A federal appeals court has overturned (PDF) the 2024 dismissal of a lawsuit filed by Celgene shareholders that accuses Bristol Myers Squibb of slow-walking the approval of blood cancer drug Breyanzi to avoid paying out a more than $6 billion contingent value rights (CVR) agreement.
By a 3-0 vote, the U.S. Circuit Court of Appeals in Manhattan has ruled that District Judge Jesse Furman “erred in concluding” that Celgene’s trustee, UMB Bank, “lacked subject matter jurisdiction” to bring the lawsuit because of alleged defects in how Kansas City-based UMB was appointed to replace a prior trustee.
“Even if UMB’s initial appointment as Trustee did not comport with the requirements of the CVR Agreement, UMB may maintain this suit because all parties to the Agreement, including Bristol-Myers, accepted UMB’s appointment as Trustee,” Judge Beth Robinson wrote in a decision this week, adding that BMS was not “confused about the status” of UMB as the representative of the shareholders.
Twice in a span of 19 months, Furman dismissed the case. But in his ruling in October of 2024, he allowed that a separate breach of contract lawsuit could be refiled by a “properly appointed trustee.” In December of last year, Furman allowed part of that lawsuit to go forward.
