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May 10, 2013

A&B Represents Cytochroma Canada Inc. in its Sale to Opko Health, Inc. for Gross Sale Proceeds of up to US$290 Million

On March 4, 2013, a subsidiary of OPKO Health, Inc. (NYSE:OPK), a multi-national biopharmaceutical and diagnostics company, completed the acquisition of all of the assets and undertaking of Cytochroma Canada Inc., a privately held pharmaceutical company with operations in Markham, Ontario and Bannockburn, Illinois. Cytochroma's lead products include CTAP101 Capsules, a vitamin D prohormone to treat secondary hyperparathyroidism (SHPT) in patients with stage 3 or 4 chronic kidney disease (CKD) and vitamin D insufficiency, and Fermagate Tablets, a new and potent non-absorbed phosphate binder to treat hyperphosphatemia in CKD patients on chronic hemodialysis. The purchase price paid on closing was approximately US$100 Million and was satisfied by the issuance of OPKO common stock to Cytochroma. There is also an earn-out component for up to an additional US$190 Million, which is payable upon the satisfaction of certain regulatory and revenue milestones.

Cytochroma Canada Inc. was represented in Canada by Aird & Berlis LLP, with a team that included Richard Kimel, Tom Fenton, James Leech and Anne Markle (corporate finance), Barbara Worndl (tax), Aaron Collins (financial services) and Grant Cansfield (intellectual property); and in the United States by Cooley LLP, with a team that included Glen Sato (corporate/securities).

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