SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUERS PURSUANT TO RULE
13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT
OF 1934
Dated: January 28, 2003
Commission file number 0-21392
AMARIN CORPORATION PLC
(Exact name of Registrant as Specified in its Charter)
ENGLAND
(Jurisdiction of Incorporation or
organization of Issuer)
7 Curzon Street
London W1J 5HG, England
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files
or will file annual reports under cover of Form 20-F or
Form 40-F.
[X] Form 20-F [ ] Form 40-F
Indicate by check mark whether the registrant by
furnishing the information contained in this Form is
also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.
[ ] Yes [X] No
Attachment:
Material Events
(a) Amarin Corporation announces $21.2 million private placement of ordinary
shares.
This report on Form 6-K is hereby incorporated
by reference in the registration statement on Form F-3
(Registration Statement No. 333-12642) of Amarin
Corporation plc and in the prospectus contained therein,
and in the Registration Statement on Form F-3
(Registration No. 333-13200) of Amarin Corporation plc
and in the prospectus contained therein, and this report
on Form 6-K shall be deemed a part of each such
registration statement from the date on which this
report is filed, to the extent not superseded by
documents or reports subsequently filed.
Pursuant to the requirements of the
Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
AMARIN CORPORATION PLC
By:/s/Richard A B Stewart
Richard A B Stewart
Chief Executive Officer
Date: January 28, 2003
Index to
Exhibits
Exhibit Item Sequentially Numbered Page
(a) Material Event description- 4
Amarin Corporation announces $21.2 million
Private placement of ordinary shares
Exhibit
(a)
Contacts:
Rick Stewart
Chief Executive Officer
Amarin Corporation plc
Phone: +44 (0) 207 907 2440
Email: rick.stewart@amarincorp.com
Mike Coffee
President & Chief Operating Officer
Amarin Corporation plc
Phone: 415-389-4755
Email: mike.coffee@amarinpharma.com
AMARIN CORPORATION ANNOUNCES $21.2 MILLION PRIVATE PLACEMENT OF
ORDINARY SHARES
- Company Restructures Elan Obligations -
LONDON, United Kingdom, January 28, 2003 -- Amarin Corporation plc (NASDAQ:
AMRN) ("Amarin") announced today that it has completed a private placement of
6,093,727 ordinary shares to a group of accredited investors and management,
raising gross proceeds to the Company of $21.2 million.
The purchase price of $3.4785 per share was based on the average closing price
of Amarin's American Depositary Shares for the five trading days ended 14th
January 2003. Amarin intends to file a registration statement with the U.S.
Securities and Exchange Commission within 90 days covering the ordinary shares
sold to investors. Furthermore, as a result of the financing transaction,
share ownership in Amarin by certain affiliates of Elan Corporation plc
(NYSE:ELN) ("Elan") has been reduced from 39.3% to approximately 25.9% on a
fully diluted basis.
Rick Stewart, chief executive officer of Amarin, commented, "the completion of
the financing has enabled Amarin to attract several new high-quality
institutional investors to the Company and has strengthened our balance sheet.
This additional capital will enable us to fund the potential launch of Zelapar
( tm ), for Parkinson's disease and LAX-101, for Huntington's disease, in 2003
and expand the Amarin specialist neurology sales force to support these product
launches."
Additionally, Amarin announced that it has reached an agreement with Elan to
restructure certain terms of its existing commitments including the following:
- The deferral of $10 million and $15 million in debt repayments, due
in September 2003 and 2004, by one year. These debt repayments were
incurred in connection with Amarin's acquisition of U.S. rights to
Permax ( r ) (pergolide mesylate) from Elan;
- Reduction by a total of $7.5 million in quarterly deferred option
payments due in 2004 and 2005, also incurred in connection with the
acquisition of the Permax rights;
- Increase by $5 million of a revenue contingent milestone payment
included in Amarin's existing option to acquire the U.S. rights to
Zelapar (orally disintegrating selegiline tablets). The increase of
$5 million will become payable to Elan without contingency upon
Amarin receiving proceeds from the disposal of certain non-core
assets (see below);
- Inclusion of Elan's shares in the registration statement to be filed
for the investors described above. Elan has agreed not to sell any of
those shares until October 1, 2003, with certain exceptions; and
- Including a $17.5 million debt repayment made in January 2003, Amarin
has to date paid Elan a cumulative total of $35 million in relation
to the acquisition cost of Permax. Outstanding indebtedness to Elan
relating to the Permax acquisition totals $42.5 million as at 28th
January 2003. Amarin plans to dispose of certain non-core assets
including products in its Primary Care Product line and will utilise
the proceeds to meet remaining obligations to Elan at the earliest
possible opportunity.
Rick Stewart continued, "the key priorities for Amarin in 2003 are to maximise
the probability of successful product launches for Zelapar and LAX-101; to
expand the sales force to support those launches and to refill our neurology
product development pipeline with high-quality development candidates."
Amarin Corporation plc is a specialty pharmaceutical company focused on
neurology and pain management. The Company plans to become a leader in these
therapeutic categories by providing innovative products and solutions that
address significant unmet medical needs.
This press release does not constitute an offer to sell securities. The
securities described in this press release have not been registered under the
Securities Act of 1933, as amended, and may not be offered or sold in the U.S.
absent registration or an applicable exemption from such registration
requirements.
Statements in this press release that are not historical facts are forward-
looking statements that involve risks and uncertainties which may cause the
Company's actual results in future periods to be materially different from any
performance suggested herein. Such risks and uncertainties include, without
limitation, risks associated with the inherent uncertainty of pharmaceutical
research, product development and commercialization, the impact of competitive
products and patents, as well as other risks and uncertainties detailed
from time to time in periodic reports. For more information, please
refer to Amarin Corporation plc's Annual Report for 2001 or Form 20-F
and its Form 6-Ks as filed with the U.S. Securities and Exchange
Commission. The Company assumes no obligation to update these statements.