Kodak Enters into Agreement for Proposed Sale of Document Imaging Business to Brother Industries, Ltd.

  Kodak Enters into Agreement for Proposed Sale of Document Imaging Business
  to Brother Industries, Ltd.

Brother to provide stalking horse bid

Business Wire

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

Eastman Kodak Company has reached agreement with Brother Industries, Ltd., for
the proposed sale of certain assets of its Document Imaging business for a
cash purchase price of approximately $210 million, subject to certain price
adjustments at closing. In addition, Brother will assume deferred service
revenue liability of the business, which totaled approximately $67 million as
of December 31, 2012.

Kodak’s Document Imaging business provides a comprehensive portfolio of
scanners, capture software and services to enterprise customers. Brother is a
leading global manufacturer of laser, label and multi-function printers, as
well as fax machines and sewing machines.

Consummation of the transaction with Brother is subject to court approval and
a marketing period in which Kodak may seek to obtain a higher or better offer
for the business, alone or in combination with other businesses, including
through a court-approved auction. Kodak’s ability to continue to explore
alternatives during the marketing period will ensure that Kodak obtains the
maximum value for the business. Consummation is also subject to satisfying
customary closing conditions, including required regulatory approvals.

“This proposed sale is another key step in Kodak’s path to emergence – it
moves us closer to realizing our strategic vision for Kodak’s future,” said
Antonio M. Perez, Chairman and Chief Executive Officer. “A sale to Brother,
should they prevail, would represent an excellent outcome for Document
Imaging’s customers, partners and employees.”

Under the terms of the agreement, Kodak will seek U.S. Bankruptcy Court
approval of the bidding procedures at a hearing in late April and is targeting
final court approval of a transaction in June.

“Document Imaging has many differentiating strengths, including an outstanding
global customer base, award-winning software and hardware solutions, strategic
reseller partners and a comprehensive service and support network,” Perez

Dolores Kruchten, President of Document Imaging, said that Kodak will work
throughout the sale process to ensure a smooth transition for customers.

“We are pleased that under this agreement with Brother, Document Imaging will
continue to strengthen its position as a leader of information capture and
management solutions for enterprise customers,” said Kruchten. “Our valued
customers will receive the highest quality products, world-class customer
service and reseller support that have been the hallmarks of our business.”

Consistent with its previously stated goal of restructuring around its
Commercial Imaging business, Kodak is continuing its publicly announced sales
process for its Personalized Imaging (PI) business.

Lazard is serving as the financial advisor to Kodak and Sullivan & Cromwell is
the lead legal advisor to Kodak in the transaction.


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
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 agreements; 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
agreements 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; 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
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

About Kodak

Kodak is transforming into a B2B company focused on its Commercial Imaging
business. Kodak will be centered on commercial, packaging and functional
printing solutions and enterprise services, markets in which it offers
customers advanced technologies that give them a competitive edge. The company
also offers leading products and services in Entertainment Imaging and
Commercial Films. Its Personalized Imaging and Document Imaging businesses are
being marketed for sale. For additional information on Kodak, visit kodak.com.


Christopher Veronda, +1 585-724-2622
Press spacebar to pause and continue. Press esc to stop.