SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): January 31, 2006
Eastman Kodak Company
(Exact name of registrant as specified in charter)
New Jersey 1-87 16-0417150
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(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 Exchange 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 2.02. Results of Operations and Financial Condition
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On January 31, 2006, Eastman Kodak Company issued a press release, which
provided updated information relating to its fourth quarter 2005
earnings announcement and related investor presentation on January 30,
2006. In its fourth quarter 2005 earnings announcement and related
investor presentation on January 30, 2006, Eastman Kodak Company
provided 2006 digital revenue growth and digital earnings projections,
which it reconciled to the most directly comparable GAAP financial
measures in the related attached appendices. Those reconciliations were
subsequently determined to have included errors. The corrected
reconciliations were included in the January 31, 2006 press release,
which is attached as Exhibit 99.1 to this report.
Within the attached press release, the Company makes reference to certain
non-GAAP financial measures including projected 2006 "Digital revenue
growth" and projected 2006 "Digital earnings" which have directly
comparable GAAP financial measures. The Company believes that these
measures represent important internal measures of performance.
Accordingly, where these non-GAAP measures are provided, it is done so
that investors have the same financial data that management uses with the
belief that it will assist the investment community in properly assessing
the underlying performance of the Company on a year-over-year basis.
Whenever such information is presented, the Company has complied with the
provisions of the rules under Regulation G and Item 2.02 of Form 8-K.
The specific reasons, in addition to the reasons described above, why the
Company's management believes that the presentation of the non-GAAP
financial measures provides useful information to investors regarding
Kodak's results of operations are as follows:
Digital revenue growth / Digital earnings - In the Company's earnings
release for the second quarter of 2005 that was issued on July 20, 2005,
the Company indicated that, due to the ongoing digital transformation,
management would view the Company's performance based on the following
three key metrics: digital revenue growth, digital earnings growth and
the generation of cash. These three key metrics were reemphasized in the
Company's investor presentation on September 28, 2005 and in the
Company's January 30, 2006 earnings release for the fourth quarter of
2005. These digital measures form the basis of internal management
performance expectations and certain incentive compensation.
Accordingly, these digital measures are presented so that investors have
the same financial data that management uses with the belief that it will
assist the investment community in properly assessing the underlying
performance of the Company against its key metrics on a year-over-year
basis, as the Company undergoes this digital transformation.
Item 9.01. Financial Statements and Exhibits
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(c) Exhibits
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Exhibit 99.1 Press release issued January 31, Furnished with
2006 which corrects certain this document
previously provided GAAP
reconciliation items
SIGNATURES
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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.
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Name: Richard G. Brown, Jr.
Title: Controller
Date: February 1, 2006
EXHIBIT INDEX
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Exhibit No. Description
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99.1 Press release issued January 31, 2006 which corrects certain
previously provided GAAP reconciliation items