UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549



FORM 8-K/A

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  March 13, 2013

Sucampo Pharmaceuticals, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware

001-33609

30-0520478

(State or Other Juris-

diction 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))


Introductory Note

This Form 8-K/A is being filed solely to clarify and make clear that the Form 8-K filed on March 13, 2013 with the Securities and Exchange Commission (the “Form 8-K”) in (A) Item 2.02 incorporated therein by reference Exhibit 99.1 as well as the disclosure in Item 7 including Exhibits 99.2 and 99.3 which were incorporated therein by reference and (B) Item 7 incorporated therein by reference Exhibits 99.2 and 99.3.

Item 2.02  Results of Operations and Financial Condition

On March 13, 2013, Sucampo Pharmaceuticals, Inc. (“the Company”) announced its consolidated financial results for the fourth quarter and year ended December 31, 2012. The full text of the press release issued in connection with the announcement was furnished as Exhibit 99.1 to the Current Report on Form 8-K and is incorporated herein by reference. The slides from the presentation and the transcript of the webcast attached as Exhibits 99.2 and 99.3 to the Form 8-K as well as the disclosure under Item 7 are incorporated herein by reference.

The information in this Form 8-K/A shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (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 (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 7.01. Regulation FD Disclosure.

On March 13, 2013, the Company hosted a conference call with investors to discuss the Company's financial and operating results for the fourth quarter and fiscal year 2012 ended December 31, 2012. The conference call including slides were made available to the public via conference call and webcast. The slides from the presentation were furnished as Exhibit 99.2 and the transcript was furnished as Exhibit 99.3 to the Form 8-K and are both incorporated herein by reference.

The information in this Item 7.01 and Exhibits 99.2 and 99.3 to this Form 8-K/A 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.


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: March 18, 2013 By:  

/s/ Thomas J. Knapp

 

Name:

Thomas J. Knapp

 

Title:

EVP, Chief Legal Officer and Corporate Secretary