Orexo intends to conduct a private placement of shares to Swedish and international institutional and strategic investors

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO
THE UNITED STATES, AUSTRALIA, HONG KONG, JAPAN, CANADA, SINGAPORE, SOUTH AFRICA
OR NEW ZEALAND OR IN ANY JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR
DISTRIBUTION WOULD BE UNLAWFUL. THIS PRESS RELEASE DOES NOT CONSTITUTE AN OFFER
OF ANY SECURITIES OF OREXO.
Uppsala, Sweden – August 28, 2014 - Orexo AB (publ) today announces the launch
of a private placement of Orexo shares, including the 1,121,124 shares held in
treasury by Orexo, to Swedish and international institutional and strategic
investors.

The price for the shares will be determined through a book-building procedure
initiated at 5.31pm CET on August 28, 2014. Pricing and allocation of the
private placement is expected to take place before beginning of trading on
NASDAQ OMX Stockholm at 9:00am CET on August 29, 2014. The total amount of
shares to be offered in the private placement will be determined in the book
-building procedure.

The proceeds from the private placement are intended to finance the continued
expansion of Zubsolv and Orexo’s presence in addiction medicine.

The private placement is subject to resolution by the Board of Directors of
Orexo, pursuant to authorizations given by the 2014 annual general meeting, to
sell existing Orexo shares and/or issue new Orexo shares, as the case may be,
following the closing of the private placement book-building procedure.

Danske Bank is acting as sole lead manager and bookrunner of the private
placement. Ashurst is legal adviser to Danske Bank and Vinge legal adviser to
Orexo.

For additional information, please contact:
Nikolaj Sørensen, President and CEO
Phone: +46 (0)703-50 78 88, E-mail: ir@orexo.com

Henrik Juuel, CFO and EVP
Phone: +46 (0)72-220 94 77, E-mail: ir@orexo.com

About Orexo
Orexo is a specialty pharma company with commercial operations in the United
States and R&D in Sweden developing improved treatments using proprietary drug
delivery technology and commercial operations in the United States. The company
is commercializing its proprietary product, Zubsolv®, for maintenance treatment
of opioid dependence, in the United States. Zubsolv is a novel formulation of
buprenorphine and naloxone using Orexo’s extensive knowledge in sublingual
technologies. Orexo has a portfolio of two approved and revenue generating
products currently marketed under license in the EU and US. Orexo AB, with its
headquarters in Sweden, is listed on NASDAQ OMX Stockholm Exchange and its
American Depositary Receipts (ADRs) trade on the OTCQX marketplace in the U.S.
under the symbol, “ORXOY”. The largest shareholders are Novo A/S and HealthCap.

For information about Orexo please visit www.orexo.com

This is information required to be disclosed by Orexo AB (publ) pursuant to the
Swedish Securities Markets Act. This information was released for publication on
August 28, 2014, at 5:30pm CET.

IMPORTANT INFORMATION
The release, publication or distribution of this press release in certain
jurisdictions may be restricted. This press release does not constitute an offer
of, or an invitation to purchase or subscribe for, any securities of Orexo in
any jurisdiction.

This press release does not constitute or form part of an offer or solicitation
to purchase or subscribe for securities in the United States. The securities
referred to herein have not been and will not be registered under the US
Securities Act of 1933, as amended (the "US Securities Act") or under the
securities laws of any state or other jurisdiction of the United States and may
not be offered or sold in the United States absent registration except pursuant
to an exemption from, or in a transaction not subject to, the registration
requirements under the US Securities Act and in compliance with any applicable
laws of any state or other jurisdiction of the United States. There will be no
public offering of the securities in the United States. Copies of this
announcement should not be made in and may not be distributed or sent into the
United States, Australia, Hong Kong, Japan, Canada, Singapore, South Africa or
New Zealand.

This press release is not a prospectus for the purposes of Directive 2003/71/EC
(such Directive, together with any applicable implementing measures under such
Directive in the relevant home Member State, the “Prospectus Directive”). Orexo
has not authorized any offer to the public of shares or rights in any Member
State of the European Economic Area and no prospectus or other offering document
has been or will be prepared in connection with the Private Placement. With
respect to each Member State of the European Economic Area and which has
implemented the Prospectus Directive (each, a “Relevant Member State”), no
action has been undertaken to date to make an offer to the public of shares or
rights requiring a publication of a prospectus in any Relevant Member State. In
any Relevant Member State this communication is only addressed to and is only
directed at qualified investors in that Member State within the meaning of the
Prospectus Directive.

This press release is only being distributed to and is only directed at (i)
persons who are outside the United Kingdom or (ii) to investment professionals
falling within Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion Order 2005) (the “Order”) or (iii) high net worth
companies, and other persons to whom it may lawfully be communicated, falling
within Article 49(2)(a) to (d) of the Order (all such persons in (i), (ii) and
(iii) above together being referred to as “relevant persons”). The securities
are only available to, and any invitation, offer or agreement to subscribe,
purchase or otherwise acquire such securities will be engaged in only with
relevant persons. Any person who is not a relevant person should not act or rely
on this document or any of its contents.

The Bookrunner is acting exclusively for Orexo and no one else in connection
with the Private Placement. The Bookrunner will not regard any other person
(whether or not a recipient of this press release) as its client in relation to
the Private Placement and will not be responsible to anyone other than Orexo for
providing the protections afforded to their clients nor for giving advice in
relation to the Private Placement or any transaction or arrangement referred to
herein. No representation or warranty, express or implied, is made by the
Bookrunner as to the accuracy, completeness or verification of the information
set forth in this press release, and nothing contained in this press release is,
or shall be relied upon as, a promise or representation in this respect, whether
as to the past or the future. The Bookrunner assumes no responsibility for its
accuracy, completeness or verification and, accordingly, disclaim, to the
fullest extent permitted by applicable law, any and all liability which they
might otherwise be found to have in respect of this press release or any such
statement.

The Private Placement will be subject to conditions and termination events,
including those which are customary for such offerings. The Bookrunner reserves
the right to exercise or refrain from exercising its rights in relation to the
fulfillment or otherwise of any such conditions or the occurrence of any
termination event in such manner as it may determine in its absolute discretion.
Any investors in the Private Placement will be deemed to acknowledge that any
offering of shares hence may not be completed and that neither the company nor
the Bookrunner in such event shall have any liability to the investors. Any
investors in the Private Placement will further be deemed to acknowledge (i) the
information in this press release, (ii) that the investors are not relying (for
purposes of making any investment decision or otherwise) upon any advice,
counsel or representations (whether written or oral) of the company, the
Bookrunner or any of their respective affiliates or any non-public information,
and (iii) that they have consulted with their own legal, regulatory, tax,
business, investment, financial, and accounting advisers to the extent they have
deemed necessary, and they have made their own investment decisions based upon
their own judgement and upon any advice from such advisers as they have deemed
necessary. Any investors are also expected to execute a customary investor
letter or application agreement. The company has not given, and the investors
have not received from the company, any non-public information in connection
with the Private Placement.

This press release may contain "forward-looking statements”, which are
statements related to future events. In this context, forward-looking statements
often address Orexo’s expected future business and financial performance, and
often contain words such as "expect”, "anticipate”, "intend”, "plan”, "believe”,
"seek”, or "will”. Forward-looking statements by their nature address matters
that are, to different degrees, uncertain and can be influenced by many factors,
including the behavior of financial markets, fluctuations in interest and
exchange rates, commodity and equity prices and the value of financial assets;
the impact of regulation and regulatory, investigative and legal actions;
strategic actions; and numerous other matters of national, regional and global
scale, including those of a political, economic, business and competitive
nature. These factors may cause Orexo’s actual future results to be materially
different than those expressed in its forward-looking statements. Orexo does not
undertake to update its forward-looking statements.