The Zubsolv US business (part of US Commercial) had net sales LTM of USD 49 million and EBIT of USD 17 million.

USD 91 million

The fixed purchase price amounts to USD 91 million, payable at closing and prior to related transaction expenses. Of this amount, USD 3 million will be deposited into an escrow account in accordance with customary terms to secure the seller’s obligations under the agreement. In addition, Orexo will receive a payment at closing of USD 4–5 million relating to the acquired inventory. Furthermore, Orexo is entitled to a contingent consideration of up to USD 16.8 million, based on future Zubsolv net sales during 2026 and 2027. The transaction is subject to the satisfaction of customary closing conditions and is expected to close at the latest 31 January, 2026.

The result of a strategic review of Orexo’s operations

The divestment is the result of a strategic review of Orexo’s operations to strengthen the company’s financial foundation and ensure investments in areas with the most attractive long-term value potential. In addition, the net proceeds, will be used to redeem Orexo’s outstanding corporate bond after which Orexo will be debt-free, and interest payments related to the bond will cease.

Following the divestment, most employees at Orexo US Inc. will have the opportunity to join Dexcel Pharma USA, while certain other US colleagues will continue to work with Orexo and the company’s development programs.

Following the divestment, most employees at Orexo US Inc. will have the opportunity to join Dexcel Pharma USA, while certain other US colleagues will continue to work with Orexo and the company’s development programs. Orexo US will maintain a role leading the OX390 project, designed for adulterated overdoses. The OX390 project will be developed in partnership with the BARDA, which provides funding of up to USD 51 million to Orexo US Inc.

The transaction will enable an increased strategic focus and execution of the company’s proprietary main long-term value drivers – its next-generation drug delivery technology, AmorphOX. Development priorities will focus on advancing several drugs to approval, including Izipry for opioid overdose, OX640 for anaphylaxis, and OX390. With the improved funding additional resources will be invested to develop AmorphOX’s potential within biomolecules such as GLP-1 agonists and vaccines. The business model will be based on partnering, derisking development, and providing revenues when the products reach commercial stage. Orexo also maintains the goal to take an active role in commercialization of pipeline products, building upon the legacy remaining in the US organization and the BARDA partnership.

“The launch of Zubsolv in the US in 2013 marked a major milestone in Orexo’s history. The decision to divest Zubsolv is equally transformative and was not taken lightly. Assessing the strategic alternatives, we found the proposal from Dexcel Pharma to be the most attractive. It will accelerate the expected cash flow contribution from Zubsolv until loss of exclusivity and enable us to significantly strengthen the balance sheet. Our financial position has limited our ability to fully leverage the potential of our next-generation drug delivery platform, AmorphOX, not least in the fast-growing area of biomolecules. I am especially pleased that the agreement enables many of our colleagues to join Dexcel Pharma and continue working with Zubsolv. I want to express my sincere gratitude for their commitment and dedication to Orexo over the years, and also for the difference they have made for patients in the US suffering from opioid use disorder,” says Nikolaj Sørensen, President and CEO of Orexo AB.