SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported) September 9, 1998
ADVANCED MACHINE VISION CORPORATION
(Exact name of registrant as specified in its charter)
California
(State or other jurisdiction of incorporation)
0-20097 33-0256103
(Commission File Number) (IRS Employer Identification No.)
2067 Commerce Drive
Medford, Oregon 97504
(Address of principal executive offices) (Zip Code)
541-776-7700
(Registrant's telephone number, including area code)
Total Number of Pages: 2
<PAGE>
Item 5. Other Events
On September 9, 1998, Advanced Machine Vision Corporation
("AMV") entered into a non-binding letter of intent ("Letter
of Intent") for FMC Corporation ("FMC") to purchase 119,100
shares of AMV's Series B Preferred Stock ("Preferred Stock")
for $2,620,000. The purchase transaction is expected to be
completed by October 9, 1998 and is subject to the approval of
AMV's Board of Directors and final documentation.
The Preferred Stock will initially be convertible into
1,191,000 shares of AMV common stock at $2.20 per share,
which, if converted, would represent a 10% ownership position
based on the current number of AMV common shares outstanding.
The Letter of Intent also provides that the Preferred Stock
contains voting rights, pays no dividends, has a $2,620,000
preference in liquidation and contains an option to purchase
preferred shares equal to an additional 15% ownership position
at a price equal to the then current market value (as defined)
of the equivalent AMV common stock. FMC will also gain two
seats on AMV's Board of Directors.
Item 7. Financial Statements and Exhibits
None
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
ADVANCED MACHINE VISION CORPORATION
Date: September 14, 1998 By: /s/ Alan R. Steel
--------------------------------
Vice President, Finance and
Chief Financial Officer