1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 21, 2005 Eastman Kodak Company (Exact name of registrant as specified in its charter) New Jersey 1-87 16-0417150 - ---------------------------------------------------------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 343 State Street, Rochester, New York 14650 (Address of Principal Executive Office) (Zip Code) Registrant's telephone number, including area code (585) 724-4000 ------------- Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Securities Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c)under the Exchange Act (17 CFR 240.13e-4(c))
2 ITEM 2.05 Costs Associated with Exit or Disposal Activities On June 21, 2005, Eastman Kodak Company committed to consolidation and capacity reduction actions impacting the manufacturing operations in Chalon-sur-Saone, France. The Chalon manufacturing actions are largely tied to the consolidation of motion picture film production at facilities in the U.S., where the Company's primary facilities for manufacturing that product line are located. In conjunction with these actions, the Company will incur restructuring- related charges of approximately $72 million. Included in these charges are employee termination benefits of approximately $56 million, accelerated depreciation on plant equipment and inventory write-offs of approximately $4 million, and other exit costs of approximately $12 million. In addition, the Company will record approximately $1 million in operational charges related to executing this action. The severance, other exit costs, and the operational charges require the outlay of cash, while the accelerated depreciation and inventory write-offs represent non-cash charges. The estimated restructuring related charges exclude the potential impacts from any pension plan settlement or curtailment gains or losses that may be incurred as these amounts are not currently determinable. These actions are expected to be complete by June 2006. This action is a part of the Company's restructuring program that was announced on January 22, 2004. The Company expects that it will continue to consolidate its worldwide operations in order to eliminate excess capacity. A copy of the June 23, 2005 press release related to this action is attached as Exhibit (99.1). ITEM 9.01 Financial Statements and Exhibits (c) Exhibit (99.1) Eastman Kodak Company press release dated June 23, 2005 regarding consolidation and capacity reduction actions in Chalon-sur-Saone, France.
3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. EASTMAN KODAK COMPANY By: /s/ Richard G. Brown, Jr. ----------------------------- Richard G. Brown, Jr. Controller Date: June 23, 2005
4 EASTMAN KODAK COMPANY INDEX TO EXHIBITS Exhibit No. (99.1) Eastman Kodak Company press release dated June 23, 2005 regarding consolidation and capacity reduction actions in Chalon-sur-Saone, France.
Exhibit (99.1)
EASTMAN KODAK COMPANY
CUTBACKS IN PRODUCTION AT KODAK INDUSTRIE CHALON PLANT
TO BE MADE AS PART OF WORLDWIDE CONSOLIDATIONS
Chalon-sur-Saone, June 23, 2005 - Eastman Kodak Company continues
to implement a digital growth strategy that includes managing the
decline of the traditional photographic business and building a highly
competitive digital business model in consumer, commercial, and health
businesses.
This strategy reflects the structural and fundamental changes
occurring worldwide in the photography industry as digital technology
becomes more popular and traditional consumer photography declines.
"In order to remain competitive in light of the changing realities
in the imaging industry, Kodak is scaling back worldwide production
capacity, substantially reducing its manufacturing operations and
consolidating many different types of functions and operations at sites
around the world, while accelerating its digital imaging strategy," said
Daniel T. Meek, director of Global Manufacturing & Logistics for Kodak.
In the latest action responding to the overall decline in
traditional film imaging, the company has informed the Chalon Works
Council that approximately 340 jobs would be affected by production
cutbacks and related actions at the plant. Approximately 1,700 people
are employed currently at the Chalon facility.
Kodak has already announced a number of similar actions to
consolidate worldwide production in response to the dramatic reductions
in demand for most traditional imaging products. These actions have
impacted operations in several different countries, including Australia,
Brazil, Canada, China, U. K., and U.S.A., in addition to France. The
site most affected by these actions is Kodak's worldwide imaging
production center in Rochester. Such consolidations are taking place
throughout the imaging industry in response to the dramatic shift to
digital imaging.
The Chalon job reduction reflects excess capacity worldwide for the
production of film, largely caused by the dramatic decline in demand for
consumer film and paper. While the reduction in Chalon primarily
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involves motion-picture film, which continues to enjoy strong customer
demand, Kodak must consolidate manufacturing worldwide because its
production is integrated. In order to remain competitive as overall
volume shrinks, production must be consolidated. The new focus of the
Chalon plant will be on the production of films for health imaging
markets.
"These actions have nothing to do with the quality of the work by
our employees, which always has been exemplary. It's about the overall
pressures of the global market shift and the strategic allocation of
Kodak assets on a worldwide scale," said J.P. Martel, President of Kodak
Industrie.
Kodak Industrie said it will fulfill its contractual commitments to
employees and implement a severance program, which could include a
voluntary retirement and separation program, opportunities for employee
relocation within the company and assistance for employees seeking new
jobs. The company said that all employees would be treated fairly and
with respect. It is expected that closures will be completed by April
2006.
"Kodak has been a major economic factor in Chalon and the region
for many years, and we intend to participate actively in the successful
reindustrialization of the plant site. As our site shrinks, we are
working currently with consultants, in close collaboration with the
State and local authorities to create an industrial park and attract
both national and European companies in order to offset job losses. A
number of companies have expressed strong interest in moving into
facilities at our Chalon site, which could bring new employment
opportunities for Kodak employees and help to reinforce the economic
structure of our region," Martel said.
Kodak is committed to strengthening its leading position in all
segments of the French imaging market by continuing to offer a full
array of high-quality products and reliable services in the traditional
and digital imaging markets. To serve customers in France, Kodak will
continue to employ more than 2,000 people in a variety of manufacturing,
sales, marketing, service, and support activities.
Although Kodak's traditional businesses are in decline, its digital
imaging strategy is proving successful as the company transforms itself.
For example:
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- Kodak has installed nearly 2,000 Picture Maker Kiosks in France to
make it easy for consumers to print digital pictures;
- Kodak's share of the digital home printing market is about one-
third;
- The company has the number 3 position in digital camera sales
worldwide, and has taken the lead position in the U.S. and several
other major countries.