<TABLE>
IGI, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
Three months ended Nine months ended
September 30, September 30,
1995 1994 1995 1994
<CAPTION>
<S> <C> <C> <C> <C>
Net sales $ 7,601,698 $ 6,850,336 $22,939,950 $21,268,578
Cost of sales 3,862,562 3,314,632 11,189,381 10,240,828
----------- ----------- ----------- -----------
Gross profit 3,739,136 3,535,704 11,750,569 11,027,750
Selling, general
and administrative
expenses 2,919,566 2,652,468 8,506,334 7,951,705
Research and
development
expenses 309,484 291,100 1,010,614 786,577
Research revenues (130,000) (350,000) (730,750) (350,000)
---------- ----------- ---------- ---------
Operating profit 640,086 942,136 2,964,371 2,639,468
Interest expense 317,271 284,910 890,930 723,268
Interest income (34,238) (32,355) (137,416) (43,233)
---------- ----------- ---------- ---------
Income from
continuing operations
before provision for
income taxes 357,053 689,581 2,210,857 1,959,433
Provision for
income taxes 113,000 188,000 669,000 442,000
--------- ----------- ---------- ---------
Income from
continuing operations 244,053 501,581 1,541,857 1,517,433
---------- ----------- ---------- ---------
Loss from discontinued
operations -
spinoff of biotechnology
business segment net of
income tax benefits:
Loss from
operations (422,125) - (2,185,129) -
Estimated
loss on
disposal (1,000,000) - (1,000,000) -
----------- ----------- ----------- -----------
Net (loss)
income $ (1,178,072) $ 501,581 $(1,643,272) $ 1,517,433
=========== =========== =========== ===========
Income (loss) per common
and common equivalent share:
From continuing <C> <C> <C> <C>
operations $ .03 $ .06 $ .16 $ .17
===== ===== ===== =====
From discontinued
operations $(.15) $ - $(.33) $ -
===== ===== ===== =====
Net (loss)
income $(.12) $ .06 $(.17) $ .17
===== ===== ===== =====
Average number
of common and common <C> <C> <C> <C>
equivalent shares 9,771,717 9,085,591 9,798,510 9,104,812
========= ========= ========= =========
The accompanying notes are an integral part of the
consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
IGI, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
September 30, December 31,
ASSETS 1995 1994
----------- -----------
<CAPTION>
<S> <C> <C>
Current assets:
Cash and equivalents $ 891,885 $ 953,976
Accounts receivable,
less allowance
for doubtful accounts of $206,000
and $181,000 in 1995 and 1994,
respectively 7,500,273 7,276,843
Inventories 9,046,190 8,075,147
Current deferred taxes 36,641 36,641
Prepaid expenses and other
current assets 960,448 912,496
----------- -----------
Total current assets 18,435,437 17,255,103
----------- -----------
Notes receivable,
less current maturities 423,352 570,589
----------- -----------
Property, plant and equipment
- at cost:
Land 488,703 416,011
Buildings and improvements 6,440,041 6,356,842
Machinery and equipment 8,505,604 7,981,998
Construction in progress 2,464,033 1,182,821
----------- -----------
17,898,381 15,937,672
Less accumulated depreciation (8,060,622) (7,454,437)
----------- -----------
9,837,759 8,483,235
----------- -----------
Deferred income taxes 1,370,005 1,370,005
Net assets of biotechnology
business segment 1,775,779 2,066,303
Other assets 961,656 756,607
----------- -----------
$32,803,988 $30,501,842
=========== ===========
Continued
The accompanying notes are an integral part of the
consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
IGI, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS, Continued
(Unaudited)
LIABILITIES AND STOCKHOLDERS' September 30, December 31,
EQUITY 1995 1994
----------- -----------
<CAPTION>
<S> <C> <C>
Current liabilities:
Note payable to bank $ 4,850,000 $ 3,790,000
Current maturities of
long-term debt 2,215,460 29,338
Accounts payable 1,868,604 1,580,349
Accrued payroll 188,447 498,880
Other accrued expenses 520,291 660,989
Income taxes payable 12,824 15,184
Deferred income taxes 9,390 9,390
----------- -----------
Total current liabilities 9,665,016 6,584,130
----------- -----------
Deferred income taxes 105,075 187,075
----------- -----------
Long-term debt,
less current maturities 7,827,851 10,019,138
----------- -----------
Commitments and contingencies
Stockholders' equity:
Common stock, $.01 par value,
30,000,000 shares authorized;
9,380,184 and 9,018,637 shares
issued in 1995 and 1994,
respectively 93,802 90,186
Additional paid-in capital 23,895,905 20,390,726
Deficit (5,996,204) (4,352,932)
----------- -----------
17,993,503 16,127,980
Less treasury stock; 178,402
and 156,145 shares, at cost,
in 1995 and 1994,
respectively (2,624,098) (2,253,123)
Stockholders' notes receivable (163,358) (163,358)
----------- ----------
Total stockholders' equity 15,206,047 13,711,499
----------- ----------
$32,803,988 $30,501,842
=========== ===========
The accompanying notes are an integral part of the
consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
IGI, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Nine months ended September 30,
1995 1994
--------- ----------
<CAPTION>
<S> <C> <C>
Cash flows from operating activities:
Net (loss) income $(1,643,272) $1,517,433
Reconciliation of net
(loss) income to net cash
(used by) provided from
operating activities:
Depreciation and
amortization 675,698 643,648
Provision for loss on accounts
receivable and inventories 165,000 90,000
Accrual for estimated
loss on disposal 1,000,000 -
Issuance of stock to
401(k) plan 43,064 38,155
Change in deferred income taxes (82,000) -
Changes in operating assets
and liabilities:
Accounts receivable (248,430) (306,827)
Inventories (1,111,043) 289,992
Prepaid and other assets (47,952) (495,093)
Accounts payable
and accrued expenses (162,877) (54,295)
Income taxes payable /refundable (2,360) 485,125
Net cash (used by) provided ----------- -----------
from operating activities (1,414,172) 2,208,138
----------- -----------
Cash flows from investing activities:
Capital expenditures, net (1,960,709) (1,227,950)
Collections of notes receivable - 2,500
Decrease (increase) in notes
receivable from officer 147,237 (25,110)
Increase in other assets (72,392) (139,973)
Increase in goodwill (202,170) -
Increase in net assets
of biotechnology
business segment (709,476) (3,325,941)
----------- -----------
Net cash used by investing activities (2,797,510) (4,716,474)
----------- -----------
Cash flows from financing activities:
Net borrowings under line
of credit agreements 1,060,000 2,480,000
Payments of long-term debt (5,165) (63,397)
Proceeds from exercise of common
stock options 594,756 32,508
Proceeds from sale of
common stock 2,500,000 -
----------- ----------
Net cash provided from
financing activities 4,149,591 2,449,111
----------- ----------
Net decrease in cash and equivalents (62,091) (59,225)
Cash and equivalents at beginning of year 953,976 880,797
----------- ----------
Cash and equivalents
at September 30, 1995 and 1994 $ 891,885 $ 821,572
=========== ==========
The accompanying notes are an integral part
of the consolidated financial statements.
</TABLE>
<PAGE>
IGI, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of Presentation
The accompanying consolidated financial statements have been prepared by
IGI, Inc. without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission, and reflect all adjustments which, in
the opinion of management, are necessary for a fair statement of the results
for the interim periods presented. All such adjustments are of a normal
recurring nature.
Certain information in footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles has been condensed or omitted pursuant to such rules
and regulations, although the Company believes the disclosures are adequate
to make the information presented not misleading. It is suggested that these
financial statements be read in conjunction with the financial
statements and the notes thereto included in the Company's Annual
Report on Form 10-K for the year ended December 31, 1994.
2. Net Income Per Common Share
Net income per share of common stock is computed by dividing
net income by the weighted average number of shares of common
stock and common stock equivalents, if dilutive, outstanding
during the three and nine month periods ended September 30, 1995
and 1994. Common stock equivalents include shares issuable upon
the exercise of dilutive common stock options. Fully diluted
earnings per share approximate primary earnings per share.
3. Inventories
Inventories are valued at the lower of cost or market using
the last-in, first-out (LIFO) method and consist of the
following:
<TABLE>
September 30, 1995 December 31, 1994
------------------ -----------------
<CAPTION>
<S> <C> <C>
Finished Goods $2,929,770 $2,704,408
Work-in-process 3,098,655 2,925,494
Raw Materials 3,017,765 2,445,245
---------- ----------
Total $9,046,190 $8,075,147
========== ==========
</TABLE>
Inventory values computed under the first-in, first-out
(FIFO) method approximate the values determined using LIFO.
<PAGE>
IGI, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, continued
4. Discontinued Operations
On March 17, 1994, IGI's Board of Directors voted to dispose of the
biotechnology business segment through the combination of its majority-owned
subsidiaries Molecular Packaging Systems, Inc. ("MPS") and Novavax, Inc. and
the subsequent tax-free spinoff to the IGI's shareholders.
On March 20, 1995, the Company received a favorable ruling from the IRS that
the Spinoff will be tax-free to IGI and its shareholders and the Company
intends to dispose of this segment during 1995. The Company recorded a
reserve of $1,000,000 at December 31, 1994 for estimated losses through the
then anticipated disposal date of June 30, 1995. Due to delays in the timing
of the Spinoff, the Company has incurred expenses related to the
biotechnology business segment in excess of the reserve established at year
end and has recorded an additional $1,000,000 reserve at September 30, 1995
for expenses through the disposal date. Since the operations of MPS and
Novavax comprise all of IGI's biotechnology business segment, the Consolidated
Financial Statements of IGI for the three and nine month periods ended
September 30, 1995 and 1994 report the results of the biotechnology business
segment as discontinued operations.
The components of the losses from discontinued operations for the three
and nine month periods ended September 30, 1995 and 1994 were:
<TABLE>
Three months ended Nine months ended
September 30, September 30,
1994 1995 1994 1995
------------------ -----------------------
<CAPTION>
<S> <C> <C> <C> <C>
Selling, general
and administrative $ 647,816 $ 322,744 $1,496,815 $1,313,473
Research and
development
expenses, net 895,309 782,821 2,439,314 2,028,797*
Credit for
income taxes (121,000) (286,906) (751,000) (650,000)
Operating losses 1,422,125 818,659 3,185,129 2,692,270
Charge operating
losses against reserve
for loss on disposal (1,000,000) (818,659) (1,000,000) (2,692,270)
---------- --------- ---------- ----------
422,125 - 2,185,129 -
Accrual for loss
on disposal 1,000,000 - 1,000,000 -
Net loss from
discontinued
operation $1,422,125 $ 0 $3,185,129 $ 0
========== =========== ========== ===========
</TABLE>
* Includes payments of $125,000 in the nine months ended September 30, 1994
for product development and licensing agreements or detailed agreements in
principle which have been reflected as a reduction in research and
development expenses.
The components of the net assets of biotechnology business
segment at September 30, 1995 and December 31, 1994 were:
<TABLE>
1995 1994
---------- ----------
<CAPTION>
<S> <C> <C>
Net current assets $ 59,378 $ 442,707
Property, plant and equipment, net 1,458,832 1,549,666
Deferred patent costs, net 1,257,569 1,073,930
Accrual for estimated loss on disposal (1,000,000) (1,000,000)
---------- ----------
$1,775,779 $2,066,303
========== ==========
</TABLE>
5. Equity Transaction
In January 1995, the Company received $2,500,000 from an industry
partner for 226,655 shares of the Company's common stock under an
August 1993 agreement.
<PAGE>
IGI, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
- ---------------------
Three months ended September 30, 1995 compared to 1994
- ------------------------------------------------------
Sales increased by $751,000 or 11%. Domestic sales of the Company's
poultry vaccines increased $258,000 or 14% due principally to the
introduction of its Rispens poultry virus vaccine. Domestic sales of
companion pet products increased $131,000 or 6% due to continued expansion of
the Tomlyn product line into pet superstores. International sales increased
$348,000 or 15% due principally to the continued expansion of product
registrations in Latin American and Asian/Pacific markets. Gross profit
increased by $203,000 or 6% due principally to the increased sales volume.
As a percentage of sales, gross profit was 49% down from 52% for
the third quarter of 1994. This decrease was due to increased sales of
lower margin poultry vaccine products and fixed costs of its
newly constructed dermatologic manufacturing facility which was
not operating at full capacity.
Selling, general and administrative expenses increased
$267,000 or 10% due principally to variable marketing and distribution costs
related to the higher sales volume and for costs associated
with its newly established Nova Skin Care division which plans to
commence sales of dermatologic products during the first quarter of 1996.
As a percentage of sales, the expenses were 38%, down from 39% in the third
quarter of 1994. Research and development expenses increased by $18,000
or 6% due to stepped up development in applications of the Novasome
technologies in the Cosmetic and Consumer Products segment, principally for
the Company's dermatologic product line. During the third quarter of 1995,
the Company recognized $130,000 as research revenues compared to $350,000 for
the same period in 1994. This reduction in research revenues reflects the
Company's new emphasis to internally develop and commercialize
Novasome products for dermatologic and food applications.
Interest expense increased by $32,000 or 11% due principally
to increased borrowings at higher rates. Interest income increased $2,000
from higher returns on the Company's invested cash. The provision for income
taxes is lower than the statutory rate principally to the utilization of
research and development tax credits.
During the third quarter of 1995, the Company incurred expenses of
$1,422,000 for its biotechnology business segment, which is reported as a
discontinued operation, of which $422,000 was in excess of the $1,000,000
estimate for these expenses that was established at June 30, 1995.
Due to delays in the timing of the Spinoff, the Company has established an
additional reserve of $1,000,000 for estimated loss in the fourth quarter.
<PAGE>
IGI, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Nine months ended September 30, 1995 compared to 1994
- -----------------------------------------------------
Sales increased by $1,671,000 or 8%. International sales of animal
health products increased by $601,000 or 7%. This increase was due
principally to a $1,068,000 or 16% increase in sales of poultry vaccines,
offset in part, by a decline in sales of companion pet products in Europe.
The Company is actively repositioning these products to reverse this
decline. International sales accounted for 39% of the Company's total sales,
the same as 1994. Domestic sales of poultry vaccines increased $355,000 or
6% due principally to sales of its new Rispens poultry virus vaccine
during the third quarter. Domestic sales of companion pet products
increased $362,000 or 6%, due principally to increased sales of Tomlyn
products in pet superstores. Cosmetic and consumer product sales increased
$353,000 or 39%, due principally to increased cosmetic sales to Estee
Lauder. Gross profit increased $723,000 or 7% due principally to
the higher sales volume. As a percentage of sales, gross profit was 51%,
down from 52% in 1994 due to increased sales of lower-margin poultry vaccine
products and fixed costs of its newly constructed dermatologic manufacturing
facility which was not operating at full capacity.
Selling, general and administrative expenses increased $555,000 or 7%,
due principally to variable distribution costs related to the higher sales
volume and for costs associated with its newly established Nova Skin Care
division which plans to commence sales of dermatologic products during
the first quarter of 1996. As a percentage of sales, these expenses were
37%, the same as the first nine months of 1994. Research and development
expenses increased $224,000 or 28% due to stepped up development in
applications of the Novasome technologies in the Cosmetic and Consumer
Product segment, principally its dermatologic and food product lines.
During the first nine months of 1995, the Company entered into licensing and
research agreements for the Company's technologies and recognized $731,000
under these agreements as research revenues compared to $350,000 for the
same period in 1994.
Interest expense increased by $168,000 or 23% due principally to
increased borrowings at higher rates. Interest income increased $94,000
from higher returns on the Company's invested cash. The provision from
income taxes was lower than the statutory rate due principally to
utilization of research and development tax credits.
The Company has incurred expenses of $3,185,000 for its
biotechnology business segment, which is reported as a discontinued
operation. These expenses were offset, in part, by a reserve
established for estimated losses at December 31, 1994 of
$1,000,000. Due to delays in the timing of the Spinoff, the Company has
established an additional reserve of $1,000,000 for estimated losses
in the fourth quarter when the Spinoff is expected to be
completed.
<PAGE>
IGI, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Liquidity and Capital Resources
- -------------------------------
On March 17, 1994, IGI's Board of Directors voted to dispose of the
biotechnology business segment through the combination of its majority-owned
subsidiaries Molecular Packaging Systems, Inc. ("MPS") and Novavax, Inc. and
the subsequent tax-free spinoff to the IGI's shareholders.
On March 20, 1995, the Company received a favorable ruling from the
IRS that the Spinoff will be tax-free to IGI and its shareholders and the
Company intends to dispose of this segment during 1995. For the nine months
ended September 30, 1995, the Company has incurred $3,185,000 in losses
related to its biotechnology business segment of which $1,000,000
were reserved for at December 31, 1994 related to this segment. The Company
intends to complete the Spinoff in December 1995 and has reserved an
additional $1,000,000 to cover expenses for this segment through the
effective date. Since the operations of MPS and Novavax comprise
all of IGI's biotechnology business segment, the Consolidated Financial
Statements of IGI for the three and nine month periods ended
September 30, 1995 and 1994 report the results of the biotechnology business
segment as discontinued operations.
The Company has received a commitment from its commercial bank
to increase its existing loan agreement by $4 million. As contemplated by
the terms of the proposed Spinoff, the Company plans to pay Novavax $5
million for a fully paid-up license to use the Novasome Technology in its
business and to convert $17,024,000 of loans made to this operations in
exchange for additional shares of Novavax Stock, which will be distributed
to IGI shareholders in the Spinoff. Through September 30, 1995, IGI had
loaned $16,289,000 to Novavax. Any advances made by IGI in excess of
$17,024,000 will be deducted from the $5,000,000 payment due under the
License Agreement. Such deductions will not exceed $250,000. The Company
intends to fund this requirement through borrowings under its modified
credit facilities. Subsequent to the Spinoff, Novavax will have significant
funding requirements to meet the costs associated with the development of
human pharmaceutical and vaccine products. After the Spinoff, Novavax is
expected to have adequate funding to meet its short-term cash requirements.
It is expected that Novavax will be required to seek additional funding to
finance its future operations. There are no assurances, however, that these
funds will be obtained or, if obtained, will be sufficient to meet its
research efforts which will include eventual human clinical trials. IGI will
have no further funding obligations to Novavax after the Spinoff.
The Company used $1,414,000 for operating activities due principally to
increases in inventories, related primarily to new products being introduced
during the third quarter, and accounts receivable related to the increase in
international sales. Accounts receivable turnover ratio was 4.14 compared to
4.08 for the year ended December 31, 1994. Accounts receivable balances
due from Mexico and Latin America were 13% of the total receivable balance
and the Company believes these amounts are fully collectible. Mexico and
certain Latin America countries are important markets for the Company's
poultry vaccine and other products.
<PAGE>
IGI, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Liquidity and Capital Resources - continued
- -------------------------------------------
These countries have historically experienced varying degrees of political
unrest and economic and currency instability. Because of the volume of
business transacted by the Company in those countries, continuation or the
reoccurence of such unrest or instability could adversely affect the
businesses of its customers in those countries or the Company's ability
to collect its receivables from such customers, which in either case could
adversely impact the Company's future operating results. The growth in
inventories relates principally to new products that the Company began
selling during the third quarter. The inventory turnover ratio for the nine
month period ended September 30, 1995 was 1.75, compared to 1.66 for the year
ended December 31, 1994. The Company believes its reserves for inventory
obsolescence and accounts receivable are adequate. The Company used
$2,798,000 in investing activities for capital expenditures to build and
equip its new 25,000 square foot research, marketing and production facility
in Buena, New Jersey as well as for the funding of expenses incurred by its
biotechnology business segment, which is reported as a discontinued
operation. Funding for the Company's operating and investing activities were
provided by borrowings under the Company's working capital line of credit.
At November 6, 1995 the Company had short term investments of $884,000
as well as $200,000 available under its revolving credit agreement and
$505,000 under the working capital line of credit. Subsequent to the Spinoff
of the biotechnology business operations, funds generated from the
continuing operations and existing bank credit facilities are
expected to be sufficient to meet the Company's cash requirements for its
operations. The Company will require additional funds to expand its
business. The Company has received a commitment to increase its existing
bank credit facility contingent on the Spinoff being completed. Under the
amended loan agreement the Company would have $2,000,000 available under its
revolving credit facility and $4,505,000 available under the line of credit.
No assurance can be given that the Company will be successful in obtaining
the required funds, and, if not, the Company may be required to cut back on
its expansion plans or otherwise appropriately modify its business strategy.
In January 1995, SmithKline Beecham purchased 226,655 shares of Common Stock
of the Company for the sum of $2,500,000. Proceeds from this transaction
were used to repay bank debt.
<PAGE>
IGI, INC. AND SUBSIDIARIES
Part II OTHER INFORMATION
Item 1 - Legal Proceedings
There are no material legal proceedings pending to which the
Company is a party.
Item 2 - Changes in Securities
The constituent instruments defining the rights of the
holders of any class of securities were not modified nor were the rights
evidenced by any class of registered securities materially limited or
qualified during the period covered by this report.
Item 3 - Defaults Upon Senior Securities
No defaults occurred during the period covered in this
report.
Item 4 - Submission of Matters to a Vote of Security Holders
None
<PAGE>
IGI, INC. AND SUBSIDIARIES
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 thereunto duly authorized.
IGI, INC.
(Registrant)
Date: November 14, 1995
By:
Donald J. MacPhee
Vice President
(Principal Financial
and Accounting Officer)
<TABLE>
EXHIBIT 11
IGI, INC. AND SUBSIDIARIES
COMPUTATION OF NET (LOSS) INCOME PER COMMON SHARE
(Unaudited)
<CAPTION>
Three months ended Nine months ended
September 30, September 30,
------------- -------------
1995 1994 1995 1994
---- ---- ---- ----
<S> <C> <C> <C> <C>
Income from
continuing operations $ 244,053 $ 501,581 $ 1,541,857 $1,517,433
Loss from discontinued
operations (1,422,125) - (3,185,129) -
Net (loss) income ----------- ---------- ----------- ----------
for primary earnings
per share $(1,178,072) $ 501,581 $(1,643,272) $1,517,433
=========== ========== =========== ==========
Primary:
Weighted average
shares outstanding 9,193,643 8,798,745 9,155,431 8,796,019
Common stock equivalents
(net of common stock
deemed reacquired)
based on average
market price 578,074 286,846 643,079 308,793
Total equivalent ---------- ---------- ---------- ----------
shares for primary
computation 9,771,717 9,085,591 9,798,510 9,104,812
========== ========== ========== ==========
Per Share Amounts:
Primary:
Income from <C> <C> <C> <C>
continuing operations $ .03 $ .06 $ .16 $ .17
Loss from ===== ===== ===== =====
discontinued operations $(.15) $ - $(.33) $ -
Net (loss) ===== ===== ===== =====
income $(.12) $ .06 $(.17) $ .17
===== ===== ===== =====
</TABLE>
Fully diluted earnings per share have been omitted as they approximate
primary earnings per share.
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1995
<CASH> 891,885
<SECURITIES> 0
<RECEIVABLES> 7,500,273
<ALLOWANCES> 206,000
<INVENTORY> 9,046,190
<CURRENT-ASSETS> 18,435,437
<PP&E> 9,837,759
<DEPRECIATION> 8,060,622
<TOTAL-ASSETS> 32,803,988
<CURRENT-LIABILITIES> 9,665,015
<BONDS> 0
<COMMON> 93,802
0
0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 32,803,988
<SALES> 22,939,950
<TOTAL-REVENUES> 22,939,950
<CGS> 11,189,381
<TOTAL-COSTS> 8,786,198
<OTHER-EXPENSES> (137,416)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 890,930
<INCOME-PRETAX> 2,210,857
<INCOME-TAX> 669,000
<INCOME-CONTINUING> 1,541,857
<DISCONTINUED> (3,185,129)
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,643,272)
<EPS-PRIMARY> (.17)
<EPS-DILUTED> (.17)
</TABLE>
