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SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940 		 
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1. Name and Address of Reporting Person*
KKR Fund Holdings GP Ltd
(Last) (First) (Middle)
9 WEST 57TH STREET 41ST FLOOR
(Street)
NEW YORK NY 10019
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
09/29/2009 		3. Issuer Name and Ticker or Trading Symbol
EASTMAN KODAK CO [ EK ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants (right to buy)(1) (2) 09/29/2017 Common Stock, $2.50 par value 37,297,084 5.5 I See footnotes(3)(6)(7)(8)
Warrants (right to buy)(1) (2) 09/29/2017 Common Stock, $2.50 par value 2,008,472 5.5 I See footnotes(4)(6)(7)(8)
Warrants (right to buy)(1) (2) 09/29/2017 Common Stock, $2.50 par value 694,444 5.5 I See footnotes(5)(6)(7)(8)
1. Name and Address of Reporting Person*
KKR Fund Holdings GP Ltd
(Last) (First) (Middle)
9 WEST 57TH STREET 41ST FLOOR
(Street)
NEW YORK NY 10019
(City) (State) (Zip)
1. Name and Address of Reporting Person*
KKR Group Holdings L.P.
(Last) (First) (Middle)
9 WEST 57TH STREET 41ST FLOOR
(Street)
NEW YORK NY 10019
(City) (State) (Zip)
1. Name and Address of Reporting Person*
KKR Group Ltd
(Last) (First) (Middle)
9 WEST 57TH STREET 41ST FLOOR
(Street)
NEW YORK NY 10019
(City) (State) (Zip)
1. Name and Address of Reporting Person*
KKR & Co. L.P.
(Last) (First) (Middle)
9 WEST 57TH STREET
SUITE 4200
(Street)
NEW YORK NY 10019
(City) (State) (Zip)
1. Name and Address of Reporting Person*
KKR Management LLC
(Last) (First) (Middle)
9 WEST 57TH STREET 41ST FLOOR
(Street)
NEW YORK NY 10019
(City) (State) (Zip)
1. Name and Address of Reporting Person*
KRAVIS HENRY R
(Last) (First) (Middle)
C/O KOHLBERG KRAVIS ROBERTS & CO
9 WEST 57TH ST
(Street)
NEW YORK NY 10019
(City) (State) (Zip)
1. Name and Address of Reporting Person*
ROBERTS GEORGE R
(Last) (First) (Middle)
2800 SAND HILL ROAD
(Street)
MENLO PARK CA 94025
(City) (State) (Zip)
Explanation of Responses:
1. Warrants issued by Eastman Kodak Company.
2. Immediately exercisable.
3. These securities are directly held by KKR Jet Stream LLC. Each of KKR 2006 Fund (Overseas), Limited Partnership (as the managing member of KKR Jet Stream LLC); KKR Associates 2006 (Overseas), Limited Partnership (as the sole general partner of KKR 2006 Fund (Overseas), Limited Partnership); KKR 2006 Limited (as the sole general partner of KKR Associates 2006 (Overseas), Limited Partnership); and KKR Fund Holdings L.P. (as the sole shareholder of KKR 2006 Limited) may be deemed to beneficially own the shares of Common Stock issuable upon exercise of the Warrants held by KKR Jet Stream LLC. KKR Partners II (International), L.P. is also a member of KKR Jet Stream LLC.
4. These securities are held by 8 North America Investor (Cayman) Limited. KKR Fund Holdings L.P. indirectly controls 8 North America Investor (Cayman) Limited and may be deemed to beneficially own the 2,008,472 shares of Common Stock issuable upon exercise of the Warrants held by 8 North America Investor (Cayman) Limited.
5. These securities are held by OPERF Co-Investment LLC. KKR Fund Holdings L.P. indirectly controls OPERF Co-Investment LLC and may be deemed to beneficially own the 694,444 shares of Common Stock issuable upon exercise of the Warrants held by OPERF Co-Investment LLC.
6. Each of 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 Limited), KKR Group Limited (as the sole general partner of KKR Group Holdings L.P.), KKR & Co. L.P. (as the sole shareholder of KKR Group Limited), KKR Management LLC (as the sole general partner of KKR & Co. L.P.) and Henry R. Kravis and George R. Roberts (as the designated members of KKR Management LLC) may be deemed to have or share beneficial ownership of the 40,000,000 shares of Common Stock that may be deemed beneficially owned by KKR Fund Holdings L.P. through each of KKR Jet Stream LLC, 8 North America (Cayman) Limited, and OPERF Co-Investment LLC.
7. Each of the Reporting Persons disclaims beneficial ownership of any securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any equity securities covered by this statement.
8. Because no more than 10 reporting persons can file any one Form 3 through the SEC's EDGAR system, KKR Jet Stream LLC; KKR 2006 Fund (Overseas), Limited Partnership; KKR Associates 2006 (Overseas), Limited Partnership; KKR 2006 Limited; and KKR Fund Holdings L.P. have filed a separate Form 3.
Remarks:
Exhibit 24 Powers of Attorney. (9) Mr. Janetschek is signing in his capacity as director of KKR Fund Holdings GP Limited. (10) Mr. Janetschek is signing in his capacity as director of KKR Group Limited, the general partner of KKR Group Holdings L.P. (11) Mr. Janetschek is signing in his capacity as director of KKR Group Limited. (12) Mr. Janetschek is signing in his capacity as attorney-in-fact for Henry R. Kravis, a designated member of KKR Management LLC, the general partner of KKR & Co. L.P. (13) Mr. Janetschek is signing in his capacity as attorney-in-fact for George R. Roberts, a designated member of KKR Management LLC, the general partner of KKR & Co. L.P. (14) Mr. Janetschek is signing in his capacity as attorney-in-fact for Henry R. Kravis, a designated member of KKR Management LLC. (15) Mr. Janetschek is signing in his capacity as attorney-in-fact for George R. Roberts, a designated member of KKR Management LLC.
/s/ William J. Janetschek, KKR Fund Holdings GP Limited (9) 10/08/2009
/s/ William J. Janetschek, KKR Group Holdings L.P. (10) 10/08/2009
/s/ William J. Janetschek, KKR Group Limited (11) 10/08/2009
/s/ William J. Janetschek, KKR & Co. L.P. (12) 10/08/2009
/s/ William J. Janetschek, KKR & Co. L.P. (13) 10/08/2009
/s/ William J. Janetschek, KKR Management LLC (14) 10/08/2009
/s/ William J. Janetschek, KKR Management LLC (15) 10/08/2009
/s/ William J. Janetschek, as Attorney-in-Fact for Henry R. Kravis 10/08/2009
/s/ William J. Janetschek, as Attorney-in-Fact for George R. Roberts 10/08/2009
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Exhibit 24.1

 

POWER OF ATTORNEY

 

Know all men by these presents that Henry R. Kravis does hereby make, constitute and appoint William J. Janetschek and Richard J. Kreider, or either one of them, as a true and lawful attorney-in-fact of the undersigned with full powers of substitution and revocation, for and in the name, place and stead of the undersigned (both in the undersigned’s individual capacity and as a member of any limited liability company or as a partner of any partnership for which the undersigned is otherwise authorized to sign), to execute and deliver such forms as may be required to be filed from time to time with the Securities and Exchange Commission with respect to:  (i) Sections 13(d) and 16(a) of the Securities Exchange Act of 1934, as amended (the “Act”), including without limitation, Schedule 13D, Schedule 13G, statements on Form 3, Form 4 and Form 5 and (ii) in connection with any applications for EDGAR access codes, including without limitation the Form ID.

 

 

/s/ Henry R. Kravis

 

Name: Henry R. Kravis

 

 

 

 

Date:  July 31, 2005

 

 


 

POWER OF ATTORNEY

 

Know all men by these presents that George R. Roberts does hereby make, constitute and appoint William J. Janetschek and Richard J. Kreider, or either one of them, as a true and lawful attorney-in-fact of the undersigned with full powers of substitution and revocation, for and in the name, place and stead of the undersigned (both in the undersigned’s individual capacity and as a member of any limited liability company or as a partner of any partnership for which the undersigned is otherwise authorized to sign), to execute and deliver such forms as may be required to be filed from time to time with the Securities and Exchange Commission with respect to:  (i) Sections 13(d) and 16(a) of the Securities Exchange Act of 1934, as amended (the “Act”), including without limitation, Schedule 13D, Schedule 13G, statements on Form 3, Form 4 and Form 5 and (ii) in connection with any applications for EDGAR access codes, including without limitation the Form ID.

 

 

/s/ George R. Roberts

 

Name: George R. Roberts

 

 

 

 

Date:  July 31, 2005