Bristol Myers Faces $6.7 Billion Lawsuit After Judge Allows Key Shareholder Claims to Proceed

A U.S. federal judge has allowed major portions of a $6.7 billion lawsuit against Bristol Myers Squibb to move forward, intensifying legal pressure over allegations that the pharmaceutical company deliberately delayed drug approvals tied to its acquisition of Celgene. The suit, brought by UMB Bank on behalf of former Celgene shareholders, accuses Bristol Myers of failing to use “diligent efforts” to secure timely U.S. Food and Drug Administration (FDA) approval for three important therapies, including the cancer drug Breyanzi.

The legal battle stems from Bristol Myers’ $80.3 billion purchase of Celgene in 2019. As part of the agreement, Celgene shareholders received contingent value rights (CVRs), entitling them to an additional $9 per share if the company achieved specific FDA approval milestones for Liso-cel (Breyanzi), Ozanimod, and Ide-cel. UMB Bank claims Bristol Myers intentionally slow-walked the approval process and prematurely delisted the CVRs from the New York Stock Exchange, allegedly preventing shareholders from enforcing their contractual rights.

In his ruling, U.S. District Judge Jesse Furman rejected Bristol Myers’ attempt to dismiss the lawsuit in full, stating that UMB Bank has standing to pursue claims for breach of contract and lack of good faith. The judge also dismissed some accusations but emphasized that a jury should decide whether Bristol Myers acted improperly by delisting the CVRs and failing to meet approval deadlines. Notably, Breyanzi received FDA approval just five weeks after the contractual cutoff date, a key factor in the dispute.

Furman rejected Bristol Myers’ argument that any lack of diligence did not trigger an “event of default,” reinforcing that core issues should be evaluated at trial. The company has been given three weeks to formally respond to the remaining claims. Bristol Myers and its legal representatives have not commented, while UMB Bank has declined to issue a statement.