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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: December 4, 2007
(Date of Earliest Event Reported): (December 4, 2007)
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Revlon, Inc.
(Exact Name of Registrant as Specified in its Charter)
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Delaware 1-11178 13-3662955
(State or Other (Commission File (I.R.S. Employer
Jurisdiction Number) Identification No.)
of Incorporation)
237 Park Avenue 10017
New York, New York
(Address of Principal Executive Offices) (Zip Code)
(212) 527-4000
(Registrant's telephone number, including area code)
None
(Former name or former address if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Item 7.01. Regulation FD Disclosure.
On December 4, 2007, Revlon, Inc. (the "Company") issued a press release
(the "Press Release") announcing that MacAndrews & Forbes Holdings Inc.
(together with its affiliates, "MacAndrews & Forbes"), Revlon's majority
stockholder, which is wholly-owned by Ronald O. Perelman, has agreed to
provide the Company's wholly-owned operating subsidiary, Revlon Consumer
Products Corporation ("RCPC"), with a $170 million Senior Subordinated Term
Loan.
RCPC will use the proceeds of the $170 million Senior Subordinated Term Loan
to repay in full the $167.4 million remaining aggregate principal amount of
RCPC's 8 5/8% Senior Subordinated Notes, which mature on February 1, 2008,
and to pay fees and expenses incurred in connection with such transaction.
RCPC expects to close and fund the $170 million Senior Subordinated Term
Loan on February 1, 2008.
MacAndrews & Forbes beneficially owns approximately 57% of the Company's
outstanding Class A common stock, 100% of the Company's Class B common stock
and 60% of the Company's combined outstanding shares of Class A and Class B
common stock, which together represent approximately 74% of the combined
voting power of such shares.
A copy of the Press Release is attached to this Form 8-K as Exhibit 99.1 and
is incorporated by reference into this Item 7.01. In accordance with General
Instruction B.2 to the Form 8-K, the information under this Item 7.01 and
the Press Release shall be deemed to be "furnished" to the Securities and
Exchange Commission (the "SEC") and not be deemed to be "filed" with the SEC
for purposes of Section 18 of the Exchange Act or otherwise subject to the
liabilities of that section.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
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99.1 Press Release, dated December 4, 2007.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
REVLON, INC.
By: /s/ Robert K. Kretzman
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Robert K. Kretzman
Executive Vice President, Chief Legal Officer
and General Counsel
Date: December 4, 2007
EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release, dated December 4, 2007.
Exhibit 99.1
Revlon Announces Plans to Refinance 8 5/8% Senior Subordinated Notes due 2008
NEW YORK-- (BUSINESS WIRE)--Dec. 4, 2007--Revlon, Inc. (NYSE: REV), announced
today that MacAndrews & Forbes Holdings Inc. (together with its affiliates,
"MacAndrews & Forbes"), Revlon's majority stockholder, which is wholly-owned by
Ronald O. Perelman, has agreed to provide Revlon, Inc.'s wholly-owned operating
subsidiary, Revlon Consumer Products Corporation ("RCPC"), with a $170 million
Senior Subordinated Term Loan. RCPC will use the proceeds of such term loan to
repay in full the $167.4 million remaining aggregate principal amount of its 8
5/8% Senior Subordinated Notes, which mature on February 1, 2008, and to pay
fees and expenses incurred in connection with such transaction. RCPC expects to
close and fund the $170 million Senior Subordinated Term Loan on February 1,
2008.
The $170 million Senior Subordinated Term Loan from MacAndrews & Forbes will
bear interest at the rate of 11% per annum, which will be payable quarterly in
cash, and will be unsecured and subordinated to RCPC's senior debt, with a final
maturity of August 1, 2009.
MacAndrews & Forbes beneficially owns approximately 57% of the Company's
outstanding Class A common stock, 100% of the Company's Class B common stock and
60% of the Company's combined outstanding shares of Class A and Class B common
stock, which together represent approximately 74% of the combined voting power
of such shares.
About Revlon
Revlon is a worldwide cosmetics, skincare, fragrances, beauty tools, hair color,
anti-perspirants/deodorants and personal care products company. The Company's
vision is to deliver the promise of beauty through creating and developing the
most consumer preferred brands. Websites featuring current product and
promotional information can be reached at www.revlon.com, www.almay.com and
www.mitchumman.com. Corporate and investor relations information can be accessed
at www.revloninc.com. The Company's brands, which are sold worldwide, include
Revlon(R), Almay(R), Ultima(R), Charlie(R), Flex(R) and Mitchum(R).
Forward-Looking Statements
Statements in this press release which are not historical facts, including
statements about plans, strategies, beliefs and expectations of the Company, 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. Accordingly, except for the Company's ongoing
obligations under U.S. federal securities laws, the Company does not intend to
update or otherwise revise the forward-looking information to reflect actual
results of operations, changes in financial condition, changes in estimates,
expectations or assumptions, changes in general economic, industry or cosmetic
category conditions or other circumstances arising and/or existing since the
preparation of this press release or to reflect the occurrence of any
unanticipated events. Such forward-looking statements include, without
limitation, the Company's expectations and estimates about future events,
including RCPC's plans to consummate the $170 million Senior Subordinated Term
Loan and to use the proceeds to repay in full all of the outstanding 8 5/8%
Senior Subordinated Notes. 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 Securities and Exchange Commission, including the
Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2006
and Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with
the SEC during 2007 (which may be viewed on the SEC's website at
http://www.sec.gov or on Revlon, Inc.'s website at http://www.revloninc.com), as
well as difficulties, delays, unexpected costs associated with or the inability
of RCPC to consummate, in whole or in part, the proposed transaction or to repay
in full all of the outstanding 8 5/8% Senior Subordinated Notes. Factors other
than those listed 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 websites or other websites referenced herein shall not be
incorporated by reference into this release.
SOURCE: Revlon, Inc.
Investor Relations & Media Contact:
Abbe F. Goldstein, CFA
212-527-6465