Amarin Announces Mandatory Exchange of Exchangeable Senior Notes Issued in January 2017
October 19 2018 - 4:15PM
Amarin Corporation plc (NASDAQ:AMRN) ("Amarin"), announced
today that its wholly owned subsidiary, Corsicanto II
Designated Activity Company, a designated activity company with
limited liability incorporated under the laws of Ireland (the
“Issuer”), provided notice that the Issuer has exercised its
option to mandatorily exchange all $30.0 million in aggregate
principal amount of its 3.50% January 2017 Exchangeable Senior
Notes due 2047 (the "2017 Notes") into American Depositary Shares
("ADSs") of Amarin, with each ADS representing one ordinary
share of Amarin. As a result, Amarin will issue
257.2016 ADSs per $1,000 principal amount of 2017 Notes,
or an aggregate amount of 7,716,048 ADSs, subject to certain
adjustments as provided in the Indenture, dated January 25,
2017 by and among the Issuer, Amarin and Wilmington
Trust, National Association, as trustee (the "Indenture") governing
the 2017 Notes.
The mandatory exchange of the 2017 Notes will be
effective on November 2, 2018. As a condition to the mandatory
exchange under the Indenture, the daily volume weighted average
pricing per ADS equaled or exceeded $5.05 for at least 20
trading days in the 30-trading-day period commencing
on September 10, 2018 and ending on (and including)
October 19, 2018. The date of notice of the exercise of Issuer's
mandatory exchange option under the Indenture is October 19,
2018, and the "Optional Exchange Trigger Period" under the
Indenture began on September 10, 2018 and ended on (and
included) October 19, 2018. The aggregate principal amount of
2017 Notes subject to the Issuer's mandatory exchange option
is $30,000,000. The CUSIP number of the 2017 Notes is 220485
AB2. On and after the effective date of the exchange, interest on
the 2017 Notes will cease to accrue.
The name and address of the Paying Agent and
Exchange Agent under the Indenture are as follows:
- Paying Agent: Wilmington Trust, National
Association, 50 S. Sixth Street, Suite 1290, Minneapolis,
MN 55402, Attention: Corsicanto II Designated Activity
Company Account Manager, Facsimile: 612- 617-5651
- Exchange Agent: Wilmington Trust, National
Association, 50 S. Sixth Street, Suite 1290, Minneapolis,
MN 55402, Attention: Corsicanto II Designated Activity
Company Account Manager, Facsimile: 612- 617-5651
This announcement is neither an offer to sell
nor a solicitation of an offer to buy any of these securities and
shall not constitute an offer, solicitation or sale in any
jurisdiction in which such offer, solicitation or sale is
unlawful.
About Amarin
Amarin Corporation plc. is a rapidly growing,
innovative pharmaceutical company focused on developing
therapeutics to improve cardiovascular health. Amarin’s product
development program leverages its extensive experience in lipid
science and the potential therapeutic benefits of polyunsaturated
fatty acids. Vascepa® (icosapent ethyl) is Amarin's first
FDA-approved drug and is available by prescription in the United
States, Lebanon and the United Arab Emirates. Amarin’s
commercial partners are pursuing additional regulatory approvals
for Vascepa in Canada, China and the Middle East. For more
information about Amarin, visit www.amarincorp.com.
Forward-Looking Statements
This press release contains forward-looking
statements concerning Amarin's expectations, anticipations,
intentions, beliefs or strategies regarding the proposed exchange
transaction, including the effective date thereof and the
applicable conversion price of the 2017 Notes. These
forward-looking statements are not promises or guarantees and
involve substantial risks and uncertainties. Among the factors that
could cause actual results to differ materially from those
described or projected herein are the following: the trading
pricing of Amarin's ADSs between now and the effectiveness of the
mandatory exchange, financial market conditions, actions by our
exchange counterparties prior to the closing of the exchange, our
ability to continue to commercialize and increase market acceptance
of Vascepa, our continued interactions with the FDA, the inherent
uncertainties maintaining intellectual property rights and
protections, our ability to successfully operate under current and
future collaboration arrangements, and the results of our current
and future clinical trials. A further list and description of these
risks, uncertainties and other risks associated with an investment
in Amarin can be found in Amarin's filings with the U.S. Securities
and Exchange Commission, including its most recent quarterly report
on Form 10-Q. Existing and prospective investors are cautioned not
to place undue reliance on these forward-looking statements, which
speak only as of the date hereof. Amarin undertakes no obligation
to update or revise the information contained in this press
release, whether as a result of new information, future events or
circumstances or otherwise, except as required by law.
Availability of Other Information About
Amarin
Investors and others should note that Amarin
communicates with its investors and the public using the company
website http://www.amarincorp.com/), the investor relations website
(http://investor.amarincorp.com/), including but not limited to
investor presentations and investor FAQs, Securities and Exchange
Commission filings, press releases, public conference calls and
webcasts. The information that Amarin posts on these channels
and websites could be deemed to be material information. As a
result, Amarin encourages investors, the media, and others
interested in Amarin to review the information that is posted on
these channels, including the investor relations website, on a
regular basis. This list of channels may be updated from time
to time on Amarin’s investor relations website and may include
social media channels. The contents of Amarin’s website or
these channels, or any other website that may be accessed from its
website or these channels, shall not be deemed incorporated by
reference in any filing under the Securities Act of 1933.
Amarin Contact Information
Investor Relations:Elisabeth SchwartzInvestor
Relations and Corporate CommunicationsAmarin Corporation
plcIn U.S.: +1 (908)
719-1315investor.relations@amarincorp.com
Lee M. Stern Trout Group In U.S.: +1 (646)
378-2992lstern@troutgroup.com Media Inquiries: Christy
Maginn Burson-Marsteller In U.S.: +1 (646) 280-5210
Christy.Maginn@bm.com
Amarin (NASDAQ:AMRN)
Historical Stock Chart
From Mar 2024 to Apr 2024
Amarin (NASDAQ:AMRN)
Historical Stock Chart
From Apr 2023 to Apr 2024