Israel-Medical-Healthcare

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http://biz.yahoo.com/prnews/061219/cltu113.html?.v=10

Press Release Source: Orthodontix, Inc.

Orthodontix Announces Completion of Actions Required for Protalix Merger
Tuesday December 19, 2:31 pm ET

MIAMI, Dec. 19 /PRNewswire-FirstCall/ -- Orthodontix, Inc. (OTC Bulletin Board: OTIX - News; "Orthodontix") announced today that it is completing all corporate actions required to consummate the proposed merger of its wholly-owned subsidiary Protalix Acquisition Co., Ltd. with Protalix Ltd., a privately-held Israeli biotechnology company. The merger is expected to be completed by December 31, 2006.

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In connection with the merger, Orthodontix filed a preliminary information statement with the Securities and Exchange Commission on December 15, 2006 to announce to shareholders that Orthodontix is changing its name to Protalix BioTherapeutics, Inc. and is adopting a new incentive stock plan. In addition, Orthodontix will effect a reverse stock split of one share for every ten shares currently outstanding and authorized. The name change and the reverse stock split will become effective upon filing articles of amendment to Orthodontix's articles of incorporation prior to the merger. If the merger is not consummated, Orthodontix will not effect the name change.

On December 18, Orthodontix filed notice with the Securities and Exchange Commission of the change in directors that will occur upon consummation of the merger. Dr. Phillip Frost, former Chairman and Chief Executive Officer of IVAX Corporation and current Vice Chairman of Teva Pharmaceutical Industries Ltd., and Dr. Jane Hsiao, former Vice Chairman of IVAX Corporation, will join the board of Orthodontix, along with Eli Hurvitz, Chairman of the Board of Teva Pharmaceuticals and Protalix Ltd., and Dr. David Aviezer, Chief Executive Officer of Protalix Ltd. Mr. Hurvitz will serve as the Chairman of the Board of the merged company, and Dr. Aviezer will serve as its Chief Executive Officer. All of Orthodontix's current officers and directors will resign on the date of the merger. Glenn L. Halpryn, CEO of Orthodontix, stated that Protalix has an excellent management team and a very experienced and prominent Board of Directors with business and technical experience to guide the merged company through the anticipated Phase III clinical trial of its lead compound for the treatment of Gaucher Disease.

When the merger is consummated, the former shareholders of Protalix will receive shares of the merged company's common stock in exchange for all of their ordinary shares of Protalix Ltd. The currently outstanding shares of common stock of Orthodontix will represent a less than 1% interest in the combined company. Approximately 15% of the outstanding shares of the merged company's common stock on a fully diluted basis immediately after the closing of the merger will be held by certain recent investors in Protalix Ltd., including Dr. Frost and Glenn Halpryn. The merged company will assume all of Protalix Ltd.'s outstanding warrants and options, including all outstanding options issued under its employee stock option plan. The assumed options and warrants will represent approximately 21% of the merged company's outstanding common stock on a fully diluted basis after the merger. In addition, it is contemplated that following the merger, the merged company will issue to Dr. Frost and/or certain of his associates or affiliated entities that have or will provide services to the merged company, stock options that are exercisable into 3.5%, of the outstanding common stock on a fully-diluted basis.