Vifor Fresenius Medical Care Renal Pharma and OPKO Health Enter into Agreement for OPKO’s RAYALDEE®

OPKO Health (Ireland)

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May 09, 2016 7:30am EDT

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Vifor Fresenius Medical Care Renal Pharma obtains rights to

commercialize RAYALDEE ® in Europe, Canada and

certain other international markets

OPKO to receive up to USD 282 million in upfront and milestone

payments, plus tiered double-digit royalties

OPKO and Vifor Fresenius Medical Care Renal Pharma to jointly

develop RAYALDEE ® for dialysis patients

ST. GALLEN, Switzerland & MIAMI--(BUSINESS WIRE)--

Vifor Fresenius Medical Care Renal Pharma (VFMCRP), a common company of

Galenica and Fresenius Medical Care, and OPKO Health (NYSE: OPK), have

entered into a collaboration and license agreement for the development

and commercialization of RAYALDEE ® in Europe, Canada, Mexico,

Australia, South Korea and certain other international markets for the

treatment of secondary hyperparathyroidism (SHPT) in patients with

chronic kidney disease (CKD) and vitamin D insufficiency. Under the

terms of the agreement, the parties will also collaborate to develop and

commercialize RAYALDEE ® for the treatment of SHPT in dialysis

patients, and OPKO has granted VFMCRP an option to acquire rights to the

US market for treatment of dialysis patients.

"Vifor Fresenius Medical Care Renal Pharma is a leader in chronic kidney

disease and we believe they are the ideal partner to bring RAYALDEE ®

to patients across Europe and other territories," said Phillip Frost,

M.D., Chairman and Chief Executive Officer of OPKO. "We believe further

developing RAYALDEE ® for dialysis patients is an important

additional step in the care of chronic kidney disease patients," Dr.

Frost continued.

“Managing bone and mineral disorders in CKD patients remains a challenge

for physicians despite the treatment options already available to them.

The clinical data for RAYALDEE ® show promising safety and

efficacy and we strongly believe that once approved, RAYALDEE ®

will become a cornerstone therapy to better address this key

co-morbidity and improve the well-being of chronic kidney disease

patients,” said Stefan Schulze, Chief Executive Officer of VFMCRP.

SHPT is a common disorder in CKD patients triggered by vitamin D

insufficiency, which can cause reduced vitamin D hormone production,

decreased intestinal absorption of dietary calcium, increased secretion

of parathyroid hormone (PTH), and metabolic bone disease. Using current

treatment options, most patients underachieve control of both vitamin D

insufficiency and SHPT, leading to a range of bone and mineral disorders.

RAYALDEE ® is an oral vitamin D prohormone treatment in a

modified release capsule being developed by OPKO. VFMCRP has entered

into an exclusive license agreement with OPKO to co-develop and

commercialize RAYALDEE ® in leading markets around the world,

including Europe (except Russia), Canada, Mexico, Australia and South

Korea. OPKO retains all rights in the US, Latin America (excluding

Mexico), Russia, China, Taiwan and Japan. The two companies will also

collaborate to prepare the Marketing Authorization Application (MAA)

submission to the European Medicines Agency (EMA).

Under the agreement, VFMCRP will make an upfront payment to OPKO of USD

50 million, plus up to an additional USD 52 million in regulatory and

launch milestones, and USD 180 million in sales-based milestones. In

addition, VFMCRP will pay OPKO tiered, double-digit royalties on sales

of the product. In the event VFMCRP exercises its option for rights to

the US dialysis market, VFMCRP will pay OPKO additional commercial-based

milestones, as well as double-digit royalties.

OPKO submitted a New Drug Application (NDA) for RAYALDEE ® to

the US Food and Drug Administration (FDA) in 2015 for the treatment of

SHPT in patients with stage 3 or 4 CKD and vitamin D insufficiency. On

29 March 2016, the FDA indicated in a Complete Response Letter (CRL)

that observations of deficiencies at OPKO's third-party contract

manufacturer were issued on March 25, 2016, as a result of an FDA field

inspection initiated on March 14, 2016. The observations were not

specific to RAYALDEE ® manufacturing. The CRL did not cite any

safety, efficacy or labelling issues with regard to RAYALDEE ® ,

nor did it request that additional studies be conducted prior to FDA

approval. OPKO subsequently resubmitted its NDA to the FDA, and the FDA

accepted OPKO’s resubmission on April 22, 2016. The new Prescription

Drug User Fee Act (PDUFA) date is October 22, 2016.

The NDA is supported by data from three randomized, double-blind,

placebo-controlled studies and one open label extension study conducted

in the targeted patient population at 105 US sites.

These studies met all primary efficacy and safety endpoints, confirming

the anticipated product profile of RAYALDEE’s ability to correct vitamin

D insufficiency and treat SHPT without meaningfully increasing serum

calcium or phosphorus levels.

RAYALDEE ® (calcifediol) extended-release

capsules are being developed for the treatment of SHPT in adult patients

with stage 3 or 4 CKD and serum total 25-hydroxyvitamin D levels less

than 30 ng/mL. RAYALDEE ® has a proprietary

formulation designed to raise serum total 25-hydroxyvitamin D

(prohormone) concentrations to targeted levels (at least 30 ng/mL) and

to reduce elevated iPTH (intact parathyroid hormone).

Chronic Kidney Disease (CKD) is a condition characterized by a

progressive decline in kidney function. The kidney is normally

responsible for excreting waste and excess water from the body, and for

regulating various hormones. CKD is classified in five stages – mild

(stage 1) to severe (stage 5) disease – as measured by the kidney's

glomerular filtration rate. According to the National Kidney Foundation,

CKD afflicts over 26 million people in the US, including more than 20

million patients with moderate (stages 3 or 4) and severe (stage 5)

forms of CKD. In stage 5 CKD, kidney function is minimal to absent and

patients require regular dialysis or a kidney transplant for survival.

Vitamin D Insufficiency is a condition in which the body has

low vitamin D stores, characterized by inadequate blood levels of

vitamin D prohormone, known as 25D. An estimated 70-90% of CKD patients

have vitamin D insufficiency, which can lead to SHPT and resultant

debilitating bone diseases. Vitamin D insufficiency has been associated

with increased mortality in CKD.

Secondary Hyperparathyroidism (SHPT) is a condition

commonly associated with CKD in which the parathyroid glands secrete

excessive amounts of parathyroid hormone (PTH). SHPT arises as a result

of vitamin D insufficiency or impaired kidney function that prevents

sufficient production of vitamin D hormone to properly regulate calcium

and phosphorus metabolism, and PTH secretion.

Prolonged elevation of blood PTH causes excessive calcium and

phosphorus to be released from bone, leading to elevated serum calcium

and phosphorus, softening of the bones (osteomalacia) and calcification

of vascular and renal tissues. SHPT affects 40-60% of patients with

moderate CKD and approximately 90% of patients with advanced CKD.

Vifor Fresenius Medical Care Renal Pharma Ltd. , a common

company of Galenica and Fresenius Medical Care, develops and

commercialises innovative and high quality therapies to improve the life

of patients suffering from CKD worldwide. The company was founded at the

end of 2010 and is owned 55% by Galenica and 45% by Fresenius Medical

Care.

OPKO Health, Inc. is a diversified healthcare company that

seeks to establish industry-leading positions in large, rapidly growing

markets. OPKO’s diagnostics business includes BioReference Laboratories,

the third-largest clinical laboratory in the US with a core genetic

testing business and a 420-person sales force to drive growth and

leverage new products, including the 4Kscore ®

prostate cancer test and the Claros ® 1 in office

immunoassay platform. OPKO’s pharmaceutical business features RAYALDEE,

a treatment for SHPT in stage 3-4 CKD patients with vitamin D

insufficiency, and VARUBI™ for chemotherapy-induced nausea and vomiting

(oral formulation approved by FDA and launched by partner Tesaro, IV

formulation in Phase 3). OPKO’s biologics business includes hGH-CTP, a

once-weekly human growth hormone injection (in Phase 3 and partnered

with Pfizer), and a long-acting Factor VIIa drug for hemophilia (in

Phase 2a). OPKO also has production and distribution assets worldwide,

multiple strategic investments and an active business development

strategy. More information is available at www.opko.com .

Safe Harbor Statement

This press release contains "forward-looking statements," as that

term is defined under the Private Securities Litigation Reform Act of

1995 (PSLRA), regarding product development efforts and other

non-historical facts about our expectations, beliefs or intentions

regarding our business, technologies and products, financial condition,

strategies or prospects, including statements regarding expectations

about RAYALDEE and the success of the collaboration and licensing

agreement, whether the parties will obtain regulatory approval for,

launch or successfully commercialize RAYALDEE, whether the parties will

successfully develop RAYALDEE for the treatment of SHPT in dialysis

patients, that RAYALDEE will effectively control SHPT in patients with

stage 3 or 4 CKD by correcting vitamin D insufficiency, that RAYALDEE

will improve the well-being of CKD patients, whether payment milestones

and royalty obligations will ever be triggered, and the expected market

for RAYALDEE. Many factors could cause our actual activities or results

to differ materially from the activities and results anticipated in

forward-looking statements. These factors include those described in

OPKO’s filings with the Securities and Exchange Commission, as well as

risks inherent in funding, developing and obtaining regulatory approvals

of new, commercially-viable and competitive products and treatments,

including the risks that the phase 3 clinical trials for RAYALDEE may

not have generated data that would support the approval or marketing of

this product for the indications being studied, that others may develop

products which are superior to RAYALDEE, and that RAYALDEE may not have

advantages or prove to be superior over presently marketed products,

including the currently used high monthly doses of prescription vitamin D 2 ,

activated vitamin D hormone and over-the-counter vitamin D supplements.

In addition, forward-looking statements may also be adversely affected

by general market factors, competitive product development, product

availability, federal and state regulations and legislation, the

regulatory process for new products and indications, manufacturing

issues that may arise, patent positions and litigation, among other

factors. The forward-looking statements contained in this press release

speak only as of the date the statements were made and we do not

undertake any obligation to update forward-looking statements. We intend

that all forward-looking statements be subject to the safe-harbor

provisions of the PSLRA.

View source version on businesswire.com: http://www.businesswire.com/news/home/20160509005380/en/

Vifor Fresenius Medical Care Renal Pharma

Media Relations

Beatrix

Benz, +41 58 851 80 16

Head of Global Communications & Public

Affairs

or

OPKO

Health, Inc.

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Mackay: +1 305-575-4100

or

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or

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Janic: +1 212-223-4017

or

Investors

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Anne Marie Fields: +1 212-838-3777

or

Bruce

Voss, +1 310-691-7100

Source: OPKO Health, Inc.

Released May 9, 2016

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