-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JMdDdlL4rSWXW7cbWIXjmRQZCo5mSb2HzTVrJZtEG3D+Wh150HQG6OaCc5MF9lve Np77ca+C/jAy3vdHaNGhlg== 0001144204-07-005508.txt : 20070206 0001144204-07-005508.hdr.sgml : 20070206 20070206162901 ACCESSION NUMBER: 0001144204-07-005508 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070206 DATE AS OF CHANGE: 20070206 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IONATRON, INC. CENTRAL INDEX KEY: 0000879911 STANDARD INDUSTRIAL CLASSIFICATION: SEARCH, DETECTION, NAVIGATION, GUIDANCE, AERONAUTICAL SYS [3812] IRS NUMBER: 770262908 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 333-137324 FILM NUMBER: 07584814 BUSINESS ADDRESS: STREET 1: C/O IONATRON, INC. STREET 2: 3716 EAST COLUMBIA STREET, STE 120 CITY: TUCSON STATE: AZ ZIP: 85714 BUSINESS PHONE: 520-628-7415 MAIL ADDRESS: STREET 1: C/O IONATRON, INC. STREET 2: 3716 EAST COLUMBIA STREET, STE 120 CITY: TUCSON STATE: AZ ZIP: 85714 FORMER COMPANY: FORMER CONFORMED NAME: US HOME & GARDEN INC DATE OF NAME CHANGE: 19950714 FORMER COMPANY: FORMER CONFORMED NAME: NATURAL EARTH TECHNOLOGIES INC DATE OF NAME CHANGE: 19930328 424B3 1 v064599_424b3.htm

 
File No. 333-137324
 
Filed Pursuant to Rule 424(b)(3)
 
IONATRON, INC.
 
Supplement No. 1 dated February 6, 2007 to
 
Prospectus dated September 14, 2006
 
_____________________

 
This supplement contains information relating to the table under the caption “Selling Securityholders” in our September 14, 2006 prospectus.
 
The disclosures regarding Triage Capital Management L.P. (including the footnotes related thereto) in the Selling Securityholders table included in the prospectus are hereby amended as set forth below.
 
This prospectus supplement should be read in conjunction with our prospectus, which must be delivered together with this prospectus supplement. 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 securities involves a high degree of risk.
 
For more information, see "Risk Factors" beginning on page 6
of the accompanying prospectus for a discussion of these risks.
 
Percentage ownership of common stock is based on approximately 78,171,263 shares of our common stock outstanding as of February 5, 2007. In addition, the table below assumes for calculating each selling security holder's beneficial ownership, both prior to and after this offering, as well as each such selling security holder’s percentage ownership following this offering, that options, warrants and convertible securities held by such security holder (but not, unless otherwise noted, those held by any other person) that are exercisable within 60 days of February 5, 2007 have been exercised and converted and the shares underlying them added to the number of shares of our common stock deemed to be outstanding. For purposes of calculating the post-offering ownership of each selling security holder, the table also assumes the sale of all of the securities being offered by such selling security holder.
 

 
 
 
 
           
Common stock beneficially
owned
 after the offering
  
Name of selling security holder
  
Number of
shares
beneficially
owned prior to
the offering
  
Number of
shares being 
offered
  
Number of 
shares
  
Percentage
of
outstanding
shares
  
                   
Triage Capital Management L.P. (1)
    
24,001
(2)
  
24,001
    
-0-
    
-0-
  
__________
 
* Less than 1%.
 
(1) The selling security holder has advised us that the natural person that has voting and dispositive power over its securities is Leon Frankel, senior manager of Triage Capital LF Group LLC, which is the general partner of Triage Management L.P., which is the general partner of the selling security holder.
 
(2) Represents Shares issuable upon exercise of warrants issued in the August 2006 private placement, including 13,218 Shares issuable upon exercise of warrants issued in the August 2006 private placement, which were transferred from Triage Capital Management B, L.P. to the selling security holder.
 
 
 
 

 
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