GlaxoSmithKline Successfully Completes Tender Offer for Shares of Sirtris Pharmaceuticals

Jun 02, 2008, 01:00 ET from GlaxoSmithKline plc

    LONDON and PHILADELPHIA, June 2 /PRNewswire-FirstCall/ --
 GlaxoSmithKline plc (NYSE:   GSK) announced today the successful completion
 of the tender offer by its wholly-owned subsidiary Fountain Acquisition
 Corporation (FAC) for shares of common stock of Sirtris Pharmaceuticals,
 Inc. (Nasdaq:   SIRT).
     The depositary for the offer has advised GSK and FAC that stockholders
 of Sirtris have now tendered a total of approximately 28,931,756 Sirtris
 shares (including shares tendered through notice of guaranteed delivery),
 representing approximately 97% of the outstanding common stock of Sirtris.
 FAC has accepted for payment all Sirtris shares tendered in the offer.
     FAC's ownership of the common stock of Sirtris exceeds the 90% required
 to effect a short-form merger of FAC with and into Sirtris under Delaware
 law. FAC expects to effect the short-form merger later this week, without
 the need for a meeting of Sirtris stockholders. In the merger, FAC will
 acquire all other Sirtris shares (other than those as to which holders
 properly exercise appraisal rights) at the same $22.50 per share price,
 without interest and less any required withholding taxes, that was paid in
 the tender offer. As a result of the merger, Sirtris will become a
 wholly-owned subsidiary of GSK.
     About GlaxoSmithKline plc
     GlaxoSmithKline plc -- one of the world's leading research-based
 pharmaceutical and healthcare companies -- is committed to improving the
 quality of human life by enabling people to do more, feel better and live
 longer. For company information including a copy of this announcement and
 details of the company's updated product development pipeline, visit GSK at
     About Sirtris
     Sirtris Pharmaceuticals, Inc. is a biopharmaceutical company focused on
 discovering and developing proprietary, orally available, small molecule
 drugs with the potential to treat diseases associated with ageing,
 including metabolic diseases such as Type 2 Diabetes. Sirtris' drug
 candidates are designed to mimic certain beneficial health effects of
 calorie restriction by activation of sirtuins, a recently discovered class
 of enzymes that Sirtris believes control the ageing process. Sirtris'
 headquarters are in Cambridge, Massachusetts.
     Cautionary statement regarding forward-looking statements
     Under the safe harbor provisions of the US Private Securities
 Litigation Reform Act of 1995, the company cautions investors that any
 forward-looking statements or projections made by the company, including
 those made in this Announcement, are subject to risks and uncertainties
 that may cause actual results to differ materially from those projected.
 Factors that may cause or contribute to such differences include the risk
 that the conditions to the closing of the tender offer or the merger set
 forth in the merger agreement will not be satisfied; changes in GSK's and
 Sirtris' businesses during the period between now and the closing;
 obtaining regulatory approvals if required for the transaction; the
 successful integration of Sirtris into GSK's business subsequent to the
 closing of the acquisition; the ability to retain key management and
 technical personnel of Sirtris; and other factors described in GSK's Annual
 Report 2007 under 'Risk Factors' in the 'Operating and Financial Review and
 Prospects'. GSK is under no obligation to (and expressly disclaims any such
 obligation to) update or alter its forward-looking statements whether as a
 result of new information, future events or otherwise.

SOURCE GlaxoSmithKline plc