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): May 4, 2006 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 8.01 Other Events On May 4, 2006, Eastman Kodak Company announced that it is exploring strategic alternatives for its Health Group. Kodak's Health Group, with 2005 revenue of $2.7 billion, is a worldwide leader in health imaging, including digital x-ray capture, medical printers, and x-ray film. To assist in this effort, the Company has retained Goldman, Sachs & Co. as its adviser. A copy of the May 4, 2006 press release related to this announcement is attached as Exhibit (99.1). ITEM 9.01 Financial Statements and Exhibits (c) Exhibit (99.1) Eastman Kodak Company press release dated May 4, 2006 regarding the announcement concerning the Health Group.
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: May 4, 2006
4 EASTMAN KODAK COMPANY INDEX TO EXHIBITS Exhibit No. (99.1) Eastman Kodak Company press release dated May 4, 2006 regarding the announcement concerning the Health Group.
Exhibit (99.1) EASTMAN KODAK COMPANY Media Contacts: David Lanzillo 585-781-5481 david.lanzillo@kodak.com David Kassnoff 585-724-2137 david.kassnoff@kodak.com Kodak to Explore Strategic Alternatives for Health Business ROCHESTER, N.Y., May 4 - Eastman Kodak Company announced that it is exploring strategic alternatives for its Health Group. Kodak's Health Group, with 2005 revenue of $2.7 billion, is a worldwide leader in health imaging, including digital x-ray capture, medical printers, and x-ray film. "Kodak has a history of innovation in this industry, through which we have built a business with significant market presence and intellectual property assets," said Antonio M. Perez, Kodak's Chairman and Chief Executive Officer. "We have proven products and technology, a well-known and respected brand, worldwide distribution, a large, satisfied and loyal customer base, and employees with unrivaled experience in health imaging. "Our stated corporate goal is to be among the top three in each of the businesses in which we compete," Perez said. "While the Health Group is enjoying strong organic growth in elements of its digital portfolio, such as digital capture solutions and healthcare information solutions, we have been observing for some time consolidation in this industry. Given our valuable assets and the changing market landscape, we feel that now is the time to investigate strategic alternatives." To assist in this effort, Kodak has retained Goldman, Sachs & Co. as its adviser. Antonio M. Perez, Kodak's Chairman and Chief Executive Officer, and Robert Brust, Kodak's Chief Financial Officer, will host a conference call today at 11:00 AM Eastern Time. Please use the direct dial-in number 913-981-5591, access code 9167403. There is no need to pre-register. The call will be recorded and available for playback by 2:00 PM Eastern time on May 4 by dialing 719-457-0820, access code 9167403. The playback number will be active until Thursday, May 11, 5:00 PM Eastern time.2 For those wishing to participate via an Internet Broadcast, please access our Kodak.com Investor Relations web page at: http://www.kodak.com/go/invest. The conference call audio will be archived and available for replay on this site approximately 1 hour following the live broadcast. # 2006