XML 25 R14.htm IDEA: XBRL DOCUMENT v3.21.1
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS
3 Months Ended
Mar. 31, 2021
Fair Value Disclosures [Abstract]  
Fair Value Measurement and Measurement Inputs, Recurring and Nonrecurring [Text Block] FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS
Financial assets and liabilities measured at fair value on a recurring basis are summarized below:
March 31, 2021December 31, 2020
Dollars in MillionsLevel 1Level 2Level 3Level 1Level 2Level 3
Cash and cash equivalents - money market and other securities$— $8,381 $— $— $12,361 $— 
Marketable debt securities:
Certificates of deposit— 1,633 — — 1,020 — 
Corporate debt securities— 603 — — 698 — 
Derivative assets— 165 27 — 42 27 
Equity investments3,094 162 — 3,314 138 — 
Derivative liabilities— (72)— — (270)— 
Contingent consideration liability:
Contingent value rights— — 530 — — 
Other acquisition related contingent consideration— — 79 — — 78 

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

Contingent consideration obligations are recorded at their estimated fair values and these obligations are revalued each reporting period until the related contingencies are resolved. The contingent value rights are adjusted to fair value using the traded price of the securities at the end of each reporting period. The fair value measurements for other contingent consideration liabilities are estimated using probability-weighted discounted cash flow approaches that are based on significant unobservable inputs related to product candidates acquired in business combinations and are reviewed quarterly. These inputs include, as applicable, estimated probabilities and timing of achieving specified development and regulatory milestones and the discount rate used to calculate the present value of estimated future payments. Significant changes which increase or decrease the probabilities of achieving the related development and regulatory events or shorten or lengthen the time required to achieve such events would result in corresponding increases or decreases in the fair values of these obligations. The fair value of other acquisition related contingent consideration as of March 31, 2021 was calculated using the following significant unobservable inputs:
Ranges (weighted average) utilized as of:
InputsMarch 31, 2021
Discount rate
0.2% to 0.8% (0.4%)
Probability of payment
0% to 100% (2.8%)
Projected year of payment for development and regulatory milestones
2021 to 2025

There were no transfers between levels 1, 2 and 3 during the three months ended March 31, 2021. The following table represents a roll-forward of the fair value of level 3 instruments:
Three Months Ended March 31, 2021Three Months Ended March 31, 2020
Dollars in MillionsAssetLiabilityAssetLiability
Fair value as of January 1$27 $78 $— $106 
Changes in estimated fair value— — (36)
Foreign exchange— (2)— (1)
Fair value as of March 31$27 $79 $— $69 
Available-for-sale Debt Securities and Equity Investments

The following table summarizes available-for-sale debt securities:
March 31, 2021December 31, 2020
Dollars in MillionsAmortized CostGross UnrealizedAmortized CostGross Unrealized
GainsLossesFair ValueGainsLossesFair Value
Certificates of deposit$1,633 $— $— $1,633 $1,020 $— $— $1,020 
Corporate debt securities592 11 — 603 684 14 — 698 
Total available-for-sale debt securities(a)
$2,225 $11 $— $2,236 $1,704 $14 $— $1,718 
(a)    All marketable debt securities mature within two years as of March 31, 2021 and December 31, 2020.

The following summarizes the carrying amount of equity investments:
Dollars in MillionsMarch 31,
2021
December 31,
2020
Equity investments with readily determinable fair values$3,256 $3,452 
Equity investments without readily determinable fair values616 694 
Equity method investments683 549 
Total equity investments$4,555 $4,695 

The following summarizes the activity related to equity investments. Changes in fair value of equity investments are included in Other (income)/expense, net.
Three Months Ended March 31,
Dollars in Millions20212020
Net gain/(loss) recognized on equity investments with readily determinable fair values(a)
$437 $(228)
Realized loss recognized on equity investments with readily determinable fair value sold(3)— 
Upward adjustments on equity investments without readily determinable fair value31 75 
Impairments and downward adjustments on equity investments without readily determinable fair value(1)(188)
Cumulative upward adjustments on equity investments without readily determinable fair value218 
Cumulative impairments and downward adjustments on equity investments without readily determinable fair value(167)
(a)    Net unrealized net gains/(losses) on equity investments still held were $381 million and $(228) million for the three months ended March 31, 2021 and 2020, respectively.

Qualifying Hedges and Non-Qualifying Derivatives

Cash Flow Hedges — Foreign currency forward contracts are used to hedge certain forecasted intercompany inventory purchases and sales transactions and certain foreign currency transactions. The fair value for contracts designated as cash flow hedges are temporarily reported in Accumulated other comprehensive loss and included in earnings when the hedged item affects earnings. The net gain or loss on foreign currency forward contracts is expected to be reclassified to net earnings (primarily included in Cost of products sold and Other (income)/expense, net) within the next 12 months. The notional amount of outstanding foreign currency forward contracts was primarily attributed to the euro of $3.3 billion and Japanese yen of $1.1 billion at March 31, 2021.

The earnings impact related to discontinued cash flow hedges and hedge ineffectiveness was not material during all periods presented. Cash flow hedge accounting is discontinued when the forecasted transaction is no longer probable of occurring within 60 days after the originally forecasted date or when the hedge is no longer effective. Assessments to determine whether derivatives designated as qualifying hedges are highly effective in offsetting changes in the cash flows of hedged items are performed at inception and on a quarterly basis. Foreign currency forward contracts not designated as hedging instruments are used to offset exposures in certain foreign currency denominated assets, liabilities and earnings. Changes in the fair value of these derivatives are recognized in earnings as they occur.
BMS may hedge a portion of its future foreign currency exposure by utilizing a strategy that involves both a purchased local currency put option and a written local currency call option that are accounted for as hedges of future sales denominated in that local currency. Specifically, BMS sells (or writes) a local currency call option and purchases a local currency put option with the same expiration dates and local currency notional amounts but with different strike prices. The premium collected from the sale of the call option is equal to the premium paid for the purchased put option, resulting in no net premium being paid. This combination of transactions is generally referred to as a “zero-cost collar.” The expiration dates and notional amounts correspond to the amount and timing of forecasted foreign currency sales. If the U.S. Dollar weakens relative to the currency of the hedged anticipated sales, the purchased put option value reduces to zero and BMS benefits from the increase in the U.S. Dollar equivalent value of our anticipated foreign currency cash flows; however, this benefit would be capped at the strike level of the written call, which forms the upper end of the collar.

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

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

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

The following table summarizes the fair value of outstanding derivatives:
 March 31, 2021December 31, 2020
Asset(a)
Liability(b)
Asset(a)
Liability(b)
Dollars in MillionsNotionalFair ValueNotionalFair ValueNotionalFair ValueNotionalFair Value
Derivatives designated as hedging instruments:
Interest rate swap contracts$255 $14 $— $— $255 $24 $— $— 
Cross-currency interest rate swap contracts400 16 — — — — 400 (10)
Foreign currency forward contracts3,873 118 1,688 (64)231 5,813 (259)
Derivatives not designated as hedging instruments:
Foreign currency forward contracts809 17 539 (8)1,104 17 336 (1)
Other— 27 — — — 27 — — 
(a)    Included in Other current assets and Other non-current assets.
(b)    Included in Other current liabilities and Other non-current liabilities.

The following table summarizes the financial statement classification and amount of (gain)/loss recognized on hedging instruments:
Three Months Ended March 31, 2021Three Months Ended March 31, 2020
Dollars in MillionsCost of products soldOther (income)/expense, netCost of products soldOther (income)/expense, net
Interest rate swap contracts$— $(8)$— $(7)
Cross-currency interest rate swap contracts— (3)— (2)
Foreign currency forward contracts67 (32)(23)(76)
Foreign currency zero-cost collar contracts— — — (9)
The following table summarizes the effect of derivative and non-derivative instruments designated as hedging instruments in Other Comprehensive Income/(Loss):
Three Months Ended March 31,
Dollars in Millions20212020
Derivatives qualifying as cash flow hedges
Foreign currency forward contracts gain/(loss):
Recognized in Other Comprehensive Income/(Loss)(a)
$259 $97 
Reclassified to Cost of products sold36 (20)
Derivatives qualifying as net investment hedges
Cross-currency interest rate swap contracts gain:
Recognized in Other Comprehensive Income/(Loss)26 
Non-derivatives qualifying as net investment hedges
Non-U.S. dollar borrowings gain:
Recognized in Other Comprehensive Income/(Loss)41 20 
(a)    The majority is expected to be reclassified into earnings in the next 12 months.

Debt Obligations

Short-term debt obligations include:
Dollars in MillionsMarch 31,
2021
December 31,
2020
Non-U.S. short-term borrowings$167 $176 
Current portion of long-term debt1,500 2,000 
Other110 164 
Total$1,777 $2,340 

Long-term debt and the current portion of long-term debt include:
Dollars in MillionsMarch 31,
2021
December 31,
2020
Principal Value$44,646 $48,711 
Adjustments to Principal Value:
Fair value of interest rate swap contracts14 24 
Unamortized basis adjustment from swap terminations137 149 
Unamortized bond discounts and issuance costs(287)(303)
Unamortized purchase price adjustments of Celgene debt1,495 1,755 
Total$46,005 $50,336 
Current portion of long-term debt$1,500 $2,000 
Long-term debt44,505 48,336 
Total$46,005 $50,336 

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

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

Interest payments were $435 million and $491 million for the three months ended March 31, 2021 and 2020, respectively, net of amounts related to interest rate swap contracts.
As of March 31, 2021, BMS had four separate revolving credit facilities totaling $6.0 billion, which consisted of a 364-day $2.0 billion facility expiring in January 2022, a three-year $1.0 billion facility expiring in January 2022 and two five-year $1.5 billion facilities that were extended to September 2024 and July 2025, respectively. The facilities provide for customary terms and conditions with no financial covenants and may be used to provide backup liquidity for BMS’s commercial paper borrowings and are extendable annually by one year on the anniversary date with the consent of the lenders. No borrowings were outstanding under any revolving credit facility at March 31, 2021 or December 31, 2020.