Vernalis and GlaxoSmithKline Enter Into a Collaboration, Option and License Agreement Over a Novel Vernalis Oncology Programme

Potential deal value in excess of $200 million

LONDON, Aug. 6, 2009--Vernalis plc (LSE: VER) today announces that it has entered into an exclusive collaboration, option and license agreement with GlaxoSmithKline relating to a Vernalis research programme against an undisclosed oncology target. During the research phase Vernalis will continue to apply its expertise in Structure Based Drug Design (SBDD) technologies to progress novel development candidates against the target.

The deal is structured as a risk-sharing agreement, with Vernalis responsible for drug discovery activities and GSK for pre-clinical development.  Upon IND filing, GSK will have the option to license all collaboration compounds and if this is exercised, will then be responsible for all future development and commercialisation activities.  

Under the terms of the deal Vernalis will receive $6 million upon signing (including a $3 million equity subscription by GSK for 2,040,542 new ordinary shares in Vernalis at a subscription price of 87 pence per share) and is eligible to earn up-front and potential milestone payments in excess of $200 million and up to double digit royalties based on worldwide sales of an oncology product.  Further milestones and royalties could be earned should products against the target be developed for indications outside of oncology.

"Earlier this year we set ourselves the goal of securing research collaborations to fund a substantial proportion of our research activities. In May we announced a second collaboration with Servier and today we are delighted to announce this licensing agreement with GSK," said Ian Garland, Chief Executive Officer. "The risk sharing structure of today's deal allows us to achieve our research funding goal but to also retain a significant upside from successful development of this novel Vernalis oncology programme. We are delighted to be working alongside GSK and to have another world leading pharmaceutical company endorse our technology and the quality of our work." 

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Enquiries:

Vernalis Contacts

Ian Garland, Chief Executive Officer +44 (0) 118 989 9360

David Mackney, Chief Financial Officer

Brunswick Group

Jon Coles +44 (0) 20 7404 5959

Justine McIlroy

Notes to Editors

About Vernalis

Vernalis is a development stage pharmaceutical company with significant expertise both in de novo fragment and structure-based drug discovery and pre-clinical and clinical development. The Group has seven product candidates in clinical development (three of which are partnered), two programmes in pre-clinical, as well as other competitive research programmes. Our technologies, capabilities and products are endorsed by collaborations with leading, global pharmaceutical companies including GSK, Biogen Idec, Novartis, Servier, Chiesi, Menarini, and Endo.

  Product         Indication             Pre-Clinical   Phase I   Phase II   Phase III   Marketing Rights       

  Priority Programmes                                                                                           

  V3381           Neuropathic Pain                                X                      Worldwide              

  V2006           Parkinson's Disease                             X                      Biogen Idec            

  V85546          Inflammatory Disease                  X                                Worldwide              

  NVP-AUY922      Cancer                                X                                Novartis               

  NVP-HSP990      Cancer                                X                                Novartis               

  V158866         Pain                   X                                               Worldwide              

  V158411(Chk1)   Cancer                 X                                               Worldwide              

  Progress through partnering                                                                                   

  V1512           Parkinson's Disease                             X                      Worldwide (excl. Italy)

  V10153          Ischaemic Stroke                                X                      Worldwide              

For further information about Vernalis, please visit www.vernalis.com

This release is not an offer of securities for sale in the United States or elsewhere. The shares of Vernalis plc have not been and will not be registered under the US Securities Act of 1933, as amended (the "Securities Act") and may not be offered or sold in the United States unless registered under the Securities Act or pursuant to an exemption from such registration. There will be no public offering of the shares in the United States.

Vernalis Forward-Looking Statement

This news release may contain forward-looking statements that reflect the Company's current expectations regarding future events including the clinical development and regulatory clearance of the Company's products, the Company's ability to find partners for the development and commercialisation of its products, as well as the Company's future capital raising activities. Forward-looking statements involve risks and uncertainties. Actual events could differ materially from those projected herein and depend on a number of factors including the success of the Company's research strategies, the applicability of the discoveries made therein, the successful and timely completion of clinical studies, the uncertainties related to the regulatory process, the ability of the Company to identify and agree beneficial terms with suitable partners for the commercialisation and/or development of its products, as well as the achievement of expected synergies from such transactions, the acceptance of Frova(R) and other products by consumers and medical professionals, the successful integration of completed mergers and acquisitions and achievement of expected synergies from such transactions, and the ability of the Company to identify and consummate suitable strategic and business combination transactions.

Posted: August 2009


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