Amarin Corporation and Sarissa Capital Management, the company’s largest shareholder, have engaged in a public war of words this month over a recent board refreshment process. 

Amarin, a New Jersey-based pharma company, announced on the morning of January 10 that Murray W. Stewart, D.M., F.R.C.P., was appointed to the company’s board of directors. Amarin noted that with Stewart’s appointment, 70% of the independent directors who had been added to the board over the past year were new. 

The company also released its Q4 2022 earnings report, highlighted by positive cash flow and the stabilization of its U.S. revenue. 

Hours later, Sarissa issued a press release calling for a special meeting of Amarin shareholders to add seven shareholder representatives to the board and oust chairman Per Wold-Olsen

Sarissa said it was “astonished” and “astounded” by Amarin’s “blatant disregard” for its shareholders, faulting the board’s actions as an example of “poor governance.” The company also charged that Amarin’s board, led by World-Olsen, did not seek real change and was acting at the expense of shareholders.

Additionally, Sarissa said that Amarin had 21 days to call a special meeting in accordance with U.K. law.

“In the event that the Amarin board attempts the contemptible act of continuing to entrench themselves by filling any of the vacancies on the board, takes any other actions in violation of their fiduciary duties or interferes with Sarissa’s exercise of its shareholder rights, Sarissa will initiate immediate legal action to hold all directors (including those added to the board) personally accountable to the fullest extent of the law,” Sarissa stated. 

On January 11, Amarin defended its board refreshment process and questioned Sarissa’s “persistent demand for and expected value contribution” from board representation, especially in light of the company’s financial performance.

The pharma company said it engaged “extensively and in good faith” with Sarissa, while charging that Sarissa’s proxy contest is “misguided, costly and not in the best interest” of other shareholders. 

“We believe this contest will create significant disruption and cause considerable harm to the Company’s efforts in driving positive pricing and reimbursement decisions in Europe, continued stabilization of the U.S. business and its international strategy and is detrimental to the Company’s future,” Amarin stated. 

On Wednesday, Sarissa renewed its criticisms of Amarin’s board appointments, noting that the company’s stock lost two-thirds of its value last year and that the potential of Vascepa, a fish-oil derived heart drug created by Amarin, hasn’t been realized due to label expansion for cardiovascular risk reduction. 

Last June, Amarin laid off 40% of its workforce as part of a $100 million cost-reduction plan after the emergence of three generic entrants following the loss of its patent protections.

On Thursday morning, Amarin responded to Sarissa’s “inaccurate and misleading” statement, adding that the shareholder is “not the answer” and has “no plan.”

“With Amarin at a strategic inflection point, we believe Sarissa’s misguided proxy contest will create significant disruption to the Company’s efforts in driving positive pricing and reimbursement decisions in Europe, continued stabilization of the U.S. business, advancement of our international strategy and progress on our FDC program,” Amarin stated. 

Notably, Amarin also said it filed a preliminary proxy statement with the Securities and Exchange Commission and will announce the date of a special meeting as well as the record date for shareholders to vote.