Kodak adopts poison pill to keep tax assets

By Liana B. Baker

NEW YORK (Reuters) - Eastman Kodak <EK.N> adopted a poison pill on Monday to preserve its tax assets, as it looks to sell its valuable intellectual property portfolio and reduce the tax hit from any gain on that sale.

A poison pill, or shareholder rights plan, is also used to protect the company from an unwanted takeover. Under the poison pill, if any person or group tried to acquire 4.9 percent or more of Kodak's outstanding shares, Kodak could issue more shares to dilute its ownership.

Kodak shares rose 3.8 percent to $2.49 in early trading.

The company said its tax assets were valued at about $2.9 billion since December 31, 2010. Kodak's ability to use these tax breaks would be "substantially limited if there were an ownership change," Kodak said in a statement.

An ownership change would occur if a Kodak shareholder who owns 5 percent of shares collectively increased ownership in Kodak by more than 50 percentage points over a three-year period.

Wachtell, Lipton, Rosen & Katz is acting as Kodak's legal counsel while Lazard Ltd <LAZ.N>, its adviser on its patent sale, is acting as financial adviser, Kodak said.

(Reporting by Liana B. Baker, editing by Dave Zimmerman)