Item 7.01 Regulation FD Disclosure
On November 28, 2012, Eastman Kodak Company (the "Company") announced that it
has entered into a commitment letter to secure $830 million in Junior
Debtor-in-Possession Financing with the ten investors comprising the Steering
Committee of the Second Lien Noteholders Committee.
In connection with the negotiation and execution of the commitment letter and
the filing of this report on Form 8-K, the commitment letter has been made
available to certain parties.
Item 8.01 Other Events
On November 28, 2012, the Company issued a press release describing the Junior
Debtor-in-Possession Financing. A copy of the press release is attached as
Exhibit 99.2, and is incorporated herein by reference.
The commitment letter and certain other documents related to the financing will
be filed with the U.S. Bankruptcy Court for the Southern District of New York.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit
No. Description
99.1 Debtor-in-Possession Facility Commitment Letter
99.2 Press release issued by Eastman Kodak Company on November 28, 2012
announcing Junior Debtor-in-Possession Financing.
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The information set forth above in Item 7.01 of this report on Form 8-K and the
attached Exhibit 99.1 shall not be deemed "filed" for purposes of Section 18 of
the Securities Exchange Act of 1934 or otherwise subject to the liabilities in
that section.
CAUTIONARY STATEMENT PURSUANT TO SAFE HARBOR PROVISIONS OF THE PRIVATE
SECURITIES LITIGATION REFORM ACT OF 1995
This report on Form 8-K, including the exhibits attached hereto, includes
"forward-looking statements" as that term is defined under the Private
Securities Litigation Reform Act of 1995. Forward-looking statements include
statements concerning the Company's plans, objectives, goals, strategies, future
events, future revenue or performance, capital expenditures, liquidity,
financing needs, business trends, and other information that is not historical
information. When used in this report on Form 8-K, including the exhibits
attached hereto, the words "estimates," "expects," "anticipates," "projects,"
"plans," "intends," "believes," "predicts," "forecasts," or future or
conditional verbs, such as "will," "should," "could," or "may," and variations
of such words or similar expressions are intended to identify forward-looking
statements. All forward-looking statements, including, without limitation,
management's examination of historical operating trends and data, are based upon
the Company's expectations and various assumptions. Future events or results may
differ from those anticipated or expressed in these forward-looking statements.
Important factors that could cause actual events or results to differ materially
from these forward-looking statements include, among others, the risks and
uncertainties described in more detail in the Company's most recent Annual
Report on Form 10-K for the year ended December 31, 2011, Quarterly Reports on
Form 10-Q for the quarters ended March 31, 2012, June 30, 2012 and September 30,
2012, under the headings "Business," "Risk Factors," and "Management's
Discussion and Analysis of Financial Condition and Results of
Operations-Liquidity and Capital Resources," and those described in filings made
by the Company with the U.S. Bankruptcy Court for the Southern District of New
York and in other filings the Company makes with the SEC from time to time, as
well as the following: the Company's ability to successfully emerge from Chapter
11 as a profitable sustainable company; the ability of the Company and its
subsidiaries to develop, secure approval of and consummate one or more plans of
reorganization with respect to the Chapter 11 cases; the Company's ability to
improve its operating structure, financial results and profitability; the
ability of the Company to achieve cash forecasts, financial projections, and
projected growth; our ability to raise sufficient proceeds from the sale of
businesses and non-core assets; the businesses the Company expects to emerge
from Chapter 11; the ability of the company to discontinue certain businesses or
operations; the ability of the Company to continue as a going concern; the
Company's ability to comply with the Earnings Before Interest, Taxes,
Depreciation and Amortization (EBITDA) covenants in its Debtor-in-Possession
Credit Agreement; our ability to obtain additional financing; the potential
adverse effects of the Chapter 11 proceedings on the Company's liquidity,
results of operations, brand or business prospects; the monetization of our
digital imaging patent portfolio; the outcome of our intellectual property
patent litigation matters; the Company's ability to generate or raise cash and
maintain a cash balance sufficient to service its debt and financing
arrangements and to fund continued investments, capital needs, restructuring
payments and service its debt; our ability to fairly resolve legacy liabilities;
the resolution of claims against the company; our ability to retain key
executives, managers and employees; our ability to maintain product reliability
and quality and growth in relevant markets; our ability to effectively
anticipate technology trends and develop and market new products, solutions and
technologies; and the impact of the global economic environment on the Company.
There may be other factors that may cause the Company's actual results to differ
materially from the forward-looking statements. All forward-looking statements
attributable to the Company or persons acting on its behalf apply only as of the
date of this report on Form 8-K, including the exhibits attached hereto, and are
expressly qualified in their entirety by the cautionary statements included in
this report. The Company undertakes no obligation to update or revise
forward-looking statements to reflect events or circumstances that arise after
the date made or to reflect the occurrence of unanticipated events.