eMagin Corporation (NYSE American: EMAN) (“eMagin”
or the “Company”), a U.S.-based leader in the development, design,
and manufacture of Active-Matrix OLED microdisplays for
high-resolution, AR/VR and other near-eye imaging products, today
announced the completion of its acquisition by Samsung Display Co.,
Ltd. (“Samsung Display”), a subsidiary of Samsung Electronics Co.,
Ltd. and manufacturer and distributor of display products, for
$2.08 per share in an all-cash transaction valued at approximately
$218 million.
“I know I speak for everyone at eMagin when I say that we are
very excited to be teaming with Samsung Display, a global leader in
display technology,” said Andrew G. Sculley, eMagin’s Chief
Executive Officer. “Together, we will be able to achieve the full
potential of eMagin's next-generation AR/VR solutions. In the near
term, our customers will benefit from significant improvements to
our production capabilities in terms of yield, efficiency, and
quality control. Over the longer term, we will look to develop new
applications and new markets for our microdisplay technology.
“We will continue to operate under the eMagin name in our
Hopewell Junction, New York facilities and serve our valued
military, medical and commercial customers. We are confident that
with the assistance of Samsung Display we can reach even greater
levels of quality, resolution and luminance for our displays and
accelerate the development of our Direct Patterning Technology,
dPd.”
“The eMagin team shares Samsung Display’s commitment to
connecting people and technology in meaningful and valuable ways by
creating displays that go beyond the user’s imagination,” said Joo
Sun Choi, President and CEO of Samsung Display. “We will provide
the scale, platform and complementary technologies that eMagin
needs to accelerate its growth while we leverage our combined teams
and resources to produce greater value for our customers. We look
forward to helping eMagin achieve its goal of transforming the way
the world consumes information.”
With the completion of the transaction, shares of eMagin common
stock have ceased trading and, once the delisting application
becomes effective with the Securities and Exchange Commission (the
“SEC”), will no longer be listed on the NYSE American exchange.
The parties have selected Continental Stock Transfer & Trust
Company as the paying agent for the merger consideration.
About eMagin Corporation
eMagin is the leader in OLED microdisplay technology, enabling
the visualization of digital information and imagery for
world-class customers in the military, consumer, medical and
industrial markets. The Company invents, engineers, and
manufactures display technologies of the future and is the only
manufacturer of OLED displays in the United States. eMagin’s Direct
Patterning Technology (dPd™) will transform the way the world
consumes information. Since 2001, eMagin’s microdisplays have been
used in AR/VR, aircraft helmets, heads-up display systems, thermal
scopes, night vision goggles, future weapon systems and a variety
of other applications. For more information, please visit
www.emagin.com.
About Samsung Display
Samsung Display is a global leader of cutting-edge display
solutions. The company diversifies display applications not only
for smartphones, TVs, laptops, and monitors, but also smartwatches,
game consoles and automotive applications and has close
partnerships with a variety of global manufacturers. Samsung
Display is leading the foldable display market based on its
innovative technology, enabling the world’s first mass-production
of OLED and Quantum Dot-OLED, and endeavors to develop
next-generation technology such as slidable, rollable, and
stretchable displays to provide new experiences and possibilities
to consumers. Samsung Display prioritizes environmental and social
values throughout the entire process of product manufacturing. The
company will further evolve into a sustainable company dedicated to
the development and happiness of humanity. For more information,
please visit https://www.samsungdisplay.com /eng/index.jsp or
https://global.samsungdisplay.com.
Forward-Looking Statements
This press release contains “forward-looking statements” within
the meaning of the federal securities laws, including Section 27A
of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934. These forward-looking statements
are based on the Company’s current expectations, estimates and
projections about the potential benefits thereof, its business and
industry, management’s beliefs and certain assumptions made by the
Company and Samsung Display, all of which are subject to change. In
this context, forward-looking statements often address expected
future business and financial performance and financial condition,
and often contain words such as “expect,” “anticipate,” “intend,”
“plan,” “believe,” “could,” “seek,” “see,” “will,” “may,” “would,”
“might,” “potentially,” “estimate,” “continue,” “target,” similar
expressions or the negatives of these words or other comparable
terminology that convey uncertainty of future events or outcomes.
All forward-looking statements by their nature address matters that
involve risks and uncertainties, many of which are beyond our
control, and are not guarantees of future results, such as
statements about the anticipated benefits thereof. These and other
forward-looking statements, are not guarantees of future results
and are subject to risks, uncertainties and assumptions that could
cause actual results to differ materially from those expressed in
any forward-looking statements. Accordingly, there are or will be
important factors that could cause actual results to differ
materially from those indicated in such statements and, therefore,
you should not place undue reliance on any such statements and
caution must be exercised in relying on forward-looking statements.
Important risk factors that may cause such a difference include,
but are not limited to: (i) the impact of the COVID-19 pandemic and
the current conflict between the Russian Federation and Ukraine on
eMagin’s business and general economic conditions; (ii) eMagin’s
ability to implement its business strategy; (iii) potential
litigation relating to the transaction; (iv) the risk that
disruptions from the transaction will harm eMagin’s business,
including current plans and operations; (v) the ability of eMagin
to retain and hire key personnel; (vi) potential adverse reactions
or changes to business relationships resulting from the
announcement or completion of the transaction; (vii) legislative,
regulatory and economic developments affecting eMagin’s business;
(viii) general economic and market developments and conditions;
(ix) the evolving legal, regulatory and tax regimes under which
eMagin operates; and (x) unpredictability and severity of
catastrophic events, including, but not limited to, acts of
terrorism or outbreak of war or hostilities, as well as eMagin’s
response to any of the aforementioned factors. These risks, as well
as other risks associated with the transaction, are more fully
discussed in the Definitive Proxy Statement filed with the SEC in
connection with the transaction. Additional risks and uncertainties
that could cause actual outcomes and results to differ materially
from those contemplated by the forward-looking statements are
included under the caption “Risk Factors” in the Company’s most
recent annual and quarterly reports filed with the SEC and any
subsequent reports on Form 10-K, Form 10-Q or Form 8-K filed from
time to time and available at www.sec.gov. While the list of
factors presented here is, and the list of factors presented in the
Definitive Proxy Statement are, considered representative, no such
list should be considered to be a complete statement of all
potential risks and uncertainties. Unlisted factors may present
significant additional obstacles to the realization of
forward-looking statements. Consequences of material differences in
results as compared with those anticipated in the forward-looking
statements could include, among other things, business disruption,
operational problems, financial loss, legal liability to third
parties and similar risks, any of which could have a material
adverse effect on the Company’s financial condition, results of
operations, or liquidity. The forward-looking statements included
herein are made only as of the date hereof. The Company does not
assume any obligation to publicly provide revisions or updates to
any forward-looking statements, whether as a result of new
information, future developments or otherwise, should circumstances
change, except as otherwise required by securities and other
applicable laws.
ContacteMagin CorporationMark A. KochChief
Financial Officer845-838-7900investorrelations@emagin.com
Sharon Merrill Associates, Inc.Nicholas
Manganaro617-542-5300eman@investorrelations.com
eMagin (AMEX:EMAN)
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eMagin (AMEX:EMAN)
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