SEC Comment Letter for EASTMAN KODAK CO (KODK) (CIK 0000031235) (KODK) — Feb 8, 2022
EASTMAN KODAK CO (KODK) (CIK 0000031235)
Date: Feb. 8, 2022 · CIK: 0000031235 · Accession: 0000000000-22-001583
AI Filing Summary & Sentiment
File numbers found in text: 001-00087
Letter
United States securities and exchange commission logo February 8, 2022 Roger Byrd General Counsel EASTMAN KODAK CO 343 State Street Rochester, NY 14650 Re:EASTMAN KODAK CO Form 10-K filed March 16, 2021 Correspondence filed December 28, 2021 File No. 001-00087 Dear Mr. Byrd: We have reviewed your letter and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to these comments within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. Correspondence filed December 28, 2021 Note 20 Retirement Plans, page 83 1.It remains unclear whether your proposed disclosure fully informs investors about the extent to which your plan assets include risk concentrations from derivative instruments. In this regard, the insignificant derivative instrument amounts included in your table of plan assets does not appear to be balanced with a substantive disclosure regarding the magnitude of derivative instruments held by the hedge funds. The level of derivative instruments held by the funds would appear material based on your disclosure that an aggregate 33% of plan assets represents securities exposure obtained via derivatives. An expanded disclosure appears necessary to an understanding of the degree to which derivative instruments impact the level of risk you discuss on page 87. In addition, your discussion of pension assumptions on page 31 should indicate whether derivative gains and losses have materially impacted the reported Gain on Plan Assets balances shown on page 84. 2.Regarding your response to prior comment 9, please provide a more substantive explanation of the specific facts and circumstances that apparently prevented your Plan Trustee (Mellon) from certifying the existence and valuation of approximately 20% of
FirstName LastNameRoger Byrd Comapany NameEASTMAN KODAK CO February 8, 2022 Page 2 FirstName LastName Roger Byrd EASTMAN KODAK CO February 8, 2022 Page 2 reported Plan Assets in both 2019 and 2020. It is not clear how "lagged pricing" fully explains the issue given that the audit report on the Plan's December 31, 2020 financial statements was not issued until October 14, 2021. Presumably year-end statements for these assets would have been available to Mellon by October. In order for us to understand this issue, please tell us whether Mellon certified these Plan Assets subsequent to the filing of your 10-K in the same manner and form in which they certified the other 80% of Plan Assets. Tell us also how management could reasonably substantiate the existence and valuation of these assets as reported in your 10-K if Mellon was apparently unable to accomplish that task. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. You may contact Al Pavot at 202.551.3738 or Terence O'Brien at 202.551.3355 if you have any questions. Sincerely, Division of Corporation Finance Office of Life Sciences
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United States securities and exchange commission logo
February 8, 2022
Roger Byrd
General Counsel
EASTMAN KODAK CO
343 State Street
Rochester, NY 14650
Re:EASTMAN KODAK CO
Form 10-K filed March 16, 2021
Correspondence filed December 28, 2021
File No. 001-00087
Dear Mr. Byrd:
We have reviewed your letter and have the following comments. In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure. Please respond to these comments within ten business days by providing the
requested information or advise us as soon as possible when you will respond. If you do not
believe our comments apply to your facts and circumstances, please tell us why in your response.
Correspondence filed December 28, 2021
Note 20 Retirement Plans, page 83
1.It remains unclear whether your proposed disclosure fully informs investors about the
extent to which your plan assets include risk concentrations from derivative instruments.
In this regard, the insignificant derivative instrument amounts included in your table of
plan assets does not appear to be balanced with a substantive disclosure regarding the
magnitude of derivative instruments held by the hedge funds. The level of derivative
instruments held by the funds would appear material based on your disclosure that an
aggregate 33% of plan assets represents securities exposure obtained via derivatives. An
expanded disclosure appears necessary to an understanding of the degree to which
derivative instruments impact the level of risk you discuss on page 87. In addition, your
discussion of pension assumptions on page 31 should indicate whether derivative gains
and losses have materially impacted the reported Gain on Plan Assets balances shown on
page 84.
2.Regarding your response to prior comment 9, please provide a more substantive
explanation of the specific facts and circumstances that apparently prevented your Plan
Trustee (Mellon) from certifying the existence and valuation of approximately 20% of
FirstName LastNameRoger Byrd
Comapany NameEASTMAN KODAK CO
February 8, 2022 Page 2
FirstName LastName
Roger Byrd
EASTMAN KODAK CO
February 8, 2022
Page 2
reported Plan Assets in both 2019 and 2020. It is not clear how "lagged pricing" fully
explains the issue given that the audit report on the Plan's December 31, 2020 financial
statements was not issued until October 14, 2021. Presumably year-end statements for
these assets would have been available to Mellon by October. In order for us to
understand this issue, please tell us whether Mellon certified these Plan Assets subsequent
to the filing of your 10-K in the same manner and form in which they certified the other
80% of Plan Assets. Tell us also how management could reasonably substantiate the
existence and valuation of these assets as reported in your 10-K if Mellon was apparently
unable to accomplish that task.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff. You may contact Al Pavot at 202.551.3738 or Terence O'Brien at
202.551.3355 if you have any questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences