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The U.S. Bankruptcy Court for the Southern District of New York today determined that the Company’s Disclosure Statement contains the information necessary to enable creditors to vote on the Plan of Reorganization. The Court today also approved Eastman Kodak Company’s recently announced Backstop Commitment Agreement and Rights Offering, as well as an agreement with leading financial institutions J.P. Morgan Chase, Barclays Bank and Bank of America Merrill Lynch to arrange new exit financing and post-emergence facilities of up to $895 million.
Following today’s approval of the Disclosure Statement, Kodak will commence the voting process on the Plan of Reorganization as outlined in the filings.
The cornerstone investment, effected through the backstop of the $406 million Rights Offering, demonstrates market confidence in post-emergence Kodak, and will significantly strengthen the funding of Kodak’s previously announced Plan of Reorganization. The rights offering will be fully backstopped by GSO Capital Partners, a subsidiary of The Blackstone Group, BlueMountain Capital Management, George Karfunkel, United Equities Commodities Company, and Contrarian Capital.
The Rights Offering, combined with the comprehensive financing package, will enable Kodak, at emergence, to repay its secured creditors under the current senior and junior Debtor-in-Possession loan facilities in full, finance its exit from Chapter 11, and strengthen its capital structure for the future.
“With the approval today of our Disclosure Statement, we look forward to seeking creditor votes for our Plan of Reorganization. An equity commitment from the backstop firms is a strong vote of confidence in Kodak’s Plan of Reorganization and in the work we have undertaken during our restructuring,” said Antonio M. Perez, Kodak’s Chairman and Chief Executive Officer. “Taken together, the combination of the rights offering and the agreement to arrange new financing is extremely important as it enables us to repay the secured creditors; provides the company with a strong, stable capital structure; signals market and creditor confidence in post-emergence Kodak; and demonstrates our ability to generate value for our stakeholders by capitalizing on our leadership in the large and growing markets of commercial digital printing, packaging and functional printing.”
Jason New, Senior Managing Director of The Blackstone Group and Head of Distressed Investing for GSO Capital Partners, one of the world’s largest credit-oriented alternative asset managers said, “GSO is excited about our strategic investment in Kodak. We have been impressed by Kodak’s accomplishments under its restructuring, especially the resolution of significant legacy liabilities. We look forward to a renewed Kodak competing successfully again with market-leading technology and products in the commercial, packaging and functional printing markets it serves.”
CAUTIONARY STATEMENT PURSUANT TO SAFE HARBOR PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
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 secure investments and financing, including satisfying the conditions to our exit 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 events.