Slidecast.final.recruiting talk.6.21

EKRA Ltd.

Informational Forum

June 21, 2011

Welcome Kodak Retirees

EKRA Ltd An association of Kodak retirees

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What We’ll Cover Today

EKRA Ltd.

• What EKRA is all about Bob

•Our view of Kodak’s viability Bob

•Pensions and Benefits Art


EKRA Ltd.

•Being your watchdog Mark

•EKRA recruiting Bob

•Questions and answers Panel

EKRA Ltd.

•Mitigate further losses of health care benefits and possible losses in pensions

•Identify and make available alternatives to the benefits that we’ve lost

•Advocate for changes in public policy

EKRA’s Mission

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EKRA Ltd.

•Benefits

•Legislative advocacy

•Information

EKRA’s Value Proposition

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•An IRS 401(c)(4) non-profit corporation

•Governed exclusively by

-by-laws

-board of directors

•Totally independent of Kodak

•All volunteer staff

What is EKRA?

EKRA Ltd.

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•Total Revenue $19,504

•Expenses

• Advocacy $2,906

•Fundraising 4,049

•Mngmnt & Gen’l 3,722

•Misc 384

•Total $11,061

•Increase in Net Assets $8,443

•Net Assets at End of Year $11,517

EKRA Finances- 2010

EKRA Ltd.

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EKRA Ltd.

• Sales and earnings aren’t growing

•Kohlberg Kravis & Roberts & Co.(KKR) is on the scene

•Perez’s public comments

•S&P lists Kodak as a take over target

•Apple and RIM patent suit uncertainty

Signals from State Street

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EKRA Ltd.

•We have lost dental and life insurance

•We’ll lose spouse cost support

•Big health care cost increases for retirees under 65

•Kodak offering a KRIP special plan

•Survivor Income Plan

What We’ve Lost and What’s at Risk

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EKRA Ltd.

•Kodak costs for retiree benefits are high

•Increasing cost of health care will add pressure on Kodak

•Increases in health care costs will be shared with retirees

•Spouse health care cost-share ends 2018

What we know

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EKRA Ltd.

•2 out of 3 are receiving a Kodak Pension

•Over 75% have Kodak health care

•62% have their spouse’s health care through Kodak

We’re dependent on Kodak

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EKRA member Survey results:

What we know about Pensions

• The market value of Kodak’s U.S. pension plan was $4.7 billion at Y/E 2010

• Historically, U.S. funding has been strong

• Monthly payments made directly since 1984

• PBGC Concerns:

- KRIP valuation would be about 70%

- For some, benefits would be recalculated

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EKRA Ltd.

•Developing options if there is a change of control or bankruptcy

-Scenario planning: “What if?”

-Action planning for each

What is EKRA doing about Pensions?

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What if we lost health care?

• Preparing to be independent of Kodak

• Assessing alternative plans:

• Retirees and spouses

- In NY State: Direct bill only

- Out of NY: Many Options

EKRA Ltd.

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What is EKRA doing?

• Dental Network Card Program

• $36.50/$52.00/year single/family

• Not insurance

• Enroll through

- EKRA website www.EKRA.org

- Or call 585-241-9500 ext 501

EKRA Ltd.

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Dental for EKRA members

EKRA Ltd.

•A national watchdog

- 30 retiree associations

- Over 600,000 members

•EKRA is proactively lobbying Congress

What is NRLN?(National Retiree’s Legislative Network)

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EKRA Ltd.

What is NRLN Doing?

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•Driving for legislative action for retiree issues

- Key Programs

- Washington presence

- Grassroots actions

•Results:

•Rx drug initiative

•Michigan Grassroots action

•Tom Reed drug bill sponsorship

EKRA Ltd.

•Strengthening Kodak Advocacy

•Proactively lobbying Congress

•Refining “What If” Scenarios

•Refining Health Care Alternatives

•Informing members

•Recruiting new members

What is EKRA doing?

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Our 2011 Goals

• Increase Membership– 2,000 Members– Ultimately, 20,000 members– Need all salary ranges– Need diversity of membership

2000

1000

EKRA Ltd.

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EKRA Ltd.

•Join EKRA www.EKRA.org

•Joining helps you and everybody!

-Strong voice with Kodak

-Strong voice with Congress

-EKRA & NRLN membership

-Focused information resources

•We need your financial support

Join Today!

You can make a difference

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http://www.ekra.org/

What can you do to help?

• Help build mailing lists• Ask 5 other retirees to join• Volunteer to help

• Support NRLN and respond to NRLN Grassroots Alerts

EKRA Ltd.

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EKRA Ltd.

Your Questions?

• Membership:

• Benefits

• Volunteer

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EKRA Ltd.

Informational Forum

June 21, 2011


EKRA Ltd An association of Kodak retirees

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EKRA Ltd.

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EKRA Ltd.

•Please give us your feedback

•EKRA survey message in your e-mail

Meeting evaluation

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Do it Today!!!

EKRA Ltd.

• Income protection

- Asset protection

- Mergers and Acquisitions

- PBGC Reform

•Health Care

- Bankruptcy reform

- Drug cost reductions

- Medicare catastrophic coverage

NRLN Agenda

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EKRA Ltd.

•Strengthening Kodak Advocacy

•Proactively lobbying Congress

- Rochester area

- Florida, Nevada, North Carolina and Virginia

- Through NRLN and Grassroots

What is EKRA doing?

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Our 2011 Goals

EKRA Ltd.

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• Strengthen Kodak Advocacy

•Provide feedback on health care•Explore options for Spouse’s•Unfunded benefits•Tie all to Kodak cost savings

EKRA Ltd.

•Kodak has control

•But…

•There are options and alternatives that EKRA is evaluating

•We need your help to pursue these

What are the alternatives?

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Our 2011 Goals

EKRA Ltd.

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•Increase Membership

•Strengthen Kodak Advocacy

•Refine Health Care Alternatives

•Refine “What If” Scenarios

•Sustain Congressional Advocacy

Our 2011 Goals

EKRA Ltd.

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• Strengthen Kodak Advocacy

•Provide feedback on health care

•Explore options for Spouse’s

•Unfunded benefits

•Tie all to Kodak cost savings

Our 2011 Goals

EKRA Ltd.

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•Refine Health Care Alternatives

-In-depth options with providers

•Benefits

•Cost

Our 2011 Goals

EKRA Ltd.

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• Refine “What If” Scenarios

- Benefits Alternatives

- Legal Actions

Our 2011 Goals

EKRA Ltd.

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•Sustain Congressional Advocacy

•Linked to our key Interests:

- Health Care- Bankruptcy reform

•Linked to Political Interests:

- Drug Costs

EKRA Ltd.

•A strong advocacy voice for retirees:- Kodak- Congress

•Provide Information about:- Alternative benefits- NRLN activities- Legislation

Why you need EKRA

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EKRA Ltd.

• Stronger voice with:

-Kodak

-Government

-Alternative benefits providers

•Financial support of operations

•Joining helps you and all retirees!

Why EKRA Needs You

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EKRA Ltd.

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EKRA, Ltd.

Building a Bridge to the Future EKRA Ltd.

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•Cell phones & text msgs•Rest rooms•Questions•Schedule

•Video recording

Administrivia

EKRA Ltd.

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Questions About the Future•Kodak’s?

•Our Pension and Benefits?


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EKRA Ltd.

• What we have learned to date

•The questions we still have

•What we are doing as your watchdog

•The answers to your questions

The Speakers

EKRA Ltd.

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NRLN BUSINESS REVIEW - EKRA October 12, 2010

What Is The NRLN and Who Belongs To It?

What Can The NRLN Do That We Can’t Do Ourselves?

What Have They Accomplished?

What’s in Patient Protection and Affordable Health Act?

What Is Their 2010 Plan?

How Can I Help The NRLN?1-12-2010 43

LEGISLATIVE ACCOMPLISHMENTS

1-12-2010 44

• Lobbied MCP & Testified at Education & Labor Hearing.

•Halted Senate proposal to use ‘pension surplus assets’ for current employee health care costs.

•Sent Proposals to Democratic and Republican Platform Committees. Sent questionnaires to political candidates.

•Stopped Corporation Lobby to Lower 401H limit to 110%

•PAP Provision in 2010 Funding Relief Bill – Not Passed.

•Lobbied For Catastrophic Coverage; Drug Importation, Competitive Bidding, more access to Generics. Opposed Generic Drug Company Agreements and the EEOC Rule.

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The PPACA -How Employers Plans are Affected

Employers don’t have to offer/continue retiree plans–No Change

Employers must offer Plans to Active Employees or pay penalties

Plans to comply with Patients Bill of Rights

Employers Providing Plans for Retirees age 55-64 get a subsidy of 80% of the cost of individual claims between $15,000 and $90,000

Employers Providing Prescription Drug Plans will continue to receive a 28% subsidy but now must count it as taxable income.

1-12-2010 45

1-12-2010 46

The PPACA - How Retiree-Only Plans are Affected# Protections Non-Retiree Only Plans Retiree Only Plans 2704． Prohibits use of pre-existing conditions Applies Doesn’t Apply

2708． Prohibits Excessive Wait Periods Applies Doesn’t Apply

2711 Prohibits Lifetime or Annual limits Applies Doesn’t Apply

2712． Prohibits denials for high claims or health Applies Doesn’t Apply

2714 Extends dependent coverage to age 26 Applies Doesn’t Apply

2715． Mandates Uniform Coverage & Definitions Applies Doesn’t Apply

2718． Mandates Bringing Down Cost of Health Care Applies Doesn’t Apply

1-12-2010 47

How Medicare Eligible Retirees are Affected If you’re in an HMO, most likely you are in that HMO’s Medicare Advantage Plan, if not you’re in Traditional MedicareTraditional Medicare

Free Annual physicals added in 2011Free Mammograms added in 2011Free Colonoscopies added in 2011Coordination of care if hospitalized or have chronic problems 10% fee increases for 5-yrs - primary care Doctors & surgeons

Tricare for Veterans – According to Defense Secretary Gates, Tricare meets requirements of new law, no changes planned.

1-12-2010 48

How Medicare Advantage Plans are AffectedInsurance companies subsidies paid since 1/1/2006 are being phased out in the 2010-2013 period. This will affect 22% of all Medicare eligible participants. Health club memberships may be dropped, premiums and co-pays have been and will continue to go up. Subsidies were paid for by the 78%; from Medicare Trust.

Cutting subsidies saves $180 B over 10 yrs. The CBO projects that this money and other Medicare savings will be used to enhance other Medicare benefits and will extend the solvency of the Medicare Trust by nearly a decade. Since funds won’t be needed until later, some savings will be “loaned” via Treasury bills to pay Non-Medicare expenses such as for the uninsured.1-12-2010 49

Who Pays for PPACA and How Much? Higher income taxes on ordinary income, capital gains and dividends – affects taxpayers earning more than $250,000 for joint filers and $200,000 for single filers2013 - New 3.8% Surtax on Investment Income, the "Unearned Income Medicare Contribution”- affects those earning more than $250,000, joint filers and $200,000 for single filers pay on

interest, dividends, royalties, rents, gross income from trade or business involving passive activities, and net gain from disposition of property (other than property held in a trade or business)Increased Payroll Tax on High Earners – In 2013, the Medicare payroll tax will increase from 1.45 percent to 2.35 percent for joint filers making > $250,00; $200,000 for single filers.1-12-2010 50

NRLN 2010 Member Survey

1-12-2010 51

Participants – 9,891 or 18% of 54,000 responded; retired from 118 companies; 2% employed; 83% salaried; 14% formerly union; 40% at least 70 ½; 68% were 65+; 31% were 55-60. 40% have Facebook webpage & 2% twitter.Results – 91%+ said NRLN should stay the course & rated their top preferences for NRLN action as: Pension asset protection; Maintenance of Cost Protection for company health care plans; adding Catastrophic Coverage to Medicare; Lower Cost Prescription Drugs. 76% want NRLN insurance choices, 65% want insurance assistance.Weaknesses – Only 31% have read their NRLN legislative agenda and only 53% read Action Alerts or take action.

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2010 / 2011 Top Priorities - Eight Whitepapers

1-12-2010 52

INCOME SECURITY:• Pension Asset Protection•Mergers and Acquisition Reform•PBGC – Comprehensive Reform)•Bankruptcy Reform (Section 1110)

HEALTH CARE SECUTITY:• Maintenance of Cost Protection•Medicare - Buy-In at Cost• Medicare – Catastrophic Coverage• Prescription Drug Reform•Bankruptcy Reform (Section 1114)

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July 22, 2009 Washington Post Interview

1-12-2010 53

Administration Announced Challenges on the Horizon:

•Rein in Social Security retirement fund & Medicare

•Start Soon After Health Care Reform in 2010

•Entitlement programs to be cost reduced:Social Security - Medicare – Medicaid

•Establish a commission - go after costs (THAT’S US!)

•Should also consider tax reform (TAX INCREASES?)

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What Is The 2010 / 2011 Plan?

1-12-2010 54

• Lobby for Passage of Top Priority Reforms

•Position Executive Summaries and Sell Whitepapers

•Get Sponsors – Draft Bills - Lobby for Passage

•2011 Agenda Development Process Begins This Month.

• IT IS TIME TO GO TO WORK – TAKE THE GLOVES OFF!

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How Can I Help The NRLN?

Go to www.nrln.org and sign up to be a grassroots member - help lobby Washington for change.

Make visits to your Congressman and Senators at home.

Support Your Association and Become an Individual Member and Contributor to the NRLN – 70% Of Revenue

Stay Focused on the Mission – Convincing Your Elected Officials to Support You and All Retirees

www.nrln.org - Join Others and Send Contribution1-12-2010 55

http://www.nrln.org/

http://www.nrln.org/

Insights. Investments. Income.

© 2010 Brighton Securities Corp.

Eastman Kodak Co. & its financial future

Presentation for

EKRA

George T. Conboy, President

October 12, 2010



Three Roads for Eastman Kodak

1. Remain independent under current or evolutional management

2. Sale in a “going private” transaction

3. Bankruptcy



Trajectory is not encouraging

i. Sales down 46% from 2005 peak of $14.2 billion (source: S&P)

ii. Transition from chemical to digital technology has not yet provided consistent profits. Profits over the last 10 years amount to 12 basis points on aggregate sales (source: S&P)

Kodak Remains Independent



Kodak’s debt rated CCC by S&P, Caa1 by Moody’s

i. S&P: “Currently vulnerable and dependent on favorable business, financial and economic conditions to meet financial commitments”

ii. Moody’s: “Obligations rated Caa are judged to be of poor standing and are

subject to very high credit risk”

Similarly rated companies include Rite Aid, Denney’s, MGM Resorts (Paetec is rated slightly higher)

Bankruptcy?



Kodak has $7 billion in annual sales but the total market value for its stock (market cap) is only $1.1 billion.

i. Compare sales/mkt cap:Xerox $15 bil./$15 bil.Harris $5 bil./$6 bil.

Going-private transaction



Possible scenario

i. Kodak is acquired at a 50% premium to current market cap: $1.65 billion ($6.20/sh.)

ii. Sale of Graphic Comm. Group (GCG) at a 30% discount to annual sales of $2.5 bil. would recoup purchase cost.

Going-private transaction con’t.



Possible scenario con’t.

i. Consumer Digital Group (CDG) dismantled and sold to pay long term debt of $1.2 bil. Amount that could be realized is in question here .

ii. Film, Photofinishing and Entertainment Group (FPEG) will see profits of perhaps $100 million this year on sales of $2 billion, making the transaction profitable.




Pension and other long-term liabilities are $3.5 bil. – and raise questions whether this scenario can work.




Kohlberg Kravis & Roberts & Co. (KKR)

a. Past deals include LBOs of Safeway, Duracell, RJR Nabisco, HCA

b. Holds warrants that if converted would make KKR the single largest holder at 16.5%

c. KKR tends to acquire rather than sit on the sidelines – possible they would exercise warrants and sell stock instead.

Possible Acquirer



a. Despite current negative net worth, bankruptcy is not a high probability

b. If KKR can make the numbers work they will seek a transaction

c. No deal from KKR means the company will continue on.

i. FPEG’s steeper slide will mean less cash flow.

1. Motion picture films has suffered recent steeper than expected declines due to popularity of 3D movies

Summary



ii. CDG is not yet poised to return the company to profitability

1. Good products but highly competitive markets and thin profit margins make this a difficult space in which to compete.

iii. GCG should see a profit recovery as we emerge from recession.

Summary Con’t.

Who makes pension payments to Kodak retirees?

For those who retired through 1983, Metropolitan Life made payments as a result of annuities purchased by Kodak

For retirees post 1983, Mellon Bank has made payments out of the assets of Kodak’s pension fund – the Kodak Retirement Income Fund (KRIP)

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How is KRIP invested?As for a great many years, KRIP is invested

In a broadly diversified, global portfolio of investments

Managed by many dozens of different outside managers

In a range of assets that include- common stocks- fixed income- private equity, including venture

capital- real estate funds- natural resource funds- hedge funds

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- Ron Angerhofer -Bill Carleton-Torger Dahl, Secretary-Doug Dobson-Fern Hannum, Treasurer-Mark Morris, Vice President-Bob Volpe, President

Who is EKRA?

EKRA Ltd.

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Board of Directors

What can you do to help?

• Member services- Correspondence, recordkeeping

• Writing- Website management

- Newsletter and bulletins

• IT & mailing management• See any EKRA volunteer

EKRA Ltd.

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Immediate needs:

EKRA Ltd.

•Please give us your feedback

•EKRA survey message in your e-mail

Meeting evaluation

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Do it Today!!!

EKRA Ltd.

Disclaimer

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The information being presented today was obtained from reliable sources but has not been confirmed by Kodak

The EndEKRA, Ltd.


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Economy & Finance

Slidecast.final.recruiting talk.6.21