Eastman Kodak Company has completed a transaction for the sale and
licensing of its digital imaging patents for net proceeds of $527
The transaction, which achieves one of Kodak's key restructuring
objectives, follows other recent major accomplishments that include
final Court approval last week for the company's interim and exit
financing. Kodak's monetization of IP assets further builds on its
momentum toward emergence in mid-2013.
A portion of the $527 million was paid by 12 intellectual property
licensees organized by Intellectual Ventures and RPX Corporation.
Another portion was paid by Intellectual Ventures, which acquired a
substantial majority of the digital imaging patent portfolio subject to
these new licenses, as well as previously existing licenses.
"The licensing and sale of our digital imaging patents is another major
milestone toward successful emergence," Antonio M. Perez, Chairman and
Chief Executive Officer, said. "We are on track to emerge as a
profitable, sustainable company."
The completion of the sale enables Kodak to repay a substantial amount
of its initial DIP loan, satisfy a key condition for its newly approved
financing facility, and position its core Commercial Imaging business
for future growth and success.
Kodak retains significant competitive advantages and strong growth
prospects in its core Commercial Imaging businesses. In addition to
retaining rights to use the 1,100 digital imaging patents sold in the
transaction, Kodak maintains ownership of about 9,600 patents, including
many focused on its core business.
The transaction includes an agreement to settle current patent-related
litigation between the participants and Kodak, which avoids additional
litigation costs and helps to ensure that management and the company's
resources focus on enhancing core operations.
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 forsale. For additional
information on Kodak, visit kodak.com.
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, 2011,
Quarterly Reports on Form 10-Q for the quarters ended March 31, 2012,
June 30, 2012 and September 30, 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
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 steps
necessary to complete the monetization of our digital imaging patent
portfolio; 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; our ability to retain key executives,
managers and employees; our 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 document. 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.
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