 2023, confirming their validity and rejecting Teva's claims. Teva has appealed the decision. In Ireland, the court granted our request for a preliminary injunction prohibiting Teva from making, offering, putting on the market and/or using and/or importing or stocking for the aforesaid purposes, generic Eliquis products. The trial court's preliminary injunction decision was subsequently affirmed on appeal by the Irish Court of Appeal. A trial regarding Teva's challenge to the validity of the Irish composition-of-matter patent and related SPC concluded on July 28, 2023, and in a decision delivered on December 8, 2023, the Irish trial court found the Irish composition-of-matter patent and related SPC to be invalid. BMS intends to appeal the Irish trial court's decision. In the Netherlands, our requests for preliminary injunctions to prevent at-risk generic launches by Sandoz, Stada and Teva prior to full trials on the validity of the Dutch composition-of-matter patent and SPC were initially denied by the lower courts. However, in a judgment issued on August 15, 2023, the Dutch Court of Appeal overturned the decisions of the lower court, issued preliminary injunctions against Sandoz, Stada and Teva and ordered those companies to recall any generic Eliquis product from the Dutch market. Trials regarding challenges brought by Sandoz and Teva, respectively, to the validity of the Dutch composition-of-matter patent and related SPC took place on October 13, 2023 and January 12, 2024, and decisions are pending. In Norway, a trial was held regarding Teva's challenge to the validity of the Norwegian composition-of-matter patent and related SPC, and a decision was issued on May 23, 2023, confirming their validity and rejecting Teva's claims. Teva has appealed the decision, and a hearing on the appeal is scheduled for April 2024. In Portugal, there are patent validity and infringement proceedings pending with multiple companies seeking to market generic versions of Eliquis . A trial regarding Mylan's challenge to the validity of the Portuguese composition-of-matter patent is scheduled to commence in February 2024. In early September 2023, Teva launched a generic Eliquis product on the Portuguese market. On September 15, 2023, the Company filed a request for a preliminary injunction against Teva at the Portuguese Intellectual Property Court. In Romania, our request for a preliminary injunction against Teva was initially denied by the lower court. However, in January 2024, the Romania Court of Appeal overturned the decision of the lower court, and issued a preliminary injunction against Teva prohibiting Teva from offering, storing or selling generic Eliquis products in Romania. In Spain, a trial regarding Teva's challenge to the validity of the Spanish composition-of-matter patent and related SPC was held on October 18-19, 2023, and in a decision delivered in January 2024, the Spanish court found the Spanish composition-of-matter patent and related SPC to be invalid. BMS intends to appeal the Spanish court's decision. In Sweden, a trial was held regarding Teva's challenge to the validity of the Swedish composition-of-matter patent and related SPC, and a decision was issued on November 2, 2022, confirming their validity and rejecting Teva's claims. Teva has appealed the decision, and a hearing on the appeal is scheduled for May 2024. In Switzerland, a trial regarding Teva's challenge to the validity of the Swiss composition-of-matter patent and related SPC was held on November 29, 2023, and a decision is pending. In the UK, Sandoz and Teva filed lawsuits seeking revocation of the UK composition-of-matter patent and related SPC. BMS subsequently filed counterclaims for infringement in both actions. A combined trial took place in February 2022, and in a judgment issued on April 7, 2022, the judge found the UK apixaban composition-of-matter patent and related SPC invalid. BMS appealed the judgment and on May 4, 2023, the Court of Appeal upheld the lower court's decision. On October 31, 2023, the UK Supreme Court rejected BMS's application to appeal. Following the first instance decision in the UK, generic manufacturers have begun marketing generic versions of Eliquis in the UK. In addition to the above, challenges to the validity of the composition-of-matter patent and related SPC are pending in Denmark, Italy, Poland, Czechia, Slovakia, Hungary, Bulgaria, Greece and Lithuania. Generic manufacturers may seek to market generic versions of Eliquis in additional countries in Europe prior to the expiration of our patents, which may lead to additional infringement and invalidity actions involving Eliquis patents being filed in various countries in Europe. Inrebic - U.S. In September 2023, Impact Biomedicines, Inc. ("Impact") received a Notice Letter from Teva notifying BMS that Impact had filed an ANDA containing a paragraph IV certification seeking approval of a generic version of Inrebic in the U.S. and challenging certain patents listed in the Orange Book for Inrebic . In response, in October 2023, Impact filed a patent infringement action against Teva in the U.S. District Court for the District of New Jersey. In January 2024, the parties entered into a confidential settlement agreement, and the case was dismissed. Onureg – U.S. BMS has received Notice Letters from Accord Healthcare, Inc. ("Accord"), MSN Laboratories Private Limited ("MSN"), Teva Pharmaceuticals, Inc. ("Teva") and Natco Pharma Limited ("Natco"), respectively, each notifying BMS that it has filed an ANDA containing a paragraph IV certification seeking approval of a generic version of Onureg in the U.S. and challenging U.S. Patent Nos. 11,571,436 (the "'436 Patent") and 8,846,628 (the "'628 Patent"), FDA Orange Book-listed formulation patents covering Onureg , which expire in 2029 and 2030, respectively. In response, BMS filed a patent infringement action against Accord, MSN, Teva and Natco in the U.S. District Court for the District of Delaware. In case against MSN, a trial has been scheduled to begin on September 23, 2024. No trial dates have been scheduled for the Teva or Natco actions. In November 2023, BMS and Accord entered into a confidential settlement agreement, and the case against Accord was dismissed. In February 2023, Apotex Inc. filed a request for inter partes review ("IPR") of the '628 Patent. On July 20, 2023, the USPTO granted Apotex's request to institute an IPR of the '628 Patent. Discovery is ongoing. In January 2024, the parties entered into a settlement agreement, and the inter partes review was terminated. 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. 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 ($307 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. On June 26, 2023, the appeal court issued a ruling in BMS and Sanofi's favor, upholding the lower court's decision. In December 2023, the Australian government was granted leave to appeal the decision to the High Court of Australia. Revlimid - U.S. In April 2023, Celgene received a Notice Letter from Amneal Pharmaceuticals ("Amneal") notifying Celgene that Amneal has filed an ANDA containing paragraph IV certifications seeking approval to market a generic version of Revlimid in the U.S. In response, in January 2024, Celgene initiated a patent infringement action against Amneal in the U.S. District Court for the District of New Jersey asserting certain FDA Orange Book listed patents. Thereafter, in February 2024, the parties entered into a confidential settlement agreement and the case was dismissed. Sprycel - U.S. BMS has received Notice Letters from Xspray Pharma AB ("Xspray"), Nanocopoeia, LLC ("Nanocopoeia"), Handa Oncology, LLC ("Handa") and Zydus Pharmaceuticals ("Zydus"), each notifying BMS that it has filed applications containing paragraph IV certifications seeking approval of a dasatinib product in the U.S. and challenging two FDA Orange Book-listed monohydrate form patents expiring in 2025 and 2026. In February 2022, BMS filed a patent infringement action against Xspray in the U.S. District Court for the District of New Jersey. In May 2022, BMS filed a patent infringement action against Nanocopoeia in the U.S. District Court for the District of Minnesota. In November 2022, BMS filed a patent infringement action against Handa in the U.S. District Court for the Northern District of California. On March 24, 2023, the Minnesota court denied a motion that Nanocopoeia had filed seeking a judgment based on the pleadings. On June 16, 2023, BMS entered into a confidential settlement agreement with Handa, settling all outstanding claims in the litigation. On September 13, 2023, BMS entered into a confidential settlement agreement with XSpray, settling all outstanding claims in the litigation. On October 10, 2023, BMS entered into a confidential settlement agreement with Nanocopoeia, settling all outstanding claims in the litigation. In October 2023, BMS filed a patent infringement action against Zydus in the U.S. District Court for the District of New Jersey. Zeposia - U.S. On October 15, 2021, Actelion Pharmaceuticals LTD and Actelion Pharmaceuticals US, INC ("Actelion") filed a complaint for patent infringement in the United States District Court for the District of New Jersey against BMS and 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. 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 a consumer protection action brought by the attorney general of Hawaii relating to the labeling, sales and/or promotion of Plavix *. In February 2021, a Hawaii state court judge 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 appealed the decision. On March 15, 2023, the Hawaii Supreme Court issued its decision, reversing in part and affirming in part the trial court decision, vacating the penalty award and remanding the case for a new trial and penalty determination. A new bench trial concluded on October 16, 2023, and a decision is pending. 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. Cases were filed in state and federal courts in the United States. Pursuant to a previously disclosed master settlement agreement and settlement related court orders, the vast majority of the cases in the United States. were resolved or dismissed. Eleven inactive cases remain pending in state courts in New Jersey. There are also eleven cases pending in Canada (four class actions and seven individual injury claims), two of which are active (the certified class actions in Quebec and Ontario). 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* . In February 2018, the Judicial Panel on Multidistrict Litigation ordered all the federal Onglyza* 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 were pending in the MDL, with others pending in a coordinated proceeding in California Superior Court in San Francisco ("JCCP"). The JCCP court granted summary judgment to defendants in March 2022, a decision which was affirmed by the California Court of Appeal. The California Supreme Court declined to review the decision in July 2023. In the MDL, the court granted defendants' motion to exclude plaintiffs' only general causation expert on January 5, 2022 and granted summary judgment on August 2, 2022. Plaintiffs filed their Notice of Appeal on December 2, 2022. The appeal remains pending in the Sixth Circuit. 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 Celgene Securities Litigations Beginning in March 2018, two 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 NDA 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 plaintiffs' 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 March 2023, the Court granted the defendants leave to file a motion for summary judgment, the briefing for which was completed in June 2023. On September 8, 2023, the Court granted in part and denied in part defendants' motion for summary judgment as to the claims regarding statements made by the remaining officer defendants. As to the claims regarding Celgene’s corporate statements, the Court denied the defendants’ motion without prejudice and granted the defendants leave to re-raise the issue. On October 27, 2023, the defendants filed a motion for partial summary judgment as to Celgene’s corporate statements. 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 (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. 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 separate individual 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 (the "Consolidated Schwab Action"). On October 2, 2023, defendants filed a motion for partial summary judgment in the Consolidated 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. An entity claiming to be 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 allegedly 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 alleged successor trustee. The plaintiff seeks damages in an amount to be determined at trial and other relief, including interest and attorneys' fees. BMS disputes the allegations. BMS filed a motion to dismiss the alleged successor trustee's complaint for failure to state a claim upon which relief can be granted, which was denied on June 24, 2022. On February 2, 2024, BMS filed a motion to dismiss the complaint for lack of subject matter jurisdiction. 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 (the "Exchange Act") relating to the joint proxy statement. That action later was consolidated with another action filed in the same court, and a consolidated complaint thereafter was filed 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 (the "Securities Act") and sections 10(b), 14(a) and 20(2) of the Exchange Act. The complaint alleged 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 moved to dismiss the complaint. On March 1, 2023, the Court entered an opinion and order granting defendants' motion and dismissed the complaint in its entirety. The claims under Sections 11, 12(a)(2), and 15 of the Securities Act and Section 14(a) of the Exchange Act were dismissed with prejudice. The claims under Sections 10(a) and 20(a) of the Exchange Act were dismissed with leave to file a further amended complaint, which plaintiffs filed on April 14, 2023. Defendants moved to dismiss the amended complaint and briefing on the motion was completed on June 23, 2023. The motion is currently pending before the Court. 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. Defendants moved to stay the action pending resolution of the federal action or, in the alternative, to dismiss the complaint and later filed a similar motion in response to an amended complaint. On February 2, 2024, the Court granted defendants’ motion and dismissed the case in its entirety. 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. 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. Defendants moved to stay the action pending resolution of the federal action and, in the alternative, to dismiss the complaint. On February 17, 2023, the Court granted defendants' motion to stay and declined to reach the merits of defendants' motion to dismiss. On October 9, 2023, the plaintiff filed a motion to vacate the stay. No trial dates have been scheduled in any of the above CVR Litigations. OTHER LITIGATION IRA Litigation On June 16, 2023, BMS filed a lawsuit against the U.S. Department of Health & Human Services and the Centers for Medicare & Medicaid Services, et al. , challenging the constitutionality of the drug-pricing program in the IRA. That program requires pharmaceutical companies, like BMS, under the threat of significant penalties, to sell certain of their medicines at government-dictated prices. On August 29, 2023, the government selected Eliquis for this program. In its lawsuit, BMS argues that this program violates the Fifth Amendment, which requires the government to pay just compensation if it takes property for public use, by requiring pharmaceutical manufacturers to provide medicines to third parties at prices set by the government that necessarily fall below fair market value. BMS also argues that this program violates the First Amendment right to free speech by requiring manufacturers to state that they agree that the price set by the government is the medicine's "maximum fair price" as determined by negotiation, even though there is no true negotiation. On August 16, 2023, BMS filed a motion for summary judgment. On October 16, 2023, the government filed an opposition to BMS’s motion for summary judgment and a cross-motion for summary judgment. 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 did not resolve certain claims of certain entities that opted out of the settlement, and who have since filed new suits advancing related theories. As described below, certain other consolidated or coordinated suits described below, are pending. In March 2019, Humana Inc. ("Humana"), which opted out of the above settlement, 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 the now settled Thalomid 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. In April 2022, the Court issued an order denying Celgene's motion to dismiss. That order addressed only Celgene's argument that certain of Humana's claims were barred by the statute of limitations. The Court's order did not address Celgene's other grounds for dismissal and instead directed Celgene to present those arguments in a renewed motion to dismiss following the filing of amended complaints. In May 2022, Humana filed an amended complaint against Celgene and BMS asserting the same claims based on additional factual allegations. Celgene and BMS subsequently filed a motion to dismiss Humana's amended complaint. On August 18, and September 8, 2023, the Court held argument on Celgene and BMS' motion. No trial date has been scheduled. United HealthCare Services, Inc. ("UHS"), Blue Cross Blue Shield Association ("BCBSM"), BCBSM Inc., Health Care Service Corporation ("HCSC"), Blue Cross and Blue Shield of Florida Inc., Cigna Corporation ("Cigna"), Molina Healthcare, Inc. ("Molina") and several MSP related entities (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")) filed lawsuits between 2020 and 2022 making largely the same claims and allegations as wer |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Pay vs Performance Disclosure | |||
Net earnings attributable to BMS | $ 8,025 | $ 6,327 | $ 6,994 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 31, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
ACCOUNTING POLICIES AND RECEN_2
ACCOUNTING POLICIES AND RECENTLY ISSUED ACCOUNTING STANDARDS (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Nature of Operations and Basis of Consolidation | Nature of Operations and Basis of Consolidation Bristol-Myers Squibb Company (“BMS”, or “the Company”) is a global biopharmaceutical company whose mission is to discover, develop and deliver innovative medicines that help patients prevail over serious diseases. The consolidated financial statements are prepared in conformity with U.S. GAAP, including the accounts of Bristol-Myers Squibb Company and all of its controlled majority-owned subsidiaries and certain variable interest entities. All intercompany balances and transactions are eliminated. Material subsequent events are evaluated and disclosed through the report issuance date. Refer to the Summary of Abbreviated Terms at the end of this 2023 Form 10-K for definitions of capitalized terms used throughout the document. Alliance and license arrangements are assessed to determine whether the terms provide economic or other control over the entity requiring consolidation of an entity. Entities controlled by means other than a majority voting interest are referred to as variable interest entities and are consolidated when BMS has both the power to direct the activities of the variable interest entity that most significantly impacts its economic performance and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the entity. |
Business Segment Information | 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.” |
Use of Estimates and Judgments | Use of Estimates and Judgments 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 acquisitions; impairments of intangible assets; charge-backs, cash discounts, sales rebates, returns and other adjustments; legal contingencies; and income taxes. Actual results may differ from estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include bank deposits, time deposits, commercial paper, treasury bills and money market funds. Cash equivalents consist of highly liquid investments with original maturities of three months or less at the time of purchase and are recognized at cost, which approximates fair value. |
Marketable Debt Securities and Equity Investments | Marketable Debt Securities Marketable debt securities are classified as “available-for-sale” on the date of purchase and reported at fair value. Fair value is determined based on observable market quotes or valuation models using assessments of counterparty credit worthiness, credit default risk or underlying security and overall capital market liquidity. Marketable debt securities are reviewed for impairment by assessing if the decline in market value of the investment below the carrying value is other than temporary, which considers the intent and ability to retain the investment for a period of time sufficient to allow for any anticipated recovery in market value, the duration and extent that the market value has been less than cost and the investee's financial condition. Equity Investments Equity investments with readily determinable fair values are recorded at fair value with changes in fair value recorded in Other (income)/expense, net. Equity investments without readily determinable fair values are recorded at cost minus any impairment, plus or minus changes in their estimated fair value resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Changes in the estimated fair value of equity investments without readily determinable fair values are recorded in Other (income)/expense, net. BMS holds investments in limited partnerships, which primarily invest in early-stage life sciences companies. Such limited partnership investments are measured by using our proportionate share of the net asset values of the underlying investments held by the limited partnerships as a practical expedient. These investments are typically redeemable only through distributions upon liquidation of the underlying assets. Limited partnerships and investments in 50% or less owned companies are accounted for using the equity method of accounting when the ability to exercise significant influence over the operating and financial decisions of the investee is maintained. The proportional share of the investee's net income or losses of equity investments accounted for using the equity method are included in Other (income)/expense, net. Equity investments without readily determinable fair values and equity investments accounted for using the equity method are assessed for potential impairment on a quarterly basis based on qualitative factors. |
Inventory Valuation | Inventory Valuation Inventories are stated at the lower of average cost or net realizable value. |
Property, Plant and Equipment | Property, Plant and Equipment and Depreciation Expenditures for additions, renewals and improvements are capitalized at cost. Depreciation is computed on a straight-line method based on the estimated useful lives of the related assets ranging from 20 to 50 years for buildings and 3 to 20 years for machinery, equipment and fixtures. |
Depreciation | Current facts or circumstances are periodically evaluated to determine if the carrying value of depreciable assets to be held and used may not be recoverable. If such circumstances exist, an estimate of undiscounted future cash flows generated by the long-lived asset, or appropriate grouping of assets, is compared to the carrying value to determine whether an impairment exists at its lowest level of identifiable cash flows. If an asset is determined to be impaired, the loss is measured based on the difference between the asset’s fair value and its carrying value. An estimate of the asset’s fair value is based on quoted market prices in active markets, if available. If quoted market prices are not available, the estimate of fair value is based on various valuation techniques using unobservable fair value inputs, such as a discounted value of estimated future cash flows. |
Capitalized Software | Capitalized Software three |
Acquisitions | Acquisitions Businesses acquired are consolidated upon obtaining control. The fair value of assets acquired and liabilities assumed are recognized at the date of acquisition. Any excess of the purchase price over the estimated fair values of the net assets acquired is recognized as goodwill. Business acquisition costs are expensed when incurred. Contingent consideration from potential development, regulatory, approval and sales-based milestones and sales-based royalties are included in the purchase price for business combinations and excluded for asset acquisitions. If the assets acquired do not meet the definition of a business, primarily because no significant processes were acquired or substantially all of the relative fair value was allocated to a single asset, the transaction is accounted for as an asset acquisition rather than a business combination and no goodwill is recorded. In addition, in an asset acquisition, acquired in-process research and development ("IPRD") assets with no alternative future use are charged to Acquired IPRD. |
Goodwill, IPRD and Other Intangible Assets | Goodwill, IPRD and Other Intangible Assets The fair value of acquired intangible assets is determined using an income-based approach referred to as the excess earnings method utilizing Level 3 fair value inputs. Market participant valuations assume a global view considering all potential jurisdictions and indications based on discounted after-tax cash flow projections, risk adjusted for estimated probability of technical and regulatory success. |
Impairment or Disposal of Intangible Assets | If the carrying value exceeds the projected undiscounted pretax cash flows of the intangible asset, an impairment loss equal to the excess of the carrying value over the estimated fair value (discounted after-tax cash flows) is recognized. Goodwill is tested at least annually for impairment by assessing qualitative factors in determining whether it is more likely than not that the fair value of net assets is below their carrying amounts. Examples of qualitative factors assessed include BMS ’ s share price, financial performance compared to budgets, long-term financial plans, macroeconomic, industry and market conditions as well as the substantial excess of fair value over the carrying value of net assets from the annual impairment test performed in a prior year. Each relevant factor is assessed both individually and in the aggregate. IPRD is tested for impairment at least annually or more frequently if events occur or circumstances change that would indicate a potential reduction in the fair values of the assets below their carrying value. Impairment charges are recognized to the extent the carrying value of IPRD is determined to exceed its fair value. |
Derivatives | Derivatives All derivative instruments are recognized as either assets or liabilities at fair value on the consolidated balance sheets and are classified as current or long-term based on the scheduled maturity of the instrument. Derivatives designated as hedges, are assessed at inception and quarterly thereafter, to determine whether they are highly effective in offsetting changes or cash flows of the hedged item. The changes in fair value of a derivative designated as a fair value hedge and of the hedged item attributable to the hedged risk are recognized in earnings immediately. The effective portions of changes in the fair value of a derivative designated as a cash flow hedge are reported in Accumulated other comprehensive loss and are subsequently recognized in earnings consistent with the underlying hedged item. If a derivative is no longer highly effective as a hedge, the Company discontinues hedge accounting prospectively. The earnings impact related to discontinued cash flow hedges and hedge ineffectiveness was not material during all periods presented. If a hedged forecasted transaction becomes probable of not occurring, any gains or losses are reclassified from Accumulated other comprehensive loss to earnings. Derivatives that are not designated as hedges are adjusted to fair value through current earnings. The Company also uses derivative instruments or foreign currency denominated debt to hedge its net investments in certain foreign subsidiaries and affiliates. Realized and unrealized gains and losses from these hedges are included in foreign currency translation in Accumulated other comprehensive loss. Derivative cash flows, with the exception of net investment hedges, are principally classified in the operating section of the consolidated statements of cash flows, consistent with the underlying hedged item. Cash flows related to net investment hedges are classified in investing activities. |
Restructuring | Restructuring Restructuring charges are recognized as a result of actions to streamline operations, realize synergies from acquisitions and reduce the number of facilities. Estimating the impact of restructuring plans, including future termination benefits, integration expenses and other exit costs, requires judgment. Actual results could vary from these estimates. Restructuring charges are recognized upon meeting certain criteria, including finalization of committed plans, reliable estimates and discussions with local works councils in certain markets. |
Contingencies | Contingencies Loss contingencies from legal proceedings and claims may occur from government investigations, shareholder lawsuits, product and environmental liability, contractual claims, tax and other matters. Accruals are recognized when it is probable that a liability will be incurred and the amount of loss can be reasonably estimated. Gain contingencies (including contingent proceeds related to the divestitures) are not recognized until realized. Legal fees are expensed as incurred. |
Revenue Recognition | Revenue Recognition Refer to “—Note 2. Revenue” for a detailed discussion of accounting policies related to revenue recognition, including deferred revenue and royalties. Refer to “—Note 3. Alliances” for further details regarding alliances. Alliance and other revenues consist primarily of amounts related to collaborations and out-licensing arrangements. Each of these arrangements are evaluated for whether they represent contracts that are within the scope of the revenue recognition guidance in their entirety or contain aspects that are within the scope of the guidance, either directly or by reference based upon the application of the guidance related to the derecognition of nonfinancial assets (ASC 610). Performance obligations are identified and separated when the other party can benefit directly from the rights, goods or services either on their own or together with other readily available resources and when the rights, goods or services are not highly interdependent or interrelated. Transaction prices for these arrangements may include fixed upfront amounts as well as variable consideration such as contingent development and regulatory milestones, sales-based milestones and royalties. The most likely amount method is used to estimate contingent development, regulatory and sales-based milestones because the ultimate outcomes are binary in nature. The expected value method is used to estimate royalties because a broad range of potential outcomes exist, except for instances in which such royalties relate to a license. Variable consideration is included in the transaction price only to the extent a significant reversal in the amount of cumulative revenue recognized is not probable of occurring when the uncertainty associated with the variable consideration is subsequently resolved. Significant judgment is required in estimating the amount of variable consideration to recognize when assessing factors outside of BMS’s influence such as likelihood of regulatory success, limited availability of third party information, expected duration of time until resolution, lack of relevant past experience, historical practice of offering fee concessions and a large number and broad range of possible amounts. To the extent arrangements include multiple performance obligations that are separable, the transaction price assigned to each distinct performance obligation is reflective of the relative stand-alone selling price and recognized at a point in time upon the transfer of control. Three types of out-licensing arrangements are typically utilized: (i) arrangements when BMS out-licenses intellectual property to another party and has no further performance obligations; (ii) arrangements that include a license and an additional performance obligation to supply product upon the request of the third party; and (iii) collaboration arrangements, which include transferring a license to a third party to jointly develop and commercialize a product. Most out-licensing arrangements consist of a single performance obligation that is satisfied upon execution of the agreement when the development and commercialization rights are transferred to a third party. Upfront fees are recognized immediately and included in Other (income)/expense, net. Although contingent development and regulatory milestone amounts are assessed each period for the likelihood of achievement, they are typically constrained and recognized when the uncertainty is subsequently resolved for the full amount of the milestone and included in Other (income)/expense, net. Sales-based milestones and royalties are recognized when the milestone is achieved or the subsequent sales occur. Sales-based milestones and royalties are included in Alliance and other revenues. Certain out-licensing arrangements may also include contingent performance obligations to supply commercial product to the third party upon its request. The license and supply obligations are accounted for as separate performance obligations as they are considered distinct because the third party can benefit from the license either on its own or together with other supply resources readily available to it and the obligations are separately identifiable from other obligations in the contract in accordance with the revenue recognition guidance. After considering the standalone selling prices in these situations, upfront fees, contingent development and regulatory milestone amounts and sales-based milestone and royalties are allocated to the license and recognized in the manner described above. Consideration for the supply obligation is usually based upon stipulated cost-plus margin contractual terms which represent a standalone selling price. The supply consideration is recognized at a point in time upon transfer of control of the product to the third party and included in Alliance and other revenues. The above fee allocation between the license and the supply represents the amount of consideration expected to be entitled to for the satisfaction of the separate performance obligations. Although collaboration arrangements are unique in nature, both parties are active participants in the operating activities and are exposed to significant risks and rewards depending on the commercial success of the activities. Performance obligations inherent in these arrangements may include the transfer of certain development or commercialization rights, ongoing development and commercialization services and product supply obligations. Except for certain product supply obligations which are considered distinct and accounted for as separate performance obligations similar to the manner discussed above, all other performance obligations are not considered distinct and are combined into a single performance obligation since the transferred rights are highly integrated and interrelated to the obligation to jointly develop and commercialize the product with the third party. As a result, upfront fees are recognized ratably over time throughout the expected period of the collaboration activities and included in Other (income)/expense, net as the license is combined with other development and commercialization obligations. Contingent development and regulatory milestones that are no longer constrained are recognized in a similar manner on a prospective basis. Royalties and profit sharing are recognized when the underlying sales and profits occur and are included in Alliance and other revenues. Refer to “—Note 3. Alliances” for further information. |
Research and Development and Acquired IPRD | Research and Development and Acquired IPRD Research and development costs are expensed as incurred. Clinical study and certain research costs are recognized over the service periods specified in the contracts and adjusted as necessary based upon an ongoing review of the level of effort and costs actually incurred. Research and development costs are presented net of reimbursements from alliance partners. Acquired IPRD expenses include upfront payments, contingent milestone payments in connection with asset acquisitions or in-license arrangements of third-party intellectual property rights, as well as any upfront and contingent milestones payable by BMS to alliance partners prior to regulatory approval. |
Advertising and Product Promotion Costs | Advertising and Product Promotion Costs |
Foreign Currency Translation | Foreign Currency Translation Foreign subsidiary earnings are translated into U.S. dollars using average exchange rates. The net assets of foreign subsidiaries are translated into U.S. dollars using current exchange rates. The U.S. dollar effects that arise from translating the net assets of these subsidiaries at changing rates are recognized in Other Comprehensive Income/(Loss). |
Income Taxes | Income Taxes The provision for income taxes includes income taxes paid or payable for the current year plus the change in deferred taxes during the year. Deferred taxes result from differences between the financial and tax basis of assets and liabilities and are adjusted for changes in tax rates and tax laws when changes are enacted. Valuation allowances are recognized to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. The assessment of whether or not a valuation allowance is required often requires significant judgment including the long-range forecast of future taxable income and the evaluation of tax planning initiatives. Adjustments to the deferred tax valuation allowances are made to earnings in the period when such assessments are made. The tax effects of global intangible low-taxed income from certain foreign subsidiaries is recognized in the income tax provision in the period the tax arises. Tax benefits are recognized from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefit recognized in the financial statements for a particular tax position is based on the largest benefit that is more likely than not to be realized upon settlement. |
Recently Adopted Accounting Standards and Recently Issued Accounting Standards Not Yet Adopted | Recently Adopted Accounting Standards Fair Value Measurements In June 2022, the FASB issued amended guidance on measuring the fair value of an equity security subject to contractual restrictions that prohibit the sale of an equity security. The guidance clarifies that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair value. The guidance also clarifies that an entity cannot, as a separate unit of account, recognize and measure a contractual sale restriction. The amendment requires the following disclosures for equity securities subject to contractual sale restrictions: the fair value of equity securities subject to contractual sale restrictions reflected in the consolidated balance sheets; the nature and remaining duration of the restriction(s); and the circumstances that could cause a lapse in the restriction(s). The amended guidance is effective January 1, 2024 on a prospective basis. Early adoption is permitted. The guidance was adopted on January 1, 2023 and the adoption did not have an impact to the consolidated financial statements. Business Combinations In October 2021, the FASB issued amended guidance on accounting for contract assets and contract liabilities from contracts with customers in a business combination. The guidance is intended to address inconsistency related to recognition of an acquired contract liability and 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 generally by assessing how the acquiree applied recognition and measurement in their financial statements. The guidance was adopted on January 1, 2023 and the adoption did not have an impact to the consolidated financial statements. Recently Issued Accounting Standards Not Yet Adopted Income Taxes In December 2023, the FASB issued amended guidance on income tax disclosures. The guidance is intended to provide additional disaggregation to the effective income tax rate reconciliation and income tax payment disclosures. The amended guidance is effective for annual periods beginning January 2025 and should be applied on a prospective basis. Early adoption is permitted. Segment Reporting In November 2023, the FASB issued amended guidance for improvements to reportable segment disclosures. The revised guidance requires that a public entity disclose significant segment expenses regularly reviewed by the chief operating decision maker (CODM), including public entities with a single reportable segment. The amended guidance is effective for fiscal years beginning January 2024 and interim periods beginning January 2025 on a retrospective basis. Early adoption is permitted. |
Alliances | The most common activities between BMS and its alliance partners are presented in results of operations as follows: • When BMS is the principal in the end customer sale, 100% of product sales are included in Net product sales. When BMS's alliance partner is the principal in the end customer sale, BMS’s contractual share of the third-party sales and/or royalty income are included in Alliance revenues as the sale of commercial products are considered part of BMS’s ongoing major or central operations. Refer to “—Note 2. Revenue” for information regarding recognition criteria. • Amounts payable to BMS by alliance partners (who are the principal in the end customer sale) for supply of commercial products are included in Alliance revenues as the sale of commercial products are considered part of BMS’s ongoing major or central operations. • Profit sharing, royalties and other sales-based fees payable by BMS to alliance partners are included in Cost of products sold as incurred. • Cost reimbursements between the parties are recognized as incurred and included in Cost of products sold; Marketing, selling and administrative expenses; or Research and development expenses, based on the underlying nature of the related activities subject to reimbursement. • Upfront and contingent development and regulatory approval milestones payable to BMS by alliance partners for investigational compounds and commercial products are deferred and amortized over the expected period of BMS's development and co-promotion obligation through the market exclusivity period or the periods in which the related compounds or products are expected to contribute to future cash flows. The amortization is presented consistent with the nature of the payment under the arrangement. For example, amounts received for investigational compounds are presented in Other (income)/expense, net as the activities being performed at that time are not related to the sale of commercial products included in BMS’s ongoing major or central operations; amounts received for commercial products are presented in alliance revenue as the sale of commercial products are considered part of BMS’s ongoing major or central operations. • Upfront and contingent regulatory approval milestones payable by BMS to alliance partners for commercial products are capitalized and amortized over the shorter of the contractual term or the periods in which the related products are expected to contribute to future cash flows. • Upfront and contingent milestones payable by BMS to alliance partners prior to regulatory approval are expensed as incurred and included in Acquired IPRD expense. • Royalties and other contingent consideration payable to BMS by alliance partners related to the divestiture of such businesses are included in Other (income)/expense, net when earned. • All payments between BMS and its alliance partners are presented in Cash Flows From Operating Activities except for upfront and milestone payments which are presented in Cash Flows From Investing Activities. |
ACCOUNTING POLICIES AND RECEN_3
ACCOUNTING POLICIES AND RECENTLY ISSUED ACCOUNTING STANDARDS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Acquired IPRD by type of transaction | The Company's Acquired IPRD by type of transaction was as follows: Year ended December 31, Dollars in millions 2023 2022 2021 Alliance (Note 3) $ 55 $ 100 $ 730 In-license arrangements and other (Note 4) 858 715 429 Acquired IPRD $ 913 $ 815 $ 1,159 |
REVENUE (Tables)
REVENUE (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table summarizes the disaggregation of revenue by nature: Year Ended December 31, Dollars in millions 2023 2022 2021 Net product sales $ 43,778 $ 44,671 $ 45,055 Alliance revenues 608 742 716 Other revenues 620 746 614 Total Revenues $ 45,006 $ 46,159 $ 46,385 |
Schedule of Revenue by Major Customers | Gross revenue to the three largest pharmaceutical wholesalers in the U.S. as a percentage of U.S. gross revenues was as follows: Year Ended December 31, 2023 2022 2021 McKesson Corporation 33 % 32 % 32 % Cencora, Inc. (formerly known an AmerisourceBergen Corporation) 29 % 25 % 25 % Cardinal Health, Inc. 23 % 21 % 20 % |
Reconciliation of Gross Product Sales to Net Product Sales | The following table summarizes GTN adjustments: Year Ended December 31, Dollars in millions 2023 2022 2021 Gross product sales $ 73,679 $ 69,633 $ 67,897 GTN adjustments (a) Charge-backs and cash discounts (9,144) (7,469) (7,253) Medicaid and Medicare rebates (13,411) (11,362) (9,374) Other rebates, returns, discounts and adjustments (7,346) (6,131) (6,215) Total GTN adjustments (29,901) (24,962) (22,842) Net product sales $ 43,778 $ 44,671 $ 45,055 |
Disaggregation of Revenue by Product and Region | The following table summarizes the disaggregation of revenue by product and region: Year Ended December 31, Dollars in millions 2023 2022 2021 In-Line Products Eliquis 12,206 $ 11,789 $ 10,762 Opdivo 9,009 8,249 7,523 Orencia 3,601 3,464 3,306 Pomalyst/Imnovid 3,441 3,497 3,332 Yervoy 2,238 2,131 2,026 Sprycel 1,930 2,165 2,117 Mature and other brands 1,895 2,045 2,234 Total In-Line Products 34,320 33,340 31,300 New Product Portfolio Reblozyl 1,008 717 551 Opdualag 627 252 — Abecma 472 388 164 Zeposia 434 250 134 Breyanzi 364 182 87 Camzyos 231 24 — Sotyktu 170 8 — Onureg 168 124 73 Inrebic 110 85 74 Augtyro 1 — — Total New Product Portfolio 3,585 2,030 1,083 Total In-Line Products and New Product Portfolio 37,905 35,370 32,383 Recent LOE Products (a) Revlimid 6,097 9,978 12,821 Abraxane 1,004 811 1,181 Total Recent LOE Products 7,101 10,789 14,002 Total revenues $ 45,006 $ 46,159 $ 46,385 United States $ 31,555 $ 31,828 $ 29,214 International 12,752 13,497 16,319 Other (b) 699 834 852 Total revenues $ 45,006 $ 46,159 $ 46,385 (a) Recent LOE Products include products with significant expected decline in revenue from the prior reporting period as a result of a LOE. (b) Other include royalties and alliance-related revenues for products not sold by BMS ’ s regional commercial organizations. |
ALLIANCES (Tables)
ALLIANCES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Alliances [Abstract] | |
Financial Information Pertaining to Alliances | 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. Year Ended December 31, Dollars in millions 2023 2022 2021 Revenues from alliances: Net product sales $ 12,543 $ 12,001 $ 10,840 Alliance revenues 608 742 716 Total Revenues $ 13,151 $ 12,743 $ 11,556 Payments to/(from) alliance partners: Cost of products sold $ 6,067 $ 5,768 $ 5,227 Marketing, selling and administrative (263) (223) (183) Research and development 137 49 42 Acquired IPRD 55 100 730 Other (income)/expense, net (49) (53) (62) Selected alliance balance sheet information: December 31, Dollars in millions 2023 2022 Receivables – from alliance partners $ 233 $ 317 Accounts payable – to alliance partners 1,394 1,249 Deferred income from alliances (a) 274 289 (a) Includes unamortized upfront and milestone payments. Summarized financial information related to this alliance was as follows: Year Ended December 31, Dollars in millions 2023 2022 2021 Revenues from Pfizer alliance: Net product sales $ 12,006 $ 11,488 $ 10,431 Alliance revenues 200 301 331 Total revenues $ 12,206 $ 11,789 $ 10,762 Payments to/(from) Pfizer: Cost of products sold – profit sharing 5,833 5,604 5,064 Other (income)/expense, net – amortization of deferred income (42) (42) (36) Selected alliance balance sheet information: December 31, Dollars in millions 2023 2022 Receivables $ 169 $ 191 Accounts payable 1,311 1,208 Deferred income 180 222 Summarized financial information related to this alliance was as follows: Year Ended December 31, Dollars in millions 2023 2022 2021 Revenues from Ono alliances: Net product sales $ 180 $ 216 $ 251 Alliance revenues 408 441 385 Total Revenues $ 588 $ 657 $ 636 |
ACQUISITIONS, DIVESTITURES, L_2
ACQUISITIONS, DIVESTITURES, LICENSING AND OTHER ARRANGEMENTS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Acquisitions, Divestitures and Other Arrangements [Abstract] | |
Total Consideration for the Acquisition | Total consideration for the acquisition consisted of the following: Dollars in millions Cash consideration for outstanding shares $ 3,811 Cash consideration for equity awards 302 Consideration paid 4,113 Less: unvested stock awards (a) 153 Total consideration allocated $ 3,960 (a) Included unvested equity awards of $73 million expensed in Marketing, selling, and administrative and $80 million expensed in Research and development in 2022. |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The purchase price allocation resulted in the following amounts being allocated to the assets acquired and liabilities assumed as of the acquisition date based upon their respective fair values summarized below: Dollars in millions Cash and cash equivalents $ 795 Other current assets 14 Intangible assets (a) 2,971 Deferred income tax assets 229 Other non-current assets 10 Deferred income tax liabilities (643) Other current liabilities (111) Identifiable net assets acquired $ 3,265 Goodwill (b) 695 Total consideration allocated $ 3,960 (a) Intangible assets included $2.8 billion of IPRD allocated to repotrectinib ( Augtyro) . The estimated fair value of IPRD assets was determined using income approach valuation method. (b) Goodwill resulted primarily from the recognition of deferred tax liabilities and is not deductible for tax purposes. |
Divestitures | Divestitures The following table summarizes the financial impact of divestitures including royalty income, which is 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). Net Proceeds Divestiture (Gains)/Losses Royalty Income Dollars in millions 2023 2022 2021 2023 2022 2021 2023 2022 2021 Diabetes business - royalties $ 846 $ 767 $ 612 $ — $ — $ — $ (862) $ (810) $ (622) Mature products and other (a) 12 390 136 — (211) (9) — (22) (44) Total $ 858 $ 1,157 $ 748 $ — $ (211) $ (9) $ (862) $ (832) $ (666) |
Royalty and Licensing Income | The following table summarizes the financial impact of Keytruda* royalties, Tecentriq * royalties, upfront licensing fees and milestones for products that have not obtained commercial approval, which are included in Other (income)/expense, net. Year Ended December 31, Dollars in millions 2023 2022 2021 Keytruda * royalties $ (1,186) $ (1,001) $ (841) Tecentriq * royalties (107) (93) (90) Upfront licensing fees — — (34) Contingent milestone income (91) (50) (18) Amortization of deferred income (51) (53) (39) Biohaven sublicense income — (55) — Other royalties (53) (31) (45) Total $ (1,488) $ (1,283) $ (1,067) |
OTHER (INCOME)_EXPENSE, NET (Ta
OTHER (INCOME)/EXPENSE, NET (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Other Nonoperating Income (Expense) [Abstract] | |
Schedule Of Other Income Expense | Year Ended December 31, Dollars in millions 2023 2022 2021 Interest expense $ 1,166 $ 1,232 $ 1,334 Royalty and licensing income (Note 4) (1,488) (1,283) (1,067) Royalty income - divestitures (Note 4) (862) (832) (666) Equity investment losses/(gains), net (Note 9) 160 801 (745) Integration expenses (Note 6) 242 440 564 Loss on debt redemption (Note 10) — 266 281 Divestiture gains (Note 4) — (211) (9) Litigation and other settlements (390) 178 82 Investment income (449) (171) (39) Provision for restructuring (Note 6) 365 75 169 Contingent consideration (8) (9) (542) Other 106 90 (82) Other (income)/expense, net $ (1,158) $ 576 $ (720) |
RESTRUCTURING (Tables)
RESTRUCTURING (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring Charges [Abstract] | |
Schedule of Charges Related to Restructuring Initiatives By Type of Cost | The following provides the charges related to restructuring initiatives by type of cost: Year Ended December 31, Dollars in millions 2023 2022 2021 2023 Restructuring Plan $ 442 $ — $ — Celgene and Other Acquisition Plans 335 520 751 Total charges $ 777 $ 520 $ 751 Employee termination costs $ 350 $ 69 $ 159 Other termination costs 15 6 10 Provision for restructuring 365 75 169 Integration expenses 242 440 564 Accelerated depreciation 42 5 2 Asset impairments 126 — 24 Other shutdown costs, net 2 — (8) Total charges $ 777 $ 520 $ 751 Cost of products sold $ 64 $ — $ 24 Marketing, selling and administrative 94 5 3 Research and development 12 — — Other (income)/expense, net 607 515 724 Total charges $ 777 $ 520 $ 751 |
Summary of Charges and Spending Related to Restructuring Plan Activities | The following summarizes the charges and spending related to restructuring plan activities: Year Ended December 31, Dollars in millions 2023 2022 Liability at January 1 $ 47 $ 101 Provision for restructuring (a) 365 75 Payments (225) (122) Foreign currency translation and other 1 (7) Liability at December 31 $ 188 $ 47 (a) Includes reductions to the liability resulting from changes in estimates of $9 million in 2023 and $7 million in 2022. |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Provision/(Benefit) for Income Taxes | The provision/(benefit) for income taxes consisted of: Year Ended December 31, Dollars in millions 2023 2022 2021 Current: U.S. $ 2,745 $ 3,017 $ 1,879 Non-U.S. 943 1,089 598 Total current 3,688 4,106 2,477 Deferred: U.S. (2,339) (2,889) (1,255) Non-U.S. (949) 151 (138) Total deferred (3,288) (2,738) (1,393) Total Provision for Income Taxes $ 400 $ 1,368 $ 1,084 |
Schedule of Effective Income Tax Rate Reconciliation | The reconciliation of the effective tax rate to the U.S. statutory Federal income tax rate was as follows: % of Earnings Before Income Taxes Dollars in millions 2023 2022 2021 Earnings before income taxes: U.S. $ 2,624 $ (140) $ 1,593 Non-U.S. 5,816 7,853 6,505 Total 8,440 7,713 8,098 U.S. statutory rate 1,772 21.0 % 1,620 21.0 % 1,701 21.0 % GILTI, net of foreign derived intangible income deduction 223 2.6 % 634 8.2 % 645 8.0 % Foreign tax effect of certain operations in Ireland, Puerto Rico and Switzerland (850) (10.1) % (416) (5.4) % (143) (1.8) % Non-U.S. tax ruling (656) (7.8) % — — % — — % Internal transfers of intangible and other assets — — % (93) (1.2) % (983) (12.1) % U.S. Federal valuation allowance (171) (2.0) % 58 0.8 % 6 0.1 % U.S. Federal, state and foreign contingent tax matters 143 1.7 % (297) (3.9) % 154 1.9 % U.S. Federal research-based credits (243) (2.9) % (142) (1.8) % (165) (2.0) % Charitable contributions of inventory (75) (0.9) % (94) (1.2) % (42) (0.5) % Contingent value rights — — % — — % (108) (1.3) % Puerto Rico excise tax credit — — % (144) (1.9) % (152) (1.9) % State and local taxes (net of valuation allowance) 92 1.1 % 103 1.3 % 33 0.4 % Foreign and other 165 2.0 % 139 1.8 % 138 1.6 % Total Provision for Income Taxes $ 400 4.7 % $ 1,368 17.7 % $ 1,084 13.4 % |
Schedule of Deferred Income Tax Assets/(Liabilities) | The components of deferred income tax assets/(liabilities) were as follows: December 31, Dollars in millions 2023 2022 Deferred tax assets Foreign net operating loss and other carryforwards $ 2,017 $ 566 State net operating loss and credit carryforwards 349 329 U.S. Federal capital loss, net operating loss and tax credit 249 236 Milestone payments and license fees 918 1,030 Capitalized research expenditures 2,682 1,573 Other 1,883 1,284 Total deferred tax assets 8,098 5,018 Valuation allowance (764) (873) Deferred tax assets net of valuation allowance $ 7,334 $ 4,145 Deferred tax liabilities Acquired intangible assets $ (4,052) $ (4,362) Goodwill and other (852) (605) Total deferred tax liabilities $ (4,904) $ (4,967) Deferred tax assets/(liabilities), net $ 2,430 $ (822) Recognized as: Deferred income taxes assets – non-current $ 2,768 $ 1,344 Deferred income taxes liabilities – non-current (338) (2,166) Total $ 2,430 $ (822) |
Changes in the Valuation Allowance | Changes in the valuation allowance were as follows: Year Ended December 31, Dollars in millions 2023 2022 2021 Balance at beginning of year $ 873 $ 1,056 $ 2,809 Provision (39) 213 201 Utilization (54) (68) (1,087) Foreign currency translation (19) (59) (157) Acquisitions/(dispositions)/(liquidations), net — (271) (720) Non-U.S. rate change 3 2 10 Balance at end of year $ 764 $ 873 $ 1,056 |
Reconciliation of Gross Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows (excluding interest and penalties): Year Ended December 31, Dollars in millions 2023 2022 2021 Balance at beginning of year $ 1,766 $ 2,042 $ 2,003 Gross additions to tax positions related to current year 38 53 66 Gross additions to tax positions related to prior years 145 137 75 Gross additions to tax positions assumed in acquisitions — 15 — Gross reductions to tax positions related to prior years (5) (381) (22) Settlements (30) (8) (70) Reductions to tax positions related to lapse of statute (4) (83) (5) Cumulative translation adjustment 4 (9) (5) Balance at end of year $ 1,914 $ 1,766 $ 2,042 |
Summary of Income Tax Examinations | Additional information regarding unrecognized tax benefits is as follows: Year Ended December 31, Dollars in millions 2023 2022 2021 Unrecognized tax benefits that if recognized would impact the effective tax rate $ 1,872 $ 1,736 $ 1,957 Accrued interest 434 332 424 Accrued penalties 23 25 26 Interest and penalties expense/(benefit) 110 (87) 66 U.S. 2008 to 2012, 2016 to 2023 Canada 2012 to 2023 France 2020 to 2023 Germany 2015 to 2023 Italy 2019 to 2023 Japan 2018 to 2023 UK 2012 to 2023 |
EARNINGS_(LOSS) PER SHARE (Tabl
EARNINGS/(LOSS) PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | Year Ended December 31, Amounts in millions, except per share data 2023 2022 2021 Net earnings attributable to BMS $ 8,025 $ 6,327 $ 6,994 Weighted-average common shares outstanding - basic 2,069 2,130 2,221 Incremental shares attributable to share-based compensation plans 9 16 24 Weighted-average common shares outstanding - diluted 2,078 2,146 2,245 Earnings per common share Basic $ 3.88 $ 2.97 $ 3.15 Diluted 3.86 2.95 3.12 |
FINANCIAL INSTRUMENTS AND FAI_2
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets and Liabilities Measured at Fair Value | Financial assets and liabilities measured at fair value on a recurring basis are summarized below: December 31, 2023 December 31, 2022 Dollars in millions Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Cash and cash equivalents Money market and other securities $ — $ 8,489 $ — $ — $ 7,770 $ — Marketable debt securities Certificates of deposit — 609 — — 32 — Commercial paper — 92 — — 98 — Corporate debt securities — 460 — — — — U.S. Treasury securities — 19 — — — — Derivative assets 219 — — 305 — Equity investments 318 141 — 424 680 — Derivative liabilities — 160 — — 213 — Contingent consideration liability Contingent value rights 4 — — 5 — — Other acquisition related contingent consideration — — 8 — — 24 |
Summary of Equity Investments Carrying Amount | The following summarizes the carrying amount of equity investments: December 31, Dollars in millions 2023 2022 Equity investments with readily determinable fair values $ 459 $ 1,104 Equity investments without readily determinable fair values 698 537 Limited partnerships and other equity method investments 542 546 Total equity investments $ 1,699 $ 2,187 |
Schedule of Equity Investments | The following summarizes the activity related to equity investments. Changes in fair value of equity investments are included in Other (income)/expense, net. Year ended December 31, Dollars in millions 2023 2022 2021 Equity investments with readily determined fair values Net loss recognized $ 117 $ 762 $ 403 Net (gain) recognized on investments sold (3) (17) (357) Net unrealized loss recognized on investments still held 120 779 760 Equity investments without readily determinable fair values Upward adjustments (9) (80) (918) Impairments and downward adjustments 14 11 1 Equity in net (income)/loss of affiliates 38 108 (231) Total equity investment losses/(gains) 160 801 (745) |
Summary of Fair Value of Outstanding Derivatives | The following summarizes the fair value of outstanding derivatives: December 31, 2023 December 31, 2022 Asset (a) Liability (b) Asset (a) Liability (b) Dollars in millions Notional Fair Value Notional Fair Value Notional Fair Value Notional Fair Value Designated as cash flow hedges Foreign exchange contracts 4,772 130 1,971 (66) 5,771 271 2,281 (80) Cross-currency swap contracts 1,210 50 — — — — 584 (7) Designated as net investment hedges Foreign exchange contracts — — 215 (8) — — — — Cross-currency swap contracts — — 747 (43) 72 1 1,157 (78) Designated as fair value hedges Interest rate swap contracts 2,500 3 1,755 (14) — — 255 (18) Not designated as hedges Foreign currency exchange contracts 906 20 1,250 (29) 1,564 33 1,703 (19) Total return swap contracts (c) 401 16 — — — — 322 (11) (a) Included in Other current assets and Other non-current assets. (b) Included in Other current liabilities and Other non-current liabilities. (c) Total return swap contracts were entered into to hedge changes in fair value of certain deferred compensation liabilities. |
Derivative Instruments | The following table summarizes the financial statement classification and amount of (gain)/loss recognized on hedging instruments: Year Ended December 31, 2023 2022 2021 Dollars in millions Cost of products sold Other (income)/expense, net Cost of products sold Other (income)/expense, net Cost of products sold Other (income)/expense, net Interest rate swap contracts $ — $ (5) $ — $ (27) $ — $ (31) Cross-currency swap contracts — (65) — (52) — (11) Foreign exchange contracts (303) (95) (492) (96) 96 (21) The following table summarizes the effect of derivative and non-derivative instruments designated as hedging instruments in Other Comprehensive Income/(Loss): Year Ended December 31, Dollars in millions 2023 2022 2021 Derivatives qualifying as cash flow hedges Foreign exchange contracts gain/(loss): Recognized in Other Comprehensive Income/(Loss) $ 13 $ 592 $ 364 Reclassified to Cost of products sold (303) (492) 96 Cross-currency swap contracts gain/(loss): Recognized in Other Comprehensive Income 57 (7) — Reclassified to Other (income)/expense, net (31) (29) — Forward starting interest rate swap contract loss: Reclassified to Other (income)/expense, net — (3) — Derivatives qualifying as net investment hedges Cross-currency swap contracts gain/(loss): Recognized in Other Comprehensive Income/(Loss) 52 30 38 Foreign Exchange contracts gain/(loss): Recognized in Other Comprehensive Income/(Loss) (15) — — Non-derivatives qualifying as net investment hedges Non-U.S. dollar borrowings gain/(loss): Recognized in Other Comprehensive Income/(Loss) (a) (10) 91 83 (a) In 2023, the Company de-designated its remaining net investment hedge in debt denominated in euros of €375 million, and the amount represents the effective portion of foreign exchange loss on the remeasurement of the debt. |
FINANCING ARRANGEMENTS (Tables)
FINANCING ARRANGEMENTS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Short-term debt obligations | Short-term debt obligations include: December 31, Dollars in millions 2023 2022 Non-U.S. short-term borrowings $ 170 $ 176 Current portion of long-term debt 2,873 3,897 Other 76 191 Total $ 3,119 $ 4,264 |
Schedule of long-term debt | Long-term debt and the current portion of long-term debt includes: December 31, Dollars in millions 2023 2022 Principal Value: 0.537% Notes due 2023 — 1,500 2.750% Notes due 2023 — 750 3.250% Notes due 2023 — 500 3.250% Notes due 2023 — 890 7.150% Notes due 2023 — 239 2.900% Notes due 2024 2,478 2,478 3.625% Notes due 2024 395 395 0.750% Notes due 2025 1,000 1,000 1.000% Euro Notes due 2025 636 613 3.875% Notes due 2025 229 229 3.200% Notes due 2026 1,750 1,750 6.800% Notes due 2026 256 256 1.125% Notes due 2027 1,000 1,000 3.250% Notes due 2027 512 512 3.450% Notes due 2027 534 534 3.900% Notes due 2028 1,500 1,500 3.400% Notes due 2029 2,400 2,400 1.450% Notes due 2030 1,250 1,250 5.750% Notes due 2031 1,000 — 2.950% Notes due 2032 1,750 1,750 5.900% Notes due 2033 1,000 — 1.750% Euro Notes due 2035 636 613 5.875% Notes due 2036 279 279 6.125% Notes due 2038 219 219 4.125% Notes due 2039 2,000 2,000 2.350% Notes due 2040 750 750 5.700% Notes due 2040 153 153 3.550% Notes due 2042 1,250 1,250 3.250% Notes due 2042 500 500 5.250% Notes due 2043 226 226 4.500% Notes due 2044 342 342 4.625% Notes due 2044 748 748 5.000% Notes due 2045 758 758 4.350% Notes due 2047 1,250 1,250 4.550% Notes due 2048 1,272 1,272 4.250% Notes due 2049 3,750 3,750 2.550% Notes due 2050 1,500 1,500 3.700% Notes due 2052 2,000 2,000 6.250% Notes due 2053 1,250 — 3.900% Notes due 2062 1,000 1,000 6.400% Notes due 2063 1,250 — 6.875% Notes due 2097 63 63 0.130% Convertible debt due 2023 — 15 Total $ 38,886 $ 38,234 December 31, Dollars in millions 2023 2022 Principal Value $ 38,886 $ 38,234 Adjustments to Principal Value: Fair value of interest rate swap contracts (11) (18) Unamortized basis adjustment from swap terminations 82 97 Unamortized bond discounts and issuance costs (303) (284) Unamortized purchase price adjustments of Celgene debt 872 924 Total $ 39,526 $ 38,953 Current portion of long-term debt $ 2,873 $ 3,897 Long-term debt 36,653 35,056 Total $ 39,526 $ 38,953 |
RECEIVABLES (Tables)
RECEIVABLES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounts Receivable, after Allowance for Credit Loss [Abstract] | |
Schedule of Accounts, Notes, Loans and Financing Receivable | December 31, Dollars in millions 2023 2022 Trade receivables $ 9,551 $ 8,848 Less charge-backs and cash discounts (646) (675) Less allowance for expected credit loss (23) (22) Net trade receivables 8,882 8,151 Alliance, royalties, VAT and other 2,039 1,735 Receivables $ 10,921 $ 9,886 |
Accounts Receivable, Allowance for Credit Loss | Changes to the allowances for expected credit loss, charge-backs and cash discounts were as follows: Year Ended December 31, Dollars in millions 2023 2022 2021 Balance at beginning of year $ 697 $ 744 $ 663 Provision (a) 9,158 7,476 7,257 Utilization (9,186) (7,521) (7,170) Other — (2) (6) Balance at end of year $ 669 $ 697 $ 744 (a) Includes provision for expected credit loss of $14 million in 2023, $7 million in 2022 and $4 million in 2021. |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Inventory, Net [Abstract] | |
Schedule of Inventories | December 31, Dollars in millions 2023 2022 Finished goods $ 663 $ 509 Work in process 2,430 1,850 Raw and packaging materials 475 464 Total Inventories $ 3,568 $ 2,823 Inventories $ 2,662 $ 2,339 Other non-current assets 906 484 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | December 31, Dollars in millions 2023 2022 Land $ 162 $ 162 Buildings 6,495 5,920 Machinery, equipment and fixtures 3,717 3,284 Construction in progress 1,075 1,053 Gross property, plant and equipment 11,449 10,419 Less accumulated depreciation (4,803) (4,164) Property, plant and equipment $ 6,646 $ 6,255 United States $ 5,040 $ 4,833 International 1,606 1,422 Total $ 6,646 $ 6,255 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Summary of Components of Lease Expense | The following table summarizes the components of lease expense: Year Ended December 31, Dollars in millions 2023 2022 2021 Operating lease cost $ 317 $ 224 $ 220 Variable lease cost 79 55 44 Short-term lease cost 20 20 17 Sublease income (11) (6) (7) Total operating lease expense $ 405 $ 293 $ 274 Supplemental balance sheet information related to leases was as follows: December 31, 2023 2022 Weighted average remaining lease term 10 years 11 years Weighted average discount rate 4 % 4 % |
Operating lease Right-Of-Use Assets and Liabilities | Operating lease right-of-use assets and liabilities were as follows: December 31, Dollars in millions 2023 2022 Other non-current assets $ 1,390 $ 1,220 Other current liabilities $ 162 $ 136 Other non-current liabilities 1,530 1,261 Total liabilities $ 1,692 $ 1,397 |
Future Lease Payments For Non-Cancellable Operating Leases | Future lease payments for non-cancellable operating leases as of December 31, 2023 were as follows: Dollars in millions 2024 $ 225 2025 236 2026 211 2027 205 2028 192 Thereafter 1,061 Total future lease payments 2,130 Less imputed interest (438) Total lease liability $ 1,692 |
GOODWILL AND OTHER INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The changes in the carrying amounts in Goodwill were as follows: December 31, Dollars in millions 2023 2022 Beginning balance $ 21,149 $ 20,502 Turning Point acquisition — 695 Currency translation and other adjustments 20 (48) Ending balance $ 21,169 $ 21,149 |
Schedule of Intangible Assets | Other intangible assets consisted of the following: December 31, Estimated 2023 2022 Dollars in millions Gross carrying amounts Accumulated amortization Other intangible assets, net Gross carrying amounts Accumulated amortization Other intangible assets, net Licenses 5 – 15 years $ 218 $ (118) $ 100 $ 400 $ (128) $ 272 Acquired marketed product rights 3 – 15 years 62,858 (40,066) 22,792 60,477 (31,949) 28,528 Capitalized software 3 – 10 years 1,497 (1,027) 470 1,555 (1,056) 499 IPRD 3,710 — 3,710 6,560 — 6,560 Total $ 68,283 $ (41,211) $ 27,072 $ 68,992 $ (33,133) $ 35,859 |
SUPPLEMENTAL FINANCIAL INFORM_2
SUPPLEMENTAL FINANCIAL INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Supplemental Financial Information [Abstract] | |
Schedule of Other Current Assets | December 31, Dollars in millions 2023 2022 Income taxes $ 3,927 $ 3,547 Research and development 723 579 Contract assets 416 504 Restricted cash (a) 55 148 Other 786 1,017 Other current assets $ 5,907 $ 5,795 |
Schedule of Other Assets, Noncurrent | December 31, Dollars in millions 2023 2022 Equity investments $ 1,699 $ 2,187 Operating leases 1,390 1,220 Inventories 906 484 Pension and postretirement 284 285 Research and development 413 496 Restricted cash (a) — 54 Receivables and convertible notes 436 — Other 242 214 Other non-current assets 5,370 4,940 (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. Cash is restricted when withdrawal or general use is contractually or legally restricted. |
Schedule of Accrued Liabilities | December 31, Dollars in millions 2023 2022 Rebates and discounts $ 7,680 $ 6,702 Income taxes 1,371 942 Employee compensation and benefits 1,291 1,425 Research and development 1,257 1,359 Dividends 1,213 1,196 Interest 349 321 Royalties 465 431 Operating leases 162 136 Other 2,096 2,074 Other current liabilities $ 15,884 $ 14,586 |
Other Noncurrent Liabilities | December 31, Dollars in millions 2023 2022 Income taxes $ 3,288 $ 3,992 Pension and postretirement 480 402 Operating leases 1,530 1,261 Deferred income 300 283 Deferred compensation 427 349 Other 396 303 Other non-current liabilities $ 6,421 $ 6,590 |
EQUITY (Tables)
EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Schedule of Stockholders Equity | Common Stock Capital in Excess Accumulated Other Comprehensive Loss Retained Treasury Stock Noncontrolling Dollars and shares in millions Shares Par Value Shares Cost Balance at December 31, 2020 2,923 $ 292 $ 44,325 $ (1,839) $ 21,281 679 $ (26,237) $ 60 Net earnings — — — — 6,994 — — 20 Other Comprehensive Income/(Loss) — — — 571 — — — — Cash dividends declared (a) — — — (4,455) — — — Share repurchases — — — — — 102 (6,240) — Stock compensation — — 36 — — (34) 1,218 — Distributions — — — — — — — (20) Balance at December 31, 2021 2,923 292 44,361 (1,268) 23,820 747 (31,259) 60 Net earnings — — — — 6,327 — — 18 Other Comprehensive Income/(Loss) — — — (13) — — — — Cash dividends declared (a) — — — — (4,644) — — — Share repurchases — — — — — 109 (8,001) — Stock compensation — — 804 — — (31) 642 — Distributions — — — — — — — (21) Balance at December 31, 2022 2,923 292 45,165 (1,281) 25,503 825 (38,618) 57 Net earnings — — — — 8,025 — — 14 Other Comprehensive Income/(Loss) — — — (265) — — — — Cash dividends declared (a) — — — — (4,762) — — — Share repurchases — — 105 — — 87 (5,306) — Stock compensation — — 410 — — (10) 147 — Convertible debt — — 4 — — — 11 — Distributions — — — — — — — (16) Balance at December 31, 2023 2,923 $ 292 $ 45,684 $ (1,546) $ 28,766 902 $ (43,766) $ 55 (a) Cash dividends declared per common share were $2.31 in 2023, $2.19 in 2022 and $2.01 in 2021. |
Schedule of Comprehensive Income (Loss) | The components of Other Comprehensive Income/(Loss) were as follows: Year Ended December 31, 2023 2022 2021 Dollars in millions Pretax Tax After Tax Pretax Tax After Tax Pretax Tax After Tax Derivatives qualifying as cash flow hedges: Recognized in Other comprehensive income/(loss) $ 70 $ (12) $ 58 $ 585 $ (79) $ 506 $ 364 $ (34) $ 330 Reclassified to net earnings (a) (334) 46 (288) (524) 72 (452) 95 (10) 85 Derivatives qualifying as cash flow hedges (264) 34 (230) 61 (7) 54 459 (44) 415 Pension and postretirement benefits: Actuarial gains/(losses) (140) 25 (115) 146 (25) 121 220 (40) 180 Amortization (b) — — — 21 (6) 15 41 (10) 31 Settlements (b) — — — 11 (2) 9 (6) 1 (5) Pension and postretirement benefits (140) 25 (115) 178 (33) 145 255 (49) 206 Marketable debt securities: Unrealized (losses)/gains 3 (1) 2 (2) — (2) (11) 2 (9) Foreign currency translation 84 (6) 78 (183) (27) (210) (14) (27) (41) Other comprehensive income/(loss) $ (317) $ 52 $ (265) $ 54 $ (67) $ (13) $ 689 $ (118) $ 571 (a) Included in Cost of products sold and Other (income)/expense, net. Refer to “—Note 9. Financial Instruments and Fair Value Measurements“ for further information. (b) Included in Other (income)/expense, net. |
Schedule of Accumulated Other Comprehensive Income (Loss) | The accumulated balances related to each component of Other Comprehensive Income/(Loss), net of taxes, were as follows: December 31, Dollars in millions 2023 2022 Derivatives qualifying as cash flow hedges $ 2 $ 232 Pension and postretirement benefits (738) (623) Marketable debt securities 2 — Foreign currency translation (a) (812) (890) Accumulated other comprehensive loss $ (1,546) $ (1,281) (a) Included in foreign currency are net investment hedges gains of $144 million and $125 million as of December 31, 2023 and December 31, 2022, respectively. |
RETIREMENT BENEFITS (Tables)
RETIREMENT BENEFITS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
Schedule Of Defined Benefit Obligations And Assets | Changes in defined benefit pension plan obligations, assets, funded status and amounts recognized in the consolidated balance sheets were as follows: Year Ended December 31, Dollars in millions 2023 2022 Benefit obligations at beginning of year $ 1,976 $ 2,935 Service cost—benefits earned during the year 29 36 Interest cost 80 42 Settlements and curtailments (41) (58) Actuarial (gains)/losses 165 (760) Benefits paid (65) (68) Foreign currency and other 94 (151) Benefit obligations at end of year $ 2,238 $ 1,976 Fair value of plan assets at beginning of year $ 2,027 $ 2,815 Actual return on plan assets 130 (570) Employer contributions 56 76 Settlements (38) (53) Benefits paid (65) (68) Foreign currency and other 102 (173) Fair value of plan assets at end of year $ 2,212 $ 2,027 Funded status $ (26) $ 51 Assets/(Liabilities) recognized: Other non-current assets $ 284 $ 285 Other current liabilities (20) (21) Other non-current liabilities (290) (213) Funded status $ (26) $ 51 Recognized in Accumulated other comprehensive loss: Net actuarial losses $ 994 $ 869 Prior service credit (21) (25) Total $ 973 $ 844 |
Schedule Of Accumulated And Projected Benefit Obligation In Excess Of Fair Value Of Plan Assets | Additional information related to pension plan was as follows: December 31, Dollars in millions 2023 2022 Pension plans with projected benefit obligations in excess of plan assets: Projected benefit obligation $ 1,045 $ 728 Fair value of plan assets 735 495 Pension plans with accumulated benefit obligations in excess of plan assets : Accumulated benefit obligation 1,017 728 Fair value of plan assets 734 495 |
Schedule Of Defined Benefit Actuarial Assumptions Benefit Obligations | Weighted-average assumptions used to determine defined benefit pension plan obligations were as follows: December 31, 2023 2022 Discount rate 3.4 % 4.0 % Rate of compensation increase 1.4 % 1.2 % Interest crediting rate 2.5 % 2.5 % |
Schedule Of Defined Benefit Actuarial Assumptions Net Periodic Benefit Cost | Weighted-average actuarial assumptions used to determine defined benefit pension plan net periodic benefit cost were as follows: Year Ended December 31, 2023 2022 2021 Discount rate 4.0 % 1.6 % 1.2 % Expected long-term return on plan assets 4.1 % 3.6 % 3.6 % Rate of compensation increase 1.2 % 1.0 % 1.3 % Interest crediting rate 2.5 % 2.1 % 2.2 % |
Fair Value of Pension Plan Assets by Asset Category | The fair value of pension plan assets by asset category was as follows: December 31, 2023 December 31, 2022 Dollars in millions Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Plan Assets Equity securities $ 1 $ — $ — $ 1 $ 1 $ — $ — $ 1 Equity funds — 363 7 370 — 368 — 368 Fixed income funds — 785 — 785 — 697 — 697 Corporate debt securities — 332 — 332 — 376 — 376 U.S. Treasury and agency securities — 58 — 58 — 75 — 75 Insurance contracts — — 224 224 — — 123 123 Cash and cash equivalents 32 — — 32 43 — — 43 Other — 18 38 56 — 15 35 50 Plan assets subject to leveling $ 33 $ 1,556 $ 269 $ 1,858 $ 44 $ 1,531 $ 158 $ 1,733 Plan assets measured at NAV as a practical expedient 354 294 Net plan assets $ 2,212 $ 2,027 |
EMPLOYEE STOCK BENEFIT PLANS (T
EMPLOYEE STOCK BENEFIT PLANS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock Based Compensation Expense | Stock-based compensation expense was as follows: Year Ended December 31, Dollars in millions 2023 2022 2021 Cost of products sold $ 51 $ 41 $ 57 Marketing, selling and administrative 215 195 241 Research and development 252 221 272 Other (income)/expense, net — — 13 Total stock-based compensation expense $ 518 $ 457 $ 583 Income tax benefit (a) $ 105 $ 91 $ 120 (a) Income tax benefit excludes excess tax benefits from share-based compensation awards that were vested or exercised of $19 million in 2023, $74 million in 2022 and $38 million in 2021. |
Summary of Stock Compensation Activity | The following table summarizes the stock compensation activity for the year ended December 31, 2023: Stock Options RSUs MSUs PSUs Shares in Millions Number of Options Weighted-Average Exercise Price of Shares Number of Nonvested RSUs Weighted-Average Grant-Date Fair Value Number of Nonvested MSUs Weighted-Average Grant-Date Fair Value Number of Nonvested PSUs Weighted-Average Grant-Date Fair Value Balance at January 1, 2023 21.9 $ 55.25 16.9 $ 59.17 1.8 $ 58.25 3.5 $ 60.88 Granted — — 9.5 60.26 1.0 57.99 1.5 63.86 Released/Exercised (4.8) 46.79 (6.3) 57.57 (0.7) 56.64 (1.1) 55.59 Adjustments for actual payout — — — — 0.1 54.42 0.1 55.59 Forfeited/Canceled (0.9) 63.49 (2.1) 60.10 (0.3) 58.78 (0.4) 64.29 Balance at December 31, 2023 16.2 57.34 18.0 60.21 1.9 58.52 3.6 63.32 Expected to vest 15.8 60.14 1.6 58.50 2.9 63.07 Dollars in millions Restricted Stock Units Market Share Units Performance Share Units Unrecognized compensation cost $ 763 $ 49 $ 75 Expected weighted-average period in years of compensation cost to be recognized 2.5 2.7 1.6 Amounts in Millions, except per share data 2023 2022 2021 Weighted-average grant date fair value (per share): RSUs 60.26 64.12 $ 56.58 MSUs 57.99 60.74 58.04 PSUs 63.86 66.76 59.04 Fair value of awards that vested: RSUs - replacement awards $ — $ 152 $ 519 RSUs 365 300 246 MSUs 45 44 37 PSUs 65 68 61 Total intrinsic value of stock options exercised 90 526 512 |
Summary of Significant Outstanding and Exercisable Options | The following table summarizes significant outstanding and exercisable options at December 31, 2023: Range of Exercise Prices Number of Options (in millions) Weighted-Average Remaining Contractual Life (in years) Weighted-Average Exercise Price Per Share Aggregate Intrinsic Value (in millions) $10 - $40 0.7 0.8 $ 36.34 $ 11 $40 - $55 5.5 2.8 49.76 16 $55 - $65 6.6 1.9 59.45 — $65 + 3.4 2.5 70.04 — Outstanding 16.2 2.3 57.34 $ 26 Exercisable 16.2 2.3 57.34 $ 26 |
ACCOUNTING POLICIES AND RECEN_4
ACCOUNTING POLICIES AND RECENTLY ISSUED ACCOUNTING STANDARDS - Narrative (Details) - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Advertising and product promotion costs | $ 1.4 | $ 1.3 | $ 1.3 |
Minimum | Buildings | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Useful life of property, plant and equipment (in years) | 20 years | ||
Minimum | Machinery equipment and fixtures | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Useful life of property, plant and equipment (in years) | 3 years | ||
Minimum | Capitalized Software | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Useful life of property, plant and equipment (in years) | 3 years | ||
Maximum | Buildings | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Useful life of property, plant and equipment (in years) | 50 years | ||
Maximum | Machinery equipment and fixtures | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Useful life of property, plant and equipment (in years) | 20 years | ||
Maximum | Capitalized Software | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Useful life of property, plant and equipment (in years) | 10 years |
ACCOUNTING POLICIES AND RECEN_5
ACCOUNTING POLICIES AND RECENTLY ISSUED ACCOUNTING STANDARDS - Acquired IPRD By Type of Transaction (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | |||
Acquired IPRD | $ 913 | $ 815 | $ 1,159 |
Alliance revenues | |||
Property, Plant and Equipment [Line Items] | |||
Alliance (Note 3) | 55 | 100 | 730 |
In-license arrangements and other (Note 4) | 858 | 715 | 429 |
Acquired IPRD | $ 913 | $ 815 | $ 1,159 |
REVENUE - Disaggregation of Rev
REVENUE - Disaggregation of Revenue (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Total Revenues | $ 45,006 | $ 46,159 | $ 46,385 |
Net product sales | |||
Disaggregation of Revenue [Line Items] | |||
Total Revenues | 43,778 | 44,671 | 45,055 |
Alliance revenues | |||
Disaggregation of Revenue [Line Items] | |||
Total Revenues | 608 | 742 | 716 |
Other revenues | |||
Disaggregation of Revenue [Line Items] | |||
Total Revenues | $ 620 | $ 746 | $ 614 |
REVENUE - Narrative (Details)
REVENUE - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Product Information [Line Items] | |||
Revenue recognized from performance obligation satisfied in prior period | $ 462 | $ 556 | $ 561 |
Total revenues | Revenue | Net product sales | |||
Product Information [Line Items] | |||
Concentration risk, percentage | 95% |
REVENUE - Schedule of Revenue b
REVENUE - Schedule of Revenue by Major Customers (Details) - Customer Concentration Risk - Revenue | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
McKesson Corporation | |||
Revenue, Major Customer [Line Items] | |||
Concentration risk, percentage | 33% | 32% | 32% |
Cencora, Inc. (formerly known an AmerisourceBergen Corporation) | |||
Revenue, Major Customer [Line Items] | |||
Concentration risk, percentage | 29% | 25% | 25% |
Cardinal Health, Inc. | |||
Revenue, Major Customer [Line Items] | |||
Concentration risk, percentage | 23% | 21% | 20% |
REVENUE - Reconciliation of Gro
REVENUE - Reconciliation of Gross Product Sales to Net Product Sales (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Gross to Net Adjustments [Line Items] | |||
Total Revenues | $ 45,006 | $ 46,159 | $ 46,385 |
Gross to net adjustments | (29,901) | (24,962) | (22,842) |
Prior period gross to net adjustment impacted by new accounting pronouncement | 134 | 229 | 319 |
Gross product sales | |||
Gross to Net Adjustments [Line Items] | |||
Total Revenues | 73,679 | 69,633 | 67,897 |
Net product sales | |||
Gross to Net Adjustments [Line Items] | |||
Total Revenues | 43,778 | 44,671 | 45,055 |
Charge-backs and cash discounts | |||
Gross to Net Adjustments [Line Items] | |||
Gross to net adjustments | (9,144) | (7,469) | (7,253) |
Medicaid and Medicare rebates | |||
Gross to Net Adjustments [Line Items] | |||
Gross to net adjustments | (13,411) | (11,362) | (9,374) |
Other rebates, returns, discounts and adjustments | |||
Gross to Net Adjustments [Line Items] | |||
Gross to net adjustments | $ (7,346) | $ (6,131) | $ (6,215) |
REVENUE - Disaggregation of R_2
REVENUE - Disaggregation of Revenue by Product and Region (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue from External Customer [Line Items] | |||
Total Revenues | $ 45,006 | $ 46,159 | $ 46,385 |
United States | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 31,555 | 31,828 | 29,214 |
International | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 12,752 | 13,497 | 16,319 |
Other | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 699 | 834 | 852 |
Eliquis | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 12,206 | 11,789 | 10,762 |
Opdivo | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 9,009 | 8,249 | 7,523 |
Orencia | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 3,601 | 3,464 | 3,306 |
Pomalyst/Imnovid | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 3,441 | 3,497 | 3,332 |
Yervoy | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 2,238 | 2,131 | 2,026 |
Sprycel | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 1,930 | 2,165 | 2,117 |
Mature and other brands | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 1,895 | 2,045 | 2,234 |
In-line products | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 34,320 | 33,340 | 31,300 |
Reblozyl | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 1,008 | 717 | 551 |
Opdualag | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 627 | 252 | 0 |
Abecma | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 472 | 388 | 164 |
Zeposia | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 434 | 250 | 134 |
Breyanzi | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 364 | 182 | 87 |
Camzyos | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 231 | 24 | 0 |
Sotyktu | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 170 | 8 | 0 |
Onureg | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 168 | 124 | 73 |
Inrebic | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 110 | 85 | 74 |
Augtyro | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 1 | 0 | 0 |
New product portfolio | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 3,585 | 2,030 | 1,083 |
In-line products and new product portfolio | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 37,905 | 35,370 | 32,383 |
Revlimid | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 6,097 | 9,978 | 12,821 |
Abraxane | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | 1,004 | 811 | 1,181 |
Total Recent LOE Products | |||
Revenue from External Customer [Line Items] | |||
Total Revenues | $ 7,101 | $ 10,789 | $ 14,002 |
ALLIANCES - Financial Informati
ALLIANCES - Financial Information Pertaining to Alliances (Total) (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Total Revenues | $ 45,006 | $ 46,159 | $ 46,385 | |
Cost of products sold | [1] | 10,693 | 10,137 | 9,940 |
Marketing, selling and administrative | (7,772) | (7,814) | (7,690) | |
Other (income)/expense, net | (1,158) | 576 | (720) | |
Receivables – from alliance partners | 10,921 | 9,886 | ||
Accounts payable – to alliance partners | 3,259 | 3,040 | ||
Net product sales | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Total Revenues | 43,778 | 44,671 | 45,055 | |
Alliance revenues | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Total Revenues | 608 | 742 | 716 | |
Alliance revenues | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Total Revenues | 13,151 | 12,743 | 11,556 | |
Cost of products sold | 6,067 | 5,768 | 5,227 | |
Marketing, selling and administrative | (263) | (223) | (183) | |
Research and development | 137 | 49 | 42 | |
Acquired IPRD | 55 | 100 | 730 | |
Other (income)/expense, net | (49) | (53) | (62) | |
Receivables – from alliance partners | 233 | 317 | ||
Accounts payable – to alliance partners | 1,394 | 1,249 | ||
Deferred income from alliances | 274 | 289 | ||
Alliance revenues | Net product sales | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Total Revenues | 12,543 | 12,001 | 10,840 | |
Alliance revenues | Alliance revenues | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Total Revenues | $ 608 | $ 742 | $ 716 | |
[1]Excludes amortization of acquired intangible assets. |
ALLIANCES - Financial Informa_2
ALLIANCES - Financial Information Pertaining to Alliances (SystImmune) (Details) - SystImmune - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended |
Dec. 31, 2023 | Mar. 31, 2024 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Consideration for contingent development and regulatory approval | $ 7,600 | |
Forecast | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Upfront payments for licensing and alliance arrangements | $ 800 |
ALLIANCES - Financial Informa_3
ALLIANCES - Financial Information Pertaining to Alliances (Pfizer) (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Total Revenues | $ 45,006 | $ 46,159 | $ 46,385 | |
Cost of products sold – profit sharing | [1] | 10,693 | 10,137 | 9,940 |
Other (income)/expense, net | (1,158) | 576 | (720) | |
Receivables | 10,921 | 9,886 | ||
Accounts payable | 3,259 | 3,040 | ||
Net product sales | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Total Revenues | 43,778 | 44,671 | 45,055 | |
Eliquis | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Total Revenues | 12,206 | 11,789 | 10,762 | |
Pfizer | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Total Revenues | 12,206 | 11,789 | 10,762 | |
Alliance revenues | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Total Revenues | 13,151 | 12,743 | 11,556 | |
Cost of products sold – profit sharing | 6,067 | 5,768 | 5,227 | |
Other (income)/expense, net | (49) | (53) | (62) | |
Receivables | 233 | 317 | ||
Accounts payable | 1,394 | 1,249 | ||
Deferred income | 274 | 289 | ||
Alliance revenues | Net product sales | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Total Revenues | 12,543 | 12,001 | 10,840 | |
Alliance revenues | Pfizer | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Total Revenues | 200 | 301 | 331 | |
Cost of products sold – profit sharing | 5,833 | 5,604 | 5,064 | |
Other (income)/expense, net | (42) | (42) | (36) | |
Receivables | 169 | 191 | ||
Accounts payable | 1,311 | 1,208 | ||
Deferred income | 180 | 222 | ||
Alliance revenues | Pfizer | Net product sales | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Total Revenues | $ 12,006 | $ 11,488 | $ 10,431 | |
Alliance revenues | Pfizer | Eliquis | Minimum | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Percentage of reimbursement for development costs from alliance partner | 50% | |||
Alliance revenues | Pfizer | Eliquis | Maximum | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Percentage of reimbursement for development costs from alliance partner | 60% | |||
[1]Excludes amortization of acquired intangible assets. |
ALLIANCES - Financial Informa_4
ALLIANCES - Financial Information Pertaining to Alliances (Ono) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total Revenues | $ 45,006 | $ 46,159 | $ 46,385 |
Ono | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total Revenues | 588 | 657 | 636 |
Alliance revenues | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total Revenues | $ 13,151 | 12,743 | 11,556 |
Alliance revenues | Ono | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Co-promotion fee percentage | 60% | ||
Total Revenues | $ 408 | 441 | 385 |
Alliance revenues | Ono | Maximum | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Profit sharing involving only one compound | 80% | ||
Alliance revenues | Ono | Minimum | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Profit sharing involving only one compound | 20% | ||
Alliance revenues | North America | Ono | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Royalty rate due to regulatory approvals | 4% | ||
Alliance revenues | Rest of World Except Japan, South Korea and Taiwan | Ono | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Royalty rate due to regulatory approvals | 15% | ||
Net product sales | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total Revenues | $ 43,778 | 44,671 | 45,055 |
Net product sales | Alliance revenues | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total Revenues | 12,543 | 12,001 | 10,840 |
Net product sales | Alliance revenues | Ono | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total Revenues | $ 180 | $ 216 | $ 251 |
ALLIANCES - Financial Informa_5
ALLIANCES - Financial Information Pertaining to Alliances (BridgeBio) (Details) - BridgeBio $ in Millions | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Upfront payments for licensing and alliance arrangements | $ 90 |
Consideration for contingent development and regulatory approval | $ 815 |
ALLIANCES - Financial Informa_6
ALLIANCES - Financial Information Pertaining to Alliances (2seventy bio) (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Total Revenues | $ 45,006 | $ 46,159 | $ 46,385 | |
Cost of products sold | [1] | 10,693 | 10,137 | 9,940 |
Net product sales | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Total Revenues | 43,778 | 44,671 | 45,055 | |
Alliance revenues | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Total Revenues | 13,151 | 12,743 | 11,556 | |
Cost of products sold | 6,067 | 5,768 | 5,227 | |
Alliance revenues | Net product sales | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Total Revenues | 12,543 | 12,001 | 10,840 | |
2seventy bio | Alliance revenues | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Cost of products sold | 109 | 49 | 42 | |
2seventy bio | Alliance revenues | Net product sales | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Total Revenues | $ 358 | $ 297 | $ 158 | |
[1]Excludes amortization of acquired intangible assets. |
ALLIANCES - Financial Informa_7
ALLIANCES - Financial Information Pertaining to Alliances (Eisai) (Details) - Eisai - Alliance revenues $ in Millions | 12 Months Ended |
Dec. 31, 2021 USD ($) | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Upfront payments for licensing and alliance arrangements | $ 650 |
Consideration for contingent development and regulatory approval | $ 2,500 |
ACQUISITIONS, DIVESTITURES, L_3
ACQUISITIONS, DIVESTITURES, LICENSING AND OTHER ARRANGEMENTS - Narrative (Details) $ / shares in Units, $ in Millions | 1 Months Ended | 6 Months Ended | 12 Months Ended | 36 Months Ended | |||||
Jan. 31, 2024 USD ($) right $ / shares | Nov. 30, 2023 USD ($) | Oct. 31, 2023 USD ($) | Jun. 30, 2024 USD ($) $ / shares | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2014 | Dec. 31, 2026 | |
Business Acquisition [Line Items] | |||||||||
Royalty Income | $ 862 | $ 832 | $ 666 | ||||||
Keytruda Royalties | |||||||||
Business Acquisition [Line Items] | |||||||||
Percentage of net sales payable to alliance partner | 6.50% | ||||||||
Keytruda Royalties | Forecast | Subsequent Event | |||||||||
Business Acquisition [Line Items] | |||||||||
Percentage of net sales payable to alliance partner | 2.50% | ||||||||
LianBio Co. Ltd. | Mavacamten Rights | |||||||||
Business Acquisition [Line Items] | |||||||||
Payments for asset acquisitions | $ 445 | ||||||||
Payments to acquire rights | $ 350 | ||||||||
Bristol-Myers Squibb | Keytruda Royalties | Forecast | Subsequent Event | |||||||||
Business Acquisition [Line Items] | |||||||||
Payment and royalty allocation | 75% | ||||||||
Ono | Keytruda Royalties | Forecast | Subsequent Event | |||||||||
Business Acquisition [Line Items] | |||||||||
Payment and royalty allocation | 25% | ||||||||
Immatics | |||||||||
Business Acquisition [Line Items] | |||||||||
License and other arrangements upfront payments | 150 | ||||||||
Contingent and regulatory milestone payments | 770 | ||||||||
Agenus | |||||||||
Business Acquisition [Line Items] | |||||||||
License and other arrangements upfront payments | 200 | ||||||||
Contingent and regulatory milestone payments | 1,400 | ||||||||
Dragonfly | |||||||||
Business Acquisition [Line Items] | |||||||||
License and other arrangements upfront payments | 175 | ||||||||
Mavacamten | |||||||||
Business Acquisition [Line Items] | |||||||||
Payment to extinguish future royalty obligation | 295 | ||||||||
Diabetes business - royalties | |||||||||
Business Acquisition [Line Items] | |||||||||
Royalty Income | $ 862 | 810 | 622 | ||||||
Diabetes business - royalties | Supply Agreements | |||||||||
Business Acquisition [Line Items] | |||||||||
Royalty Income | 960 | 924 | 725 | ||||||
Diabetes business - royalties | Amelyn, Onglyza, and Farxiga | |||||||||
Business Acquisition [Line Items] | |||||||||
Business sale royalty expense | 98 | 114 | 103 | ||||||
Mature products and other | |||||||||
Business Acquisition [Line Items] | |||||||||
Royalty Income | $ 0 | 22 | $ 44 | ||||||
Mature products and other | Discontinued Operations, Held-for-sale | |||||||||
Business Acquisition [Line Items] | |||||||||
Liabilities held for sale | 20 | ||||||||
Assets held for sale | 172 | ||||||||
Mature products and other | Cost of products sold | |||||||||
Business Acquisition [Line Items] | |||||||||
Asset impairment charges | 63 | ||||||||
Mature products and other | LOTTE Corporation | |||||||||
Business Acquisition [Line Items] | |||||||||
Sales price | 159 | ||||||||
Minimum | Diabetes business - royalties | |||||||||
Business Acquisition [Line Items] | |||||||||
Percentage of net sales payable to alliance partner | 10% | ||||||||
Maximum | Diabetes business - royalties | |||||||||
Business Acquisition [Line Items] | |||||||||
Percentage of net sales payable to alliance partner | 25% | ||||||||
Orum | |||||||||
Business Acquisition [Line Items] | |||||||||
Payments for asset acquisitions | $ 100 | ||||||||
Asset acquisition, consideration transferred, contingent consideration | $ 80 | ||||||||
Mirati Therapeutics | Subsequent Event | |||||||||
Business Acquisition [Line Items] | |||||||||
Business acquisition, share price (in usd per share) | $ / shares | $ 58 | ||||||||
Payments to acquire businesses, gross | $ 4,800 | ||||||||
Acquisition, net of cash acquired | $ 4,100 | ||||||||
Business combination, contingent value, number of rights received | right | 1 | ||||||||
Business combination, contingent value payout, period | 7 years | ||||||||
Mirati Therapeutics | Forecast | |||||||||
Business Acquisition [Line Items] | |||||||||
Business combination, contingent value, share price (in dollars per share) | $ / shares | $ 12 | ||||||||
Contingent consideration liability | $ 1,000 | ||||||||
Karuna | Forecast | |||||||||
Business Acquisition [Line Items] | |||||||||
Payments to acquire businesses, gross | $ 14,000 | ||||||||
Acquisition, share price (in dollars per share) | $ / shares | $ 330 | ||||||||
RayzeBio | Forecast | |||||||||
Business Acquisition [Line Items] | |||||||||
Payments to acquire businesses, gross | $ 4,100 | ||||||||
Acquisition, share price (in dollars per share) | $ / shares | $ 62.50 | ||||||||
Turning Point | |||||||||
Business Acquisition [Line Items] | |||||||||
Payments to acquire businesses, gross | 4,113 | ||||||||
Acquisition, net of cash acquired | $ 3,300 |
ACQUISITIONS, DIVESTITURES, L_4
ACQUISITIONS, DIVESTITURES, LICENSING AND OTHER ARRANGEMENTS - Schedule of Consideration Transferred (Details) - Turning Point $ in Millions | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Business Acquisition [Line Items] | |
Payments to acquire businesses, gross | $ 4,113 |
Total consideration allocated | 3,960 |
Common Stock | |
Business Acquisition [Line Items] | |
Payments to acquire businesses, gross | 3,811 |
Equity | |
Business Acquisition [Line Items] | |
Payments to acquire businesses, gross | 302 |
Unvested Equity Awards | |
Business Acquisition [Line Items] | |
Payments to acquire businesses, gross | 153 |
Unvested Equity Awards | Equity securities | |
Business Acquisition [Line Items] | |
Payments to acquire businesses, gross | 73 |
Unvested Equity Awards | Research and development | |
Business Acquisition [Line Items] | |
Payments to acquire businesses, gross | $ 80 |
ACQUISITIONS, DIVESTITURES, L_5
ACQUISITIONS, DIVESTITURES, LICENSING AND OTHER ARRANGEMENTS - Schedule of Recognized Identified Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Nov. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 21,169 | $ 21,149 | $ 20,502 | |
In Process Research and Development | ||||
Business Acquisition [Line Items] | ||||
Identifiable assets acquired, indefinite-lived intangible assets | $ 2,800 | 2,800 | ||
Turning Point | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | 795 | |||
Other current assets | 14 | |||
Intangible assets | 2,971 | |||
Deferred income tax assets | 229 | |||
Other non-current assets | 10 | |||
Deferred income tax liabilities | (643) | |||
Other current liabilities | (111) | |||
Identifiable net assets acquired | 3,265 | |||
Goodwill | 695 | |||
Total consideration allocated | $ 3,960 |
ACQUISITIONS, DIVESTITURES, L_6
ACQUISITIONS, DIVESTITURES, LICENSING AND OTHER ARRANGEMENTS - Divestitures (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Net Proceeds | $ 858 | $ 1,157 | $ 748 |
Divestiture (Gains)/Losses | 0 | (211) | (9) |
Royalty Income | (862) | (832) | (666) |
Diabetes business - royalties | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Net Proceeds | 846 | 767 | 612 |
Divestiture (Gains)/Losses | 0 | 0 | 0 |
Royalty Income | (862) | (810) | (622) |
Mature products and other | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Net Proceeds | 12 | 390 | 136 |
Divestiture (Gains)/Losses | 0 | (211) | (9) |
Royalty Income | $ 0 | (22) | $ (44) |
Mature products and other | Cheplapharm | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Net Proceeds | 221 | ||
Divestiture (Gains)/Losses | $ (211) |
ACQUISITIONS, DIVESTITURES, L_7
ACQUISITIONS, DIVESTITURES, LICENSING AND OTHER ARRANGEMENTS - Licensing and Other Arrangements (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Upfront licensing fees | $ 0 | $ 0 | $ (34) |
Contingent milestone income | (91) | (50) | (18) |
Amortization of deferred income | (51) | (53) | (39) |
Total | (1,488) | (1,283) | (1,067) |
Keytruda Royalties | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Royalty income, nonoperating | (1,186) | (1,001) | (841) |
Tecentriq Royalties | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Royalty income, nonoperating | (107) | (93) | (90) |
Biohaven | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Biohaven sublicense income | 0 | (55) | 0 |
Other Royalties | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Royalty income, nonoperating | $ (53) | $ (31) | $ (45) |
OTHER (INCOME)_EXPENSE, NET - S
OTHER (INCOME)/EXPENSE, NET - Schedule Of Other Income Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Other Nonoperating Income (Expense) [Abstract] | |||
Interest expense | $ 1,166 | $ 1,232 | $ 1,334 |
Royalty and licensing income (Note 4) | (1,488) | (1,283) | (1,067) |
Royalty income - divestitures (Note 4) | (862) | (832) | (666) |
Equity investment losses/(gains), net (Note 9) | 160 | 801 | (745) |
Integration expenses (Note 6) | 242 | 440 | 564 |
Loss on debt redemption (Note 10) | 0 | 266 | 281 |
Divestiture gains (Note 4) | 0 | (211) | (9) |
Litigation and other settlements | (390) | 178 | 82 |
Investment income | (449) | (171) | (39) |
Provision for restructuring (Note 6) | 365 | 75 | 169 |
Contingent consideration | (8) | (9) | (542) |
Other | 106 | 90 | (82) |
Other (income)/expense, net | $ (1,158) | $ 576 | $ (720) |
OTHER (INCOME)_EXPENSE, NET - N
OTHER (INCOME)/EXPENSE, NET - Narrative (Details) shares in Millions, $ in Millions | 12 Months Ended | 33 Months Ended | ||
Dec. 31, 2023 USD ($) lawsuit shares | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Sep. 30, 2026 USD ($) payment | |
Licensing Arrangement [Line Items] | ||||
Contingent consideration fair value adjustments | $ (8) | $ (9) | $ (542) | |
Celgene | ||||
Licensing Arrangement [Line Items] | ||||
Contingent consideration fair value adjustments | $ 513 | |||
Nimbus Therapeutics | ||||
Licensing Arrangement [Line Items] | ||||
License and other arrangements upfront payments | 4,000 | |||
Nimbus Therapuetics TYK2 Inhibitor | ||||
Licensing Arrangement [Line Items] | ||||
Income from settlement | $ 40 | |||
Nimbus Therapuetics TYK2 Inhibitor | Nimbus Therapeutics | ||||
Licensing Arrangement [Line Items] | ||||
Income from settlement | $ 400 | |||
Change in control proceeds | 10% | |||
Percentage of ownership acquired | 100% | |||
Collaborative arrangement contingent payments maximum exposure | $ 2,000 | |||
AZ AB | ||||
Licensing Arrangement [Line Items] | ||||
Loss contingency, litigations, number | lawsuit | 2 | |||
Litigation settlement, amount awarded from other party | $ 384 | |||
AZ AB | Forecast | ||||
Licensing Arrangement [Line Items] | ||||
Litigation settlement, amount awarded from other party | $ 560 | |||
Litigation settlement, number of payments | payment | 4 | |||
Income from settlement | $ 418 | |||
BeiGene | ||||
Licensing Arrangement [Line Items] | ||||
Litigation settlement, number of shares transferred (in shares) | shares | 23.3 | |||
Litigation settlement, expense | $ 322 |
RESTRUCTURING - Narrative (Deta
RESTRUCTURING - Narrative (Details) $ in Billions | Dec. 31, 2023 USD ($) |
2023 Restructuring Plan | |
Restructuring Cost and Reserve [Line Items] | |
Expected restructuring and related charges | $ 1 |
Celgene and Other Acquisition Plans | |
Restructuring Cost and Reserve [Line Items] | |
Expected restructuring and related charges | 3.9 |
Restructuring and related charges incurred to date | $ 3.6 |
RESTRUCTURING - Schedule of Res
RESTRUCTURING - Schedule of Restructuring and Related Costs (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Restructuring Cost and Reserve [Line Items] | |||
Total charges | $ 777 | $ 520 | $ 751 |
Employee termination costs | 350 | 69 | 159 |
Provision for restructuring | 365 | 75 | 169 |
Integration expenses | 242 | 440 | 564 |
Accelerated depreciation | 42 | 5 | 2 |
Asset impairments | 126 | 0 | 24 |
Other shutdown costs, net | 2 | 0 | (8) |
Other Termination Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Other termination costs | 15 | 6 | 10 |
Cost of products sold | |||
Restructuring Cost and Reserve [Line Items] | |||
Total charges | 64 | 0 | 24 |
Marketing, selling and administrative | |||
Restructuring Cost and Reserve [Line Items] | |||
Total charges | 94 | 5 | 3 |
Research and development | |||
Restructuring Cost and Reserve [Line Items] | |||
Total charges | 12 | 0 | 0 |
Other (income)/expense, net | |||
Restructuring Cost and Reserve [Line Items] | |||
Total charges | 607 | 515 | 724 |
2023 Restructuring Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Total charges | 442 | 0 | 0 |
Celgene and Other Acquisition Plans | |||
Restructuring Cost and Reserve [Line Items] | |||
Total charges | $ 335 | $ 520 | $ 751 |
RESTRUCTURING - Schedule of R_2
RESTRUCTURING - Schedule of Restructuring Reserve by Type of Cost (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Restructuring Reserve [Roll Forward] | ||
Liability, beginning of period | $ 47 | $ 101 |
Provision for restructuring | 365 | 75 |
Payments | (225) | (122) |
Foreign currency translation and other | 1 | (7) |
Liability, end of period | 188 | 47 |
Liability, accrual adjustment | $ 9 | $ 7 |
INCOME TAXES - Schedule of Prov
INCOME TAXES - Schedule of Provision for Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Current: | |||
U.S. | $ 2,745 | $ 3,017 | $ 1,879 |
Non-U.S. | 943 | 1,089 | 598 |
Total current | 3,688 | 4,106 | 2,477 |
Deferred: | |||
U.S. | (2,339) | (2,889) | (1,255) |
Non-U.S. | (949) | 151 | (138) |
Total deferred | (3,288) | (2,738) | (1,393) |
Total Provision for Income Taxes | $ 400 | $ 1,368 | $ 1,084 |
INCOME TAXES - Schedule of Effe
INCOME TAXES - Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Earnings before income taxes: | |||
U.S. | $ 2,624 | $ (140) | $ 1,593 |
Non-U.S. | 5,816 | 7,853 | 6,505 |
Earnings Before Income Taxes | 8,440 | 7,713 | 8,098 |
Effective Income Tax Rate Reconciliation, Amount | |||
U.S. statutory rate | 1,772 | 1,620 | 1,701 |
GILTI, net of foreign derived intangible income deduction | 223 | 634 | 645 |
Foreign tax effect of certain operations in Ireland, Puerto Rico and Switzerland | (850) | (416) | (143) |
Non-U.S. tax ruling | (656) | 0 | 0 |
Internal transfers of intangible and other assets | 0 | (93) | (983) |
U.S. Federal valuation allowance | (171) | 58 | 6 |
U.S. Federal, state and foreign contingent tax matters | 143 | (297) | 154 |
U.S. Federal research-based credits | (243) | (142) | (165) |
Charitable contributions of inventory | (75) | (94) | (42) |
Contingent value rights | 0 | 0 | (108) |
Puerto Rico excise tax credit | 0 | (144) | (152) |
State and local taxes (net of valuation allowance) | 92 | 103 | 33 |
Foreign and other | 165 | 139 | 138 |
Total Provision for Income Taxes | $ 400 | $ 1,368 | $ 1,084 |
Effective Income Tax Rate Reconciliation, Percent | |||
U.S. statutory rate | 21% | 21% | 21% |
GILTI, net of foreign derived intangible income deduction | 2.60% | 8.20% | 8% |
Foreign tax effect of certain operations in Ireland, Puerto Rico and Switzerland | (10.10%) | (5.40%) | (1.80%) |
Non-U.S. tax ruling | (7.80%) | 0% | 0% |
Internal transfers of intangible and other assets | 0% | (1.20%) | (12.10%) |
U.S. Federal valuation allowance | (2.00%) | 0.80% | 0.10% |
U.S. Federal, state and foreign contingent tax matters | 1.70% | (3.90%) | 1.90% |
U.S. Federal research-based credits | (2.90%) | (1.80%) | (2.00%) |
Charitable contributions of inventory | (0.90%) | (1.20%) | (0.50%) |
Contingent value rights | 0% | 0% | (1.30%) |
Puerto Rico excise tax credit | 0% | (1.90%) | (1.90%) |
State and local taxes (net of valuation allowance) | 1.10% | 1.30% | 0.40% |
Foreign and other | 2% | 1.80% | 1.60% |
Total Provision for Income Taxes | 4.70% | 17.70% | 13.40% |
INCOME TAXES - Narrative (Detai
INCOME TAXES - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Valuation Allowance [Line Items] | ||||
Effective income tax rate reconciliation, nondeductible expense, research and development, amount | $ 325 | |||
Effective income tax rate reconciliation, foreign income tax rate differential, effect on net operating loss carryforwards, amount | 123 | |||
Effective income tax rate reconciliation, deduction, impairment of subsidiary investments | 656 | $ 0 | $ 0 | |
Effective income tax rate reconciliation, valuation allowance cost (reversal), unrealized equity investment loss | $ 193 | |||
Effective income tax rate reconciliation, tax settlement, amount | 89 | |||
Unrecognized tax benefits, reduction resulting from lapse of applicable statute of limitations, including interest accrued | $ 522 | |||
Puerto Rico tax rate | (10.10%) | (5.40%) | (1.80%) | |
Valuation allowance | $ 873 | $ 764 | $ 873 | |
Income tax payments | 4,300 | $ 5,400 | $ 3,500 | |
Transition tax due 2024 | 799 | |||
Transition tax due 2025 | 1,000 | |||
Transition tax due 2026 | 244 | |||
Foreign Net Operating Loss And Tax Credit Carryforwards | ||||
Valuation Allowance [Line Items] | ||||
Valuation allowance | 319 | |||
State Net Operating Loss And Tax Credit Carryforwards | ||||
Valuation Allowance [Line Items] | ||||
Valuation allowance | 303 | |||
SEC Schedule, 12-09, Valuation Allowance, Other Tax Carryforward | ||||
Valuation Allowance [Line Items] | ||||
Valuation allowance | 142 | |||
Domestic Tax Authority | ||||
Valuation Allowance [Line Items] | ||||
Operating loss carryforwards | 420 | |||
PUERTO RICO | ||||
Valuation Allowance [Line Items] | ||||
Puerto Rico tax rate | 10.50% | |||
Minimum | ||||
Valuation Allowance [Line Items] | ||||
Reasonably possible decrease in unrecognized tax benefits | 100 | |||
Maximum | ||||
Valuation Allowance [Line Items] | ||||
Reasonably possible decrease in unrecognized tax benefits | $ 140 |
INCOME TAXES - Schedule of Defe
INCOME TAXES - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred tax assets | ||
Foreign net operating loss and other carryforwards | $ 2,017 | $ 566 |
State net operating loss and credit carryforwards | 349 | 329 |
U.S. Federal capital loss, net operating loss and tax credit | 249 | 236 |
Milestone payments and license fees | 918 | 1,030 |
Capitalized research expenditures | 2,682 | 1,573 |
Other | 1,883 | 1,284 |
Total deferred tax assets | 8,098 | 5,018 |
Valuation allowance | (764) | (873) |
Deferred tax assets net of valuation allowance | 7,334 | 4,145 |
Deferred tax liabilities | ||
Acquired intangible assets | (4,052) | (4,362) |
Goodwill and other | (852) | (605) |
Total deferred tax liabilities | (4,904) | (4,967) |
Deferred tax assets/(liabilities), net | 2,430 | |
Deferred tax assets/(liabilities), net | (822) | |
Deferred income taxes assets – non-current | 2,768 | 1,344 |
Deferred income taxes liabilities – non-current | $ (338) | $ (2,166) |
INCOME TAXES - Summary of Valua
INCOME TAXES - Summary of Valuation Allowance (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at beginning of year | $ 697 | $ 744 | $ 663 |
Provision | 9,158 | 7,476 | 7,257 |
Utilization | (9,186) | (7,521) | (7,170) |
Foreign currency translation | 0 | (2) | (6) |
Balance at end of year | 669 | 697 | 744 |
SEC Schedule, 12-09, Valuation Allowance, Deferred Tax Asset | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at beginning of year | 873 | 1,056 | 2,809 |
Provision | (39) | 213 | 201 |
Utilization | (54) | (68) | (1,087) |
Foreign currency translation | (19) | (59) | (157) |
Acquisitions/(dispositions)/(liquidations), net | 0 | (271) | (720) |
Non-U.S. rate change | 3 | 2 | 10 |
Balance at end of year | $ 764 | $ 873 | $ 1,056 |
INCOME TAXES - Summary of Incom
INCOME TAXES - Summary of Income Tax Contingencies (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at beginning of year | $ 1,766 | $ 2,042 | $ 2,003 |
Gross additions to tax positions related to current year | 38 | 53 | 66 |
Gross additions to tax positions related to prior years | 145 | 137 | 75 |
Gross additions to tax positions assumed in acquisitions | 0 | 15 | 0 |
Gross reductions to tax positions related to prior years | (5) | (381) | (22) |
Settlements | (30) | (8) | (70) |
Reductions to tax positions related to lapse of statute | (4) | (83) | (5) |
Cumulative translation adjustment | 4 | ||
Cumulative translation adjustment | (9) | (5) | |
Balance at end of year | $ 1,914 | $ 1,766 | $ 2,042 |
INCOME TAXES - Summary of Inc_2
INCOME TAXES - Summary of Income Tax Examinations (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Unrecognized tax benefits that if recognized would impact the effective tax rate | $ 1,872 | $ 1,736 | $ 1,957 |
Accrued interest | 434 | 332 | 424 |
Accrued penalties | 23 | 25 | 26 |
Interest and penalties expense/(benefit) | $ 110 | $ (87) | $ 66 |
EARNINGS_(LOSS) PER SHARE (Deta
EARNINGS/(LOSS) PER SHARE (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |||
Net earnings attributable to BMS | $ 8,025 | $ 6,327 | $ 6,994 |
Weighted-average common shares outstanding - basic (in shares) | 2,069 | 2,130 | 2,221 |
Incremental shares attributable to share-based compensation plans (in shares) | 9 | 16 | 24 |
Weighted-average common shares outstanding - diluted (in shares) | 2,078 | 2,146 | 2,245 |
Earnings per common share | |||
Basic (in dollars per share) | $ 3.88 | $ 2.97 | $ 3.15 |
Diluted (in dollars per share) | $ 3.86 | $ 2.95 | $ 3.12 |
FINANCIAL INSTRUMENTS AND FAI_3
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS - Schedule of Financial Assets and Liabilities Measured at Fair Value (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity investments | $ 459 | $ 1,104 |
Derivative Asset, Statement of Financial Position [Extensible Enumeration] | Other non-current assets | Other non-current assets |
Derivative Liability, Statement of Financial Position [Extensible Enumeration] | Other non-current liabilities | Other non-current liabilities |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | $ 0 | $ 0 |
Derivative assets | 0 | |
Derivative liabilities | 0 | 0 |
Contingent consideration liability | 0 | 0 |
Level 1 | Other Assets | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity investments | 318 | 424 |
Level 1 | Contingent value rights | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration liability | 4 | 5 |
Level 1 | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable debt securities | 0 | 0 |
Level 1 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable debt securities | 0 | 0 |
Level 1 | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable debt securities | 0 | 0 |
Level 1 | U.S. Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable debt securities | 0 | 0 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 8,489 | 7,770 |
Derivative assets | 219 | 305 |
Derivative liabilities | 160 | 213 |
Contingent consideration liability | 0 | 0 |
Level 2 | Other Assets | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity investments | 141 | 680 |
Level 2 | Contingent value rights | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration liability | 0 | 0 |
Level 2 | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable debt securities | 609 | 32 |
Level 2 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable debt securities | 92 | 98 |
Level 2 | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable debt securities | 460 | 0 |
Level 2 | U.S. Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable debt securities | 19 | 0 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Derivative assets | 0 | 0 |
Derivative liabilities | 0 | 0 |
Contingent consideration liability | 8 | 24 |
Level 3 | Other Assets | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity investments | 0 | 0 |
Level 3 | Contingent value rights | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration liability | 0 | 0 |
Level 3 | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable debt securities | 0 | 0 |
Level 3 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable debt securities | 0 | 0 |
Level 3 | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable debt securities | 0 | 0 |
Level 3 | U.S. Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable debt securities | $ 0 | $ 0 |
FINANCIAL INSTRUMENTS AND FAI_4
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS - Summary of Equity Investments Carrying Amount (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Fair Value Disclosures [Abstract] | ||
Equity investments with readily determinable fair values | $ 459 | $ 1,104 |
Equity investments without readily determinable fair values | 698 | 537 |
Limited partnerships and other equity method investments | 542 | 546 |
Total equity investments | $ 1,699 | $ 2,187 |
FINANCIAL INSTRUMENTS AND FAI_5
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS - Schedule of Equity Investments (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Equity investments with readily determined fair values | |||
Net loss recognized | $ 117 | $ 762 | $ 403 |
Net (gain) recognized on investments sold | (3) | (17) | (357) |
Net unrealized loss recognized on investments still held | 120 | 779 | 760 |
Equity investments without readily determinable fair values | |||
Upward adjustments | (9) | (80) | (918) |
Impairments and downward adjustments | 14 | 11 | 1 |
Equity in net (income)/loss of affiliates | 38 | 108 | (231) |
Total equity investment losses/(gains) | $ (160) | $ (801) | $ 745 |
FINANCIAL INSTRUMENTS AND FAI_6
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS - Narrative (Details) € in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 USD ($) | Dec. 31, 2023 EUR (€) | Dec. 31, 2022 USD ($) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Debt securities, available-for-sale, term | 4 years | 4 years | 1 year |
Cumulative upwards adjustments | $ 190 | ||
Cumulative impairments and downward adjustments | 75 | ||
Cash Flow Hedge Gain (Loss) to be Reclassified within 12 Months | 4 | ||
Principal Value | 38,886 | $ 38,234 | |
Designated as Hedging Instrument | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Principal Value | € | € 375 | ||
Cross Currency Interest Rate And Foreign Currency Forward Contracts | Designated as Hedging Instrument | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative, notional amount | 962 | ||
Euro Member Countries, Euro | Foreign exchange contracts | Designated as Hedging Instrument | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative, notional amount | 4,400 | ||
Euro Member Countries, Euro | Cross-currency swap contracts | Designated as Hedging Instrument | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative, notional amount | 1,200 | ||
Euro Member Countries, Euro | Cross Currency Interest Rate And Foreign Currency Forward Contracts | Designated as Hedging Instrument | Net Investment Hedging | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative, notional amount | 438 | ||
Japan, Yen | Foreign exchange contracts | Designated as Hedging Instrument | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative, notional amount | 1,200 | ||
Japan, Yen | Cross Currency Interest Rate And Foreign Currency Forward Contracts | Designated as Hedging Instrument | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative, notional amount | $ 524 |
FINANCIAL INSTRUMENTS AND FAI_7
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS - Schedule of Derivatives and Fair Value (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Interest rate swap contracts | ||
Derivatives and Hedging [Line Items] | ||
Derivative liabilities | $ (11) | $ (18) |
Designated as Hedging Instrument | Foreign exchange contracts | ||
Derivatives and Hedging [Line Items] | ||
Derivative assets, fair value | 130 | |
Derivative liabilities | (66) | |
Designated as Hedging Instrument | Foreign exchange contracts | Cash Flow Hedging | ||
Derivatives and Hedging [Line Items] | ||
Derivative assets, fair value | 0 | 271 |
Derivative liabilities | (8) | (80) |
Designated as Hedging Instrument | Foreign exchange contracts | Net Investment Hedging | ||
Derivatives and Hedging [Line Items] | ||
Derivative assets, fair value | 0 | |
Derivative liabilities | 0 | |
Designated as Hedging Instrument | Foreign exchange contracts | Assets | ||
Derivatives and Hedging [Line Items] | ||
Derivative, notional amount | 4,772 | |
Designated as Hedging Instrument | Foreign exchange contracts | Assets | Cash Flow Hedging | ||
Derivatives and Hedging [Line Items] | ||
Derivative, notional amount | 0 | 5,771 |
Designated as Hedging Instrument | Foreign exchange contracts | Assets | Net Investment Hedging | ||
Derivatives and Hedging [Line Items] | ||
Derivative, notional amount | 0 | |
Designated as Hedging Instrument | Foreign exchange contracts | Liability | ||
Derivatives and Hedging [Line Items] | ||
Derivative, notional amount | 1,971 | |
Designated as Hedging Instrument | Foreign exchange contracts | Liability | Cash Flow Hedging | ||
Derivatives and Hedging [Line Items] | ||
Derivative, notional amount | 215 | 2,281 |
Designated as Hedging Instrument | Foreign exchange contracts | Liability | Net Investment Hedging | ||
Derivatives and Hedging [Line Items] | ||
Derivative, notional amount | 0 | |
Designated as Hedging Instrument | Cross-currency swap contracts | Cash Flow Hedging | ||
Derivatives and Hedging [Line Items] | ||
Derivative assets, fair value | 50 | 0 |
Derivative liabilities | 0 | (7) |
Designated as Hedging Instrument | Cross-currency swap contracts | Net Investment Hedging | ||
Derivatives and Hedging [Line Items] | ||
Derivative assets, fair value | 0 | 1 |
Derivative liabilities | (43) | (78) |
Designated as Hedging Instrument | Cross-currency swap contracts | Assets | Cash Flow Hedging | ||
Derivatives and Hedging [Line Items] | ||
Derivative, notional amount | 1,210 | 0 |
Designated as Hedging Instrument | Cross-currency swap contracts | Assets | Net Investment Hedging | ||
Derivatives and Hedging [Line Items] | ||
Derivative, notional amount | 0 | 72 |
Designated as Hedging Instrument | Cross-currency swap contracts | Liability | Cash Flow Hedging | ||
Derivatives and Hedging [Line Items] | ||
Derivative, notional amount | 0 | 584 |
Designated as Hedging Instrument | Cross-currency swap contracts | Liability | Net Investment Hedging | ||
Derivatives and Hedging [Line Items] | ||
Derivative, notional amount | 747 | 1,157 |
Designated as Hedging Instrument | Interest rate swap contracts | ||
Derivatives and Hedging [Line Items] | ||
Derivative assets, fair value | 3 | 0 |
Derivative liabilities | (14) | (18) |
Designated as Hedging Instrument | Interest rate swap contracts | Assets | ||
Derivatives and Hedging [Line Items] | ||
Derivative, notional amount | 2,500 | 0 |
Designated as Hedging Instrument | Interest rate swap contracts | Liability | ||
Derivatives and Hedging [Line Items] | ||
Derivative, notional amount | 1,755 | 255 |
Not Designated as Hedging Instrument | Foreign exchange contracts | ||
Derivatives and Hedging [Line Items] | ||
Derivative assets, fair value | 20 | 33 |
Derivative liabilities | (29) | (19) |
Not Designated as Hedging Instrument | Foreign exchange contracts | Assets | ||
Derivatives and Hedging [Line Items] | ||
Derivative, notional amount | 906 | 1,564 |
Not Designated as Hedging Instrument | Foreign exchange contracts | Liability | ||
Derivatives and Hedging [Line Items] | ||
Derivative, notional amount | 1,250 | 1,703 |
Not Designated as Hedging Instrument | Total return swap contracts | ||
Derivatives and Hedging [Line Items] | ||
Derivative assets, fair value | 16 | 0 |
Derivative liabilities | 0 | (11) |
Not Designated as Hedging Instrument | Total return swap contracts | Assets | ||
Derivatives and Hedging [Line Items] | ||
Derivative, notional amount | 401 | 0 |
Not Designated as Hedging Instrument | Total return swap contracts | Liability | ||
Derivatives and Hedging [Line Items] | ||
Derivative, notional amount | $ 0 | $ 322 |
FINANCIAL INSTRUMENTS AND FAI_8
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS - Derivative Instruments, Gain (Loss) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Interest rate swap contracts | Cost of products sold | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (loss) on derivative, net | $ 0 | $ 0 | $ 0 |
Interest rate swap contracts | Other (income)/expense, net | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (loss) on derivative, net | (5) | (27) | (31) |
Cross-currency swap contracts | Cost of products sold | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (loss) on derivative, net | 0 | 0 | 0 |
Cross-currency swap contracts | Other (income)/expense, net | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (loss) on derivative, net | (65) | (52) | (11) |
Foreign exchange contracts | Cost of products sold | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (loss) on derivative, net | (303) | (492) | 96 |
Foreign exchange contracts | Other (income)/expense, net | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (loss) on derivative, net | $ (95) | $ (96) | $ (21) |
FINANCIAL INSTRUMENTS AND FAI_9
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS - Gain/(Loss) on Hedging Activity (Details) € in Millions, $ in Millions | 12 Months Ended | |||
Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2023 EUR (€) | |
Foreign exchange contracts gain/(loss): | ||||
Recognized in Other Comprehensive Income/(Loss) | $ 70 | $ 585 | $ 364 | |
Reclassified to net earnings, pretax | (334) | (524) | 95 | |
Non-U.S. dollar borrowings gain/(loss): | ||||
Recognized in Other Comprehensive Income/(Loss) | 84 | (183) | (14) | |
Principal Value | 38,886 | 38,234 | ||
Designated as Hedging Instrument | ||||
Non-U.S. dollar borrowings gain/(loss): | ||||
Recognized in Other Comprehensive Income/(Loss) | (10) | 91 | 83 | |
Principal Value | € | € 375 | |||
Foreign exchange contracts | ||||
Foreign exchange contracts gain/(loss): | ||||
Recognized in Other Comprehensive Income/(Loss) | 13 | 592 | 364 | |
Derivatives qualifying as net investment hedges | ||||
Recognized in Other Comprehensive Income/(Loss) | (15) | 0 | 0 | |
Foreign exchange contracts | Cost of products sold | ||||
Foreign exchange contracts gain/(loss): | ||||
Reclassified to net earnings, pretax | (303) | (492) | 96 | |
Cross-currency swap contracts | ||||
Foreign exchange contracts gain/(loss): | ||||
Recognized in Other Comprehensive Income/(Loss) | 57 | (7) | 0 | |
Derivatives qualifying as net investment hedges | ||||
Recognized in Other Comprehensive Income/(Loss) | 52 | 30 | 38 | |
Cross-currency swap contracts | Other (income)/expense, net | ||||
Foreign exchange contracts gain/(loss): | ||||
Reclassified to net earnings, pretax | (31) | (29) | 0 | |
Interest rate swap contracts | Other Operating Income (Expense) | ||||
Foreign exchange contracts gain/(loss): | ||||
Reclassified to net earnings, pretax | $ 0 | $ (3) | $ 0 |
FINANCING ARRANGEMENTS - Short-
FINANCING ARRANGEMENTS - Short-Term Debt (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Debt Disclosure [Abstract] | ||
Non-U.S. short-term borrowings | $ 170 | $ 176 |
Current portion of long-term debt | 2,873 | 3,897 |
Other | 76 | 191 |
Total | $ 3,119 | $ 4,264 |
FINANCING ARRANGEMENTS - Long-T
FINANCING ARRANGEMENTS - Long-Term Debt (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Principal Value | $ 38,886 | $ 38,234 |
Unamortized basis adjustment from swap terminations | 82 | 97 |
Unamortized bond discounts and issuance costs | (303) | (284) |
Unamortized purchase price adjustments of Celgene debt | 872 | 924 |
Total | 39,526 | 38,953 |
Current portion of long-term debt | 2,873 | 3,897 |
Long-term debt | $ 36,653 | 35,056 |
0.537% Notes due 2023 | ||
Debt Instrument [Line Items] | ||
Interest rates | 0.537% | |
Principal Value | $ 0 | 1,500 |
2.750% Notes due 2023 | ||
Debt Instrument [Line Items] | ||
Interest rates | 2.75% | |
Principal Value | $ 0 | 750 |
3.250% Notes due 2023 | ||
Debt Instrument [Line Items] | ||
Interest rates | 3.25% | |
Principal Value | $ 0 | 500 |
3.250% Notes due 2023 | ||
Debt Instrument [Line Items] | ||
Interest rates | 3.25% | |
Principal Value | $ 0 | 890 |
7.150% Notes due 2023 | ||
Debt Instrument [Line Items] | ||
Interest rates | 7.15% | |
Principal Value | $ 0 | 239 |
2.900% Notes due 2024 | ||
Debt Instrument [Line Items] | ||
Interest rates | 2.90% | |
Principal Value | $ 2,478 | 2,478 |
3.625% Notes due 2024 | ||
Debt Instrument [Line Items] | ||
Interest rates | 3.625% | |
Principal Value | $ 395 | 395 |
0.750% Notes due 2025 | ||
Debt Instrument [Line Items] | ||
Interest rates | 0.75% | |
Principal Value | $ 1,000 | 1,000 |
1.000% Euro Notes due 2025 | ||
Debt Instrument [Line Items] | ||
Interest rates | 1% | |
Principal Value | $ 636 | 613 |
3.875% Notes due 2025 | ||
Debt Instrument [Line Items] | ||
Interest rates | 3.875% | |
Principal Value | $ 229 | 229 |
3.200% Notes due 2026 | ||
Debt Instrument [Line Items] | ||
Interest rates | 3.20% | |
Principal Value | $ 1,750 | 1,750 |
6.800% Notes due 2026 | ||
Debt Instrument [Line Items] | ||
Interest rates | 6.80% | |
Principal Value | $ 256 | 256 |
1.125% Notes due 2027 | ||
Debt Instrument [Line Items] | ||
Interest rates | 1.125% | |
Principal Value | $ 1,000 | 1,000 |
3.250% Notes due 2027 | ||
Debt Instrument [Line Items] | ||
Interest rates | 3.25% | |
Principal Value | $ 512 | 512 |
3.450% Notes due 2027 | ||
Debt Instrument [Line Items] | ||
Interest rates | 3.45% | |
Principal Value | $ 534 | 534 |
3.900% Notes due 2028 | ||
Debt Instrument [Line Items] | ||
Interest rates | 3.90% | |
Principal Value | $ 1,500 | 1,500 |
3.400% Notes due 2029 | ||
Debt Instrument [Line Items] | ||
Interest rates | 3.40% | |
Principal Value | $ 2,400 | 2,400 |
1.450% Notes due 2030 | ||
Debt Instrument [Line Items] | ||
Interest rates | 1.45% | |
Principal Value | $ 1,250 | 1,250 |
5.750% Notes due 2031 | ||
Debt Instrument [Line Items] | ||
Interest rates | 5.75% | |
Principal Value | $ 1,000 | 0 |
2.950% Notes due 2032 | ||
Debt Instrument [Line Items] | ||
Interest rates | 2.95% | |
Principal Value | $ 1,750 | 1,750 |
5.900% Notes due 2033 | ||
Debt Instrument [Line Items] | ||
Interest rates | 5.90% | |
Principal Value | $ 1,000 | 0 |
1.750% Euro Notes due 2035 | ||
Debt Instrument [Line Items] | ||
Interest rates | 1.75% | |
Principal Value | $ 636 | 613 |
5.875% Notes due 2036 | ||
Debt Instrument [Line Items] | ||
Interest rates | 5.875% | |
Principal Value | $ 279 | 279 |
6.125% Notes due 2038 | ||
Debt Instrument [Line Items] | ||
Interest rates | 6.125% | |
Principal Value | $ 219 | 219 |
4.125% Notes due 2039 | ||
Debt Instrument [Line Items] | ||
Interest rates | 4.125% | |
Principal Value | $ 2,000 | 2,000 |
2.350% Notes due 2040 | ||
Debt Instrument [Line Items] | ||
Interest rates | 2.35% | |
Principal Value | $ 750 | 750 |
5.700% Notes due 2040 | ||
Debt Instrument [Line Items] | ||
Interest rates | 5.70% | |
Principal Value | $ 153 | 153 |
3.550% Notes due 2042 | ||
Debt Instrument [Line Items] | ||
Interest rates | 3.55% | |
Principal Value | $ 1,250 | 1,250 |
3.250% Notes due 2042 | ||
Debt Instrument [Line Items] | ||
Interest rates | 3.25% | |
Principal Value | $ 500 | 500 |
5.250% Notes due 2043 | ||
Debt Instrument [Line Items] | ||
Interest rates | 5.25% | |
Principal Value | $ 226 | 226 |
4.500% Notes due 2044 | ||
Debt Instrument [Line Items] | ||
Interest rates | 4.50% | |
Principal Value | $ 342 | 342 |
4.625% Notes due 2044 | ||
Debt Instrument [Line Items] | ||
Interest rates | 4.625% | |
Principal Value | $ 748 | 748 |
5.000% Notes due 2045 | ||
Debt Instrument [Line Items] | ||
Interest rates | 5% | |
Principal Value | $ 758 | 758 |
4.350% Notes due 2047 | ||
Debt Instrument [Line Items] | ||
Interest rates | 4.35% | |
Principal Value | $ 1,250 | 1,250 |
4.550% Notes due 2048 | ||
Debt Instrument [Line Items] | ||
Interest rates | 4.55% | |
Principal Value | $ 1,272 | 1,272 |
4.250% Notes due 2049 | ||
Debt Instrument [Line Items] | ||
Interest rates | 4.25% | |
Principal Value | $ 3,750 | 3,750 |
2.550% Notes due 2050 | ||
Debt Instrument [Line Items] | ||
Interest rates | 2.55% | |
Principal Value | $ 1,500 | 1,500 |
3.700% Notes due 2052 | ||
Debt Instrument [Line Items] | ||
Interest rates | 3.70% | |
Principal Value | $ 2,000 | 2,000 |
6.250% Notes due 2053 | ||
Debt Instrument [Line Items] | ||
Interest rates | 6.25% | |
Principal Value | $ 1,250 | 0 |
3.900% Notes due 2062 | ||
Debt Instrument [Line Items] | ||
Interest rates | 3.90% | |
Principal Value | $ 1,000 | 1,000 |
6.400% Notes due 2063 | ||
Debt Instrument [Line Items] | ||
Interest rates | 6.40% | |
Principal Value | $ 1,250 | 0 |
6.875% Notes due 2097 | ||
Debt Instrument [Line Items] | ||
Interest rates | 6.875% | |
Principal Value | $ 63 | 63 |
0.130% Convertible debt due 2023 | ||
Debt Instrument [Line Items] | ||
Interest rates | 0.13% | |
Principal Value | $ 0 | 15 |
Interest rate swap contracts | ||
Debt Instrument [Line Items] | ||
Fair value of interest rate swap contracts | $ (11) | $ (18) |
FINANCING ARRANGEMENTS - Narrat
FINANCING ARRANGEMENTS - Narrative (Details) - USD ($) | 12 Months Ended | ||||||||
Feb. 13, 2024 | Dec. 31, 2028 | Dec. 31, 2027 | Dec. 31, 2026 | Dec. 31, 2025 | Dec. 31, 2024 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Debt Instrument [Line Items] | |||||||||
Long-term debt, fair value | $ 36,700,000,000 | $ 34,900,000,000 | |||||||
Principal Value | 38,886,000,000 | 38,234,000,000 | |||||||
Short-term debt | 3,119,000,000 | 4,264,000,000 | |||||||
Unsecured senior notes, principal amount | 4,500,000,000 | 6,000,000,000 | |||||||
Proceeds from debt, net of issuance costs | 5,900,000,000 | ||||||||
Extinguishment of debt | 6,000,000,000 | $ 3,500,000,000 | |||||||
Payment for debt extinguishment | 6,600,000,000 | 4,000,000,000 | |||||||
Loss on debt redemption | 0 | (266,000,000) | (281,000,000) | ||||||
Repayments of notes payable | 3,900,000,000 | 4,800,000,000 | 2,000,000,000 | ||||||
Interest payments | 1,200,000,000 | 1,400,000,000 | $ 1,500,000,000 | ||||||
Long-term debt, maturity, 2024 | 2,900,000,000 | ||||||||
Long-term debt, maturity, 2025 | 1,900,000,000 | ||||||||
Long-term debt, maturity, 2026 | 2,000,000,000 | ||||||||
Long-term debt, maturity, 2027 | 2,000,000,000 | ||||||||
Long-term debt, maturity, 2028 | 1,500,000,000 | ||||||||
Available financial guarantees | $ 1,000,000,000 | ||||||||
Forecast | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest payment | $ 1,200,000,000 | $ 1,300,000,000 | $ 1,300,000,000 | $ 1,400,000,000 | $ 1,400,000,000 | ||||
Unsecured Debt | Subsequent Event | Line of Credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Principal Value | $ 10,000,000,000 | ||||||||
Debt instrument, term | 364 days | ||||||||
Short-term debt | $ 0 | ||||||||
$5 Billion Maximum Borrowing Capacity | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt, term (in years) | 5 years | ||||||||
Line of credit facility, maximum borrowing capacity | $ 5,000,000,000 | ||||||||
Renewal period | 1 year | ||||||||
Revolving Credit Facility | Line of Credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Borrowings outstanding | $ 0 | $ 0 | |||||||
Revolving Credit Facility | Line of Credit | Subsequent Event | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, term | 364 days | ||||||||
Line of credit facility, maximum borrowing capacity | $ 2,000,000,000 |
RECEIVABLES - Schedule of Accou
RECEIVABLES - Schedule of Accounts, Notes, Loans and Financing Receivable (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Accounts Receivable, after Allowance for Credit Loss [Abstract] | ||
Trade receivables | $ 9,551 | $ 8,848 |
Less charge-backs and cash discounts | (646) | (675) |
Less allowance for expected credit loss | (23) | (22) |
Net trade receivables | 8,882 | 8,151 |
Alliance, royalties, VAT and other | 2,039 | 1,735 |
Receivables | $ 10,921 | $ 9,886 |
RECEIVABLES - Additional Inform
RECEIVABLES - Additional Information (Details) $ in Billions | 12 Months Ended | ||
Dec. 31, 2023 USD ($) wholesaler | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Receivables sold on a nonrecourse basis | $ | $ 1 | $ 1 | $ 1.5 |
The number of the largest pharmaceutical wholesalers in the U.S. | wholesaler | 3 | ||
Customer Concentration Risk | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Percentage of aggregate total trade receivables due | 72% | 66% |
RECEIVABLES - Receivables Allow
RECEIVABLES - Receivables Allowance (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||
Balance at beginning of year | $ 697 | $ 744 | $ 663 |
Provision | 9,158 | 7,476 | 7,257 |
Utilization | (9,186) | (7,521) | (7,170) |
Other | 0 | (2) | (6) |
Balance at end of year | 669 | 697 | 744 |
Provision for expected credit loss | $ 14 | $ 7 | $ 4 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Inventory [Line Items] | ||
Finished goods | $ 663 | $ 509 |
Work in process | 2,430 | 1,850 |
Raw and packaging materials | 475 | 464 |
Total Inventories | 3,568 | 2,823 |
Inventories | 2,662 | 2,339 |
Other non-current assets | $ 906 | 484 |
Inventory Purchase Price Fair Value Adjustment | ||
Inventory [Line Items] | ||
Inventories, fair value adjustment | $ 84 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | |||
Land | $ 162 | $ 162 | |
Buildings | 6,495 | 5,920 | |
Machinery, equipment and fixtures | 3,717 | 3,284 | |
Construction in progress | 1,075 | 1,053 | |
Gross property, plant and equipment | 11,449 | 10,419 | |
Less accumulated depreciation | (4,803) | (4,164) | |
Property, plant and equipment | 6,646 | 6,255 | |
Depreciation expense | 611 | 587 | $ 559 |
United States | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment | 5,040 | 4,833 | |
International | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment | $ 1,606 | $ 1,422 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Lessee, Lease, Description [Line Items] | |||
Operating lease, leased facilities, percentage of lease obligation | 95% | ||
ROU asset obtained in exchange for operating lease liability | $ 389 | ||
ROU asset impairment charge | 85 | ||
Operating lease payments | 195 | $ 203 | $ 189 |
Operating leases not yet commenced | $ 542 | ||
Minimum | Facility Lease | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease, term of contract | 1 year | ||
Operating lease, renewal term | 1 year | ||
Minimum | Vehicle Lease | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease, term of contract | 1 year | ||
Maximum | Facility Lease | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease, term of contract | 14 years | ||
Operating lease, renewal term | 10 years | ||
Maximum | Vehicle Lease | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease, term of contract | 4 years |
LEASES - Summary of Components
LEASES - Summary of Components of Lease Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Leases [Abstract] | |||
Operating lease cost | $ 317 | $ 224 | $ 220 |
Variable lease cost | 79 | 55 | 44 |
Short-term lease cost | 20 | 20 | 17 |
Sublease income | (11) | (6) | (7) |
Total operating lease expense | $ 405 | $ 293 | $ 274 |
LEASES - Balance Sheet Informat
LEASES - Balance Sheet Information Related to Leases (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Leases [Abstract] | ||
Other non-current assets | $ 1,390 | $ 1,220 |
Other current liabilities | 162 | 136 |
Other non-current liabilities | 1,530 | 1,261 |
Total liabilities | $ 1,692 | $ 1,397 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Other non-current assets | Other non-current assets |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Other current liabilities | Other current liabilities |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other non-current liabilities | Other non-current liabilities |
LEASES - Summary of Operating L
LEASES - Summary of Operating Lease Maturity (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Leases [Abstract] | ||
2024 | $ 225 | |
2025 | 236 | |
2026 | 211 | |
2027 | 205 | |
2028 | 192 | |
Thereafter | 1,061 | |
Total future lease payments | 2,130 | |
Less imputed interest | (438) | |
Total lease liability | $ 1,692 | $ 1,397 |
LEASES - Supplemental Balance S
LEASES - Supplemental Balance Sheet Information Related To Leases (Details) | Dec. 31, 2023 | Dec. 31, 2022 |
Leases [Abstract] | ||
Weighted average remaining lease term | 10 years | 11 years |
Weighted average discount rate | 4% | 4% |
GOODWILL AND OTHER INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS - Schedule of Goodwill (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Goodwill [Roll Forward] | ||
Beginning balance | $ 21,149 | $ 20,502 |
Currency translation and other adjustments | 20 | (48) |
Ending balance | 21,169 | 21,149 |
Turning Point | ||
Goodwill [Roll Forward] | ||
Beginning balance | 695 | |
Turning Point acquisition | $ 0 | 695 |
Ending balance | $ 695 |
GOODWILL AND OTHER INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS - Schedule of Intangible Assets (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Nov. 30, 2023 | Dec. 31, 2022 |
Other intangible assets | |||
Total other intangible assets, gross carrying amounts | $ 68,283 | $ 68,992 | |
Accumulated amortization | (41,211) | (33,133) | |
Other intangible assets, net | 27,072 | 35,859 | |
IPRD | |||
Other intangible assets | |||
IPRD | 3,710 | 6,560 | |
Other intangible assets, net | 3,710 | 6,560 | |
Licenses | |||
Other intangible assets | |||
Finite-lived intangible assets, net | 218 | 400 | |
Accumulated amortization | (118) | (128) | |
Other intangible assets, net | $ 100 | 272 | |
Licenses | Minimum | |||
Other intangible assets | |||
Finite-lived intangible asset, useful life | 5 years | ||
Licenses | Maximum | |||
Other intangible assets | |||
Finite-lived intangible asset, useful life | 15 years | ||
Technology-Based Intangible Assets | |||
Other intangible assets | |||
Finite-lived intangible assets, net | $ 62,858 | 60,477 | |
Accumulated amortization | (40,066) | (31,949) | |
Other intangible assets, net | $ 22,792 | 28,528 | |
Technology-Based Intangible Assets | Minimum | |||
Other intangible assets | |||
Finite-lived intangible asset, useful life | 3 years | ||
Technology-Based Intangible Assets | Maximum | |||
Other intangible assets | |||
Finite-lived intangible asset, useful life | 15 years | ||
Capitalized software | |||
Other intangible assets | |||
Finite-lived intangible assets, net | $ 1,497 | 1,555 | |
Accumulated amortization | (1,027) | (1,056) | |
Other intangible assets, net | $ 470 | 499 | |
Capitalized software | Minimum | |||
Other intangible assets | |||
Finite-lived intangible asset, useful life | 3 years | ||
Capitalized software | Maximum | |||
Other intangible assets | |||
Finite-lived intangible asset, useful life | 10 years | ||
IPRD | |||
Other intangible assets | |||
Identifiable assets acquired, indefinite-lived intangible assets | $ 2,800 | $ 2,800 |
GOODWILL AND OTHER INTANGIBLE_5
GOODWILL AND OTHER INTANGIBLE ASSETS - Narrative (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | |||
Jan. 31, 2024 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Nov. 30, 2023 | |
Other intangible assets | |||||
Finite-lived intangible assets, period increase (decrease) | $ 511 | ||||
Amortization of intangible assets | 9,200 | $ 9,700 | $ 10,200 | ||
Future estimated amortization, 2024 | 8,700 | ||||
Future estimated amortization, 2025 | 3,200 | ||||
Future estimated amortization, 2026 | 1,700 | ||||
Future estimated amortization, 2027 | 1,600 | ||||
Future estimated amortization, 2028 | 1,600 | ||||
Impairment of other intangible assets | $ 136 | 101 | 1,200 | ||
Payments to acquire intangible assets | 300 | ||||
Subsequent Event | |||||
Other intangible assets | |||||
Payment for contingent consideration liability | $ 400 | ||||
In Process Research and Development | |||||
Other intangible assets | |||||
Identifiable assets acquired, indefinite-lived intangible assets | $ 2,800 | $ 2,800 | |||
Investigational Compound for Hematologic Diseases | Celgene | |||||
Other intangible assets | |||||
Impairment of other intangible assets | 610 | ||||
Investigational Compound for Fibrotic Diseases | Celgene | |||||
Other intangible assets | |||||
Impairment of other intangible assets | 230 | ||||
Inrebic | |||||
Other intangible assets | |||||
Impairment of other intangible assets | 315 | ||||
Inrebic | Technology-Based Intangible Assets | |||||
Other intangible assets | |||||
Finite-lived intangible assets, net | $ 385 |
SUPPLEMENTAL FINANCIAL INFORM_3
SUPPLEMENTAL FINANCIAL INFORMATION - Other Current Assets (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Supplemental Financial Information [Abstract] | ||
Income taxes | $ 3,927 | $ 3,547 |
Research and development | 723 | 579 |
Contract assets | 416 | 504 |
Restricted cash | 55 | 148 |
Other | 786 | 1,017 |
Other current assets | $ 5,907 | $ 5,795 |
SUPPLEMENTAL FINANCIAL INFORM_4
SUPPLEMENTAL FINANCIAL INFORMATION - Other Non-Current Assets (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Supplemental Financial Information [Abstract] | ||
Equity investments | $ 1,699 | $ 2,187 |
Operating leases | 1,390 | 1,220 |
Inventories | 906 | 484 |
Pension and postretirement | 284 | 285 |
Research and development | 413 | 496 |
Restricted cash | 0 | 54 |
Receivables and convertible notes | 436 | 0 |
Other | 242 | 214 |
Other non-current assets | $ 5,370 | $ 4,940 |
SUPPLEMENTAL FINANCIAL INFORM_5
SUPPLEMENTAL FINANCIAL INFORMATION - Other Current Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Supplemental Financial Information [Abstract] | ||
Rebates and discounts | $ 7,680 | $ 6,702 |
Income taxes | 1,371 | 942 |
Employee compensation and benefits | 1,291 | 1,425 |
Research and development | 1,257 | 1,359 |
Dividends | 1,213 | 1,196 |
Interest | 349 | 321 |
Royalties | 465 | 431 |
Operating leases | 162 | 136 |
Other | 2,096 | 2,074 |
Other current liabilities | $ 15,884 | $ 14,586 |
SUPPLEMENTAL FINANCIAL INFORM_6
SUPPLEMENTAL FINANCIAL INFORMATION - Other Non-Current Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Supplemental Financial Information [Abstract] | ||
Income taxes | $ 3,288 | $ 3,992 |
Pension and postretirement | 480 | 402 |
Operating leases | 1,530 | 1,261 |
Deferred income | 300 | 283 |
Deferred compensation | 427 | 349 |
Other | 396 | 303 |
Other non-current liabilities | $ 6,421 | $ 6,590 |
EQUITY - Schedule of Stockholde
EQUITY - Schedule of Stockholders Equity (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | $ 31,061 | ||
Treasury stock, beginning balance (in shares) | 825 | ||
Net earnings | $ 8,040 | $ 6,345 | $ 7,014 |
Other Comprehensive Income/(Loss) | (265) | (13) | 571 |
Cash dividends declared | $ (4,455) | ||
Ending balance | $ 29,430 | $ 31,061 | |
Treasury stock, ending balance (in shares) | 902 | 825 | |
Dividends declared (in usd per share) | $ 2.31 | $ 2.19 | $ 2.01 |
Common Stock | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance (in shares) | 2,923 | 2,923 | 2,923 |
Beginning balance | $ 292 | $ 292 | $ 292 |
Ending balance (in shares) | 2,923 | 2,923 | 2,923 |
Ending balance | $ 292 | $ 292 | $ 292 |
Capital in Excess of Par Value of Stock | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | 45,165 | 44,361 | 44,325 |
Share repurchases | 105 | ||
Stock compensation | 410 | 804 | 36 |
Convertible debt | 4 | ||
Ending balance | 45,684 | 45,165 | 44,361 |
Accumulated Other Comprehensive Loss | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | (1,281) | (1,268) | (1,839) |
Other Comprehensive Income/(Loss) | (265) | (13) | 571 |
Ending balance | (1,546) | (1,281) | (1,268) |
Retained Earnings | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | 25,503 | 23,820 | 21,281 |
Net earnings | 8,025 | 6,327 | 6,994 |
Cash dividends declared | (4,762) | (4,644) | |
Ending balance | 28,766 | 25,503 | 23,820 |
Treasury Stock | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | $ (38,618) | $ (31,259) | $ (26,237) |
Treasury stock, beginning balance (in shares) | 825 | 747 | 679 |
Stock repurchase program (in shares) | 87 | 109 | 102 |
Share repurchases | $ (5,306) | $ (8,001) | $ (6,240) |
Stock compensation | $ 147 | $ 642 | $ 1,218 |
Stock compensation (in shares) | (10) | (31) | (34) |
Convertible debt | $ 11 | ||
Ending balance | $ (43,766) | $ (38,618) | $ (31,259) |
Treasury stock, ending balance (in shares) | 902 | 825 | 747 |
Noncontrolling Interest | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | $ 57 | $ 60 | $ 60 |
Net earnings | 14 | 18 | 20 |
Distributions | (16) | (21) | (20) |
Ending balance | $ 55 | $ 57 | $ 60 |
EQUITY - Narrative (Details)
EQUITY - Narrative (Details) - USD ($) shares in Millions, $ in Billions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Equity [Line Items] | ||||
Stock repurchase program, increase (decrease) in authorized amount | $ 3 | |||
Stock repurchase program, remaining authorized repurchase amount | $ 5 | $ 5 | ||
2021 ASR | ||||
Equity [Line Items] | ||||
Stock repurchased during period (in shares) | 102 | |||
Stock repurchased during period | $ 6.2 | |||
2022 ASR | ||||
Equity [Line Items] | ||||
Stock repurchased during period (in shares) | 69 | |||
Stock repurchased during period | $ 5 | |||
2023 ASR | ||||
Equity [Line Items] | ||||
Stock repurchased during period (in shares) | 70 | |||
Stock repurchased during period | $ 4 | |||
Share Purchase Program | ||||
Equity [Line Items] | ||||
Stock repurchased during period (in shares) | 17 | 40 | ||
Stock repurchased during period | $ 1.2 | $ 3 |
EQUITY - Schedule of Comprehens
EQUITY - Schedule of Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Equity [Abstract] | |||
Unrealized gains/(losses), pretax | $ 70 | $ 585 | $ 364 |
Unrealized gains/(losses), tax | (12) | (79) | (34) |
Unrealized gains/(losses), after tax | 58 | 506 | 330 |
Reclassified to net earnings, pretax | (334) | (524) | 95 |
Reclassified to net earnings, tax | 46 | 72 | (10) |
Reclassified to net earnings, after tax | (288) | (452) | 85 |
Derivatives qualifying as cash flow hedges, pretax | (264) | 61 | 459 |
Derivatives qualifying as cash flow hedges, tax | 34 | (7) | (44) |
Derivatives qualifying as cash flow hedges, after tax | (230) | 54 | 415 |
Actuarial gains (losses), pretax | (140) | 146 | 220 |
Actuarial gains (losses), tax | 25 | (25) | (40) |
Actuarial gains (losses), after tax | (115) | 121 | 180 |
Amortization, pretax | 0 | 21 | 41 |
Amortization, tax | 0 | (6) | (10) |
Amortization, after tax | 0 | 15 | 31 |
Settlements, pretax | 0 | 11 | (6) |
Settlements, tax | 0 | (2) | 1 |
Settlements, after tax | 0 | 9 | (5) |
Pension and postretirement benefits, pretax | (140) | 178 | 255 |
Pension and postretirement benefits, tax | 25 | (33) | (49) |
Pension and postretirement benefits, after tax | (115) | 145 | 206 |
Unrealized (losses) gains, pretax | 3 | (2) | (11) |
Unrealized (losses) gains, tax | (1) | 0 | 2 |
Unrealized (losses) gains, after tax | 2 | (2) | (9) |
Foreign currency translation, pretax | 84 | (183) | (14) |
Foreign currency translation, tax | (6) | (27) | (27) |
Foreign currency translation, after tax | 78 | (210) | (41) |
Other comprehensive income/(loss), pretax | (317) | 54 | 689 |
Other comprehensive income/(loss), tax | 52 | (67) | (118) |
Total Other Comprehensive Income/(Loss) | $ (265) | $ (13) | $ 571 |
EQUITY - Schedule of Accumulate
EQUITY - Schedule of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Equity [Abstract] | ||
Derivatives qualifying as cash flow hedges | $ 2 | $ 232 |
Pension and postretirement benefits | (738) | (623) |
Marketable debt securities | 2 | 0 |
Foreign currency | (812) | (890) |
Accumulated other comprehensive loss | (1,546) | (1,281) |
Net investment hedges gains | $ 144 | $ 125 |
RETIREMENT BENEFITS - Narrative
RETIREMENT BENEFITS - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | |||
Accumulated benefit obligation | $ 2,200 | $ 2,000 | |
Defined contribution plan expense | $ 380 | 360 | $ 350 |
Equity Securities | |||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | |||
Investment allocation, percentage | 21% | ||
Debt Securities | |||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | |||
Investment allocation, percentage | 63% | ||
Total return swap contracts | |||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | |||
Investment allocation, percentage | 16% | ||
Pension Plans, Defined Benefit | |||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | |||
Net periodic benefit cost of defined benefit pension plans | $ 11 | 27 | 28 |
Benefit obligation | $ 2,238 | $ 1,976 | $ 2,935 |
Discount rate | 3.40% | 4% | |
Other Postretirement Benefits Plan | |||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | |||
Benefit obligation | $ 183 | $ 187 | |
Discount rate | 4.80% | 5% |
RETIREMENT BENEFITS - Schedule
RETIREMENT BENEFITS - Schedule Of Defined Benefit Obligations And Assets (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Defined Benefit Plan, Change in Fair Value of Plan Assets | ||
Fair value of plan assets at beginning of year | $ 2,027 | |
Fair value of plan assets at end of year | 2,212 | $ 2,027 |
Other non-current assets | 284 | 285 |
Other non-current liabilities | (480) | (402) |
Pension Plans, Defined Benefit | ||
Defined Benefit Plan, Change in Benefit Obligation | ||
Benefit obligations at beginning of year | 1,976 | 2,935 |
Service cost—benefits earned during the year | 29 | 36 |
Interest cost | 80 | 42 |
Settlements and curtailments | (41) | (58) |
Actuarial (gains)/losses | 165 | (760) |
Benefits paid | (65) | (68) |
Foreign currency and other | 94 | (151) |
Benefit obligations at end of year | 2,238 | 1,976 |
Defined Benefit Plan, Change in Fair Value of Plan Assets | ||
Fair value of plan assets at beginning of year | 2,027 | 2,815 |
Actual return on plan assets | 130 | (570) |
Employer contributions | 56 | 76 |
Settlements | (38) | (53) |
Benefits paid | (65) | (68) |
Foreign currency and other | 102 | (173) |
Fair value of plan assets at end of year | 2,212 | 2,027 |
Funded status | (26) | 51 |
Other non-current assets | 284 | 285 |
Other current liabilities | (20) | (21) |
Other non-current liabilities | (290) | (213) |
Funded status | (26) | 51 |
Net actuarial losses | 994 | 869 |
Prior service credit | (21) | (25) |
Total | $ 973 | $ 844 |
RETIREMENT BENEFITS - Schedul_2
RETIREMENT BENEFITS - Schedule Of Accumulated And Projected Benefit Obligation In Excess Of Fair Value Of Plan Assets (Details) - Pension Plans, Defined Benefit - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Projected benefit obligation | $ 1,045 | $ 728 |
Fair value of plan assets | 735 | 495 |
Accumulated benefit obligation | 1,017 | 728 |
Fair value of plan assets | $ 734 | $ 495 |
RETIREMENT BENEFITS - Actuarial
RETIREMENT BENEFITS - Actuarial Assumptions (Details) - Pension Plans, Defined Benefit | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | |||
Discount rate | 3.40% | 4% | |
Rate of compensation increase | 1.40% | 1.20% | |
Interest crediting rate | 2.50% | 2.50% | |
Discount rate | 4% | 1.60% | 1.20% |
Expected long-term return on plan assets | 4.10% | 3.60% | 3.60% |
Rate of compensation increase | 1.20% | 1% | 1.30% |
Interest crediting rate | 2.50% | 2.10% | 2.20% |
RETIREMENT BENEFITS - Fair Valu
RETIREMENT BENEFITS - Fair Value of Pension Plan Assets by Asset Category (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | $ 2,212 | $ 2,027 |
Level 1 | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 33 | 44 |
Level 1 | Equity securities | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 1 | 1 |
Level 1 | Equity funds | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 0 | 0 |
Level 1 | Fixed income funds | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 0 | 0 |
Level 1 | Corporate debt securities | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 0 | 0 |
Level 1 | U.S. Treasury and agency securities | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 0 | 0 |
Level 1 | Insurance contracts | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 0 | 0 |
Level 1 | Cash and cash equivalents | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 32 | 43 |
Level 1 | Other | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 0 | 0 |
Level 2 | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 1,556 | 1,531 |
Level 2 | Equity securities | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 0 | 0 |
Level 2 | Equity funds | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 363 | 368 |
Level 2 | Fixed income funds | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 785 | 697 |
Level 2 | Corporate debt securities | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 332 | 376 |
Level 2 | U.S. Treasury and agency securities | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 58 | 75 |
Level 2 | Insurance contracts | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 0 | 0 |
Level 2 | Cash and cash equivalents | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 0 | 0 |
Level 2 | Other | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 18 | 15 |
Level 3 | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 269 | 158 |
Level 3 | Equity securities | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 0 | 0 |
Level 3 | Equity funds | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 7 | 0 |
Level 3 | Fixed income funds | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 0 | 0 |
Level 3 | Corporate debt securities | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 0 | 0 |
Level 3 | U.S. Treasury and agency securities | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 0 | 0 |
Level 3 | Insurance contracts | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 224 | 123 |
Level 3 | Cash and cash equivalents | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 0 | 0 |
Level 3 | Other | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 38 | 35 |
Fair Value, Inputs, Level 1, 2 and 3 | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 1,858 | 1,733 |
Fair Value, Inputs, Level 1, 2 and 3 | Equity securities | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 1 | 1 |
Fair Value, Inputs, Level 1, 2 and 3 | Equity funds | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 370 | 368 |
Fair Value, Inputs, Level 1, 2 and 3 | Fixed income funds | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 785 | 697 |
Fair Value, Inputs, Level 1, 2 and 3 | Corporate debt securities | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 332 | 376 |
Fair Value, Inputs, Level 1, 2 and 3 | U.S. Treasury and agency securities | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 58 | 75 |
Fair Value, Inputs, Level 1, 2 and 3 | Insurance contracts | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 224 | 123 |
Fair Value, Inputs, Level 1, 2 and 3 | Cash and cash equivalents | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 32 | 43 |
Fair Value, Inputs, Level 1, 2 and 3 | Other | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | 56 | 50 |
Plan assets measured at NAV as a practical expedient | Plan assets measured at NAV as a practical expedient | ||
Pension, Postretirement And Postemployment Liabilities Statement [Line Items] | ||
Fair value of pension and postretirement plan asset | $ 354 | $ 294 |
EMPLOYEE STOCK BENEFIT PLANS -
EMPLOYEE STOCK BENEFIT PLANS - Narrative (Details) - $ / shares shares in Millions | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 29, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation payout factor, calculation, trading days | 9 days | |||
Closing share price (in usd per share) | $ 51.31 | |||
Stock Options | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Equity awards outstanding (in shares) | 16.2 | 21.9 | ||
Award vesting period | 4 years | |||
Award expiration period | 10 years | |||
RSUs | Minimum | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Award vesting period | 3 years | |||
RSUs | Maximum | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Award vesting period | 4 years | |||
MSUs | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Award vesting period | 4 years | |||
MSUs | Minimum | Vesting Condition One | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Payout factor percentage | 60% | |||
MSUs | Maximum | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Payout factor percentage | 225% | 200% | ||
MSUs | Maximum | Vesting Condition One | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Payout factor percentage | 80% | |||
PSUs | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Award vesting period | 3 years | |||
PSUs | Minimum | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Payout factor percentage | 0% | |||
PSUs | Maximum | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Payout factor percentage | 200% | |||
2021 Stock Incentive Plan | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Shares to be authorized for grants (in shares) | 85 | |||
Shares available to be granted for active plans (in shares) | 70 | |||
Equity awards outstanding (in shares) | 40 |
EMPLOYEE STOCK BENEFIT PLANS _2
EMPLOYEE STOCK BENEFIT PLANS - Stock Based Compensation Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | $ 518 | $ 457 | $ 583 |
Income tax benefit | 105 | 91 | 120 |
Excess tax benefits from share-based compensation awards | 19 | 74 | 38 |
Cost of products sold | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | 51 | 41 | 57 |
Marketing, selling and administrative | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | 215 | 195 | 241 |
Research and development | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | 252 | 221 | 272 |
Other (income)/expense, net | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | $ 0 | $ 0 | $ 13 |
EMPLOYEE STOCK BENEFIT PLANS _3
EMPLOYEE STOCK BENEFIT PLANS - Summary of Stock Compensation Activity (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Weighted-average exercise price per stock | |||
Total intrinsic value of stock options exercised | $ 90 | $ 526 | $ 512 |
Stock Options | |||
Stock compensation activity, shares | |||
Stock options, beginning balance (in shares) | 21.9 | ||
Stock options, granted (in shares) | 0 | ||
Stock options, released/exercised (in shares) | (4.8) | ||
Stock options, adjustments for actual payout (in shares) | 0 | ||
Stock options, forfeited/canceled (in shares) | (0.9) | ||
Stock options, ending balance (in shares) | 16.2 | 21.9 | |
Weighted-average exercise price per stock | |||
Stock options, weighted-average exercise price at the beginning of the period (in dollars per share) | $ 55.25 | ||
Stock options, granted, weighted-average exercise price at the beginning of the period (in dollars per share) | 0 | ||
Stock options, released/exercised, weighted-average exercise price at the beginning of the period (in dollars per share) | 46.79 | ||
Stock options, adjustments for actual payout, weighted-average exercise price at the beginning of the period (in dollars per share) | 0 | ||
Stock options, forfeited/canceled, weighted-average exercise price at the beginning of the period (in dollars per share) | 63.49 | ||
Stock options, weighted-average exercise price at the end of the period (in dollars per share) | $ 57.34 | $ 55.25 | |
RSUs | |||
Stock compensation activity, shares | |||
Other than options, beginning balance (in shares) | 16.9 | ||
Other than options, granted (in shares) | 9.5 | ||
Other than options, released/exercised (in shares) | (6.3) | ||
Other than options, adjustments for actual payout (in shares) | 0 | ||
Other than options, forfeited/canceled (in shares) | (2.1) | ||
Other than options, ending balance (in shares) | 18 | 16.9 | |
Weighted-average exercise price per stock | |||
Other than options, weighted average grant date fair value at the beginning of the period (in usd per share) | $ 59.17 | ||
Other than options, granted, weighted average grant date fair value (in usd per share) | 60.26 | $ 64.12 | $ 56.58 |
Other than options, released/exercised, weighted average grant date fair value (in usd per share) | 57.57 | ||
Other than options, adjustments for actual payout, weighted average grant date fair value (in usd per share) | 0 | ||
Other than options, forfeited/canceled, weighted average grant date fair value (in usd per share) | 60.10 | ||
Other than options, weighted average grant date fair value at the end of the period (in usd per share) | $ 60.21 | $ 59.17 | |
Other than options, expected to vest (in shares) | 15.8 | ||
Other than options, expected to vest, weighted average grant date fair value (in usd per share) | $ 60.14 | ||
Unrecognized compensation cost | $ 763 | ||
Expected weighted-average period in years of compensation cost to be recognized | 2 years 6 months | ||
Fair value of awards that vested during the year | $ 365 | $ 300 | $ 246 |
RSUs | Legacy Celgene Plans | |||
Weighted-average exercise price per stock | |||
Fair value of awards that vested during the year | $ 0 | $ 152 | $ 519 |
MSUs | |||
Stock compensation activity, shares | |||
Other than options, beginning balance (in shares) | 1.8 | ||
Other than options, granted (in shares) | 1 | ||
Other than options, released/exercised (in shares) | (0.7) | ||
Other than options, adjustments for actual payout (in shares) | 0.1 | ||
Other than options, forfeited/canceled (in shares) | (0.3) | ||
Other than options, ending balance (in shares) | 1.9 | 1.8 | |
Weighted-average exercise price per stock | |||
Other than options, weighted average grant date fair value at the beginning of the period (in usd per share) | $ 58.25 | ||
Other than options, granted, weighted average grant date fair value (in usd per share) | 57.99 | $ 60.74 | $ 58.04 |
Other than options, released/exercised, weighted average grant date fair value (in usd per share) | 56.64 | ||
Other than options, adjustments for actual payout, weighted average grant date fair value (in usd per share) | 54.42 | ||
Other than options, forfeited/canceled, weighted average grant date fair value (in usd per share) | 58.78 | ||
Other than options, weighted average grant date fair value at the end of the period (in usd per share) | $ 58.52 | $ 58.25 | |
Other than options, expected to vest (in shares) | 1.6 | ||
Other than options, expected to vest, weighted average grant date fair value (in usd per share) | $ 58.50 | ||
Unrecognized compensation cost | $ 49 | ||
Expected weighted-average period in years of compensation cost to be recognized | 2 years 8 months 12 days | ||
Fair value of awards that vested during the year | $ 45 | $ 44 | $ 37 |
PSUs | |||
Stock compensation activity, shares | |||
Other than options, beginning balance (in shares) | 3.5 | ||
Other than options, granted (in shares) | 1.5 | ||
Other than options, released/exercised (in shares) | (1.1) | ||
Other than options, adjustments for actual payout (in shares) | 0.1 | ||
Other than options, forfeited/canceled (in shares) | (0.4) | ||
Other than options, ending balance (in shares) | 3.6 | 3.5 | |
Weighted-average exercise price per stock | |||
Other than options, weighted average grant date fair value at the beginning of the period (in usd per share) | $ 60.88 | ||
Other than options, granted, weighted average grant date fair value (in usd per share) | 63.86 | $ 66.76 | $ 59.04 |
Other than options, released/exercised, weighted average grant date fair value (in usd per share) | 55.59 | ||
Other than options, adjustments for actual payout, weighted average grant date fair value (in usd per share) | 55.59 | ||
Other than options, forfeited/canceled, weighted average grant date fair value (in usd per share) | 64.29 | ||
Other than options, weighted average grant date fair value at the end of the period (in usd per share) | $ 63.32 | $ 60.88 | |
Other than options, expected to vest (in shares) | 2.9 | ||
Other than options, expected to vest, weighted average grant date fair value (in usd per share) | $ 63.07 | ||
Unrecognized compensation cost | $ 75 | ||
Expected weighted-average period in years of compensation cost to be recognized | 1 year 7 months 6 days | ||
Fair value of awards that vested during the year | $ 65 | $ 68 | $ 61 |
EMPLOYEE STOCK BENEFIT PLANS _4
EMPLOYEE STOCK BENEFIT PLANS - Summary of Significant Outstanding and Exercisable Options (Details) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended |
Dec. 31, 2023 USD ($) $ / shares shares | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Number of options outstanding (in shares) | shares | 16.2 |
Number of options exercisable (in shares) | shares | 16.2 |
Options outstanding, weighted average remaining contractual life (years) | 2 years 3 months 18 days |
Options exercisable, weighted average remaining contractual life (years) | 2 years 3 months 18 days |
Options outstanding, weighted-average exercise price per share (in usd per share) | $ 57.34 |
Options exercisable, weighted-average exercise price per share (in usd per share) | $ 57.34 |
Options outstanding, aggregate intrinsic value | $ | $ 26 |
Options exercisable, aggregate intrinsic value | $ | $ 26 |
$10 - $40 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Number of options outstanding (in shares) | shares | 0.7 |
Options outstanding, weighted average remaining contractual life (years) | 9 months 18 days |
Options outstanding, weighted-average exercise price per share (in usd per share) | $ 36.34 |
Options outstanding, aggregate intrinsic value | $ | $ 11 |
Share-based payment arrangement, option, exercise price range, lower range limit (in dollars per share) | $ 10 |
Share-based payment arrangement, option, exercise price range, upper range limit (in dollars per share) | $ 40 |
$40 - $55 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Number of options outstanding (in shares) | shares | 5.5 |
Options outstanding, weighted average remaining contractual life (years) | 2 years 9 months 18 days |
Options outstanding, weighted-average exercise price per share (in usd per share) | $ 49.76 |
Options outstanding, aggregate intrinsic value | $ | $ 16 |
Share-based payment arrangement, option, exercise price range, lower range limit (in dollars per share) | $ 40 |
Share-based payment arrangement, option, exercise price range, upper range limit (in dollars per share) | $ 55 |
$55 - $65 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Number of options outstanding (in shares) | shares | 6.6 |
Options outstanding, weighted average remaining contractual life (years) | 1 year 10 months 24 days |
Options outstanding, weighted-average exercise price per share (in usd per share) | $ 59.45 |
Options outstanding, aggregate intrinsic value | $ | $ 0 |
Share-based payment arrangement, option, exercise price range, lower range limit (in dollars per share) | $ 55 |
Share-based payment arrangement, option, exercise price range, upper range limit (in dollars per share) | $ 65 |
$65 + | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Number of options outstanding (in shares) | shares | 3.4 |
Options outstanding, weighted average remaining contractual life (years) | 2 years 6 months |
Options outstanding, weighted-average exercise price per share (in usd per share) | $ 70.04 |
Options outstanding, aggregate intrinsic value | $ | $ 0 |
Share-based payment arrangement, option, exercise price range, lower range limit (in dollars per share) | $ 65 |
LEGAL PROCEEDINGS AND CONTING_2
LEGAL PROCEEDINGS AND CONTINGENCIES (Details) $ in Millions, $ in Millions | 1 Months Ended | 2 Months Ended | ||||||||||
Dec. 31, 2023 USD ($) lawsuit defendant plaintiff | Jan. 31, 2022 patent | Feb. 28, 2021 USD ($) | Mar. 31, 2010 AUD ($) | Mar. 31, 2010 USD ($) | Nov. 30, 2023 lawsuit healthcare_system | Nov. 30, 2022 lawsuit | Jun. 30, 2022 claim | Apr. 01, 2022 | Nov. 30, 2021 lawsuit acquirer | Jun. 30, 2021 USD ($) | Mar. 31, 2018 lawsuit | |
Legal Proceedings And Contingencies [Line Items] | ||||||||||||
Damages sought | $ | $ 834 | |||||||||||
Class action claims | 2 | |||||||||||
Obligation to holders of the contingent value rights | $ | $ 6,400 | |||||||||||
Running royalty | 0.015 | |||||||||||
Number of healthcare systems | healthcare_system | 3 | |||||||||||
Future costs | $ | $ 80 | |||||||||||
Bristol-Myers Squibb | ||||||||||||
Legal Proceedings And Contingencies [Line Items] | ||||||||||||
Damages sought | $ | $ 417 | |||||||||||
Plavix Australia Intellectual Property | Australia, Dollars | ||||||||||||
Legal Proceedings And Contingencies [Line Items] | ||||||||||||
Maximum damages | $ | $ 449 | |||||||||||
Plavix Australia Intellectual Property | United States of America, Dollars | ||||||||||||
Legal Proceedings And Contingencies [Line Items] | ||||||||||||
Maximum damages | $ | $ 307 | |||||||||||
Xspray | ||||||||||||
Legal Proceedings And Contingencies [Line Items] | ||||||||||||
Number of patents | patent | 2 | |||||||||||
Abilify Product Liability | NEW JERSEY | ||||||||||||
Legal Proceedings And Contingencies [Line Items] | ||||||||||||
Individual injury claims | 11 | |||||||||||
Abilify Product Liability | CANADA | ||||||||||||
Legal Proceedings And Contingencies [Line Items] | ||||||||||||
Individual injury claims | 7 | |||||||||||
Pending claims | 11 | |||||||||||
Class action claims | 4 | |||||||||||
Pending claims, active | 2 | |||||||||||
Celgene Securities Class Action | ||||||||||||
Legal Proceedings And Contingencies [Line Items] | ||||||||||||
Loss contingency, pending claims, number, putative class | 2 | |||||||||||
Celgene Contingent Value Rights | ||||||||||||
Legal Proceedings And Contingencies [Line Items] | ||||||||||||
Loss contingency, pending claims, number, putative class | 2 | |||||||||||
Loss contingency, number of acquirers | acquirer | 1 | |||||||||||
Molina Litigation | ||||||||||||
Legal Proceedings And Contingencies [Line Items] | ||||||||||||
Class action claims | claim | 63 | |||||||||||
Dismissed cases | claim | 4 | |||||||||||
Opt-Out Entities | ||||||||||||
Legal Proceedings And Contingencies [Line Items] | ||||||||||||
Class action claims | 2 | |||||||||||
Mayo Clinic, LifePoint Corporate Services, and Intermountain Health | ||||||||||||
Legal Proceedings And Contingencies [Line Items] | ||||||||||||
Class action claims | 2 | |||||||||||
Pomalyst Antitrust Class Action | ||||||||||||
Legal Proceedings And Contingencies [Line Items] | ||||||||||||
Loss contingency, number of plaintiffs | plaintiff | 1 | |||||||||||
Loss contingency, number of defendants | defendant | 2 |