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Post by Admin on Jun 26, 2013 7:43:43 GMT -5
Good morning everyone, Shareholders final POR attached, get it out to everyone!!! Start here, working on some other addreses: 1) United States Trustee Ms. Tracey Hope Davis Just copy the letter below, sign it, and send to Ms. Tracey Hope Davis. Office of the United States Trustee Attn: MS Tracy Hope Davis U.S. Federal Office Building 201 Varick Street, Suite 1006 New York, NY 10014 Telephone: (212) 510-0500 Facsimile: (212) 668-2256 tracy.davis@usdoj.gov Attn: Brian S. Masumoto brian.masumoto@usdoj.gov Name Address email: Telphone: 2) JUDGE GROPPER Judge Allan L. Gropper One Bowling Green Courtroom: 617 New York, NY 10004-1408 Chambers: (212) 668-5629 Courtroom Deputy: Jacqueline DePierola (212) 284-4042 Law Clerk: Lorraine Echevarria (212) 284-4024 Law Clerk: Jaime Leggett (212) 284-4043 3) BRIAN MASUMOTO Office of the United States Trustee Attn: MS Tracy Hope Davis U.S. Federal Office Building 201 Varick Street, Suite 1006 New York, NY 10014 Telephone: (212) 510-0500 Facsimile: (212) 668-2256 Attn:Brian S. Masumoto brian.masumoto@usdoj.gov 4) Preet Bharara Preet Bharara: www.justice.gov/usao/nys/meetattorney.htmlHe is the one who put all those insider traders in jail recently, and will want to see this information ASAP!!!! Report a crime: www.justice.gov/usao/nys/reportacrime.html5) sec www.sec.gov/complaint/select.shtml6) Andrew G. Dietderich Brian D. Glueckstein Michael H. Torkin John J. Jerome SULLIVAN & CROMWELL LLP 125 Broad Street New York, New York 10004 Telephone: (212) 558-4000 Andrew G. Dietderich Michael H. Torkin Jill C. Gadwood David R. Zylberberg SULLIVAN & CROMWELL LLP 125 Broad Street New York, New York 10004 Telephone: (212) 558-4000 Facsimile: (212) 558-3588 - and - Pauline K. Morgan Joseph M. Barry YOUNG CONAWAY STARGATT & TAYLOR, LLP 1270 Avenue of the Americas Suite 2210 New York, New York 10020 Telephone: (212) 332-8840 Facsimile: (212) 332-8855 Counsel to the Debtors and Debtors in Possession (b) If to the DIP ABL Agent, to: Davis Polk & Wardwell LLP 450 Lexington Avenue New York, NY 10017 Attn: Donald S. Bernstein (c) If to the DIP Term Loan Agent, to: Covington and Burling LLP 620 Eighth Avenue New York, NY 10018 Attn: Ronald Hewitt (d) If to the Second Lien Committee, to: Akin Gump Strauss Hauer & Feld LLP 1 Bryant Park New York, NY 10036 Attn: Michael S. Stamer Meredith A. Lahaie -and- 1333 New Hampshire Avenue, NW Washington, DC 20036 Attn: James R. Savin (e) If to the Unsecured Creditors’ Committee, to: Milbank, Tweed, Hadley & McCloy LLP One Chase Manhattan Plaza New York, NY 10005 Attn: Dennis F. Dunne Tyson M. Lomazow Brian Kinney (f) If to GSO Capital Partners, to: Simpson Thacher & Bartlett LLP 425 Lexington Avenue New York, New York 10017 Attn: Peter V. Pantaleo SBG |
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Post by newyorkled2008 on Jun 26, 2013 11:58:34 GMT -5
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Post by Admin on Jun 27, 2013 5:33:06 GMT -5
Please guys, get our Alternative POR filed with the court and other agencies ASAP!
We need this in the docket very quickly, we are running out of time!
There is another plan being worked on if they try to not agree to this POR, BUT this 1st alternative POR has to be in the record 1st!
Guys, please take this serious, we need all of your help!
SBG
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Post by Admin on Jun 27, 2013 7:46:31 GMT -5
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Post by Admin on Jun 27, 2013 7:52:33 GMT -5
Here it is again hard coded on this site:
June 26, 2013
Judge Allan J. Gropper
United States Bankruptcy Court
Southern District of New York
One Bowling Green
New York, NY 10004-1408
Re: Eastman Kodak – Case 12-10202 (ALG) – Objection to the 1st Amended Plan of
Reorganization and Proposed 1st Alternative Plan of Reorganization
Dear Judge Gropper,
I am a shareholder of Kodak and a member of Kodak Shareholders Group whose members
have filed many objections to the Initial Disclosure Statement and the Initial Joint Plan of
Reorganization during the last two months.
On June 25, 2013, the court approved the First Amended Disclosure Statement (1st
Amended DS) for the First Amended Joint Chapter 11 Plan of Reorganization (1st Amended
POR) of Eastman Kodak Company and its Debtor Affiliates.
I respectfully request the court to make an order for a Special Kodak Shareholders Hearing
as soon as possible, and before the voting date on August 9, 2013, to review the objections
of Kodak shareholders to the 1st Amended POR, the proposed 1st Alternative POR, and
amendments to 1st Amended DS.
Based on the information provided on the approved 1st Amended DS, 1st Amended POR in
its current form is not in the best interests of the stakeholders of Kodak. If 1st Amended POR
is approved, Reorganized Kodak will not qualify under IRC Section 382 (1) (5) and lose
almost all of its $2.6B pre-emergence net operating losses (NOL's), and $730M tax credits.
This will substantially reduce New Kodak’s future cash flows and its post-emergence equity.
On the other hand, with a modified 1st Amended POR (1st Alternative POR) that enables
current common shareholders and qualified unsecured creditors own at least 50% of New
Kodak’ s equity, New Kodak will qualify under IRC Section 382 (1) (5) and be able to use its
pre-emergence tax attributes without any limitation. This will increase the reorganization
value of New Kodak from $498M to $1.5B, increase its future cash flows substantially, and
therefore provide a much better recovery to all unsecured creditors and other stakeholders
of Kodak.
If 1st Alternative POR is approved, there will be some dilution, but the additional recovery to
the unsecured creditors is significantly more than the dilution affect on New Kodak's equity.
For example, if after the proposed right offerings are completed, New Kodak has 41.7 New
Common Shares, and only 30% of unsecured creditors become qualified creditors for the
purposes of IRC Section 382 (1) (5), the current common shareholders are given 16 million
New Common Shares so that New Kodak qualifies under IRC 382 (1) (5). This results in
38% dilution to the ownership of unsecured creditors and backstop parties. But, even with
this dilution, they have 137% more recovery with their $1.13B share of the new $1.5B
reorganization value of New Kodak compared to $478M of the $498M reorganization value
they would have, if 1st Amended POR is approved.
The key benefits of 1st Alternative POR as compared to 1st Amended POR are as follows:
The financial projections below are based on a $2.5B fair market value estimate of New
Kodak's land, building, plant, intellectual property, brand name, and business goodwill and
other intangible assets when fresh start accounting is implemented in 2014.
1. If 1st Amended POR is approved, Kodak will have ownership change and will not qualify
under IRC Section 382(1) (5) to utilize its $2.6B NOL’s, $577M foreign tax credits and $153M
investment tax credits without limitation. Instead, Kodak will elect IRC Section 382(1) (6),
and will able to use up to $14M per year of its tax attributes. This amount equals to the
equity value of New Kodak ($498M) at emergence multiplied by the Federal Long Term Tax
Exempt Rate of 2.8%.
If 1st Alternative POR is approved, New Kodak will qualify under IRC Section 382 (1) (5) and
will be able to use its tax attributes without limitation. This increases the reorganization value
of New Kodak from $498M to $1.5B, and improve its cash flows substantially.
2. If 1st Amended POR is approved, the 1st Amended DS shows that under IRC Section
392(1) (6) rules, New Kodak has $23-30M NOL Residual Value , the estimated value of net
operating loss carry forwards expected to be available to Reorganized Kodak beyond the
Projection Period (after 2017). 1st Amended DS also shows that New Kodak will not be able
to use any of its pre-emergence NOL’s in the Projection Period due to the $100M annual
interest costs of the $695M Emergence Term Loans.
If the Alternative POR is approved, the Residual NOL Value will be close to $300M using a
15% discount rate, and a $700M net deferred tax benefit will be realized in 2014 when fresh
start accounting is implemented.
3. If 1st Amended POR is approved, New Kodak will have $700M deferred tax liability in
2014, when fresh start accounting increases the values of its assets to fair market values
from the extremely low post-emergence book values. A fair market valuation of Kodak’s
land assets, buildings, plants, patents and goodwill could be $2.5B or more. Then, New
Kodak will report $2B write-up income for the 2014 taxation year. This income is the
difference between the $2.5B fair value minus the $498M reorganization value. Kodak will
have to report close to $700M deferred tax liability in 2014 as most of the write-up income
will be in the USA. New Kodak will not be able to offset this $700M tax liability against any
deferred tax assets as the use of its pre-emergence NOL’s is limited to $14M a year under
IRC 382 (1) (6). The $700M deferred tax liability will decrease New Kodak's equity from
$2.5B fair market value to $1.8B
If 1st Alternative POR is approved, the $700M deferred tax liability from the $2B write-up
income in 2014 will be offset against New Kodak’s deferred tax assets coming from the
$2.6B NOL’s available under IRC 382 (1) (5). Therefore, 1st Alternative POR provides a
$700M deferred tax benefit to New Kodak in 2014 as compared to 1st Amended POR. New
Kodak's 2014 equity will be $2.8B, $1.5B reorganization value (including $1B deferred taxes
assets) increased by $2B fair market value write-up of assets by fresh start accounting and
decreased by $700M reduction in deferred tax assets.
4. If 1st Amended POR is approved, and New Kodak elects not to use fresh start accounting,
it will still have substantial tax liabilities, when it sells any land, building, plant or patent
assets. For example, Kodak has recently resolved its environmental liabilities of Eastman
Business Park in Rochester, and wants to sell it. If New Kodak sells this asset for $500M in
2014, it will report an income of $485M, and will have a $170M tax liability. This tax liability
cannot be offset against the available $14M annual NOL’s .
If 1st Alternative POR is approved, and New Kodak elects not to use fresh start accounting,
New Kodak will not have any additional tax liabilities when it sells any land, building, plant or
patent assets. For example, if New Kodak sells Eastern Business Park in Rochester in 2014
for $500M, it will report an income of $485M, but this income will be offset against New
Kodak’s $2.6B NOL’s available under IRC 382 (1) (5). This will provide a $170M tax benefit
to New Kodak as compared to 1st Amended POR.
5. If 1st Amended POR is approved, and New Kodak profits in the USA are substantially
more than the conservative earnings projections provided in 1st Amended DS - due to more
revenues and profits from Kodak/Uni-Pixel touch screen manufacturing partnership, higher
IP licensing and brand licensing revenues and profits, higher commercial imaging business
profits, profits from asset sales or business unit sales - New Kodak will have substantial tax
liabilities that cannot be offset against the available $14M annual NOL’s.
If 1st Alternative POR is approved, and New Kodak profits in the USA are substantially more
than the conservative earnings projections provided in 1st Amended DS, it will not have any
additional tax liabilities, as the incremental income will be offset against New Kodak’s $2.6B
NOL’s available under IRC 382 (1) (5).
6. If 1st Amended POR is approved, due to the substantial tax liabilities that cannot be offset
against the $14M annual NOL’s available under IRC 382 (1) (6), it will take longer for New
Kodak to pay off its $695M Emergence Term Loans that have very high interest rates. New
Kodak will have to continue paying $100M interest for five years reducing its cash flow by
$500M during this period.
If 1st Alternative POR is approved, New Kodak’s tax liabilities will be offset against the $2.6B
NOL’s available under IRC 382 (1)(5). Therefore, it will be able to pay off its $695M
Emergence Term Loans earlier than five years and save $100M annual interest costs. This
will increase its cash flow by close to $200M by earlier redemption of the Emergence Term
Loans.
7. If 1st Amended POR is approved, New Kodak will lose almost all of its $2.6B NOL’s and
$730M tax credits. This will make New Kodak unattractive for a merger or acquisition,
thereby limiting the increase in the market value of its equity.
If 1st Alternative POR is approved, New Kodak will have $2.6B NOL’s and $730M tax credits
without limitation. This will make New Kodak attractive for a merger or acquisition and
increase the market value of its equity by $500M or more.
Respectfully,
cc.
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Post by Admin on Jun 29, 2013 13:44:43 GMT -5
Can you please tell who has gotten the 1st alternative POR out to the court yet?
We have a 2nd alternative POR with 2 additional variations that they may want to accept and use.
But before we send in the 2nd Alternative plan we will need the 1st one to be in the records.
Thank you.
SBG
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Post by Admin on Jun 29, 2013 15:30:55 GMT -5
Has anyone got the 1st alternate POR out to the court?
Hello, is anyone home?
SBG
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Post by dontbeafraid on Jun 29, 2013 16:14:41 GMT -5
I sent it yesterday with a personal letter to Judge Groppe's Courtroom and have also sent emails to both US Trustee's Brian and Tracy
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Post by Admin on Jul 2, 2013 7:28:23 GMT -5
Email addresses and fax numbers to get the 1st alternative POR out to: Honorable Judge Allan Gropper One Bowling Green New York, NY 10004-1408 Chambers: (212) 668-5629 Courtroom: 617 Courtroom Deputy: Jacqueline DePierola (212) 284-4042 Law Clerk: Lorraine Echevarria (212) 284-4024 Law Clerk: Jaime Leggett (212) 284-4043 Attn:Andrew G.Dietderich Michael H.Torkin Jill C.Gadwood David R.Zylberberg SULLIVAN & CROMWELL LLP 125 Broad Street New York, New York 10004 Fax 212-558-3588 dietdericha@sullcrom.com torkinm@sullcrom.com gadwoodjc@sullcrom.com zylberbergd@sullcrom.com Attn:Pauline K. Morgan Joseph M. Barry YOUNG CONAWAY STARGATT & TAYLOR, LLP 1270 Avenue of the Americas Suite 2210 New York, New York 10020 Fax 212-332-8855 pmorgan@ycst.com jbarry@ycst.com Counsel to the Debtors and Debtors in Possession DIP ABL Agent Attn: Donald S. Bernstein Davis Polk & Wardwell LLP 450 Lexington Avenue New York, NY 10017 Fax 212-701-5800 donald.bernstein@davispolk.com DIP Term Loan Agent Attn: Ronald Hewitt Covington and Burling LLP 620 Eighth Avenue New York, NY 10018 Fax: 212-841-1010 rhewitt@cov.com Second Lien Committee Attn: Michael S. Stamer Meredith A. Lahaie Akin Gump Strauss Hauer & Feld LLP 1 Bryant Park New York, NY 10036 Fax 212-872-1002 mstamer@akingump.com mlahaie@akingump.com -and- Attn: James R. Savin Akin Gump Strauss Hauer & Feld LLP 1333 New Hampshire Avenue, NW Washington, DC 20036 Fax 202-887-4288 jsavin@akingump.com Unsecured Creditors’ Committee Attn: Dennis F. Dunne Tyson M. Lomazow Brian Kinney Milbank, Tweed, Hadley & McCloy LLP One Chase Manhattan Plaza New York, NY 10005 Fax 212-530-5219 ddunne@milbank.com tlomazow@milbank.com bkinney@milbank.com GSO Capital Partners Attn: Peter V. Pantaleo Simpson Thacher & Bartlett LLP 425 Lexington Avenue New York, New York 10017 Fax 212-455-2502 www.stblaw.com/LawyerMail.cfm?BioID=77Office of the United States Trustee Attn: MS Tracy Hope Davis U.S. Federal Office Building 201 Varick Street, Suite 1006 New York, NY 10014 Telephone: (212) 510-0500 Facsimile: (212) 668-2256 SBG |
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Post by Admin on Jul 2, 2013 7:31:22 GMT -5
Please people, we have to get more people involved in the fight and get our POR out!
We need this to be sent to the court and many people need to have it sent in, that is how it works.
If 1 or a few people send it in, its no big deal, if dozens of people send it in, it becomes a real issue and they will act on it.
They need to know we have a plan to get the creditors paid!
Please send in to court and the attorneys for the creditors today!
Thanks in advance!
SBG
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Post by Admin on Jul 2, 2013 10:00:18 GMT -5
This can NOT be right!
So far I have 2 people who have sent the 1st Alternative POR to the court?
Please tell me this is incorrect!
SBG
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Post by jacksonhole1965 on Jul 2, 2013 11:46:26 GMT -5
Mine is going out in the mail today
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Post by gsxr1100 on Jul 2, 2013 12:01:24 GMT -5
Sent mine out to the Judge this morning via snail mail. Six of my emails came back as undeliverable due to " security reasons ??
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Post by cswift71 on Jul 2, 2013 12:19:26 GMT -5
Mine just went out snail mail to the court. Will be putting together emails later today.
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Post by dontbeafraid on Jul 2, 2013 12:56:41 GMT -5
I sent mine on Friday to the court, to the Unsecured Creditors attorney's (our friends) and mailed out to the US Trustee's office today.
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Post by Admin on Jul 2, 2013 13:30:55 GMT -5
Please keep them going out to the court people, its very important.
See above, I also have the fax number and email address of the important parties who also need to get the 1st alternative POR.
Please hear my audio broadcast today, the creditors need to see us as friends, and that we want to see them paid in full.
Thanks
SBG
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Post by cswift71 on Jul 3, 2013 12:29:44 GMT -5
Just spent the morning sending out faxes and emails to all the above. A few of the fax numbers were busy or had no answer. Nothing sent back from the emails yet.
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Post by cswift71 on Jul 9, 2013 8:45:39 GMT -5
My objection to First Amended Plan of Reorganization and Proposed First Alternative Plan of Reorganization just posted doc 4232. Just in case you are keeping track of our docs that get assigned doc numbers.
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