Unassociated Document
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 15,
2006
eMagin
Corporation
(Exact
name of registrant as specified in its charter)
|
Delaware
|
000-24757
|
56-1764501
|
|
(State
or other jurisdiction of
incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification
No.)
|
| |
|
|
10500
N.E. 8th
Street, Suite 1400, Bellevue, WA 98004
(Address
of principal executive offices and Zip Code)
Registrant's
telephone number, including area code (425)-749-3600
Copies
to:
Richard
A. Friedman, Esq.
Eric
A.
Pinero, Esq.
Sichenzia
Ross Friedman Ference LLP
1065
Avenue of the Americas
New
York,
New York 10018
Phone:
(212) 930-9700
Fax:
(212) 930-9725
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):
| [
] |
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
|
| [
] |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
| [
] |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
|
| [
] |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
|
ITEM
5.02 Departure
of Directors or Principal Officers; Election of Directors; Appointment of
Principal Officers.
As
previously reported by eMagin Corporation ("eMagin" or the "Company") in its
Current Report on Form 8-K filed with the SEC on July 25, 2006, the Company
entered into several Note Purchase Agreements (the “Purchase Agreements”) on
July 21, 2006 to sell to certain qualified institutional buyers and accredited
investors up to $5,970,000 in principal amount 6% Senior Secured Convertible
Notes Due 2007-2008, together with warrants to purchase 16,073,067 shares
of
the Company’s common stock. Under the Purchase Agreements, the investors have
the right to designate two persons to serve on the Company’s Board of Directors.
Effective
as of August 15, 2006, the Board of Directors appointed Dr. Radu Auf der Heyde
as a director of the Company, the first of two directors which the investors
have the right to designate to the Company’s Board. Dr. Auf der
Heyde does
not
have any family relationship with any director, executive officer or person
nominated or chosen by the Company to become a director or executive officer.
Furthermore, since December 31, 2005 Dr. Auf der Heyde has never entered into
a
transaction, nor is there any proposed transaction, between Dr. Auf der Heyde
and the Company. With the election of Dr. Auf der Heyde, the Company’s Board of
Directors now consists of 9 members.
From
October 2005 to the present, Dr. Auf der Heyde has served as President of
Lightridge Capital, an investment management firm he founded which uses
artificial intelligence technology to assist in decision-making to yield high
risk-adjusted returns on investment. From June 2003 to September 2005, he
served as Vice President of Ameriquest Capital, a private equity firm. Aside
from investing activities, he led various efforts at Ameriquest Capital’s
portfolio companies, including setting up a program management and a software
development quality assurance group, replacing core business applications,
upgrading IT and communication infrastructures, and restructuring a call center.
From September 1999 to June 2003, Dr. Auf der Heyde worked as a Principal at
Mercer Management Consulting with a primary focus on business strategy
development and new venture creation for a variety of leading electronic
equipment manufacturers, technology services companies and telecommunication
service providers. Dr. Auf der Heyde received a Ph.D. in engineering from
Stanford University in 1999 and holds a diploma degree in engineering from
the
Technical University of Aachen (RWTH Aachen), Germany, which he received in
1993.
In
addition, on August 15, 2006 the Board of Directors formed a three-person
management committee which will be responsible for overseeing the Company’s
management, growth and related strategic initiatives, and will report to the
Board. The Board appointed Dr. Radu Auf der Heyde, Gary W. Jones, the Company’s
Chief Executive Officer and John Atherly, the Company’s Chief Financial Officer,
as members of the management committee.
On
August
18, 2006, the Company issued a press release announcing the appointment of
Dr.
Radu Auf der Heyde to the Board of Directors and the formation of the management
committee. A copy of the Company’s press release is attached hereto as Exhibit
99.1.
In
accordance with General Instruction B.2 of Form 8-K, the information in this
Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to
be
“filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), or otherwise subject to the liability of that
section, and shall not be incorporated by reference into any registration
statement or other document filed under the Act or the Exchange Act, except
as
shall be expressly set forth by specific reference in such filing.
Item
9.01 Financial Statements and Exhibits.
| (a) |
Financial
statements of business acquired.
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Not
applicable.
| (b) |
Pro
forma financial information.
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Not
applicable.
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Exhibit
Number
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Description
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99.1
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Press
Release of eMagin Corporation dated as of August 18,
2006.
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SIGNATURES
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.
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eMagin
Corporation
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| Date: August
18, 2006 |
By: |
/s/ John
Atherly |
| |
John
Atherly |
| |
Chief
Financial Officer |