2008-09-08 23:47:04 -

www.sciele.com - Sciele Pharma, Inc. ("Sciele") (NASDAQ: SCRX), today announced that, pursuant to the terms of the indenture relating to its 2.625% Contingent Convertible Senior Notes Due 2027 (the "Notes"), it has designated October 8, 2008, as the "anticipated effective date" of the Make-Whole Fundamental Change that will occur as a result of the transaction (the "Transaction") whereby Sciele will

become an indirect wholly owned subsidiary of Shionogi & Co., Ltd. (the "Parent") pursuant to the previously announced Agreement and Plan of Merger (the "Merger Agreement") dated September 1, 2008, among Sciele, the Parent, and Tall Bridge, Inc., an indirect wholly owned subsidiary of the Parent (the "Merger Sub"). Holders of the outstanding Notes may exercise their conversion rights beginning on September 8, 2008, in accordance with, and subject to, the provisions of the Notes and the related indenture.

In accordance with Section 10.08(c) of the indenture for the Notes, Sciele is required to give advance notice of the "anticipated effective date" of the Make-Whole Fundamental Change that will occur as a result of the Transaction for purposes of determining the resulting adjustment to the conversion ratio of the Notes. While the parties expect that the Transaction may be consummated as early as October 8, 2008, the Transaction is subject to certain closing conditions and there can be no assurance that the required conditions will be satisfied by March 31, 2009, the date on which the Merger Agreement may be terminated by Sciele or the Parent if the Transaction has not been consummated by then, or at all, and consequently there can be no assurance that the Transaction will be consummated on that date, or at all.

As previously announced, the first step of the Transaction was initiated on September 8, 2008, when the Merger Sub commenced a tender offer (the "Offer") to acquire all of the issued and outstanding shares of common stock of Sciele (the "Common Stock") at a price per share of $31.00, net to the holder thereof in cash. In the second step of the Transaction, following the consummation of the Offer and subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement, Merger Sub will merge with and into the Company (the "Merger") and the Company will become an indirect wholly owned subsidiary of Parent. In the Merger, the shares of Common Stock remaining outstanding following the consummation of the Offer, other than shares held by Parent or its subsidiaries or by stockholders who have properly exercised their appraisal rights under Delaware law, will be converted into the right to receive an amount in cash equal to the Offer Price.

About Sciele Pharma, Inc.

Sciele Pharma, Inc. is a pharmaceutical company specializing in sales, marketing and development of branded prescription products focused on the therapeutic areas of Cardiovascular, Diabetes, Women's Health and Pediatrics. The Company's Cardiovascular and Diabetes products treat patients with high cholesterol, hypertension, high triglycerides, unstable angina and Type 2 diabetes; its Women's Health products are designed to improve the health and well-being of women and mothers and their babies; and its Pediatrics products treat allergies, asthma, coughs and colds, and attention deficit and hyperactivity disorder (ADHD). The Company was founded in 1992 and is headquartered in Atlanta, Georgia. The Company employs more than 1,000 people. The Company's success is based on placing the needs of patients first, improving health and quality of life, and implementing its business platform - an Entrepreneurial Spirit, Innovation, Execution Excellence, Simplicity, and Teamwork. For more information on Sciele, please visit www.sciele.com.

Additional Information

The Offer has commenced, but this letter is neither an offer to purchase nor a solicitation of an offer to sell shares or any securities of the Company. Investors and security holders are urged to read both the Tender Offer Statement on Schedule TO and the Solicitation/Recommendation Statement on Schedule 14D-9 regarding the tender offer because they contain important information. The Tender Offer Statement has been filed with the U.S. Securities and Exchange Commission (the "SEC") by Merger Sub and Parent, and the Solicitation/Recommendation Statement has been filed with the SEC by Sciele. Investors and security holders may obtain free copies of these statements and other documents filed with the SEC by Merger Sub, and Parent or the Company at the website maintained by the SEC at www.sec.gov. The Tender Offer Statement and related materials (including an Offer to Purchase, a related Letter of Transmittal and other offer documents), the Solicitation/Recommendation Statement and such other documents may be obtained for free by directing such requests to Georgeson, the information agent for the tender offer, at (212) 440-9800 for banks and brokers or (800) 334-9586 for stockholders and all others.

Sciele Pharma, Inc.
Joseph T. Schepers, 678-341-1401
ir@sciele.com