NEW YORK--(BUSINESS WIRE)--Jul. 22, 2016--
Revlon, Inc. (NYSE:REV) (“Revlon”) today announced that Revlon Escrow
Corporation (the “Escrow Issuer”) priced its previously announced notes
offering of senior unsecured notes due 2024 (the “Notes”), setting the
annual interest rate at 6.25% and increasing the aggregate principal
amount of Notes offered from $400 million to $450 million. The Escrow
Issuer is a wholly owned subsidiary of Revlon Consumer Products
Corporation, Revlon’s wholly owned subsidiary (“RCPC” and, together with
Revlon, the Escrow Issuer and their subsidiaries, the “Company”). The
Notes are being issued to finance, in part, the Company’s pending
acquisition (the “Acquisition”) of Elizabeth Arden, Inc. (NASDAQ: RDEN
and “Elizabeth Arden”) and certain related refinancing transactions that
were previously disclosed in Revlon’s and RCPC’s respective Current
Report on Form 8-K filed with the SEC on June 17, 2016. The amount of
cash on hand the Company plans to use to finance the Acquisition will be
reduced by the net proceeds from the additional $50 million aggregate
principal amount of Notes issued, with any remaining proceeds to be used
for general corporate purposes. The Acquisition is expected to close by
the end of 2016. The net proceeds of the Notes will be held in escrow
until the satisfaction of various customary conditions precedent,
including completion of the Acquisition, RCPC’s assumption of the Notes
from the Escrow Issuer, and the guarantee of the Notes by RCPC’s wholly
owned domestic subsidiaries, including, upon consummation of the
Acquisition, Elizabeth Arden and its domestic subsidiaries, subject to
limited exceptions.
The Notes are being offered only to qualified institutional buyers in
reliance on Rule 144A under the Securities Act of 1933, as amended (the
“Securities Act”), and outside the United States in compliance with
Regulation S under the Securities Act. The Notes will not be registered
under the Securities Act and may not be offered or sold in the United
States absent registration or an applicable exemption from registration
requirements.
This press release shall not constitute an offer to sell, or the
solicitation of an offer to buy, any securities, nor shall there be any
sale of securities mentioned in this press release in any state in which
such offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such state.
Forward-Looking Statements
Statements made in this press release, which are not historical facts,
including statements about the Company’s plans and its strategies,
focus, beliefs and expectations, are forward-looking and subject to the
safe harbor provisions of the Private Securities Litigation Reform Act
of 1995. Forward-looking statements speak only as of the date they are
made and, except for the Company’s ongoing obligations under the U.S.
federal securities laws, the Company undertakes no obligation to
publicly update any forward-looking statement, whether to reflect actual
results of operations; changes in financial condition; changes in
general U.S. or international economic, industry or cosmetics category
conditions; changes in estimates, expectations or assumptions; or other
circumstances, conditions, developments or events arising after the
issuance of this press release. Such forward-looking statements include,
without limitation, the Company’s beliefs, expectations, focus and/or
plans regarding future events, including the Escrow Issuer’s ability to
consummate the proposed offering of the Notes and RCPC’s plans to assume
the obligations under the Notes, as applicable, to finance, in part, the
pending Acquisition of Elizabeth Arden and to refinance certain of
RCPC’s and Elizabeth Arden’s existing debt. Actual results may differ
materially from such forward-looking statements for a number of reasons,
including those set forth in the Company’s filings with the SEC,
including the Company’s Annual Reports on Form 10-K, Quarterly Reports
on Form 10-Q and Current Reports on Form 8-K filed with the SEC during
2016 (which may be viewed on the SEC’s website at http://www.sec.gov
or on Revlon’s website at http://www.revloninc.com),
as well as reasons including difficulties, delays, unexpected costs or
the inability of the Escrow Issuer to consummate the proposed offering
of the Notes, in whole or in part, or difficulties, delays, unexpected
costs or the inability of RCPC to assume the obligations under the Notes
or of the Company to complete the Acquisition. Factors other than those
referred to above could also cause the Company’s results to differ
materially from expected results. Additionally, the business and
financial materials and any other statement or disclosure on, or made
available through, the Company’s website or other websites referenced
herein shall not be incorporated by reference into this release.
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Source: Revlon, Inc.
Revlon, Inc.
Investor Relations:
Siobhan
Anderson, 212-527-4656
or
Media
Relations:
Pamela Alabaster, 212-527-5863