AMAG PHARMACEUTICALS, INC. Underwriting AgreementUnderwriting Agreement • May 8th, 2017 • Amag Pharmaceuticals Inc. • Pharmaceutical preparations • New York
AMAG Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $300,000,000 principal amount of its 3.25% Convertible Senior Notes due 2022 (the “Underwritten Securities”) and, at the option of the Underwriters, up to an additional $45,000,000 principal amount of its 3.25% Convertible Senior Notes due 2022 (the “Option Securities”) if and to the extent that the Underwriters shall have determined to exercise the option to purchase such 3.25% Convertible Senior Notes due 2022 granted to the Underwriters in Section 2 hereof. The Underwritten Securities and the Option Securities are herein referred to as the “Securities”. The Securities will be convertible into cash, shares of common stock of the Company, par value $0.01 per share (the “Common Stock”), or a combination of cash and shares of Common Stock at the Comp
