Update on Status of PROLOR Merger with OPKO Health
Separately, PROLOR today announced the expiration of the 40-day "go-shop" period pursuant to the terms of its definitive merger agreement with OPKO Health, Inc. (OPK). On April 24, 2013, OPKO Health and PROLOR Biotech announced that the companies had signed a definitive merger agreement under which OPKO will acquire PROLOR in an all-stock transaction. Under the terms of the agreement, which has been approved by the boards of directors of both companies, holders of PROLOR common stock will receive 0.9951 shares of OPKO common stock for each share of PROLOR stock. Under the terms of the agreement, PROLOR and its representatives had the right to solicit, encourage, facilitate and engage in discussions and negotiations with third parties with respect to competing proposals until 11:59 p.m. EDT, on June 2, 2013. PROLOR did not receive any competing proposals during the "go-shop" period. PROLOR and OPKO expect the transaction to be completed during the second half of 2013. Closing of the transaction is subject to certain conditions, including the approval of the merger agreement by PROLOR's stockholders, approval of the issuance of the share consideration by OPKO's stockholders, the receipt of antitrust approval and other customary closing conditions.