Kodak 2009 Annual Report Download - page 180

36
BENEFICIAL OWNERSHIP
BENEFICIAL SECURITY OWNERSHIP OF MORE THAN 5% OF THE COMPANY’S COMMON STOCK
As of March 8, 2010, based on Schedule 13G/A and Schedule 13D filings, the Company was aware of the following beneficial owners of
more than 5% of its common stock:
Shareholder’s Name and Address
Number of Common Shares
Beneficially Owned
Percentage of
Company’s Common
Shares Beneficially Owned
Legg Mason Capital Management, Inc.
LMM LLC
100 International Drive
Baltimore, MD 21202
55,783,199(1)
20.80%
KKR Fund Holdings L.P. (2)
c/o Kohlberg Kravis Roberts & Co., L.P.
9 West 57th Street, Suite 4200
New York, NY 10019
40,000,000(3)
13.00%
Black Rock, Inc.
40 East 52nd Street
New York, NY 10022
17,162,071
6.40%
The Vanguard Group, Inc.
100 Vanguard Blvd.
Malvern, PA 19355
14,117,110(4)
5.26%
(1) As set forth in Amendment No. 8 of Shareholder’s Schedule 13G/A, as of December 31, 2009, filed on February 23, 2010, the
following entities were listed as having shared voting and dispositive power with respect to all shares as follows:
Name
Number of Shares with Shared Voting
and Dispositive Power
Percent of Class Represented
Legg Mason Capital Management, Inc.
38,134,499*
14.22%
LMM LLC
17,648,700**
6.58%
* Includes 18,300,900 shares, representing 6.82% of total shares outstanding, owned by Legg Mason Value Trust, Inc., a Legg
Mason Capital Management managed fund.
** Includes 17,400,000 shares, representing 6.49% of total shares outstanding, owned by Legg Mason Opportunity Trust, a LLM
managed fund.
(2) On September 29, 2009, the Company issued $300,000,000 aggregate principal amount of senior secured notes and warrants to
purchase an aggregate of 40,000,000 shares of Kodak common stock (the “Kodak Warrants”) to KKR Jet Stream (Cayman)
Limited, KKR Jet Stream LLC, 8 North America Investor (Cayman) Limited and OPERF Co-Investment LLC for an aggregate
amount of $288,000,000. The Kodak Warrants are exercisable at any time after September 29, 2009 at a per share exercise price
equal to $5.50 (which amount may be paid in cash or by a built-in cashless exercise mechanism). The Kodak Warrants expire on
September 29, 2017. A holder of the Kodak Warrants is not permitted to transfer them or the shares issued upon the exercise of
any of the Kodak Warrants prior to September 29, 2011, subject to certain exceptions. Ownership of the 40,000,000 Kodak
Warrants is allocated as follows:
Name
Number of Warrants Exercisable for
Common Shares
Percent of Class Represented
KKR Jet Stream LLC
37,297,084
12.20%
8 North America Investor (Cayman) Limited
2,008,472
0.70%
OPERF Co-Investment LLC
694,444
0.20%
(3) As set forth in the Schedule 13D filed on September 29, 2009, the following entities may also be deemed to have or share
beneficial ownership of the 40,000,000 shares of common stock underlying the Kodak Warrants that may be deemed beneficially
owned by KKR Fund Holdings L.P.: KKR Fund Holdings GP Limited (as a general partner of KKR Fund Holdings L.P.); KKR
Group Holdings L.P. (as a general partner of KKR Fund Holdings L.P. and the sole shareholder of KKR Fund Holdings GP