Filed
Pursuant to Rule 424(b)(3)
Registration
No. 333-138796
PROSPECTUS
SUPPLEMENT NO. 3
Dated May
19, 2009
3,272,400
SHARES
SIGA
Technologies, Inc.
This
Prospectus Supplement amends and supplements the Prospectus dated December 5,
2006, as previously amended and supplemented by that certain Prospectus
Supplement No. 1, dated May 16, 2007 and that certain Prospectus Supplement No.
2, dated February 24, 2009 (collectively, the “Prospectus”) of SIGA
Technologies, Inc. (“SIGA”) relating to the offer and sale from time to time by
certain selling stockholders of up to 3,272,400 shares of common stock, par
value $.0001 per share (the “Shares”). This number of Shares
represents the aggregate of 2,000,000 shares issued and 1,000,000 shares
underlying warrants issued pursuant to a securities purchase agreement dated
October 19, 2006, between SIGA and certain investors thereto, as well as 136,200
shares underlying warrants issued pursuant to an Exclusive Finder's Agreement
dated November 1, 2005, between SIGA and The Shemano Group, Inc., and 136,200
shares underlying warrants issued pursuant to a Finder's Agreement dated October
19, 2006, between SIGA and Empire Financial Group, Inc. This Prospectus
Supplement should be read in conjunction with, and may not be delivered or
utilized without, the Prospectus. This Prospectus Supplement is qualified by
reference to the Prospectus, except to the extent that the information in this
Prospectus Supplement supersedes the information contained in the
Prospectus.
Investing
in our Shares involves a high degree of risk. See “Risk Factors” beginning on
page 6 of the Prospectus.
NEITHER
THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS
APPROVED OR DISAPPROVED OF THESE SECURITIES OR DETERMINED IF THIS PROSPECTUS IS
TRUTHFUL OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.
One of
the selling stockholders, Empire Financial Group Inc. (“Empire”), transferred a
warrant to purchase certain Shares to Warrant Strategies Fund, L.L.C. (“WSF”) in
May 2009. The purpose of this Prospectus Supplement is to amend the
Selling Stockholders table in order to reflect the transfer of such underlying
Shares from Empire to WSF. Accordingly, this Prospectus Supplement
No. 3 amends the Selling Stockholders table beginning on page 16 in the
Prospectus by deleting the Empire line and by updating the WSF line in the
Selling Stockholders table to include the Shares underlying the transferred
warrant from Empire. All other information in the Prospectus shall
remain unchanged. Percentage of beneficial ownership was calculated
based on 36,240,495 Shares outstanding as of April 25, 2009.
|
Shares
Beneficially Owned
Prior to
Offering
|
Shares
Being
Offered
|
Shares Beneficially
Owned After
Offering
|
|||
|
Number
|
Percent
|
Number
|
Percent
|
||
|
Name of Beneficial Owner
|
|||||
|
Warrant
Strategies Fund, L.L.C.
|
59,790
|
*
|
59,790
|
--
|
0.0%
|
_______________
* Less
than 1.0%