Listing Application, Voting Rights, Share Capital

26 May 2011

LSE: VER

APPLICATION FOR ADMISSION OF SECURITIES, VOTING RIGHTS AND ISSUED SHARE CAPITAL

Vernalis plc (LSE: VER) announces that the Company has today made applications to the UK Listing Authority ("UKLA") and to the London Stock Exchange ("LSE") for admission to the Official List and to trading on the LSE's main market for listed securities (together "Admission") of 12,695 Vernalis plc Ordinary Shares of 1 pence each (hereinafter "Ordinary Shares") in the capital of the Company in connection with an exercise of options under the Company's Long Term Incentive Plan.

The hearings are due to take place on Tuesday 31 May 2011 and it is expected that Admission will occur at 8am on 1 June 2011.

The new Ordinary Shares will be issued fully paid and will rank pari passu with the existing Ordinary Shares of the Company in all respects.

Subject to Admission becoming effective, and in conformity with the FSA's Disclosure and Transparency Rules ("DTR"), the Company would like to notify the market of the following:

Voting Rights and Capital

o In accordance with DTR 5.6, as a result of the issue of the 12,695 new Ordinary Shares, the issued share capital of the Company will be 99,584,204 Ordinary Shares with voting rights. No shares are held in treasury. The total number of voting rights in the Company will be 99,584,204.

o The above total voting rights figure of 99,584,204 Ordinary Sharesmay be used by shareholders as the denominator for the calculations by which they can determine if they are required to notify their interest in, or a change to their interest in, the Company under the FSA's Disclosure and Transparency Rules.

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Enquiries:

Notes to Editors

About Vernalis

Vernalis is a development stage pharmaceutical company with significant expertise in taking promising product candidates along a commercially-focused path to market. The Group has one marketed product, frovatriptan for the acute treatment of migraine, and eight candidates in development, seven of which are designated priority programmes. Four of these priority development programmes are currently unpartnered and three are partnered. Pipeline programmes are derived from both our own research activities where we have significant expertise in fragment and structure based drug discovery, as well as from collaborations. Our technologies, capabilities and products are endorsed by collaborations with Endo, GSK, Lundbeck, Menarini, Novartis and Servier.

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

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 frovatriptan 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.