Orexo (ORX) Investor Update summary

Transaction overview

• Divested US rights to Zubsolv to Dexcel Pharma for $91 million, plus $4-5 million for inventory and up to $16.8 million in contingent payments based on 2026–2027 sales.

• Dexcel assumes manufacturing, supply, and commercialization of Zubsolv in the US; transition support and employee transfer opportunities provided.

• Deal closing expected by January 31, with a reimbursed transition phase and $3 million held in escrow for product returns and obligations.

• Proceeds will be used to redeem the corporate bond maturing in March 2028, eliminating debt and refinancing uncertainty.

• Most US employees offered positions at Dexcel, ensuring continuity for Zubsolv customers.

Financial and operational impact

• Zubsolv US net sales for the last four quarters were $49 million, with EBIT of $17 million.

• Transaction expenses include advisor costs, US business restructuring, and reimbursement for transition services.

• Contingent payments depend on sales performance, with expectation to achieve at least half of the maximum.

• No significant new liabilities expected beyond standard provisions for rebates and returns; $3 million escrowed for returns.

• Detailed financial impact to be disclosed in the full-year report on February 5.

Strategic rationale and future focus

• Certainty around IP protection secured with a settlement, with five years before potential generic competition.

• Transaction accelerates expected EBIT until patent expiry and removes financial uncertainty.

• Enables increased focus and investment in proprietary drug delivery technology AmorphOX and pipeline products, including OX124, OX640, OX390, OX472, and Izipry.

• OX124 to be resubmitted to FDA in summer; OX640 pivotal study to start late in the second half of the year; OX390 development continues with BARDA partnership.

• AmorphOX platform validated in clinical studies and will continue to be tested in vaccines and GLP-1 agonists.