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

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of ~~The~~the Securities Exchange Act of 1934

Date of Report: ~~(Date~~May ~~of earliest event reported) March 14~~12, 2023

~~ALLIED~~Date ~~HEALTHCARE PRODUCTS, INC. (Exact name~~ of ~~Company~~earliest asevent ~~specified~~reported: inMay ~~its~~7, ~~charter)~~2023

Delaware	0-19266	25-1370721
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

ALLIED HEALTHCARE PRODUCTS, INC.

(Exact name of registrant as specified in its charter)

Delaware	0-19266	25-1370721
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1720 Sublette Avenue, St. Louis, Missouri
(Address of principal executive offices)

63110
(Zip Code)

~~Company~~Registrant’s telephone number, including area code: (314) 771-2400 ~~Not applicable~~ (Former ~~name~~Name or ~~former~~Former ~~address~~Address, if ~~changed~~Changed ~~since~~Since ~~last~~Last ~~report~~Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the ~~Company~~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))

Indicate by check mark whether the Company is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging Growth Company ¨

If an emerging growth company, indicate by check mark if the Company has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol	Name of Each Exchange on Which Registered
Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common Stock, $.01	AHPI	The NASDAQ Stock Market, LLC
Common Stock, $.01 per share	AHPIQ	OTC

~~Item~~Indicate 1by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.01405 ~~Entry~~of ~~into~~this achapter) ~~Material~~or ~~Definitive~~Rule ~~Agreement~~12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

OnEmerging ~~March~~growth 14, 2023, Summit Financial Resources, LLC (“Summit”) sold and assigned its interest in the existing Loan and Security Agreement, dated February 27, 2017, by and between Summit and Allied Healthcare Products, Inc. (the “Company”) as previously amended (the “Credit Agreement”) to Sterling Commercial Credit, LLC (“Sterling”). Simultaneously with the assignment of the Credit Agreement from Summit to Sterling, the Company entered into a 9th Amendment to the Credit Agreement with Sterling. The 9th Amendment amends the Credit Agreement as follows:company ¨

-If ~~The~~an ~~maximum~~emerging ~~availability~~growth ~~under~~company, ~~the~~indicate ~~Credit~~by check ~~Agreement~~mark if the registrant has ~~been~~elected ~~increased~~not to ~~$2,500,000.00~~use ~~and~~ the ~~Company~~extended ~~may~~transition ~~now~~period ~~include~~for ~~inventory~~complying inwith any new or revised financial accounting standards provided pursuant to Section 13(a) of the ~~borrowing~~Exchange ~~base;~~Act. ¨

-Item ~~The interest rate on outstanding amounts was amended to 6~~1.5%01. ~~over~~Entry ~~the~~into ~~prime~~a ~~rate,~~Material asDefinitive ~~defined in the Credit~~ Agreement;.

-On ~~The~~May ~~accounts~~7, ~~receivable~~2023, ~~administration~~Allied Healthcare ~~fee~~Products, ~~was~~Inc. ~~amended~~(the “Company”) entered into a stalking horse asset purchase agreement (the “STL Purchase Agreement”) with Allied Medical, LLC (“Purchaser”), for the sale of certain assets related to 0the Company’s business operated at the Company’s St.~~6%;~~ Louis Facility (the “STL Assets”) to Purchaser as described in the STL Purchase Agreement (the “STL Sale”), and a stalking horse asset purchase agreement (the “NY Purchase Agreement”) with Purchaser, for the sale of certain assets related to the Company’s business operated at the Company’s New York Facility (the “NY Assets”) to Purchaser as described in the NY Purchase Agreement (the “NY Sale”). As disclosed in Item 1.03 below, the Company has filed a voluntary petition for relief under Chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the Eastern District of Missouri (the “Bankruptcy Court”) on May 8, 2023.

Each of the proposed STL Sale and the proposed NY Sale will be conducted through a Bankruptcy Court-supervised ~~The~~process ~~maturity~~pursuant ~~date~~to Bankruptcy Court-approved bidding procedures, and is subject to the receipt of higher or better offers from competing bidders at an auction, approval of the ~~Credit~~sale by ~~Agreement~~the ~~was~~Bankruptcy ~~extended~~Court, toand ~~September~~the 9satisfaction of certain conditions. As the stalking horse bidder, ~~2023;~~the Purchaser’s offer to purchase the Purchased Assets and assume the Assumed Liabilities with respect to each of the STL Sale (as illustrated by the terms and conditions of the STL Purchase Agreement) and the NY Sale (as illustrated by the terms and conditions of the NY Purchase Agreement) would be the standard against which any other qualifying bids would be evaluated.

-Pursuant ~~The~~to ~~Company~~the ~~paid~~terms and asubject ~~fee~~to ~~associated~~the ~~with~~conditions of the ~~9th~~STL ~~Amendments~~Purchase Agreement, and subject to section 363(k) of the Bankruptcy Code, the STL Purchase Agreement provides for consideration that consists of (a) $504,500,000, plus (b) the sum of any overbid amounts (net of the amount of certain Purchaser’s reimbursable expenses, less payment of the Company’s reimbursable expenses) as described in the STL Purchase Agreement, plus (c) an amount equal to 95% of the aggregate total of the Company’s Receivables (as defined in the STL Purchase Agreement) less the Zero Rated Receivables (as defined in the STL Purchase Agreement), minus (d) Customer Credits (as defined in the STL Purchase Agreement) as of the Closing (as defined below), and plus (e) the potential assumption of certain liabilities.

AsPursuant ~~part~~to the terms and subject to the conditions of the ~~9th~~NY ~~Amendment~~Purchase Agreement, and subject to section 363(k) of the ~~Company~~Bankruptcy ~~acknowledged~~Code, the NY Purchase Agreement provides for consideration that consists of (a) $3,150,000, plus (b) the sum of any overbid amounts (net of the amount of the certain ~~defaults~~Purchaser’s ~~existed~~reimbursable ~~under~~expenses, less payment of the ~~Credit~~Company’s reimbursable expenses) as described in the NY Purchase Agreement, plus ~~due~~(c) an amount equal to 95% of the ~~following~~aggregate ~~events~~total of the Company’s Receivables (as defined in the NY Purchase Agreement) less the Zero Rated Receivables (as defined in the NY Purchase Agreement), minus (d) Customer Credits (as defined in the NY Purchase Agreement) as of the Closing, and ~~circumstances:~~plus (e) the potential assumption of certain liabilities.

-Each ~~The~~of ~~occurrence~~the STL Purchase Agreement and the NY Purchase Agreement contains certain customary representations and warranties made by each party, which are qualified by confidential disclosures provided to the Purchaser in connection with each of athe ~~material~~STL ~~adverse~~Purchase ~~effect~~Agreement ~~under~~and the ~~Credit~~NY Purchase Agreement, respectively. ~~due~~The toCompany and the ~~Company’s~~Purchaser ~~notice~~have agreed to ~~employees~~various ~~pursuant~~customary covenants, including, among others, covenants regarding the conduct of the Sellers’ business prior to the ~~Worker~~consummation ~~Adjustment~~of ~~and~~each ~~Retraining~~of ~~Notification~~the ~~Act~~STL onSale ~~December~~and ~~19,~~the ~~2022,~~NY Sale (the “Closing”).

-Each ~~The~~of ~~resignations~~the STL Purchase Agreement and the NY Purchase Agreement provides the Purchaser with certain bid protections that remain subject to the approval of the Bankruptcy Court. In particular, if the STL Purchase Agreement is terminated for certain reasons, including if the Company’s ~~President~~enters ~~and~~into a ~~Chief~~definitive ~~Executive~~agreement ~~Officer~~with respect to, ~~Joe~~or ~~Ondrus~~consummates, ~~and~~an ~~Vice~~Alternative ~~President~~Transaction -(as ~~Operations~~defined in each of the STL Purchase Agreement), or ~~Kevin~~if ~~Kroupa~~the ~~which~~Bankruptcy ~~caused~~Court enters an order approving an Alternative Transaction, the Company may be required to reimburse the Purchaser for certain of its reasonable expenses up to 3.5% of the Aggregate Purchase Price (as defined in the STL Purchase Agreement). In addition, if the NY Purchase Agreement is terminated for certain reasons, including if the Company enters into a ~~change~~definitive agreement with respect to, or consummates, an Alternative Transaction (as defined in the NY Purchase Agreement), or if the Bankruptcy Court enters an order approving an Alternative Transaction, the Company may be required to reimburse Purchaser for certain of ~~control~~its ~~under~~reasonable expenses up to 3.5% of the Aggregate ~~Credit~~Purchase Price (as defined in the NY Purchase Agreement;).

- The ~~Company’s~~Purchaser ~~failure,~~will make onan orearnest ~~prior~~money todeposit ~~February~~of 19$450,000 ~~2023~~in toconnection ~~comply~~ with the ~~following~~STL ~~covenants~~Sale, ~~that~~which ~~were~~will ~~part~~be ofheld ~~the~~in ~~Sixth~~escrow ~~Amendment~~by toMorris ~~Loan~~Anderson ~~and~~& ~~Security~~Associates, Ltd. ~~Agreement~~(“Escrow ~~which~~Agent”). ~~was~~The ~~executed~~Purchaser onwill ~~January~~make ~~30,~~an ~~2023:~~earnest ~~(a)~~money ~~enter~~deposit ~~into~~of an$315,000 ~~agreement~~in connection with athe ~~stalking~~NY ~~horse~~Sale, ~~bidder~~which will ~~for~~be ~~the~~held ~~sale~~in ofescrow by the ~~Company’s~~Escrow ~~business;~~Agent. ~~(b)~~In ~~enter~~addition, ~~into~~Flexicare anMedical ~~agreement~~Asia ~~for~~Limited an(“Guarantor”) ~~alternative~~has ~~restructuring~~guaranteed ~~transaction in regards to~~ the ~~Company’s~~due and ~~business~~punctual ~~and/or~~performance ~~assets;~~of orall ~~(c)~~obligations, ~~engage~~covenants anand ~~auctioneer~~agreements toof ~~facilitate~~Purchaser ~~the~~under ~~sale~~each of the ~~Company’s~~STL ~~machinery,~~Purchase ~~equipment,~~Agreement and ~~Inventory,~~the ~~and~~NY Purchase Agreement.

- The ~~Company’s~~Closing ~~failure~~of the proposed STL Sale is scheduled to ~~provide~~be ~~notice~~held on the date of ~~its~~the ~~receipt~~satisfaction or waiver of ~~certain~~the ~~payments~~conditions onset ~~accounts~~forth ~~and~~in ~~deliver~~the ~~over~~STL ~~such~~Purchase ~~receipts~~Agreement. The ~~pursuant~~Closing of the proposed NY Sale is scheduled to be held on the ~~Credit~~date of the satisfaction or waiver of the conditions set forth in the NY Purchase Agreement.

~~Pursuant~~The toforegoing description of the ~~9th~~STL ~~Amendment,~~Purchase ~~Sterling~~Agreement ~~granted~~is ~~forbearance with~~qualified ~~respect~~in its entirety by reference to the ~~above~~full ~~events~~text of ~~default~~the ~~until~~STL ~~the~~Purchase ~~earlier~~Agreement, toa ~~occur~~copy of ~~March~~which is ~~27,~~attached ~~2023,~~hereto oras ~~the~~Exhibit ~~occurrence~~10.1 ofand ~~any~~incorporated ~~new~~herein ~~event~~in ofits ~~default under~~entirety ~~the~~by ~~Credit Agreement~~reference. AsThe ~~a result~~representations, ~~the~~warranties ~~loan~~and ~~has~~covenants contained ~~not~~in ~~been~~the ~~accelerated~~STL ~~and~~Purchase ~~the~~Agreement ~~Company~~were ~~remains~~made ~~able~~only tofor ~~borrow~~purposes ~~under~~of the ~~Credit~~STL Purchase Agreement~~. At~~ ~~the~~and ~~time~~as of specific dates, were solely for the ~~execution~~benefit of the ~~9th~~parties ~~Amendment~~to ~~there~~the ~~was~~STL $1Purchase Agreement,~~840.40~~ ~~outstanding~~and ~~under~~may be subject to limitations agreed upon by the ~~Credit~~contracting ~~Agreement~~parties.

The foregoing ~~summary~~ description of the ~~9th~~NY ~~Amendment~~Purchase Agreement is qualified in its entirety by reference to the ~~Ninth~~full ~~Amendment~~text toof ~~Loan~~the ~~and~~NY ~~Security~~Purchase Agreement, a copy of which is ~~filed~~attached ~~herewith~~hereto as Exhibit 9910.1, 2 and incorporated herein in its entirety by reference. ~~herein~~The representations, warranties and covenants contained in the NY Purchase Agreement were made only for purposes of the NY Purchase Agreement and as of specific dates, were solely for the benefit of the parties to the NY Purchase Agreement, and may be subject to limitations agreed upon by the contracting parties.

The information set forth under Item 21.0403 ~~Triggering~~of ~~Events~~this ~~That~~Current ~~Accelerate~~Report oron ~~Increase~~Form 8-K regarding the DIP Credit Agreement (as defined below) is incorporated herein by reference. The description of the DIP Credit Agreement set forth below is qualified in its entirety by reference to the full text of the DIP Credit Agreement, a ~~Direct~~copy ~~Financial~~of ~~Obligation~~which oris anattached ~~Obligation~~hereto ~~under~~as anExhibit ~~Off-Balance~~10.3 ~~Sheet~~and ~~Arrangement~~incorporated herein in its entirety by reference. The representations, warranties and covenants contained in the DIP Credit Agreement were made only for purposes of the DIP Credit Agreement and as of specific dates, were solely for the benefit of the parties to the DIP Credit Agreement, and may be subject to limitations agreed upon by the contracting parties.

~~The disclosures in~~ Item 1.0103 ~~above~~Bankruptcy ~~are~~or ~~incorporated in this Item 2~~Receivership.~~04 by reference.~~

~~Item~~Voluntary ~~2.05~~Petition ~~Costs~~for ~~Associated with Exit or Disposal Activities~~Bankruptcy

AsOn ~~previously~~May ~~reported~~8, on2023 ~~December~~(the “Petition 19Date”), ~~2022,~~ the ~~Board~~Company offiled ~~Directors~~a ofvoluntary ~~Allied~~petition ~~Healthcare~~(Case ~~Products, Inc~~No. 23-41607) (the “~~Company~~Chapter 11 Case”) ~~approved~~for arelief under ~~reduction~~Chapter in11 ~~force~~of ~~that~~title ~~will~~11 ~~impact employees~~ of ~~its~~the ~~St.~~United ~~Louis,~~States ~~Missouri~~Code ~~manufacturing~~(the ~~facilities~~“Bankruptcy ~~and~~Code”) ~~certain~~in ~~employees~~the ofUnited ~~its~~States ~~administrative~~Bankruptcy ~~offices.~~Court ~~Affected~~for ~~employees~~the ~~have~~Eastern ~~been~~District ~~provided~~of ~~pre-termination~~Missouri ~~notices~~(the as“Bankruptcy ~~required~~Court”). byAs ~~the~~disclosed ~~federal~~above ~~Worker~~in ~~Adjustment~~Item ~~and~~1.01, ~~Retraining~~on ~~Notification~~May ~~(“WARN”)~~7, 2023, the Company entered ~~Act~~the ~~and~~STL ~~applicable~~Purchase ~~state~~Agreement ~~laws.~~and ~~The~~the ~~reduction~~NY inPurchase ~~force~~Agreement ~~was~~with ~~adopted~~Purchaser infor ~~response~~the tosale of the ~~Company’s~~STL ~~ongoing~~Assets ~~losses~~and ~~from~~NY ~~operations~~Assets, respectively. AtEach ~~the time~~ of the ~~notice,~~proposed ~~the~~STL ~~reduction~~Sale inand ~~force~~the ~~was~~proposed ~~expected~~NY toSale ~~result~~will inbe ~~the~~conducted ~~termination~~through ofa ~~substantially~~Bankruptcy ~~all~~Court-supervised ofprocess ~~the~~pursuant ~~Company’s~~to ~~union~~Bankruptcy ~~employees~~Court-approved bidding procedures, ~~which~~and ~~would~~is ~~have~~subject ~~triggered~~to ~~withdrawal~~the ~~liabilities~~receipt ~~owed~~of tohigher ~~certain~~or ~~multiemployer~~better ~~pension~~offers ~~plans~~from ~~which~~competing ~~were~~bidders ~~most~~at ~~recently~~an ~~estimated~~auction, approval of the sale by ~~such~~the ~~pension~~Bankruptcy ~~plans~~Court, toand bethe ~~$17.5~~satisfaction ~~million~~of certain conditions.

OnThe ~~March~~Company ~~16,~~continues to ~~2023,~~operate ~~the~~its ~~Company~~business ~~announced~~as ~~that its~~a ~~restructuring~~“debtor-in-possession” ~~efforts~~under ~~have~~the ~~resulted~~jurisdiction inof the ~~retention~~Bankruptcy ofCourt 72and ~~employees~~in ataccordance ~~its~~with the ~~St.~~applicable ~~Louis~~provisions ~~headquarters~~of ~~location,~~the ~~including~~Bankruptcy 37Code ~~union~~and ~~production employees~~orders of the Bankruptcy Court. The Company ishas insought ~~ongoing~~approval ~~discussions~~of ~~with~~a ~~the~~variety ~~multiemployer~~of ~~pension~~“first day” ~~plans~~motions ~~regarding~~containing customary relief intended to enable the ~~status~~Debtor ofto ~~its~~continue ~~withdrawal~~ordinary ~~liability,~~course operations during the Chapter ~~however~~11 itCase. isIn addition, the Company’s ~~position~~filed ~~that~~with the ~~retention~~Bankruptcy Court a motion seeking approval (“Interim DIP Order”) of ~~the~~debtor-in-possession financing ~~union~~(“DIP ~~employees~~Financing”) ~~means~~in ~~such~~the ~~withdrawal~~form ~~liability~~of ~~has~~the ~~not~~DIP ~~been~~Credit ~~triggered at~~Agreement ~~this~~(as ~~time~~defined and described below).

~~Item~~The ~~2.06~~Company ~~Material~~cannot give ~~Impairments~~any assurance that holders of the Company’s common stock will receive any payment or other distribution on account of those shares following the Chapter 11 Case.

~~The~~DIP ~~disclosures~~Credit ~~in Item 2.05 above are incorporated in this Item 2.06 by reference.~~Agreement

~~Item~~Subject 8to the approval of the Bankruptcy Court following the entry of the Interim DIP Order, the Company and Sterling Commercial Credit, LLC (the “DIP Lender”) have agreed to enter into a senior secured super-priority debtor-in-possession term loan credit facility in a maximum loan amount of $4,000,000 subject to the terms and conditions set forth therein (the “DIP Credit Agreement”).01 ~~Other~~The ~~Events~~Bankruptcy Court approved the DIP Credit Agreement on an interim basis, with a final hearing scheduled for June 1, 2023. Pursuant to the DIP Credit Agreement, the DIP Lender is providing a senior secured super-priority debtor-in-possession term loan facility (the “DIP Facility”), consisting of (1) a new money single draw term loan facility in the amount of approximately $2,700,000, and (2) a roll-up of obligations under the existing prepetition credit agreement between the Company and the DIP Lender in the amount of approximately $1,300,000 together with a revolving line of credit up to the maximum loan amount, subject to the terms of the DIP Credit Agreement and Interim DIP Order. The DIP Credit Agreement has various customary covenants, as well as covenants mandating compliance by the Company with a 13-week budget, variance testing and reporting requirements, among others. The proceeds of all or a portion of the proposed DIP Credit Agreements may be used for, among other things, post-petition working capital for the Company and its subsidiaries, payment of costs to administer the Chapter 11 Case, payment of expenses and fees of the transactions contemplated by the Chapter 11 Case, payment of court-approved adequate protection obligations under the DIP Credit Agreement, and payment of other costs, in each case, subject to an approved budget and such other purposes permitted under the DIP Credit Agreement and the Interim DIP Order or any other order of the Bankruptcy Court.

AThe ~~copy~~DIP ofCredit Agreement has been approved on an interim basis and is subject to final approval by the ~~Company’s~~Bankruptcy ~~press~~Court. ~~release~~On ~~discussing~~ May 9, 2023, the ~~recent~~Company ~~results~~received interim approval of ~~its~~the ~~restructuring~~DIP ~~efforts~~Facility isand ~~filed~~availability ~~herewith~~of asthe ~~Exhibit~~DIP 99Facility.2, ~~and~~A ~~incorporated~~final byhearing ~~reference~~to ~~herein~~approve the DIP Facility is currently set for June 1, 2023.

~~Item~~Additional ~~9.01~~information on ~~Financial~~the ~~Statements~~Chapter ~~and~~11 ~~Exhibits~~Case (including copies of all documents filed in the Chapter 11 Case) can be found at: https://cases.stretto.com/AlliedHPI

(Item 2.03. Creation of a) ~~Not~~Direct ~~applicable.~~Financial ~~(b)~~Obligation ~~Not~~or ~~applicable.~~an ~~(c)~~Obligation ~~Not~~under ~~applicable.~~an ~~(d)~~Off-Balance ~~Exhibits~~Sheet Arrangement of a Registrant.

	Exhibit Number	Description
	99.1	Ninth Amendment to Loan and Security Agreement, dated effective as of March 14, 2023, by and between Allied Healthcare Products, Inc. and Sterling Commercial Credit, LLC, successor in interest to Summit Financial Resources, LLC
	99.2	Press release of the Company, dated March 16, 2023
	104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

The information set forth under Item 1.03 of this Current Report on Form 8-K regarding the DIP Credit Agreement is incorporated herein by reference.

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

~~Pursuant~~Existing toCredit ~~the~~Agreement ~~requirements~~ Events of ~~the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.~~Default

	ALLIED HEALTHCARE PRODUCTS, INC.
Date: March 16, 2023	By:	/s/ Daniel C. Dunn
		Daniel C. Dunn
		Chief Financial Officer

The filing of the Chapter 11 Case constitutes an event of default under the Loan and Security Agreement, dated as of February 27, 2017 between the Company and the DIP Lender, as assignee of Summit Financial Resources, LLC (as amended April 16, 2018, April 24, 2019, December 18, 2020, October 7, 2021, June 13, 2022, January 30, 2023, February 19, 2023, March 8, 2023 and March 14, 2023 (amendment and forbearance) the “Existing Credit Agreement”). As of the Petition Date, the Company had an aggregate of approximately $1,300,000 in outstanding principal and interest under the Existing Credit Agreement, which has been rolled into the DIP Credit Agreement.

Default under Lease

The filing of the Chapter 11 Case constitutes an event of default that accelerated the Company’s obligations under the Commercial Lease dated as of June 21, 2022, between Fyler Storage Properties, LLC and the Company (the “Lease”). Monthly rent under the lease is $57,400, subject to an annual increase of 2% each Lease year as described in the Lease. As of the Petition Date, the Company was current on lease payments.

Pursuant to Section 362 of the Bankruptcy Code, the filing of the Chapter 11 Case automatically stayed most actions against the Company, including actions to collect indebtedness incurred prior to the Petition Date or to exercise control over the Company’s property. Subject to certain exceptions under the Bankruptcy Code, the filing of the Chapter 11 Case also automatically stayed the continuation of most legal proceedings or the filing of other actions against or on behalf of the Company or its property to recover on, collect or secure a claim arising prior to the Petition Date or to exercise control over property of the Company’s bankruptcy estate, unless and until the Bankruptcy Court modifies or lifts the automatic stay as to any such claim. Notwithstanding the general application of the automatic stay described above, governmental authorities may determine to continue actions brought under their police and regulatory powers.

Item 8.01.

Other Events.

On May 11, 2023, the Company issued a press release announcing the entry into the STL Purchase Agreement, the NY Purchase Agreement and the DIP Credit Agreement, and the filing of the Chapter 11 Case. The Company’s press release is attached hereto as Exhibit 99.1 and the information set forth therein is incorporated herein by reference and constitutes a part of this report.

Cautionary Statements Regarding Trading in the Company’s Securities

The Company cautions that trading in the Company’s common stock during the pendency of the Chapter 11 Case is highly speculative and poses substantial risks. Trading prices for the Company’s common stock may bear little or no relationship to the actual recovery, if any, by holders of the Company’s common stock in the Chapter 11 Case. Accordingly, the Company urges extreme caution with respect to existing and future investments in its common stock.

In accordance with a letter received by the Company from FINRA on May 8, 2023, a trading symbol of “AHPIQ” has been assigned to the Company’s common stock by FINRA’s Department of Market Operations.

Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other securities laws, about the Company that involve substantial risks and uncertainties. All statements other than statements of historical facts contained in this Current Report on Form 8-K are forward-looking statements. In some cases, you can identify forward-looking statements because they contain words such as “expect,” “may,” “will,” “could” or “believes” or the negative of these words or other similar terms or expressions. Forward-looking statements in this Current Report on Form 8-K include, but are not limited to, the Company’s ability to continue ordinary course operations during the Chapter 11 Case, the value of the Company’s common stock, the potential sale of substantially all of the assets of the Company and the ability of holders of the Company’s common stock to receive any payment or distribution. The forward-looking statements in this Current Report on Form 8-K are only predictions. The Company has based these forward-looking statements largely on its current expectations and projections about future events and financial trends that it believes may affect its business, financial condition and results of operations. Forward-looking statements involve known and unknown risks, uncertainties and other important factors that may cause its actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including the important factors discussed in the sections entitled “Risk Factors” of the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2022, and in the Company’s other filings with the Securities and Exchange Commission. The forward-looking statements in this Current Report on Form 8-K are based upon information available to the Company as of the date of this Current Report on Form 8-K, and while the Company believes such information forms a reasonable basis for such statements, such information may be limited or incomplete, and its statements should not be read to indicate that the Company has conducted an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain and investors are cautioned not to unduly rely upon these statements. Except as required by law, the Company assumes no obligation to update these forward-looking statements, or to update the reasons if actual results differ materially from those anticipated in the forward-looking statements.

Item 9.01.

Financial Statements and Exhibits.

(d)

Exhibits

	Exhibit No.		Description
	10.1		Asset Purchase Agreement dated as of May 7, 2023, between Allied Healthcare Products, Inc. and Allied Medical, LLC
	10.2		Asset Purchase Agreement dated as of May 7, 2023, between Allied Healthcare Products, Inc. and Allied Medical, LLC
	10.3		Debtor-In-Possession Loan Agreement, dated as of May 9, 2023, between Sterling Commercial Credit, LLC and Allied Healthcare Products, Inc.
	99.1		Press Release, dated May 11, 2023
	104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

	ALLIED HEALTHCARE PRODUCTS, INC.

Dated: May 12, 2023	By:	/s/ Daniel C. Dunn
		Daniel C. Dunn
		Chief Financial Officer

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