UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 10, 2008
Sucampo Pharmaceuticals, Inc.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-33609 | 13-3929237 | ||
| (State or Other Juris- | (Commission | (IRS Employer | ||
| diction of Incorporation) | File Number) | 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) 961-3400
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 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
Effective October 10, 2008, Stanley G. Miele was appointed as the registrant’s Senior
Vice President, Sales and Marketing.
Mr. Miele has over eighteen years of sales and marketing experience in the pharmaceutical and
medical device industries. He joined Sucampo in February 2006 as Director, National Sales and was
promoted to Vice President, Sales in October 2007. During that time, he worked with senior
management to hire and train a 38-person sales force that sells AMITIZA® into the Long-Term Care
and Hospital segments of the U.S. constipation market. Sucampo co-markets AMITIZA with Takeda
Pharmaceutical North America. Prior to joining Sucampo, Mr. Miele managed a national team of
specialty sales representatives and engineering consultants that sold and marketed blood gas
analyzers and point of care diagnostic equipment used in acute-care areas within hospitals. Prior
to that, Mr. Miele held a series of positions at Millennium Pharmaceuticals (and COR Therapeutics
prior to its acquisition by Millennium) including National Sales Director, Cardiology where he was
responsible for managing the overall hospital-based cardiovascular sales function. This position
included the promotion and marketing of Integrilin, for which he assisted in the design of
marketing materials and the launch of an office-based cardiovascular sales team. Previously, Mr.
Miele was a Division Sales Representative with Abbott Labs’ Hospital Products Division, of Abbott
Park, Illinois, and a Sales Representative for Syntex Labs, of Palo Alto, California. Mr. Miele
earned a B.A. in Management/Communications from the University of Dayton.
On October 10, 2008, the registrant and Brad E. Fackler, the current Executive Vice President
of Commercial Operations of the registrant, agreed that he will resign from his position as an
executive officer of the registrant effective immediately. Mr. Fackler has agreed to remain as an
employee at Sucampo for a period of time to assist in the transition of responsibilities.
Pursuant to his employment agreement with the registrant, Mr. Fackler will be entitled to severance
equal to six months of his base salary, payable in a lump sum at the end of his employment, and six
months of reimbursement for the cost of continued health insurance coverage.
The press release issued in connection with Mr. Miele’s appointment to Senior Vice President,
Sales and Marketing and Mr. Fackler’s departure is attached as Exhibit 99.1 to this Current Report
on Form 8-K.
The information in 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 (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, as amended, 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
| 99.1 | Press Release issued by the registrant on October 16, 2008 announcing the appointment of Stanley G. Miele as the registrant’s Senior Vice President, Sales and Marketing. |
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: October 17, 2008 | By: | /s/ JAN SMILEK | ||
| Name: | Jan Smilek | |||
| Title: | Acting Chief Financial Officer | |||
Exhibit 99.1
FOR IMMEDIATE RELEASE
Contact:
Kate de Santis
Sucampo Pharmaceuticals, Inc.
240-223-3834
Or
John Woolford
Westwicke Partners, LLC
443-213-0506
john.woolford@westwickepartners.com
Contact:
Kate de Santis
Sucampo Pharmaceuticals, Inc.
240-223-3834
Or
John Woolford
Westwicke Partners, LLC
443-213-0506
john.woolford@westwickepartners.com
Sucampo Names Stanley G. Miele Head of Sales & Marketing
Brad E. Fackler to Leave Sucampo
Bethesda, Md, October 16, 2008 – Sucampo Pharmaceuticals, Inc. (NASDAQ: SCMP) today announced the
promotion of Stanley G. Miele to Senior Vice President, Sales & Marketing, effective October 13,
2008. Mr. Miele will report directly to Ryuji Ueno, M.D., Ph.D., Ph.D., Chairman and Chief
Executive Officer, and will be responsible for Sucampo’s Sales & Marketing, as well as its Business
Development, efforts.
Dr. Ueno said, “We are very pleased to select Stan to head Sucampo’s Sales & Marketing and Business
Development efforts. His implementation of a device-based marketing and selling strategy has been
key to our success in the long-term care pharmaceutical setting. During his tenure here at
Sucampo, Stan demonstrated his ability to lead the team and drive sales growth. His strong
implementation skills and leadership capabilities have contributed to Sucampo’s presence in the
Long Term Care and Geriatric market, which is reflected in being ranked as a top 20 pharmaceutical
company in promoting to the U.S. nursing home market in a Spring 2007 Verispan survey.1”
Mr. Miele has over eighteen years of sales and marketing experience in the pharmaceutical and
medical device industries. He joined Sucampo in February 2006 as Director, National Sales and was
promoted to Vice President, Sales in October 2007. During that time, he worked with senior
management to hire and train a 38-person sales force that sells AMITIZA® into the Long-Term Care
and Hospital segments of the U.S. constipation market. Sucampo co-markets AMITIZA with Takeda
Pharmaceutical North America. Prior to joining Sucampo, Mr. Miele managed a national level team of
specialty sales representatives and engineering consultants that sold and marketed blood gas
analyzers and point of care diagnostic equipment used in acute-care
areas within hospitals. Prior to that, Mr. Miele held a series of positions at Millennium
Pharmaceuticals (and COR Therapeutics prior to its acquisition by Millennium) including
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National
Sales Director, Cardiology where he was responsible for managing the overall hospital-based
cardiovascular sales function. This position included the promotion and marketing of Integrilin,
for which he assisted in the design of marketing materials and the launch of an office-based
cardiovascular sales team. Previously, Mr. Miele was a Division Sales Representative with Abbott
Labs’ Hospital Products Division, of Abbott Park, Illinois, and a Sales Representative for Syntex
Labs, of Palo Alto, California. Mr. Miele earned a B.A. in Management/Communications from the
University of Dayton.
Sucampo Pharmaceuticals today also announced that Brad E. Fackler, Executive Vice President,
Commercial Operations, will leave the organization. He has agreed to remain at Sucampo for a
period of time to assist in the transition of responsibilities.
Dr. Ueno said, “Brad Fackler has been instrumental in Sucampo’s evolution from a research and
development organization into a commercial company selling an F.D.A. approved product. He played a
key role in AMITITZA’s launch through the selection of the Long-Term Care market segment, as a
strategic focus for Sucampo’s sales and marketing efforts.”
About Sucampo Pharmaceuticals, Inc.
Sucampo Pharmaceuticals, Inc., a biopharmaceutical company based in Bethesda, Maryland, focuses on
the development and commercialization of medicines based on prostones. The therapeutic potential
of prostones, which are bio-lipids that occur naturally in the human body, was first identified by
Ryuji Ueno, M.D., Ph.D., Ph.D., Sucampo Pharmaceuticals’ Chairman and Chief Executive Officer. Dr.
Ueno founded Sucampo Pharmaceuticals in 1996 with Sachiko Kuno, Ph.D., founding Chief Executive
Officer and Advisor, International Business Development.
Sucampo Pharmaceuticals is marketing AMITIZA® (lubiprostone) 24 mcg in the U.S. for
Chronic Idiopathic Constipation in adults and AMITIZA 8 mcg in the U.S. to treat Irritable Bowel
Syndrome with Constipation in adult women. Sucampo is also is developing the drug for additional
gastrointestinal disorders with large potential markets. In addition, Sucampo Pharmaceuticals has
a robust pipeline of compounds with the potential to target underserved diseases affecting millions
of patients worldwide. Sucampo Pharmaceuticals has two wholly owned subsidiaries: Sucampo Pharma
Europe, Ltd., headquartered in Oxford, UK, with a branch office in Basel, Switzerland, and Sucampo
Pharma, Ltd., located in Tokyo and Osaka, Japan. To learn more about Sucampo Pharmaceuticals and
its products, visit www.sucampo.com
AMITIZA® is a registered trademark of Sucampo Pharmaceuticals, Inc.
Forward-Looking Statements
Any statements in this press release about future expectations, plans and prospects for Sucampo
Pharmaceuticals are forward-looking statements made under the provisions of The Private Securities
Litigation Reform Act of 1995. Forward-looking statements may be identified by the words
“project,” “believe,” “anticipate,” “plan,” “expect,” “estimate,” “intend,” “should,” “would,”
“could,” “will,” ”may” or other similar expressions. Actual results may differ materially from
those indicated by such forward-looking statements as a result of various important factors
described in Sucampo Pharmaceuticals’
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filings with the Securities and Exchange Commission (SEC),
including the annual report on Form 10-K for the year ended December 31, 2007 and other periodic
reports filed with the SEC. Any forward-looking statements in this press release represent Sucampo
Pharmaceuticals’ views only as of the date of this release and should not be relied upon as
representing its views as of any subsequent date. Sucampo Pharmaceuticals anticipates that
subsequent events and developments will cause its views to change. However, while Sucampo
Pharmaceuticals may elect to update these forward-looking statements publicly at some point in the
future, Sucampo Pharmaceuticals specifically disclaims any obligation to do so, whether as a result
of new information, future events or otherwise.
Footnote:
1. Source: Verispan Spring 2007 Nursing Home Provider Survey.
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