Eastman Kodak Company Announces the Expiration of the Offer to Subscribe for Loans and Exchange Notes for Loans

  Eastman Kodak Company Announces the Expiration of the Offer to Subscribe for
  Loans and Exchange Notes for Loans

Business Wire

ROCHESTER, N.Y. -- March 15, 2013

Eastman Kodak Company (“Kodak” or the “Company”) today announced the
expiration, at 5:00 p.m. on March 14, 2013, of the offer to holders of its
outstanding 10.625% Senior Secured Notes due March 15, 2019 (CUSIP Nos.
277461BK4 and U27746AH6) and 9.75% Senior Secured Notes due March 1, 2018
(CUSIP Nos. 277461BH1 and U27746AG8) (together, the “Notes”) to (i) subscribe
for up to an aggregate amount of $455,000,000 of term loans (the “New Money
Loans”) under a new junior secured priming superpriority debtor-in-possession
term loan facility (the “Junior DIP Facility”); and (ii) exchange Notes for up
to an aggregate amount of $375,000,000 of junior term loans (the “Junior
Loans”) under the Junior DIP Facility. The offer was oversubscribed.

Kurtzman Carson Consultants LLC, the information agent for the offer (the
“Information Agent”), will notify holders whose commitments to participate
were accepted (“Participating Holders”) of their allocated amounts of New
Money Loans and Junior Loans, and provide them with funding and tender
instructions on or before Tuesday, March 19, 2013. Participating Holders will
be required to fund their allocated amounts of New Money Loans, tender Notes
for exchange into Junior Loans and provide signature pages to the Junior DIP
Facility credit agreement by 5:00 p.m. on Thursday, March 21, 2013. Kodak
expects that both the closing of the Junior DIP Facility and the amendment and
restatement of Kodak’s existing DIP Facility will occur on Friday, March 22,

Subject to the closing of both facilities, on March 22, 2013, Kodak will make
a “catch up” adequate protection payment in the aggregate amount of
approximately $116 million to the record holders of Notes on March 21, 2013.
Thereafter, the Company will make monthly adequate protection payments in
arrears to holders of outstanding Notes in an amount equal to current
non-default interest on such Notes. The record date for holders entitled to
receive the monthly adequate protection payments will be the last business day
of the applicable month and the adequate protection payment date will be the
tenth business day of the following month.

Bankruptcy Proceedings

Kodak and certain of its affiliates have filed voluntary petitions for relief
under Chapter 11 of Title 11 (“Chapter 11”) of the United States Code, 11
U.S.C. §§ 101 et seq. (the “Bankruptcy Code”) and are operating their
businesses and managing their property as debtors-in-possession pursuant to
the Bankruptcy Code. Nothing herein or in any of the offer documents shall
constitute or be deemed to constitute a solicitation by any party of votes to
approve or reject a Chapter 11 plan for any debtor. A solicitation with
respect to votes to approve or reject a Chapter 11 plan only may be commenced
once a disclosure statement that complies with section 1125 of the Bankruptcy
Code has been approved by the Bankruptcy Court.


This document 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 document,
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, 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
corporate governance of the Company prior to and following emergence from
Chapter 11; 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 outcome of our intellectual property patent litigation
matters; the Company’s ability to generate or raise cash and maintain a cash
balance sufficient to comply with the minimum liquidity covenants in its
debtor-in-possession credit agreement 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; the Company’s ability to retain key executives, managers and
employees; the Company’s ability to maintain product reliability and quality
and growth in relevant markets; the Company’s ability to effectively
anticipate technology trends and develop and market new products, solutions
and technologies; the Company’s ability to satisfy any of the conditions to
the closing of the Junior DIP Facility; the risk that the offer may not be
consummated; 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 document, 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.


Kurtzman Carson Consultants
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