Samsung Display Co., Ltd. entered into a definitive agreement to acquire eMagin Corporation (NYSEAM:EMAN) for approximately $180 million on May 17, 2023. Under the terms of the agreement, all outstanding shares of eMagin common stock on a fully diluted basis will be acquired for $2.08 per share in cash. Following the closing of the transaction, eMagin will continue to maintain its operations and facilities in Hopewell Junction, NY. In case of termination of the transaction under certain circumstances, eMagin would be required to pay Samsung Display a termination fee of $9 million.

The transaction is subject to the approval by eMagin's stockholders, the expiration or termination of any applicable waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, receipt of any other required governmental approvals or waivers thereof, including clearance from the Committee on Foreign Investment in the United States, and other customary closing conditions. Boards of Directors of eMagin and Samsung Display have unanimously approved the transaction. The transaction is expected to close in the second half of 2023. Nomura Securities International, Inc. is serving as exclusive financial advisor and fairness opinion provider to eMagin. Ross Sturman of White & Case LLP and Jocelyn Arel, Michael R. Patrone, Will Wang, Achal Oza, Liza Craig, Alexandra S. Denniston and Paul S. Jin of Goodwin Procter LLP are acting as eMagin's legal counsel. Evercore Inc. is serving as exclusive financial advisor to Samsung Display and Daniel Kim, Brad Finkelstein, Jennifer Taylor, Ashwin Gokhale, Adit Khorana, Courtney Dyer, Jeff Walbridge, Woojae Kim, Hae-in Park, Christian Peeters, David Ribner, Owen Kim, Jameson Frazier, Lining Shan and Noah Kornblith of O'Melveny & Myers LLP are acting as legal counsels.