SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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):
November 29, 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 (I.R.S. Employer
Jurisdiction of File Number) 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 a tenth 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 November 30, 2002 to December 31, 2002.
In addition, eMagin and Mr. Mortimer D.A. Sackler ("Sackler") entered
into a fourth 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
fourth 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 November
29, 2002 to December 20, 2002.
In addition, eMagin and Ginola Limited ("Ginola"), an assignee of
Rainbow Gate Corporation, entered into a fourth 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 November 29, 2002
to December 20, 2002.
Further, eMagin and Mr. Jack Rivkin ("Rivkin") entered into a fourth
amendment agreement to amend and extend the maturity date of the Secured
Convertible Promissory Note (the "Rivkin Secured Convertible Note") dated
November 27, 2001, issued under the Secured Note Purchase Agreement entered into
as of November 27, 2001 by and between eMagin and Rivkin. The amendment
agreement extends the maturity date of the Rivkin Secured Convertible Note from
November 30, 2002 to December 31, 2002.
The foregoing description is only a summary of the transactions
described and is qualified in its entirety by the amendments to the notes
attached as exhibits to this Form 8-K, which exhibits are incorporated herein by
reference.
ITEM 7. EXHIBITS.
Exhibit
Number Description
10.1 Amendment No. 10 to Convertible Promissory Note
dated as of November 29, 2002.
10.2 Amendment No. 4 to Secured Promissory Note dated
as of November 26, 2002.
10.3 Amendment No. 4 to the Secured Convertible
Promissory Notes dated as of November 26, 2002.
10.4 Amendment No. 4 to the Secured Convertible
Promissory Note dated as of November 26, 2002.
10.5 Amendment No. 4 to Secured Convertible Promissory
Note dated as of November 30, 2002.
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: November 30, 2002