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 28, 2013
Eastman Kodak Company
(Exact name of registrant as specified in its charter)
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New Jersey
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1-87
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16-0417150
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(State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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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:
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[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ] Pre-commencement communications pursuant to Rule 13e-4(c)under the Exchange Act (17 CFR 240.13e-4(c))
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Item 7.01.
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Regulation FD Disclosure
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On January 19, 2012, Eastman Kodak Company (the “Company”) and its U.S. domestic subsidiaries (together with the Company, the “Debtors”) filed voluntary petitions for relief (the “Bankruptcy Filing”) under chapter 11 of title 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”), case number 12-10202.
On June 28, 2012, the Debtors filed their Form B26, Periodic Report Regarding Value, Operations and Profitability of Entities in which the Estate Holds a Substantial or Controlling Interest (the “Periodic Report”) as of and for the three month period ended March 31, 2013 with the Bankruptcy Court. The Periodic Report is attached as Exhibit 99.1.
The information set forth in this Item 7.01 and the attached Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Securities Exchange Act”) or otherwise subject to the liabilities in that section.
Cautionary Statement Regarding Financial Operating Data
The Periodic Report is limited in scope, covers limited time periods and has been prepared solely for the purpose of complying with the Bankruptcy Court’s reporting requirements. The Periodic Report was not prepared in accordance with U.S. GAAP, has not been audited or reviewed by independent accountants, is in a format prescribed by applicable bankruptcy laws and is subject to future adjustment and reconciliation.
The Company cautions investors and potential investors not to place undue reliance on the information contained in the Periodic Report, which was not prepared for the purpose of providing the basis for an investment decision relating to any of the securities of the Company. Unlike the information required in the Company’s quarterly and annual financial statements filed pursuant to the Securities Exchange Act, the Periodic Report contains information about Debtor and Non-Debtor entities that may not be indicative of the combined financial condition or operating results for those entities, and is not comparable with the information in the Company’s reports filed pursuant to the Securities Exchange Act. There can be no assurance that, from the perspective of an investor or potential investor in the Company’s securities, that the Periodic Report is complete. Results set forth in the Periodic Report should not be viewed as indicative of future results.
Cautionary Statement Regarding Common Stock and Other Securities
Until the Debtors’ Joint Plan of Reorganization is confirmed, the ultimate value of any common stock or other securities that holders of any such securities may receive as part of the Debtors’ reorganization remains uncertain.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
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(99.1)
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Periodic Report as of and for the three month period ended March 31, 2013 filed with the United States Bankruptcy Court for the Southern District of New York.
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2
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/ Eric Samuels
--------------------------------
Eric Samuels
Chief Accounting Officer &
Corporate Controller
Eastman Kodak Company
Date: June 28, 2013
EASTMAN KODAK COMPANY
INDEX TO EXHIBIT
Exhibit No.
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(99.1)
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Periodic Report as of and for the three month period ended March 31, 2013 filed with the United States Bankruptcy Court for the Southern District of New York.
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3
B26 (Official Form 26) (12/08)
United States Bankruptcy Court
Southern District of New York
In re: Eastman Kodak Company, et. al., Case No. 12-10202 (ALG)
Debtor Chapter 11
PERIODIC REPORT REGARDING VALUE, OPERATIONS AND PROFITABILITY OF ENTITIES IN WHICH THE ESTATE OF
Eastman Kodak Company, et. al.
HOLDS A SUBSTANTIAL OR CONTROLLING INTEREST
This is the report as of March 31, 2013 on the value, operations and profitability of those entities in which the estate holds a substantial or controlling interest, as required by Bankruptcy Rule 2015.3. The estate of Eastman Kodak Company, et. al. (the “Debtors”) holds a direct substantial or controlling interest in the entities as set forth in the Legal Entity Chart attached hereto as Exhibit C (“Non-Debtor Entities”).
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Name of Entity
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Interest of Estate
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Tab #
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| See Exhibit C | ||
This Periodic Report shall consist of three exhibits. Exhibit A contains a valuation estimate for the Non-Debtor entities as of a date not more than two years prior to the date of this report. It also contains a description of the valuation method used. Exhibit B contains a balance sheet, a statement of income (loss), a statement of cash flows, and a statement of changes in shareholders’ or partners’ equity (deficit) for the period covered for each Non-Debtor Entity, along with summarized footnotes. Exhibit C contains a list of all active entities of the company, including identified Debtor entities.
Please note with respect to Exhibit A, it would be prohibitively expensive, unduly burdensome, and an inefficient use of estate assets for the Debtors to obtain current market valuations for each Non-Debtor Entity.
Exhibit B contains the combined statement of financial position, statement of operations, statement of cash flows and statement of retained earnings (collectively, the “Financial Statements”) for the Debtor and Non-Debtor Entities and eliminations necessary to combine the two into the consolidated financial statements as of and for the three months ended March 31, 2013. The statement of changes in shareholders’ equity is only prepared on an annual basis by the company.
The financial information included in this Form 26 filing is unaudited. Although management has made reasonable efforts to ensure that the financial information is accurate and complete at the time of preparation, subsequent receipt of information or discovery may result in material changes to the information contained in this Periodic Report, and inadvertent errors or omissions may exist. Because the financial information included in this filing is unaudited and not subject to the same level of accounting review and testing the Company and related Debtors applies in the preparation of its quarterly and annual financial information in accordance with accounting principles generally accepted in the United States of America, there can be no assurance that the information is accurate and complete and may be subject to further review and potential adjustment. Nothing contained in this filing shall constitute a waiver of any rights of the Debtors, specifically including the Debtors’ right to amend, supplement or otherwise modify this Periodic Report.
THIS REPORT MUST BE SIGNED BY A REPRESENTATIVE OF THE TRUSTEE OR DEBTOR-IN POSSESSION.
The undersigned, having reviewed the above listing of entities in which the estate of Eastman Kodak Company, et. al. holds a direct substantial or controlling interest, and being familiar with the Debtor’s financial affairs, verifies under the penalty of perjury that the listing is complete, accurate and truthful to the best of his/her knowledge.
Date: June 28, 2013
| /s/ Eric Samuels |
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Signature of Authorized Individual
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Eric Samuels
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Name of Authorized Individual
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Chief Accounting Officer and Corporate Controller
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Title of Authorized Individual
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2
In re: Eastman Kodak Company, et. al., Case No. 12-10202 (ALG)
Debtor Chapter 11
General Notes to the Form 26 Report:
Basis of Presentation:
The Financial Statements contained herein include the results of those entities in which the Debtors hold a direct substantial or controlling interest. The Financial Statements are unaudited, limited in scope and do not comply with generally accepted accounting principles in the United States of America ("U.S. GAAP"). Investment in non-debtor entities is recorded at cost, which may not be in accordance with U.S. GAAP. Investment in other entities in which the company does not hold a substantial or controlling interest are accounted for under the cost method and are reported in other long-term assets.
The Financial Statements have been derived from the books and records of the company. This information has not been subject to procedures that would typically be applied to financial information presented in accordance with U.S. GAAP, and upon the application of such procedures, the Debtors believe that the financial information could be subject to changes and these changes could be material. Further, the information furnished in this report does not include all of the adjustments that would typically be made in accordance with U.S. GAAP.
The results of operations contained herein are not necessarily indicative of results that are expected from any other period or for the full year and may not necessarily reflect the combined results of operations, financial position and cash flows of the Debtors or Non-Debtors in the future. The information contained herein is provided to fulfill the requirements of the Bankruptcy Rule 2015.3.
3
| Exhibit B | ||||||||||||||||
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Eastman Kodak Company
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||||||||||||||||
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Combined Statement of Operations
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||||||||||||||||
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Unaudited
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||||||||||||||||
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(in millions)
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||||||||||||||||
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For the Three Months Ended March 31, 2013
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||||||||||||||||
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Debtor
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Non-Debtor
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Eliminations
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Consolidated
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|||||||||||||
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Net sales
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$ | 427 | $ | 589 | $ | (167 | ) | $ | 849 | |||||||
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Cost of sales
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364 | 468 | (168 | ) | 664 | |||||||||||
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Gross Profit
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63 | 121 | 1 | 185 | ||||||||||||
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Selling, general and administrative expenses
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70 | 90 | - | 160 | ||||||||||||
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Research and development costs
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31 | 4 | - | 35 | ||||||||||||
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Restructuring costs and other
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7 | 5 | - | 12 | ||||||||||||
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Other operating (income) expenses, net
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(463 | ) | (31 | ) | - | (494 | ) | |||||||||
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Earnings from continuing operations before interest expense, loss
on early extinguishment of debt, other income (charges), net,
reorganization items, net and income taxes
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418 | 53 | 1 | 472 | ||||||||||||
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Interest expense
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28 | 2 | - | 30 | ||||||||||||
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Loss on early extinguishment of debt
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6 | - | - | 6 | ||||||||||||
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Other income (charges)
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6 | (11 | ) | (9 | ) | (14 | ) | |||||||||
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Reorganizational items, net
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120 | - | - | 120 | ||||||||||||
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Earnings from continuing operations before income taxes
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270 | 40 | (8 | ) | 302 | |||||||||||
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(Benefit) provision for income taxes
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(9 | ) | 16 | - | 7 | |||||||||||
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Earnings from continuing operations
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279 | 24 | (8 | ) | 295 | |||||||||||
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Loss from discontinued operations, net of income taxes
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- | (12 | ) | - | (12 | ) | ||||||||||
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Net earnings
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$ | 279 | $ | 12 | $ | (8 | ) | $ | 283 | |||||||
4
| Exhibit B | ||||||||||||||||
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Eastman Kodak Company
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Combined Statement of Financial Position
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Unaudited
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(in millions)
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||||||||||||||||
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As of March 31, 2013
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||||||||||||||||
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Debtor
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Non-Debtor
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Eliminations
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Consolidated
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|||||||||||||
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ASSETS
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CURRENT ASSETS
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||||||||||||||||
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Cash and cash equivalents
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$ | 407 | $ | 767 | $ | - | $ | 1,174 | ||||||||
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Receivables, net
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197 | 504 | - | 701 | ||||||||||||
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Receivables and advances from Kodak entities, net
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163 | - | (163 | ) | - | |||||||||||
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Inventories, net
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283 | 284 | - | 567 | ||||||||||||
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Other current assets
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56 | 55 | - | 111 | ||||||||||||
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Total current assets
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1,106 | 1,610 | (163 | ) | 2,553 | |||||||||||
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Property, plant and equipment, net
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391 | 240 | - | 631 | ||||||||||||
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Goodwill
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67 | 129 | - | 196 | ||||||||||||
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Investment in non-debtor entities
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1,993 | - | (1,993 | ) | - | |||||||||||
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Other long-term assets
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36 | 680 | - | 716 | ||||||||||||
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Total Assets
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$ | 3,593 | $ | 2,659 | $ | (2,156 | ) | $ | 4,096 | |||||||
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LIABILITIES AND EQUITY
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CURRENT LIABILITIES
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Accounts payable, trade
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$ | 184 | $ | 220 | $ | - | $ | 404 | ||||||||
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Payables and Advances to Kodak entities, net
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- | 10 | (10 | ) | - | |||||||||||
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Short-term borrowings & current portion of L-T debt
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822 | 40 | - | 862 | ||||||||||||
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Other current liabilities
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371 | 388 | - | 759 | ||||||||||||
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Total current liabilities
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1,377 | 658 | (10 | ) | 2,025 | |||||||||||
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Long-term debt
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370 | - | - | 370 | ||||||||||||
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Other long-term liabilities
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273 | 2,003 | - | 2,276 | ||||||||||||
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Liabilities subject to compromise
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2,940 | - | (194 | ) | 2,746 | |||||||||||
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Total Liabilities
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4,960 | 2,661 | (204 | ) | 7,417 | |||||||||||
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Equity (Deficit)
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||||||||||||||||
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Capital Stock
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978 | 1,993 | (1,993 | ) | 978 | |||||||||||
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Additional paid in capital
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1,104 | - | - | 1,104 | ||||||||||||
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Retained earnings
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3,657 | (846 | ) | 41 | 2,852 | |||||||||||
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Accumulated other comprehensive loss
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(1,393 | ) | (1,151 | ) | - | (2,544 | ) | |||||||||
| 4,346 | (4 | ) | (1,952 | ) | 2,390 | |||||||||||
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Treasury stock, at cost
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(5,713 | ) | - | - | (5,713 | ) | ||||||||||
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Total E.K. Shareholders' Equity (Deficit)
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(1,367 | ) | (4 | ) | (1,952 | ) | (3,323 | ) | ||||||||
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Non-controlling interests
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- | 2 | - | 2 | ||||||||||||
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Total Equity (Deficit)
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(1,367 | ) | (2 | ) | (1,952 | ) | (3,321 | ) | ||||||||
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TOTAL LIABILITIES & EQUITY
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$ | 3,593 | $ | 2,659 | $ | (2,156 | ) | $ | 4,096 | |||||||
5
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Eastman Kodak Company
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Exhibit B | |||||||||||||||
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Combined Statement of Retained Earnings
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||||||||||||||||
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Unaudited
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||||||||||||||||
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(in millions)
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||||||||||||||||
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For the Three Months Ended March 31, 2013
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||||||||||||||||
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Debtor
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Non-Debtor
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Eliminations
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Consolidated
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|||||||||||||
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Retained earnings at beginning of period
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$ | 3,409 | $ | (858 | ) | $ | 49 | $ | 2,600 | |||||||
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Net earnings
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279 | 12 | (8 | ) | 283 | |||||||||||
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Loss from issuance of treasury stock
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(31 | ) | - | - | (31 | ) | ||||||||||
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Retained earnings at end of period
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$ | 3,657 | $ | (846 | ) | $ | 41 | $ | 2,852 | |||||||
6
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Eastman Kodak Company
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Exhibit B | |||||||||||||||
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Combined Statement of Cash Flows
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||||||||||||||||
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Unaudited
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For the Three Months Ended March 31, 2013
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|||||||||||||||
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(in millions)
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Debtors
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Non-Debtors
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Eliminations
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Consolidated
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||||||||||||
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Cash flows from operating activities:
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||||||||||||||||
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Net earnings
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$ | 279 | $ | 12 | $ | (8 | ) | $ | 283 | |||||||
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Adjustments to reconcile to net cash used in operating activities:
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||||||||||||||||
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Loss from discontinued operations, net of income taxes
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- | 12 | - | 12 | ||||||||||||
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Depreciation and amortization
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32 | 18 | - | 50 | ||||||||||||
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Gain on sale of businesses / assets
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(535 | ) | (34 | ) | - | (569 | ) | |||||||||
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Loss on early extinguishment of debt
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6 | - | - | 6 | ||||||||||||
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Non-cash restructuring costs, asset impairments and other charges
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79 | 1 | - | 80 | ||||||||||||
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Non-cash reorganization items, net
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62 | - | - | 62 | ||||||||||||
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(Benefit) provision for deferred income taxes
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(4 | ) | 22 | - | 18 | |||||||||||
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(Increase) decrease in receivables
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(5 | ) | 83 | 8 | 86 | |||||||||||
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Decrease (increase) in inventories
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2 | (27 | ) | - | (25 | ) | ||||||||||
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Decrease in liabilities excluding borrowings
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(149 | ) | (214 | ) | - | (363 | ) | |||||||||
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Other items, net
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(6 | ) | 92 | - | 86 | |||||||||||
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Total adjustments
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(518 | ) | (47 | ) | 8 | (557 | ) | |||||||||
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Net cash used in continuing operations
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(239 | ) | (35 | ) | - | (274 | ) | |||||||||
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Net cash (used in) provided by discontinued operations
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(9 | ) | 10 | - | 1 | |||||||||||
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Net cash used in operating activities
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(248 | ) | (25 | ) | - | (273 | ) | |||||||||
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Cash flows from investing activities:
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||||||||||||||||
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Additions to properties
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(2 | ) | (4 | ) | - | (6 | ) | |||||||||
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Proceeds from sales of businesses / assets
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534 | - | - | 534 | ||||||||||||
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Advances from (to) Kodak Companies
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3 | 1 | (4 | ) | - | |||||||||||
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Marketable securities - sales
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15 | - | - | 15 | ||||||||||||
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Marketable securities - purchases
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(17 | ) | - | - | (17 | ) | ||||||||||
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Net cash provided by (used in) investing activities
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533 | (3 | ) | (4 | ) | 526 | ||||||||||
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Cash flows from financing activities:
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||||||||||||||||
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Proceeds from DIP credit agreements
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450 | - | - | 450 | ||||||||||||
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Repayment of term loans under Original Senior DIP Credit Agreement
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(664 | ) | - | - | (664 | ) | ||||||||||
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Advances from (to) Kodak Companies
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(1 | ) | (3 | ) | 4 | - | ||||||||||
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Net cash (used in) provided by financing activities
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(215 | ) | (3 | ) | 4 | (214 | ) | |||||||||
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Effect of exchange rate changes on cash
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- | - | - | - | ||||||||||||
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Net increase in cash and cash equivalents
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70 | (31 | ) | - | 39 | |||||||||||
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Cash and cash equivalents, beginning of period
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337 | 798 | - | 1,135 | ||||||||||||
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Cash and cash equivalents, end of period
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$ | 407 | $ | 767 | $ | - | $ | 1,174 | ||||||||
7
In re Eastman Kodak Company, et al.
| Exhibit C |
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Count
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Debtor
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Legal Entity Name
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Incorporation Location
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Owner Name 3
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Ownership Percentage
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Nature of Business
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1
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1680382 Ontario Limited
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Canada/Ontario
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Kodak Canada Inc. in its capacity as Administrator of the Kodak Canada Income Plan
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100.00%
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Foreign subsidiary
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2
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3T Technologies
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N/A
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Eastman Kodak Company
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Unknown
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Venture investment
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3
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Cinelabs (Beijing) Limited
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China
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Beijing Film & Video Laboratory
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40.00%
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Foreign subsidiary
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4
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Cinelabs (Beijing) Limited
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China
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Kodak (China) Limited
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60.00%
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Foreign subsidiary
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5
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Project Ceylon Limited
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England
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Kodak Limited
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100.00%
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Foreign subsidiary
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6
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Creo Asia Pacific Limited
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Hong Kong
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Eastman Kodak Holdings B.V.
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100.00%
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Foreign subsidiary
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|
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7
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Creo Asia Pacific Limited
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Hong Kong
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Kodak Graphic Communications Canada Company
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0.00%
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Foreign subsidiary
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|
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8
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X
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Creo Manufacturing America LLC
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Wyoming
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Eastman Kodak Company
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100.00%
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Dormant company
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9
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X
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Eastman Kodak Company
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New Jersey
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N/A
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N/A
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Parent company
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10
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Eastman Kodak Holdings B.V.
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The Netherlands
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Eastman Kodak Company
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100.00%
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Foreign subsidiary
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|
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11
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X
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Eastman Kodak International Capital Company, Inc.
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Delaware
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Eastman Kodak Company
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100.00%
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Holding company
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12
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Eastman Kodak Sarl
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Switzerland
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Eastman Kodak Holdings B.V.
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100.00%
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Foreign subsidiary
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|
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13
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eMagin
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N/A
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Eastman Kodak Company
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0.13%
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Venture investment
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|
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14
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Eucalyptus Capital Account
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N/A
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Eastman Kodak Company
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4.55%
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Venture investment
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|
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15
|
X
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Far East Development Ltd.
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Delaware
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Eastman Kodak Company
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100.00%
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Collects on-shore service charges
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16
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FlashPoint Technologies, Inc.
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United States
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Eastman Kodak Company
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3.50%
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Venture investment
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|
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17
|
X
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FPC Inc.
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California
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Laser-Pacific Media Corporation
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100.00%
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Disposal and recycling of film products
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18
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Glogal Lighting Technologies
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N/A
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Eastman Kodak Company
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less than 5%
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Venture investment
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|
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19
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Hillcrest Laboratories
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N/A
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Eastman Kodak Company
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0.90%
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Venture investment
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|
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20
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Horsell Graphic Industries Ltd.
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United Kingdom
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Kodak Limited
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100.00%
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Foreign subsidiary
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|
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21
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K.K. Kodak Information Systems
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Japan
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Kodak Japan Ltd.
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100.00%
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Foreign subsidiary
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|
|
22
|
Kodak
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France
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Eastman Kodak Company
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100.00%
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Foreign subsidiary
|
|
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23
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Kodak (Australasia) Pty. Ltd.
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Australia
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Eastman Kodak Company
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97.16%
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Foreign subsidiary
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|
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24
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Kodak (Australasia) Pty. Ltd.
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Australia
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Kodak Graphic Communications Canada Company
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2.84%
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Foreign subsidiary
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|
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25
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Kodak (China) Company Limited
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China
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Kodak (China) Investment Company Limited
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100.00%
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Foreign subsidiary
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|
|
26
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Kodak (China) Graphic Communications Company Ltd. China
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Kodak (China) Company Ltd.
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75.00%
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Foreign subsidiary
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||
|
27
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Kodak (China) Graphic Communications Company Ltd. China
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Kodak (China) Investment Company Ltd.
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25.00%
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Foreign subsidiary
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||
|
28
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Kodak (China) Investment Company Limited China
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Kodak (China) Limited
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100.00%
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Foreign subsidiary
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||
|
29
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Kodak (China) Limited
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Hong Kong
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Eastman Kodak Holdings B.V.
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100.00%
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Foreign subsidiary
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|
|
30
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Kodak (Eastern Europe) Limited
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England
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Kodak Limited
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100.00%
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Foreign subsidiary
|
|
|
31
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Kodak (Egypt) S.A.E.
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Egypt
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Eastman Kodak Company
|
99.09%
|
Foreign subsidiary
|
|
|
32
|
Kodak (Egypt) S.A.E.
|
Egypt
|
Eastman Kodak International Capital Company, Inc.
|
0.40%
|
Foreign subsidiary
|
|
|
33
|
Kodak (Egypt) S.A.E.
|
Egypt
|
Far East Development, Ltd.
|
0.51%
|
Foreign subsidiary
|
|
|
34
|
Kodak (Guangzhou) Technology Service Company Limited China
|
Canton Hotel
|
10.00%
|
Foreign subsidiary
|
||
|
35
|
Kodak (Guangzhou) Technology Service Company Limited China
|
Kodak (China) Limited
|
90.00%
|
Foreign subsidiary
|
||
|
36
|
Kodak (Hong Kong) Limited
|
Hong Kong
|
Eastman Kodak Holdings B.V.
|
100.00%
|
Foreign subsidiary
|
|
|
37
|
Kodak (Malaysia) Sdn. Bhd.
|
Malaysia
|
Eastman Kodak Company
|
99.98%
|
Foreign subsidiary
|
|
|
38
|
Kodak (Malaysia) Sdn. Bhd.
|
Malaysia
|
Eastman Kodak International Capital Company, Inc.
|
0.01%
|
Foreign subsidiary
|
|
|
39
|
X
|
Kodak (Near East), Inc.
|
New York
|
Eastman Kodak Company
|
100.00%
|
Holder of branches
|
|
40
|
Kodak (Shanghai) International Trading Co. Ltd. China
|
Kodak (China) Limited
|
100.00%
|
Foreign subsidiary
|
||
|
41
|
Kodak (Singapore) Pte. Limited
|
Singapore
|
Eastman Kodak Company
|
100.00%
|
Foreign subsidiary
|
|
|
42
|
Kodak (Taiwan) Limited
|
Taiwan
|
Eastman Kodak Holdings B.V.
|
100.00%
|
Foreign subsidiary
|
|
|
43
|
Kodak (Thailand) Limited
|
Thailand
|
Eastman Kodak International Capital Company, Inc.
|
99.97%
|
Foreign subsidiary
|
|
|
44
|
Kodak (Wuxi) Company Limited
|
China
|
Kodak (China) Investment Company Limited
|
100.00%
|
Foreign subsidiary
|
|
|
45
|
Kodak (Xiamen) Company Limited
|
China
|
Kodak (China) Investment Company Limited
|
95.00%
|
Foreign subsidiary
|
|
|
46
|
Kodak (Xiamen) Company Limited
|
China
|
Xiamen State-Owned Assets Investment Com
|
5.00%
|
Foreign subsidiary
|
|
|
47
|
Kodak (Xiamen) Digital Imaging Products Company Limited China
|
Kodak (China) Company Limited
|
75.00%
|
Foreign subsidiary
|
||
|
48
|
Kodak (Xiamen) Digital Imaging Products Company Limited China
|
Kodak (China) Investment Company Limited
|
25.00%
|
Foreign subsidiary
|
||
|
49
|
Kodak A/S
|
Denmark
|
Eastman Kodak International Capital Company, Inc.
|
100.00%
|
Foreign subsidiary
|
|
|
50
|
X
|
Kodak Americas, Ltd.
|
New York
|
Eastman Kodak Company
|
100.00%
|
Holder of branches
|
|
51
|
Kodak Argentina S.A.I.C.
|
Argentina
|
Eastman Kodak Company
|
53.34%
|
Foreign subsidiary
|
|
|
52
|
Kodak Argentina S.A.I.C.
|
Argentina
|
Eastman Kodak Holdings B.V.
|
46.66%
|
Foreign subsidiary
|
|
|
53
|
Kodak Asia Pacific Solutions Pte. Ltd.
|
Singapore
|
Eastman Kodak Holdings B.V.
|
100.00%
|
Foreign subsidiary
|
|
|
54
|
X
|
Kodak Aviation Leasing LLC
|
Delaware
|
Eastman Kodak Company
|
100.00%
|
Holder of corporate jet leases
|
|
55
|
Kodak Brasileira Comercio de Produtos Para Imagem e Servicos Ltda. Brazil
|
Eastman Kodak Holdings B.V.
|
100.00%
|
Foreign subsidiary
|
||
|
56
|
Kodak Canada Inc.
|
Canada/Ontario
|
Eastman Kodak Company
|
0.10%
|
Foreign subsidiary
|
|
|
57
|
Kodak Canada Inc.
|
Canada/Ontario
|
Kodak Graphic Communications Canada Company
|
99.90%
|
Foreign subsidiary
|
|
|
58
|
Kodak Chilena S.A.F.
|
Chile
|
Eastman Kodak Company
|
100.00%
|
Foreign subsidiary
|
|
|
59
|
Kodak Chilena S.A.F.
|
Chile
|
Eastman Kodak International Capital Company, Inc.
|
0.00%
|
Foreign subsidiary
|
|
|
60
|
Kodak da Amazôia Indútria e Comécio Ltda. Brazil
|
Kodak Brasileira Comercio e Industria Lda.
|
100.00%
|
Foreign subsidiary
|
||
|
61
|
Kodak de Colombia, SAS
|
Colombia
|
Kodak Mexicana S.A. de C.V.
|
100.00%
|
Foreign subsidiary
|
|
|
62
|
Kodak de Mexico S.A. de C.V.
|
Mexico
|
Eastman Kodak International Capital Company, Inc.
|
99.99%
|
Foreign subsidiary
|
|
|
63
|
Kodak de Mexico S.A. de C.V.
|
Mexico
|
Kodak Americas, Ltd.
|
0.01%
|
Foreign subsidiary
|
|
|
64
|
Kodak Electronic Products (Shanghai) Company Limited China
|
Kodak (China) Investment Co., Inc.
|
100.00%
|
Foreign subsidiary
|
||
|
65
|
Kodak GmbH
|
Austria
|
Eastman Kodak Company
|
100.00%
|
Foreign subsidiary
|
|
|
66
|
Kodak GmbH
|
Germany
|
Kodak Graphic Communications GmbH
|
100.00%
|
Foreign subsidiary
|
|
|
67
|
Kodak Graphic Communications Asia Pacific Pte. Ltd. Singapore
|
Kodak Polychrome Graphics Company Ltd.
|
100.00%
|
Foreign subsidiary
|
||
|
68
|
Kodak Graphic Communications Canada Company Canada
|
Eastman Kodak Company
|
100.00%
|
Foreign subsidiary
|
||
|
69
|
Kodak Graphic Communications EAD
|
Bulgaria
|
Kodak Graphic Communications GmbH
|
100.00%
|
Foreign subsidiary
|
|
|
70
|
Kodak Graphic Communications GmbH1 Germany
|
Kodak Holding GmbH
|
100.00%
|
Foreign subsidiary
|
||
|
71
|
Kodak Graphic Communications Limited United Kingdom
|
Kodak Limited
|
100.00%
|
Foreign subsidiary
|
||
|
72
|
Kodak Holding GmbH
|
Germany
|
Eastman Kodak Company
|
100.00%
|
Foreign subsidiary
|
|
|
73
|
Kodak IL Ltd.
|
Israel
|
Eastman Kodak Holdings B.V.
|
100.00%
|
Foreign subsidiary
|
|
|
74
|
Kodak Imaging Network B.V.
|
The Netherlands
|
Kodak Imaging Network, Inc.
|
100.00%
|
Foreign subsidiary
|
|
|
75
|
X
|
Kodak Imaging Network, Inc.
|
Delaware
|
Eastman Kodak Company
|
100.00%
|
Online photofinishing
|
|
76
|
Kodak Imaging Services (Shenzhen) Ltd. China
|
Kodak (China) Limited
|
100.00%
|
Foreign subsidiary
|
||
|
77
|
Kodak India Private Limited
|
India
|
Kodak International Finance Limited
|
0.00%
|
Foreign subsidiary
|
|
|
78
|
Kodak India Private Limited
|
India
|
Kodak Limited
|
100.00%
|
Foreign subsidiary
|
|
|
79
|
Kodak International Finance Limited
|
England
|
Kodak Limited
|
100.00%
|
Foreign subsidiary
|
|
|
80
|
Kodak Japan Ltd.2
|
Japan
|
Eastman Kodak Holdings B.V.
|
12.67%
|
Foreign subsidiary
|
|
|
81
|
Kodak Japan Ltd.2
|
Japan
|
Kodak Graphic Communications Canada Company
|
10.23%
|
Foreign subsidiary
|
|
|
82
|
Kodak Japan Ltd.2
|
Japan
|
Kodak Polychrome Graphics Company Ltd.
|
77.10%
|
Foreign subsidiary
|
|
|
83
|
Kodak Kft.
|
Hungary
|
Eastman Kodak Company
|
100.00%
|
Foreign subsidiary
|
|
|
84
|
Kodak Korea Ltd.
|
Korea (South)
|
Eastman Kodak Company
|
100.00%
|
Foreign subsidiary
|
|
|
85
|
Kodak Limited
|
England
|
Eastman Kodak Company
|
100.00%
|
Foreign subsidiary
|
|
|
86
|
Kodak Mexicana S.A. de C.V.
|
Mexico
|
Eastman Kodak International Capital Company, Inc.
|
99.99%
|
Foreign subsidiary
|
|
|
87
|
Kodak Mexicana S.A. de C.V.
|
Mexico
|
Kodak Americas, Ltd.
|
0.01%
|
Foreign subsidiary
|
|
|
88
|
Kodak Nederland B.V.
|
The Netherlands
|
Eastman Kodak Holdings B.V.
|
100.00%
|
Foreign subsidiary
|
|
|
89
|
Kodak New Zealand Limited
|
New Zealand
|
Eastman Kodak Company
|
100.00%
|
Foreign subsidiary
|
|
|
90
|
Kodak Nordic AB
|
Sweden
|
Eastman Kodak Company
|
100.00%
|
Foreign subsidiary
|
|
|
91
|
Kodak Norge A/S
|
Norway
|
Eastman Kodak International Capital Company, Inc.
|
100.00%
|
Foreign subsidiary
|
|
|
92
|
Kodak OOO
|
Russia
|
Eastman Kodak Company
|
100.00%
|
Foreign subsidiary
|
|
|
93
|
Kodak Oy
|
Finland
|
Eastman Kodak Company
|
100.00%
|
Foreign subsidiary
|
|
|
94
|
X
|
Kodak Philippines, Ltd.
|
New York
|
Eastman Kodak Company
|
100.00%
|
Holder of a branch
|
|
95
|
Kodak Polska Sp.zo.o
|
Poland
|
Eastman Kodak Company
|
100.00%
|
Foreign subsidiary
|
|
|
96
|
Kodak Polychrome Graphics (Hong Kong) Ltd. Hong Kong
|
Kodak Polychrome Graphics Company Ltd.
|
100.00%
|
Foreign subsidiary
|
||
|
97
|
Kodak Polychrome Graphics China Co. Ltd. China
|
Kodak Polychrome Graphics Company Ltd.
|
100.00%
|
Foreign subsidiary
|
||
|
98
|
Kodak Polychrome Graphics Company Ltd. Barbados
|
Eastman Kodak Company
|
100.00%
|
Foreign subsidiary
|
||
|
99
|
Kodak Polychrome Graphics Cono Sur SA Uruguay
|
Kodak Polychrome Graphics Company Ltd.
|
100.00%
|
Foreign subsidiary
|
||
|
100
|
Kodak Polychrome Graphics Export SAFI Uruguay
|
Kodak Polychrome Graphics Company Ltd.
|
100.00%
|
Foreign subsidiary
|
||
|
101
|
Kodak Polychrome Graphics Finance UK Ltd. United Kingdom
|
Kodak Limited
|
100.00%
|
Foreign subsidiary
|
||
|
102
|
Kodak Polychrome Graphics Madeira Servicos Ltd. Barbados
|
Kodak Polychrome Graphics Company Ltd.
|
50.00%
|
Foreign subsidiary
|
||
|
103
|
Kodak Polychrome Graphics Madeira Servicos Ltd. Barbados
|
Merrydown Limited
|
50.00%
|
Foreign subsidiary
|
||
|
104
|
Kodak Polychrome Graphics Netherlands Antilles NV Curacao
|
Kodak Polychrome Graphics Company Ltd.
|
100.00%
|
Foreign subsidiary
|
||
|
105
|
X
|
Kodak Portuguesa Limited
|
New York
|
Eastman Kodak Company
|
100.00%
|
Holder of a branch
|
|
106
|
X
|
Kodak Realty, Inc.
|
New York
|
Eastman Kodak Company
|
100.00%
|
Holder of real estate and FCC licenses
|
|
107
|
Kodak S.p.A.
|
Italy
|
Eastman Kodak Company
|
100.00%
|
Foreign subsidiary
|
|
|
108
|
Kodak S.p.A.
|
Italy
|
Eastman Kodak International Capital Company, Inc.
|
0.00%
|
Foreign subsidiary
|
|
|
109
|
Kodak SA/NV
|
Belgium
|
Eastman Kodak Company
|
0.00%
|
Foreign subsidiary
|
|
|
110
|
Kodak SA/NV
|
Belgium
|
Eastman Kodak Holdings B.V.
|
31.97%
|
Foreign subsidiary
|
|
|
111
|
Kodak SA/NV
|
Belgium
|
Eastman Kodak International Capital Company, Inc.
|
35.02%
|
Foreign subsidiary
|
|
|
112
|
Kodak SA/NV
|
Belgium
|
Kodak Graphic Communications Canada Company
|
2.01%
|
Foreign subsidiary
|
|
|
113
|
Kodak SA/NV
|
Belgium
|
Kodak Nederland BV
|
31.00%
|
Foreign subsidiary
|
|
|
114
|
Kodak Societe Anonyme
|
Switzerland
|
Eastman Kodak International Capital Company, Inc.
|
100.00%
|
Foreign subsidiary
|
|
|
115
|
Kodak Unterstüetzungsgesellschaft mbH Germany
|
Kodak Holding GmbH
|
100.00%
|
Foreign subsidiary
|
||
|
116
|
Kodak Venezuela, S.A.
|
Venezuela
|
Eastman Kodak Company
|
100.00%
|
Foreign subsidiary
|
|
|
117
|
Kodak Versamark Europe SA
|
Switzerland
|
Eastman Kodak Holdings B.V.
|
100.00%
|
Foreign subsidiary
|
|
|
118
|
Kodak, S.A.
|
Spain
|
Eastman Kodak Company
|
99.99%
|
Foreign subsidiary
|
|
|
119
|
Kodak, S.A.
|
Spain
|
Eastman Kodak International Capital Company, Inc.
|
0.01%
|
Foreign subsidiary
|
|
|
120
|
KPG Finance (Barbados) SRL
|
Barbados
|
Kodak Polychrome Graphics Company Ltd.
|
100.00%
|
Foreign subsidiary
|
|
|
121
|
Laboratoires Kodak S.A.S.
|
France
|
Kodak S.A.
|
100.00%
|
Foreign subsidiary
|
|
|
122
|
X
|
Laser-Pacific Media Corporation
|
Delaware
|
Eastman Kodak Company
|
100.00%
|
Parent company
|
|
123
|
LensVector
|
N/A
|
Eastman Kodak Company
|
1.04%
|
Venture investment
|
|
|
124
|
Lockerz
|
N/A
|
Eastman Kodak Company
|
0.53%
|
Venture investment
|
|
|
125
|
Nanosys
|
N/A
|
Eastman Kodak Company
|
0.66%
|
Venture investment
|
|
|
126
|
NextEngine
|
N/A
|
Eastman Kodak Company
|
2.00%
|
Venture investment
|
|
|
127
|
X
|
NPEC Inc.
|
California
|
Eastman Kodak Company
|
100.00%
|
Environmental remediation
|
|
128
|
X
|
Pakon, Inc.
|
Indiana
|
Eastman Kodak Company
|
100.00%
|
Dormant company
|
|
129
|
Personalised Imaging Finance Limited
|
United Kingdom
|
Kodak International Finance Limited
|
100.00%
|
Foreign subsidiary
|
|
|
130
|
Pitango Capital Account
|
N/A
|
Eastman Kodak Company
|
0.70%
|
Venture investment
|
|
|
131
|
X
|
Qualex Inc.
|
Delaware
|
Eastman Kodak Company
|
100.00%
|
Photographic services
|
|
132
|
RPB Marketing Company
|
Japan
|
Kodak Japan Ltd.
|
100.00%
|
Foreign subsidiary
|
|
|
133
|
SAS Villiot-Marne
|
France
|
Kodak S.A.
|
100.00%
|
Foreign subsidiary
|
|
|
134
|
Shanghai Da Hai Camera Co., Ltd.
|
China
|
Kodak (China) Investment Company Limited
|
75.00%
|
Foreign subsidiary
|
|
|
135
|
Shanghai Da Hai Camera Co., Ltd.
|
China
|
Kodak (China) Limited
|
25.00%
|
Foreign subsidiary
|
|
|
136
|
Wheeling Insurance Ltd.
|
Bermuda
|
Eastman Kodak Company
|
100.00%
|
Foreign subsidiary
|
|
|
137
|
Yamanashi RPB Supply Company
|
Japan
|
Kodak Japan Ltd.
|
100.00%
|
Foreign subsidiary
|
|
|
138
|
YesVideo
|
N/A
|
Eastman Kodak Company
|
9.30%
|
Venture investment
|
|
|
139
|
YesVideo
|
N/A
|
Eastman Kodak Company
|
0.48%
|
Venture investment
|
|
|
1 - Effective 9/5/2011, Kodak Graphic Communications GmbH merged into its parent, Kodak Verwaltung GmbH. Effective the same day, Kodak Verwaltung GmbH changed its name to Kodak Graphic Communications GmbH.
|
||||||
|
2 - Effective 1/1/2009, Kodak Japan Ltd. merged into its parent, Kodak IPS Japan Inc. Effective the same day, Kodak IPS Japan Inc. changed its name to Kodak Japan Ltd.
|
||||||
|
3 - Individuals with current ownership percentages less than 0.05% are not listed.
|
||||||
8