Medivir — M&A Activity 2011

Jun 1, 2011

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION INTO OR IN THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA.

Press Release 1 June 2011

Medivir completes the offer for BioPhausia and extends the acceptance period

• Medivir's offer to the shareholders and holders of warrants of BioPhausia has been accepted by holders of approximately 92 per cent of the total number of shares and votes in BioPhausia
• Medivir completes the offer and extends the acceptance period to 14 June 2011

On 11 April 2011 Medivir AB (publ) ("Medivir"), the emerging research-based specialty pharmaceutical company focused on infectious diseases, announced an offer to acquire all shares of BioPhausia AB (publ) ("BioPhausia") and all warrants 2009/2012 issued with pre-emptive rights for BioPhausia's shareholders in May 2009 ("Listed Warrants") (the "Offer"). The BioPhausia board has recommended the Offer.

At the end of the acceptance period on 30 May 2011, 315,672,119 shares1 and 39,992,812 Listed Warrants had been tendered, which corresponds to approximately 92 per cent of the shares and votes in BioPhausia and approximately 93 per cent of the Listed Warrants. Medivir has not acquired any shares in BioPhausia or Listed Warrants outside of the Offer² and does not hold or control any other shares or securities of BioPhausia.

All conditions made by Medivir for completion of the Offer have been satisfied. Accordingly, the Offer is completed. Further, based on the general meeting's authorization and in accordance with the terms of the Offer, the board of Medivir has resolved to issue 2,510,817 new class B shares as consideration to the shareholders of BioPhausia that have accepted the Offer to date.³ In addition thereto, approximately SEK 180,201,754 will be paid as cash consideration in the Offer.4

The board has resolved to extend the acceptance period of the Offer to 3 p.m. on 14 June 2011, to give those shareholders of BioPhausia and holders of Listed Warrants who have not yet accepted the Offer an opportunity to do so.

For those shareholders and holders of Listed Warrants who have accepted the Offer no later than on 30 May 2011, settlement will commence on or around 10 June 2011. Trading in the class B shares of Medivir issued as consideration will commence on NASDAQ OMX Stockholm in connection with the shares being delivered as consideration. As previously announced, the delivery of shares and the payment of cash consideration may, for practical reasons, take place on different days. Fractions of new class B shares of Medivir will not be issued as consideration in the Offer. Such fractions will be sold on NASDAQ OMX Stockholm and payment of the proceeds is intended to be made together or in connection with the payment of the cash consideration in the Offer.

¹ 6,881,635 shares have been tendered under the cash alternative for small shareholders and the remaining 308,790,484 shares have been tendered under the mixed consideration alternative, consisting of cash and class B shares of Medivir. 2

Medivir has, however, outside of the Offer acquired all unlisted warrants, issued under BioPhausia's incentive program based on warrants for its employees. In connection therewith, Medivir has paid a cash consideration corresponding to the purchase price initially paid by the holders.

³ The board's resolution includes up to 2,730,000 new class B shares of Medivir and thereby includes what may be necessary due to acceptances made during the extended acceptance period described above. 4

Certain numbers in this press release are preliminary and may therefore be marginally adjusted.

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION INTO OR IN THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA.

For those shareholders of BioPhausia and holders of Listed Warrants who accept the Offer during the extended acceptance period, i.e. no later than 3 p.m. on 14 June 2011, settlement is expected to commence on or around 23 June 2011.

As Medivir holds more than 90 per cent of the shares of BioPhausia, Medivir intends to initiate, shortly, a compulsory acquisition procedure under the Swedish Companies Act to acquire all remaining BioPhausia shares and warrants. In connection therewith, Medivir intends to promote a de-listing of the BioPhausia shares and Listed Warrants from NASDAQ OMX Stockholm.

In light of BioPhausia now becoming a subsidiary of Medivir, Medivir has decided to postpone the announcement of its interim report for January-June 2011 to 31 August 2011.

For further information, please contact:

Medivir (www.medivir.com) Rein Piir, CFO & VP Investor Relations +46 (0)708 537 292

Medivir is required under the Securities Markets Act to make the information in this press release public. The information was submitted for publication at 8.15 a.m. CET on 1 June 2011.

Medivir in Brief

Medivir is an emerging research-based specialty pharmaceutical company focused on the development of high-value treatments for infectious diseases. Medivir has world class expertise in polymerase and protease drug targets and drug development which has resulted in a strong infectious disease R&D portfolio. The company's key pipeline asset is TMC435, a protease inhibitor which has recently entered phase 3 clinical development for hepatitis C and is partnered with Tibotec Pharmaceuticals. Medivir is headquartered in Huddinge, Sweden. Medivir's class B shares are admitted to trading on NASDAQ OMX Stockholm, Mid Cap.

BioPhausia in Brief

BioPhausia is a Swedish specialty pharma company. The business is divided into three main segments: Own products, Licensed products and Parallel-imported products. The portfolio of pharmaceuticals includes disease areas such as gastrointestinal, CNS (central nervous system) and emergency medicine, and includes, inter alia, products such as Mollipect and Citodon. Operations are carried out in the Nordic countries with a unit for repackaging in Poland. BioPhausia is headquartered in Stockholm, Sweden. The BioPhausia shares are admitted to trading on NASDAQ OMX Stockholm, Small Cap. BioPhausia's Listed Warrants are also listed on NASDAQ OMX Stockholm.

Important Information

This is a translation of the Swedish language announcement. In the event of any discrepancies, the Swedish version shall prevail.

This announcement is not for distribution or transmission, directly or indirectly, in or into the United States, Canada, Australia, Japan or the Republic of South Africa and does not constitute, or form part of, an offer to purchase, subscribe for, sell or exchange or the solicitation of an offer to purchase, subscribe for, sell or exchange any securities to any person in the United States, Canada, Australia, Japan or the Republic of South Africa, nor the solicitation of any vote or approval in any such jurisdiction, nor shall there be any sale, issue or transfer of the securities referred to in this announcement in any jurisdiction in contravention of applicable law (the "Restricted Jurisdictions"). The Offer is not being made, directly or indirectly, in or into the United States or any other Restricted Jurisdiction, or by use of the mails, or by any means or instrumentality (including, without limitation, facsimile transmission, telephone and the internet) of interstate or foreign commerce, or of any facility of a national securities exchange, of the United States or any other Restricted Jurisdiction and the Offer cannot be accepted by any such use, means, instrumentality or facility or from within the United States or any other Restricted Jurisdiction. The Medivir shares have not been and will not be registered under the US Securities Act of 1933, as amended (the "Securities Act") and may not be offered or sold in the United States unless registered under the Securities Act or an exemption from such registration is available. No offering of Medivir shares is being made in the United States.