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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549


FORM 12b-25


NOTIFICATION OF LATE FILING


(Check One):

 

o Form 10-K  o Form 20-F  o Form 11-K  x Form 10-Q  o Form 10-D  o Form N-SAR

o Form N-CSR

 

 

 

 

 

For Period Ended:

March 31, 2009

 

 

 

 

 

o Transition Report on Form 10-K

 

 

o Transition Report on Form 20-F

 

 

o Transition Report on Form 11-K

 

 

o Transition Report on Form 10-Q

 

 

o Transition Report on Form N-SAR

 

 

 

 

 

For the Transition Period Ended:

 


Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.


If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates:_____________________________


PART I


REGISTRANT INFORMATION


IGI Laboratories, Inc

Full Name of Registrant

 

 

Former Name if Applicable

 

105 Lincoln Avenue

Address of Principal Executive Office (Street and Number)

 

Buena, New Jersey 08310

City, State and Zip Code



PART II


RULES 12b-25 (b) AND (c)


If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate.)


 

(a)

The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;

 

 

 

[X]

(b)

The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR, or Form N-CSR or portion thereof will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q, or portion thereof will be filed on or before the fifth calendar day following the prescribed due date; and

 

 

 

 

(c)

The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.


PART III


NARRATIVE


State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.


IGI Laboratories, Inc. (the “Company”) is unable to file the Form 10-Q by the required time without unreasonable effort or expense. The Company requires additional time to compile data to furnish to its professionals, primarily relating to the accounting for the sale of the preferred stock announced in March 2009 and the transactions related thereto.


PART IV


OTHER INFORMATION


(1)

 

Name and telephone number of person to contact in regard to this notification:

 

 

 

 

 

Rajiv Mathur

 

(856)

 

697-1441

 

 

(Name)

 

(Area Code)

 

(Telephone Number)

 

 

 

 

 

 

 

(2)

 

Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Registrant Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed?  If the answer is no, identify report(s).  [X] Yes    [   ] No




(3)

 

Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof?   [X] Yes     [   ] No


If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.


For the three months ended March 31, 2009, the Company expects to report an operating loss of approximately $773,000 and a net loss attributable to common stockholders of approximately $1,902,000 after taking into account interest expense, net and dividend accreted to preferred stock for a beneficial conversion feature. For the three months ended March 31, 2008, the Company reported operating income of $40,000 and net income attributable to common stockholders of $40,000. For the three months ended March 31, 2009, the Company also expects to report total revenues of approximately $594,000 as compared to $1,500,000 for the comparable period in 2008.


Disclosure Regarding Forward Looking Statements:


This Form 12b-25 contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995,  that are based on current expectations, estimates, forecasts and projections about the industry and markets in which the Company operates and on management’s beliefs and assumptions. In addition, other written or oral statements, which constitute forward-looking statements, may be made by or on behalf of the Company. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” variations of such words and similar expressions are intended to identify such forward-looking statements. These statements are based on current expectations of management and are not guarantees of future performance, and involve certain risks, uncertainties and assumptions, which are difficult to predict. These risks and uncertainties include, without limitation, competitive factors, outsourcing trends in the pharmaceutical industry, the general economic conditions in the markets in which the Company operates, levels of industry research and development spending, the Company’s ability to continue to attract and retain qualified personnel, the fixed price nature of product development agreements or the loss of customers and other factors described in the Company’s filings with the Securities and Exchange Commission, including the “Risk Factors” section as set forth in the Company’s Annual Report on Form 10-K.  Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. The Company undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

 




IGI Laboratories, Inc.

(Name of Registrant as Specified in Charter)


has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.


Date:

May 15, 2009

 

By:

/s/ Rajiv Mathur

 

 

 

 

Name:  Rajiv Mathur

 

 

 

 

Title:  President and CEO