NitroMed Confirms Receipt of Letter from Deerfield Management

  
    
  
  
    
      NitroMed, Inc. (NASDAQ: NTMD) said today that Deerfield Management has 
      responded to NitroMed’s communication regarding the company’s 
      willingness to discuss Deerfield’s prior unsolicited proposal to acquire 
      the company for $0.50 per share in cash. Contrary to NitroMed’s belief 
      that Deerfield’s expression of interest was in lieu of NitroMed’s 
      proposed merger with Archemix Corp., Deerfield stated that its proposal 
      was in lieu of both the proposed sale of NitroMed’s BiDil® 
      and BiDil XR™ drug business to JHP Pharmaceuticals, LLC and 
      the proposed merger with Archemix. NitroMed’s directors and its advisors 
      are reevaluating the Deerfield proposal in light of this clarification.
    
    
      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 has filed with the SEC and mailed 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 contains 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. The joint proxy 
      statement/prospectus will contain important information about NitroMed, 
      Archemix, the transaction and related matters. Investors and security 
      holders of NitroMed and Archemix are urged to read carefully both the 
      proxy statement relating to the proposed sale of the BiDil and BiDil XR 
      drug business and the joint proxy statement/prospectus relating to the 
      merger, when they are available.
    
    
      Investors and security holders of NitroMed will be able to obtain free 
      copies of the proxy statement for the proposed sale of the BiDil and 
      BiDil XR drug business and the joint proxy statement/prospectus for the 
      proposed merger (when it is available), and other documents filed with 
      the SEC by NitroMed through the website maintained by the SEC at www.sec.gov. 
      In addition, investors and security holders of NitroMed will be able to 
      obtain free copies of the proxy statement for the proposed sale of the 
      BiDil and BiDil XR drug business and the joint proxy 
      statement/prospectus for the proposed merger (when it is available) by 
      contacting NitroMed, Inc., Attn: Secretary, 45 Hayden Avenue, 
      Suite 3000, Lexington, MA 02421. Investors and security holders of 
      Archemix will be able to obtain free copies of the joint proxy 
      statement/prospectus for the merger (when it is available) by contacting 
      Archemix Corp., Attn: Secretary, 300 Third Street, Cambridge, MA 02142.
    
    
      NitroMed, and its directors and executive officers, may be deemed to be 
      participants in the solicitation of proxies in respect of the 
      transactions contemplated by the purchase and sale agreement with JHP 
      Pharmaceuticals relating to the sale of the BiDil and BiDil XR drug 
      business, and NitroMed and Archemix, and their respective directors and 
      executive officers, may be deemed to be participants in the solicitation 
      of proxies in respect of the transactions contemplated by the merger 
      agreement with Archemix. Information regarding NitroMed’s directors and 
      executive officers is contained in NitroMed’s Annual Report on Form 10-K 
      for the fiscal year ended December 31, 2007 and its proxy statement 
      dated April 16, 2008, which are filed with the SEC. As of November 30, 
      2008, NitroMed's directors and executive officers, and funds affiliated 
      with such individuals, owned approximately 33% of NitroMed's common 
      stock. A more complete description of the interests of NitroMed’s 
      directors and officers is available in the proxy statement relating to 
      the sale of the BiDil and BiDil XR drug business. In addition, 
      information regarding Archemix’s directors and officers and a more 
      complete description of the interests of NitroMed’s directors and 
      officers will be available in the joint proxy statement/prospectus 
      relating to the merger.
    
    
      Cautionary Note Regarding Forward Looking Statements
    
    
      Statements in this press release regarding the proposed sale of 
      NitroMed’s BiDil and BiDil XR drug business to JHP Pharmaceuticals and 
      the proposed merger between NitroMed and Archemix, and any other 
      statement about NitroMed’s management team’s future expectations, 
      beliefs, goals, plans or prospects, constitute forward-looking 
      statements within the meaning of The Private Securities Litigation 
      Reform Act of 1995. Any statements that are not statements of historical 
      fact (including statements containing the words “believes,” “plans,” 
      “could,” “anticipates,” “expects,” “estimates,” “plans,” “should,” 
      “target,” “will,” “would” and similar expressions) should also be 
      considered to be forward-looking statements. There are a number of 
      important factors that could cause actual results or events to differ 
      materially from those indicated by such forward-looking statements, 
      including: the risk that NitroMed is unable to complete the sale of its 
      BiDil and BiDil XR drug business, which is a condition to the closing of 
      the merger with Archemix; the risk that NitroMed and Archemix may not be 
      able to complete the proposed merger; and other risks and uncertainties 
      more fully described in NitroMed’s proxy statement relating to the 
      proposed asset sale, its Annual Report on Form 10-K for the year ended 
      December 31, 2007 and its Quarterly Report on Form 10-Q for the quarter 
      ended September 30, 2008, each as filed with the SEC, as well as the 
      other filings that NitroMed makes with the SEC. Investors and 
      stockholders are also urged to read carefully the risk factors set forth 
      in the Registration Statement and the joint proxy statement/prospectus 
      relating to the proposed merger of NitroMed and Archemix, when it is 
      available.
    
    
      In addition, the statements in this press release reflect NitroMed’s 
      expectations and beliefs as of the date of this release. NitroMed 
      anticipates that subsequent events and developments will cause its 
      expectations and beliefs to change. However, while NitroMed may elect to 
      update these forward-looking statements publicly at some point in the 
      future, it specifically disclaims any obligation to do so, whether as a 
      result of new information, future events or otherwise. These 
      forward-looking statements should not be relied upon as representing 
      NitroMed’s views as of any date after the date of this release.