Protecting the Rights of Shareholders and Consumers
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Sepracor, Inc. Securities Litigation
Sepracor, Inc. (NasdaqGS: SEPR) shareholder litigation over alleged unfair takeover
On September 3, 2009, Sepracor, Inc. (“Sepracor” or the “Company”) announced that it agreed to sell the
Company to Dainippon Sumitomo Pharma Co. ("Dainippon "). Under the terms of the agreement, Sepracor shareholders will
receive $23.00 in cash for each share of Sepracor they own for a total transaction value of approximately $2.6 billion.
For fiscal year 2008, the Company reported revenues of $1.29 billion million and net income of $515.1 million as compared to
revenues of $1.22 billion and net income of $58.3 million for 2007. The investigation concerns whether the merger consideration
is adequate and whether the Sepracor Board of Directors breached their fiduciary duties to Sepracor shareholders by agreeing to
a strict no-solicitation provision and a $77.4 million termination fee that will all but ensure that no superior proposal will ever be
forthcoming.