-----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, SUOgNOXcNZnuWQ/wJItATyrE5jbP+mZmxDz8YyJXuMkZELUd//aEHa5E8ud7Dp6O df34ouALOY2geyrhy7l9zw== 0000893838-04-000023.txt : 20040206 0000893838-04-000023.hdr.sgml : 20040206 20040206172011 ACCESSION NUMBER: 0000893838-04-000023 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040204 FILED AS OF DATE: 20040206 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: EMAGIN CORP CENTRAL INDEX KEY: 0001046995 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 561764501 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2070 ROUTE 52 STREET 2: SUITE 2000 V6E 2K3 CITY: HOPEWELL JUNCTION STATE: NY ZIP: 12533 BUSINESS PHONE: 845 892 1900 MAIL ADDRESS: STREET 1: 2070 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: STILLWATER LLC CENTRAL INDEX KEY: 0001230586 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-15751 FILM NUMBER: 04575266 BUSINESS ADDRESS: STREET 1: 15 EAST 62ND STREET CITY: NEW YORK STATE: NY ZIP: 10021 4 1 stillwater4_ex.xml X0201 4 2004-02-04 0 0001046995 EMAGIN CORP EMA 0001230586 STILLWATER LLC 15 EAST 62ND STREET NEW YORK NY 10021 0 0 1 0 Common Stock 2004-02-04 4 S 0 400000 2.21 D 1424760 D Common Stock 1051216 I By Rainbow Gate Corporation Stock Purchase Warrants (right to buy) Common Stock 1276356 1276356 D Stock Purchase Warrants (right to buy) Common Stock 3358300 3358300 D 9% Secured Convertible Notes Common Stock 2279635 2279635 D 9% Secured Convertible Notes Common Stock 3358300 3358300 D 11% Secured Convertible Notes Common Stock 258331 258331 D Stock Purchase Warrants (right to buy) Common Stock 300000 300000 D Stock Purchase Warrants (right to buy) Common Stock 289310 289310 I By Rainbow Gate Corporation The reporting person sold these shares to an accredited investor pursuant to a privately-negotiated agreement. These securities are owned solely by Rainbow Gate Corporation. The sole member of Stillwater LLC is the investment manager of Rainbow Gate Corporation, and this report shall not be deemed an admission that Stillwater LLC is the beneficial owner of these securities except to the extent of its pecuniary interest therein. The warrants to purchase Issuer's Common Stock have an exercise price of $0.5469 per share, are exercisable immediately, and have an expiration date of January 14, 2005. The warrants to purchase Issuer's Common Stock have an exercise price of $0.8110 per share, are exercisable immediately, and have an expiration date of April 25, 2006. The secured convertible notes have a conversion price of $0.5264 per share, are convertible immediately, and become due on November 1, 2005. The amount reported in Table II of the Issuer's Common Stock underlying the secured convertible notes upon conversion does not include shares which may be issuable upon conversion of interest which accrues from the date of issuance of such notes until such conversion. The secured convertible notes have a conversion price of $0.7742 per share, are convertible immediately, and become due on November 1, 2005. The amount reported in Table II of the Issuer's Common Stock underlying the secured convertible notes upon conversion does not include shares which may be issuable upon conversion of interest which accrues from the date of issuance of such notes until such conversion. The secured convertible notes have a conversion price of $0.7742 per share, are convertible immediately, and become due on November 1, 2005. The amount reported in Table II of the Issuer's Common Stock underlying the secured convertible notes upon conversion does not include shares which may be issuable upon conversion of interest which accrues from the date of issuance of such notes until such conversion. The warrants to purchase Issuer's Common Stock have an exercise price of $0.4257 per share and have an expiration date of June 20, 2007, however, they may not be exercised by the Reporting Person so long as the Reporting Person is the beneficial owner, directly or indirectly, of more than ten percent (10%) of the Common Stock for purposes of Section 16 of the Securities Exchange Act of 1934. The warrants to purchase Issuer's Common Stock have an exercise price of $0.7542 per share, are exercisable immediately, and have an expiration date of February 28, 2005. /s/ Mortimer D.A. Sackler, President, on behalf of Stillwater LLC 2004-02-06 -----END PRIVACY-ENHANCED MESSAGE-----