UNIFLEX INC
8-K, 1997-07-18
PLASTICS, FOIL & COATED PAPER BAGS
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                       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): JULY 16, 1997
                                                  ------------------------------
                                  UNIFLEX, INC.
- --------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)


     DELAWARE                    1-6339          11-2008652
- --------------------------------------------------------------------------------
(State or Other Jurisdiction    (Commission       (IRS Employer
   of Incorporation)            File Number)   Identification No.)

383 West John Street, Hicksville, New York      11802
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices)        (Zip Code)


Registrant's telephone number, including area code: (516) 932-2000
                                                    ----------------------------

                                       N/A
- --------------------------------------------------------------------------------
         (Former Name or Former Address, if Changed Since Last Report.)


<PAGE>

         Item 5.           OTHER EVENTS.

         On  July  16,  1997,  the  Registrant,  in  two  private  transactions,
repurchased an aggregate of 379,904  shares of its common stock,  $.10 par value
("Common Stock"),  for an aggregate  purchase price of $1,900,078.  In addition,
the Registrant  concurrently  repurchased  options to purchase  17,755 shares of
Common  Stock  (exercisable  at a price  of $.69  per  share)  for an  aggregate
purchase price of $76,228. Based on 4,306,768 shares of Common Stock outstanding
prior to the repurchases,  the repurchased shares represented approximately 8.8%
of the total number of shares of Common Stock then  outstanding.  For additional
information see the Registrant's  press release dated July 17, 1997 incorporated
herein by reference and filed as an exhibit to this report.


         Item 7.           FINANCIAL STATEMENTS AND EXHIBITS.

         (c)      Exhibit 20 - Press Release dated July 17, 1997.


                                       -2-

<PAGE>

                                    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.


                                        UNIFLEX, INC.



Dated: July 17, 1997                    By: /s/ Robert K. Semel
                                            --------------------------------
                                            Name:  Robert K. Semel
                                            Title: President


                                       -3-



                                                                      EXHIBIT 20

COMPANY:   ROBERT K. SEMEL
CONTACT:   (516) 997-7300

                        UNIFLEX REPURCHASES COMMON STOCK


HICKSVILLE,  NY,  JULY 17,  1997 -  Uniflex,  Inc.  (ASE:  UFX),  an  innovative
manufacturer  and  marketer  of  customized   packaging,   announced  today  the
repurchase  of an aggregate of 379,904  shares of its common stock at a discount
of 17 percent from recent market  prices.  294,904  shares were purchased from a
founding  shareholder  and former director and 85,000 shares were purchased from
Kurt  Vetter,  First Vice  President/Engineering  and a director.  In  addition,
options to purchase  17,755  shares of common  stock were  purchased at the same
discount  from  the  founding  shareholder  and  former  director.  Prior to the
repurchases, the Company had approximately 4.3 million shares outstanding.

         Commenting  on the  repurchases,  Robert K. Semel,  President and Chief
Operating Officer,  said, "The personal financial needs of these two individuals
required that they sell a large number of shares of common stock and the Company
was able to negotiate the  repurchases of such shares at a substantial  discount
to recent  market  prices.  The Board of Directors  determined  that the Company
should  take  advantage  of this one time  opportunity  which  is  accretive  to
earnings and an attractive investment opportunity for the Company."

         Uniflex  designs,  manufactures and markets a growing line of specialty
bags used for packaging, sales and advertising

                                       -4-

<PAGE>

promotions,  including  general retail.  Uniflex also  manufactures an expanding
line of  patented  medical  products  for use in  hospitals,  medical and dental
laboratories and emergency care centers and the  ULTRAVAULT(TM),  tamper evident
cash or document handling envelope.  Detailed information about Uniflex products
can  be   found   on  its   World   Wide   Web   page   on   the   Internet   at
http://www.UFline.com.

                                       -5-


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