424B3 1 a08-16196_1424b3.htm 424B3

 

Filed Pursuant to Rule 424(b)(3)

Registration No. 333-136673

 

Prospectus Supplement to Prospectus dated September 27, 2006

 

SatCon Technology Corporation

 

23,091,982 Shares of Common Stock

 

This prospectus supplement updates the prospectus dated September 27, 2006 relating to the offer for sale of up to an aggregate of 23,091,982 shares of common stock of SatCon Technology Corporation by the selling stockholders identified in the prospectus and this prospectus supplement, and any of their pledgees, donees, transferees or other successors in interest.

 

We are providing this prospectus supplement to update the table in the prospectus under the caption “Selling Stockholders” to reflect a transfer of a warrant to purchase 218,182 shares of common stock from First Albany Companies, Inc. to Warrant Strategies Fund, LLC.  The amounts set forth below are based upon information provided to us by the selling stockholder (or their representatives), or on our records, and are accurate to the best of our knowledge.  Unless we indicate otherwise, the information in this prospectus supplement is as of May 29, 2008.

 

 

 

Number of Shares
of Common Stock
Beneficially
Owned as of

 

Number of Shares
of Common Stock

 

Number of Shares of Common
Stock to be Beneficially Owned
After Offering (2)

 

Name of Selling Stockholder

 

05/29/08 (1)

 

Being Offered

 

Number

 

Percentage (3)

 

 

 

 

 

 

 

 

 

 

 

First Albany Companies, Inc.

 

N/A

 

0

 

N/A

 

N/A

 

Warrant Strategies Fund, LLC (4)

 

218,182

 

218,182

(5)

0

 

*

 

 


*

 

Less than 1%.

 

 

 

(1)

 

Includes shares issuable upon exercise of warrants that are exercisable within 60 days of May 29, 2008.

 

 

 

(2)

 

We do not know when or in what amounts a selling stockholder may offer shares for sale. The selling stockholders may not sell any or all of the shares offered by the prospectus or this prospectus supplement. Because the selling stockholders may offer all or some of the shares pursuant to this offering, and because there are currently no agreements, arrangements or understandings with respect to the sale of any of the shares, we cannot estimate the number of the shares that will be held by the selling stockholders after completion of the offering. However, for purposes of this table, we have assumed that, after completion of the offering, none of the shares covered by the prospectus or this prospectus supplement will be held by the selling stockholders.

 

 

 

(3)

 

For each selling stockholder, this number represents the percentage of common stock to be owned by such selling stockholder after completion of the offering, based on the number of shares of common stock outstanding as of May 29, 2008 (50,626,730 shares) and assuming (i) exercise of any warrants that are exercisable within 60 days of May 29, 2008 owned by such selling stockholder and (ii) none of the warrants held by other persons have been exercised.

 

 

 

(4)

 

Sean Molloy has voting and investment power over securities held by Warrant Strategies Fund, LLC.

 

 

 

(5)

 

Represents shares of common stock issuable upon exercise of placement agent warrants issued in connection with our private placement of $12.0 million aggregate principal amount of senior secured

 



 

convertible notes in July 2006. These warrants have an exercise price of $1.87 per share and may be exercised at any time through July 19, 2011.

 

This prospectus supplement is not complete without the prospectus dated September 27, 2006, and we have not authorized anyone to deliver or use this prospectus supplement without the prospectus.

 

The date of this prospectus supplement is June 9, 2008.