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): September 8, 2011
Sucampo Pharmaceuticals, Inc. |
(Exact Name of Registrant as Specified in Charter) |
Delaware |
001-33609 |
30-0520478 |
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
4520 East-West Highway, 3rd Floor Bethesda, Maryland |
20814 |
(Address of Principal Executive Offices) | (Zip Code) |
Registrant’s
telephone number, including area code: (301) 961-3400
(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):
⃞ 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 8.01. Other Events.
On September 8, 2011, the registrant’s Board of Directors authorized the repurchase of up to an aggregate of $2 million of its Class A common stock out of the $10 million previously approved by the Board in December 2008. The repurchase program is expected to continue through to the third quarter of 2012 unless extended or shortened.
Item 9.01 Financial Statements and Exhibits | ||
(d) | Exhibits | |
The following exhibit relating to Item 8.01 shall be deemed to be furnished, and not filed: | ||
99.1 Press Release issued by the registrant on September 8, 2011. |
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.
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SUCAMPO PHARMACEUTICALS, INC. |
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Date: | September 8, 2011 | By: |
/s/ THOMAS J. KNAPP |
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Name: |
Thomas J. Knapp |
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Title: |
Sr. VP, General Counsel & Corporate Secretary |
EXHIBIT INDEX
Exhibit No. |
Description |
99.1 |
Press release issued by the registrant on September 8, 2011 |
Exhibit 99.1
Sucampo Announces Stock Repurchase Program
BETHESDA, Md.--(BUSINESS WIRE)--September 8, 2011--Sucampo Pharmaceuticals, Inc. (NASDAQ: SCMP), an international pharmaceutical company, today announced that its Board of Directors has approved the repurchase of up to an aggregate of $2,000,000 of its Class A common stock out of the $10,000,000 authorized by the Board on December 9, 2008. At that time, the Board authorized a stock repurchase program in which the Company may use up to $10,000,000 to purchase shares of its Class A common stock.
The repurchases will be made from time to time on the open market at the prevailing market prices or in negotiated transactions off the market. The repurchase program is expected to continue through to the third quarter of 2012 unless extended or shortened by the Board of Directors.
About Sucampo Pharmaceuticals
Sucampo Pharmaceuticals, Inc., an international pharmaceutical company based in Bethesda, Maryland, is focused on the discovery, development and commercialization of proprietary drugs based on prostones. The therapeutic potential of prostones which occur naturally in the human body as a result of enzymatic (15-PGDH) transformation of certain fatty acids was first identified by Dr. Ryuji Ueno, Sucampo’s Chairman and Chief Executive Officer. He founded Sucampo Pharmaceuticals in 1996 with Dr. Sachiko Kuno, founding Chief Executive Officer and currently Executive Advisor, International Business Development, and a member of the Board of Directors. For more information about Sucampo Pharmaceuticals, please visit www.sucampo.com.
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, including those described in Sucampo Pharmaceuticals’ filings with the Securities and Exchange Commission (SEC), including the annual report on Form 10-K for the year ended December 31, 2010, and other periodic reports filed with the SEC. Any forward-looking statements in this press release represent Sucampo’s 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 does not undertake any obligation to update any forward-looking statements contained in this release as a result of new information, future events or otherwise, except as required by law.
CONTACT:
Sucampo Pharmaceuticals, Inc.
Kate de Santis, 240-223-3834
kdesantis@sucampo.com