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EASTMAN KODAK CO
FORM 10-K
(Annual Report)
Filed 03/19/14 for the Period Ending 12/31/13
Address 343 STATE ST
ROCHESTER, NY 14650-0910
Telephone 7167244000
CIK 0000031235
Symbol KODK
SIC Code 3861 - Photographic Equipment and Supplies
Industry Printing Services
Sector Services
Fiscal Year 12/31
http://www.edgar-online.com
© Copyright 2014, EDGAR Online, Inc. All Rights Reserved.
Distribution and use of this document restricted under EDGAR Online, Inc. Terms of Use.

Table of contents

  • Page 1
    EASTMAN KODAK CO FORM 10-K (Annual Report) Filed 03/19/14 for the Period Ending 12/31/13 Address Telephone CIK Symbol SIC Code Industry Sector Fiscal Year 343 STATE ST ROCHESTER, NY 14650-0910 7167244000 0000031235 KODK 3861 - Photographic Equipment and Supplies Printing Services Services 12/31 ...

  • Page 2
    ...Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the year ended December 31, 2013 or Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 1-87 EASTMAN KODAK COMPANY...

  • Page 3
    ...the Exchange Act) The aggregate market value of the voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, as of the last business day of the registrant's most recently completed second fiscal quarter, June 30, 2013 was approximately...

  • Page 4
    ... Registrant Part II Item 5. Item 6. Item 7. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Selected Financial Data Management's Discussion and Analysis of Financial Condition and Results of Operations Liquidity and Capital Resources Item...

  • Page 5
    ... its customers: transforming large printing markets with digital offset, digital print and hybrid solutions; and developing new solutions for high-growth markets. Kodak also offers leading products and services in entertainment imaging and commercial films. The Company was founded by George Eastman...

  • Page 6
    ... and profitability. Kodak faces competition from other companies that offer commercial offset and digital printing equipment, production software, consumables and service. Competitiveness is generally focused on a broad range of technology, solutions and price. The motion picture business faces...

  • Page 7
    ... of commercial offset and digital printing equipment, consumables and service. Competition is generally focused on technology, solutions, and price. All Other All Other is composed of Kodak's consumer film business and a utilities variable interest entity. Effective August 31, 2013 the Company sold...

  • Page 8
    ...) 2013 Eight Months Ended August 31, 2013 Predecessor Year Ended December 31, 2012 Year Ended December 31, 2011 Graphics, Entertainment and Commercial Films Digital Printing and Enterprise Impact of exclusion of certain components of pension and OPEB income from the segment measure of profitability...

  • Page 9
    ...to transfer to the buyer of the Personalized Imaging and Document Imaging businesses in 2014. AVAILABLE INFORMATION Kodak files many reports with the Securities and Exchange Commission ("SEC") (www.sec.gov), including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on...

  • Page 10
    ...'s business may not generate cash flow in an amount sufficient to enable it to pay the principal of, or interest on the Company's indebtedness, or to fund Kodak's other liquidity needs, including working capital, capital expenditures, product development efforts, strategic acquisitions, investments...

  • Page 11
    ...transactions are pursued simultaneously. If we fail to identify and successfully complete transactions that further the Company's strategic objectives, we may be required to expend resources to develop products and technology internally, we may be at a competitive disadvantage or we may be adversely...

  • Page 12
    ...new products and services in a timely manner to keep pace with technological developments and achieve customer acceptance. We must also effectively communicate to our customers, investors, and other key stakeholders our transformed business model, and successfully market our products for the markets...

  • Page 13
    ... and financial position. The competitive environment in which we operate may require us to facilitate or provide financing to our customers in order to win a contract. Customer financing arrangements may cover all or a portion of the purchase price for the Company's products and services. We...

  • Page 14
    ... to unilaterally withhold products, components or services, or demand changes in payment terms. As a result of such risks, we may be unable to meet our customer commitments, our costs could be higher than planned, and our cash flows and the reliability of the Company's products could be negatively...

  • Page 15
    ... party resellers and distributors and direct and indirect sales to both enterprise accounts and customers. Successfully managing the interaction of direct and indirect channels to various potential customer segments for the Company's products and services is a complex process. Moreover, since each...

  • Page 16
    ...adverse effect on our business, results of operations and financial condition. In addition, the Company, the New York State Department of Environmental Conservation and the New York State Urban Development Corporation have entered into a settlement agreement of the Company's historical environmental...

  • Page 17
    ...the Company's Stock Ownership Plan ('SOP') and Savings and Investment Plan ("SIP"), and certain former and current executives of the Company. The suits have been consolidated into a single action brought under the Employee Retirement Income Security Act ("ERISA"), styled as In re Eastman Kodak ERISA...

  • Page 18
    ... his time at KPG, Edwards commercialized many of Kodak's market-leading digital consumable products, now with annual revenues of more than $1.5 billion. Edwards joined KPG in 1998 from International Paper's Imaging Products Division, where for two years he had worldwide responsibility for technology...

  • Page 19
    ... Inc., an enterprise software company, from 2004 to 2006. At CA, he was responsible for sales, services, distribution, corporate finance, mergers & acquisitions, information technology, corporate strategy and planning. From 2002 to 2003, Clarke was an Executive Vice President of Global Operations at...

  • Page 20
    ... the Company's corporate records reflect the Board's actions. He is the principal advisor to the Board and senior management on federal securities laws and regulations. As Chief Administrative Officer ("CAO"), Sheller also oversees the corporate functions of Human Resources; Communications & Public...

  • Page 21
    ...be listed on the OTC market. There were 1,511 shareholders of record of common stock on March 3, 2014. MARKET PRICE DATA The market price data below reflects the high and low sales price of the Company's stock since September 23, 2013. 2013 Price per share: High Low 3rd Quarter 4th Quarter DIVIDEND...

  • Page 22
    ...31/2013 Eastman Kodak Company S&P Midcap 400 S&P Information Technology 100.00 100.00 100.00 128.87 105.21 102.88 134.02 109.12 107.61 136.49 110.56 111.88 178.92 113.98 116.52 ISSUER PURCHASES OF EQUITY SECURITIES During the fourth quarter of 2013, in connection with the issuance of stock to...

  • Page 23
    ... Total Cash dividends declared and paid - on common shares - per comon share Weighted average common shares outstanding at end of period Shareholders at year end Statement of Financial Position Data Working capital Property, plant and equipment, net Total assets Short-term borrowings and current...

  • Page 24
    ...eight months ending August 31, 2013, $(61) million in 2012, $82 million in 2011, $838 million in 2010 and $435 million in 2009. Effective in the second quarter of 2013, due to the sale of the Business to the KPP Purchasing Parties, results for 2011, 2012 and 2013 were restated to report the Business...

  • Page 25
    Table of Contents Corporate components of pension and OPEB include interest cost, expected return on plan assets, amortization of actuarial gains and losses, and special termination benefits, curtailments and settlement components of pension and other postretirement benefit expenses, except for ...

  • Page 26
    ... DIP Credit Agreement. On the Effective Date, Kodak received net cash consideration of $325 million for the sale of certain assets and liabilities of its Personalized Imaging and Document Imaging businesses as part of the KPP Global Settlement, which also included the settlement of the U.K. pension...

  • Page 27
    ... in the Personalized and Document Imaging Segment was reported as a component of assets held for sale as of June 30, 2013 and subsequently written-off as part of the loss on sale of the Personalized and Document Imaging businesses. As part of fresh start accounting, Kodak adjusted the carrying...

  • Page 28
    ... and discounts those estimated future cash flows to present value. As part of fresh start accounting, Kodak estimated the fair value of each of its reporting units. Except for the Graphics reporting unit, Kodak did not use the guideline public company method because reporting unit EBIT and/or EBITDA...

  • Page 29
    ... cumulative income positions. During the eight months ended August 31, 2013, Kodak determined that it was more likely than not that a portion of its deferred tax assets outside the U.S. would not be realized due to changes in the business resulting from the KPP Global Settlement and the related sale...

  • Page 30
    ... Postretirement Benefits Kodak's defined benefit pension and other postretirement benefit costs and obligations are estimated using several key assumptions. These assumptions, which are reviewed at least annually by Kodak, include the discount rate, long-term expected rate of return on plan assets...

  • Page 31
    ... the measurement date. Specifically, for its U.S. and Canadian plans, Kodak determines a discount rate using a cash flow model to incorporate the expected timing of benefit payments and an AA-rated corporate bond yield curve. For Kodak's U.S. plans, the Citigroup Above Median Pension Discount Curve...

  • Page 32
    ... Statements in Item 8. KODAK OPERATING MODEL AND REPORTING STRUCTURE As of December 31, 2013, Kodak has two reportable segments: the Graphics, Entertainment and Commercial Films Segment and the Digital Printing and Enterprise Segment. The balance of Kodak's continuing operations, which do not meet...

  • Page 33
    ... RESULTS OF OPERATIONS Net Sales from Continuing Operations by Reportable Segment (1) Successor Four Months Ended December (in millions) Graphics, Entertainment and Commercial Films Inside the U.S. Outside the U.S. Total Graphics, Entertainment and Commercial Films Digital Printing and Enterprise...

  • Page 34
    ... 2013 2012 Predecessor Change vs. 2012 (Combined) Year Ended December 31, 2011 Change vs. 2011 Graphics, Entertainment and Commercial Films $ Digital Printing and Enterprise Total of reportable segments All Other Restructuring costs and other Corporate components of pension and OPEB income (expense...

  • Page 35
    ... millions) 31, 2013 Predecessor Eight Months Ended August 31, 2013 % of Sales (Combined) Predecessor Year Ended December 31, 2012 Predecessor Year Ended December 31, 2011 % of Sales % Change vs. 2012 (Combined) % of Sales % Change vs. 2011 Net sales $ Cost of sales Gross profit Selling, general...

  • Page 36
    ... information. Gross Profit Current Year The increase in gross profit percent from 2012 to 2013 was due to favorable price/mix in the Graphics, Entertainment and Commercial Films Segment (+4pp) primarily from intellectual property licensing and the Digital Printing and Enterprise Segment (+3pp...

  • Page 37
    ...Months Ended August 31, 2013 Predecessor Year Ended December 31, 2012 Year Ended December 31, 2011 (Loss) earnings from continuing operations before income taxes Provision (benefit) for income taxes Effective tax rate (Benefit) provision) for income taxes @ 35% Difference between tax @ effective vs...

  • Page 38
    Table of Contents Discontinued Operations Discontinued operations of Kodak include the Personalized and Document Imaging businesses, digital capture and devices business, Kodak Gallery, and other miscellaneous businesses. For details, refer to Note 26, "Discontinued Operations" for additional ...

  • Page 39
    ... vs. 2011 (Predecessor) Percent Change vs. 2011 Foreign Exchange and Other Costs (in millions) Volume Price/Mix Net Sales Gross profit margin Revenues Current Year $ 1,680 10% -28% -11pp -18% n/a -8% -10pp -2% 0pp n/a -1pp The decrease in the Graphics, Entertainment and Commercial Films...

  • Page 40
    ... in R&D from 2012 to 2013 and 2011 to 2012 were primarily attributable to cost reduction actions resulting from focused development activities on core products. DIGITAL PRINTING AND ENTERPRISE Successor Four Months Ended December (in millions) Net sales Cost of sales Gross profit Selling, general...

  • Page 41
    ...31, 2012 (Predecessor) Change vs. 2011 (Predecessor) Percent Change vs. 2011 Foreign Exchange and Other Costs (in millions) Volume Price/Mix Net Sales Gross profit margin Revenues Current Year $ 939 13% -15% 17pp -14% n/a 1% 14pp -2% -1pp n/a 4pp The decrease in the Digital Printing and...

  • Page 42
    ... of the annual savings to be in effect by the second half of 2014 as actions are completed. 2012 For the year ended December 31, 2013, Kodak recorded $271 million of charges during 2012, including $13 million of charges for accelerated depreciation and $4 million of charges for inventory write-downs...

  • Page 43
    ... Change vs 2012 (2013 Combined) Cash flows from operating activities: Net cash used in operating activities Cash flows from investing activities: Net cash provided by investing activities Cash flows from financing activities: Net cash (used in) provided by financing activities Effect of exchange...

  • Page 44
    investment accounts of $41 million. PAGE 41

  • Page 45
    ... Agreement in the prior year. Partially offsetting the increased cash used in financing activities were the proceeds from the Rights Offering of $406 million and $35 million of contingent cash received related to the sale of the Personalized Imaging and Document Imaging businesses in the current...

  • Page 46
    ... law) in 2013. Kodak estimates contributions and benefit payments relating to its major defined benefit pension and other postretirement benefit plans in 2014 of $26 million. Cash flows from investing activities included $21 million and $18 million for capital expenditures for the four months ended...

  • Page 47
    ...-Term Borrowings and Long-Term Debt," in the Notes to Financial Statements. Purchase obligations include agreements related to raw materials, supplies, production and administrative services, as well as marketing and advertising, that are enforceable and legally binding on Kodak and that specify...

  • Page 48
    ...The customer financing agreements and related guarantees, which mature between 2014 and 2017, typically have a term of 90 days for product and short-term equipment financing arrangements, and up to five years for long-term equipment financing arrangements. These guarantees would require payment from...

  • Page 49
    ... well as cash used for a business acquisition in 2011 of $27 million and the funding of a restricted cash account of $22 million in 2011. Partially offsetting these cash improvements was a decrease in proceeds from the sales of businesses/assets of $63 million. Financing Activities Net cash provided...

  • Page 50
    ... financing if and as needed; the potential adverse effects of the concluded Chapter 11 proceedings on the Company's brand or business prospects; the Company's ability to fund continued investments, capital needs, restructuring payments and service its debt; changes in foreign currency exchange...

  • Page 51
    ... value of short-term and long-term borrowings would have increased $1 million and $37 million, respectively. Kodak's financial instrument counterparties are high-quality investment or commercial banks with significant experience with such instruments. Kodak manages exposure to counterparty credit...

  • Page 52
    Table of Contents ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA Report of Independent Registered Public Accounting Firm To the Board of Directors and Shareholders of Eastman Kodak Company: In our opinion, the consolidated financial statements listed in the index appearing under Item 15(a)(1) ...

  • Page 53
    Table of Contents Report of Independent Registered Public Accounting Firm To the Board of Directors and Shareholders of Eastman Kodak Company: In our opinion, the consolidated financial statements listed in the index appearing under Item 15(a)(1) present fairly, in all material respects, the ...

  • Page 54
    ... of Contents EASTMAN KODAK COMPANY CONSOLIDATED STATEMENT OF OPERATIONS (in millions, except per share data) Successor Four Months Ended December 31, 2013 Eight Months Ended August 31, 2013 Predecessor Year Ended December 31, 2012 Year Ended December 31, 2011 Net Sales Products Services Licensing...

  • Page 55
    ... EASTMAN KODAK COMPANY CONSOLIDATED STATEMENT OF COMPREHENSIVE (LOSS) INCOME (in millions) Successor Eight Months Four Months Ended December 31, 2013 Ended August 31, 2013 Year Ended December 31, 2012 Year Ended December 31, 2011 Predecessor NET (LOSS) EARNINGS Other comprehensive income (loss...

  • Page 56
    ... Total current assets Property, plant and equipment, net of accumulated depreciation of $67 and $3,754, respectively Goodwill Intangible assets, net Restricted cash Deferred income taxes Other long-term assets TOTAL ASSETS LIABILITIES AND EQUITY (DEFICIT) Current Liabilities Accounts payable, trade...

  • Page 57
    Table of Contents EASTMAN KODAK COMPANY CONSOLIDATED STATEMENT OF EQUITY (DEFICIT) (in millions, except share data) Eastman Kodak Company Shareholders Retained Accumulated Additional Earnings Other (Accumulated Comprehensive Treasury Paid in Capital Deficit) Income (Loss) Stock $ 1,105 $ 4,969 $ (2,...

  • Page 58
    ... income Stock-based compensation Issuance of treasury stock, net (446,501 shares) (1) Equity as of August 31, 2013 (Predecessor) Investment in variable interest entity Cancellation of Predecessor Company equity Equity as of August 31, 2013 (Predecessor) $ Stock 978 978 978 - (978) - Eastman Kodak...

  • Page 59
    ...Contents EASTMAN KODAK COMPANY CONSOLIDATED STATEMENT OF EQUITY (DEFICIT) (Continued) (in millions, except share data) Common Stock (2) Eastman Kodak Company Shareholders Retained Accumulated Additional Earnings Other (Accumulated Comprehensive Treasury Paid in Capital Deficit) Income (Loss) Stock...

  • Page 60
    ... to properties Proceeds from sales of businesses/assets Use (funding) of restricted cash Business acquisitions, net of cash acquired Marketable securities - sales Marketable securities - purchases Net cash provided by investing activities Cash flows from financing activities: Proceeds from Emergence...

  • Page 61
    Cash and cash equivalents, end of period $ 844 $ 898 $ 1,135 $ 861 The accompanying notes are an integral part of these consolidated financial statements. PAGE 57

  • Page 62
    ... of Contents EASTMAN KODAK COMPANY CONSOLIDATED STATEMENT OF CASH FLOWS (Continued) SUPPLEMENTAL CASH FLOW INFORMATION Successor Four Months Eight Months Ended December 31, (in millions) 2013 Ended August 31, 2013 Year Ended December 31, 2012 Year Ended December 31, 2011 Predecessor Cash paid for...

  • Page 63
    ... STATEMENTS NOTE 1: BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION On January 19, 2012 (the "Petition Date"), Eastman Kodak Company ("EKC" or the "Company") and its U.S. subsidiaries (collectively, the "Debtors") filed voluntary petitions for relief (the "Bankruptcy...

  • Page 64
    ...method, which approximates current cost. Kodak provides inventory reserves for excess, obsolete or slow-moving inventory based on changes in customer demand, technology developments or other economic factors. In connection with fresh start accounting, Kodak adjusted the net book value of inventories...

  • Page 65
    ... 3, "Fresh Start Accounting" and Note 8, "Goodwill and Other Intangible Assets." REVENUE Kodak's revenue transactions include sales of products (such as components and consumables for use in Kodak and other manufacturers' equipment and film based products); equipment; software; services; integrated...

  • Page 66
    ... sales to similarly situated customers. The BESP is established by considering internal factors such as margin objectives, pricing practices and controls, customer segment pricing strategies and the product life cycle. Consideration is also given to geographies, market conditions such as competitor...

  • Page 67
    ... research, process improvement, product use technology and product accreditation, are expensed in the period in which they are incurred. The acquisition-date fair value of R&D assets acquired in a business combination is capitalized. In connection with fresh start accounting, Kodak capitalized the...

  • Page 68
    ...the same reporting period, cross-reference to other disclosures is required. The changes to the Accounting Standards Codification ("ASC") as a result of this update were effective prospectively for interim and annual periods beginning after December 15, 2012 (January 1, 2013 for Kodak). The adoption...

  • Page 69
    ... 23, 2013, the Bankruptcy Court entered an order (the "Confirmation Order") confirming the revised First Amended Joint Chapter 11 Plan of Reorganization of Eastman Kodak Company and its Debtor Affiliates (the "Plan"). On September 3, 2013 (the "Effective Date"), the Plan became effective and the...

  • Page 70
    ...its subsidiaries of certain liabilities of Kodak's Personalized Imaging and Document Imaging businesses (together the "Business") under a Stock and Asset Purchase Agreement dated April 26, 2013 (the "SAPA"). The underfunded position of the U.K. Pension Plan of approximately $1.5 billion was included...

  • Page 71
    ... Plan (the "KERIP"), the Kodak Unfunded Retirement Income Plan (the "KURIP"), the Kodak Company Global Pension Plan for International Employees, and individual letter agreements with certain current and former employees that provided for supplemental non-qualified pension benefits were reported...

  • Page 72
    PAGE 67

  • Page 73
    ... the Stipulation. On the Effective Date, the claim was discharged upon emergence pursuant to the terms of the Plan. NOTE 3: FRESH START ACCOUNTING In connection with the Company's emergence from chapter 11, Kodak applied the provisions of fresh start accounting to its financial statements as (i) the...

  • Page 74
    ... of the Successor Company on the Effective Date less Short term borrowings and current portion of long-term debt, Long-term debt, net of current portion, $14 million in capital lease obligations and $18 million in other nonoperating liabilities. Consolidated Statement of Financial Position The...

  • Page 75
    ... Start Adjustments Successor Company ASSETS Current Assets Cash and cash equivalents Restricted cash Receivables, net Inventories, net Assets held for sale Other current assets Total current assets Property, plant & equipment, net Goodwill Intangible assets, net Deferred income taxes Other long...

  • Page 76
    ...Other Current assets. Represents $13 million in success fees accrued upon emergence that have been included in Reorganization items, net in the Consolidated Statement of Operations. On the Effective Date, the Company repaid in full all term loans outstanding under the Junior DIP Credit Agreement for...

  • Page 77
    ... in connection with the Backstop Commitment Agreement, 0.1 million shares of common stock issued under Kodak's 2013 Omnibus Incentive Plan on the Effective Date, and issuance of warrants valued at $24 million. Reflects the cancellation of Predecessor Company equity to retained earnings. Reflects the...

  • Page 78
    ... Imaging and Document Imaging businesses in delayed close countries. Represents the net decrease in tax assets and tax liabilities associated with adjustments for fresh start accounting. An adjustment of $220 million was recorded to increase the net book value of property, plant and equipment...

  • Page 79
    ... 180 402 31 727 $ $ 35 189 252 31 507 For property, plant and equipment owned at September 1, 2013, the depreciable lives were revised to reflect the remaining estimated useful lives. Refer to Note 1, "Basis of Presentation and Significant Accounting Policies" for additional information. PAGE 74

  • Page 80
    ... market transactions and profitability analysis; Discount rates ranging from 27% to 32%, which were based on the after-tax weighted-average cost of capital; and Kodak anticipates using its trade name for an indefinite period. Technology based intangibles of $131 million were valued using the income...

  • Page 81
    ... on market rents, $19 million decrease related to the remeasurement of employee benefit obligations offset by net $4 million increase in fair value adjustment related to asset retirement obligations and other miscellaneous liabilities. Reflects the increase in fair value of the 34 million shares of...

  • Page 82
    ... of the Plan are reported as Reorganization items, net. The cash payments for reorganization items for the eight months ended August 31, 2013 includes $84 million of claims paid related to liabilities subject to compromise paid on the Effective Date. Refer to Note 3, "Fresh Start Accounting" for...

  • Page 83
    ... INTANGIBLE ASSETS The following table presents the changes in the carrying value of goodwill by reportable segment: Graphics, Entertainment Digital Printing and (in millions) and Commercial Films Segment Enterprise Segment Consolidated Total Balance as of December 31, 2011 and 2012 (Predecessor...

  • Page 84
    ... Statement of Operations. Effective in the second quarter of 2013, due to the Personalized and Document Imaging disposal group being reported as assets held for sale, Kodak has two reportable segments: the Graphics, Entertainment and Commercial Films Segment and the Digital Printing and Enterprise...

  • Page 85
    ... for the four months ended December 31, 2013, eight months ended August 31, 2013 and the years ended December 31, 2012 and December 31, 2011, respectively. Estimated future amortization expense related to intangible assets as of December 31, 2013 was as follows: (in millions) 2014 2015 2016 2017...

  • Page 86
    ... been aggregated in accordance with Regulation S-X. NOTE 10: OTHER LONG-TERM LIABILITIES Successor As of December 31, (in millions) 2013 Predecessor As of December 31, 2012 Non-current tax-related liabilities Environmental liabilities Asset retirement obligations Other Total $ $ 85 82 52 202 421...

  • Page 87
    ... under the Junior DIP Credit Agreement was the earliest to occur of (i) September 30, 2013, (ii) the effective date of the Company's plan of reorganization and (iii) the acceleration of such loans. On the Effective Date, in accordance with provisions in the Plan, the Company made payments totaling...

  • Page 88
    ... using the effective interest method. The increase, in the second quarter of 2012, in the carrying value of the debt resulted in a $90 million provision of expected allowed claims reflected in Reorganization items, net in the accompanying Consolidated Statement of Operations. Annual maturities of...

  • Page 89
    ...subject to, in the case of net proceeds received from asset sales or recovery events, reinvestment rights by the Company in assets used or usable by the business within certain time limits. On an annual basis, starting with the fiscal year ending on December 31, 2014, the Company will prepay on June...

  • Page 90
    ... by the USA that is still in the process of resolution. In addition, the Company provided an indemnity as part of the 1994 sale of Sterling Corporation (now "STWB"), which covered a number of environmental sites including the Lower Passaic River Study Area ("LPRSA") portion of the Diamond Alkali...

  • Page 91
    although costs could be material to a particular quarter or year. PAGE 85

  • Page 92
    ..., rental payments, and to support various customs, hedging, tax and trade activities. The restricted cash and investments in trust accounts are recorded within Restricted cash, Other current assets and Other long-term assets in the Consolidated Statement of Financial Position. Kodak's Brazilian...

  • Page 93
    ... a term of 90 days for product and short-term equipment financing arrangements, and up to five years for long-term equipment financing arrangements. These guarantees would require payment from Kodak only in the event of default on payment by the respective customer. In some cases, particularly for...

  • Page 94
    ... cost at the point of sale for a given product based on historical failure rates and related costs to repair. The change in Kodak's accrued warranty obligations balance, which is reflected in Other current liabilities in the accompanying Consolidated Statement of Financial Position, was as follows...

  • Page 95
    ... 31, 2012 (Predecessor) Total Level 1 Level 2 Level 3 ASSETS Marketable securities Short-term available-for-sale Long-term available-for-sale Derivatives Short-term foreign exchange contracts LIABILITIES Derivatives Short-term foreign exchange contracts Other current assets Other long-term assets...

  • Page 96
    ... Months Ended August 31, 2013 Year Ended December 31, 2012 2011 (in millions) Net loss Derivative Financial Instruments $ (5) $ (7) $ (14) $ (15) Kodak, as a result of its global operating and financing activities, is exposed to changes in foreign currency exchange rates, commodity prices...

  • Page 97
    ... Instruments, Foreign Exchange Contracts (in millions) Location of Gain or (Loss) Recognized in Income on Derivative Successor Four Months Ended December 31, 2013 Gain (Loss) Recognized in Income on Derivative Predecessor Eight Months Ended Year Ended December 31, August 31, 2013 2012 2011 Other...

  • Page 98
    ...of that facility in conjunction with the Company's DIP Credit Agreement. Hedge gains and losses related to these silver forward contracts were reclassified into Cost of sales in the Consolidated Statement of Operations as the related silver containing products were sold to third parties. These gains...

  • Page 99
    ... Ended December 31, (in millions) 2013 Eight Months Ended August 31, 2013 Predecessor Year Ended December 31, 2012 Year Ended December 31, 2011 Expense (income) : Gain on sale of digital imaging patent portfolio (1) Goodwill and intangible impairments (2) (3) Supply arrangement termination payment...

  • Page 100
    ... Successor Four Months Eight Months Ended December 31, (in millions) 2013 Ended August 31, 2013 Year Ended December 31, 2012 Year Ended December 31, 2011 Predecessor Income (charges): Interest income Gain on sale of investment Loss on foreign exchange transactions Dividend income Other Total NOTE...

  • Page 101
    ... tax provision. The KPP Global Settlement provided for the acquisition by the KPP of certain assets, and the assumption by the KPP of certain liabilities of Kodak's Personalized Imaging and Document Imaging businesses. The underfunded position of the U.K. Pension Plan of approximately $1.5 billion...

  • Page 102
    ... with the United States Internal Revenue Service ("IRS"). The request related to a potential double taxation issue with respect to certain patent licensing royalty payments received by Kodak in 2012 and 2011. In the twelve months ended December 31, 2012, Kodak received notification that the...

  • Page 103
    ... in the event of significant changes in stock ownership of the Company in the future. Kodak was previously granted a tax holiday in certain jurisdictions in China, which provided eligibility for a 50% reduction of the income tax rate. During 2013, Kodak has returned to the 25% statutory tax...

  • Page 104
    ...$0 million, $2 million, $2 million and $(60) million, in income tax (benefit) expense for the four months ended December 31, 2013, eight months ended August 31, 2013 and for the years ended December 31, 2012 and 2011, respectively. Additionally, Kodak had approximately $18 million and $16 million of...

  • Page 105
    ... restructuring programs during the three years ended December 31, 2013 were as follows: Long-lived Asset Impairments and Inventory Write-downs Accelerated Depreciation (in millions) Severance Reserve Exit Costs Reserve Total Balance as of December 31, 2010 (Predecessor): 2011 charges-continuing...

  • Page 106
    ... losses related to these actions of $4 million. Includes $32 million of severance related charges for pension plan curtailments, settlements, and special termination benefits, which are reflected in Pension and other postretirement liabilities and Other long-term assets in the Consolidated Statement...

  • Page 107
    ...losses related to these actions of $1 million. Includes $100 million of severance related charges for pension plan curtailments, settlements, and special termination benefits, which are reflected in Pension and other postretirement liabilities and Other long-term assets in the Consolidated Statement...

  • Page 108
    ... periods throughout 2014 and beyond. NOTE 19: RETIREMENT PLANS Substantially all U.S. employees are covered by a noncontributory defined benefit plan, the Kodak Retirement Income Plan ("KRIP"), which is funded by the Company contributions to an irrevocable trust fund. The funding policy for KRIP is...

  • Page 109
    ... retirement plans covering substantially all employees. Contributions by Kodak for these plans are typically deposited under government or other fiduciary-type arrangements. Retirement benefits are generally based on contractual agreements that provide for benefit formulas using years of service...

  • Page 110
    ... of period Transfers Service cost Interest cost Participant contributions Plan amendments Benefit payments Actuarial (gain) loss Curtailments Settlements Special termination benefits Currency adjustments Projected benefit obligation at end of period Change in Plan Assets Fair value of plan assets at...

  • Page 111
    ... and Non-U.S. defined benefit plans are as follows: As of December 31, Successor Predecessor 2013 2012 U.S. Non-U.S. U.S. Non-U.S. (in millions) Other long-term assets Other current liabilities Pension and other postretirement liabilities Liabilities held for sale Liabilities subject to compromise...

  • Page 112
    ...of Contents Other changes in plan assets and benefit obligations recognized in Other comprehensive income (expense) are as follows: Successor Four Months Ended December 31, 2013 U.S. Non-U.S. Predecessor Eight Months Ended Year-Ended August 31, 2013 December 31, 2012 U.S. Non-U.S. U.S. Non-U.S. (in...

  • Page 113
    ...Ended December 31, 2012 2011 U.S. Non-U.S. U.S. Non-U.S. (in millions) Eight Months Ended August 31, 2013 U.S. Non-U.S. Major defined benefit plans: Service cost Interest cost Expected return on plan assets Amortization of: Prior service cost Actuarial loss Pension (income) expense before special...

  • Page 114
    ... Four Months Ended December 31, 2013 U.S. Non-U.S. Predecessor Year Ended December 31, 2012 2011 U.S. Non-U.S. U.S. Non-U.S. Eight Months Ended August 31, 2013 U.S. Non-U.S. Discount rate Salary increase rate Expected long-term rate of return on plan assets Plan Asset Investment Strategy 4.25...

  • Page 115
    ... its major Non-U.S. defined benefit pension plans by asset category, are as follows: As of December 31, Successor Predecessor 2013 2012 2013 Target Asset Category Equity securities Debt securities Real estate Cash and cash equivalents Global balanced asset allocation funds Other Total Fair Value...

  • Page 116
    ... cash equivalents Equity Securities Debt Securities: Government Bonds Inflation-Linked Bonds Investment Grade Bonds Global High Yield & Emerging Market Debt Real Estate Global Balanced Asset Allocation Funds Other: Private Equity Derivatives with unrealized gains Derivatives with unrealized losses...

  • Page 117
    ... defined benefit pension plans, equity investments are invested broadly in U.S. equity, developed international equity, and emerging markets. Fixed income investments are comprised primarily of long duration U.S. Treasuries and global government bonds, U.S. below investment-grade corporate bonds, as...

  • Page 118
    ...(in millions) Cash and cash equivalents Equity Securities Debt Securities: Government Bonds Inflation-Linked Bonds Investment Grade Bonds Global High Yield & Emerging Market Debt Real Estate Global Balanced Asset Allocation Funds Other: Absolute Return Private Equity Insurance Contracts Derivatives...

  • Page 119
    ...479 For Kodak's major non-U.S. defined benefit pension plans, equity investments are invested broadly in local equity, developed international and emerging markets. Fixed income investments are comprised primarily of long duration government and corporate bonds with some emerging market debt. Real...

  • Page 120
    ...uncorrelated hedge fund strategies that provide added returns at a lower level of risk. Of the investments shown in the major U.S. plans table above, 10%, 10%, and 3% of the total assets as of December 31, 2013 reported in equity securities, government bonds, and inflation-linked bonds, respectively...

  • Page 121
    ... Realized and Unrealized Gains/(Losses) Net Purchases and Sales Net Transfer Into/(Out of) Level 3 Balance at December 31, 2012 Equity Securities Government Bonds Inflation-Linked Bonds Global High Yield & Emerging Market Debt Absolute Return Real Estate Private Equity Total $ 136 237 260 $ 16...

  • Page 122
    ...68 64 61 295 The Company provided U.S. medical, dental, life insurance, and survivor income benefits to eligible retirees, long-term disability recipients and their spouses, dependents and survivors. Generally, to be eligible for these benefits, former employees leaving the Company prior to January...

  • Page 123
    ...comprehensive income (loss) before fresh start accounting Effect of application of fresh start accounting Other postretirement benefit cost for the Company's U.S. and Canada plans included: Successor For the Four Months Ended December 31, 2013 For the Eight Months Ended August 31, 2013 2 $ 50...

  • Page 124
    ... period, as utilizing diluted shares would be anti-dilutive to loss per share. If the Successor Company had reported earnings from continuing operations for the four months ended December 31, 2013, 0.2 million shares of Kodak's common stock from unvested share-based awards were dilutive and would...

  • Page 125
    ... dilutive. Kodak's diluted (loss) earnings per share excludes the effect of these convertible securities, as they were anti-dilutive for all periods presented. NOTE 22: STOCK-BASED COMPENSATION 2013 Omnibus Incentive Plan As part of the Plan, the Bankruptcy Court approved the Company's 2013 Omnibus...

  • Page 126
    ... in the market price of the Company's stock from the grant date to the exercise date. Compensation expense recognized for the eight months ended August 31, 2013 and the years ended December 31, 2012 and 2011 on those freestanding SARs was not material. Under the 2000 Plan, 22 million shares of the...

  • Page 127
    ... of the Company's stock, and other factors. The expected term of options granted was derived from the vesting period of the award, as well as historical exercise behavior, and represents the period of time that options granted are expected to be outstanding. The risk-free rate was calculated...

  • Page 128
    ...of $14.93 and (ii) 2.1 million shares of common stock at an exercise price of $16.12. The warrants are classified as equity instruments and reported within Additional paid in capital in the Consolidated Statement of Financial Position at their fair value as of the Effective Date ($24 million). As of...

  • Page 129
    ..., was as follows: Successor Four Months Ended December 31, 2013 Unrealized Pension and Other Gains (Losses) Postretirement from Hedging Currency Benefit Plan Translation Obligation Activity Adjustments Changes Unrealized Gains (Losses) Related to Available for Sale Securities (in millions) Total...

  • Page 130
    ... the pensions and other postretirement plan obligation changes. NOTE 25: SEGMENT INFORMATION Current Segment Reporting Structure Effective in the third quarter of 2012, Kodak had three reportable segments: the Graphics, Entertainment and Commercial Films Segment, the Digital Printing and Enterprise...

  • Page 131
    ... of Profit and Loss During the second quarter of 2013, the Predecessor Company changed its segment measure of profit and loss to exclude amortization of prior service credits related to the U.S. Postretirement Benefit Plan. Prior to this change, Kodak excluded certain other components of pension and...

  • Page 132
    ... 31, 2013 Predecessor December 31, December 31, 2012 2011 (in millions) Segment total assets: Graphics, Entertainment and Commercial Films Digital Printing and Enterprise Total of reportable segments All Other Cash and cash equivalents Deferred income tax assets Assets held for sale Consolidated...

  • Page 133
    ... Four Months Ended (in millions) December 31, 2013 Eight Months Ended August 31, 2013 Year Ended December 31, 2012 Year Ended December 31, 2011 Predecessor Intangible asset amortization expense from continuing operations: Graphics, Entertainment and Commercial Films Digital Printing and Enterprise...

  • Page 134
    ... of property, plant and equipment in 2013, 2012 or 2011. NOTE 26: DISCONTINUED OPERATIONS On the Effective Date, as a part of the Global Settlement and pursuant to the Amended SAPA, Kodak consummated the sale of certain assets of the Business to the KPP Purchasing Parties for net cash consideration...

  • Page 135
    ... 2012), Kodak Gallery (exited in the third quarter of 2012), and other miscellaneous businesses. The significant components of revenues and earnings (loss) from discontinued operations, net of income taxes are as follows: Successor Four Months Eight Months Ended December 31, (in millions) 2013 Ended...

  • Page 136
    ... 3rd Qtr. 2nd Qtr. 1st Qtr. 2012 Net sales from continuing operations Gross profit from continuing operations (Loss) earnings from continuing operations (Loss) earnings from discontinued operations (10) Net (loss) earnings attributable to Eastman Kodak Company Basic and diluted net (loss...

  • Page 137
    ...Statements for a discussion regarding discontinued operations. Corporate components of pension and OPEB include interest cost, expected return on plan assets, amortization of actuarial gains and losses, amortization of prior service credits related to the U.S. Postretirement Benefit Plan and special...

  • Page 138
    ... inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Management assessed the effectiveness of Kodak's internal control over financial reporting as of December 31, 2013. In making this assessment, management used the criteria...

  • Page 139
    ... Structure and Corporate Governance-Board of Directors" in the Company's Notice of 2014 Annual Meeting and Proxy Statement (the "Proxy Statement"), which will be filed within 120 days after December 31, 2013. The information required by Item 10 regarding audit committee financial expert disclosure...

  • Page 140
    ... Statement. PART IV ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES Page (a) 1. Consolidated financial statements: Report of independent registered public accounting firm Consolidated statement of operations Consolidated statement of comprehensive (loss) income Consolidated statement of financial...

  • Page 141
    .... EASTMAN KODAK COMPANY (Registrant) By: /s/ Jeffrey J. Clarke Jeffrey J. Clarke Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the date...

  • Page 142
    ...Schedule II Eastman Kodak Company Valuation and Qualifying Accounts Balance at Beginning Of Period Charges to Earnings and Equity Amounts Written Off Balance at End of Period (in millions) Four Months ended December 31, 2013 (Successor) Deducted in the Statement of Financial Position: From Current...

  • Page 143
    ... to Exhibit 2.2 of the Company's Current Report on Form 8-K as filed on August 29, 2013). Amended and Restated Stock and Asset Purchase Agreement between Eastman Kodak Company, Qualex, Inc., Kodak (Near East), Inc., KPP Trustees Limited, as Trustee for the Kodak Pension Plan of the United Kingdom...

  • Page 144
    ...filed on November 12, 2013). (10.11) Amended and Restated Settlement Agreement (Eastman Business Park) between Eastman Kodak Company, the New York State Department of Environmental Conservation, and the New York State Urban Development Corporation d/b/a Empire State Development, dated August 6, 2013...

  • Page 145
    ... Report on Form 10-Q for the quarterly period ended September 30, 2013 as filed on November 12, 2013). *(10.16) (10.17) Management Agreement with Brad Kruchten, dated September 3, 2013, filed herewith. Settlement Agreement between Eastman Kodak Company, Kodak Limited, Kodak International Finance...

  • Page 146
    ... 4.13 of the Company's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2012 as filed on August 3, 2012). (10.35) Amendment No. 5 to Debtor-in-Possession Credit Agreement, dated as of February 6, 2013, among Eastman Kodak Company and Kodak Canada Inc., as Borrowers, certain...

  • Page 147
    ... Extension Definition Linkbase. Management contract or compensatory plan or arrangement. Eastman Kodak Company was granted confidential treatment for certain information contained in this exhibit. Such information was filed separately with the Securities and Exchange Commission pursuant to an...

  • Page 148
    ... Award Agreement ") evidences an award of restricted stock units (" RSUs ") by the Company under the Eastman Kodak Company 2013 Omnibus Incentive Plan (the " Plan "). Capitalized terms not defined in the Award Agreement have the meanings given to them in the Plan. Name of Grantee: Grant Date: Number...

  • Page 149
    ... the Plan. In the event of the payment of any cash dividend on the Company's Common Stock with a record date occurring after the Grant Date but before a Vesting Date, the number of unvested RSUs subject to this Award will be credited with additional RSUs subject to the terms of this Award Agreement...

  • Page 150
    ...with the Plan or this Award Agreement in any capacity, including, but not limited to, Kodak and its directors, officers, agents and employees makes any representation, commitment, or guarantee that any tax treatment, including, but not limited to, federal, state and local income, estate and gift tax...

  • Page 151
    ... (your "Schedule"), which is part of this Agreement. 2. Scheduled Term Subject to your continued employment with the Company upon the occurrence of the " Effective Date " (as defined under the Joint Plan of Reorganization under Chapter 11 of the Bankruptcy Code filed by the Company (the " Plan of...

  • Page 152
    ...shortly after the Effective Date, you will be granted the emergence equity award stated in your Schedule, which will be subject to the terms and conditions set forth in the Omnibus Plan and the applicable award agreement. 5. Your Benefits (a) Employee Benefit Plans . During your employment, you will...

  • Page 153
    ... of the Company's Business Conduct Guide or the Eastman Kodak Company Employee's Agreement. (2) " Disability " means disability under the terms of the Company's Long-Term Disability Plan. (3) " Good Reason " means any of the following: (A) a material diminution in your total target cash compensation...

  • Page 154
    ... entitled, under any plan, contract or arrangement of the Company as of the end of your employment (together, the "Other Benefits"). (2) The Company will pay you severance ("Severance Payments") in an amount equal to (A) the sum of your Salary and your annual target Annual Incentive for the fiscal...

  • Page 155
    ... to the Company all moneys previously paid to you pursuant to this Section 6. (i) Timing . The benefits provided in this Section 6 will begin at the end of your employment, and any cash payments owed to you under this Section 6 will be paid in one lump sum 65 days following your date of termination...

  • Page 156
    ... liquidation or exchange for another benefit. (k) End of Scheduled Term . If your employment with the Company continues at the end of your Scheduled Term, the provisions of Section 3 through this Section 6 will cease to apply and you will continue as an at-will employee of the Company. The remaining...

  • Page 157
    ... will take all actions the Company may reasonably request to maintain for the Company the business, goodwill and business relationships with any Clients. (d) Notice to New Employers . Before you accept employment with any other person or entity while your Employee's Agreement is in effect, you will...

  • Page 158
    ... resulting from the Reorganization or (ii) in a Sale, the entity that has acquired all or substantially all of the assets of the Company. 10. General Provisions (a) Administrator . All compensation and benefits provided under this Agreement will be administered by the Chief Human Resources Officer...

  • Page 159
    ... of the Company, to: Eastman Kodak Company 343 State Street Rochester, New York 14650 Attention: General Counsel Facsimile: 585-724-9448 (g) Amendments and Waivers . Any provision of this Agreement may be amended or waived but only if the amendment or waiver is in writing and signed, in the case of...

  • Page 160
    ...counterparts, each of which will constitute an original and all of which, when taken together, will constitute one agreement. Very truly yours, Eastman Kodak Company By: /s/ Patrick M. Sheller Patrick M. Sheller General Counsel, Secretary, Chief Administrative Officer And Senior VP, EKC Accepted and...

  • Page 161
    ... 1.3 Board "Board" means the Board of Directors of Kodak. 1.4 Change in Control "Change in Control" means an event that both (a) satisfies the definition given such term in the Eastman Kodak Company 2013 Omnibus Incentive Plan, as amended or restated from time to time, and (b) qualifies as a "change...

  • Page 162
    ...a trading day, the immediately preceding trading day. 1.10 Plan "Plan" means this Eastman Kodak Company Deferred Compensation Plan For Directors, as adopted by the Board and as amended from time to time. 1.11 Participant "Participant" means (i) any member of the Board who is not an employee of Kodak...

  • Page 163
    ... Account is for bookkeeping purposes only. 1.14 Stock Deferrable Amount "Stock Deferrable Amount" means the number of the shares of Common Stock that would otherwise be paid to the Participant absent the Participant's election to defer. Article 2. Term The Plan became effective December 26, 2013...

  • Page 164
    ... any Stock Account. 6.2 Time Stock Account is Credited Amounts to be deferred shall be credited to a Participant's Stock Account on the date such amounts would otherwise be payable. The Stock Account of the Participant will, for so long as the election remains in effect, be credited with that number...

  • Page 165
    ...share of Common Stock by the number of units of Common Stock held in the Participant's Stock Account on the record date for such dividend and dividing the product thereof by the Market Value of the Common Stock on the payment date for such dividend. 6.4 Stock Dividends in the Stock Account Effective...

  • Page 166
    ... payment in the event of a Change in Control shall be made pursuant to Section 8.2. 7.4 Number of Shares The number of shares of Common Stock for each payment shall be equal to the number of shares credited to the Participant's Stock Account as of the date immediately preceding the date that payment...

  • Page 167
    ...not he or she is still a member of the Board, shall be paid in a single, lump-sum the number of shares remaining in his or her Stock Account as of the date of the Change in Control. Such payment shall be made as soon as practicable, but in any event no later than 90 days after the Change in Control.

  • Page 168
    ...any Participant or his or her estate to receive any payment under the Plan shall be an unsecured claim against the general assets of Kodak. No Participant shall have the right to exercise any of the rights or privileges of a shareholder with respect to the units credited to his or her Stock Account.

  • Page 169
    ... accordingly, together with Eastman Kodak Company's Policy Regarding Section 409A Compliance. 10.7 No Guarantee of Tax Consequences No person connected with the Plan in any capacity, including, but not limited to, Kodak and its directors, officers, agents and employees makes any representation...

  • Page 170
    DCPD December 26, 2013 Page - 10 10.8 Compliance with Securities Laws Subject to the limitations imposed by Section 409A, the Board may, from time to time, impose additional, or modify or eliminate existing, Plan terms, provisions, restrictions or requirements.

  • Page 171
    ... TO FIXED CHARGES Four Months Ended December 31 2013 Eight Months Ended August 31 2013 Year Ended December 31 2011 2010 (in millions) 2012 2009 Loss from continuing operations before provision for income taxes Adjustments: Undistributed (earnings) loss of equity method investees Interest expense...

  • Page 172
    ...B.V Kodak (Hong Kong) Limited Kodak (Taiwan) Limited Kodak IL Ltd Kodak (China) Limited Kodak (Shanghai) International Trading Co. Ltd Kodak (China) Investment Company Ltd. Kodak Electronic Products (Shanghai) Company Limited Kodak (China) Company Limited Kodak (China) Graphic Communications Company...

  • Page 173
    ...) Sdn.Bhd. Eastman Kodak International Capital Company, Inc. Kodak de Mexico S.A. de C.V. Kodak Mexicana, S.A. de C.V. Kodak A/S Kodak SA/NV Kodak Norge A/S Kodak Societe Anonyme Kodak (Thailand) Limited Kodak GmbH Kodak Oy Kodak S.p.A. Kodak Portuguesa Limited Kodak, S.A. Kodak Nordic AB Note...

  • Page 174
    ...-57729) of Eastman Kodak Company of our report dated March 19, 2014 relating to the financial statements, financial statement schedule and the effectiveness of internal control over financial reporting, which appears in this Annual Report on Form 10-K. /s/ PricewaterhouseCoopers LLP Rochester, New...

  • Page 175
    ... process, summarize and report financial information; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. /s/ Jeffrey J. Clarke Jeffrey J. Clarke Chief Executive Officer Date...

  • Page 176
    ..., process, summarize and report financial information; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. /s/ Rebecca A. Roof Rebecca A. Roof Chief Financial Officer Date...

  • Page 177
    ... SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Eastman Kodak Company (the "Company") on Form 10-K for the period ended December 31, 2013 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Jeffrey J. Clarke, Chief Executive Officer of the...

  • Page 178
    ... In connection with the Annual Report of Eastman Kodak Company (the "Company") on Form 10-K for the period ended December 31, 2013 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Rebecca A. Roof, Chief Financial Officer of the Company, certify, pursuant to...