0001209191-13-047933.txt : 20131009 0001209191-13-047933.hdr.sgml : 20131009 20131009181534 ACCESSION NUMBER: 0001209191-13-047933 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130930 FILED AS OF DATE: 20131009 DATE AS OF CHANGE: 20131009 ISSUER: 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 BUSINESS ADDRESS: STREET 1: 343 STATE ST CITY: ROCHESTER STATE: NY ZIP: 14650-0910 BUSINESS PHONE: 7167244000 MAIL ADDRESS: STREET 1: 343 STATE STREET CITY: ROCHESTER STATE: NY ZIP: 14650 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BlueMountain Kicking Horse Fund GP, LLC CENTRAL INDEX KEY: 0001557778 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-00087 FILM NUMBER: 131144157 BUSINESS ADDRESS: STREET 1: 280 PARK AVENUE STREET 2: 5TH FLOOR EAST CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-905-3900 MAIL ADDRESS: STREET 1: 280 PARK AVENUE STREET 2: 5TH FLOOR EAST CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BlueMountain Kicking Horse Fund L.P. CENTRAL INDEX KEY: 0001557943 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-00087 FILM NUMBER: 131144158 BUSINESS ADDRESS: STREET 1: 280 PARK AVENUE STREET 2: 5TH FLOOR EAST CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-905-3990 MAIL ADDRESS: STREET 1: 280 PARK AVENUE STREET 2: 5TH FLOOR EAST CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BlueMountain Timberline Ltd. CENTRAL INDEX KEY: 0001541089 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-00087 FILM NUMBER: 131144159 BUSINESS ADDRESS: STREET 1: C/O MAPLES CORPORATE SERVICES LIMITED STREET 2: UGLAND HOUSE, PO BOX 309 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 212-905-3900 MAIL ADDRESS: STREET 1: C/O BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC STREET 2: 280 PARK AVENUE, 5TH FLOOR EAST CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BlueMountain Long/Short Credit Master Fund L.P. CENTRAL INDEX KEY: 0001541087 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-00087 FILM NUMBER: 131144161 BUSINESS ADDRESS: STREET 1: C/O MAPLES CORPORATE SERVICES LIMITED STREET 2: UGLAND HOUSE, PO BOX 309 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 212-905-3900 MAIL ADDRESS: STREET 1: C/O BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC STREET 2: 280 PARK AVENUE, 5TH FLOOR EAST CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Blue Mountain Credit Alternatives Master Fund L.P. CENTRAL INDEX KEY: 0001540860 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-00087 FILM NUMBER: 131144155 BUSINESS ADDRESS: STREET 1: C/O MAPLES CORPORATE SERVICES LIMITED STREET 2: UGLAND HOUSE, PO BOX 309 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 212-905-3900 MAIL ADDRESS: STREET 1: C/O BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC STREET 2: 280 PARK AVENUE, 5TH FLOOR EAST CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BlueMountain Long/Short Credit GP, LLC CENTRAL INDEX KEY: 0001541088 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-00087 FILM NUMBER: 131144160 BUSINESS ADDRESS: STREET 1: 280 PARK AVENUE, 5TH FLOOR EAST CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-905-3900 MAIL ADDRESS: STREET 1: 280 PARK AVENUE, 5TH FLOOR EAST CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BlueMountain Capital Management, LLC CENTRAL INDEX KEY: 0001427430 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-00087 FILM NUMBER: 131144156 BUSINESS ADDRESS: STREET 1: 280 PARK AVENUE, 5TH FLOOR EAST CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: (212) 905-3900 MAIL ADDRESS: STREET 1: 280 PARK AVENUE, 5TH FLOOR EAST CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Blue Mountain CA Master Fund GP, Ltd. CENTRAL INDEX KEY: 0001540861 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-00087 FILM NUMBER: 131144162 BUSINESS ADDRESS: STREET 1: C/O MAPLES CORPORATE SERVICES LIMITED STREET 2: UGLAND HOUSE, PO BOX 309 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 212-905-3900 MAIL ADDRESS: STREET 1: C/O BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC STREET 2: 280 PARK AVENUE, 5TH FLOOR EAST CITY: NEW YORK STATE: NY ZIP: 10017 4 1 c611022_4x0.xml MAIN DOCUMENT DESCRIPTION X0306 4 2013-09-30 0000031235 EASTMAN KODAK CO EKOD 0001427430 BlueMountain Capital Management, LLC 280 PARK AVENUE 5TH FLOOR EAST NEW YORK NY 10017 0 0 1 0 0001540860 Blue Mountain Credit Alternatives Master Fund L.P. 280 PARK AVENUE 5TH FLOOR EAST NEW YORK NY 10017 0 0 1 0 0001540861 Blue Mountain CA Master Fund GP, Ltd. 280 PARK AVENUE 5TH FLOOR EAST NEW YORK NY 10017 0 0 1 0 0001541087 BlueMountain Long/Short Credit Master Fund L.P. 280 PARK AVENUE 5TH FLOOR EAST NEW YORK NY 10017 0 0 1 0 0001541088 BlueMountain Long/Short Credit GP, LLC 280 PARK AVENUE 5TH FLOOR EAST NEW YORK NY 10017 0 0 1 0 0001541089 BlueMountain Timberline Ltd. 280 PARK AVENUE 5TH FLOOR EAST NEW YORK NY 10017 0 0 1 0 0001557943 BlueMountain Kicking Horse Fund L.P. 280 PARK AVENUE 5TH FLOOR EAST NEW YORK NY 10017 0 0 1 0 0001557778 BlueMountain Kicking Horse Fund GP, LLC 280 PARK AVENUE 5TH FLOOR EAST NEW YORK NY 10017 0 0 1 0 Common Stock 2013-09-30 4 J 0 235372 A 2931320 D Common Stock 2013-09-30 4 J 0 92158 A 1147730 D Common Stock 2013-09-30 4 J 0 19826 A 246922 D Common Stock 2013-09-30 4 J 0 25584 A 318643 D Common Stock 2013-09-30 4 J 0 13492 A 168035 D Common Stock 2013-09-30 4 J 0 20841 A 259557 D Common Stock 2013-09-30 4 J 0 150110 A 1869468 D Common Stock 2013-09-30 4 J 0 14455 A 180028 D Common Stock 2013-09-30 4 J 0 27817 A 346452 D Common Stock 2013-09-30 4 J 0 599655 A 7468155 I (See Footnotes) 125% Warrants 14.93 2013-10-01 4 J 0 81791 A 2013-09-03 2018-09-03 Common Stock 81791 81791 D 125% Warrants 14.93 2013-10-01 4 J 0 32024 A 2013-09-03 2018-09-03 Common Stock 32024 32024 D 125% Warrants 14.93 2013-10-01 4 J 0 6889 A 2013-09-03 2018-09-03 Common Stock 6889 6889 D 125% Warrants 14.93 2013-10-01 4 J 0 8890 A 2013-09-03 2018-09-03 Common Stock 8890 8890 D 125% Warrants 14.93 2013-10-01 4 J 0 4688 A 2013-09-03 2018-09-03 Common Stock 4688 4688 D 125% Warrants 14.93 2013-10-01 4 J 0 7242 A 2013-09-03 2018-09-03 Common Stock 7242 7242 D 125% Warrants 14.93 2013-10-01 4 J 0 52163 A 2013-09-03 2018-09-03 Common Stock 52163 52163 D 125% Warrants 14.93 2013-10-01 4 J 0 5023 A 2013-09-03 2018-09-03 Common Stock 5023 5023 D 125% Warrants 14.93 2013-10-01 4 J 0 9665 A 2013-09-03 2018-09-03 Common Stock 9665 9665 D 125% Warrants 14.93 2013-10-01 4 J 0 208375 A 2013-09-03 2018-09-03 Common Stock 208375 208375 I (See Footnotes) 135% Warrants 16.12 2013-10-01 4 J 0 81791 A 2013-09-03 2018-09-03 Common Stock 81791 81791 D 135% Warrants 16.12 2013-10-01 4 J 0 32024 A 2013-09-03 2018-09-03 Common Stock 32024 32024 D 135% Warrants 16.12 2013-10-01 4 J 0 6889 A 2013-09-03 2018-09-03 Common Stock 6889 6889 D 135% Warrants 16.12 2013-10-01 4 J 0 8890 A 2013-09-03 2018-09-03 Common Stock 8890 8890 D 135% Warrants 16.12 2013-10-01 4 J 0 4688 A 2013-09-03 2018-09-03 Common Stock 4688 4688 D 135% Warrants 16.12 2013-10-01 4 J 0 7242 A 2013-09-03 2018-09-03 Common Stock 7242 7242 D 135% Warrants 16.12 2013-10-01 4 J 0 52163 A 2013-09-03 2018-09-03 Common Stock 52163 52163 D 135% Warrants 16.12 2013-10-01 4 J 0 5023 A 2013-09-03 2018-09-03 Common Stock 5023 5023 D 135% Warrants 16.12 2013-10-01 4 J 0 9665 A 2013-09-03 2018-09-03 Common Stock 9665 9665 D 135% Warrants 16.12 2013-10-01 4 J 0 208375 A 2013-09-03 2018-09-03 Common Stock 208375 208375 I (See Footnotes) The filing of this Form 4 shall not be construed as an admission that BlueMountain Capital Management, LLC ("BMCM"), GP Holdings (as defined in footnote 8 below) or any of the General Partners (as defined in Footnote 7 below) is or was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise the beneficial owner of any of the shares of Common Stock, par value $0.01 per share (the "Common Stock") of Eastman Kodak Company (the "Issuer"). Pursuant to Rule 16a-1(a)(4) of the Exchange Act, BMCM, GP Holdings and the General Partners disclaim such beneficial ownership, except to the extent of their pecuniary interest. BMCM is the investment manager of each of (i) Blue Mountain Credit Alternatives Master Fund L.P. ("BMCA"), which is the direct beneficial owner of 2,695,948 shares of Common Stock; (ii) BlueMountain Long/Short Credit Master Fund L.P. ("Long/Short Credit"), which is the direct beneficial owner of 1,055,572 shares of Common Stock; (iii) BlueMountain Kicking Horse Fund L.P. ("Kicking Horse"), which is the direct beneficial owner of 227,096 shares of Common Stock; (cont'd in Footnote 3) (iv) BlueMountain Timberline Ltd. ("Timberline"), which is the direct beneficial owner of 293,059 shares of Common Stock; (v) BlueMountain Long/Short Credit and Distressed Reflection Fund, a sub fund of AAI BlueMountain Fund PLC ("AAI"), which is the direct beneficial owner of 154,543 shares of Common Stock; (vi) BlueMountain Strategic Credit Master Fund L.P. ("Strategic Credit"), which is the direct beneficial owner of 238,716 shares of Common Stock; (vii) BlueMountain Credit Opportunities Master Fund I L.P. ("COF"), which is the direct beneficial owner of 1,719,358 shares of Common Stock; (cont'd in Footnote 4) (viii) BlueMountain Montenvers Master Fund SCA SICAV-SIF ("BMMF"), which is the direct beneficial owner of 165,573 shares of Common Stock; and (ix) BlueMountain Distressed Master Fund L.P. ("Distressed" and together with BMCA, Long/Short Credit, Strategic Credit, COF, Kicking Horse, Timberline and AAI, the "BlueMountain Funds"), which is the direct beneficial owner of 318,635 shares of Common Stock. The shareholding information set forth in Footnotes 2 and 3 and this Footnote 4 is as of September 29, 2013. BMCM, although it directs the voting and disposition of the Common Stock held by the BlueMountain Funds, only receives an asset-based fee relating to such shares of Common Stock. (i) Blue Mountain CA Master Fund GP, Ltd. ("BMCA GP") is the general partner of BMCA and has an indirect profits interest in the Common Stock beneficially owned by BMCA; (ii) BlueMountain Long/Short Credit GP, LLC ("Long/Short Credit GP") is the general partner of Long/Short Credit and has an indirect profits interest in the Common Stock beneficially owned by Long/Short Credit; (iii) BlueMountain Distressed GP, LLC ("Distressed GP") is the general partner of Distressed and has an indirect profits interest in the Common Stock beneficially owned by Distressed; (iv) BlueMountain Strategic Credit GP, LLC ("Strategic Credit GP") is the general partner of Strategic Credit and has an indirect profits interest in the Common Stock beneficially owned by Strategic Credit; (cont'd in Footnote 7) (v) BlueMountain Credit Opportunities GP I, LLC ("COF GP") is the general partner of COF and has an indirect profits interest in the Common Stock beneficially owned by COF; (vi) BlueMountain Montenvers GP S.a r.l. ("Montenvers GP") is the general partner of Montenvers and has an indirect profits interest in the Common Stock beneficially owned by Montenvers; and (vii) BlueMountain Kicking Horse Fund GP, LLC ("Kicking Horse GP", and together with BMCA GP, Long/Short Credit GP, Distressed GP, Strategic Credit GP, COF GP and Montenvers GP, the "General Partners") is the general partner of Kicking Horse and has an indirect profits interest in the Common Stock beneficially owned by Kicking Horse. BlueMountain GP Holdings, LLC ("GP Holdings") is the sole owner of each of the General Partners, and thus has an indirect profits interest in the Common Stock beneficially owned by each of BMCA, Long/Short Credit, Distressed, COF, Strategic Credit, Kicking Horse and Montenvers. Pursuant to the First Amended Joint Plan of Reorganization of the Issuer, holders of Class 4 General Unsecured Claims and Class 6 Retiree Settlement Unsecured Claims (together, "Allowed Unsecured Claims") with respect to the Issuer were issued Common Stock of the Issuer ("Common Stock") and warrants to purchase shares of Common Stock ("Warrants") in respect of a portion of such claims. BMCA held a total of $112,481,917 in Allowed Unsecured Claims, Long/Short Credit held a total of $44,041,361 in Allowed Unsecured Claims, Kicking Horse held a total of $9,475,000 in Allowed Unsecured Claims, (cont'd in Footnote 10) Timberline held a total of $12,227,029 in Allowed Unsecured Claims, AAI held a total of $6,448,000 in Allowed Unsecured Claims, Strategic Credit held a total of $9,960,000 in Allowed Unsecured Claims, COF held a total of $71,736,000 in Allowed Unsecured Claims, BMMF held a total of $6,908,000 in Allowed Unsecured Claims and Distressed held a total of $13,294,462 in Allowed Unsecured Claims. The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16(a)-3(j) under the Exchange Act. The Form 4 for certain additional Reporting Persons is being filed separately and simultaneously with this Form 4 due to the limitation of ten Reporting Persons per each filing. On September 30, 2013, BMCA acquired 235,372 shares of Common Stock. On September 30, 2013, Long/Short Credit acquired 92,158 shares of Common Stock. On September 30, 2013, Kicking Horse acquired 19,826 shares of Common Stock. On September 30, 2013, Timberline acquired 25,584 shares of Common Stock. On September 30, 2013, AAI acquired 13,492 shares of Common Stock. On September 30, 2013, Strategic Credit acquired 20,841 shares of Common Stock. On September 30, 2013, COF acquired 150,110 shares of Common Stock. On September 30, 2013, BMMF acquired 14,455 shares of Common Stock. On September 30, 2013, Distressed acquired 27,817 shares of Common Stock. On October 1, 2013, BMCA acquired 81,791 125% Warrants and 81,791 135% Warrants. On October 1, 2013, Long/Short Credit acquired 32,024 125% Warrants and 32,024 135% Warrants. On October 1, 2013, Kicking Horse acquired 6,889 125% Warrants and 6,889 135% Warrants. On October 1, 2013, Timberline acquired 8,890 125% Warrants and 8,890 135% Warrants. On October 1, 2013, AAI acquired 4,688 125% Warrants and 4,688 135% Warrants. On October 1, 2013, Strategic Credit acquired 7,242 125% Warrants and 7,242 135% Warrants. On October 1, 2013, COF acquired 52,163 125% Warrants and 52,163 135% Warrants. On October 1, 2013, BMMF acquired 5,023 125% Warrants and 5,023 135% Warrants. On October 1, 2013, Distressed acquired 9,665 125% Warrants and 9,665 135% Warrants. BlueMountain Capital Management, LLC By: /s/ Paul Friedman, Chief Compliance Officer 2013-10-09 Blue Mountain Credit Alternatives Master Fund L.P. By: BlueMountain CA Master Fund GP, Ltd. By: /s/ Andrew Feldstein, Director 2013-10-09 Blue Mountain CA Master Fund GP, Ltd. By: /s/ Andrew Feldstein, Director 2013-10-09 BlueMountain Long/Short Credit Master Fund L.P. By: BlueMountain Long/Short Credit GP, LLC By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer 2013-10-09 BlueMountain Long/Short Credit GP, LLC By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer 2013-10-09 BlueMountain Timberline Ltd. By: /s/ Andrew Feldstein, Director 2013-10-09 BlueMountain Kicking Horse Fund L.P. By: BlueMountain Kicking Horse Fund GP, LLC By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer 2013-10-09 BlueMountain Kicking Horse Fund GP, LLC By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer 2013-10-09