Equity

3 Months Ended

Mar. 31, 2021

Equity [Abstract]

Equity

(6) Equity

Preferred Stock

In March 2015, the Company entered into subscription agreements with both existing and new investors, or the Purchasers, for the private placement of a total of 391,017,970 restricted American Depositary Shares, or ADSs, each representing one share of Amarin’s Series A Convertible Preference Shares, par value £0.05 per share, in the capital of the Company, or Series A Preference Shares. For each restricted ADS, the Purchasers paid a negotiated price of $0.15 (equating to $1.50 on an as-if-converted-to-ordinary-shares basis), resulting in gross proceeds to the Company of approximately $58.6 million before deducting estimated offering expenses of approximately $0.7 million. At the request of the holders and provided certain conditions were met, each ten Series A Preference Shares were able to be consolidated and redesignated as one ordinary share, par value £0.50 per share, in the capital of the Company, each ordinary share to be represented by ADSs. During the years ended December 31, 2020, 2018, and 2015, the Company issued 28,931,746, 3,886,718, and 6,283,333 ADSs, respectively, upon consolidation and redesignation of Series A Preference Shares at the request of the holders, such that no Series A Preference Shares remained outstanding as of March 31, 2021 and December 31, 2020. Refer to the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 for a more complete background.

Common Stock

There was no common stock activity during the three months ended March 31, 2021 and 2020 except as described in Incentive Equity Awards below.

Incentive Equity Awards

As of March 31, 2021, there were an aggregate of 19,371,777 stock options and 10,251,564 restricted stock units, or RSUs, outstanding, representing approximately 5% and 2%, respectively, of outstanding shares on a fully diluted basis.

During the three months ended March 31, 2021 and 2020, the Company issued 783,320 and 412,465 common shares, respectively, as a result of the exercise of stock options, resulting in gross and net proceeds of $2.1 million during the three months ended March 31, 2021 and $1.3 million during the three months ended March 31, 2020. During the three months ended March 31, 2021 and 2020, the Company issued 940,977 and 1,109,600 common shares, respectively, related to the vesting of RSUs, of which 365,463 and 406,042 shares, respectively, were retained as treasury shares as settlement of employee tax obligations. During the three months ended March 31, 2021 and 2020, in connection with the achievement of certain regulatory and sales performance conditions associated with the REDUCE-IT clinical trial and subsequent revenue growth, the Company issued 1,506,428 and 841,848 common shares, respectively, upon vesting of performance-based RSUs granted in 2017 and 2018, of which 638,502 and 353,790 shares, respectively, were retained as treasury shares as settlement of employee tax obligations. These performance-based RSUs will continue to vest ratably monthly through August 2021.

On January 4, 2021, the Company granted a total of 3,265,700 RSUs and 3,100,200 stock options to employees under the Amarin Corporation plc 2020 Stock Incentive Plan, or the 2020 Plan. The RSUs vest annually over a three-year period and the stock options vest quarterly over a four-year period with a one-year cliff vesting. Also on January 4, 2021, the Company granted a total of 1,345,800 RSUs to certain employees under the 2020 Plan that vest upon the achievement of specified operational performance conditions.

On March 2, 2020 and February 3, 2020, the Company granted a total of 821,950 RSUs and 1,875,000 stock options, respectively, to employees under the Amarin Corporation plc 2011 Stock Incentive Plan, or the 2011 Plan. The RSUs vest annually over a three-year period and the stock options vest quarterly over a four-year period. Also on February 3, 2020, the Company granted a total of 1,253,400 RSUs to employees under the 2011 Plan that vest upon the achievement of specified sales performance conditions.