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SIGA TECHNOLOGIES INC — Director's Dealing 2008
Jun 23, 2008
32600_dirs_2008-06-23_706ede80-05d6-44b5-b4fa-21644ecdd954.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: SIGA TECHNOLOGIES INC (SIGA)
CIK: 0001010086
Period of Report: 2008-06-19
Reporting Person: PERELMAN RONALD O (10% Owner)
Reporting Person: MacAndrews & Forbes LLC (10% Owner)
Reporting Person: MacAndrews & Forbes Holdings Inc. (10% Owner)
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2008-06-19 | Equity Line | $ | P | 1 | Acquired | 2009-06-19 | Common Stock and Warrants () | Indirect |
| 2008-06-19 | Warrant (Right to Buy) | $3.06 | P | 238000 | Acquired | 2012-06-19 | Common Stock (238000) | Indirect |
Footnotes
F1: On June 19, 2008, MacAndrews & Forbes LLC ("MacAndrews & Forbes") entered into a letter agreement (the "Letter Agreement") with SIGA Technologies, Inc. (the "Company") that provides that for a period of one year, (i) MacAndrews & Forbes commits to invest, at the Company's option, up to an aggregate of $8,000,000 in up to three tranches (such commitment, the "Investment Commitment") and (ii) MacAndrews & Forbes may, at MacAndrews & Forbes' option, elect to invest up to $8,000,000 in the Company in up to three tranches on the terms of the Investment Commitment (such option, the "Investment Option"); provided that in no event will the aggregate amount of the investments pursuant to the Investment Commitment and the Investment Option exceed $8,000,000.
F2: Upon either of the Company's election to effect an investment pursuant to the Investment Commitment or MacAndrews & Forbes' election to effect an investment pursuant to the Investment Option (each, an "Investment") the Company shall issue to MacAndrews & Forbes: (i) such number of shares of Common Stock, with a value equal to the Investment, at a per share valuation ("Per Share Price") equal to the lesser of (A) $3.06 and (B) the average of the volume-weighted average price per share for the 5 trading days immediately preceding each funding date and (ii) warrants (the "Consideration Warrants"), for no additional consideration, to purchase a number of shares of Common Stock of the Company equal to 40% of the shares issued on such funding date, at an exercise price per share equal to 115% of the Per Share Price on such funding date, payable in cash or by cashless exercise, exercisable for a period of four years commencing on the date of issuance of such Consideration Warrants.
F3: To the extent that the consummation of any portion of the transactions contemplated by the Letter Agreement would require shareholder approval under applicable NASD rules, the Company shall be obligated to consummate only that portion of the transaction that will not require such shareholder approval.
The consummation of the transactions contemplated by the Letter Agreement is subject to the negotiation, execution and delivery of definitive documentation. The Letter Agreement will terminate on June 19, 2009 if the definitive documentation contemplated thereunder have not been executed on or prior to such date.
F4: The warrants were issued in consideration for MacAndrews & Forbes' entering into the Letter Agreement described in footnotes 1-3.