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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
December 8, 1997
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(Date of Report; Date of Earliest Event Reported)
Sepracor Inc.
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(Exact name of registrant as specified in charter)
Delaware
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(State or other jurisdiction of incorporation)
0-19410 22-2536587
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(Commission File Number) (I.R.S. Employer
Identification No.)
111 Locke Drive, Marlborough, Massachusetts 01757
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(Address of Principal Executive Offices) (Zip Code)
(508) 481-6700
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(Registrant's Telephone Number, Including Area Code)
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INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 5. OTHER EVENTS
On December 8, 1997, Sepracor Inc. (the "Company") announced that it has
entered into a licensing agreement with Schering-Plough Corporation ("Schering-
Plough") which gives Schering-Plough exclusive rights to certain of the
Company's patents. A copy of the press release relating to this announcement is
attached hereto as EXHIBIT 99.1.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: December 15, 1997 SEPRACOR INC.
By: /s/ Robert F. Scumaci
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Robert F. Scumaci
Senior Vice President,
Finance and Administration
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EXHIBIT INDEX
99.1 Press Release dated December 8, 1997.
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EXHIBIT 99.1
[SEPRACOR LETTERHEAD]
NEWS RELEASE
Contacts:
David P. Southwell
Chief Financial Officer
Sepracor Inc.
Jean M. Devine
Director, Investor Relations
Jonae R. Barnes
Manager, Public Relations
Sepracor Inc.
(508) 357-7300
SCHERING-PLOUGH AND SEPRACOR IN LICENSING AGREEMENT
ON CLARITIN(R) METABOLITE
MADISON, N.J., and MARLBOROUGH, Mass., Dec. 8, 1997 -- Schering-Plough
Corporation (NYSE: SGP) and Sepracor, Inc. (Nasdaq: SEPR) today announced a
licensing agreement giving Schering-Plough exclusive worldwide rights to
Sepracor's patents covering descarboethoxyloratadine (DCL), an active metabolite
of loratadine that in pre-clinical studies has shown the potential for greater
potency. Loratadine is the active agent in Schering-Plough's five formulations
of CLARITIN(R) nonsedating antihistamine.
Under the terms of the agreement, Sepracor has exclusively licensed its DCL
rights to Schering-Plough, which expects to develop and market the DCL product
worldwide. Schering-Plough will pay Sepracor an upfront license fee of
$5 million and royalties on DCL sales beginning at first product launch.
Royalties paid to Sepracor will escalate over time and upon the achievement of
sales volume and other milestones.
"Schering-Plough is committed to expanding its portfolio of pharmaceuticals and
to exploring all opportunities to strengthen individual product lines. This
agreement with Sepracor serves to enhance our DCL patent portfolio as we move
forward to develop the metabolite product," said Thomas C. Lauda, executive vice
president, global marketing, Schering-Plough Pharmaceuticals. "Just as we
developed and introduced four additional CLARITIN formulations after the initial
launch of CLARITIN Tablets, so do we see development of the loratadine
metabolite as an opportunity to extend our CLARITIN franchise."
"This agreement further validates Sepracor's ICE(TM) strategy as a unique
opportunity to extend the life cycle of major pharmaceutical products through
proprietary therapeutic advances," said Timothy J. Barberich, Sepracor's
president and chief executive officer. "We are pleased to be collaborating with
Schering-Plough on this exciting program, which can provide a new platform for
the evolution of the CLARITIN franchise."
-more-
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Schering-Plough and Sepracor/2
Sepracor's patent portfolio for DCL includes a U.S. method-of-use patent
covering the use of DCL as a nonsedating antihistamine that expires in 2014, and
U.S. patent filings covering pharmaceutical formulations and methods of
treatment. Schering-Plough holds composition-of-matter patents on DCL, expiring
in 2004, in the United States and in other countries. CLARITIN, the world's No.
1 antihistamine, had sales of $1.2 billion in 1996; sales in the 1997 first nine
months totaled $1.3 billion.
Sepracor is a specialty pharmaceutical company dedicated to developing and
commercializing differentiated drugs for the treatment of respiratory,
urology and pain disorders. Referred to as Improved Chemical Entities, or
ICE(TM)s, these new single isomers or active metabolites may offer potential
safety and/or efficacy benefits over their parent compounds and in some cases
the opportunity for additional indications.
Schering-Plough Pharmaceuticals is the worldwide pharmaceutical research and
marketing unit of Schering-Plough Corporation, a research-based company engaged
in the discovery, development, manufacturing and marketing of pharmaceutical and
health care products worldwide.
SEPRACOR FORWARD-LOOKING STATEMENT: This news release contains forward-looking
statements that involve risks and uncertainties, including statements with
respect to the safety, efficacy and potential benefits of products under
development. Among the factors that could cause actual results to differ
materially from those indicated by such forward-looking statements are: the
results of the companies' clinical trials with respect to its products under
development; the scope of the companies' patent protection with respect to such
product candidates; the availability of sufficient funds to continue research
and development efforts; and certain other factors that may affect future
operating results and are detailed in the companies' periodic reports filed
with the Securities and Exchange Commission.
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SEPRACOR INVITES YOU TO PARTICIPATE IN A CONFERENCE CALL TODAY,
DECEMBER 8TH AT 10:30 A.M. EST. TO DISCUSS THIS ANNOUNCEMENT.
TO PARTICIPATE, PLEASE DIAL 719-448-2018.
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TO RECEIVE A COPY OF THIS RELEASE OR ANY RECENT RELEASE VIA FAX,
CALL SEPRACOR'S AUTOMATED NEWS FAX LINE AT 1-800-211-9662.
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