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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
125% Warrants (1) (2) (3) (4) (5) | $ 14.93 | 02/03/2014 | J | 5,234 | 09/03/2013 | 09/03/2018 | Common Stock | 5,234 | (3) | 26,790 | D | ||||
135% Warrants (1) (2) (3) (4) (5) | $ 16.12 | 02/03/2014 | J | 5,234 | 09/03/2013 | 09/03/2018 | Common Stock | 5,234 | (3) | 26,790 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
BlueMountain Long/Short Credit Master Fund L.P. 280 PARK AVENUE 5TH FLOOR EAST NEW YORK, NY 10017 |
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BlueMountain Long/Short Credit Master Fund L.P. By: BlueMountain Long/Short Credit GP, LLC By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer | 02/05/2014 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | BlueMountain Capital Management, LLC ("BMCM") is the investment manager of BlueMountain Long/Short Credit Master Fund L.P. ("Long/Short Credit"). BMCM is also the investment manager of a number of other investment entities (together with Long/Short Credit, the "BlueMountain Funds") which own shares of Common Stock, par value $0.01 per share (the "Common Stock") of Eastman Kodak Company (the "Issuer"), warrants to purchase shares of Common Stock at an exercise price of $14.93 (the "125% Warrants") and warrants to purchase shares of Common Stock at an exercise price of $16.12 (the "135% Warrants") and which have previously made filings with respect to their ownership of such Common Stock, 125% Warrants and 135% Warrants pursuant to Section 16(a) of the Securities Exchange Act of 1934, as amended. |
(2) | BMCM, although it directs the voting and disposition of the Common Stock held by the BlueMountain Funds, only receives an asset-based fee relating to such shares. |
(3) | On February 3, 2014, Long/Short Credit made a distribution of 187,592 shares of Common Stock, 5,234 125% Warrants and 5,234 135% Warrants (together, the "Distributed Shares and Warrants") to one of its beneficial owners (the "Investor") and the Investor simultaneously contributed the Distributed Shares and Warrants to BlueMountain Guadalupe Peak Fund L.P. ("Guadalupe), for which BMCM also serves as investment manager. The Distributed Shares and Warrants represented the Investor's pro rata share of the Common Stock, 125% Warrants and 135% Warrants held by Long/Short Credit. |
(4) | As of February 2, 2014, Long/Short Credit held $44,041,361 in Class 4 General Unsecured Claims and Class 6 Retiree Settlement Unsecured Claims (together, "Allowed Unsecured Claims"). On February 3, 2014, in connection with the distribution of the Distributed Shares and Warrants, Long/Short Credit distributed $7,198,380 in Allowed Unsecured Claims (the "Distributed Claims") to the Investor (representing the Limited Partner's pro rata share of such Allowed Unsecured Claims), and the Investor simultaneously contributed the Distributed Claims to Guadalupe. |
(5) | BlueMountain Long/Short Credit GP, LLC, which is the general partner of each of Long/Short Credit and Guadalupe, has an indirect profits interest in the Common Stock, 125% Warrants and 135% Warrants beneficially owned by each of Long/Short Credit and Guadalupe, which indirect profits interest was not altered as a result of this transaction. |