-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Og266dP2krD/28oNJ0dqqlTZD15vvc4gHEEPYBGQiu05A03HU9mkHGhDo8tEvp/R SncLuYPVuS47g1xeGxlJiw== 0000910647-05-000236.txt : 20050812 0000910647-05-000236.hdr.sgml : 20050812 20050812090143 ACCESSION NUMBER: 0000910647-05-000236 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20050812 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050812 DATE AS OF CHANGE: 20050812 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IGI INC CENTRAL INDEX KEY: 0000352998 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 010355758 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08568 FILM NUMBER: 051019122 BUSINESS ADDRESS: STREET 1: WHEAT RD AND LINCOCN AVE STREET 2: P O BOX 687 CITY: BUENA STATE: NJ ZIP: 08310 BUSINESS PHONE: 6096971441 MAIL ADDRESS: STREET 1: WHEAT ROAD AND LINCOCN AVE STREET 2: P O BOX 687 CITY: BUENA STATE: NJ ZIP: 08310 FORMER COMPANY: FORMER CONFORMED NAME: IMMUNOGENETICS INC DATE OF NAME CHANGE: 19870814 8-K 1 igi-8k3.htm FORM 8-K FOR AUGUST 12, 2005

UNITED STATES

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): August 12, 2005

 

___________________________________________________________

 

IGI, INC.

(Exact Name of Registrant as Specified in Charter)

___________________________________________________________

 

Delaware

001-08568

01-0355758

(State or Other Jurisdiction

(Commission File Number)

(I.R.S. Employer

of Incorporation)

 

Identification Number)

 

105 Lincoln Avenue

Buena, New Jersey 08310

(Address of Principal Executive Offices) (Zip Code)

 

(856) 697-1441

(Registrant's Telephone Number, Including Area Code)

 

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

<PAGE>

Item 2.02.  Results of Operations and Financial Condition

 

      The information in this Current Report is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended.

 

      On August 12, 2005, IGI, Inc. (the "Company") issued a press release announcing the Company's earnings for the second quarter ended June 30, 2005. A copy of the press release is attached hereto as Exhibit 99.1.

 

Item 9.01.  Financial Statements and Exhibits.

 

      (c)   Exhibits

 

            99.1   IGI, Inc. Press Release dated August 12, 2005.

<PAGE>

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.

 

IGI, INC.

By:  /s/ Frank Gerardi


Frank Gerardi

Chairman & Chief Executive Officer

Date:   August 12, 2005

<PAGE>

EXHIBIT INDEX

 

Exhibit

 

Number

Description

   

99.1

IGI, Inc. Press Release dated August 12, 2005

<PAGE>

EX-99 2 igi8k399.htm EXHIBIT 99.1

News From

 

 

Buena, NJ 08310


Release Date: August 12, 2005

Exhibit 99.1

 

 

 

Contact:

Frank Gerardi

 

Chairman & Chief Executive Officer

 

IGI, Inc.

 

856-697-1441 ext. 102

 

www.askigi.com

 

IGI Announces Second Quarter Results

 

Buena, N.J. - August 12, 2005 - IGI, Inc. (AMEX: IG) announces today its second quarter financial and operational results.

 

Recent Developments:

 

-

As a result of our manufacturing service agreement signed earlier this quarter with Infusion Biotechnologies L.L.C., manufacturing has been initiated for the early 2006 launch to large department stores and specialty stores.

-

As a result of our manufacturing service agreement signed in July with Plastic Surgery Innovations, Inc., product development for the line is in the final stages for a fourth quarter launch.

-

Initiated manufacturing for Pierre Fabre's new Glytone Essentials product line to be distributed by dermatologists

-

Initiated clinical safety and efficacy studies for our patented Vitamin C Serum

-

Initiated development of a proprietary topical anesthesia for the skin

 

Second Quarter 2005 Financial Results

 

Product sales for the second quarter of 2005 were $593,000 and $1,098,000 for the six months ended June 30, 2005, which represented a decrease of $192,000 for the quarter and $542,000 for the six months ended, compared to the comparable period in 2004. Licensing and royalty income decreased $181,000 for the second quarter and $43,000 for the six months ended June 30, 2005, compared to June 30, 2004. This decrease in revenues is due to a royalty payment received in 2004 of $300,000 from Tarpan Therapeutics and the shift in revenues from Estee Lauder from product sales to royalty revenues. However, despite an overall decrease in revenues, there was an increase in product sales from several of our existing customers. Product sales to Genesis Pharmaceuticals, Chattem Inc., Interwood Marketing Group, and Estee Lauder contract manufacturing have all increased in 2005 compared to 2004.

 

Cost of sales increased by $18,000, or 5%, in the second quarter 2005 and $82,000, or 12%, for the six months ended June 30, 2005 compared to the comparable period in 2004. The increase in the cost of sales is a result of products being sold with a lower gross margin and a $34,000 expense related to the metal finishing line that was also included for this quarter.

 

Selling, general and administrative expenses decreased by $295,000, or 45%, for the second quarter of 2005 and $413,000, or 38% for the six months ended June 30, 2005 compared to the comparable period in 2004. The decrease is primarily due to a severance accrual of $203,000 that was recorded in the second quarter of 2004 and a reduction of executive salaries, travel, and entertainment expenditures in 2005.

 

Product development and research expenses decreased by $786,000, or 75% for the quarter ended June 30, 2005 and $763,000, or 60% for the six months ended June 30, 2005 compared to the comparable period in 2004. This decrease was due to the $520,000 SFAS 123 stock option expense related to a stock option grant to Dr. Holick and a cash expenditure of $232,000 paid to Dr. Holick in accordance with his license agreement in 2004. We continue to see growth in product development from our R&D Department.

<PAGE>

The Company reported a net loss attributable to common stock of $191,000 or $(.02) per share for the second quarter of 2005 compared to net loss attributable to common stock of $842,000, or $(.07) per share in second quarter 2004. For the six months ended June 30, 2005, the net loss attributable to common stock was $374,000 or $(.03) per share compared to a net loss attributable to common stock of $838,000 or $(.07) per share for the comparable period in 2004. The Company was also required to record an impairment of marketable securities in the amount of $77,000 that relates to the Company's investment in Novavax (NVAX) stock. This amount is included in the net loss for the period ended June 30, 2005.

 

"We are pleased with our product mix which is showing increased revenues from some of our existing customers and we are beginning to ship product for a new customer. The anticipated decline in revenue was a result of the removal of the exclusivity agreement with our largest customer, which is allowing us to develop many new products formulated in the Novasome transdermal delivery technology for new and existing customers in the United States, Europe, and Asia. We believe these efforts will result in increased revenue and growth anticipated to begin in the fourth quarter and continuing through 2006. We look forward to speaking with our investors on today's 10:00 AM investor conference call." stated Frank Gerardi, Chairman and CEO.

 

IGI is a company committed to growth by applying proprietary technologies to achieve cost-effective solutions for varied customer needs. IGI offers the patented Novasome® nano-vesicular, transdermal delivery technology which contributes value-added qualities to cosmetics, skin care products, dermatological formulations and other consumer products, providing improved dermal absorption, controlled and sustained release as well as improved stability and greater ease of formulation. IGI has licensed Novasome® nano-vesicular delivery technology to leading global dermatological and skin care companies including Johnson & Johnson Consumer Products, Inc., Estee Lauder Corporation, Chattem Inc., Genesis Pharmaceutical, Inc. and Apollo Pharmaceutical, Inc., and recently sub-licensed the rights to obtain FDA approval for and market IGI's PTH (1-34) compound using Novasome® nano-vesicular delivery technology for psoriasis, which is slated for Phase II clinical trials, to Tarpan Pharmaceut icals, Inc. IGI is also exploring the licensing of the topical PTH (7-34) compound for the prevention/treatment of chemotherapy induced-alopecia in patients undergoing chemotherapy.

 

This report contains forward-looking statements relating to IGI's hopes and expectations for the future. For this purpose, any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. Without limiting the foregoing, words such as "will," "possible," "one time," "provides an opportunity," "continue" and similar expressions are intended to identify forward-looking statements. Such statements involve a number of risks and uncertainties and actual future events and results could differ materially from those indicated by such forward-looking statements due to general economic conditions, and the risk factors detailed in IGI's periodic reports and registration statements filed with the Securities and Exchange Commission.

<PAGE>

IGI, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share information)

(Unaudited)

 

 

 

Three months ended June 30,

 

Six months ended June 30,

 

 


 


 

 

2005

 

2004

 

2005

 

2004

 

 


 


 


 


 

 

 

 

 

 

 

 

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

    Product sales, net

 

$

593 

 

$

785 

 

$

1,098 

 

$

1,640 

    Licensing and royalty income

 

 

232 

 

 

413 

 

 

502 

 

 

545 

 

 


 


 


 


        Total revenues

 

 

825 

 

 

1,198 

 

 

1,600 

 

 

2,185 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost and expenses:

 

 

 

 

 

 

 

 

 

 

 

 

    Cost of sales

 

 

354 

 

 

336 

 

 

767 

 

 

685 

    Selling, general and administrative expenses

 

 

362 

 

 

657 

 

 

673 

 

 

1,086 

    Product development and research expenses

 

 

265 

 

 

1,051 

 

 

500 

 

 

1,263 

 

 


 


 


 


Operating (loss)

 

 

(156)

 

 

(846)

 

 

(340)

 

 

(849)

Loss on impairment of investment securities

 

 

(77)

 

 

 

 

(77)

 

 

Interest income

 

 

 

 

 

 

 

 

15 

Other income

 

 

32 

 

 

 

 

32 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss from continuing operations before benefit

 

 

 

 

 

 

 

 

 

 

 

 

  (provision) for income taxes

 

 

(199)

 

 

(840)

 

 

(380)

 

 

(834)

Benefit (provision) for income taxes

 

 

 

 

(2)

 

 

 

 

(4)

 

 


 


 


 


 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss attributable to common stock

 

$

(191)

 

$

(842)

 

$

(374)

 

$

(838)

 

 


 


 


 


 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and Diluted Loss Per Common Share

 

 

 

 

 

 

 

 

 

 

 

 

    Net loss per share

 

$

(.02)

 

$

(.07)

 

$

(.03)

 

$

(.07)

 

 


 


 


 


 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted Average of Common Stock and

 

 

 

 

 

 

 

 

 

 

 

 

  Common Stock Equivalents Outstanding

 

 

 

 

 

 

 

 

 

 

 

 

    Basic and diluted

 

11,859,984 

 

11,579,582 

 

11,771,247 

 

11,513,417 

<PAGE>

IGI, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share information)

 

June 30, 2005

(unaudited)

December 31, 2004



ASSETS

Current assets:

    Cash and cash equivalents

$

214 

$

380 

    Restricted cash

50 

50 

    Marketable securities

327 

377 

    Accounts receivable, less allowance for doubtful accounts

      of $10 in 2005 and 2004

395 

306 

    Licensing and royalty income receivable

151 

155 

    Inventories

428 

247 

    Prepaid expenses and other current assets

136 



        Total current assets

1,701 

1,523 

Property, plant and equipment, net

3,208 

3,168 

Other assets

32 

39 



        Total assets

$

4,941 

$

4,730 



LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:

    Accounts payable

492 

157 

    Accrued payroll

13 

16 

    Other accrued expenses

179 

243 

    Income taxes payable

    Deferred income

218 

180 



        Total current liabilities

902 

601 

Deferred income

49 

121 



        Total liabilities

951 

722 



Stockholders' equity:

    Common stock $.01 par value, 50,000,000 shares authorized;

      14,070,700 and 13,547,520 shares issued in 2005 and 2004,

      respectively

141 

135 

    Additional paid-in capital

24,788 

24,467 

    Accumulated deficit

(19,541)

(19,167)

    Accumulated other comprehensive loss

(3)

(32)

Less treasury stock, 1,965,740 shares at cost

  in 2005 and 2004

(1,395)

(1,395)



        Total stockholders' equity

3,990 

4,008 



        Total liabilities and stockholders' equity

$

4,941 

$

4,730 



<PAGE>

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