Sarissa Capital Intends to Vote “Abstain” at the Amarin Annual Meeting

Rhea-AI Summary

Sarissa Capital Management, Amarin Corporation's largest shareholder, plans to vote 'ABSTAIN' at the upcoming annual meeting, highlighting dissatisfaction with the company's performance and management. Sarissa seeks to add shareholder representatives to Amarin's board, emphasizing its capability in enhancing shareholder value, particularly in the cardiovascular sector. Despite a board refreshment process since last October, Sarissa feels neglected as the independent directors have not reached out. The firm retains the option to call a special meeting post-annual meeting to potentially replace directors under UK law.

Positive

• Sarissa's status as Amarin's largest shareholder may lead to significant influence over board decisions.
• Track record of Sarissa in creating shareholder value in healthcare suggests potential for positive change.

Negative

• Amarin's stock performance has frustrated its largest shareholder, indicating potential management issues.
• Failure of independent directors to engage with Sarissa raises concerns about current board effectiveness.

Sarissa intends to "Abstain" given ongoing engagement with Amarin to add shareholder representatives to the board

GREENWICH, Conn.--(BUSINESS WIRE)-- Sarissa Capital Management LP (“Sarissa”) today made the following statement on Amarin Corporation plc (NASDAQ: AMRN) regarding how it intends to vote at the upcoming Amarin annual meeting and the reasons therefor:

Sarissa is a sophisticated, institutional investor with a long history of shareholder value creation in healthcare companies, including in the cardiovascular space, such as The Medicines Company. As Amarin's largest shareholder, we are frustrated by the performance of Amarin’s stock and believe Amarin should be better managed to maximize value for shareholders.

Sarissa has discussed with the company our desire to add directors to the board. Although we are hopeful that the board will see the value that Sarissa brings as the largest shareholder and with a track record of creating shareholder value for cardiovascular disease focused companies, we are uncertain how our discussions regarding board representation will proceed. We note that despite a board refreshment process that began last October, the independent directors never proactively contacted Sarissa despite us being Amarin’s largest shareholder with a strong track record of value creation in cardiovascular care, such as The Medicines Company.

Many shareholders have reached out asking how we intend to vote at the upcoming annual meeting.

Given ongoing discussions, we intend to vote “ABSTAIN” on all matters at the annual meeting. We believe this reinforces our message that change is needed as we give the board the time to add shareholder representatives to the board.

In addition, we intend to vote “ABSTAIN” at the annual meeting because even though such a vote will not impact the outcome of the upcoming election of directors, the United Kingdom, the jurisdiction in which Amarin is domiciled, contains laws and rights that protect the shareholder franchise even after the annual meeting. For example, under UK law and Amarin’s articles, shareholders, like Sarissa, who own at least 5% of the outstanding shares can call a special meeting of shareholders to remove and replace directors AT ANY TIME. Therefore, immediately after the annual meeting, we could call a special meeting and seek to remove and replace some or all of the Amarin directors with the affirmative vote of the holders of a majority of the outstanding shares.

View source version on businesswire.com: https://www.businesswire.com/news/home/20220615006073/en/

Jean Puong

Sarissa Capital Management LP

info@sarissacap.com

Source: Sarissa Capital Management LP

FAQ

What is Sarissa Capital's stance on Amarin's upcoming annual meeting?

Sarissa plans to vote 'ABSTAIN' on all matters at the annual meeting.

Why is Sarissa Capital voting 'ABSTAIN' for Amarin's annual meeting?

Sarissa is advocating for the addition of shareholder representatives to the board and aims to emphasize the need for change.

What actions can Sarissa take after Amarin's annual meeting?

Sarissa has the ability to call a special meeting to remove and replace directors if it chooses to do so.

How does Sarissa view Amarin's management?

Sarissa is frustrated by Amarin's stock performance and believes the company should be better managed.

What is Sarissa Capital's history in the healthcare sector?

Sarissa has a long history of creating shareholder value in healthcare companies, particularly in cardiovascular care.