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SIGA TECHNOLOGIES INC — Director's Dealing 2010
Jun 22, 2010
32600_dirs_2010-06-22_16e744e3-ff77-4244-ab56-c55f9f41b472.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: 2010-06-18
Reporting Person: MacAndrews & Forbes Holdings Inc. (10% Owner)
Reporting Person: PERELMAN RONALD O (10% Owner)
Reporting Person: MacAndrews & Forbes LLC (10% Owner)
Reporting Person: STH Partners, L.P. (10% Owner)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2010-06-18 | Common Stock, par value $.0001 per share | X | 1797386 | $3.06 | Acquired | 7759418 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2010-06-18 | Equity Line | $ | X | 1 | Disposed | 2010-06-19 | Common Stock and Warrants (0) | Indirect |
| 2010-06-18 | Warrant (Right to Buy) | $3.519 | X | 718954 | Acquired | Common Stock (718954) | Indirect |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock, par value $.0001 per share | 3851969 | Indirect |
Footnotes
F1: The delivery of the shares is subject to the expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended ("HSR"). The shares are being acquired by MacAndrews & Forbes LLC ("MacAndrews & Forbes"), a joint filer hereunder, pursuant to an exercise of the equity line agreement between SIGA Technologies, Inc. (the "Company") and MacAndrews & Forbes (the "Equity Line"). See notes 2 and 3.
F2: The Equity Line provides that through June 19, 2010, (i) MacAndrews & Forbes commits to invest, at the Company's option, up to an aggregate of $8,000,000 in up to six 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 six tranches on the terms of the Investment Commitment (such option, the "Investment Option"); provided that in no event could the aggregate amount of the investments pursuant to the Investment Commitment and the Investment Option exceed $8,000,000. After giving effect to the present exercise, in the amount of $5,500,000, no amounts remain outstanding under the Equity Line.
F3: 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.
F4: The warrants, delivery of which is subject to the expiration of the waiting period under HSR, are being issued as Consideration Warrants in connection with the exercise of the Equity Line. The warrants will be exercisable as of the date on which they are delivered. The warrants will be exercisable for a period of four years commencing on the date of delivery. See notes 2 and 3.