-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, H7tNl7J/urfXGCwSrJy1eZg0PMEv12sGGNqejaTK6rK/BGZblv+9XEj0v7xrKnf0 5Vmaf/MVEChhcb0CO1Eegw== 0000031235-09-000119.txt : 20091204 0000031235-09-000119.hdr.sgml : 20091204 20091204090420 ACCESSION NUMBER: 0000031235-09-000119 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20091130 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20091204 DATE AS OF CHANGE: 20091204 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EASTMAN KODAK CO CENTRAL INDEX KEY: 0000031235 STANDARD INDUSTRIAL CLASSIFICATION: PHOTOGRAPHIC EQUIPMENT & SUPPLIES [3861] IRS NUMBER: 160417150 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-00087 FILM NUMBER: 091222118 BUSINESS ADDRESS: STREET 1: 343 STATE ST CITY: ROCHESTER STATE: NY ZIP: 14650 BUSINESS PHONE: 7167244000 MAIL ADDRESS: STREET 1: 343 STATE STREET CITY: ROCHESTER STATE: NY ZIP: 14650 8-K 1 dec420098-k_settlement.htm EASTMAN KODAK COMPANY 8-K FILING dec420098-k_settlement.htm





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): November 30, 2009



Eastman Kodak Company
(Exact name of registrant as specified in its charter)



New Jersey
1-87
16-0417150
 
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer 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))

 


 
 

 

 
ITEM 8.01  Other Events.

On November 30, 2009, Eastman Kodak Company ("Kodak") and LG Electronics Inc., LG Electronics USA, Inc., and LG Electronics Mobilecomm USA, Inc. (referred to collectively as "LG") entered into an agreement settling their patent infringement lawsuits against each other which were pending in the U.S. Federal District Courts for the Western District of New York and the Southern District of California and an agreement to file a joint request for the termination of patent infringement proceedings before the U.S. International Trade Commission (the “Settlement Agreement”).

On November 17, 2008, Kodak filed a complaint with the U.S. International Trade Commission (“ITC”) against LG Electronics Inc., LG Electronics USA Inc., and LG Electronics MobileComm USA, Inc. for infringement of patents related to digital camera technology seeking a limited exclusion order preventing importation of infringing devices, including certain mobile telephones and wireless communication devices featuring digital cameras.  On February 20, 2009 LG Electronics Inc. (Seoul, Korea) filed a complaint with the ITC against Kodak for infringement of certain of their patents alleged to be related to digital camera technology seeking a limited exclusion order preventing importation of devices found to infringe the asserted patents.

On November 17, 2008 Kodak filed a complaint against LG Electronics Inc., LG Electronics USA Inc., and LG Electronics MobileComm USA, Inc. in Federal District Court in Rochester, New York, for infringement of patents related to digital camera technology seeking unspecified damages and other relief.  On February 20, 2009 LG Electronics Inc. commenced two actions against Kodak in Federal District court in the Southern District of California for infringement of certain of their patents alleged to be related to digital camera technology seeking unspecified damages and other relief.

No monetary consideration was paid under the Settlement Agreement.  Pursuant to the Settlement Agreement, Kodak and LG agreed to dismiss their respective infringement claims pending in the U.S. Federal District Courts for the Western District of New York and the Southern District of California and agreed to file a joint request that the ITC terminate its investigation pursuant to the complaints filed by Kodak and LG Electronics against each other.

Separately, Kodak has entered into a technology cross license agreement with LG Electronics Inc. which is royalty bearing to Kodak.  The technology cross license is referenced in the press release attached to this document as Exhibit (99.1).

In a separate agreement, Kodak agreed to sell substantially all of the assets of its organic light emitting diode (OLED) business to a group of LG companies.  The OLED transaction is referenced in the press release attached to this document as Exhibit (99.2).



ITEM 9.01  Financial Statements and Exhibits.

 (d)  Exhibits

(99.1)  Press release issued by Eastman Kodak Company on December 4, 2009 relating to the entry into a technology cross license agreement
            with LG Electronics Inc.

(99.2)  Press release issued by Eastman Kodak Company on December 4, 2009 relating to the sale of Kodak’s OLED assets to a group of LG
            companies.

 




 
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SIGNATURES
 
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/ Joyce P. Haag
 
 
                                                                                               Joyce P. Haag
                                                                                               General Counsel
 
Date:  December 4, 2009
 

 
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EASTMAN KODAK COMPANY
INDEX TO EXHIBITS

Exhibit No.

(99.1)  Press release issued by Eastman Kodak Company on December 4, 2009 relating to the entry into a technology cross license agreement
           with LG Electronics Inc.

 
(99.2)  Press release issued by Eastman Kodak Company on December 4, 2009 relating to the sale of Kodak’s OLED assets to a group of LG
           companies.









 
4

 

EX-99.1 2 exhibit991.htm EXHIBIT (99.1) exhibit991.htm

Exhibit (99.1)

EASTMAN KODAK COMPANY

Media Contacts:
David Lanzillo, Kodak, +1 585-781-5481, david.lanzillo@kodak.com
Christopher Veronda, Kodak, +1 585-724-2622, christopher.veronda@kodak.com


 
Kodak, LG Enter into Technology Cross-License Agreement
 
Agreement is Royalty-Bearing to Kodak


ROCHESTER, N.Y., Dec. 4 – Eastman Kodak Company (NYSE: EK) announced today that it has entered into a technology cross-license agreement with LG Electronics, Inc., which will allow each company broad access to the other’s patent portfolio.
The license agreement, which provides significant benefits to both companies, is royalty-bearing to Kodak. Additional financial details were not disclosed.
“We are pleased to have reached a mutually beneficial arrangement that advances the interests of Kodak and LG and validates the strength of Kodak’s intellectual property portfolio,” said Laura G. Quatela, Chief Intellectual Property Officer, and Vice President, Eastman Kodak Company.
The companies also agreed to conclude their patent litigation, which involved a subset of their imaging technologies. Pursuant to a settlement agreement, Kodak and LG will request that the U.S. International Trade Commission terminate the investigations initiated earlier this year following complaints filed by both companies in late 2008.

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EX-99.2 3 exhibit992.htm EXHIBIT (99.2) exhibit992.htm

Exhibit (99.2)

EASTMAN KODAK COMPANY

Media Contacts:
David Lanzillo, Kodak, +1 585-781-5481, david.lanzillo@kodak.com
Christopher Veronda, Kodak, +1 585-724-2622, christopher.veronda@kodak.com


 
Kodak to Sell OLED Display Business
 

ROCHESTER, N.Y., Dec. 4 – Eastman Kodak Company (NYSE: EK) announced today that it will sell substantially all the assets associated with its OLED business to a group of LG companies. This move will tighten Kodak’s investment focus and strengthen its financial position. Financial details were not disclosed.
Kodak has been a pioneer in developing technology associated with OLED displays.  In the 1970s, Kodak scientists developed the world’s first viable OLED material.
Kodak will have continuing access to its OLED technology for use in its products. Subject to customary closing conditions, the transaction is expected to close by the end of the year.
“As we said earlier this year, OLED is one of the businesses we wanted to reposition to maximize Kodak’s competitive advantage at the intersection of materials and imaging science,” said Laura G. Quatela, Kodak’s Chief Intellectual Property Officer and manager of the company’s OLED business. “This action is consistent with that strategy. Our OLED intellectual property portfolio is fundamental; however, realizing the full value of this business would have required significant investment.”
Nomura Securities International, Inc. served as financial advisor to Kodak.

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