-----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, VjFjdZp1Zlw/MPlB3wJDRuZs7aoggeplgBxxTqRCntPmw7xvY++iVUOX8u8Ix3Xj GqQL5Fc8UofpewCbdEv8dg== 0000950127-02-000699.txt : 20020617 0000950127-02-000699.hdr.sgml : 20020617 20020617084955 ACCESSION NUMBER: 0000950127-02-000699 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020614 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020617 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EMAGIN CORP CENTRAL INDEX KEY: 0001046995 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 880378451 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15751 FILM NUMBER: 02680191 BUSINESS ADDRESS: STREET 1: 1580 ROUTE 52 STREET 2: SUITE 2000 V6E 2K3 CITY: HOPEWELL JUNCTION STATE: NY ZIP: 12533 BUSINESS PHONE: 9148921900 MAIL ADDRESS: STREET 1: 1580 ROUTE 52 STREET 2: SUITE 2000 V6E 2K3 CITY: HOPEWELL JUNCITON STATE: NY ZIP: 12533 FORMER COMPANY: FORMER CONFORMED NAME: FASHION DYNAMICS CORP DATE OF NAME CHANGE: 19980805 8-K 1 form8k.txt FORM 8-K 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): June 14, 2002 eMagin Corporation - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 000-24757 56-1764501 - ----------------------------- ------------------- ------------------------- (State or Other (Commission (I.R.S. Employer Jurisdiction of Incorporation) File Number) Identification Number) - -------------------------------------------------------------------------------- 2070 Route 52, Hopewell Junction, New York 12533 (Address of principal executive offices) (zip code) (845) 892-1900 - -------------------------------------------------------------------------------- (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 fifth amendment agreement to amend and extend the maturity date of the Convertible Promissory Note (the "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 Note from June 14, 2002 to June 17, 2002. eMagin and Travelers are currently engaging in discussions in respect of the restructuring of the Note. There can be no assurance that eMagin will be able to arrange a restructuring of the Note on terms acceptable to eMagin, if at all. The foregoing description is only a summary of the transaction described and is qualified in its entirety by the Amendment No. 5 to Convertible Promissory Note attached as an exhibit to this Form 8-K, which exhibit is incorporated herein by reference. ITEM 7. EXHIBITS. Exhibit Number Description 10.1 Amendment No. 5 to Convertible Promissory Note dated as of June 14, 2002. SIGNATURE 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/ Edward V. Flynn -------------------------------------- Name: Edward V. Flynn Title: Chief Financial Officer Dated June 14, 2002. EX-10.1 3 exh10amend.txt AMENDMENT NO. 5 TO CONVERTIBLE PROMISSORY NOTE AMENDMENT NO. 5 TO CONVERTIBLE PROMISSORY NOTE AMENDMENT NO. 5 TO CONVERTIBLE PROMISSORY NOTE (this "Agreement"), dated as of June 14, 2002, by and between eMAGIN CORPORATION, a Delaware corporation (the "Borrower") and The Travelers Insurance Company (the "Lender"), each a party to the Note Purchase Agreement (the "Note Purchase Agreement") entered into as of August 20, 2001 and a Convertible Promissory Note (the "Note") dated August 20, 2001 as amended to date. All capitalized terms used herein and not otherwise defined herein shall have the respective meanings provided to such terms in the Note. W I T N E S S E T H : - - - - - - - - - - WHEREAS, the Amendment provides in Section 1.1 thereof that the outstanding principal amount of the Note shall be payable on June 14, 2002 (the "Maturity Date"); WHEREAS, the parties hereto are currently engaging in discussion to renegotiate certain provisions of the Note; WHEREAS, in order to allow such discussion to proceed in an orderly manner, the Borrower has requested and the Lender has agreed to extend the Maturity Date and amend the Note as set out herein; NOW, THEREFORE, in consideration of the mutual covenants set forth herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto, intending to be legally bound, hereby agree as follows: ARTICLE ONE AMENDMENT TO NOTE SECTION 1.1 Amendment to Note. By executing this Agreement, the Borrower and the Lender hereby agree and acknowledge that Section 1 of the Note is hereby amended by deleting "June 14, 2002" and inserting in the place of such deletion "June 17, 2002" ARTICLE TWO MISCELLANEOUS SECTION 2.1 Counterparts.This Agreement may be executed in any number of counterparts and by the different parties hereto on separate counterparts, each of which counterparts when executed and delivered (including delivery by way of facsimile) shall be an original, but all of which shall together constitute one and the same instrument. A complete set of counterparts shall be lodged with the Borrower. SECTION 2.2 GOVERNING LAW. THIS AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK, EXCLUDING CONFLICT OF LAW PRINCIPLES THAT WOULD CAUSE THE APPLICATION OF LAWS OF ANY OTHER JURISDICTION. SECTION 2.3 Effective Date. This Agreement shall become effective (the "Effective Date") as of the date first referenced above. SECTION 2.4 Effect of Amendment. From and after the Effective Date, the Note and all references to the Note pursuant to the Note Purchase Agreement and the other documents referenced therein shall be deemed to be references to the Note as modified hereby. This Agreement is limited as specified and shall not constitute a modification, amendment, acceptance or waiver of any other provision of the Note, the Note Purchase Agreement or any other document referenced therein. SECTION 2.5 Headings. The article, section and subsection headings in this Agreement are for convenience only and shall not constitute a part of this Agreement for any other purpose and shall not be deemed to limit or affect any of the provisions hereof. SECTION 2.6 Further Assurances. From and after the date of this Agreement, upon the request of any party hereto, each party shall execute and deliver such instruments, documents and other writings as may be reasonably necessary or desirable to confirm and carry out and to effectuate fully the intent and purposes of this Agreement. * * * * * IN WITNESSES WHEREOF, the parties hereto have caused their duly authorized officers to execute and deliver this Agreement as of the date first above written. BORROWER: eMAGIN CORPORATION By: -------------------------------------- Name: Title: LENDER: THE TRAVELERS INSURANCE COMPANY By: -------------------------------------- Name: Title: -----END PRIVACY-ENHANCED MESSAGE-----