-----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, CPcHQrM7SzWhpRUb2ud3I408WSEdJBbc2slXtLH+bKo/wer4rlPDryl2luCiPae0 NSIaN6axNNhi/fziA+iwOw== 0001209191-04-014737.txt : 20040305 0001209191-04-014737.hdr.sgml : 20040305 20040305205426 ACCESSION NUMBER: 0001209191-04-014737 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040303 FILED AS OF DATE: 20040305 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: 04653375 BUSINESS ADDRESS: STREET 1: 15 EAST 62ND STREET CITY: NEW YORK STATE: NY ZIP: 10021 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: EMAGIN CORP CENTRAL INDEX KEY: 0001046995 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 880378451 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 4 1 bny94984_bny01sl.xml MAIN DOCUMENT DESCRIPTION X0201 4 2004-03-03 0 0001046995 EMAGIN CORP EMA 0001230586 STILLWATER LLC 15 EAST 62ND STREET NEW YORK NY 10021 0 0 1 0 Common Stock 2004-03-03 4 C 0 2374836 0.5264 A 0 D Common Stock 2004-03-03 4 C 0 3423529 0.7742 A 0 D Common Stock 2004-03-03 4 C 0 273658 0.7742 A 7496783 D Common Stock 1051216 I By Rainbow Gate Corporation 9% Secured Convertible Notes 0.5264 2004-03-03 4 C 0 1200000 1200000 D 2002-01-14 2005-11-01 Common Stock 2374836 0 D 9% Secured Convertible Notes 0.7742 2004-03-03 4 C 0 2600000 2600000 D 2003-04-25 2005-11-01 Common Stock 3423529 0 D 11% Secured Convertible Notes 0.7742 2004-03-03 4 C 0 200000 200000 D 2003-04-25 2005-11-01 Common Stock 273658 0 D Stock Purchase Warrants (right to buy) 2.76 2004-03-03 4 J 0 776642 A 2004-03-03 Common Stock 776642 776642 D Stock Purchase Warrants (right to buy) 2.76 2004-03-03 4 J 0 517760 A 2004-03-03 Common Stock 517760 517760 D Stock Purchase Warrants (right to buy) Common Stock 1276356 1276356 D Stock Purchase Warrants (right to buy) Common Stock 3358300 3358300 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 Common Stock was acquired by the Reporting Person by converting its secured notes pursuant to the Master Amendment Agreement between the Reporting Person, the Issuer and certain other secured investors dated February 17, 2004, as amended on March 1, 2004 and approved by the American Stock Exchange on March 3, 2004 (the "Master Amendment Agreement"). These securities are owned solely by Rainbow Gate Corporation. The sole member of the Reporting Person is the investment manager of Rainbow Gate Corporation, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these securities except to the extent of its pecuniary interest therein. The Warrants were issued by the Issuer to the Reporting Person in consideration for the Reporting Person entering into the Master Amendment Agreement. The Warrants will expire on the later of (i) twelve months from the effective date of a registration statement that registers the underlying common stock of the Warrant and (ii) December 31, 2005. The Warrants will expire forty-eight months after the effective date of the registration statement that registers the underlying common stock of the Warrant. 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 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. This amount includes the shares which the company issued to the Reporting Person for accrued interest on the secured note through the conversion date. Principal amount of the secured note in U.S. dollars. /s/ Mortimer D.A. Sackler, Name: Mortimer D.A. Sackler, Title: President 2004-03-05 -----END PRIVACY-ENHANCED MESSAGE-----