UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): May 4, 2016

 


 

Sucampo Pharmaceuticals, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware   001-33609   30-0520478
(State or other jurisdiction of
incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

805 King Farm Blvd, Suite 550

Rockville, Maryland 20850

(Address of principal executive offices, including zip code)

 

(301) 961-3400

(Registrant’s telephone number, including area code)

 

N/A

(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:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


 

 

 

 
 

Item 2.02. Results of Operations and Financial Condition

 

On May 4, 2016, Sucampo Pharmaceuticals, Inc. (“the Company”) announced its consolidated financial results for the first quarter ended March 31, 2016. 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 Item 2.02 and Exhibit 99.1 to this Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and is not incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference in any such filing.

 

 

Item 7.01 Regulation FD Disclosure.

 

On May 4, 2016, the Company will host a conference call with investors to discuss the Company's financial and operating results for the first quarter ended March 31, 2016. The conference call including slides will be made available to the public via conference call and webcast. The slides from the presentation are being furnished as Exhibit 99.2 to this Current Report on Form 8-K.

 

The information in this Item 7.01 and Exhibit 99.2 to this Form 8-K shall not be deemed “filed” for purposes of Section 18 of 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 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 exhibits relating to Item 2.02 and Item 7.01 shall be deemed to be furnished, and not filed:

 

99.1 Press Release issued by the Company on May 4, 2016.
99.2 The corporate update presentation slides dated May 4, 2016.

 

 

 
 

 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:  May 4, 2016 By: /s/  Andrew P. Smith
   

Name: Andrew P. Smith

Title:   Chief Financial Officer

 

 

EdgarFiling

EXHIBIT 99.1

Sucampo Reports Strong Results for First Quarter of 2016

Results Driven by 60% Growth in Revenue

Company Reiterates 2016 Guidance

Company to Host Conference Call Today at 8:30 a.m. EDT

ROCKVILLE, Md., May 04, 2016 (GLOBE NEWSWIRE) -- Sucampo Pharmaceuticals, Inc. (Sucampo) (NASDAQ:SCMP), a global biopharmaceutical company, today reported consolidated financial results for the first quarter ended March 31, 2016.                

Summary of ResultsQ1-16% Increase / Decrease
over Q1-15
Revenue$47.2M 60%
Net  Loss GAAP($4.1M) (163%)
EPS GAAP – diluted($0.10) (168%)
EBITDA$14.6M 50%
Adjusted Net Income$9.0M 40%
Adjusted EPS – diluted$0.21  48%
Adjusted EBITDA$20.2M 87%


“Following the strong finish to 2015, Sucampo continued its solid execution in the first quarter of 2016 with results demonstrating continued financial performance and the continuation of value from the R-Tech Ueno acquisition,” said Peter Greenleaf, Chairman and Chief Executive Officer of Sucampo.  “While key priorities in 2016 remain executing additional high-quality acquisitions that will be accretive as well as continuing to diversify our pipeline, we also expect to complete several milestones with our internal pipeline.”

For the three months ended March 31, 2016, Sucampo reported year-over-year total revenue growth of 60% to $47.2 million.  Revenue for the quarter included an additional $12.4 million as a result of the R-Tech Ueno acquisition. Excluding this additional revenue from the acquisition, base revenue grew by 18%.  Product sales revenue increased to $26.6 million, representing 139% year-over-year growth, and product royalty revenue grew 6% year-over-year to $16.7 million.

Sucampo reported adjusted net income of $9.0 million, or $0.21 per diluted share, during the first quarter of 2016, compared to adjusted net income of $6.4 million, or $0.14 per diluted share, during the first quarter of 2015, an increase of 40.0% and 48% respectively. There were no adjustments to results in the first quarter of 2015. On a GAAP basis, Sucampo reported a net loss of $4.1 million and diluted loss per share of $0.10 during the first quarter of 2016.

First Quarter 2016 Operational Review

AMITIZA

United States

Global Markets

Corporate

Research and Development

First Quarter 2016 Financial Review

Certain prior year Non-GAAP amounts have been reclassified for consistency with the current period adjusted presentation. These reclassifications had no effect on the reported results of operations.   A reconciliation of adjusted Net Income to GAAP Net Income and adjusted EBITDA to income from operations, the most directly comparable GAAP financial measure, is included in the tables below.

Consolidated Statements of Operations and Comprehensive Income  (unaudited) 
(in thousands, except per share data)   
   Three Months Ended March 31,
    2016  2015 Change
Adjusted Non-GAAP Income   
GAAP net income (4,057) 6,412  (10,469)
Amortization Intangibles 5,906  -  5,906 
Amortization Inventory Step Up 8,932  -  8,932 
CPP License Option Expense 3,000  -  3,000 
Restructuring Costs 183  -  183 
Acquisition Related Expenses 527  -  527 
Amortization of Financing Costs 927  -  922 
Tax Effect of Adjustments (6,455) -  (6,455)
Adjusted Net Income 8,963  6,412  2,551 
      
Adjusted Net Income Per Share:   
 Basic$  0.21 $  0.14 $  0.07 
 Diluted$  0.21 $  0.14 $  0.07 
    
   Three Months Ended March 31,
    2016  2015 Change
EBITDA   
GAAP Income from Operations (503) 9,654  (10,157)
Depreciation 264  83  181 
Amortization of Acquired Intangibles 5,906  -  5,906 
Amortization Inventory Step Up 8,932  -  8,932 
EBITDA 14,599  9,737  4,863 
Non-GAAP Adjustments   
CPP License Option Expense 3,000  -  3,000 
Share Based Compensation Expense 1,915  1,069  846 
Restructuring Costs 183  -  183 
Acquisition Related Expenses 527  -  527 
Adjusted EBITDA 20,225  10,806  9,419 
      

Cash, Cash Equivalents, Restricted Cash and Marketable Securities

At March 31, 2016, cash, cash equivalents, restricted cash and investments were $157.0 million compared to $163.5 million at December 31, 2015. The fluctuation period over period is due to the investment in CPP of $5 million and the associated option payment of $3 million made in January 2016.  At March 31, 2016 and December 31, 2015, notes payable were $235.7 million and $252.4 million, respectively, including current portions of $27.8 million and $39.1 million, respectively. The change in the overall note payable balance is due to the pay off of the founders’ notes in Q1 2016.   Sucampo’s net debt position at March 31, 2016 is $78.7 million, compared to $88.9 million at December 31, 2015.

Guidance

Sucampo today reiterated its earnings guidance for the full year ending December 31, 2016. Sucampo expects total revenue of $195.0 million to $205.0 million, adjusted net income of $45.0 million to $50.0 million, adjusted EPS of $0.97 to $1.07, and adjusted EBITDA of $100.0 million to $105.0 million. Adjusted net income guidance excludes amortization of acquired intangibles of approximately $17.6 million and amortization of the remaining inventory step-up costs of approximately $8.9 million.

Non-GAAP Financial Measures

This press release contains non-GAAP earnings as listed in the first table above, which is GAAP net income before interest, tax, depreciation, amortization, stock option expense and intangible impairment. Sucampo believes that this non-GAAP measure of financial results provides useful information to management and investors relating to its results of operations. Sucampo's management uses this non-GAAP measure to compare Sucampo's performance to that of prior periods for trend analyses, and for budgeting and planning purposes, as management believes this provides a more comparable measure of our continuing business, as it adjusts for special items that are not reflective of the normal earnings of our business. Sucampo believes that the use of non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing the Sucampo's financial measures with other companies in its industry, many of which present similar non-GAAP financial measures to investors, and that it allows for greater transparency with respect to key metrics used by management in its financial and operational decision-making.

Adjusted EBITDA provides us with an understanding of one aspect of earnings before the impact of investing and financing charges, income taxes and special items.  Adjusted EBITDA may be useful to an investor in evaluating our operating performance and liquidity because this measure is widely used by investors to measure a company’s operating performance without regard to items excluded from the calculation of such measure, which can vary substantially from company to company.  In addition, this is a financial measure that is used by rating agencies, lenders and other parties to evaluate credit worthiness.  Finally, this measure is used by management for various purposes, including as a measure of performance of our operating entities and as a basis for strategic planning and forecasting.

Management of the company does not consider non-GAAP measures in isolation or as an alternative to financial measures determined in accordance with GAAP. The principal limitation of non-GAAP financial measures is that they exclude significant expenses that are required by GAAP to be recorded in the Sucampo's financial statements. In order to compensate for these limitations, management presents non-GAAP financial measures together with GAAP results. Non-GAAP measures should be considered in addition to results and guidance prepared in accordance with GAAP, but should not be considered a substitute for, or superior to, GAAP results. Reconciliation tables of the most comparable GAAP financial measure to the non-GAAP financial measure used in this press release are included with the financial tables at the end of this release. Sucampo urges investors to review the reconciliation and not to rely on any single financial measure to evaluate the Sucampo's business. In addition, other companies, including companies in our industry, may calculate similarly named non-GAAP measures differently than we do, which limits their usefulness in comparing our financial results with theirs.

Company to Host Conference Call Today

Sucampo will host a conference call and webcast today, Wednesday, May 4th at 8:30 am ET.
Conference call and Webcast participation details are as follows:
Dial-in number: (888) 610-7449 (Domestic) or (484) 747-6634 (International)
Passcode: 86905416
Webcast link: http://www.sucampo.com/investors/events-presentations/

Conference call replay:
Dates: Starting at 11:30 AM ET, May 4, 2016 a replay of the teleconference and webcast will be available
Dial-in number: (855) 859-2056 (Domestic) or (404) 537-3406 (International)
Passcode: 86905416
Webcast link: http://www.sucampo.com/investors/events-presentations/; then click ‘Archived Events’

About AMITIZA® (lubiprostone)

AMITIZA (lubiprostone) is a chloride channel activator that acts locally in the small intestine. By increasing intestinal fluid secretion, lubiprostone increases motility in the intestine, thereby facilitating the passage of stool and alleviating symptoms associated with CIC. Lubiprostone, via activation of apical CIC-2 channels in intestinal epithelial cells, bypasses the antisecretory action of opiates that results from suppression of secretomotor neuron excitability. Activation of CIC-2 by lubiprostone has also been shown to stimulate recovery of mucosal barrier function and reduce intestinal permeability via the restoration of tight junction protein complexes in ex vivo studies of ischemic porcine intestine.

AMITIZA (24 mcg twice daily) is indicated in the U.S. for the treatment of adults with CIC and opioid-induced constipation (OIC) with chronic, non-cancer pain. AMITIZA (8 mcg twice daily) is also approved in the U.S. for irritable bowel syndrome with constipation (IBS-C) in women 18 years of age and older. In Japan, AMITIZA (24 mcg twice daily) is indicated for the treatment of chronic constipation (excluding constipation caused by organic diseases). In Canada, AMITIZA (24 mcg twice daily) is indicated for the treatment of CIC in adults. In the U.K., AMITIZA (24 mcg twice daily) is indicated for the treatment of CIC and associated symptoms in adults, when response to diet and other non-pharmacological measures (e.g. educational measures, physical activity) are inappropriate. In Switzerland, AMITIZA (24 mcg twice daily) is indicated for the treatment of CIC in adults and for the treatment of OIC and associated signs and symptoms such as stool consistency, straining, constipation severity, abdominal discomfort, and abdominal bloating in adults with chronic, non-cancer pain. The efficacy of AMITIZA for the treatment of OIC in patients taking opioids of the diphenylheptane class, such as methadone, has not been established.

About RESCULA®

Unoprostone isopropyl 0.12% (trade named RESCULA) first received marketing authorization in 1994 in Japan for the treatment of glaucoma and ocular hypertension.  RESCULA is marketed in Japan by Santen Pharmaceutical Co., Ltd. (Santen).  We acquired RESCULA as part of the acquisition of R-Tech Ueno in 2015.

About Sucampo Pharmaceuticals, Inc.

Sucampo Pharmaceuticals, Inc. is focused on the development and commercialization of medicines that meet major unmet medical needs of patients worldwide. Sucampo has two marketed products – AMITIZA, its lead product, and RESCULA – and a pipeline of product candidates in clinical development. A global company, Sucampo is headquartered in Rockville, Maryland, and has operations in Japan, Switzerland and the U.K. For more information, please visit www.sucampo.com.

The Sucampo logo and the tagline, The Science of Innovation, are registered trademarks of Sucampo AG. AMITIZA is a registered trademark of Sucampo AG.

Follow us on Twitter (@Sucampo_Pharma). Follow us on LinkedIn (Sucampo Pharmaceuticals).

Twitter   LinkedIn

Sucampo Forward-Looking Statement

This press release contains "forward-looking statements" as that term is defined in the Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and involve risks and uncertainties, which may cause results to differ materially from those set forth in the statements. The forward-looking statements may include statements regarding product development, and other statements that are not historical facts. The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: the impact of pharmaceutical industry regulation and health care legislation; Sucampo's ability to accurately predict future market conditions; dependence on the effectiveness of Sucampo's patents and other protections for innovative products; the effects of competitive products on Sucampo’s products; and the exposure to litigation and/or regulatory actions.

No forward-looking statement can be guaranteed and actual results may differ materially from those projected. Sucampo undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events, or otherwise. Forward-looking statements in this press release should be evaluated together with the many uncertainties that affect Sucampo's business, particularly those mentioned in the risk factors and cautionary statements in Sucampo's most recent Form 10-K as filed with the Securities and Exchange Commission on March 11, 2016, as amended, as well as its filings with the Securities and Exchange Commission on Forms 8-K and 10-Q since the filing of the Form 10-K, all of which Sucampo incorporates by reference.


Sucampo Pharmaceuticals, Inc.    
Consolidated Statements of Operations and Comprehensive Income (Loss) (unaudited)   
(in thousands, except per share data)    
   Three Months Ended March 31, 
    2016   2015  
Revenues:     
 Product royalty revenue$  16,716  $  15,745  
 Product sales revenue   26,595     11,145  
 Research and development revenue   3,430     2,345  
 Contract and collaboration revenue   467     245  
  Total revenues   47,208     29,480  
       
Costs and expenses:    
 Costs of goods sold   23,338     6,110  
 Research and development   14,671     6,793  
 General and administrative   8,927     6,283  
 Selling and marketing   775     640  
  Total costs and expenses   47,711     19,826  
       
Income (loss) from operations   (503)    9,654  
Non-operating income (expense):    
 Interest income   25     40  
 Interest expense   (6,270)    (276) 
 Other expense, net   (347)    (203) 
  Total non-operating expense, net   (6,592)    (439) 
       
Income (loss) before income taxes   (7,095)    9,215  
Income tax benefit (provision)   3,038     (2,807) 
Net income (loss)$  (4,057) $  6,408  
       
Net income (loss) per share:    
 Basic $  (0.10) $  0.14  
 Diluted$  (0.10) $  0.14  
Weighted average common shares outstanding:    
 Basic    42,539     44,366  
 Diluted   42,539     45,912  
       
Comprehensive income (loss):    
Net income (loss)$  (4,057) $  6,408  
Other comprehensive income (expense):    
 Unrealized loss on pension benefit obligation   (8)    (7) 
 Unrealized gain (loss) on investments, net of tax effect   -      (6) 
 Foreign currency translation gain (loss)   15,555     175  
  Comprehensive income (loss)$  11,490  $  6,570  
       

 

Sucampo Pharmaceuticals, Inc.   
Consolidated Balance Sheets   
(in thousands, except share and per share data)   
   March 31,  December 31, 
    2016   2015 
   (unaudited)  
ASSETS   
Current assets:   
 Cash and cash equivalents$  130,077  $  108,284 
 Product royalties receivable   16,501     22,792 
 Accounts receivable, net   16,074     22,759 
 Restricted cash   26,944     55,218 
 Inventories   24,437     33,121 
 Prepaid expenses and other current assets   14,097     9,186 
  Total current assets   228,130     251,360 
Property and equipment, net   6,944     6,393 
Intangible assets   133,599     130,315 
Goodwill   65,787     60,937 
In-process research and development   6,614     6,171 
Deferred charge, non-current   1,400     1,400 
Convertible note receivable   5,000     -  
Other assets   736     605 
  Total assets$  448,210  $  457,181 
      
LIABILITIES AND STOCKHOLDERS' EQUITY   
Current liabilities:   
 Accounts payable$  5,135  $  11,213 
 Accrued expenses   13,689     10,886 
 Collaboration obligation   5,197     5,623 
 Income tax payable   3,468     6,507 
 Notes payable, current   27,839     39,083 
 Other current liabilities   7,097     14,815 
  Total current liabilities   62,425     88,127 
      
Notes payable, non-current   207,862     213,277 
Deferred revenue, non-current   941     1,088 
Deferred tax liability, net   59,188     52,497 
Other liabilities   16,951     15,743 
  Total liabilities   347,367     370,732 
      
Preferred stock, $0.01 par value; 5,000,000 shares authorized at March 31, 2016  and December 31,   
 2015; no shares issued and outstanding at March 31, 2016 and December 31, 2015   -      -  
Class A common stock, $0.01 par value; 270,000,000 shares authorized at March 31, 2016   
 and December 31, 2015; 45,640,318 and 45,509,150 shares issued and outstanding at March 31, 2016 and December 31, 2015, respectively   456     455 
Class B common stock, $0.01 par value; 75,000,000 shares authorized at March 31, 2016 and   
 December 31, 2015; no shares issued and outstanding at March 31, 2016 and December 31, 2015   -      -  
Additional paid-in capital   102,115     99,212 
Accumulated other comprehensive income   28,959     13,412 
Treasury stock, at cost; 3,009,942 shares at March 31, 2016 and December 31, 2015   (46,269)    (46,269)
Retained earnings   15,582     19,639 
  Total stockholders' equity   100,843     86,449 
  Total liabilities and stockholders' equity$  448,210  $  457,181 
      


Contact:
Sucampo Pharmaceuticals, Inc.
Silvia Taylor
Senior Vice President, Investor Relations and Corporate Affairs
1-240-223-3718
staylor@sucampo.com

EXHIBIT 99.2