PPCO Penwest Pharmaceuticals CO. (MM)

Rigrodsky & Long, P.A. announces that it is investigating potential claims against the board of directors of Penwest Pharmaceuticals Co. (“Penwest” or the “Company”) (Nasdaq: PPCO) concerning possible breaches of fiduciary duty and other violations of law related to the Company’s entry into an agreement to be acquired by Endo Pharmaceuticals Holdings, Inc. (“Endo”) (Nasdaq: ENDP) in a transaction with an enterprise value of approximately $144 million. (http://www.rigrodskylong.com/news/PenwestPharmaceuticals-PPCO).

Under the proposed agreement, Endo will shortly commence an all-cash tender offer to acquire 100 percent of the outstanding common stock of Penwest for $5.00 per Penwest share. The tender offer is expected to be completed in September, 2010. Endo will acquire any Penwest shares that are not purchased in the tender offer in a second-step merger which is expected to be completed during the fourth quarter of 2010 at the same price per share paid in the tender offer.

The investigation concerns whether Penwest’s board of directors failed to adequately shop the Company and obtain the best price possible for Penwest’s shareholders before entering into the agreement with Endo. Additionally, Tang Capital Partners, LP, and Perceptive Advisors LLC, shareholders of Penwest, and Jennifer Good, Penwest’s President and CEO, who collectively own 38.6% of fully diluted common stock of Penwest, have committed to tender their shares in the tender offer.

If you own the common stock of Penwest and purchased your shares before August 9, 2010, if you have information or would like to learn more about these claims, or if you wish to discuss these matters or have any questions concerning this announcement or your rights or interests with respect to these matters, please contact Seth D. Rigrodsky, Esquire or Noah R. Wortman, Case Development Director, of Rigrodsky & Long, P.A., 919 N. Market Street, Suite 980, Wilmington, Delaware, by telephone at (888) 969-4242, or by e-mail to info@rigrodskylong.com.

Rigrodsky & Long, P.A., with offices in Wilmington, Delaware and Garden City, New York, regularly litigates securities class, derivative and direct actions, shareholder rights litigation and corporate governance litigation, including claims for breach of fiduciary duty and proxy violations in the Delaware Court of Chancery and in state and federal courts throughout the United States.

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