1
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 23, 2006
Eastman Kodak Company
(Exact name of registrant as specified in its charter)
New Jersey 1-87 16-0417150
----------------------------------------------------------------------
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) 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
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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))
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ITEM 7.01 Regulation FD Disclosure.
Eastman Kodak Company (the Company) realigned its operations effective
January 1, 2006, and changed its corporate segment reporting structure
beginning with the first quarter of 2006. Additionally, effective
January 1, 2006, the Company changed its cost allocation methodologies
related to distribution costs, indirect selling, general and
administrative expenses, and corporate research and development costs.
Further, on January 1, 2006, the Company elected to change its method
of costing its U.S. inventories from the LIFO method to the average
cost method.
Accounting Principles Generally Accepted in the United States of
America require that when a company changes its reportable segments or
accounting methodologies, financial statements for prior periods must
be reported on a comparable basis and, therefore, restated using the
new segment reporting structure or accounting methodologies.
As a result of these requirements, the prior period comparable
information for the first quarter of 2005 included in the Company's
first quarter 2006 Form 10-Q was reported using: (1) the new reportable
segment structure, (2) the changes in cost allocation methodology, and
(3) the change in the costing methodology for U.S. inventory from LIFO
to average cost. The purpose of this Form 8-K is to present, for
informational purposes, the results of operations for the second,
third, and fourth quarters of 2005 and full-year 2005 reflective of the
changes referred to above.
The results of operations presented in this Form 8-K are also
reflective of the Company's change in allocation methodology related to
post employment benefit costs for retirees made in the fourth quarter
of 2005.
The results of operations presented in this Form 8-K for the three and
six months ended June 30, 2005, the three and nine months ended
September 30, 2005, and the three months (on a condensed basis) and
full-year ended December 31, 2005 will be reported in the Company's
Form 10-Q for the second quarter of 2006, the Form 10-Q for the third
quarter of 2006, and the 2006 Form 10-K, respectively, when these Forms
are filed with the Securities and Exchange Commission in accordance
with their respective due dates.
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Eastman Kodak Company
Consolidated Operating Results (Unaudited)
(in millions, except per share data)
For the For the
Three Months Ended Six Months Ended
June 30, 2005 June 30, 2005
-------------------- --------------------
As As
Previously Previously
Reported Restated Reported Restated
---------- -------- ---------- --------
Net sales $3,686 $3,686 $6,518 $6,518
Cost of goods sold 2,622 2,648 4,749 4,789
------ ------ ------ ------
Gross profit 1,064 1,038 1,769 1,729
Selling, general
and administrative
expenses 654 650 1,238 1,231
Research and development
costs 276 272 475 468
Restructuring costs and
other 253 253 368 368
------ ------ ------ ------
Loss from continuing
operations before
interest, other income
(charges),net and
income taxes (119) (137) (312) (338)
Interest expense 49 49 87 87
Other charges, net (37) (37) (2) (2)
------ ------ ------ ------
Loss from continuing
operations before income
taxes (205) (223) (401) (427)
Benefit for income taxes (64) (68) (119) (125)
------ ------ ------ ------
Loss from continuing
operations (141) (155) (282) (302)
Earnings from discontinued
operations, net of
income taxes - - 1 1
------ ------ ------ ------
Net loss $ (141) $ (155) $ (281) $ (301)
====== ====== ====== ======
Basic and diluted net loss
per share:
Continuing operations $ (.49) $ (.54) $ (.98) $(1.05)
Discontinued operations - - - -
------ ------ ------ ------
Total $ (.49) $ (.54) $ (.98) $(1.05)
====== ====== ====== ======
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Eastman Kodak Company
Consolidated Operating Results (Unaudited) (continued)
(in millions, except per share data)
For the For the
Three Months Ended Nine Months Ended
September 30, 2005 September 30, 2005
-------------------- --------------------
As As
Previously Previously
Reported Restated Reported Restated
---------- -------- ---------- --------
Net sales $3,553 $3,553 $10,071 $10,071
Cost of goods sold 2,620 2,631 7,369 7,420
------ ------ ------ ------
Gross profit 933 922 2,702 2,651
Selling, general
and administrative
expenses 673 670 1,911 1,901
Research and development
costs 217 212 692 680
Restructuring costs and
other 163 163 531 531
------ ------ ------ ------
Loss from continuing
operations before
interest, other income
(charges),net and
income taxes (120) (123) (432) (461)
Interest expense 57 57 144 144
Other charges, net (9) (9) (11) (11)
------ ------ ------ ------
Loss from continuing
operations before income
taxes (186) (189) (587) (616)
Provision for income taxes 853 726 734 601
------ ------ ------ ------
Loss from continuing
operations (1,039) (915) (1,321) (1,217)
Earnings from discontinued
operations, net of
income taxes 1 1 2 2
------ ------ ------ ------
Net loss $(1,038) $ (914) $(1,319) $(1,215)
====== ====== ====== ======
Basic and diluted net (loss)
earnings per share:
Continuing operations $(3.62) $(3.19) $(4.59) $(4.23)
Discontinued operations .01 .01 .01 .01
------ ------ ------ ------
Total $(3.61) $(3.18) $(4.58) $(4.22)
====== ====== ====== ======
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Eastman Kodak Company
Consolidated Operating Results (continued)
(in millions, except per share data)
For the For the
Three Months Ended Twelve Months Ended
December 31, 2005 December 31, 2005
-------------------- --------------------
As As
Previously Previously
Reported Restated Reported Restated
(Unaudited)(Unaudited) (Unaudited)
---------- -------- ---------- --------
Net sales $4,197 $4,197 $14,268 $14,268
Cost of goods sold 3,226 3,230 10,617 10,650
------ ------ ------ ------
Gross profit 971 967 3,651 3,618
Selling, general
and administrative
expenses 767 767 2,668 2,668
Research and development
costs 212 212 892 892
Restructuring costs and
other 159 159 690 690
------ ------ ------ ------
Loss from continuing
operations before interest,
other income (charges),net
and income taxes (167) (171) (599) (632)
Interest expense 67 67 211 211
Other income, net 55 55 44 44
------ ------ ------ ------
Loss from continuing
operations before income
taxes (179) (183) (766) (799)
(Benefit) provision for
income taxes (45) (46) 689 555
------ ------ ------ ------
Loss from continuing
operations (134) (137) (1,455) (1,354)
Earnings from discontinued
operations, net of
income taxes 148 148 150 150
Loss from cumulative effect
of accounting change, net
of income taxes (57) (57) (57) (57)
------ ------ ------ ------
Net loss $ (43) $ (46) $(1,362) $(1,261)
====== ====== ====== ======
Basic and diluted net (loss)
earnings per share:
Continuing operations $ (.47) $ (.48) $(5.05) $(4.70)
Discontinued operations .52 .52 .52 .52
Cumulative effect of
accounting change, net (.20) (.20) (.20) (.20)
------ ------ ------ ------
Total $ (.15) $ (.16) $(4.73) $(4.38)
====== ====== ====== ======
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Eastman Kodak Company
Segment Results (Unaudited)
(in millions)
For the For the
Three Months Ended Six Months Ended
June 30, 2005 June 30, 2005
-------------------- --------------------
As As
Previously Previously
Reported Restated Reported Restated
---------- -------- ---------- --------
Net sales:
Digital & Film
Imaging Systems (DFIS) $2,151 $ - $3,952 $ -
Consumer Digital
Imaging Group (CDG) - 671 - 1,224
Film and Photofinishing
Systems Group (FPG) - 1,503 - 2,771
Graphic Communications
Group (GCG) 794 794 1,162 1,162
Health Group (HG) 694 694 1,320 1,320
All Other 47 24 84 41
------ ------ ------ ------
Consolidated total $3,686 $3,686 $6,518 $6,518
====== ====== ====== ======
Earnings (loss) from continuing operations before interest,
other income (charges), net and income taxes:
Digital & Film
Imaging Systems (DFIS) $ 193 $ - $ 197 $ -
Consumer Digital
Imaging Group (CDG) - (52) - (110)
Film and Photofinishing
Systems Group (FPG) - 244 - 315
Graphic Communications
Group (GCG) (33) (42) (53) (76)
Health Group (HG) 103 109 174 187
All Other (43) (57) (85) (109)
------ ------ ------ ------
Total of segments 220 202 233 207
Restructuring costs
and other (339) (339) (545) (545)
------ ------ ------ ------
Consolidated total $ (119) $ (137) $ (312) $ (338)
====== ====== ====== ======
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Eastman Kodak Company
Segment Results (Unaudited)(continued)
(in millions)
For the For the
Three Months Ended Six Months Ended
June 30, 2005 June 30, 2005
-------------------- --------------------
As As
Previously Previously
Reported Restated Reported Restated
---------- -------- ---------- --------
Earnings (loss) from
continuing operations:
Digital & Film
Imaging Systems (DFIS) $ 149 $ - $ 161 $ -
Consumer Digital
Imaging Group (CDG) - (42) - (92)
Film and Photofinishing
Systems Group (FPG) - 188 - 259
Graphic Communications
Group (GCG) (22) (29) (23) (42)
Health Group (HG) 79 84 142 153
All Other (38) (48) (75) (95)
------ ------ ------ ------
Total of segments 168 153 205 183
Restructuring costs
and other (339) (339) (545) (545)
Lucky Film impairment (19) (19) (19) (19)
Property sales 13 13 13 13
Interest expense (49) (49) (87) (87)
Other corporate items 5 5 10 10
Tax on contribution (6) (6) (6) (6)
Income tax effects on above
items and taxes not
allocated to segments 86 87 147 149
------ ------ ------ ------
Consolidated total $ (141) $ (155) $ (282) $ (302)
====== ====== ====== ======
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Eastman Kodak Company
Segment Results (Unaudited)(continued)
(in millions)
For the For the
Three Months Ended Nine Months Ended
September 30, 2005 September 30, 2005
-------------------- --------------------
As As
Previously Previously
Reported Restated Reported Restated
---------- -------- ---------- --------
Net sales:
Digital & Film
Imaging Systems (DFIS) $1,995 $ - $5,947 $ -
Consumer Digital
Imaging Group (CDG) - 659 - 1,883
Film and Photofinishing
Systems Group (FPG) - 1,353 - 4,124
Graphic Communications
Group (GCG) 886 886 2,048 2,048
Health Group (HG) 635 635 1,955 1,955
All Other 37 20 121 61
------ ------ ------ ------
Consolidated total $3,553 $3,553 $10,071 $10,071
====== ====== ====== ======
Earnings (loss) from continuing operations before interest,
Other income (charges), net and income taxes:
Digital & Film
Imaging Systems (DFIS) $ 108 $ - $ 305 $ -
Consumer Digital
Imaging Group (CDG) - (61) - (171)
Film and Photofinishing
Systems Group (FPG) - 174 - 489
Graphic Communications
Group (GCG) 15 7 (38) (69)
Health Group (HG) 90 96 264 283
All Other (55) (61) (140) (170)
------ ------ ------ ------
Total of segments 158 155 391 362
Restructuring costs
and other (278) (278) (823) (823)
------ ------ ------ ------
Consolidated total $ (120) $ (123) $ (432) $ (461)
====== ====== ====== ======
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Eastman Kodak Company
Segment Results (Unaudited)(continued)
(in millions)
For the For the
Three Months Ended Nine Months Ended
September 30, 2005 September 30, 2005
-------------------- --------------------
As As
Previously Previously
Reported Restated Reported Restated
---------- -------- ---------- --------
Earnings (loss) from
continuing operations:
Digital & Film
Imaging Systems (DFIS) $ 95 $ - $ 256 $ -
Consumer Digital
Imaging Group (CDG) - (23) - (115)
Film and Photofinishing
Systems Group (FPG) - 55 - 314
Graphic Communications
Group (GCG) (6) (8) (29) (50)
Health Group (HG) 89 31 231 184
All Other (20) (20) (95) (115)
------ ------ ------ ------
Total of segments 158 35 363 218
Restructuring costs
and other (278) (278) (823) (823)
Lucky Film impairment - - (19) (19)
Asset impairment (21) (21) (21) (21)
Property sales 28 28 41 41
Interest expense (57) (57) (144) (144)
Other corporate items 4 4 14 14
Tax on contribution - - (6) (6)
Income tax effects on above
items and taxes not
allocated to segments (873) (626) (726) (477)
------ ------ ------ ------
Consolidated total $(1,039) $ (915) $(1,321) $(1,217)
====== ====== ====== ======
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Eastman Kodak Company
Segment Results (continued)
(in millions)
For the For the
Three Months Ended Twelve Months Ended
December 31, 2005 December 31, 2005
-------------------- --------------------
As As
Previously Previously
Reported Restated Reported Restated
(Unaudited)(Unaudited) (Unaudited)
---------- -------- ---------- --------
Net sales:
Digital & Film
Imaging Systems (DFIS) $2,513 $ - $8,460 $ -
Consumer Digital
Imaging Group (CDG) - 1,332 - 3,215
Film and Photofinishing
Systems Group (FPG) - 1,201 - 5,325
Graphic Communications
Group (GCG) 942 942 2,990 2,990
Health Group (HG) 700 700 2,655 2,655
All Other 42 22 163 83
------ ------ ------ ------
Consolidated total $4,197 $4,197 $14,268 $14,268
====== ====== ====== ======
Earnings (loss) from continuing operations before interest,
other income (charges), net and income taxes:
Digital & Film
Imaging Systems (DFIS) $ 70 $ - $ 362 $ -
Consumer Digital
Imaging Group (CDG) - 40 - (131)
Film and Photofinishing
Systems Group (FPG) - 51 - 540
Graphic Communications
Group (GCG) 39 28 1 (41)
Health Group (HG) 82 87 354 370
All Other (42) (61) (177) (231)
------ ------ ------ ------
Total of segments 149 145 540 507
Restructuring costs
and other (295) (295) (1,118) (1,118)
Legal settlements (21) (21) (21) (21)
------ ------ ------ ------
Consolidated total $ (167) $ (171) $ (599) $ (632)
====== ====== ====== ======
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Eastman Kodak Company
Segment Results (continued)
(in millions)
For the For the
Three Months Ended Twelve Months Ended
December 31, 2005 December 31, 2005
-------------------- --------------------
As As
Previously Previously
Reported Restated Reported Restated
(Unaudited)(Unaudited) (Unaudited)
---------- -------- ---------- --------
Earnings (loss) from
continuing operations:
Digital & Film
Imaging Systems (DFIS) $ 31 $ - $ 212 $ -
Consumer Digital
Imaging Group (CDG) - 52 - (63)
Film and Photofinishing
Systems Group (FPG) - (13) - 301
Graphic Communications
Group (GCG) 20 17 (9) (33)
Health Group (HG) 19 21 196 205
All Other (8) (12) (98) (127)
------ ------ ------ ------
Total of segments 62 65 301 283
Restructuring costs
and other (295) (295) (1,118) (1,118)
Lucky Film impairment - - (19) (19)
Asset impairment (4) (4) (25) (25)
Legal settlements (21) (21) (21) (21)
Property sales - - 41 41
Interest expense (67) (67) (211) (211)
Other corporate items 4 4 18 18
Tax on contribution - - (6) (6)
Income tax effects on above
items and taxes not
allocated to segments 187 181 (415) (296)
------ ------ ------ ------
Consolidated total $ (134) $ (137) $(1,455) $(1,354)
====== ====== ====== ======
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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/ Richard G. Brown, Jr.
-----------------------------
Richard G. Brown, Jr.
Controller
Date: June 23, 2006