UNILIFE CORPORATION (NASDAQ:UNIS) Files An 8-K Bankruptcy or Receivership

UNILIFE CORPORATION (NASDAQ:UNIS) Files An 8-K Bankruptcy or Receivership

Item 1.03. Bankruptcy or Receivership.

Filing for Creditor Protection

On April 12, 2017 (the Petition Date), Unilife Corporation
(Unilife) and its U.S. subsidiaries (together with Unilife, the
Debtors) filed voluntary petitions in the United States
Bankruptcy Court for the District of Delaware (the Court) for
relief under Chapter 11 (Chapter 11) of the United States
Bankruptcy Code, as amended (the Bankruptcy Code). The Debtors
have requested that the Chapter 11 cases be jointly administered
under the caption In re: Unilife Corporation, et al. (the Chapter
11 Cases).The Debtors continue to operate their business as
debtors-in-possession under the jurisdiction of the Court and in
accordance with the applicable provisions of the Bankruptcy Code
and orders of the Court. Unilife and its subsidiaries are
referred to herein as the Company.

The Debtors intend to promptly seek the necessary relief from the
Court to insure a smooth transition into Chapter 11 and to
continue operating their businesses in the ordinary course under
the jurisdiction of the Court and in accordance with the
applicable provisions of the Bankruptcy Code and orders of the
Court.

Restructuring and Section 363 Sale Process

The Debtors will pursue a competitive process to bidding
procedures to be approved by the Court, seeking qualified bids
for a sale at auction of all or substantially all of the Debtors
assets to Section 363 of the Bankruptcy Code (the Sale) while at
the same time leaving open and pursuing the option of a balance
sheet restructuring of their debt and equity.

Debtor-in-Possession Financing

The Debtors have reached agreement with ROS Acquisition Offshore
LP (ROS), an affiliate of OrbiMed Advisors, on a term sheet to
which ROS would provide a debtor-in-possession financing facility
(the DIP Facility) to provide liquidity and to support the
Debtors continued operations during the pendency of the Chapter
11 Cases.The effectiveness of the DIP Facility is subject to the
entry and effectiveness of an order of the Court approving the
DIP Facility and certain customary conditions precedent (the
Conditions) including, without limitation, the execution of
customary definitive documentation and delivery of closing
documents, and ROS satisfaction with, in its sole and absolute
discretion, the DIP Facility, any DIP loan documents and the
transactions contemplated thereby.

As contemplated by the term sheet, the DIP Facility is a senior
secured priming superpriority debtor-in-possession credit
facility in a maximum principal amount of $7.5 million (the Total
Commitment) consisting of:

Interest on the DIP Financing would be payable monthly in cash in
arrears at a rate of 10% per year, or at 13% per year following
termination of the DIP Facility or while any event of default
specified under the DIP Facility (Event of Default) has occurred
and is continuing.

As contemplated by the term sheet, the maturity date of the DIP
Facility is defined as the earliest of the following: (i) July
15, 2017, (ii) the date that is 35 days after the Petition Date
if the Courts final order approving the DIP Facility has not been
entered by such date, (iii) the closing date of the Sale, (iv)
the date of an acceleration of the Debtors DIP obligations due to
the occurrence of an Event of Default (subject to any right to
cure, if such Event of Default provides for a cure period and is
capable of cure), (v) the date of the appointment of a Chapter 11
trustee or an examiner with expanded powers in any of the Chapter
11 Cases, (vi) the date of the conversion of any of the Chapter
11 Cases to a case under Chapter 7 of the Bankruptcy Code, (vii)
the date of the dismissal of any of the Chapter 11 Cases, (viii)
the effective date of any Debtors plan of reorganization in the
Chapter 11 Cases that has been confirmed by an order of the
Court, and (ix) the date of the repayment in full of the DIP
Facility and the termination of the commitments thereunder.

Subject to limited exceptions, the Debtors obligations under the
DIP Facility are expected to be secured by all pre-petition and
post-petition assets of the Debtors and are guaranteed by
Unilifes Australian subsidiaries.

Unilife anticipates that it will file with the Securities and
Exchange Commission any term sheet executed by the Debtors
relating to the DIP Facility following the receipt of interim
approval of such term sheet by the Court and satisfaction of the
Conditions.

Item 2.04.Triggering Events That Accelerate or Increase a Direct
Financial Obligation or an Obligation under an Off-Balance Sheet
Arrangement.

The disclosure under Item 1.03 of this Current Report is
incorporated herein by reference.

The Chapter 11 Filings constituted an event of default under the
Credit Agreement dated March 12, 2014 (as amended from time to
time, the Credit Agreement) by and between Unilife Medical
Solution, Inc. (the Borrower), a wholly owned subsidiary of
Unilife, and ROS.In addition, the Borrowers failure, as of April
7, 2017, to maintain at least $3,000,000 of unrestricted cash and
cash equivalents constituted an event of default under the Credit
Agreement.Under the terms of the Credit Agreement, upon the
Chapter 11 Filings, the

outstanding principal and accrued and unpaid interest to date, in
the aggregate amount of approximately $86.7 million became
immediately due and payable.

The Chapter 11 Filings also constituted an event of default under
each of the 6% Senior Secured Convertible Notes that Unilife
issued to Amgen, Inc. (Amgen) on February 22, 2016, October 24,
2016, and December 20, 2016 (collectively, the Notes) in an
aggregate amount of $45.6 million.Under the terms of the Notes,
upon the Chapter 11 Filings, the outstanding principal and
accrued and unpaid interest to date, in the aggregate amount of
approximately $45.7 million became immediately due and payable.

These events of default could also result in ROS or Amgen or
Unilifes other secured lenders enforcing their security interests
in assets of Unilife and/or its U.S. and Australian subsidiaries,
as applicable, and taking other actions against such entities.

Under the Bankruptcy Code, any remedies that may exist related to
the events of default described above are stayed, under Section
362 of the Bankruptcy Code.

Item 7.01 Regulation FD Disclosure.

Additional information on the Chapter 11 Cases, including access
to documents filed with the Court and other general information
about the Chapter 11 Cases, is available at:
http://www.omnimgt.com/unilife.

The information in Item 7.01 of this Form 8-K is being furnished
and shall not be deemed filed for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the ExchangeAct), or
otherwise subject to the liabilities of such section.The
information in Item 7.01 of this Form 8-K shall not be
incorporated by reference into any filing under the Securities
Act of 1933, as amended, or the Exchange Act, regardless of any
incorporation by reference language in any such filing.

Item 8.01 Other Events.

On April 12, 2017, Unilife issued a press release announcing the
Chapter 11 Cases and the DIP Facility.A copy of the press release
is attached hereto as Exhibit 99.1 and is incorporated herein by
reference.

Item 9.01Financial Statements and Exhibits.

(d)Exhibits.

Exhibit No.

99.1Press Release, dated April 12, 2017.

Forward-Looking Statements

This report contains forward-looking statements. All statements
that address operating performance, events or developments that
the Company expects or anticipates may or will occur in the
future are forward-looking statements. These forward-looking
statements are based on managements beliefs and assumptions and
on information currently available to the Companys management.
The Companys management believes that these forward-looking
statements are reasonable as and when made. However, you should
not place undue reliance on any such forward-looking statements
because such statements speak only as of the date when made. The
Company does not undertake any obligation to publicly update or
revise any forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by
law. In addition, forward-looking statements are subject to
certain risks and uncertainties that could cause actual results,
events and developments to differ materially from the Companys
historical experience and the Companys present expectations or
projections. These risks and uncertainties include, but are not
limited to, those described in Item 1A. Risk Factors and
elsewhere in the Companys Annual Report on Form 10-K, those
described from time to time in other reports which the Company
files with the U.S. Securities and Exchange Commission, and other
risks and uncertainties, including that the term sheet may not be
approved by the Court or may not be approved on terms
substantially consistent with those contemplated herein; that the
Conditions may not be satisfied; that the DIP Financing may be
inadequate; that the Company may be unable to enter into
definitive documentation with respect to the DIP Facility; the
Companys ability to obtain Court approval with respect to motions
and actions in connection with a plan of reorganization in the
Chapter 11 Cases; the Companys ability to operate its business
during the pendency of the Chapter 11 Cases; the effects of the
filing of the Chapter 11 Case on the Companys business operations
and the upon the interests of various creditors and stockholders;
the length of time the Company will operate as a debtor in
possession in the Chapter 11 Cases; risks associated with motions
and other actions that third parties may take in the Chapter 11
Cases, which may interfere with the Companys ability to develop,
secure approval of, and consummate a plan of reorganization; and
the potential adverse effects of the Chapter 11 Cases on the
Companys financial condition, business operations, customers and
potential customers, employees, liquidity, and results of
operations.

About UNILIFE CORPORATION (NASDAQ:UNIS)
Unilife Corporation is engaged in the designing, development and manufacturing of injectable drug delivery systems. The Company has a portfolio of product platforms, including pre-filled syringes, disposable and reusable auto-injectors, drug reconstitution delivery systems, ocular delivery systems, and other systems for the targeted delivery of injectable therapies. The majority of its products are designed for sale directly to pharmaceutical and biotechnology companies supplying them as drug-device combination products, pre-filled and ready for administration by end-users, such as health-care providers or patients. Its other products, such as reusable auto-injectors and certain systems for targeted drug delivery are designed either to be sold to pharmaceutical or biotechnology companies for use as combination products or to be sold directly to a health care provider or end user without having the device pre-filled by a pharmaceutical company. UNILIFE CORPORATION (NASDAQ:UNIS) Recent Trading Information
UNILIFE CORPORATION (NASDAQ:UNIS) closed its last trading session down -0.083 at 0.150 with 727,077 shares trading hands.