Re: Executive Chairman and CEO AgreementExecutive Chairman and Ceo Agreement • March 16th, 2021 • Eastman Kodak Co • Photographic equipment & supplies • New York
You and Eastman Kodak Company (the “Company”) are entering into this mutually agreeable form of employment agreement (this “Agreement”), which will be effective as of February 26, 2021 (the “Effective Date”), and which sets forth the terms of your employment as Executive Chairman and Chief Executive Officer (“CEO”) of the Company for the Scheduled Term set forth below. This Agreement shall be considered a renewal of your prior employment agreement entered into on February 20, 2019 (the “2019 Agreement”), but by renewal under this Agreement, the 2019 Agreement and all terms therein are superseded and rendered null and void, except as expressly set forth herein.
SECURITY AGREEMENTSecurity Agreement • March 16th, 2021 • Eastman Kodak Co • Photographic equipment & supplies • New York
(1)Concurrently with the execution and delivery of this Agreement, the Borrower and certain subsidiaries of the Borrower are entering into the Letter of Credit Facility Agreement, dated of even date herewith, by and among the Borrower, certain subsidiaries of the Borrower, the lenders party thereto from time to time (the “Lenders”), Agent and Bank of America, N.A., as issuing bank (in such capacity, the “Issuing Bank”) (as it may be further amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”).
INTERCREDITOR AGREEMENTIntercreditor Agreement • March 16th, 2021 • Eastman Kodak Co • Photographic equipment & supplies • New York
INTERCREDITOR AGREEMENT (this “Agreement”), dated as of February 26, 2021, among BANK OF AMERICA, N.A. (“BofA”), as Representative with respect to the ABL Credit Agreement, BANK OF AMERICA, N.A., as Representative with respect to the LC Credit Agreement, and ALTER DOMUS (US) LLC (“Alter Domus”), as Representative with respect to the Term Loan Agreement, Eastman Kodak Company (the “Borrower”), and each of the other Grantors party hereto.
AMENDMENT NUMBER ONE TO SERIES A PREFERRED STOCK PURCHASE AGREEMENTSeries a Preferred Stock Purchase Agreement • March 16th, 2021 • Eastman Kodak Co • Photographic equipment & supplies
THIS AMENDMENT NUMBER ONE TO SERIES A PREFERRED STOCK PURCHASE AGREEMENT (this “Amendment”), is made and entered into as of the 24th day of December, 2020, by and among Eastman Kodak Company, a New Jersey corporation (the “Company”), Longleaf Partners Small-Cap Fund, C2W Partners Master Fund Limited, and Deseret Mutual Pension Trust (each a “Purchaser” and collectively, the “Purchasers”), and Southeastern Asset Management, Inc. (“Southeastern”) and amends the Series A Preferred Stock Purchase Agreement dated November 7, 2016 by and among the Company, the Purchasers and Southeastern (the “Purchase Agreement”). Capitalized terms used but not defined herein shall have the respective meanings given thereto in the Purchase Agreement.
EASTMAN KODAK COMPANYAward Agreement • March 16th, 2021 • Eastman Kodak Co • Photographic equipment & supplies
This “Award Agreement” evidences an award of Restricted Stock Units (the “RSUs”) by the Company under the Eastman Kodak Company 2013 Omnibus Incentive Plan (the “Plan”), as indicated below. The Award is subject to all other terms set forth in the Plan and this Award Agreement. Capitalized terms not defined in this Award Agreement have the meanings given to them in the Plan.
INTERCREDITOR AGREEMENTIntercreditor Agreement • March 16th, 2021 • Eastman Kodak Co • Photographic equipment & supplies • New York
INTERCREDITOR AGREEMENT (this “Agreement”), dated as of February 26, 2021, among BANK OF AMERICA, N.A. (“BofA”), as Representative with respect to the ABL Credit Agreement and BANK OF AMERICA, N.A., as Representative with respect to the LC Credit Agreement, Eastman Kodak Company (the “Borrower”), and each of the other Grantors party hereto.
GUARANTEE AND COLLATERAL AGREEMENTGuarantee and Collateral Agreement • March 16th, 2021 • Eastman Kodak Co • Photographic equipment & supplies • New York
Schedule V - Legal Name, Trade Names, Location, Chief Executive Office, Type of Organization, Jurisdiction of Organization, Organizational Identification Number and Federal Employer Identification Number
EASTMAN KODAK COMPANYAward Agreement • March 16th, 2021 • Eastman Kodak Co • Photographic equipment & supplies
This “Award Agreement” evidences an award of Restricted Stock Units (the “RSUs”) by the Company under the Eastman Kodak Company 2013 Omnibus Incentive Plan (the “Plan”), as indicated below. The Award is subject to all other terms set forth in the Plan and this Award Agreement. Capitalized terms not defined in this Award Agreement have the meanings given to them in the Plan.
