e8vk
 

 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 29, 2007
Sucampo Pharmaceuticals, Inc.
 
(Exact Name of Registrant as Specified in Charter)
         
Delaware   001-33609   13-3929237
 
(State or Other Juris-
diction of Incorporation
  (Commission
File Number)
  (IRS Employer
Identification No.)
     
4520 East West Highway, Suite 300
Bethesda, Maryland
  20814 
 
(Address of Principal Executive Offices)   (Zip Code)
Registrant’s telephone number, including area code: (301) 961-3000
 
(Former Name or Former Address, if Changed Since Last Report)
     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
  o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
  o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
  o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
  o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 7.01. Regulation FD Disclosure.
     On August 29, 2007, Sucampo Pharmaceuticals, Inc. announced that the underwriters for its initial public offering have exercised in full their option to purchase 562,500 shares of Sucampo’s class A common stock to cover over-allotments and that the closing of that purchase took place on August 29, 2007. All of the shares sold at the closing were sold by a selling stockholder and Sucampo did not receive any of the proceeds from that sale. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
     The information in this Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits
     (d) Exhibits
     The following exhibit relating to Item 7.01 shall be deemed to be furnished, and not filed:
     99.1     Press Release issued by the registrant on August 29, 2007.

 


 

SIGNATURE
     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
         
  SUCAMPO PHARMACEUTICALS, INC.
 
 
Date: August 29, 2007  By:   /s/ Mariam Morris    
    Name:   Mariam Morris   
    Title:   CAO   

 


 

         
EXHIBIT INDEX
     
Exhibit No.   Description
 
   
99.1
  Press release issued by the registrant on August 29, 2007

 

exv99w1
 

Exhibit 99.1
(SUCAMPO PHARMACEUTICALS, INC. LOGO)
         
Ronald Kaiser
  or   Scott Solomon
Chief Financial Officer
      Vice President
Sucampo Pharmaceuticals, Inc.
      Sharon Merrill Associates, Inc.
301-961-3400
      617-542-5300
rkaiser@sucampo.com
      scmp@investorrelations.com
Sucampo Pharmaceuticals Announces Exercise and Closing of
IPO Over-Allotment Option
     Bethesda, Maryland, August 29, 2007 — Sucampo Pharmaceuticals, Inc. (Nasdaq: SCMP) today announced that the underwriters for its initial public offering have exercised in full their option to purchase 562,500 shares of Sucampo’s class A common stock to cover over-allotments and that the closing of that purchase took place on August 29, 2007. All of the shares sold at today’s closing were sold by a selling stockholder and Sucampo did not receive the proceeds from that sale. Together with the 3,750,000 shares of class A common stock sold at the initial closing on August 7, 2007, the shares sold today bring the total number of shares sold in the offering to 4,312,500.
     Cowen and Company, LLC acted as the book-running manager for the offering and CIBC World Markets Corp. and Leerink Swann & Company acted as co-managers.
About Sucampo Pharmaceuticals, Inc.
Sucampo is an emerging pharmaceutical company focused on the discovery, development and commercialization of proprietary drugs based on prostones, a class of compounds derived from functional fatty acids that occur naturally in the human body. Sucampo is focused on developing prostones for the treatment of gastrointestinal, respiratory, vascular and central nervous system diseases and disorders. To learn more about Sucampo and its products, visit www.sucampo.com
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