2018-04-21 00:30:00 CEST

2018-04-21 00:30:57 CEST


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Orion - Inside information

Orion to sell its Orion Diagnostica division - Due to the transaction Orion updates its outlook


ORION CORPORATION         STOCK EXCHANGE RELEASE   21 APRIL 2018     at  01.30
a.m. EEST



Orion to sell its Orion Diagnostica division
- Due to the transaction Orion updates its outlook


Orion Corporation ("Orion") announced on 23 January 2018 that it was evaluating
strategic alternatives of the Group's Orion Diagnostica business division and
had decided to investigate the possible sale of Orion Diagnostica as one
alternative. Orion has today signed an agreement on the sale of all shares in
Orion Diagnostica Oy (i.e. the Orion Diagnostica business division) to an
investment fund managed by Axcel Management A/S, a leading Nordic private equity
investment company ("Axcel"). The Closing of  the transaction is expected to
take place during the second quarter of 2018. The Closing  is not conditional
upon the parties obtaining approvals from competition law or other authorities
or fulfilment of other preconditions.

The fixed purchase price is approximately EUR 163 million. In addition, Orion
has a possibility to receive as a variable component of EUR 60 million maximum.
The payment of variable component is based on return on investment for Axcel at
the time of their exit. Orion estimates to recognise a capital gain of about EUR
128 million in other operating income for 2018. Due to the uncertainty relating
to the variable component, the estimated capital gain does not include any part
of the variable component.

"Orion Diagnostica has operated as an independent business and it has no
material business synergies with Orion's other operations. The sale of the
division will allow us to further focus on growth and achieving our financial
goals. Orion is currently working on numerous projects that target growth in our
core area of the Pharmaceuticals business. For example, we are actively
evaluating late stage in-licensing opportunities. We also continue to invest in
our own research and development activities, with new clinical trials, for
example. The capital gain from the transaction will strengthen our equity
position and maintain our ability to achieve our dividend distribution
objective", says Timo Lappalainen, President and CEO of Orion.

"Together with Orion Diagnostica's management and employees, we intend to
further develop the company into an even stronger operator in the global
diagnostics market. On the back of an attractive customer proposition and a
strong market position, we see great opportunity to grow Orion Diagnostica
further both geographically and by expanding its product offering", says Thomas
Blomqvist, Partner at Axcel.

Orion Diagnostica
In the Orion Group Orion Diagnostica is a second business area, in addition to
the Pharmaceuticals business area, and in the Financial Statements it is
reported as its own segment. During the 2017 financial period, Orion
Diagnostica's net sales were EUR 54 million (about 5% of the Orion Group's net
sales) and its operating profit was EUR 8.9 million (about 3% of the Group's
operating profit). Its assets were EUR 52 million (about 5% of the Group's
assets). At the end of 2017 Orion Diagnostica had 282 employees (about 8% of the
Orion Group's employees).

Orion Diagnostica operates as an independent business, and it has no material
business synergies with the Pharmaceuticals business.

As a result of the sale of Orion Diagnostica, Orion is updating its outlook for
2018 that was announced on 7 February 2018. Following the transaction Orion
Diagnostica business will be reported as a discontinued operation. In the
future, the Orion Group will have only one reporting segment, Pharmaceuticals
business.

Updated outlook announced on 20 April 2018:
Due to generic and price competition Orion estimates that in 2018 the net sales
excluding Orion Diagnostica will be at the same level or slightly lower than in
2017 (net sales were EUR 1,034 million excluding Orion Diagnostica in 2017).

Orion continues persistent actions to generate growth. Due to the estimated
sales development and these actions the operating profit excluding Orion
Diagnostica and material capital gains is estimated to be lower than in 2017
(operating profit excluding Orion Diagnostica and capital gains was EUR 284
million in 2017).

Orion estimates to recognise EUR 128 million capital gain in other operating
income from the sale of Orion Diagnostica at the closing of the transaction. Due
to the uncertainty relating to the variable component included in the
transaction, the estimated capital gain does not include any part of the
variable component.

Previous outlook announced on 7 February 2018:
Due to generic and price competition we estimate that in 2018 net sales will be
at the same level or slightly lower than in 2017 (net sales were EUR 1,085
million in 2017).

Orion continues persistent actions to generate growth. Due to the estimated
sales development and these actions the operating profit excluding material
capital gains is estimated to be lower than in 2017 (operating profit excluding
capital gains was EUR 293 million in 2017).



Orion Corporation


 Timo Lappalainen    Olli Huotari
 President and CEO   SVP, Corporate Functions






Contact person:
Jari Karlson, CFO,  Orion Corporation
tel. +358 (0)50 966 2883




Publisher:
Orion Corporation
Communications
Orionintie 1A, FI-02200 Espoo, Finland
www.orion.fi/en


Orion is a globally operating Finnish pharmaceutical company - a builder of
well-being. Orion develops, manufactures and markets human and veterinary
pharmaceuticals and active pharmaceutical ingredients. The company is
continuously developing new drugs and treatment methods. The core therapy areas
of Orion's pharmaceutical R&D are central nervous system (CNS) disorders,
oncology and respiratory diseases for which Orion develops inhaled Easyhaler®
pulmonary drugs. Orion's adjusted net sales in 2017 amounted to EUR 1,034
million and the company had about 3,200 employees. Orion's A and B shares are
listed on Nasdaq Helsinki.

Founded in 1994 by a group of Denmark's largest financial and industrial
institutions, Axcel Management is a pan-Nordic private equity firm focusing on
mid-market companies and has a broad base of both Nordic and international
investors. Axcel has raised five funds with total committed capital of around
EUR 2 billion to date. These funds have made 50 platform investments,
approximately 100 major add-on investments and 39 exits. Axcel currently owns
eleven companies with combined annual revenue of around EUR 1.4 billion and some
6,300 employees.


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