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Re: WI Biker post# 1928

Tuesday, 02/01/2011 3:25:23 PM

Tuesday, February 01, 2011 3:25:23 PM

Post# of 2075
OPK 3.92 Opko Health - Form 8-K

Entry into a Material Definitive Agreement, Completion of Acquisition or Dispos


Item 1.01 Entry into a Material Definitive Agreement.

On January 28, 2011, OPKO Health, Inc., through a wholly-owned subsidiary (the "Company") entered into a definitive agreement (the "Merger Agreement") among the Company, CURNA, Inc., KUR, LLC, and each of CURNA's shareholders and optionholders, pursuant to which the Company agreed to acquire all of the outstanding stock of CURNA in exchange for $10 million in cash. CURNA is a privately held RNA therapeutics company based in Jupiter, Florida, engaged in the discovery of new drugs for the treatment of a wide variety of illnesses, including cancer, heart disease, metabolic disorders and a range of genetic anomalies. Closing of the transaction occurred on January 31, 2011.

The foregoing description of the terms of the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the provisions of the Merger Agreement, which shall be filed as an exhibit to the Company's quarterly report on Form 10-Q for the quarter ending March 31, 2011.



Item 2.01 Completion of Acquisition or Disposition of Assets.

The information disclosed under Item 1.01 of this Current Report on Form 8-K is incorporated into this Item 2.01 in its entirety.



Item 8.01 Other Events.

On February 1, 2011, the Company issued a press release announcing the entry into the Merger Agreement as set forth in Item 1.01 of this Current Report on Form 8-K. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information contained in Exhibit 99.1 attached hereto shall not be deemed "filed" for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing by the Company under the Act.

http://biz.yahoo.com/e/110201/opk8-k.html



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