Exhibit 10.154
FIRST AMENDMENT TO
8.75% CONVERTIBLE DEBENTURE
THIS FIRST AMENDMENT TO 8.75% CONVERTIBLE DEBENTURE (this "First
Amendment") is made and entered into as of this 17th day of January, 2001 by and
between DISPLAY TECHNOLOGIES, INC., a Nevada corporation f/k/a LA-MAN
CORPORATION ("Borrower"), and RENAISSANCE CAPITAL GROWTH & INCOME FUND III, INC.
("Lender").
WHEREAS, Borrower previously executed that certain 8.75% Convertible
Debenture dated March 2, 1998 in the principal amount of $1,750,000 in favor of
Lender, which is being held by Compass Bank as custodian for the benefit of the
Lender (the "Debenture");
WHEREAS, pursuant to the Debenture, Lender has the right to convert all
or, in multiples of $100,000, any part of the Debenture into a certain number of
fully paid and nonassessable shares of Common Stock of Borrower;
WHEREAS, the Conversion Price (as defined in the Debenture) is $4.75
per share, subject to adjustment as provided in the Debenture; and
WHEREAS, pursuant to that certain Agreement to Provide Guarantee dated
the date hereof among Borrower, Lender and certain other parties, Borrower and
Lender now desire to amend the Debenture to provide that the Conversion Price is
$2.00 per share as of January ____, 2001, subject to adjustment as provided in
the Debenture.
NOW, THEREFORE, in consideration of the mutual premises set forth
above, and other good and valuable consideration, the receipt and sufficiency of
which is hereby acknowledged, the parties hereto agree as follows:
1. Effective on the date hereof, the Conversion Price under Section
6(b) of the Debenture is hereby reduced to $2.00 per share. The Conversion Price
shall be subject to further adjustment after the date hereof at the times and in
accordance with the provisions set forth in Section 6(b).
2. This First Amendment shall be effective as of the date hereof.
Except as amended herein, the Debenture shall remain in full force and effect.
[signature page follows]
1
IN WITNESS WHEREOF, the parties have executed this First Amendment as
of the day and year set forth above.
DISPLAY TECHNOLOGIES, INC.,
f/k/a La-Man Corporation
By: /s/ J. Xxxxxxx Xxxxxxxx
-----------------------------------
Its: President
----------------------------------
RENAISSANCE CAPITAL GROWTH &
INCOME FUND III, INC.
By: Xxxxxx Xxxxxxxxx
-----------------------------------
Its: President
----------------------------------
2
