NitroMed, Inc. (NASDAQ: NTMD) said today that it has received an
unsolicited proposal from Deerfield Management to acquire the company
for $0.50 per share in cash. Deerfield Management currently owns
approximately 12% of NitroMed’s common stock. NitroMed’s board and its
advisors are evaluating the proposal.
About NitroMed
NitroMed of Lexington, Massachusetts is the maker of BiDil®
(isosorbide dinitrate/hydralazine hydrochloride), an orally administered
medicine available in the United States for the treatment of heart
failure in self-identified black patients. In this population, BiDil is
indicated as an adjunct to current standard therapies such as
angiotensin converting enzyme (ACE) inhibitors and beta blockers. There
is little experience in patients with New York Heart Association Class
IV heart failure. BiDil was approved by the U.S. Food and Drug
Administration, primarily on the basis of efficacy data from the
company's landmark A-HeFT (African American Heart Failure Trial)
clinical trial. For full prescribing information, visit: www.BiDil.com.
On October 22, 2008, NitroMed entered into a purchase and sale agreement
with JHP Pharmaceuticals, LLC, a privately held specialty pharmaceutical
company, pursuant to which NitroMed has agreed to sell to JHP
Pharmaceuticals substantially all of the assets related to NitroMed's
BiDil and BiDil XR™ drug business. The sale of the BiDil and
BiDil XR drug business is subject to NitroMed stockholder approval and
other customary closing conditions. On November 18, 2008, NitroMed and
Archemix Corp., a privately-held biopharmaceutical company, entered into
a merger agreement, pursuant to which Archemix has agreed to merge with
NitroMed in an all-stock transaction. The merger is subject to approval
by Archemix’s and NitroMed’s stockholders, consummation of the sale of
NitroMed’s BiDil and BiDil XR drug business and other customary closing
conditions.
Important Additional Information Will Be Filed with the SEC
NitroMed plans to file with the SEC and mail to its stockholders a
definitive proxy statement in connection with the proposed sale of its
BiDil and BiDil XR drug business to JHP Pharmaceuticals, LLC. The proxy
statement will contain important information about NitroMed, the
proposed sale of the BiDil and BiDil XR drug business and related
matters. In addition, in connection with NitroMed’s proposed merger with
Archemix, NitroMed plans to file with the SEC a Registration Statement
on Form S-4 containing a joint proxy statement/prospectus. The joint
proxy statement/prospectus will be mailed to stockholders of NitroMed
and Archemix.