Consortium organized by Intellectual Ventures
and RPX Corporation to pay approximately $525 million for purchase and
licenses of patents
Builds on Kodak’s momentum toward a successful
emergence in the first half of 2013
Company Website:
http://www.kodak.com
ROCHESTER, N.Y. -- (Business Wire)
Eastman Kodak Company has completed a series of agreements that
successfully monetizes its digital imaging patents.
The proposed transaction, which achieves one of Kodak’s key
restructuring objectives, follows other recent major accomplishments
that include an agreement for interim and exit financing for the
company’s emergence from its Chapter 11 restructuring, and resolution of
U.S. retiree non-pension benefits liabilities. Kodak’s monetization of
IP assets further builds on its momentum toward a successful emergence
in the first half of 2013.
Under the agreements, Kodak will receive approximately $525 million, a
portion of which will be paid by 12 intellectual property licensees
organized by Intellectual Ventures and RPX Corporation, with each
licensee receiving rights with respect to the digital imaging patent
portfolio and certain other Kodak patents. Another portion will be paid
by Intellectual Ventures, which is acquiring the digital imaging patent
portfolio subject to these new licenses, as well as previously existing
licenses.
“This monetization of patents is another major milestone toward
successful emergence,” Antonio M. Perez, Chairman and Chief Executive
Officer, said. “Our progress has accelerated over the past several weeks
as we prepare to emerge as a strong, sustainable company. This proposed
transaction enables Kodak to repay a substantial amount of our initial
DIP loan, satisfy a key condition for our new financing facility, and
position our Commercial Imaging business for further growth and success.”
The transaction enables the company to continue innovating in its core
Commercial Imaging technologies that are fundamental to its future.
Commercial Imaging is a business in which Kodak has significant
competitive advantages and strong growth prospects.
“Kodak remains a major center of invention and innovation,” Perez said.
The transaction also includes an agreement to settle current
patent-related litigation between the participants and Kodak, which
avoids additional litigation costs and helps to ensure that management
and the company’s resources focus on enhancing the operations of its
core future businesses.
The proposed transaction is subject to the approval of the Bankruptcy
Court and the satisfaction of certain customary conditions.
CAUTIONARY STATEMENT PURSUANT TO SAFE HARBOR PROVISIONS OF THE
PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
This document includes “forward-looking statements” as that term is
defined under the Private Securities Litigation Reform Act of 1995.
Forward-looking statements include statements concerning the Company's
plans, objectives, goals, strategies, future events, future revenue or
performance, capital expenditures, liquidity, financing needs, business
trends, and other information that is not historical information. When
used in this document, the words “estimates,” “expects,” “anticipates,”
“projects,” “plans,” “intends,” “believes,” “predicts,” “forecasts,” or
future or conditional verbs, such as “will,” “should,” “could,” or
“may,” and variations of such words or similar expressions are intended
to identify forward-looking statements. All forward-looking statements,
including, without limitation, management's examination of historical
operating trends and data are based upon the Company's expectations and
various assumptions. Future events or results may differ from those
anticipated or expressed in these forward-looking statements. Important
factors that could cause actual events or results to differ materially
from these forward-looking statements include, among others, the risks
and uncertainties described in more detail in the Company's most recent
Annual Report on Form 10-K for the year ended December 31, 2011,
Quarterly Reports on Form 10-Q for the quarters ended March 31, 2012,
June 30, 2012 and September 30, 2012, under the headings “Business,”
“Risk Factors,” and “Management's Discussion and Analysis of Financial
Condition and Results of Operations–Liquidity and Capital Resources,”
and those described in filings made by the Company with the U.S.
Bankruptcy Court for the Southern District of New York and in other
filings the Company makes with the SEC from time to time, as well as the
following: the Company’s ability to successfully emerge from Chapter 11
as a profitable sustainable company; the ability of the Company and its
subsidiaries to develop, secure approval of and consummate one or more
plans of reorganization with respect to the Chapter 11 cases; the
Company’s ability to improve its operating structure, financial results
and profitability; the ability of the Company to achieve cash forecasts,
financial projections, and projected growth; our ability to raise
sufficient proceeds from the sale of businesses and non-core assets; the
businesses the Company expects to emerge from Chapter 11; the ability of
the company to discontinue certain businesses or operations; the ability
of the Company to continue as a going concern; the Company’s ability to
comply with the Earnings Before Interest, Taxes, Depreciation and
Amortization (EBITDA) covenants in its Debtor-in-Possession Credit
Agreement; our ability to obtain additional financing; the potential
adverse effects of the Chapter 11 proceedings on the Company's
liquidity, results of operations, brand or business prospects; the
monetization of our digital imaging patent portfolio; the outcome of our
intellectual property patent litigation matters; the Company's ability
to generate or raise cash and maintain a cash balance sufficient to
comply with the minimum liquidity covenants in its Debtor-in-Possession
Credit Agreement and to fund continued investments, capital needs,
restructuring payments and service its debt; our ability to fairly
resolve legacy liabilities; the resolution of claims against the
company; our ability to retain key executives, managers and employees;
our ability to maintain product reliability, innovation and quality, and
growth in relevant markets; our ability to effectively anticipate
technology trends and develop and market new products, solutions and
technologies; and the impact of the global economic environment on the
Company. There may be other factors that may cause the Company's actual
results to differ materially from the forward-looking statements. All
forward-looking statements attributable to the Company or persons acting
on its behalf apply only as of the date of this document and are
expressly qualified in their entirety by the cautionary statements
included in this document. The Company undertakes no obligation to
update or revise forward-looking statements to reflect events or
circumstances that arise after the date made or to reflect the
occurrence of unanticipated events.
Contacts:
Kodak
Christopher Veronda, +1 585-724-2622
christopher.veronda@kodak.com
or
Krista
Gleason, +1 585-724-5952
krista.gleason@kodak.com
Source: Kodak
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