Vernalis PLC Regulatory News (VER)

21 Dec 2007 07:01

Vernalis PLC21 December 2007 21 December 2007 ADDITIONAL LISTING APPLICATION + TOTAL VOTING RIGHTS Payment of deferred consideration due under agreement for acquisition of Cita NeuroPharmaceuticals Inc. and application for listing Vernalis plc (LSE: VER) ("Vernalis" or the "Company") today announces thatapplication has been made to the UK Listing Authority and to the London StockExchange (together, "Admission"), for a listing of 14,678,832 ordinary shares. The Company announces that following the successful completion of the Phase IIastudy in Neuropathic Pain and under the terms of the agreements relating to theacquisition by the Company of Cita NeuroPharmaceuticals Inc. ("Cita"),previously announced in December 2005, deferred consideration relating to theachievement of a milestone in the V3381 development programme has become due tocertain vendors of Cita. The deferred consideration of US $5,783,904 is to be satisfied by the issue of atotal of 14,678,832 Ordinary Shares in the capital of Vernalis ("Shares")calculated in accordance with the terms of the acquisition agreements at £0.1867per share. The relevant milestone is the completion of a report by the Companyfollowing completion of the Phase IIa study with V3381 with data sufficient tojustify Vernalis progressing with a Phase IIb or Phase III study for V3381. The applications are being made in respect of the 14,678,832 Shares which havebeen issued subject only to Admission becoming effective. It is expected thatAdmission will occur at 8:00am on 31 December 2007. Subject to Admission becoming effective, and in conformity with the FinancialService Authority's Disclosure and Transparency Rules, Vernalis would like tonotify the market of the following: The Company's issued share capital consists of 327,979,652 with a nominal valueof 5 pence per share, with voting rights (one vote per ordinary share). Thecompany does not hold any shares in treasury. The above figure of 327,979,652 ordinary shares may be used by shareholders asthe denominator for the calculations by which they will determine if they arerequired to notify their interest in, or a change to their interest in, theCompany under the Financial Service Authority's Disclosure and TransparencyRules. - ends - Enquiries: Vernalis plc +44 (0)118 977 3133Simon Sturge, Chief ExecutiveTony Weir, Chief Financial Officer Brunswick Group +44 (0)20 7404 5959Jon ColesJustine McIlroy About Vernalis Vernalis is a speciality bio-pharmaceutical company focused on products marketedto specialist neurologists. The company has two marketed products, Frova(R) andApokyn(R), and a development pipeline focused on central nervous systemdisorders and oncology. The company has six products in clinical development andcollaborations with leading, global pharmaceutical companies including Novartisand Biogen Idec. Vernalis has established a US commercial operation to promoteApokyn(R) and co-promote Frova(R) alongside its North American licensingpartner, Endo Pharmaceuticals. For further information about Vernalis, pleasevisit www.vernalis.com. Vernalis Forward-Looking Statement This news release may contain forward-looking statements that reflect theCompany's current expectations regarding future events including the clinicaldevelopment and regulatory clearance of the Company's products, the Company'sability to find partners for the development and commercialisation of itsproducts, as well as the Company's future capital raising activities.Forward-looking statements involve risks and uncertainties. Actual events coulddiffer materially from those projected herein and depend on a number of factorsincluding the success of the Company's research strategies, the applicability ofthe discoveries made therein, the successful and timely completion of clinicalstudies, the uncertainties related to the regulatory process, the ability of theCompany to identify and agree beneficial terms with suitable partners for thecommercialisation and/or development of its products, as well as the achievementof expected synergies from such transactions, the acceptance of Frova(R) andApokyn(R) and other products by consumers and medical professionals, thesuccessful integration of completed mergers and acquisitions and achievement ofexpected synergies from such transactions, and the ability of the Company toidentify and consummate suitable strategic and business combinationtransactions. This information is provided by RNS The company news service from the London Stock Exchange