Dainippon Sumitomo Pharma acquires Sepracor

Oct 21 2009

Dainippon Sumitomo Pharma Co., Ltd. (“DSP”) and Sepracor Inc. (“Sepracor”) (NASDAQ: SEPR) today announce the successful completion of DSP’s acquisition of Sepracor for US$23.00 per share in cash. DSP completed the acquisition through a cash tender offer and by exercising an option to acquire additional shares directly from Sepracor followed by a short-form merger of an indirect wholly-owned subsidiary of DSP with and into Sepracor on October 20, 2009. Sepracor is now an indirect wholly-owned subsidiary of DSP.

As a result of the merger, each outstanding share of Sepracor common stock not validly tendered and accepted for payment in the tender offer (other than shares held in the treasury of Sepracor and any shares owned by Sepracor, DSP or any of their subsidiaries) was, subject to the exercise of appraisal rights under Delaware law, converted into the right to receive the same $23.00 in cash per share, without interest and subject to applicable withholding of taxes, that was paid in the tender offer. Computershare Trust Company, N.A., as the paying agent for the merger, will mail to the remaining former stockholders of Sepracor materials necessary to exchange their former Sepracor shares for such payment. As a result of the merger, trading of Sepracor common stock on the NASDAQ Global Select Market will cease and Sepracor will no longer have reporting obligations under the Securities Exchange Act of 1934.