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): October 20, 2004
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 October 20, 2004, Eastman Kodak Company issued a press release and a
supplemental financial discussion document describing its financial results for
its third fiscal quarter ended September 30, 2004. Copies of the press release
and financial discussion document are attached as Exhibits 99.1 and 99.2,
respectively, to this report.
Within the Company's third quarter 2004 press release and financial discussion
document, the Company makes reference to certain non-GAAP financial measures
including "Income from continuing operations, excluding non-operational items",
"Operating cash flow", "Investable cash flow" and "Operating cash flow excluding
acquisitions", which have a directly comparable GAAP financial measure, and to
certain calculations that are based on non-GAAP financial measures, including
"Days sales outstanding" and "Days supply in inventory." 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 and quarter-sequential basis.
Whenever such information is presented, the Company has complied with the
provisions of the rules under Regulation G and Item 12 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 financial condition,
results of operations and cash flows are as follows:
Income from continuing operations, excluding non-operational items - The
Company's management believes that presenting income from continuing operations,
excluding non-operational items, is an important additional measure of
performance that can be used for comparing results between reporting periods.
These operating measures represent the principle internal measures of
performance, and form the basis of internal management performance expectations
and incentive compensation.
Operating cash flow / Investable cash flow / Operating cash flow excluding
acquisitions - The Company believes that the presentation of operating cash
flow, investable cash flow and operating cash flow excluding acquisitions is
useful information to investors as they facilitate the comparison of cash flows
between reporting periods. In addition, management utilizes these measures as
tools to assess the Company's ability to repay debt and repurchase its own
common stock, after it has satisfied its working capital needs, dividends, and
funded capital expenditures, acquisitions and investments. The operating cash
flow measure equals net cash provided by continuing operations, as determined
under Generally Accepted Accounting Principles in the U.S. (U.S. GAAP), plus
proceeds from the sale of assets minus capital expenditures, acquisitions, debt
assumed in acquisitions, investments in unconsolidated affiliates and dividends.
The investable cash flow measure equals operating cash flow excluding the impact
of acquisitions and debt assumed in acquisitions. The operating cash flow
excluding acquisitions measure equals the net cash provided by continuing
operations, as determined under U.S. GAAP, plus proceeds from the sale of assets
minus capital expenditures, investments in unconsolidated affiliates and
dividends, and yields the same result as the investable cash flow measure.
Accordingly, the Company believes that the presentation of this information is
useful to investors as it provides them with the same data as management uses to
facilitate their assessment of the Company's cash position.
Days sales outstanding (DSO) - The Company believes that the presentation of a
DSO result that includes the impact of reclassifying rebates as an offset to
receivables is useful information to investors, as this calculation is more
reflective of the Company's receivables performance and cash collection efforts
due to the fact that most customers reduce their actual cash payment to the
Company by the amount of rebates owed to them.
Days supply in inventory (DSI) - The Company believes that the presentation of a
DSI result that is based on inventory before the LIFO reserve is useful
information to investors, as this calculation is more reflective of the
Company's actual inventory turns due to the fact that the inventory values in
the calculation are based on current cost. The Company also believes that the
presentation of a DSI result that is based on a cost of goods sold amount that
excludes certain manufacturing-related costs that are considered to be unusual,
or that occur infrequently, is useful information to investors.
Item 9.01. Financial Statements and Exhibits
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(c) Exhibits
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Exhibit 99.1 Press release issued October 20, 2004 Furnished with
regarding financial results for the this document
third quarter of 2004
Exhibit 99.2 Financial discussion document issued Furnished with
October 20, 2004 regarding financial this document
results for the third quarter of 2004
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
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Name: Richard G. Brown
Title: Controller
Date: October 20, 2004
EXHIBIT INDEX
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Exhibit No. Description
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99.1 Press release issued October 20, 2004 regarding financial results for
the third quarter 2004
99.2 Financial discussion document issued October 20, 2004 regarding
financial results for the third quarter 2004