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):
September 30, 2002
eMagin Corporation
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(Exact name of registrant as specified in its charter)
Delaware 000-24757 88-0378451
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(State or Other (Commission File Number) (I.R.S. Employer
Jurisdiction of Identification Number)
Incorporation)
2070 Route 52, Hopewell Junction, New York 12533
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(Address of principal executive offices) (zip code)
(845) 892-1900
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(Registrant's telephone number, including area code)
ITEM 5. OTHER EVENTS.
eMagin Corporation ("eMagin" or the "Company") and The Travelers Insurance
Company ("Travelers") entered into an eighth amendment agreement to amend and
extend the maturity date of the Convertible Promissory Note (the "Travelers
Convertible Note") dated August 20, 2001, issued under the Note Purchase
Agreement entered into as of August 20, 2001 by and between eMagin and
Travelers. The amendment agreement extends the maturity date of the Travelers
Convertible Note from September 30, 2002 to October 31, 2002.
In addition, eMagin and Mr. Mortimer D.A. Sackler ("Sackler") entered into
a second amendment agreement to amend and extend the maturity date of the
Secured Promissory Note (the "Sackler Secured Note") dated June 20, 2002, issued
under the Secured Note Purchase Agreement entered into as of June 20, 2002, by
and between eMagin and Sackler. As well, eMagin and Sackler entered into a
second amendment agreement to amend and extend the maturity date of the Secured
Convertible Promissory Notes (the "Sackler Secured Convertible Notes"), issued
under the Secured Note Purchase Agreement entered into as of November 27, 2001,
by and between eMagin and Sackler, as amended by the Omnibus Amendment, Waiver
and Consent Agreement dated January 14, 2002, and the Subscription Agreements
dated January 14, 2002. The amendment agreements extends the maturity date of
the Sackler Secured Note and the Sackler Secured Convertible Notes from
September 30, 2002 to October 31, 2002.
In addition, eMagin and Ginola Limited ("Ginola"), an assignee of Rainbow
Gate Corporation, entered into a second amendment agreement to amend and extend
the maturity date of the Secured Convertible Promissory Note (the "Ginola
Secured Convertible Note") dated November 27, 2002, issued under the Secured
Note Purchase Agreement entered into as of November 27, 2001, by and between
eMagin and Rainbow Gate Corporation, as amended by the Omnibus Amendment, Waiver
and Consent Agreement dated January 14, 2002. The amendment agreement extends
the maturity date of the Ginola Secured Convertible Note from September 30, 2002
to October 31, 2002.
The foregoing is not intended to be a full and complete description of the
transaction. Terms of the transaction are more fully described in the copies of
the Debentures attached as exhibits to this Form 8-K.
ITEM 7. EXHIBITS.
Exhibit
Number Description
10.1 Amendment No. 8 to Convertible Promissory Note
dated as of September 30, 2002.
10.2 Amendment No. 2 to Secured Promissory Note dated
as of September 30, 2002.
-2-
10.3 Amendment No. 2 to the Secured Convertible
Promissory Notes dated as of September 30, 2002.
10.4 Amendment No. 2 to the Secured Convertible
Promissory Note dated as of September 30, 2002.
-3-
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
EMAGIN CORPORATION
By: /s/ Gary W. Jones
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Name: Gary W. Jones
Title: President and Chief Executive Officer
Dated: September 30, 2002