(Source: Business Wire)

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.
Nomura Securities Co., Ltd. and Thomas Weisel Partners LLC acted as
financial advisors and Paul, Weiss, Rifkind, Wharton & Garrison LLP
acted as legal advisor to DSP. J.P. Morgan Securities Inc. and
Jefferies& Company,Inc. acted as financial advisors and Willkie Farr &
Gallagher LLP and Wilmer Cutler Pickering Hale and Dorr LLP acted as
legal advisors to Sepracor.
About DSP
DSP is a multi-billion dollar, top-ten listed pharmaceutical company in
Japan with a diverse portfolio of pharmaceutical, animal health and food
and specialty products. DSP's strong research and development presence
in the areas of central nervous system, diabetes, cardiovascular
disease, and inflammation/allergy, is based on the merger in 2005
between Sumitomo Pharmaceuticals Co., Ltd., and Dainippon Pharmaceutical
Co., Ltd. Today, DSP has approximately 5,000 employees worldwide.
Additional information about DSP is available through its corporate web
site at http://www.ds-pharma.co.jp.
About Sepracor
Sepracor is a fully integrated specialty pharmaceutical company
dedicated to treating and preventing human disease by discovering,
developing and commercializing innovative pharmaceutical products that
are directed toward serving large and growing markets and unmet medical
needs. Sepracor's drug development, corporate development, and licensing
efforts have yielded a portfolio of pharmaceutical products and
candidates with a focus on respiratory and central nervous system
disorders. Sepracor's currently marketed products in the U.S. include
LUNESTA® brand eszopiclone, XOPENEX® brand
levalbuterol HCl Inhalation Solution, XOPENEX HFA® brand
levalbuterol tartrate Inhalation Aerosol, BROVANA® brand
arformoterol tartrate Inhalation Solution, OMNARIS® brand
ciclesonide Nasal Spray and ALVESCO® brand ciclesonide HFA
Inhalation Aerosol. Sepracor's wholly owned subsidiary, Sepracor
Pharmaceuticals, Inc., markets several additional products in Canada
that are focused in the cardiovascular, central nervous system, pain and
infectious disease therapeutic areas. Sepracor has approximately 2,100
employees worldwide. Additional information about Sepracor is available
through its corporate web site at http://www.sepracor.com.
Forward-Looking Statements
This press release contains "forward-looking statements" that involve
significant risks and uncertainties. All statements other than
statements of historical fact are statements that could be deemed
forward-looking statements, including: any statements of expectation or
belief; and any statements of assumptions underlying any of the
foregoing. Investors and security holders are cautioned not to place
undue reliance on these forward-looking statements. Actual results could
differ materially from those currently anticipated due to a number of
risks and uncertainties.
Lunesta, Xopenex, Xopenex HFA and Brovana are registered trademarks of
Sepracor Inc. Omnaris and Alvesco are registered trademarks of Nycomed
GmbH.
For a copy of this release or any recent release, visit Sepracor's web
site at www.sepracor.com.
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