<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
--------------------
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 20, 2000
SEPRACOR INC.
(Exact name of registrant as specified in its charter)
DELAWARE 0-19410 22-2536587
- --------------------------- --------------------- -----------------
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) dentification No.)
111 Locke Drive
Marlborough, MA 01757
- ------------------------------------- --------------------------------
(Address of principal executive (Zip Code)
offices)
Registrant's telephone number, including area code: (508) 481-6700
N/A
--------------------------------------------------------------
(Former name or former address, if changed since last report)
<PAGE>
Item 5. Other Events.
On February 7, 2000, Sepracor Inc., a Delaware corporation (the
"Company), issued a press release announcing that it has priced $400 million of
5% Convertible Subordinated Debentures due February 14, 2007, which are
convertible into shares of the Company's Common Stock, $.10 par value, at a
conversion price of $184.76 per share. A copy of the press release is attached
to this Current Report on Form 8-K as Exhibit 99.1.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits.
See Exhibit Index attached hereto.
-2-
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Date: February 11, 2000 SEPRACOR INC.
By: /S/ ROBERT F. SCUMACI
-----------------------------------
Robert F. Scumaci
Senior Vice President, Finance
and Administration
-3-
<PAGE>
EXHIBIT INDEX
Exhibit
NO. DESCRIPTION
---- -----------
99.1 Press Release dated February 7, 2000.
-4-
<PAGE>
EXHIBIT 99.1
-------------
Press Release
SEPRACOR PRICES $400 MILLION CONVERTIBLE DEBENTURE OFFERING
MARLBOROUGH, Mass., Feb. 7 /PRNewswire/ -- Sepracor Inc. (Nasdaq: SEPR - news)
today announced that the Company has offered and priced a new issue of $400
million of Convertible Subordinated Debentures due 2007 (the "Debentures").
The Debentures will have an annual interest of 5.0 percent and will be
convertible into common stock at $184.76 per share. The Company also may issue
up to an additional $60 million of Debentures pursuant to an option granted to
the initial purchaser of the Debentures.
The Company intends to use the proceeds from the sale of the Debentures for its
ongoing preclinical and clinical trials, funding of other research and
development programs, working capital and other general corporate purposes.
The Debentures have not been registered under the Securities Act of 1933 and may
not be offered or sold in the United States, except pursuant to an applicable
exemption from the Securities Act registration requirements.
This press release shall not constitute an offer to sell or the solicitation of
an offer to buy the Debentures. This press release is being issued pursuant to
and in accordance with Rule 135c under the Securities Act.
To receive a copy of this release or any recent release via fax, call Sepracor's
automated news fax line at 1-800-758-5804 ext. 780960, or visit the Company's
web site at www.sepracor.com.
- - Contacts:
- - David P. Southwell
- - Chief Financial Officer
- - Sepracor Inc.
- - Jonae R. Barnes
- - Executive Director
- - Investor Relations
- - Sepracor Inc.
- - (508) 481-6700
