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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT,
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of report (date of earliest event reported): June 1, 2000
SIGA TECHNOLOGIES, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 000-23047 13-3864870
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(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
420 Lexington Ave., Suite 620
New York, NY 10170
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (212) 672-9100
Not Applicable.
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(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events.
On June 1, 2000, Siga Technologies, Inc. ("Siga") issued a press release
announcing that it signed a binding letter of intent to acquire Israel-based
Hypernix Technologies, Ltd. ("Hypernix"). Under the terms of the letter of
intent, upon consummation of the acquisition, Hypernix shareholders will receive
three million shares of Siga common stock. Additionally, Siga has agreed to
assume approximately $1.25 million in Hypernix liabilities. The consummation of
the acquisition remains subject to, among other things, due diligence, execution
of a definitive agreement and the approval of the parties' respective
stockholders and boards of directors. A copy of such press release is attached
as Exhibit 99.1 hereto and is incorporated by reference into this Report.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits
99.1 Press Release dated June 1, 2000 regarding Siga Technologies,
Inc.'s announcement of its signing a letter of intent to
acquire Hypernix Technologies, Ltd.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report on Form 8-K to be signed on its behalf by
the undersigned hereunto duly authorized.
SIGA TECHNOLOGIES, INC.
(Registrant)
By: /s/ Joshua D. Schein
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Name: Joshua D. Schein
Title: Chief Executive Officer
Date: June 7, 2000
[LOGO] WOLFE NEWS RELEASE
AXELROD --------------------------------------------------------
WEINBERGER
FOR IMMEDIATE RELEASE
CONTACTS:
David Kaufman
Vice President, Investor Relations Donald Weinberger
SIGA Technologies, Inc. Wolfe Axelrod Weinberger Assoc. LLC
(212) 672-9100 (212) 370-4500; (212) 370-4505 (fax)
SIGA TO ACQUIRE HYPERNIX TECHNOLOGIES,
DEVELOPER OF POPULAR WEB COMMUNICATION TOOL - GOOEY
New York, NY, June 1, 2000, - SIGA Technologies, Inc. (Nasdaq: SIGA) announced
today that it has entered into a binding letter of intent to acquire
Israel-based Hypernix Technologies, Ltd. Hypernix is the developer of Gooey, an
integrated roving communication platform that has attracted nearly one million
Internet users since its launch in June 1999. Hypernix's equity investors
include CNET, Allen & Co., and JAFCO Co., Japan's largest venture capital firm.
Under the terms of the letter of intent, upon consummation of the acquisition,
Hypernix shareholders will receive three million shares of SIGA common stock.
Additionally, SIGA has agreed to assume approximately $1.25 million in Hypernix
liabilities. The consummation of the acquisition remains subject to, among other
things, due diligence, execution of a definitive agreement and the approval of
the parties' respective stockholders and boards of directors.
"This acquisition complements SIGA's Internet strategy and creates a
product-focused organization with tremendous growth potential," said Joshua D.
Schein, Ph.D., SIGA's Chief Executive Officer. "Hypernix will operate under the
SIGA Technologies umbrella and we look forward to working with its management
and technical staff."
Gooey, Hypernix's flagship product, gives users the power to communicate with
others visiting the same sites (via chat and instant messaging) and to receive
rich-media broadband content (including streaming video and flash animation)
with one dynamic product. By integrating Gooey with the surfing experience,
Hypernix introduced the first co-browsing product that instantly connects
like-minded people visiting the same Web- site.
- More -
WOLFE AXELROD WEINBERGER ASSOCIATES LLC - 317 Madison Avenue, Suite 515,
New York, NY 10017 (212) 370-4500 Fax: (212) 370-4505
Investor Relations - Financial Communications - Media Relations
Based on the overwhelming international acceptance of Gooey, Hypernix is
charting the evolution of the product toward an ASP business model. By
approaching ISP's, portals and community websites worldwide, Hypernix intends to
license special co-branded versions of Gooey and other fully customized packages
of its technology. Built to fit the respective needs and requirements of a given
client, integrated packages would include enriched features such as: a Java
version of Gooey that does not require the download of a client, customer
support, and note-posting technology.
"We sought a strategic partner that shared our philosophy and vision," said Shai
Adler, Chief Executive Officer of Hypernix. "Together with SIGA we shall
strengthen our product line and continue to develop innovative communication
tools for Web-sites, organizations and the Internet's growing marketplace of
online communities.'
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About Hypernix
Hypernix (www.hypernix.com) is a privately held company founded in January 1999,
with offices in Tel-Aviv, Israel. Globally recognized as a first mover, Hypernix
develops and distributes products that expand the ways Internet users interact
with each other while online. Since the launch of Gooey, in June 1999, Hypernix
has accumulated nearly one million registered users.
About SIGA
SIGA Technologies, Inc. (www.siga.com) is an innovation company with interests
in the Internet and biotechnology. PeerFinder(TM), SIGA's Internet product, is a
third-generation Instant Messenger that is designed to make the Internet more
dynamic and interactive by enabling meaningful conversation within peer groups
or between like-minded individuals. SIGA Research Labs, SIGA's biotechnology
division, is developing vaccines and antibiotics for the prevention and
treatment of serious infectious diseases.
This news release contains forward-looking statements that involve risk and
uncertainties. The development of SIGA's products may differ materially from
SIGA's expectations. For a discussion of important factors that could affect
SIGA's results, the reader is encouraged to refer to SIGA'S Annual Report on
Form 10-KSB for the year ended December 31, 1999 and quarterly report on Form
10-QSB for the quarter ended March 31, 2000.
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