Eastman Kodak Adopts Tax Asset Protection Plan; Files Certificate of Amendment With Respect to Charter Amendment Designed to ...
September 12 2019 - 9:15AM
Business Wire
Eastman Kodak (NYSE:KODK) announced today that it has adopted a
Tax Asset Protection Plan (with the related rights being issued as
a dividend to shareholders of record as of today) and filed an
amendment to its certificate of incorporation in order to protect
Kodak’s substantial tax assets. The Plan and the amendment have
been approved by the written consent of a majority of Kodak’s
common and preferred shareholders, and were described in an
information statement mailed to Kodak shareholders on or about
August 23, 2019.
The Plan is designed to reduce the likelihood that Kodak will
experience an ownership change that could adversely affect Kodak’s
tax assets by discouraging any person from becoming a holder of 10%
of Kodak’s common stock and by discouraging existing 10%
shareholders from acquiring more than 1,000,000 additional shares.
The amendment to the certificate of incorporation will generally
restrict the transfer of Kodak common stock if the effect would be
to increase the beneficial ownership of any person to 10% or more
of the outstanding Kodak common stock or cause the beneficial
ownership of an existing 10% shareholder to increase by more than
1,000,000 shares. Because of the treatment of outstanding
convertible securities of the Company, the Plan and amendment
contain ownership thresholds of 10% or more of the Company’s common
stock, rather than the 5% usually contained in such arrangements.
There is no guarantee that the Plan or amendment will prevent Kodak
from experiencing an ownership change. The Plan and amendment will
expire on November 15, 2019.
Additional information regarding the Plan and amendment to the
certificate of incorporation will be contained in a Current Report
on Form 8-K and in a Registration Statement on Form 8-A, both of
which are being filed by Kodak today with the Securities and
Exchange Commission.
About Kodak
Kodak is a technology company focused on imaging. We provide –
directly and through partnerships with other innovative companies –
hardware, software, consumables and services to customers in
graphic arts, commercial print, publishing, packaging,
entertainment and commercial films, and consumer products markets.
With our world-class R&D capabilities, innovative solutions
portfolio and highly trusted brand, Kodak is helping customers
around the globe to sustainably grow their own businesses and enjoy
their lives. For additional information on Kodak, visit us at
kodak.com, follow us on Twitter @Kodak, or like us on Facebook at
Kodak.
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version on businesswire.com: https://www.businesswire.com/news/home/20190912005217/en/
Media: Nick Rangel, Kodak,
+1 585-615-0549, nicholas.rangel@kodak.com
Investors: Bill Love, Kodak,
+1 585-724-4053, shareholderservices@kodak.com
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