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SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
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): August 22, 2006
SIGA
TECHNOLOGIES, INC.
(Exact
name of registrant as specified in its charter)
|
Delaware
|
0-23047
|
13-3864870
|
|
(State
or other jurisdiction of
incorporation
or organization)
|
(Commission
file number)
|
(I.R.S.
employer
identification
no.)
|
|
420
Lexington Avenue, Suite 408
New
York, New York
(Address
of principal executive offices)
|
10170
(Zip
code)
|
Registrant’s
telephone number, including area code: (212) 672-9100
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see
General
Instruction A.2. below): __________________________________________________________________________________________________________________________________
o
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
3.01. Notice
of Delisting or Failure to Satisfy a Continued Listing Rule or Standard;
Transfer of Listing.
On
July
19, 2006, SIGA Technologies, Inc. (“SIGA”) received notice from the Nasdaq Stock
Market (“Nasdaq”) that for the last 10 consecutive trading days, SIGA’s market
value of listed securities had been below the $35,000,000 minimum required
for
continued inclusion on the Nasdaq Capital Market under Marketplace Rule
4310(c)(2)(B)(ii) (the “Rule”). In accordance with Marketplace Rule
4310(c)(8)(C), SIGA was provided with 30 calendar days, until August 18, 2006,
to regain compliance. SIGA has not regained such compliance and accordingly
on
August 22, 2006, SIGA received a staff determination letter from Nasdaq
indicating that the SIGA's common stock is subject to delisting from the Nasdaq
Capital Market because of its failure to comply with the above described Rule.
SIGA intends to request a hearing in accordance the Marketplace Rule 4800
Series, which hearing request will stay the suspension and delisting of SIGA’s
common stock pending a decision by a Nasdaq Listing Qualifications Panel. There
can be no assurance that such Panel will grant SIGA’s request for continued
listing.
On
August
28, 2006, SIGA issued a press release announcing that it had received the above
described notice from NASDAQ. A copy of the press release is attached hereto
as
Exhibit 99.1.
Item
9.01. Financial
Statements and Exhibits.
(c) Exhibits
Exhibit
No.
Descrption
99.1 Press
Release, dated
August 28, 2006.
2
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
SIGA
TECHNOLOGIES,
INC.
By:
/s/
Thomas N. Konatich_____
Name: Thomas
N.
Konatich
Title: Acting
Chief Executive
Officer
and Chief
Financial Officer
Date: August
28, 2006
3
Contact:
Mr.
Thomas Konatich
Chief
Financial Officer and
Acting
Chief Executive Officer
SIGA
Technologies, Inc.
(212)
672-9100
SIGA
REPORTS ON CORRESPONDENCE FROM NASDAQ
New
York,
August 28, 2006-- SIGA Technologies, Inc. (NASDAQ: SIGA) disclosed today that
on
August 22, 2006, it received a staff determination letter from the Nasdaq Stock
Market (“Nasdaq”) indicating that SIGA's common stock is subject to delisting
from the Nasdaq Capital Market. The Nasdaq’s determination was based on its July
19, 2006, notice to SIGA informing it that for the 10 consecutive trading days
proceeding the July 19 notice,
SIGA’s market value of listed securities had been below the $35,000,000 minimum
required for continued inclusion on the Nasdaq Capital Market under Marketplace
Rule 4310(c)(2)(B)(ii) (the “Rule”). In accordance with Marketplace Rule
4310(c)(8)(C), SIGA was provided with 30 calendar days, until August 18, 2006,
to regain compliance with the Rule, which it did not. SIGA intends to request
a
hearing in accordance the Marketplace Rule 4800 Series, which hearing request
will stay the suspension and delisting of SIGA’s common stock pending a decision
by a Nasdaq Listing Qualifications Panel. There can be no assurance that such
Panel will grant SIGA’s request for continued listing.
About
SIGA Technologies, Inc.
SIGA
Technologies is applying viral and bacterial genomics and sophisticated
computational modeling in the design and development of novel products for
the
prevention and treatment of serious infectious diseases, with an emphasis on
products for biological warfare defense. SIGA has the potential to become a
significant force in the discovery of vaccine and pharmaceutical agents to
fight
emerging pathogens. SIGA's product development programs emphasize the
increasingly serious problem of drug resistant bacteria. In
addition to smallpox, SIGA has antiviral programs targeting other Category
A
viral pathogens, including arenaviruses (Lassa
fever, Junin, Machupo, Guanarito, Sabia, and lymphocytic choriomeningitis),
dengue virus, and the filoviruses (Ebola and Marburg). On
June
8, 2006, SIGA and PharmAthene Inc., entered into an Agreement and Plan of Merger
pursuant to which SIGA and PharmAthene Inc. have agreed to combine their
businesses through a merger.
For
more
information about SIGA, please visit SIGA's Web site at www.siga.com.
Forward-looking
statements
This
Press Release contains certain "forward-looking statements'' within the meaning
of the Private Securities Litigation Reform Act of 1995, as amended, including
statements regarding the efficacy of potential products, the timelines for
bringing such products to market and the availability of funding sources for
continued development of such products. Forward-looking statements are based
on
management's estimates, assumptions and projections, and are subject to
uncertainties, many of which are beyond the control of SIGA. Actual results
may
differ materially from those anticipated in any forward-looking statement.
Factors that may cause such differences include the risks that
(a) potential products that appear promising to SIGA or its collaborators
cannot be shown to be efficacious or safe in subsequent pre-clinical or clinical
trials, (b) SIGA or its collaborators will not obtain appropriate or
necessary governmental approvals to market these or other potential products,
(c) SIGA may not be able to obtain anticipated funding for its development
projects or other needed funding, (d) SIGA may not be able to secure
funding from anticipated government contracts and grants, and (e) SIGA may
not
be able to secure or enforce adequate legal protection, including patent
protection, for its products. More detailed information about SIGA and risk
factors that may affect the realization of forward-looking statements, including
the forward-looking statements in this Press Release and the above-mentioned
presentation, is set forth in SIGA's filings with the Securities and Exchange
Commission, including SIGA's Annual Report on Form 10-K for the fiscal year
ended December 31, 2005, and in other documents that SIGA has filed with the
Commission. SIGA urges investors and security holders to read those documents
free of charge at the Commission's Web site at http://www.sec.gov. Interested
parties may also obtain those documents free of charge from SIGA.
Forward-looking statements speak only as to the date they are made, and except
for any obligation under the U.S. federal securities laws, SIGA undertakes
no
obligation to publicly update any forward-looking statement as a result of
new
information, future events or otherwise.
###