UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 20-F/A
AMENDMENT NO. 1
TO
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2001
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 W1Y 7FL
ENGLAND
(Address of Principal Executive Offices)
Securities registered or to be registered pursuant to
Section 12(b) of the Act:
Title of Name of each Exchange
each Class On Which Registered
None None
Securities registered or to be registered pursuant to
Section 12(g) of the Act:
American Depositary Shares Representing Ordinary Shares
Ordinary Shares (10p par value per Share)
Securities for which there is a reporting obligation pursuant
to Section 15(d) of the Act: None
Indicate the number of outstanding shares of each issuer's
classes of capital or common stock as of the period covered
by the annual report.
76,743,893 Ordinary Shares (10p par value per Share)
4,129,819 Preference Shares (1 pound par value Share)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes [ X ] No [ ]
Indicate by check mark which financial statement item the
registrant has elected to follow.
Item 17 [ ] Item 18 [ X ]
(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PAST FIVE YEARS)
Indicate by check mark whether the registrant has filed all
documents and reports required to be filed by Sections 12,
13 or 15(d)of the Securities Exchange Act of 1934 subsequent
to the distribution of securities under a plan confirmed by
a court.
Yes [ ] No [ ]
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EXPLANATORY NOTE
Amarin Corporation plc (the "Company") hereby amends its Annual
Report on Form 20-F for the fiscal year ended December 31, 2001
pursuant to Rule 12b-15 under the Securities Exchange Act of
1934, as amended, by setting forth herein the complete text of
Exhibit 4.1, Option Agreement dated as of June 18, 2001 between
Elan Pharma International Limited and the Company. No other changes
are being made to the original Annual Report on Form 20-F for the
fiscal year ended December 31, 2001 (the "Original Filing").
This report continues to speak as of the date of the Original
Filing, and we have not updated the disclosure in this report to
speak as of a later date.
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SIGNATURES
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the Registrant certifies that it meets
all of the requirements for filing on Form 20-F and has duly
caused this annual report to be signed on its behalf by the
undersigned, thereunto duly authorized.
AMARIN CORPORATION PLC
By: /s/ Richard A B Stewart
-------------------------
Name: Richard A B Stewart
Title: Chief Executive Officer
Date: February 25, 2003
SECTION 302 CERTIFICATION
I, Rick Stewart, Chief Executive Officer of Amarin Corporation plc,
certify that:
1. I have reviewed this annual report on Form 20-F/A of Amarin
Corporation plc; and
2. Based on my knowledge, this report does not contain any untrue
statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances
under which such statements were made, not misleading with respect
to the period covered by this report.
Date: February 25, 2003
/s/ Rick Stewart
_________________________
Rick Stewart
Chief Executive Officer
SECTION 302 CERTIFICATION
I, Darren Cunningham, Chief Financial Officer of Amarin Corporation plc,
certify that:
1. I have reviewed this annual report on Form 20-F/A of Amarin
Corporation plc; and
2. Based on my knowledge, this report does not contain any untrue
statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances
under which such statements were made, not misleading with respect
to the period covered by this report.
Date: February 25, 2003
/s/ Darren Cunningham
_________________________
Darren Cunningham
Chief Financial Officer
EXHIBIT INDEX
Exhibits filed as part of this annual report
1.1 Memorandum of Association of the Company (1)
1.2 Articles of Association of the Company (2)
1.3 Amendment to Articles of Association of Ethical
Holdings plc (3)
2.1 Deposit Agreement dated as of March 29, 1993, among the
Company, Citibank, N.A., as Depositary and all holders
from time to time of American Depositary Receipts issued
thereunder (1)
2.2 Amendment No. 1 to Deposit Agreement, dated as of
October 8, 1998, among the Company, Citibank, N.A.,
as Depositary and all holders from time to time of the
American Depositary Receipts issued thereunder (4)
2.3 Form of Ordinary Share certificate (1)
2.4 Form of American Depositary Receipt evidencing ADSs
(included in Exhibit 1.6) (1)
2.5 Purchase Agreement, dated as of June 16, 2000, by and
among Amarin Corporation plc and the Purchasers named
therein (3)
2.6 Registration Rights Agreement, dated as of November 24,
2000, by and between Amarin Corporation plc and Laxdale
Limited (5)
4.1 Option Agreement dated as of June 18, 2001 between Elan
Pharma International Limited and the Company*
4.2 Lease dated August 6, 2001 between the Company and
LB Strawberry LLC
4.3 Stock and Intellectual Property Right Purchase Agreement
dated November 30, 2001 by and among Abriway
International S.A., Sergio Lucero, Francisco Stefano,
Amarin Technologies S.A., Amarin Pharmaceuticals Company
and the Company
4.4 Stock Purchase Agreement dated November 30, 2001 by and
among Abriway Corporation plc, Beta Pharmaceuticals
Corporation and the Company
4.5 Novation Agreement dated November 30, 2001 by and among
Beta Pharmaceuticals Corporation, Amarin Technologies
S.A. and the Company
8.1 Subsidiaries of Amarin Corporation plc
* Confidential portions of this Exhibit have been omitted
pursuant to a request for confidential treatment. The
omitted confidential information has been filed with the
Securities and Exchange Commission.
(1) Incorporated herein by reference to certain exhibits to the
Company's Registration Statement on Form F-1, as amended, File
No. 33-58160, filed with the Securities and Exchange Commission
(2) Incorporated herein by reference to certain exhibits to the
Company's Registration Statement on Form F-1, as amended, File
No. 33-77560, filed with the Securities and Exchange Commission
(3) Incorporated herein by reference to certain exhibits to the
Company's Annual Report on Form 20-F for the year ended
December 31, 1999, filed with the Securities and Exchange
Commission
(4) Incorporated herein by reference to Exhibit (a)(1) to the
Company's Registration Statement on Form F-6, as amended,
File No. 333-5946, filed with the Securities and Exchange
Commission
(5) Incorporated herein by reference to certain exhibits to the
Company's Registration Statement on Form F-3, as amended, File
No. 33-13200, filed with the Securities and Exchange Commission