The Medicines Company Prices $150 Million of Convertible Notes

The Medicines Company (NASDAQ:MDCO) (the "Companya??) today announced that
it has priced its private offering of $150 million in aggregate
principal amount of its convertible senior notes due 2024. The notes
will be sold only to qualified institutional buyers pursuant to Rule
144A under the Securities Act of 1933, as amended. The notes will be
senior unsecured obligations of the Company and will mature on January
15, 2024, unless earlier converted or repurchased in accordance with
their terms. The notes will bear interest at a rate of 3.50% per year,
payable semi-annually. The notes will be convertible prior to October
15, 2023 only upon the occurrence of certain circumstances and will be
convertible thereafter regardless of these circumstances, in either
case, into cash, shares of the Companya??s common stock or a combination
thereof, at the Companya??s option. The conversion rate for the notes will
initially be 39.6920 shares of common stock per $1,000 principal amount,
which is equivalent to an initial conversion price of approximately
$25.19 per share of common stock. The initial conversion price of the
notes represents a premium of approximately 27.5% to the $19.76 per
share last reported sale price of the Companya??s common stock on December
13, 2018. The Company has granted the initial purchaser the option to
purchase up to an additional $22.5 million in aggregate principal amount
of the notes. The sale of the notes is expected to close on or about
December 18, 2018, subject to customary closing conditions.

The Company estimates that the net proceeds from the offering will be
approximately $144.9 million (or $166.8 million if the initial purchaser
exercises its option to purchase additional notes in full), after
deducting the initial purchasera??s discounts and commissions and the
estimated offering expenses payable by the Company.

The Company expects to use the net proceeds of the offering (including
from any exercise by the initial purchaser of its option to purchase
additional notes) to fund its development of inclisiran and for general
corporate purposes.

This announcement does not constitute an offer to sell, or the
solicitation of an offer to buy, the notes or the Companya??s common
stock. Any offers of the notes were and will be made only by means of a
confidential offering memorandum. The notes and the shares of the
Companya??s common stock into which the notes may be converted have not
been and will not be registered under the Securities Act of 1933, as
amended, or the securities laws of any other jurisdiction and may not be
offered or sold in the United States without registration or an
applicable exemption from registration requirements.

About The Medicines Company

The Medicines Company is a biopharmaceutical company driven by an
overriding purpose a?? to save lives, alleviate suffering and contribute
to the economics of healthcare. The Companya??s goal is to create
transformational solutions to address the most pressing healthcare needs
facing patients, physicians, and providers in cardiovascular care. The
Company is headquartered in Parsippany, New Jersey.
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