A spin-off is when one company, referred to as the parent, divests (separates) itself of one of its divisions or subsidiaries, which then becomes an independent company. In this case, Bristol Myers Squibb has spun off Zimmer Holdings, Inc., as a 100% dividend to its shareholders.
How was the number of shares that I received determined?
Anyone who owned Bristol Myers Squibb shares as of July 27, 2001 received shares in Zimmer. For every 10 shares of Bristol Myers Squibb they received 1 share of Zimmer stock.
How will my U.S. Federal income tax basis be determined for the Zimmer shares that I received in the distribution?
The following information about the cost basis allocation is provided by Bristol-Myers Squibb. You may want to refer to the Investor's Q&A regarding the spin off, which can be found on the BMS website at BMS: Stockholder Services: Zimmer Spin-off Info
Generally speaking, under applicable U.S. Treasury Regulations, your aggregate tax basis in your shares of Bristol-Myers Squibb common stock, as determined immediately before the distribution, must be allocated between your Zimmer common stock (including any fractional shares) and the Bristol-Myers Squibb common stock with respect to which the distribution was made. Your tax basis should be allocated in proportion to the fair market values of your Zimmer common stock and Bristol-Myers Squibb common stock as of the date of the distribution. Consequently, based on the opening reported trading prices on the New York Stock Exchange on August 7, 2001, for Bristol-Myers Squibb common stock and Zimmer common stock, BMS believes you should allocate 4.8223% of your pre-distribution tax basis to the Zimmer common stock and 95.1777% to the Bristol-Myers Squibb common stock with respect to which the distribution was made. Please note, if you hold blocks of Bristol-Myers Squibb common stock with different tax bases, then you must allocate your U.S. Federal income tax basis on a "block-by-block" basis. Bristol-Myers Squibb Company recommends that each Bristol-Myers Squibb Company stockholder consult with his or her own tax advisor with respect to the applicability and consequences of Federal, state, local, and foreign tax laws in his or her particular situation.
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