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: July 13, 1995
UNIGENE LABORATORIES, INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware
----------------------------------------------
(State or other jurisdiction of incorporation)
0-16005 22-2328609
- ------------------------ ------------------------------------
(Commission File Number) (IRS Employer Identification Number)
110 Little Falls Road
Fairfield, New Jersey 07004
---------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
(201) 882-0860
----------------------------------------------------
(Registrant's telephone number, including area code)
<PAGE>
Item 5. Other Events.
On July 13, 1995, the Company completed the extension of the
maturity of a $2,000,000 short-term debt financing to September 8, 1995.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
10.20 Letter Agreement between the Company and The MicroCap
Fund, Inc. dated July 13, 1995.
SIGNATURES
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.
UNIGENE LABORATORIES, INC.
By /s/ Warren P. Levy
-----------------------
Warren P. Levy, Ph.D.
President
Date: July 27, 1995
EXHIBIT 10.20
<PAGE>
July 13, 1995
Mr. Warren Levy
Unigene Laboratories, Inc.
110 Little Falls Road
Fairfield, New Jersey 07004
Dear Warren:
The letter outlines the terms and conditions under which the MicroCap
Fund, Inc. (the "Fund"), would agree to extend the Maturity Date of its
$2,000,000 loan to Unigene Laboratories, Inc. ("Unigene"), which became due on
July 8, 1995, effective July 8, 1995. Capitalized terms used herein shall have
the same meaning as is set forth in the Securities Purchase Agreement dated May
8, 1995 between Unigene and the Fund.
The Maturity Date under the Note shall be September 8, 1995, at which
time the entire principal balance and all accrued interest shall be due and
payable. Interest shall accrue from July 8, 1995 to actual payment of the
principal balance at the rate of 24.5% per annum.
In consideration of the Fund's agreement to the foregoing extension,
Unigene shall:
(i) delivery a Warrant Certificate for 200,000 Warrants as
contemplated by the Warrant Agreement, except that the exercise price shall be
$1 3/8 per share (the "Exercise Price");
(ii) issue a Warrant Certificate for an additional 550,000
Warrants on the same terms and conditions as the Warrants described in clause
(i);
(iii) reprice the Initial Warrants to the Exercise Price;
(iv) promptly file a Registration Statement with the
Securities and Exchange Commission covering all of the Warrants described in
clauses (i), (ii) and (iii) and the Shares underlying the Warrants and shall use
its best efforts to cause such Registration Statement to become effective within
90 days from the date hereof and shall also qualify such Warrants and Shares in
such States as provided in paragraph 8.4 of the Warrant Agreement; and
(v) pay within 60 days the Fund's attorneys, Greenberger &
Forman, all fees and disbursements relating to Unigene incurred since the May 8,
1995 Closing of the Loan, which as of July 10, 1995 was less than $10,000.
All Warrants described in clauses (i), (ii) and (iii) shall provide for
a reset of the Exercise Price to Market Price (average closing bid price for
prior twenty trading days) 180 days from the date hereof if such Market Price is
less than the Exercise Price and shall provide for a "Cashless Exercise" at the
Holder's option payable in common stock of Unigene determined as follows: At the
time of exercise, the Fund shall be entitled to receive such number of shares of
common stock valued at Market Price on the date of exercise as equals the
product of (A) the number of Warrants exercised and (B) the difference between
the Market Price per share on the date of exercise and the Exercise Price per
Warrant.
While further documentation of our agreement may be required, the
foregoing is intended to be a binding agreement on each of the Fund and Unigene.
Please indicate Unigene's acceptance of the foregoing by signing below
and returning the letter to me.
Sincerely,
/s/ Joseph Lucchese
Joseph Lucchese
Senior Associate
Agreed and Accepted:
Unigene Laboratories, Inc.
By: /s/ Warren Levy
---------------------------
Warren Levy, President
