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Kodak Motion

Kodak Motion

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Published by melaniel_co

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Published by: melaniel_co on Feb 29, 2012
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03/17/2012

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Hearing Date: March 20, 2012 at 11:00 a.m. (Eastern Time)Objection Deadline: March 13, 2012 at 4:00 p.m. (Eastern Time)
 
01: 11806478.3
Andrew G. DietderichJohn J. JeromeMichael H. TorkinMark U. SchneidermanSULLIVAN & CROMWELL LLP125 Broad StreetNew York, New York 10004Telephone: (212) 558-4000Facsimile: (212) 558-3588Counsel to the Debtors andDebtors in PossessionPauline K. MorganJoseph M. BarryYOUNG CONAWAY STARGATT &TAYLOR, LLP1270 Avenue of the AmericasSuite 2210New York, New York 10020Telephone: (212) 332-8840Facsimile: (212) 332-8855Counsel to the Debtors and Debtors inPossession
1
 
UNITED STATES BANKRUPTCY COURTSOUTHERN DISTRICT OF NEW YORK
In re:EASTMAN KODAK COMPANY,
et al.
,
2
 Debtors.)))))))Chapter 11Case No. 12-10202 (ALG)(Jointly Administered)
DEBTORS’ FIRST OMNIBUS MOTION FOR AN ORDER AUTHORIZINGREJECTION OF VARIOUS EXECUTORY CONTRACTS[PARTIES RECEIVING THIS OMNIBUS MOTION SHOULD LOCATE THEIRNAMES AND THEIR CONTRACTS IN THE ATTACHED EXHIBIT A]
Eastman Kodak Company (“
Kodak
”) and certain of its affiliates, as debtors anddebtors in possession (collectively, the “
Debtors
”), file this motion (the “
Motion
”) for entry of an order, substantially in the form attached hereto as Exhibit A, authorizing the Debtors to (a)
1
All parties in interest with inquiries regarding this Motion should direct such inquiries to Young ConawayStargatt & Taylor, LLP.
2
The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identificationnumber, are: Eastman Kodak Company (7150); Creo Manufacturing America LLC (4412); Eastman Kodak International Capital Company, Inc. (2341); Far East Development Ltd. (2300); FPC Inc. (9183); Kodak (NearEast), Inc. (7936); Kodak Americas, Ltd. (6256); Kodak Aviation Leasing LLC (5224); Kodak ImagingNetwork, Inc. (4107); Kodak Philippines, Ltd. (7862); Kodak Portuguesa Limited (9171); Kodak Realty, Inc.(2045); Laser-Pacific Media Corporation (4617); NPEC Inc. (5677); Pakon, Inc. (3462); and Qualex Inc.(6019). The location of the Debtors’ corporate headquarters is: 343 State Street, Rochester, NY 14650.
12-10202-alg Doc 449 Filed 02/28/12 Entered 02/28/12 18:01:16 Main DocumentPg 1 of 8
 
 2reject those certain executory contracts set forth on Exhibit 1 annexed to the proposed order(collectively, the “
Contracts
”), effective as of the date of the filing of this Motion (or asotherwise set forth in the proposed order) and (b) take such actions as may be necessary toimplement and effectuate the rejection of the Contracts. In support of the Motion, theDebtors respectfully state as follows:
Background
1.
 
On January 19, 2012 (the “
Petition Date
”), each of the Debtors filedvoluntary petitions for relief under chapter 11 of the Bankruptcy Code. The Debtors areoperating their business and managing their property as debtors in possession pursuant tosections 1107(a) and 1108 of the Bankruptcy Code. These chapter 11 cases are being jointlyadministered.2.
 
On January 25, 2012, the Office of the United States Trustee for theSouthern District of New York (the “
U.S. Trustee
”) appointed an official committee of unsecured creditors (the “
Committee
”) pursuant to section 1102 of the Bankruptcy Code[Docket No. 115].3.
 
Founded in 1880 and long one of the world’s leading material sciencecompanies, the Debtors and their non-Debtor affiliates operate an integrated global businessinvolving a diverse collection of mature and growth businesses and an array of valuableintellectual property. In order to address a shortfall in liquidity in the United States, monetizenon-strategic intellectual property, fairly resolve legacy liabilities and focus on their mostvaluable business lines, the Debtors commenced these chapter 11 cases.4.
 
Additional factual background relating to the Debtors’ businesses and thecommencement of these chapter 11 cases is set forth in detail in the Declaration of Antoinette P.
12-10202-alg Doc 449 Filed 02/28/12 Entered 02/28/12 18:01:16 Main DocumentPg 2 of 8
 
 3McCorvey Pursuant to Rule 1007-2 of the Local Bankruptcy Rules for the Southern District of New York in Support of First Day Pleadings dated January 18, 2012 [Docket No. 2].
 Facts Specific to the Relief Requested
5.
 
As part of the reorganization process, the Debtors are reviewing andanalyzing the various contracts and leases to which they are parties. Based upon this analysis,the Debtors have determined, in the sound exercise of their business judgment, that rejection of the Contracts would benefit the Debtors’ estates in that the Debtors would avoid the accrual of any ongoing monthly rental and other obligations, for goods and/or services provided under theContracts that are not needed by the estates.
 Jurisdiction
6.
 
The Court has jurisdiction to consider this matter pursuant to 28 U.S.C. §§157 and 1334. Venue is proper pursuant to 28 U.S.C. §§ 1408 and 1409. This matter is a coreproceeding pursuant to 28 U.S.C. § 157(b). The statutory predicates for the relief requestedherein are sections 105(a) and 365 of the Bankruptcy Code, rule 6006 of the Federal Rules of Bankruptcy Procedure (the “
Bankruptcy Rules
”) and rule 9013-1 of the Local BankruptcyRules for the Southern District of New York (the “
Local Rules
”).
Relief Requested
 7.
 
By this Motion, the Debtors request entry of an order authorizing theDebtors to (a) reject the Contracts effective as of the date hereof, and (b) take such actions asmay be necessary to implement and effectuate the rejection of the Contracts.
3
 
3
The Debtors and their estates reserve any and all rights to assert that the Contracts are not executory contracts,and nothing included in, or omitted from, this Motion shall impair, prejudice, waive or otherwise affect suchrights.
12-10202-alg Doc 449 Filed 02/28/12 Entered 02/28/12 18:01:16 Main DocumentPg 3 of 8

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