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Commitments and Contingencies | 6 Months Ended
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Jun. 30, 2015
Commitments and Contingencies |
(7) | Commitments and Contingencies
Litigation In the ordinary course of business, the Company is from time to time involved in lawsuits, claims, investigations, proceedings, and threats of litigation relating to its business. “Item 3. Legal Proceedings” of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2014 includes a discussion of the Company’s current legal proceedings. There have been no material changes to those disclosures as of the date of this filing other than as set forth below. On May 7, 2015, the Company and a group of independent physicians filed a federal lawsuit to permit the Company to share truthful and non-misleading information, including, but not limited to, the ANCHOR trial clinical data, with healthcare professionals in the United States about certain uses of Vascepa not included with approved FDA labeling of Vascepa and thus not permitted under the FDA’s interpretation of applicable law. The lawsuit, captioned Amarin Pharma, Inc., et al. v. Food & Drug Administration, et al. (1:15-cv-03588-PAE), was filed in the United States District Court for the Southern District of New York and seeks a judicial declaration based on several legal theories. The Company intends to litigate the case vigorously, but cannot predict the outcome of this litigation. On May 28, 2015, the U.S. District Court for the District of Columbia granted the Company’s motion for summary judgment in the Company’s lawsuit against the FDA, captioned Amarin Pharmaceuticals Ireland Ltd. v. Food & Drug Administration, et al., Civ. A. No. 14-0324 (D.D.C.). This lawsuit sought an order requiring FDA to recognize five-year, New Chemical Entity (“NCE”) marketing exclusivity for Vascepa. The decision vacated the FDA’s denial of the Company’s claim for such exclusivity and remanded to the FDA for proceedings consistent with the decision. On July 22, 2015, Watson Laboratories Inc., the purported first Vascepa ANDA filer, filed a motion to intervene and a notice of appeal of the Court’s decision. The Company intends to litigate the case vigorously, but cannot predict the outcome of this litigation. FDA did not seek to appeal the Court’s decision prior to the July 28, 2015 deadline for appeal. Based on the May 28, 2015 U.S. District Court for the District of Columbia order granting the Company’s motion for summary judgment in the NCE litigation, on June 26, 2015, the parties to the related Vascepa patent litigation that followed acceptance by FDA of abbreviated new drug applications, or ANDAs, to Vascepa agreed to a full stay of proceeding in that patent litigation. Based on subsequent FDA notification to the ANDA filers that FDA had changed the status of their ANDAs to submitted, but no longer accepted, the Company believes the statutory basis for the patent litigation (accepted ANDAs) no longer exists. Thus, on July 24, 2015, the Company moved to dismiss the pending patent infringement lawsuits against each of the Vascepa ANDA applicants. The Company cannot predict the outcome of this motion to dismiss or litigation. If the motion to dismiss is granted, the Company plans to defend the exclusivity of Vascepa through patent litigation after notification that FDA has accepted an ANDA application related to Vascepa which, assuming NCE exclusivity, the Company would expect no sooner than July 2016. On June 29, 2015, the U.S. District Court for the District of New Jersey granted the Company’s motion to dismiss the putative consolidated class action lawsuit captioned In re Amarin Corporation plc, Securities Litigation, No. 3:13-cv-06663 (D.N.J. Nov. 1, 2013). The class action was dismissed without prejudice with leave for plaintiffs to file an amended complaint. The lawsuit sought unspecified monetary damages and attorneys’ fees and costs alleging that Amarin and certain of its current and former officers and directors made misstatements and omissions regarding the FDA’s willingness to approve Vascepa’s ANCHOR indication and related contributing factors and the potential relevance of data from the ongoing REDUCE-IT trial to that potential approval. On July 29, 2015, plaintiffs filed an amended complaint alleging facts similar to those in the original complaint. Like the first complaint, the amended complaint seeks unspecified monetary damages and attorneys’ fees and costs. The Company believes it has valid defenses and will vigorously defend against this lawsuit, but cannot predict the outcome. The Company is not able to reasonably estimate the loss exposure, if any, associated with the claims. The Company has insurance coverage that is anticipated to cover any significant loss exposure that may arise from this action after payment of the associated deductible obligation under such insurance coverage. Milestone and Supply Purchase Obligations The Company entered into several product development agreements with, subject to performance obligations, certain milestone and supply purchase obligations. The Company has Vascepa API supply agreements with three independent companies for the purchase of qualified API supply: Nisshin Pharma, Inc., or Nisshin, Chemport, Inc., or Chemport, and Finorga SAS, or Novasep. The Company’s agreements with Chemport and Novasep contain minimum purchase obligations and a provision requiring the Company to pay in cash for any shortfall in the minimum purchase obligations. To date, the Company has met or exceeded its minimum purchase obligations. The Company has no royalty, milestone or minimum purchase commitments with Nisshin. Pursuant to the agreements with the Company’s API suppliers, there is a total of $53.3 million that is potentially payable over the term of such agreements based on minimum purchase obligations. Under the 2004 share repurchase agreement with Laxdale Limited, or Laxdale, upon receipt of marketing approval in Europe for the first indication for Vascepa (or first indication of any product containing Amarin Neuroscience intellectual property acquired from Laxdale in 2004), the Company must make an aggregate stock or cash payment to the former shareholders of Laxdale (at the sole option of each of the sellers) of £7.5 million (approximately $11.8 million as of June 30, 2015). Also under the Laxdale agreement, upon receipt of a marketing approval in the United States or Europe for a further indication of Vascepa (or further indication of any other product using Amarin Neuroscience intellectual property), the Company must make an aggregate stock or cash payment (at the sole option of each of the sellers) of £5 million (approximately $7.9 million as of June 30, 2015) for each of the two potential market approvals (i.e. £10 million maximum, or approximately $15.7 million as of June 30, 2015). The Company has no provision for any of the obligations above since the amounts are either not probable or able to be estimated as of June 30, 2015.

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