SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
TRANSTECH PHARMA INC

(Last) (First) (Middle)
4170 MENDENHALL OAKS PARKWAY
SUITE 110

(Street)
HIGH POINT NC 27265

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SIGA TECHNOLOGIES INC [ SIGA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
01/08/2004
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $0.0001 per share "Common Stock") 01/08/2004 X 3,472,222(1)(2) A $1.44 3,472,222 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrant (right to buy) $2 01/08/2004 X 1,736,111(3) 01/08/2004 01/08/2011 Common Stock 1,736,111 (3) 1,736,111 D
Option (right to buy) $1.44 01/08/2004 X 3,472,222(4) 08/13/2003 10/13/2003 Common Stock 3,472,222 (4) 0 D
Option (right to buy) (1) 01/08/2004 X 1,736,111(5) 08/13/2003 10/13/2003 Warrant 1,736,111 (5) 0 D
Explanation of Responses:
1. On August 13, 2003, MacAndrews & Forbes Holdings Inc. ("Holdings") and SIGA Technologies, Inc. (the "Company") entered into a Securities Purchase Agreement (the "Purchase Agreement"). Pursuant to the Purchase Agreement, Holdings acquired an option (the "SIGA Option"), exercisable from time to time, to purchase (a) up to 6,146,875 shares of Common Stock ("Tranche B Shares") at a per share purchase price of $1.44 and (b) a warrant to purchase a number of shares of Common Stock equal to 50% of the number of Tranche B Shares, exercisable for $2.00 per share, for no additional consideration. On October 8, 2003, in accordance with the Purchase Agreement, Holdings assigned a portion of the SIGA Option to the filing person, for no consideration. The filing person and Holdings are each affiliated with Ronald Perelman. Mr. Perelman disclaims benefical ownership of all securities reported on this Form 4, except to the extent of his pecuniary interest therein.
2. On October 8, 2003, the filing person exercised its portion of the SIGA Option, subject to the approval of the Company's stockholders pursuant to NASD Marketplace Rule 4350 ("Rule 4350"). On January 8, 2004, the Company's stockholders approved the issuance of the securities in accordance with Rule 4350, and on January 8, 2004 the filing peron acquired the securities.
3. This warrant was received, for no additional consideration, along with the 3,472,222 Tranche B Shares issued to the filing person upon exercise of its portion of the SIGA Option.
4. As a result of the receipt of the 3,472,222 Tranche B Shares issued to the filing person upon exercise of its portion of the SIGA Option, the SIGA Option was reduced by a like amount. The SIGA Option was acquired for no consideration.
5. As a result of the receipt of the warrant to purchase 1,736,111 shares of Common Stock issued to the filing person upon exercise of its portion of the SIGA Option, the SIGA Option was reduced by a like amount. The SIGA Option was acquired for no consideration.
Remarks:
Adnan M. M. Mjalli 01/09/2004
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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