UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM SD
Specialized Disclosure Report
UNILIFE CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 001-34540 | 27-1049354 | ||
(State or other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
| 250 Cross Farm Lane, York, Pennsylvania | 17406 | |||
| (Address of Principal Executive Offices) | (Zip Code) | |||
Alan Shortall, Chairman & Chief Executive Officer – (717) 384-3400
(Name and telephone number, including area code, of the person to contact in connection with
This report)
Check the appropriate box to indicate the rule pursuant to which this form is being filed, and provide the period to which the information in this form applies:
| x | Rule 13p-1 under the Securities Exchange Act (17 CFR 240.13p-1) for the reporting period from January 1 to December 31, 2013. |
Section 1 – Conflict Mineral Disclosure
Item 1.01 Conflict Minerals Disclosure and Report
Introduction.
Unilife Corporation has implemented a conflict minerals program and incorporated it into our overall corporate compliance program. Throughout this report, “Unilife”, “we”, “us” or “our” means Unilife Corporation and its subsidiaries and their predecessors.
As part of that program, in May 2014 our Board of Directors formally adopted the following policy with respect to conflict minerals:
In August 2012, in an effort to reduce trade in certain minerals and metals that have been used to finance or benefit armed groups committing violent acts in the Democratic Republic of the Congo, the U.S. Securities & Exchange Commission (SEC) adopted a final rule requiring all publicly traded companies to disclose and report on the presence of specific “conflict minerals” in products they manufacture or contract to manufacture. (A copy of the rule can be found at http://www.gpo.gov/fdsys/pkg/FR-2012-09-12/pdf/2012-21153.pdf.) Under this rule, conflict minerals are defined as tantalum, tin, tungsten, and gold.
Unilife Corporation and its subsidiaries (“Unilife”) are committed to full compliance with the SEC’s Conflict Minerals rule and the ethical sourcing of all of our products. Our goal is to work within our suppliers to determine that all products we manufacture or contract to manufacture are “conflict free,” that is, that they either do not contain tin, tantalum, tungsten, or gold, or if they do, that these metals come from non-conflict sources, as identified in the SEC’s Conflict Minerals rule. While recognizing that the global supply chain tracing of these materials is complex, Unilife will continue to evaluate and improve its process for ensuring that its products are “conflict free.”
We conducted a review of the products we manufactured during 2013 for commercial sales to customers to determine whether any such products contain any conflict minerals.1 Unilife is a developer and manufacturer of injectable drug delivery systems. Our portfolio of proprietary technologies includes prefilled syringes with automatic needle retraction, drug reconstitution delivery systems, auto-injectors, wearable injectors, ocular delivery systems and novel systems. Each of these platforms can be customized to manufacture products to address specific customer, drug and patient requirements. Unilife purchases the materials and components for the products that we manufacture from third parties and does not control any mineral reserves. Thus, any conflict minerals that potentially could be present in any of our products that might be necessary for the functionality of such products would have originated solely from our purchases from such third parties.
As part of this review of purchases from third parties to determine the potential presence of conflict minerals, we:
| • | worked with technical personnel from each of our four business units to gather information necessary to determine whether any of our products potentially may contain conflict minerals; |
| • | examined records of purchases of materials and components used in the manufacture of our products during 2013, relying on data stored in our computerized purchasing management system; |
| • | obtained information from third party suppliers regarding whether the materials and components that we purchased from them for the manufacture of our products contained any conflict minerals; |
| • | to the extent that any such materials and components obtained from third party suppliers contained any conflict minerals, obtained from such third party supplier information regarding the country of origin for such conflict mineral; and |
| • | compiled the data into a master file so that we could examine each material we purchased in 2013 for metal content. |
Reasonable Country of Origin Inquiry
Based on an analysis of the information we gathered, we identified a component that we use in the manufacture of one of our products that contains one of the conflict minerals. Accordingly, we conducted a reasonable country of origin inquiry (RCOI), including obtaining written information from the third party suppliers on the country of origin of such component, which such suppliers have certified did not originate in the Democratic Republic of the Congo or an adjoining country.
| 1 | For purposes of this item,Conflict mineral means: |
Columbite-tantalite (coltan), cassiterite, gold, wolframite, or their derivatives, which are limited to tantalum, tin, tungsten and gold.
| Item 1.02 | Exhibit |
Not required.
Section 2 – Exhibits
| Item 2.01 | Exhibits |
None.
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.
| Unilife Corporation | ||||||
| Date: May 30, 2014 | By: | /s/ Alan Shortall | ||||
| Alan Shortall | ||||||
| Chief Executive Officer | ||||||
