DEFA14A 1 igi-a14a.txt ADDITIONAL PROXY MATERIAL SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant [X] Filed by a party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [ ] Definitive Proxy Statement [X] Definitive Additional Materials [ ] Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 IGI, INC. --------------------------------------------------------------------------- (Name of Registrant as Specified in Its Charter) --------------------------------------------------------------------------- (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): [X] No fee required [ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. (1) Title of each class of securities to which transaction applies: ------------------------------------------------------------ (2) Aggregate number of securities to which transaction applies: ------------------------------------------------------------ (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined): ------------------------------------------------------------ (4) Proposed maximum aggregate value of transaction: ------------------------------------------------------------ (5) Total fee paid: ------------------------------------------------------------ [ ] Fee paid previously with preliminary materials. [ ] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1) Amount previously paid: ------------------------------------------------------------ (2) Form, Schedule or Registration Statement No.: ------------------------------------------------------------ (3) Filing party: ------------------------------------------------------------ (4) Date Filed: ------------------------------------------------------------ IGI, Inc. To our Shareholders: After the proxy materials prepared on behalf of the Board of Directors were submitted for printing, two new events regarding IGI, Inc. (the "Company") occurred that we wish to bring to your attention. On April 16, 2001, Robert E. McDaniel submitted his resignation as Chief Executive Officer and Secretary of the Company. Mr. McDaniel will provide consulting services to the Company and will remain as a nominee to serve on the Company's Board of Directors. The Executive Committee of the Board of Directors has designated John Ambrose, President, to serve as Interim Chief Executive Officer, pending action by the full Board of Directors on a permanent Chief Executive Officer. The Board is expected to consider the matter following the annual meeting of shareholders on May 16, 2001. Separately, as is described in the accompanying Proxy Statement, American Capital Strategies, Ltd. ("ACS") is the holder of subordinated notes and warrants for the purchase of Company common stock. The agreements relating to these notes and warrants currently allow ACS to designate one person as a nominee to serve on the Company's Board of Directors. ACS has now made such a designation, and the Company intends to implement it by action of the Board of Directors after the annual meeting of shareholders. Very truly yours, /s/ John Ambrose John Ambrose President