Press release from the extraordinary shareholders' meeting of Biovitrum (publ)



The information in this press release is not for release, publication
or distribution, directly or indirectly, in or into the United
States, Australia, Canada, Hong Kong, Japan, South Africa,
Switzerland or Singapore.

At the extraordinary shareholders' meeting held on December 4th,
2009, resolutions on  the approval of the board's resolution
regarding the acquisition of Swedish Orphan International Holding AB
and of the board's resolution on a rights issue as well as on an
authorization for the board to resolve on an issue of common shares
and convertible participating certificates (konvertibla
vinstandelsbevis) against payment in kind or by way of set-off, were
adopted. In order to enable the rights issue the meeting also
resolved to amend the articles of association. Further, a new board
member and a new deputy chairman of the board of directors were
elected.

All resolutions by the meeting were caused by the agreement between
Biovitrum and the shareholders of Swedish Orphan International
Holding AB ("Swedish Orphan") pursuant to which Biovitrum shall
acquire 100 per cent of the shares and warrants in Swedish Orphan
(the "Transaction").

Resolution on the approval of the board's resolution to acquire
Swedish Orphan
The meeting resolved to approve the board's resolution with respect
to the Transaction.

Resolution on the amendment of the articles of association
In order to enable the rights issue described below, the meeting
resolved to amend the articles of associations' limits for the share
capital to not less than SEK 38,410,000 and not more than SEK
153,640,000 and the limits for the number of shares to not less than
70,000,000 shares and not more than 280,000,000 shares.

Resolution on the approval of the board's resolution to issue new
shares with preferential rights for the shareholders
The meeting resolved to approve the board's resolution to issue new
common shares with preferential rights for the shareholders, whereby
the share capital may be increased in an amount of at the highest SEK
55,304,601. Pursuant to the terms of the rights issue each existing
Biovitrum share entitles to 2 subscription rights and 1 subscription
rights entitles to the subscription of 1 share. The issue price is
SEK 15.00 per share which means that the issue will raise a maximum
of approximately SEK 1,511,889,480 before issue costs.

The record date at the Swedish central securities depositary,
Euroclear Sweden AB, for participation in the rights issue is
December 9th, 2009. This means that the Biovitrum share will be
traded excluding preferential rights to participate in the rights
issue as from, and including, December 7th, 2009. New shares may be
subscribed for during the period as from, and including, December
11th, 2009 until, and including, December 30th, 2009, or such later
date as the board of directors may decide. Shareholders opting not to
participate in the rights issue will be subject to a dilution effect
of approximately 66 per cent, but may gain financial compensation by
selling their subscription rights.

Resolution on authorization for the board to resolve on an issue of
common shares and convertible participating certificates (konvertibla
vinstandelsbevis) against payment in kind or by way of set-off
The meeting resolved to authorize the board to resolve on an issue of
common shares and convertible participating certificates to the
shareholders of Swedish Orphan, without preferential rights for the
shareholders, on one or more occasions. The company's share capital
shall, as a consequence of such issuances of common shares and
convertible participating certificates, not be increased by more than
what is permitted at each time by the articles of association.
Payment for the issued common shares and convertible participating
certificates shall be made in kind through contribution of assets
consisting of shares in Swedish Orphan or by way of set-off. The
authorization shall be valid not longer than until the next annual
general meeting.

The meeting's resolution with respect to the authorization was
supported by all of the votes cast and of the shares represented at
the meeting. In accordance with the exemption granted by the Swedish
Securities Council from the mandatory offer obligation that otherwise
would have arisen for Investor AB in connection with the subscription
of shares issued under the board of directors' authorization above,
shares and votes held and represented by Investor AB have been
disregarded when counting the shares and votes.

Election of a new board member, deputy chairman of the board of
directors and adoption of board fees
The meeting resolved that the number of members of the board of
directors elected by the shareholders' meeting shall be eight and
that Bo Jesper Hansen in addition to the existing members of the
board of directors is elected as new member of the board of directors
and deputy chairman of the board of directors with effect as from and
conditional on the completion of the acquisition of Swedish Orphan by
Biovitrum, until the end of the next annual general meeting, whereby
the board of directors, excluding employee representatives, shall
have the following composition: Håkan Åström (chairman), Mats-Olof
Ljungkvist, Wenche Rolfsen, Michael Steinmetz, Hans Glemstedt, Hans
Wigzell, Peter Sellei and Bo Jesper Hansen (vice chairman). The
meeting also resolved that no board fee shall be paid to the new
member of the board of directors for the period up to and including
the annual general meeting 2010. For the other board members, the
resolution by the annual general meeting 2009 regarding fees shall
remain in force.

Bo Jesper Hansen (b. 1958), MD and PhD, is CEO and President of
Swedish Orphan. Bo Jesper Hansen has previously been medical adviser
for Synthélabo, Pfizer, Pharmacia and Yamanouchi and is the founder
of Scandinavian Medical Research. He has held various executive
positions in Swedish Orphan since 1993 and has been CEO since 2001.

Timetable

December 4th         EGM
December 7th         First day of trading in the shares, excluding
                     right to participate in the Rights Issue
December 9th         Prospectus made public
December 9th         Record date for participation in the Rights
                     Issue, i.e. shareholders registered in the share
                     register of Biovitrum as of this day will
                     receive subscription rights for participation in
                     the Rights Issue
December 11th - 23rd Trading in subscription rights
December11th - 30th  Subscription period
January 7th          Announcement of results in the Rights Issue
January 14th         Estimated closing of the Transaction


Subscription undertakings and underwriting guarantees. etc.
The largest shareholder in Biovitrum, Investor AB, has entered into
an agreement which includes an undertaking, subject to certain
conditions, to subscribe for its pro rata share in the Rights Issue,
corresponding to approximately 23 per cent of the Rights Issue.

In addition, three institutional investors have entered into
subscription commitments which include an undertaking to, subject to
certain conditions, subscribe for or purchase shares at the
subscription price in an amount corresponding to approximately 27 per
cent of the Rights Issue. The remainder of the Rights Issue is,
subject to certain conditions, underwritten by Carnegie Investment
Bank AB, ABG Sundal Collier Norge ASA and Handelsbanken Capital
Markets (the "Underwriters"). Consequently, 100 per cent of the
Rights Issue is committed and underwritten.

Investor AB, the CEO of the company, Martin Nicklasson, and the CFO
of the company, Göran Arvidson, have committed not to dispose any of
their respective shares in Biovitrum during the period up until the
completion of the Rights Issue. Dr Bo Jesper Hansen and Kennet Rooth
have committed not to dispose any of their respective shares in
Biovitrum during a period of 12 months following completion of the
Transaction.

Advisers
HDR Partners AB is financial adviser and Mannheimer Swartling
Advokatbyrå AB is legal adviser to Biovitrum in the Transaction.
Carnegie Investment Bank AB, ABG Sundal Collier and Handelsbanken
Capital Markets are Joint Lead Managers in the Rights Issue.
Linklaters Advokatbyrå AB is legal adviser to the Joint Lead
Managers.

For further information, please contact:

Martin Nicklasson, CEO Biovitrum
Phone: +46 8 697 20 00

Göran Arvidson, CFO Biovitrum
Phone: +46 70 633 30 42

Erik Kinnman, VP Investor Relations Biovitrum
Phone: +46 73 422 15 40
erik.kinnman@biovitrum.com

About Biovitrum
Biovitrum is an international pharmaceutical company that markets
specialist pharmaceuticals in several regions. Using its expertise
and experience Biovitrum takes scientific innovation to patients with
significant unmet medical need. Research expertise and capabilities
are focused on development and production of biotechnology
therapeutics within our prioritized areas of hemophilia,
inflammation/autoimmune diseases, cancer supportive care and
malabsorption. Biovitrum has revenues of approximately SEK 1.2
billion and approximately 400 employees (prior to the Transaction).
Biovitrum's head office is located in Sweden and the share is listed
on the NASDAQ OMX Stockholm. For more information please visit
www.biovitrum.com.

IMPORTANT NOTICE:
The information in this press release is not for release, publication
or distribution, directly or indirectly, in or into the United
States, Australia, Canada, Hong Kong, Japan, South Africa,
Switzerland or Singapore.

The information in this press release shall not constitute an offer
to sell or the solicitation of an offer to buy, nor shall there be
any sale of the securities referred to herein in any jurisdiction in
which such offer, solicitation or sale would require preparation of
further prospectuses or other offer documentation, or be unlawful
prior to registration, exemption from registration or qualification
under the securities laws of any such jurisdiction.

The information in this press release does not constitute or form a
part of any offer or solicitation to purchase or subscribe for
securities in the United States. The securities mentioned herein have
not been, and will not be, registered under the United States
Securities Act of 1933 (the "Securities Act"). The securities
mentioned herein may not be offered or sold in the United States
absent registration or an exemption from the registration
requirements of the Securities Act. There will be no public offer of
securities in the United States.

The information in this press release may not be forwarded or
distributed to any other person and may not be reproduced in any
manner whatsoever. Any forwarding, distribution, reproduction, or
disclosure of this information in whole or in part is unauthorized.
Failure to comply with this directive may result in a violation of
the Securities Act or the applicable laws of other jurisdictions.

The above information has been made public in accordance with the
Securities Market Act and/or the Financial Instruments Trading Act.
The information was published at 5.15 p.m. (CET) on December 4th,
2009.

Attachments

Complete release from EGM of Biovtrum.pdf