Hogan Lovells advised the Trustees of the Kodak Pension Plan (KPP) on the implementation and completion of a comprehensive settlement of its claims against Eastman Kodak Company (EKC) and Kodak Limited, its UK subsidiary. This included the acquisition of EKC’s Personalized Imaging (PI) and Document Imaging (DI) businesses, valued at US$650 million but acquired through a mixture of release of claims and a cash consideration of $325m. The acquisition closed 3 September 2013, the day of EKC’s emergence from bankruptcy.
EKC, the guarantor of Kodak Limited’s obligations to KPP, filed for Chapter 11 bankruptcy protection in the U.S. in January 2012. This resulted in the Trustees of the KPP filing unsecured claims for US$2.837 billion against EKC last year.
After extensive negotiations, EKC and KPP agreed to a settlement, approved by the US bankruptcy court earlier this year, including the acquisition by the KPP of the PI and DI businesses in an elaborate carve-out transaction which involved extracting the relevant assets from over 50 EKC entities worldwide. The ongoing income generated by these businesses will be used to fund member benefits.
The cross-border, cross-practice Hogan Lovells team advising the Trustees was led by London pensions partner Katie Banks, supported by associate Jim Davis, with significant contributions from U.S. partner Christopher R. Donoho III and associate Daniel Lanigan on business restructuring and insolvency matters; partners John H. Booher, Michael J. Silver, Tom Brassington and counsel Derek B. Meilman on M&A matters; partner Elizabeth M. Donley on commercial matters; and partner Karen Hughes on tax matters. Members of Hogan Lovells’ global employment, IP, real estate, environmental, finance and antitrust and competition teams also provided major support on the transactions.
Commenting on the process, Katie Banks, partner in Hogan Lovells’ London pensions team, said:
“The completion of these business acquisitions is a major step in recovering value for the KPP from the EKC bankruptcy process, and is an extremely positive step forward for KPP members.”
