Amarin Announces Debt Restructuring and Related Private Placement of Exchangeable Senior Notes
January 20 2017 - 6:00AM
Amarin Corporation plc (Nasdaq:AMRN) (“Amarin”) announced today
that it and its wholly owned subsidiary, Corsicanto II Designated
Activity Company (the “Issuer”), have entered into separate,
privately negotiated purchase agreements with certain investors
pursuant to which the Issuer will issue and sell $30.0 million in
aggregate principal amount of 3.50% Exchangeable Senior Notes
due 2047 (the “2017 Notes”), which will be guaranteed by Amarin, at
an issue price of 100%. The purchase agreements were entered into
in contemplation of the surrender for purchase of approximately
$15.0 million aggregate principal amount of 3.50% Exchangeable
Senior Notes due 2032, which were issued in January 2012 by a
subsidiary of Amarin (the “2012 Notes”). As detailed in an Amarin
press release issued on December 16, 2016, Amarin was required by
the terms of the indenture governing the 2012 Notes to purchase all
2012 Notes surrendered to it on January 19, 2017. As of today,
approximately $0.1 million aggregate principal amount of 2012 Notes
remain outstanding.
The 2017 Notes will be exchangeable into American Depositary
Shares of Amarin (“ADSs”) at the option of the holders at an
initial exchange rate of 257.2016 ADSs per $1,000 principal amount
of 2017 Notes (equivalent to an initial exchange price of
approximately $3.89 per ADS), subject to adjustment in certain
circumstances. The exchange price represents a premium of
approximately 35% over the last reported sale price of $2.88 per
share of Amarin’s ADS on The NASDAQ Global Market on January 19,
2017. The transaction is expected to close on January 25, 2017,
subject to customary closing conditions.
The net proceeds from the offering are expected to be $28.9
million after deducting placement agent fees and estimated offering
expenses payable by Amarin. A portion of the net proceeds
from the offering will replenish approximately $15.0 million of
cash on hand that Amarin used to purchase substantially all of the
2012 Notes. Amarin anticipates that it will use such cash on
hand and the remainder of the net proceeds from the offering for
general corporate and working capital purposes.
Lazard is acting as financial advisor and placement agent in
connection with the 2017 Notes offering.
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. The 2017 Notes and the
ADSs issuable upon exchange of the 2017 Notes will not be
registered under the Securities Act of 1933, as amended (the
“Securities Act”), or the securities laws of any other
jurisdiction, and may not be offered or sold in the United States
absent registration under the Securities Act or an applicable
exemption from registration requirements.
About Amarin
Amarin Corporation plc is a biopharmaceutical company focused on
the commercialization and development of 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.
Amarin's clinical program includes a commitment to an ongoing
outcomes study. Vascepa® (icosapent ethyl), Amarin's first
FDA-approved product, is a highly-pure, EPA-only, omega-3 fatty
acid product available by prescription. For more information about
Vascepa, visit www.vascepa.com. 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 offering of 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: financial market
conditions and actions by the counterparties to the Purchase
Agreements prior to the closing of the offering of 2017 Notes. 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.
Availability of Other Information about
Amarin
Investors and others should note that Amarin communicates with
its investors and the public using its website
(www.amarincorp.com), its investor relations website
(http://investor.amarincorp.com/index.cfm), including but not
limited to investor presentations and investor FAQs, U.S.
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
Amarin posts on these channels, including Amarin’s 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 Amarin’s website or these channels, shall not be
deemed incorporated by reference in any filing under the Securities
Act or under the Securities and Exchange Act of 1934, as
amended.
Amarin Contact Information:
Investor Relations:
Gene Mack
Investor Relations and Corporate Communications
Amarin Corporation plc
In U.S.: +1 (908) 719-1315
investor.relations@amarincorp.com
Lee M. Stern
Trout Group
In U.S.: +1 (646) 378-2922
lstern@troutgroup.com
Media Inquiries:
Kristie Kuhl
Finn Partners
In U.S.: +1 (212) 583-2791
Kristie.kuhl@finnpartners.com
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