$ 0.47

$ 1.17

$ 1.06

Basic earnings per share (usd per share)

$ (0.58)

$ (0.19)

$ (0.04)

$ (0.11)

$ 0.98

$ 1.02

Diluted (loss) earnings per common share:

$ 0.47

$ 1.17

$ 1.06

Diluted earnings per share (usd per share)

$ (0.58)

$ (0.19)

$ (0.04)

$ (0.11)

$ 0.98

$ 1.02

Weighted average number of common shares outstanding:

Basic (shares)

52,356,798

52,348,636

52,173,906

Diluted (shares)

52,357,729

52,356,882

52,331,807

[1]	Net of tax expense of $3.3 million, $1.0 million and $1.8 million for each year ended December 31, 2013, 2012 and 2011, respectively.
[2]	Amounts represent the change in Accumulated Other Comprehensive Loss as a result of the amortization of unrecognized prior service costs and actuarial losses (gains) arising during each year related to the Company’s pension and other post-retirement plans. See Note 16, “Savings Plan, Pension and Post-retirement Benefits,” for further discussion of the Company’s pension and other post-retirement plans.
[3]	This other comprehensive income component is included in the computation of net periodic benefit (income) costs. See Note 16, “Savings Plan, Pension and Post-Retirement Benefits,” for additional information regarding net periodic benefit (income) costs.
[4]	Net of tax benefit of $(1.2) million, $(1.0) million and $(2.0) million for each year ended December 31, 2013. 2012 and 2011, respectively.
[5]	Included in this amount is a $2.0 million reclassification adjustment recorded in the first quarter of 2012 related to deferred taxes on the amortization of actuarial losses.
[6]	Net of tax (benefit) expense of $(33.5) million, $7.2 million and $30.1 million for each year ended December 31, 2013, 2012 and 2011, respectively.
[7]	As a result of the September 2012 Program, the Company recognized a curtailment gain of $1.7 million, partially offset by $0.1 million of accumulated actuarial losses and $0.1 million of prior service costs previously reported within Accumulated Other Comprehensive Loss, for a net gain of $1.5 million, which was recorded within restructuring charges for the year ended December 31, 2012. See Note 16, “Savings Plan, Pension and Post-retirement Benefits,” for further discussion of the Company’s pension and other post-retirement plans.
[8]	Net of tax benefit of $(1.0) million for the year ended December 31, 2013.
[9]	For the period ended December 31, 2013, the 2013 Interest Rate Swap was deemed effective and therefore, the changes in fair value related to the 2013 Interest Rate Swap are recorded in Other Comprehensive Income See Note 13, "Financial Instruments" for further discussion of the 2013 Interest Rate Swap.
[10]	See Note 19, “Accumulated Other Comprehensive Loss,” regarding the changes in the accumulated balances for each component of other comprehensive income during the years ended December 31, 2013, 2012 and 2011.

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME (UNAUDITED) (Parenthetical) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Income Statement [Abstract]
Currency translation adjustment, tax	$ 3.3	$ 1.0	$ 1.8
Amortization of pension related costs, tax benefit	(1.2)	(1.0)	(2.0)
Pension re-measurement, tax	(33.5)	7.2	30.1
Revaluation of derivative financial instruments, tax	$ (1.0)

CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIENCY (UNAUDITED) (USD $)
In Millions, unless otherwise specified

12 Months Ended

Dec. 31, 2013

Dec. 31, 2012

Dec. 31, 2011

Dec. 31, 2013

Common Stock

Dec. 31, 2012

Common Stock

Dec. 31, 2011

Common Stock

Dec. 31, 2010

Common Stock

Dec. 31, 2013

Additional Paid-In-Capital

Dec. 31, 2012

Additional Paid-In-Capital

Dec. 31, 2011

Additional Paid-In-Capital

Dec. 31, 2012

Treasury Stock

Dec. 31, 2011

Treasury Stock

Dec. 31, 2013

Treasury Stock

Dec. 31, 2013

Accumulated Deficit

Dec. 31, 2012

Accumulated Deficit

Dec. 31, 2011

Accumulated Deficit

Dec. 31, 2013

Accumulated Other Comprehensive Loss

Dec. 31, 2012

Accumulated Other Comprehensive Loss

Dec. 31, 2011

Accumulated Other Comprehensive Loss

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Beginning balance

$ (649.3)

$ (692.9)

$ (696.4)

$ 0.5

$ 1,015.1

$ 1,014.1

$ 1,012.0

$ (8.6)

$ (7.2)

$ (9.8)

$ (1,446.9)

$ (1,498.0)

$ (1,551.4)

$ (208.2)

$ (200.9)

$ (150.3)

Treasury stock acquired, at cost

(1.2)

^[1]

(1.4)

^[1]

(1.2)

^[1]

(1.4)

^[1]

Stock-based compensation amortization

0.2

0.3

1.9

0.2

0.3

1.9

Excess tax benefits from stock-based compensation

0.7

0.2

0.7

0.2

Net (loss) income

(5.8)

51.1

53.4

(5.8)

51.1

53.4

Other comprehensive income, net

58.4

^[2]

(7.3)

^[2]

(50.6)

^[2]

58.4

^[2]

(7.3)

^[2]

(50.6)

^[2]

Ending balance

$ (596.5)

$ (649.3)

$ (692.9)

$ 0.5

$ 1,015.3

$ 1,015.1

$ 1,014.1

$ (9.8)

$ (8.6)

$ (9.8)

$ (1,452.7)

$ (1,446.9)

$ (1,498.0)

$ (149.8)

$ (208.2)

$ (200.9)

[1]

Pursuant to the share withholding provision of the Third Amended and Restated Revlon, Inc. Stock Plan (the “Stock Plan”), certain employees, in lieu of paying withholding taxes on the vesting of certain restricted stock, authorized the withholding of an aggregate 83,582 and 138,433 shares of Revlon, Inc. Class A Common Stock during 2012 and 2011, respectively, to satisfy the minimum statutory tax withholding requirements related to such vesting. These shares were recorded as treasury stock using the cost method, at a weighted average price per share of $14.20 and $10.07 during 2012 and 2011, respectively, based on the closing price of Revlon, Inc. Class A Common Stock as reported on the NYSE consolidated tape on the respective vesting dates, for a total of $1.2 million and $1.4 million, respectively. For details on such withholding taxes on the vesting of certain restricted stock, see Note 17, “Stockholders’ Deficiency - Treasury Stock”.

[2]

See Note 19, “Accumulated Other Comprehensive Loss,” regarding the changes in the accumulated balances for each component of other comprehensive income during the years ended December 31, 2013, 2012 and 2011.

This element represents the amount of recognized equity-based compensation during the period, that is, the amount recognized as expense in the income statement (or as asset if compensation is capitalized). Alternate captions include the words "stock-based compensation".

+ References+ Details

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Regulation S-X (SX)

-Number 210

-Section 04

-Paragraph 20

-Article 9

Reference 2: http://www.xbrl.org/2003/role/presentationRef

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-Name Accounting Standards Codification

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-Section 45

-Paragraph 28

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Reference 3: http://www.xbrl.org/2003/role/presentationRef

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-Glossary Other Comprehensive Income

-URI http://asc.fasb.org/extlink&oid=6519514

Reference 4: http://www.xbrl.org/2003/role/presentationRef

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-Name Accounting Standards Codification

-Glossary Net Income

-URI http://asc.fasb.org/extlink&oid=6518256

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-Name Regulation S-X (SX)

-Number 210

-Section 03

-Paragraph 19

-Article 5

+ Details

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.

+ References+ Details

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIENCY (Parenthetical) (USD $) In Millions, except Share data, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011
Treasury stock authorized to satisfy minimum statutory tax withholding requirements (shares)	83,582	138,433
Total value	$ 1.2	$ 1.4
Class A Common Stock
Treasury stock authorized to satisfy minimum statutory tax withholding requirements (shares)	0	0
Treasury Stock \| Class A Common Stock
Treasury stock authorized to satisfy minimum statutory tax withholding requirements (shares)	83,582	138,433
Weighted average price per share (usd per share)	$ 14.20	$ 10.07
Total value	$ 1.2	$ 1.4

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2013 2010 Term Loan Facility	Dec. 31, 2012 2010 Term Loan Facility	Dec. 31, 2011 2010 Term Loan Facility
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss) income	$ (5.8)	$ 51.1	$ 53.4
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation and amortization	76.7	64.9	60.6
Amortization of debt discount	1.5	2.1	2.5
Stock compensation amortization	0.2	0.3	1.9
Provision for deferred income taxes	30.8	28.4	13.4
Loss on early extinguishment of debt	29.7	0	11.2
Amortization of debt issuance costs	5.2	5.3	5.3
Insurance proceeds for property, plant and equipment	(13.1)	0	0
(Gain) loss on sale of certain assets	(2.9)	0.4	0
Pension and other post-retirement (income) costs	(0.2)	4.0	5.2
Change in assets and liabilities:
Decrease (increase) in trade receivables	40.1	(4.7)	(18.3)
Decrease (increase) in inventories	10.2	(4.4)	3.6
Decrease (increase) in prepaid expenses and other current assets	7.5	(2.9)	0.2
Increase in accounts payable	19.0	4.5	5.0
(Decrease) increase in accrued expenses and other current liabilities	(10.2)	47.3	20.1
Pension and other post-retirement plan contributions	(18.5)	(29.8)	(31.5)
Purchases of permanent displays	(44.5)	(43.2)	(41.3)
Other, net	(2.4)	(19.2)	(3.3)
Net cash provided by operating activities	123.3	104.1	88.0
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures	(28.6)	(20.9)	(13.9)
Business acquisitions, net of cash and cash equivalents acquired	(627.6)	(66.2)	(39.0)
Insurance proceeds for property, plant and equipment	13.1	0	0
Proceeds from the sale of certain assets	3.7	0.8	0.3
Net cash used in investing activities	(639.4)	(86.3)	(52.6)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net (decrease) increase in short-term borrowings and overdraft	(6.3)	6.3	0.2
Repayments of long term debt				0	0	(794.0)
Redemption of Preferred Stock	(48.6)	0	0
Payment of financing costs	(48.8)	(0.4)	(4.3)
Other financing activities	(2.6)	(1.3)	(1.4)
Net cash provided by (used in) financing activities	649.0	(3.4)	(7.5)
Effect of exchange rate changes on cash and cash equivalents	(5.1)	0.2	(2.9)
Net increase in cash and cash equivalents	127.8	14.6	25.0
Cash and cash equivalents at beginning of period	116.3	101.7	76.7
Cash and cash equivalents at end of period	244.1	116.3	101.7
Cash paid during the period for:
Interest	72.5	78.6	85.0
Income taxes, net of refunds	12.7	18.0	20.5
Preferred stock dividends	6.2	6.2	6.2
Supplemental schedule of non-cash investing and financing activities:
Treasury stock received to satisfy minimum tax withholding liabilities	$ 0	$ 1.2	$ 1.4

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Dec. 31, 2013

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Revlon, Inc. (and together with its subsidiaries, the "Company") conducts its business exclusively through its direct wholly-owned operating subsidiary, Revlon Consumer Products Corporation ("Products Corporation"), and its subsidiaries. Revlon, Inc. is a direct and indirect majority-owned subsidiary of MacAndrews & Forbes Holdings Inc. ("MacAndrews & Forbes Holdings" and, together with certain of its affiliates other than the Company, "MacAndrews & Forbes"), a corporation wholly-owned by Ronald O. Perelman.

The Company’s vision is to establish Revlon as the quintessential and most innovative beauty company in the world by offering products that make consumers feel attractive and beautiful. We want to inspire our consumers to express themselves boldly and confidently. The Company operates in two segments, the consumer division (“Consumer”) and the professional division (“Professional”), and manufactures, markets and sells worldwide an extensive array of beauty and personal care products, including cosmetics, hair color, hair care and hair treatments, beauty tools, men's grooming products, anti-perspirant deodorants, fragrances, skincare and other beauty care products. The Company’s principal customers for its products in the Consumer segment include large mass volume retailers and chain drug and food stores (collectively, the “mass retail channel”) in the U.S. and internationally, as well as certain department stores and other specialty stores, such as perfumeries, outside the U.S. The Company's principal customers for its products in the Professional segment include hair and nail salons and distributors in the U.S. and internationally.

Unless the context otherwise requires, all references to the Company mean Revlon, Inc. and its subsidiaries. Revlon, Inc., as a public holding company, has no business operations of its own and owns, as its only material asset, all of the outstanding capital stock of Products Corporation. As such, its net income/(loss) has historically consisted predominantly of the net income/(loss) of Products Corporation, and in 2013, 2012 and 2011 included $8.1 million, $19.3 million and $7.4 million, respectively, in expenses incidental to being a public holding company.

The accompanying Consolidated Financial Statements include the accounts of the Company after the elimination of all material intercompany balances and transactions.

The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the financial statements and reported amounts of revenues and expenses during the periods presented. Actual results could differ from these estimates. Estimates and assumptions are reviewed periodically and the effects of revisions are reflected in the consolidated financial statements in the period they are determined to be necessary. Significant estimates made in the accompanying Consolidated Financial Statements include, but are not limited to, allowances for doubtful accounts, inventory valuation reserves, expected sales returns and allowances, trade support costs, certain assumptions related to the valuation of acquired intangible and long-lived assets and the recoverability of intangible and long-lived assets, deferred tax valuation allowances, reserves for estimated tax liabilities, restructuring costs, certain estimates and assumptions used in the calculation of the net periodic benefit (income) costs and the projected benefit obligations for the Company’s pension and other post-retirement plans, including the expected long-term return on pension plan assets and the discount rate used to value the Company’s pension benefit obligations.

Discontinued Operations Presentation

As a result of the Company's decision on December 30, 2013 to exit its business operations in China, effective December 31, 2013, the Company is reporting the results of its China operations within loss from discontinued operations, net of taxes in the Company's Consolidated Statements of Operations and Comprehensive Income. Accordingly, prior year amounts have been restated to conform to this presentation. See Note 4, "Discontinued Operations" for further discussion.

Cash and Cash Equivalents:

Cash equivalents are primarily investments in high-quality, short-term money market instruments with original maturities of three months or less and are carried at cost, which approximates fair value. Cash equivalents were $1.2 million and $3.4 million as of December 31, 2013 and 2012, respectively. Accounts payable includes $6.4 million and $8.3 million of outstanding checks not yet presented for payment at December 31, 2013 and 2012, respectively.

Certain of the Company's foreign subsidiaries utilize a cash pooling arrangement with a financial institution for cash management purposes. This cash pooling arrangement allows the participating entities to withdraw cash from the financial institution to the extent aggregate cash deposits held by its participating locations are available at the financial institution. To the extent any participating location on an individual basis is in an overdraft position, such overdrafts would be recorded within short-term borrowings in the consolidated balance sheet and reflected as financing activities in the consolidated statement of cash flows, and the cash deposits held as collateral for such overdrafts would be classified as restricted cash within cash and cash equivalents. As of December 31, 2013, the Company had $3.2 million of such overdrafts recorded in short-term borrowings and $3.2 million of restricted cash recorded in cash and cash equivalents in the Consolidated Balance Sheet.

Trade Receivables:

Trade receivables represent payments due to the Company for previously recognized net sales, reduced by an allowance for doubtful accounts for balances which are estimated to be uncollectible at December 31, 2013 and 2012, respectively. The Company grants credit terms in the normal course of business to its customers. Trade credit is extended based upon periodically updated evaluations of each customer's ability to perform its payment obligations. The Company does not normally require collateral or other security to support credit sales. The allowance for doubtful accounts is determined based on historical experience and ongoing evaluations of the Company's receivables and evaluations of the risks of payment. The allowance for doubtful accounts is recorded against trade receivable balances when they are deemed uncollectible. Recoveries of trade receivables previously reserved are recorded in the consolidated statements of operations and comprehensive income when received. At December 31, 2013 and 2012, the Company's three largest customers accounted for an aggregate of approximately 30% and 31%, respectively, of outstanding trade receivables.

Inventories:

Inventories are stated at the lower of cost or market value. Cost is principally determined by the first-in, first-out method. The Company records adjustments to the value of inventory based upon its forecasted plans to sell its inventories, as well as planned product discontinuances. The physical condition (e.g., age and quality) of the inventories is also considered in establishing the valuation.

Property, Plant and Equipment and Other Assets:

Property, plant and equipment is recorded at cost and is depreciated on a straight-line basis over the estimated useful lives of such assets as follows: land improvements, 20 to 30 years; buildings, 10 to 50 years; machinery and equipment, 3 to 15 years; office furniture and fixtures, 3 to 15 years; and capitalized software, 2 to 5 years. Leasehold improvements and building improvements are amortized over their estimated useful lives or the terms of the leases or remaining life of the original structure, respectively, whichever is shorter. Repairs and maintenance are charged to operations as incurred, and expenditures for additions and improvements are capitalized. See Note 7, “Property, Plant and Equipment, Net” for further discussion of the above.

Included in other assets are permanent wall displays amounting to $62.7 million and $60.8 million as of December 31, 2013 and 2012, respectively, which are amortized generally over a period of 1 to 5 years. In the event of product discontinuances, from time to time the Company may accelerate the amortization of related permanent wall displays based on the estimated remaining useful life of the asset. Amortization expense for permanent wall displays was $39.2 million, $36.0 million and $35.2 million for 2013, 2012 and 2011, respectively. The Company has also included, in other assets, net deferred financing costs related to the issuance of the Company’s debt instruments amounting to $32.5 million and $15.3 million as of December 31, 2013 and 2012, respectively, which are amortized over the terms of the related debt instruments using the effective-interest method.

Long-lived assets, including property, plant and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. If events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable, the Company estimates the undiscounted future cash flows (excluding interest) resulting from the use of the asset and its ultimate disposition. If the sum of the undiscounted cash flows (excluding interest) is less than the carrying value, the Company recognizes an impairment loss, measured as the amount by which the carrying value exceeds the fair value of the asset. In connection with integrating Colomer into the Company's business, the Company plans to implement a company-wide, SAP enterprise resource planning system. As a result, the Company recognized a $5.9 million impairment charge related to in-progress capitalized software development costs for the year ended December 31, 2013. These charges are included within acquisition and integration costs in the Company's Consolidated Statements of Operations and Comprehensive Income. There was no significant impairment of long-lived assets in the years ended December 31, 2012 and 2011.

Goodwill:

Goodwill represents the excess purchase price for businesses acquired over the fair value of net assets acquired. Goodwill is not amortized, but rather is reviewed annually for impairment at the reporting unit level using September 30th carrying values, or when there is evidence that events or changes in circumstances indicate that the Company’s carrying amount may not be recovered. For the 2013 and 2012 annual impairment tests, the Company performed a qualitative assessment to determine whether it would be necessary to perform the two-step goodwill impairment test. The Company did not record any impairment of goodwill during the years ended December 31, 2013, 2012 or 2011. As of December 31, 2013, there have been no significant events since the timing of the Company’s annual impairment test that would have triggered additional impairment testing. See Note 2, “Business Combinations” and Note 8, “Goodwill and Intangible Assets, Net” for further discussion of the Company's goodwill.

Intangible Assets, net:

Intangible Assets, net, include trade names and trademarks, customer relationships, patents and internally developed intellectual property ("IP") and acquired licenses. Indefinite-lived intangible assets, consisting of certain trade names, are not amortized, but rather are tested for impairment annually on September 30th, similar to goodwill, and an impairment is recognized if the carrying amount exceeds the fair value of the intangible asset. Intangible assets with finite useful lives are amortized over their respective estimated useful lives to their estimated residual values. The Company writes off the gross carrying amount and accumulated amortization for intangible assets in the year in which the asset becomes fully amortized. Finite-lived intangible assets are considered for impairment upon certain “triggering events” and an impairment is recognized if the carrying amount exceeds the fair value of the intangible asset. There was no impairment of intangible assets in the years ended December 31, 2013, 2012 and 2011. See Note 2, “Business Combinations” and Note 8, “Goodwill and Intangible Assets, Net” for further discussion of the Company's intangible assets, including a summary of finite-lived and indefinite-lived intangible assets.

Revenue Recognition:

Sales are recognized when revenue is realized or realizable and has been earned. The Company's policy is to recognize revenue when risk of loss and title to the product transfers to the customer. Net sales are comprised of gross revenues less expected returns, trade discounts and customer allowances, which include costs associated with off-invoice mark-downs and other price reductions, as well as trade promotions and coupons. These incentive costs are recognized at the later of the date on which the Company recognizes the related revenue or the date on which the Company offers the incentive. The Company allows customers to return their unsold products if and when they meet certain Company-established criteria as set forth in the Company's trade terms. The Company regularly reviews and revises, when deemed necessary, its estimates of sales returns based primarily upon the historical rate of actual product returns, planned product discontinuances, new product launches and estimates of customer inventory and promotional sales. The Company records sales returns as a reduction to sales and cost of sales, and an increase to accrued liabilities and inventories. Returned products, which are recorded as inventories, are valued based upon the amount that the Company expects to realize upon their subsequent disposition. The physical condition and marketability of the returned products are the major factors considered by the Company in estimating their realizable value.

Revenues derived from licensing arrangements, including any pre-payments, are recognized in the period in which they are earned, but not before the initial license term commences.

Cost of Sales:

Cost of sales includes all of the costs to manufacture the Company's products. For products manufactured in the Company's own facilities, such costs include raw materials and supplies, direct labor and factory overhead. For products manufactured for the Company by third-party contractors, such cost represents the amounts invoiced by the contractors. Cost of sales also includes the cost of refurbishing products returned by customers that will be offered for resale and the cost of inventory write-downs associated with adjustments of held inventories to their net realizable value. These costs are reflected in the Company’s consolidated statements of operations and comprehensive income when the product is sold and net sales revenues are recognized or, in the case of inventory write-downs, when circumstances indicate that the carrying value of inventories is in excess of their recoverable value. Additionally, cost of sales reflects the costs associated with any free products included as sales and promotional incentives. These incentive costs are recognized on the later of the date that the Company recognizes the related revenue or the date on which the Company offers the incentive.

Selling, General and Administrative Expenses:

Selling, general and administrative (“SG&A”) expenses include expenses to advertise the Company's products, such as television advertising production costs and air-time costs, print advertising costs, digital marketing costs, promotional displays and consumer promotions. SG&A expenses also include the amortization of permanent wall displays and intangible assets, depreciation of certain fixed assets, distribution costs (such as freight and handling), non-manufacturing overhead (principally personnel and related expenses), insurance and professional fees.

Advertising:

Advertising within SG&A expenses includes television, print, digital marketing and other advertising production costs which are expensed the first time the advertising takes place. The costs of promotional displays are expensed in the period in which they are shipped to customers. Advertising expenses were $273.2 million, $252.6 million and $256.3 million for 2013, 2012 and 2011, respectively, and were included in SG&A expenses in the Company's Consolidated Statements of Operations and Comprehensive Income. The Company also has various arrangements with customers pursuant to its trade terms to reimburse them for a portion of their advertising costs, which provide advertising benefits to the Company. Additionally, from time to time the Company may pay fees to customers in order to expand or maintain shelf space for its products. The costs that the Company incurs for "cooperative" advertising programs, end cap placement, shelf placement costs, slotting fees and marketing development funds, if any, are expensed as incurred and are recorded as a reduction within net sales.

Distribution Costs:

Costs, such as freight and handling costs, associated with product distribution are expensed within SG&A expenses when incurred. Distribution costs were $66.5 million, $61.1 million and $60.2 million for 2013, 2012 and 2011, respectively.

Income Taxes:

Income taxes are calculated using the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax bases, as well as for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in income tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized.

Research and Development:

Research and development expenditures are expensed as incurred and included within SG&A expenses. The amounts charged in 2013, 2012 and 2011 for research and development expenditures were $26.9 million, $24.2 million and $23.8 million, respectively.

Foreign Currency Translation:

Assets and liabilities of foreign operations are translated into U.S. dollars at the rates of exchange in effect at the balance sheet date. Income and expense items are translated at the weighted average exchange rates prevailing during each period presented. Gains and losses resulting from foreign currency transactions are included in the results of operations. Gains and losses resulting from translation of financial statements of foreign subsidiaries and branches operating in non-hyperinflationary economies are recorded as a component of accumulated other comprehensive loss until either the sale or upon the complete or substantially complete liquidation by the Company of its investment in a foreign entity. To the extent that foreign subsidiaries and branches operate in hyperinflationary economies, non-monetary assets and liabilities are translated at historical rates and translation adjustments are included in the results of operations.

Venezuela - Highly-Inflationary Economy: Effective January 1, 2010, Venezuela was designated as a highly inflationary economy under U.S. GAAP. As a result, beginning January 1, 2010, the U.S. dollar is the functional currency for the Company’s subsidiary in Venezuela (“Revlon Venezuela”). As Venezuela is designated as highly inflationary, currency translation adjustments of Revlon Venezuela’s balance sheet are reflected in earnings.

Venezuela - Currency Restrictions: Currency restrictions enacted by the Venezuelan government in 2003 have become more restrictive and have impacted Revlon Venezuela’s ability to obtain U.S. dollars in exchange for Venezuelan Bolivars ("Bolivars") at the official foreign exchange rates from the Venezuelan government and its foreign exchange commission, the Comisión de Administracion de Divisas (“CADIVI”). In May 2010, the Venezuelan government took control over the previously freely-traded foreign currency exchange market and, in June 2010, replaced it with a new foreign currency exchange system, the Sistema de Transacciones en Moneda Extranjera (“SITME”). SITME provided a mechanism to exchange Bolivars into U.S. dollars. However, U.S. dollars accessed through SITME could only be used for product purchases and related services, such as freight, and are not available for other transactions, such as the payment of dividends. Also, SITME could only be used for amounts of up to $50,000 per day, subject to a monthly maximum of $350,000 per legal entity, and was generally only available to the extent the applicant has not exchanged and received U.S. dollars from CADIVI within the previous 90 days. In the second quarter of 2011, the Company began using a SITME rate of 5.5 Bolivars per U.S. dollar to translate Revlon Venezuela’s financial statements, as this was the rate at which the Company accessed U.S. dollars in the SITME market during this period (the “SITME Rate”). The Company had previously utilized Venezuela’s official exchange rate of 4.3 Bolivars per U.S. dollar to translate Revlon Venezuela’s financial statements from January 1, 2010 through March 31, 2011. Through December 31, 2012, the Company continued using the SITME Rate to translate Revlon Venezuela’s financial statements.

To reflect the impact of the change in exchange rates from Venezuela’s official exchange rate to the SITME Rate, a foreign currency loss of $1.7 million was recorded in earnings in the second quarter of 2011.

Venezuela - 2013 Currency Devaluation: On February 8, 2013, the Venezuelan government announced the devaluation of its local currency, Bolivars, relative to the U.S. Dollar, effective beginning February 13, 2013. The devaluation changed the official exchange rate to 6.30 Bolivars per U.S. Dollar (the "Official Rate"). The Venezuelan government also announced that the SITME currency market administered by the central bank would be eliminated.

As a result of the elimination of the SITME market, the Company began using the Official Rate of 6.30 Bolivars per U.S. Dollar to translate Revlon Venezuela’s financial statements beginning in the first quarter of 2013. For the year ended December 31, 2013, the devaluation of the local currency had the impact of reducing reported net sales by $2.2 million and reducing reported operating income by $0.6 million. Additionally, to reflect the impact of the currency devaluation, a one-time foreign currency loss of $0.6 million was recorded in earnings in the first quarter of 2013 as a result of the required re-measurement of Revlon Venezuela’s balance sheet.

Basic and Diluted Income per Common Share and Classes of Stock:

Shares used in basic income per share are computed using the weighted average number of common shares outstanding each period. Shares used in diluted income per share include the dilutive effect of unvested restricted shares and outstanding stock options under the Stock Plan using the treasury stock method. (See Note 15, "Basic and Diluted Earnings Per Common Share").

Stock-Based Compensation:

The Company recognizes stock-based compensation costs for its stock options and restricted stock, measured at the fair value of each award at the time of grant, as an expense over the vesting period of the instrument. Upon the exercise of stock options or the vesting of restricted stock, any resulting tax benefits are recognized in additional paid-in-capital. Any resulting tax deficiencies are recognized in the consolidated statements of operations and comprehensive income as tax expense to the extent that the tax deficiency amount exceeds any existing additional paid-in-capital resulting from previously realized excess tax benefits from previous awards. The Company reflects such excess tax benefits as cash flows from financing activities in the consolidated statements of cash flows.

Derivative Financial Instruments:

The Company is exposed to certain risks relating to its ongoing business operations. The Company uses derivative financial instruments, including (i) foreign currency forward exchange contracts (“FX Contracts”) intended for the purpose of managing foreign currency exchange risk by reducing the effects of fluctuations in foreign currency exchange rates on the Company’s net cash flows and (ii) interest rate hedging transactions intended for the purpose of managing interest rate risk associated with Products Corporation’s variable rate indebtedness.

Foreign Currency Forward Exchange Contracts

Products Corporation enters into FX Contracts primarily to hedge the anticipated net cash flows resulting from inventory purchases and intercompany payments denominated in currencies other than the local currencies of the Company’s foreign and domestic operations and generally have maturities of less than one year. The Company does not apply hedge accounting to its FX Contracts. The Company records FX Contracts in its consolidated balance sheet at fair value and changes in fair value are immediately recognized in earnings. Fair value of the Company’s FX Contracts is determined by using observable market transactions of spot and forward rates. See Note 13, “Financial Instruments” for further discussion of the Company's FX Contracts.

Interest Rate Swap

In November 2013, Products Corporation executed the 2013 Interest Rate Swap (as hereinafter defined), which has been designated as a cash flow hedge of the variability of the forecasted three-month LIBOR interest rate payments related to its Acquisition Term Loan (as hereinafter defined). The Company records changes in the fair value of cash flow hedges that are designated as effective instruments as a component of accumulated other comprehensive income. Any ineffectiveness in such cash flow hedges is immediately recognized in earnings. Gains and losses deferred in accumulated other comprehensive income are recognized in current-period earnings when earnings are affected by the variability of cash flows of the hedged forecasted transaction. See Note 13, “Financial Instruments” for further discussion of the Company's 2013 Interest Rate Swap.

Recently Adopted Accounting Pronouncements

In February 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2013-02, “Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income,” which amends Accounting Standards Codification (“ASC”) 220, “Comprehensive Income.” These amendments require an entity to disclose the impact of amounts reclassified out of accumulated other comprehensive income and into net income, by the respective line items of net income, if the amounts reclassified are reclassified to net income in their entirety in the same reporting period. The disclosure is required either on the face of the statement where net income is presented or in the notes. For amounts that are not reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under U.S. GAAP that provide additional detail about those amounts. The Company prospectively adopted ASU No. 2013-02 beginning January 1, 2013, and has provided the required disclosures.

In July 2013, the FASB issued ASU No. 2013-11, "Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists" which requires an unrecognized tax benefit to be presented as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss or a tax credit carryforward that the entity intends to use and is available for settlement at the reporting date. The Company adopted the provisions of ASU No. 2013-11 on a prospective basis as of December 31, 2013 and the Company has reflected the impact of such adoption in its presentation of assets and liabilities on the consolidated balance sheet.

Recently Issued Accounting Pronouncements

In March 2013, the FASB issued ASU No. 2013-04, “Accounting for Obligations Resulting from Joint and Several Liability Arrangements for Which the Total Amount of the Obligation is Fixed at the Reporting Date”, which will require an entity to record an obligation resulting from joint and several liability arrangements at the greater of the amount that the entity has agreed to pay or the amount the entity expects to pay. Additional disclosures about joint and several liability arrangements will also be required. This guidance is effective for fiscal periods beginning after December 15, 2013, and is to be applied retrospectively for obligations that exist at the beginning of an entity's fiscal year of adoption, with early adoption permitted. The Company does not expect that such adoption will have a material impact on the Company's consolidated financial statements or financial statement disclosures.

Other Events

Fire at Revlon Venezuela Facility

On June 5, 2011, the Company’s facility in Venezuela was destroyed by fire. Prior to the fire, approximately 50% of Revlon Venezuela’s net sales were comprised of products imported from the Company’s Oxford, North Carolina facility and approximately 50% were comprised of products locally manufactured at the Revlon Venezuela facility. Revlon Venezuela did not have any net sales from the date of the fire until August 12, 2011. The Company’s net sales in Venezuela since August 12, 2011 have been primarily comprised of (i) products imported from the Company’s Oxford, North Carolina facility; and (ii) commencing in the first quarter of 2012, certain products imported from third party manufacturers outside of Venezuela, which were locally manufactured at the Revlon Venezuela facility prior to the fire.

The Company maintains comprehensive property insurance, as well as business interruption insurance. Business interruption insurance is intended to reimburse for lost profits and other costs incurred, which are attributable to the loss, during the loss period, subject to the terms and conditions of the applicable policies. The Company’s insurance coverage provides for business interruption losses to be reimbursed, subject to the terms and conditions of such policy, for a period of time, which period for the coverage related to the fire ended on October 2, 2012.

The Company's business interruption losses included estimated profits lost as a result of the interruption of Revlon Venezuela’s business and costs incurred directly related to the fire. The Company recognized income from insurance recoveries under the business interruption policy only to the extent it recorded business interruption losses.

In January 2013, the Company received additional insurance proceeds of $3.4 million from its insurers related to the settlement of the Company’s claim for the loss of inventory. The $3.4 million of proceeds were in addition to $8.4 million of insurance proceeds received prior to December 31, 2012, for a total settlement amount of $11.8 million for the loss of inventory, of which $3.5 million was previously recognized as income from insurance recoveries in 2011. As a result of the final settlement of the claim for the loss of inventory, the Company recognized a gain from insurance proceeds of $8.3 million in the first quarter of 2013.

In June 2013, the Company settled its business interruption and property insurance claim in the amount of $32.0 million. The Company received $17.9 million of insurance proceeds for its business interruption and property claim prior to December 31, 2012, and the remaining $14.1 million was received in July 2013. The Company previously recognized $13.9 million as income from insurance recoveries in 2011 and 2012. As a result of the final settlement of the business interruption and property claim, the Company recognized a gain from insurance proceeds of $18.1 million in the second quarter of 2013.

The table below details the proceeds received and the income recognized to date for the inventory and business interruption and property claims:



	Inventory			Business Interruption and Property			Total
Insurance proceeds received in 2011	$	4.7		$	15.0		$	19.7
Insurance proceeds received in 2012	3.7			2.9			6.6
Total proceeds received as of December 31, 2012	8.4			17.9			26.3
Income from insurance recoveries recognized in 2011 and 2012^(a)	(3.5		)	(13.9		)	(17.4		)
Deferred income balance as of December 31, 2012	4.9			4.0			8.9
Insurance proceeds received in 2013	3.4			14.1			17.5
Gain from insurance proceeds for the year ended December 31, 2013^(a)	(8.3		)	(18.1		)	(26.4		)
Deferred income balance as of December 31, 2013	$	—		$	—		$	—

^(a) The gain from insurance proceeds and income from insurance recoveries is included within selling, general and administrative (“SG&A”) expenses in the Company’s Consolidated Statements of Operations and Comprehensive Income in the respective periods.

In 2013, the Company recorded an accrual of $7.6 million for estimated clean-up costs related to the destroyed facility in Venezuela. The accrual is included within accrued expenses and other and SG&A expenses in the Company's Consolidated Financial Statements as of and for the year ended December 31, 2013.

BUSINESS COMBINATIONS

12 Months Ended

Dec. 31, 2013

Business Combinations [Abstract]

BUSINESS COMBINATIONS

The Colomer Acquisition

On October 9, 2013 (the "Acquisition Date"), Products Corporation completed its acquisition of The Colomer Group Participations, S.L. ("Colomer" and the "Colomer Acquisition"), a Spanish company which primarily manufactures, markets and sells professional products to hair and nail salons and other professional channels under brands such as Revlon Professional, CND, including CND Shellac, and American Crew, as well as retail and multi-cultural products lines, pursuant to a share sale and purchase agreement (the "Purchase Agreement") which Products Corporation entered into on August 3, 2013. The cash purchase price was $664.5 million, which Products Corporation financed with proceeds from the Acquisition Term Loan under the Amended Term Loan Facility (both as hereinafter defined). The Colomer Acquisition provides the Company with broad brand, geographic and channel diversification and substantially expands the Company's business, providing both distribution into new channels and cost synergy opportunities.

The results of operations of the Colomer business are included in the Company’s Consolidated Financial Statements commencing on the Acquisition Date. For the net sales and segment profit related to Colomer's operations for the period from the Acquisition Date through December 31, 2013, refer to the Professional segment disclosure in Note 23, "Segment Data and Related Information".

For the year ended December 31, 2013, the Company incurred $25.4 million of acquisition and integration costs in the Consolidated Statements of Income and Comprehensive Income, which consist of $12.9 million of acquisition costs and $12.5 million of integration costs related to the Colomer Acquisition. The acquisition costs primarily include legal and consulting fees to complete the Colomer Acquisition. The integration costs consist of non-restructuring costs related to the Company's plans to integrate Colomer's operations into the Company's business, and for 2013 primarily includes an impairment of in-progress capitalized software development costs and employee-related costs related to management changes.

Purchase Price

The components of the $664.5 million purchase price are as follows:



	As of October 9, 2013
Share purchase price⁽¹⁾	$	545.6
Leakages⁽²⁾	(3.8		)
Shareholder loans⁽³⁾	122.7
Total purchase price	$	664.5

⁽¹⁾ All of Colomer’s 10,227 shares outstanding on the Acquisition Date were purchased for a total of $538.4 million. In addition, interest on the share price from the locked box date of June 30, 2013 through the Acquisition Date totaled $7.2 million, for a total share purchase price of $545.6 million.


⁽²⁾	According to the Purchase Agreement, certain leakages, such as certain fees and other items incurred by Colomer between June 30, 2013 and the Acquisition Date, were reductions to the purchase price.


⁽³⁾	The purchase price included the payment of Colomer’s shareholder loans for $122.7 million, which included the principal and accrued interest owed as of the Acquisition Date. As such, this liability was settled on the Acquisition Date.

Purchase Price Allocation

The Company accounted for the Colomer Acquisition as a business combination during the fourth quarter of 2013 and, accordingly, the total consideration of $664.5 million has been recorded based on the respective estimated fair values of the net assets acquired on the Acquisition Date with resulting goodwill, as follows:



	Fair Values at October 9, 2013
Cash and cash equivalents	$	36.9
Trade receivables	83.9
Inventories	75.1
Prepaid expenses and other	31.3
Property, plant and equipment	96.7
Intangible assets	292.7
Goodwill	255.7
Deferred tax asset - non-current	53.1
Other assets	1.9
Total assets acquired	927.3
Accounts payable	48.0
Accrued expenses and other	65.6
Long-term debt	0.9
Long-term pension and other benefit plan liabilities	4.5
Deferred tax liability	123.3
Other long-term liabilities	20.5
Total liabilities assumed	262.8
Total consideration	$	664.5

The fair values of the net assets acquired in the Colomer Acquisition were based on management’s preliminary estimate of the respective fair values. The estimated fair values of net assets and resulting goodwill are subject to the Company finalizing its analysis of the fair value of Colomer’s assets and liabilities as of the Acquisition Date and may be adjusted upon completion of such analysis. In addition, information unknown at the time of the Colomer Acquisition could result in adjustments to the respective fair values and resulting goodwill within the year following the Colomer Acquisition.

In determining the fair values of net assets acquired and resulting goodwill, the Company considered, among other factors, the analyses of Colomer's historical financial performance and an estimate of the future performance of the acquired business, as well as market participants' intended use of the acquired assets.

The estimated fair value of the acquired trade receivables was determined to be $83.9 million. The gross amount due is $103.1 million and the Company estimates that approximately $19.2 million is uncollectible.

The estimated fair value of acquired inventory was determined using the income approach, specifically, the net realizable value (NRV) approach, which calculates the estimated selling price in the ordinary course of business, less the reasonable costs of completion, disposal and holding. The estimated fair value of acquired property, plant and equipment was determined using the cost approach.

The acquired intangible assets based on the estimate of the fair values of the identifiable intangible assets are as follows:



	Fair Values at October 9, 2013		Weighted Average Remaining Useful Life (in years)
Trade names, indefinite-lived	$	108.6	Indefinite
Trade names, finite-lived	109.4		5 - 20
Customer relationships	57.0		10 - 15
License agreement	4.1		10
Internally-developed IP	13.6		10
Total acquired intangible assets	$	292.7

The estimate of the fair values of acquired indefinite-lived and finite-lived trade names and internally-developed IP was determined using a risk-adjusted discounted cash flow approach, specifically the relief-from-royalty method. The relief-from-royalty method requires identifying the hypothetical cash flows generated by an assumed royalty rate that a third party would pay to license the trade names and IP, and discounting them back to the Acquisition Date. The royalty rate used in such valuation was based on a consideration of market rates for similar categories of assets. The indefinite-lived trade names include Revlon Professional and American Crew. The finite-lived trade names include, among others, CND Shellac, CND Vinylux and The Colomer Group. The Company reacquired the Revlon Professional trade name, which had previously provided Colomer with an exclusive right to manufacture, market and sell Revlon Professional products for an initial term and automatic-renewals that aggregate 200 years. Based on the terms and conditions of the existing license agreements and other factors, the Revlon Professional trade name was assigned an indefinite-life and, therefore, will not be amortized.

The estimate of the fair value of the acquired customer relationships were determined using a risk-adjusted discounted cash flow model, specifically, the excess earnings method which considers the use of other assets in the generation of the projected cash flows of a specific asset to isolate the economic benefit generated by the customer relationship asset. The contribution of other assets, such as fixed assets, working capital, workforce and other intangible assets, to overall cash flows was estimated through contributory asset capital charges. Therefore, the value of the acquired customer relationship asset is the present value of the attributed post-tax cash flows, net of the return on fair value attributed to tangible and other intangible assets.

There are significant judgments inherent in a discounted cash flow approach, including, the selection of appropriate discount rates, hypothetical royalty rates, contributory asset capital charges, estimating the amount and timing of estimated future cash flows and identification of appropriate terminal growth rate assumptions. The discount rates used in the discounted cash flow analyses are intended to reflect the risk inherent in the projected future cash flows generated by the respective intangible assets.

A $120.2 million deferred tax liability has been recorded related to the $292.7 million acquired intangible assets outlined in the above table. The deferred tax liability represents the tax effect of the difference between the estimated assigned fair value of the intangible assets ($292.7 million) and the tax basis ($0) of such assets.

Goodwill of $255.7 million represents the excess of the purchase price paid by Products Corporation for the Colomer Acquisition over the fair value of the identifiable net assets acquired by Products Corporation in the Colomer Acquisition. Factors contributing to the purchase price resulting in the recognition of goodwill include the estimated annualized cost reductions that the Company expects to be achieved by the end of 2015. See Note 24, "Subsequent Events - Integration Program" for a discussion of the Company's integration plans in connection with the Colomer Acquisition. The Company also acquired Colomer’s research and development capabilities and any future unidentified IP that results from such activities would contribute to the value of goodwill. Goodwill is not expected to be deductible for tax purposes.

Unaudited Pro Forma Results

The following table presents the Company's pro forma consolidated net sales and income from continuing operations, before income taxes for the years ended December 31, 2013 and 2012. The unaudited pro forma results include the historical consolidated statements of operations of the Company and Colomer, giving effect to the Colomer Acquisition and related financing transactions as if they had occurred at the beginning of the earliest period presented. As stated below, the Company also acquired Pure Ice in 2012, however the Company has not included the Pure Ice results prior to its acquisition date in these pro forma results as the impact would not have been material.



	Unaudited Pro Forma Results
	Year Ended December 31,
	2013		2012
Net sales	$	1,908.9	$	1,911.6
Income from continuing operations, before income taxes	125.2		106.0

The pro forma results, prepared in accordance with U.S. GAAP, include the following pro forma adjustments related to the Colomer Acquisition:

(i) as a result of an $11.1 million increase in the fair value of acquired inventory at the Acquisition Date, the Company recognized $8.5 million of the increase in cost of sales in its historical 2013 consolidated financial statements. The pro forma adjustments include an adjustment to reverse the $8.5 million recognized in 2013 cost of sales and recognize the full $11.1 million in 2012 cost of sales;

(ii) the pro forma increase in depreciation and amortization expense based on the fair value adjustments to property, plant and equipment and acquired finite-lived intangible assets recorded in connection with the Colomer Acquisition of $14.3 million and $19.2 million in 2013 and 2012, respectively;

(iii) the elimination of goodwill impairment charges recognized by Colomer in 2013 and 2012 of $9.0 million and $5.3 million, respectively;

(iv) the elimination of acquisition and integration costs recognized by the Company and Colomer in 2013 and 2012 of $25.8 million and $0.8 million, respectively;

(v) the elimination of Colomer's debt facility fees of $3.6 million recognized in 2013, as the debt facility was closed on the Acquisition Date; and

(vi) the pro forma increase in interest expense and amortization of debt issuance costs, resulting from the issuance of the Acquisition Term Loan used by Products Corporation to finance the Colomer Acquisition, for a total combined increase of $19.4 million and $24.4 million in 2013 and 2012, respectively.

The unaudited pro forma results do not include: (1) any revenue or cost reductions that may be achieved through the business combination; or (2) the impact of non-recurring items directly related to the business combination.

The unaudited pro forma results are not necessarily indicative of the operating results that would have occurred if the Colomer Acquisition had been completed as of the date for which the pro forma financial information is presented. In addition, the unaudited pro forma results do not purport to project the future consolidated operating results of the combined company.

Other Acquisitions Completed in 2012 and 2011



	Purchase Price		Total Net Assets Acquired		Purchased Intangible Assets		Goodwill
2012
Pure Ice ⁽¹⁾	$	66.2	$	—	$	43.1	$	23.1

2011
SinfulColors ⁽²⁾	$	39.0	$	4.1	$	22.8	$	12.1

⁽¹⁾

On July 2, 2012, the Company acquired certain assets of Bari Cosmetics, Ltd., including trademarks and other intellectual property related to Pure Ice nail enamel and Bon Bons cosmetics brands (the “Pure Ice Acquisition”). The Company paid $66.2 million of total consideration for the Pure Ice Acquisition in cash, comprised of $45.0 million cash on hand and $21.2 million drawn under Products Corporation’s 2011 Revolving Credit Facility. Both the intangible assets acquired and goodwill are expected to be deductible for income tax purposes.

⁽²⁾ On March 17, 2011, the Company acquired certain assets, including trademarks and other intellectual property, inventory, certain receivables and manufacturing equipment, related to SinfulColors cosmetics, Wild and Crazy cosmetics, freshMinerals cosmetics (which brand was disposed of in August 2012) and freshcover cosmetics, which products are sold principally in the U.S. mass retail channel (the “SinfulColors Acquisition”). The Company also assumed certain liabilities of the acquired business. The Company paid $39.0 million of total consideration for the SinfulColors Acquisition in cash. Both the intangible assets acquired and goodwill are expected to be deductible for income tax purposes.

The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).

RESTRUCTURING CHARGES AND OTHER, NET

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+ Details

RESTRUCTURING CHARGES AND OTHER, NET

12 Months Ended

Dec. 31, 2013

Restructuring Charges [Abstract]

RESTRUCTURING CHARGES

December 2013 Program

In December 2013, the Company announced restructuring actions that include exiting its business operations in China, as well as implementing other immaterial restructuring actions outside the U.S that are expected to generate other operating efficiencies (the "December 2013 Program"). Certain of these restructuring actions are subject to consultations with employees, works councils or unions and governmental authorities and will result in the Company eliminating approximately 1,100 positions in 2014, primarily in China, which include eliminating approximately 940 beauty advisors retained indirectly through a third-party agency. The charges incurred related to the December 2013 Program relate entirely to the Consumer segment.

A summary of the restructuring and related charges incurred through December 31, 2013 and expected to be incurred for the December 2013 Program, are as follows:



	Restructuring Charges and Other, Net
	Employee severance and other personnel benefits		Other		Total Restructuring Charges		Allowances and Returns		Inventory Write-offs		Other Charges		Total Restructuring and Related Charges
Charges incurred through December 31, 2013	$	9.1	$	0.5	$	9.6	$	7.4	$	4.0	$	0.4	$	21.4
Total expected charges	$	9.6	$	0.7	$	10.3	$	7.4	$	4.0	$	0.5	$	22.2

Of the $21.4 million of restructuring and related charges recognized in 2013 related to the December 2013 Program, $20.0 million relates to the Company's exit of its business operations in China and is recorded within loss from discontinued operations, net of taxes and $1.4 million is recorded within income from continuing operations in the Company's Consolidated Statements of Operations and Comprehensive Income for the year ended December 31, 2013. Of the $1.4 million charge related to continuing operations: (i) $0.8 million is recorded in restructuring charges and other, net; (ii) $0.3 million is recorded as a reduction to net sales; (iii) $0.1 million is recorded in cost of sales; and (iv) $0.2 million is recorded in SG&A expenses.

The Company expects net cash payments to total approximately $20.0 million related to the December 2013 Program, of which $0.1 million was paid in 2013 and the remainder in expected to be paid in 2014.

September 2012 Program

In September 2012, the Company announced a restructuring (the “September 2012 Program”), which primarily involved the Company exiting its owned manufacturing facility in France and its leased manufacturing facility in Maryland; rightsizing its organizations in France and Italy; and realigning its operations in Latin America, including consolidating Latin America and Canada into a single operating region, which became effective in the fourth quarter of 2012. The charges incurred related to the September 2012 Program relate entirely to the Consumer segment.

A summary of the restructuring and related charges incurred through December 31, 2013 and expected to be incurred for the September 2012 Program, are as follows:



	Restructuring Charges and Other, Net
	Employee Severance and Other Personnel Benefits		Other			Total Restructuring Charges and Other, Net		Returns (a)		Inventory Write-offs (b)		Other Charges (c)		Total Restructuring and Related Charges
Charges incurred through December 31, 2012^(d)	$	18.4	$	2.3		$	20.7	$	1.6	$	1.2	$	0.6	$	24.1
Charges (benefits) incurred for the year ended December 31, 2013 ^(e)	2.9		(0.2		)	2.7		—		0.2		0.2		3.1
Cumulative charges incurred through December 31, 2013	$	21.3	$	2.1		$	23.4	$	1.6	$	1.4	$	0.8	$	27.2
Total expected net charges	$	21.3	$	2.1		$	23.4	$	1.6	$	1.4	$	0.8	$	27.2


^(a)	Returns are recorded as a reduction to net sales in the Company’s Consolidated Statements of Operations and Comprehensive Income.


^(b)	Inventory write-offs are recorded within cost of sales in the Company’s Consolidated Statements of Operations and Comprehensive Income.


^(c)	Other charges are recorded within SG&A expenses within the Company’s Consolidated Statements of Operations and Comprehensive Income.


^(d)	Included within the $18.4 million of employee severance and other personnel benefits is a net pension curtailment gain of $1.5 million recognized in the year ended December 31, 2012.


^(e)	Included within the $(0.2) million of other is a $2.5 million gain on the July 2013 sale of the Company's manufacturing facility in France, which was recognized in the third quarter of 2013.

The Company expects net cash payments to total approximately $25 million related to the September 2012 Program, of which $3.8 million was paid in 2012, $17.3 million was paid in 2013 and the remainder is expected to be paid in 2014. The total expected net cash payments of approximately $25 million include cash proceeds of $2.7 million received in the third quarter of 2013 related to the sale of the Company's manufacturing facility in France.



									Utilized, Net
	Balance Beginning of Year		(Income) Expense, Net ^(a)			Foreign Currency Translation			Cash			Noncash			Balance End of Year
2013
December 2013 Program:
Employee severance and other personnel benefits	$	—	$	9.1		$	—		$	(0.1	)	$	—		$	9.0
Other	—		0.5			—			—			—			0.5
September 2012 Program:
Employee severance and other personnel benefits	18.0		2.9			(0.1		)	(18.1		)	—			2.7
Other	0.9		2.3			—			(1.7		)	—			1.5
Lease exit	0.3		—			—			(0.3		)	—			—
Total restructuring reserve	$	19.2	14.8			$	(0.1	)	$	(20.2	)	$	—		$	13.7
Gain on sale of France facility			(2.5		)
Portion of restructuring charges recorded within loss from discontinued operations ^(b)			(8.8		)
Total restructuring charges and other, net from continuing operations			$	3.5

2012
September 2012 Program:
Employee severance and other personnel benefits	$	—	$	18.4		$	0.4		$	(2.3	)	$	1.5		$	18.0
Other	—		2.3			—			(0.6		)	(0.8		)	0.9
Lease exit	1.0		—			—			(0.7		)	—			0.3
Total restructuring reserve	$	1.0	20.7			$	0.4		$	(3.6	)	$	0.7		$	19.2
Portion of restructuring charges recorded within loss from discontinued operations ^(b)			(0.2		)
Total restructuring charges and other, net from continuing operations			$	20.5

^(a)During the year ended December 31, 2013, the Company recorded additional charges for the September 2012 Program primarily due to changes in estimates related to severance and other termination benefits, partially offset by a $2.5 million gain on the July 2013 sale of the Company's manufacturing facility in France.

^(b) Refer to Note 4, "Discontinued Operations" for additional information regarding the Company's exit of its business operations in China.

As of December 31, 2013 and December 31, 2012, the restructuring reserve balance was included within accrued expenses and other in the Company's Consolidated Balance Sheets.

Discontinued Operations and Disposal Groups [Abstract]

The entire disclosure for restructuring and related activities. Description of restructuring activities such as exit and disposal activities, include facts and circumstances leading to the plan, the expected plan completion date, the major types of costs associated with the plan activities, total expected costs, the accrual balance at the end of the period, and the periods over which the remaining accrual will be settled.

+ References+ Details

DISCONTINUED OPERATIONS DISCONTINUED OPERATIONS

12 Months Ended

Dec. 31, 2013

DISCONTINUED OPERATIONS

On December 30, 2013, the Company announced that it was implementing restructuring actions that include exiting its operations in China (refer to Note 3, "Restructuring Charges"). The Company expects to complete the exit of its operations in China by the end of 2014.

The results of the China operations have been included within loss from discontinued operations, net of taxes and are included within the Consumer segment. The summary comparative financial results of discontinued operations are as follows:



	For the Year Ended December 31,
	2013			2012			2011
Net sales	$	13.8		$	29.7		$	33.9
Loss from discontinued operations, before taxes ^(a)	(30.8		)	(10.5		)	(2.4		)
Benefit from income taxes	(0.4		)	(0.4		)	(0.6		)
Loss from discontinued operations, net of taxes	(30.4		)	(10.1		)	(1.8		)

^(a) Included in loss from discontinued operations, before taxes for the year ended December 31, 2013 is $20.0 million of restructuring and related charges related to the Company's exit of its business operations in China as part of the December 2013 Program. Refer to Note 3, "Restructuring Charges," for disclosures related to the December 2013 Program.

Assets and liabilities of discontinued operations included in the Consolidated Balance Sheets consist of the following:



	December 31,
	2013		2012
Cash and cash equivalents	$	0.9	$	4.5
Trade receivables, net	1.9		4.6
Inventories	—		1.9
Other current assets	—		0.5
Total current assets	2.8		11.5
Other assets	—		0.1
Total assets	$	2.8	$	11.6

Accounts payable	$	4.7	$	5.5
Accrued expenses and other	27.6		11.7
Total current liabilities	32.3		17.2
Other long-term liabilities	2.8		2.8
Total liabilities	$	35.1	$	20.0

The entire disclosure for the facts and circumstances leading to the completed or expected disposal, manner and timing of disposal, the gain (loss) recognized in the income statement and the income statement caption that includes that gain (loss), amounts of revenues and pretax profit or loss reported in discontinued operations, the segment in which the disposal group was reported, and the classification (whether sold or classified as held for sale) and carrying value of the assets and liabilities comprising the disposal group. Includes all disposal groups, including those classified as components of the entity (discontinued operations).

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+ Details

INVENTORIES

12 Months Ended

Dec. 31, 2013

Inventory Disclosure [Abstract]

INVENTORIES



	December 31,
	2013		2012
Raw materials and supplies	$	50.8	$	36.6
Work-in-process	12.8		8.8
Finished goods	111.4		69.3
	$	175.0	$	114.7

Property, Plant and Equipment [Abstract]

The entire disclosure for inventory. This may include, but is not limited to, the basis of stating inventory, the method of determining inventory cost, the major classes of inventory, and the nature of the cost elements included in inventory. If inventory is stated above cost, accrued net losses on firm purchase commitments for inventory and losses resulting from valuing inventory at the lower-of-cost-or-market may also be included. For LIFO inventory, may disclose the amount and basis for determining the excess of replacement or current cost over stated LIFO value and the effects of a LIFO quantities liquidation that impacts net income.

+ References+ Details

PROPERTY, PLANT AND EQUIPMENT, NET

12 Months Ended

Dec. 31, 2013

PROPERTY, PLANT AND EQUIPMENT



	December 31,
	2013			2012
Land and improvements	$	12.9		$	1.9
Building and improvements	86.6			62.3
Machinery, equipment and capital leases	193.5			142.7
Office furniture, fixtures and capitalized software	107.0			87.3
Leasehold improvements	16.5			12.5
Construction-in-progress	22.5			18.8
Property, plant and equipment, gross	439.0			325.5
Accumulated depreciation	(243.1		)	(226.0		)
Property, plant and equipment, net	$	195.9		$	99.5

Depreciation expense for the years ended December 31, 2013, 2012 and 2011 was $25.2 million, $22.7 million and $21.3 million, respectively.

Goodwill and Intangible Assets Disclosure [Abstract]

The entire disclosure for long-lived, physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, accounting policies and methodology, roll forwards, depreciation, depletion and amortization expense, including composite depreciation, accumulated depreciation, depletion and amortization expense, useful lives and method used, income statement disclosures, assets held for sale and public utility disclosures.

+ References+ Details

GOODWILL AND INTANGIBLE ASSETS, NET

12 Months Ended

Dec. 31, 2013

GOODWILL AND INTANGIBLE ASSETS, NET

Goodwill

The following table presents the changes in goodwill by segment during the years ended December 31, 2013 and 2012:



	Consumer		Professional		Total
Balance at January 1, 2012	$	194.7	$	—	$	194.7
Goodwill acquired	23.1		—		23.1
Balance at December 31, 2012	217.8		—		217.8
Goodwill acquired	—		255.7		255.7
Foreign currency translation adjustment	0.1		1.1		1.2
Balance at December 31, 2013	$	217.9	$	256.8	$	474.7

The goodwill acquired during the year ended December 31, 2013 relates to the Colomer Acquisition and was assigned to the Professional segment. The goodwill acquired during the year ended December 31, 2012 relates to the Pure Ice Acquisition and was assigned to the Consumer segment. See Note 2, "Business Combinations" for further discussion of the Colomer Acquisition.

Intangible Assets, Net

The following tables present details of the Company's total intangible assets:



	December 31, 2013
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Weighted Average Useful Life (in Years)
Finite-lived intangible assets:
Trademarks	$	137.9	$	(10.9	)	$	127.0	14
Customer relationships	106.1		(6.7		)	99.4		16
Patents and Internally-Developed IP	15.8		(1.3		)	14.5		10
Licenses	4.2		(0.1		)	4.1		10
Total finite-lived intangible assets	$	264.0	$	(19.0	)	$	245.0

Indefinite-lived intangible assets:
Trade Names	$	109.7	$	—		$	109.7
Total indefinite-lived intangible assets	$	109.7	$	—		$	109.7

Total intangible assets	$	373.7	$	(19.0	)	$	354.7

	December 31, 2012
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Weighted Average Useful Life (in Years)
Finite-lived intangible assets:
Customer relationships	$	48.8	$	(2.9	)	$	45.9	18
Trademarks	38.1		(16.3		)	21.8		10
Patents	11.6		(10.5		)	1.1		10
Total finite-lived intangible assets	$	98.5	$	(29.7	)	$	68.8

Amortization expense for finite-lived intangible assets was $10.4 million, $4.6 million and $2.8 million for 2013, 2012 and 2011, respectively.

The following table reflects the estimated future amortization expense, a portion of which is subject to exchange rate fluctuations, for the Company's finite-lived intangible assets as of December 31, 2013:



	Estimated Amortization Expense
2014	$	21.5
2015	21.3
2016	21.2
2017	21.0
2018	19.9
Thereafter	140.1
Total	$	245.0

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

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SHORT-TERM BORROWINGS	12 Months Ended
SHORT-TERM BORROWINGS	Dec. 31, 2013
Short-term Debt [Abstract]
SHORT-TERM BORROWINGS	SHORT-TERM BORROWINGS Products Corporation had outstanding short-term borrowings (excluding borrowings under the Amended Credit Agreements or 2011 Credit Agreements (as hereinafter defined), which are reflected in Note 11, "Long-Term Debt and Redeemable Preferred Stock"), aggregating $7.9 million and $5.0 million at December 31, 2013 and 2012, respectively. The weighted average interest rate on these short-term borrowings outstanding at December 31, 2013 and 2012 was 5.5% and 6.0%, respectively.

LONG-TERM DEBT AND REDEEMABLE PREFERRED STOCK

The entire disclosure for short-term debt.

+ References+ Details

LONG-TERM DEBT AND REDEEMABLE PREFERRED STOCK

12 Months Ended

Dec. 31, 2013

Debt Disclosure [Abstract]



	December 31,
	2013			2012
Amended Term Loan Facility: Acquisition Term Loan due 2019, net of discounts (see (a) below)	$	698.3		$	—
Amended Term Loan Facility: 2011 Term Loan due 2017, net of discounts (see (a) and (b) below)	670.1			780.9
Amended Revolving Credit Facility (see (a) and (b) below)	—			—
5¾% Senior Notes due 2021 (see (c) below)	500.0			—
9¾% Senior Secured Notes due 2015, net of discounts (see (d) below)	—			328.0
Amended and Restated Senior Subordinated Term Loan due 2014 (see (e) below)	58.4			58.4
Spanish Government Loan due 2025 (see (f) below)	0.9			—
	1,927.7			1,167.3
Less current portion	(65.4		)	(21.5		)
	1,862.3			1,145.8
Redeemable Preferred Stock (see (g) below)	—			48.4
	$	1,862.3		$	1,194.2

The Company completed several debt transactions during 2013 and 2012.

2013 Debt Transactions

Term Loan and Revolving Credit Facility Amendments

(i) February 2013 Term Loan Amendments

In February 2013, Products Corporation consummated an amendment (the "February 2013 Term Loan Amendments"), to its third amended and restated term loan agreement dated as of May 19, 2011 (as amended, the "2011 Term Loan Agreement" or the “2011 Term Loan Facility”) for its 6.5-year term loan due November 19, 2017 (the "2011 Term Loan") among Products Corporation, as borrower, a syndicate of lenders and Citicorp, USA, Inc. (“CUSA”), as administrative agent and collateral agent.

Pursuant to the February 2013 Term Loan Amendments, Products Corporation reduced the total aggregate principal amount outstanding under the 2011 Term Loan from $788.0 million to $675.0 million, using a portion of the proceeds from Products Corporation’s issuance of its 5¾% Senior Notes (see “2013 Senior Notes Refinancing” below), together with cash on hand. The February 2013 Term Loan Amendments also reduced the interest rates on the 2011 Term Loan such that Eurodollar Loans bear interest at the Eurodollar Rate plus 3.00% per annum, with the Eurodollar Rate not to be less than 1.00% (compared to 3.50% and 1.25%, respectively, prior to the February 2013 Term Loan Amendments), while Alternate Base Rate Loans bear interest at the Alternate Base Rate plus 2.00%, with the Alternate Base Rate not to be less than 2.00% (compared to 2.50% and 2.25%, respectively, prior to the February 2013 Term Loan Amendments) (and as each such term is defined in the 2011 Term Loan Agreement). See Note 24, "Subsequent Events - February 2014 Term Loan Amendment," for a discussion of the February 2014 Term Loan Amendment.

Pursuant to the February 2013 Term Loan Amendments, Products Corporation, under certain circumstances, also has the right to request the 2011 Term Loan be increased by up to the greater of (i) $300 million and (ii) an amount such that Products Corporation’s First Lien Secured Leverage Ratio (as defined in the 2011 Term Loan Agreement) does not exceed 3.50:1.00 (compared to $300 million prior to the February 2013 Term Loan Amendments), provided that the lenders are not committed to provide any such increase. Any such increase would be in addition to the Acquisition Term Loan.

For the year ended December 31, 2013, the Company incurred approximately $1.2 million of fees and expenses in connection with the February 2013 Term Loan Amendments, of which $0.2 million were capitalized and are being amortized over the remaining term of the 2011 Term Loan using the effective interest method. The Company expensed the remaining $1.0 million of fees and expenses and wrote-off $1.5 million of unamortized debt discount and deferred financing costs. These amounts, totaling $2.5 million, were recognized within loss on early extinguishment of debt in the Company’s Consolidated Statements of Operations and Comprehensive Income for the year ended December 31, 2013.

For further discussion of the 2011 Term Loan refer to “Amended Credit Agreements” below.

(ii) August 2013 Term Loan Amendments

In August 2013, in connection with the Colomer Acquisition, Products Corporation consummated further amendments (the "August 2013 Term Loan Amendments") to its 2011 Term Loan Agreement (as amended by the August 2013 Term Loan Amendments and the Incremental Amendment (as hereinafter defined), the "Amended Term Loan Agreement" or the "Amended Term Loan Facility"), which permitted, among other things: (i) Products Corporation's consummation of the Colomer Acquisition; and (ii) Products Corporation's incurring up to $700 million of term loans to use as a source of funds to consummate the Colomer Acquisition and pay related fees and expenses.

For the year ended December 31, 2013, the Company incurred approximately $3.6 million of fees and expenses in connection with the August 2013 Term Loan Amendments. The Company capitalized $1.8 million of fees and expenses, which are being amortized over the remaining term of the 2011 Term Loan using the effective interest method. The remaining $1.8 million of fees and expenses were expensed as incurred.

For further discussion of the Amended Term Loan Agreement refer to “Amended Credit Agreements” below.

(iii) Incremental Amendment

In August 2013, in connection with the Colomer Acquisition, Products Corporation entered into an incremental amendment (the "Incremental Amendment") resulting in the Amended Term Loan Agreement with Citibank, N.A., JPMorgan Chase Bank, N.A., Bank of America, N.A, Credit Suisse AG, Cayman Islands Branch, Wells Fargo Bank, N.A. and Deutsche Bank AG New York Branch (collectively, the "Initial Acquisition Lenders") and CUSA, as administrative agent and collateral agent, pursuant to which the Initial Acquisition Lenders committed to provide up to $700 million of term loan under the Amended Term Loan Agreement (the "Acquisition Term Loan"). The Acquisition Term Loan was issued on October 8, 2013 and the net proceeds of $698.3 million was used as a source of funds to consummate the Colomer Acquisition and pay related fees and expenses.

For the year ended December 31, 2013, the Company incurred approximately $16.0 million of fees and expenses in connection with the Acquisition Term Loan. Such fees were capitalized and are being amortized over the term of the Acquisition Term Loan using the effective interest method beginning on the Closing Date.

For further discussion of the Acquisition Term Loan refer to “Amended Credit Agreements” below.

(iv) Amended Revolving Credit Facility

In August 2013, in connection with the Colomer Acquisition, Products Corporation consummated an amendment (the "August 2013 Revolver Amendment") to its third amended and restated revolving credit agreement dated June 16, 2011 (the "2011 Revolving Credit Agreement") which amended its $140.0 million asset-backed, multi-currency revolving credit facility (the "2011 Revolving Credit Facility") to permit, among other things: (a) Products Corporation's consummation of the Colomer Acquisition; and (b) Products Corporation's incurring up to $700 million of the Acquisition Term Loan that Products Corporation used as a source of funds to consummate the Colomer Acquisition. Additionally, the August 2013 Revolver Amendment (1) reduced Products Corporation's interest rate spread over the LIBOR rate applicable to Eurodollar Loans under the facility from a range, based on availability, of 2.00% to 2.50%, to a range of 1.50% to 2.00%; (2) reduced the commitment fee on unused availability under the facility from 0.375% to 0.25%; and (3) extended the maturity of the facility, which was previously scheduled to mature in June 2016, to the earlier of (i) August 2018 or (ii) the date that is 90 days prior to the earliest maturity date of any term loans then outstanding under Products Corporation's bank term loan agreements, but not earlier than June 2016.

Additionally, in December 2013, Products Corporation entered into an incremental amendment (the "December 2013 Revolver Amendment" and together with the August 2013 Revolver Amendment, the "2013 Revolver Amendments") to its third amended and restated revolving credit agreement, dated as of June 16, 2011 (as amended by the 2013 Revolver Amendments, the "Amended Revolving Credit Agreement" and "Amended Revolving Credit Facility"). Under the terms of the December 2013 Revolver Amendment, the lenders' commitment to provide borrowings to Products Corporation and its subsidiary borrowers under the Amended Revolving Credit Facility was increased from $140.0 million to $175.0 million.

For the year ended December 31, 2013, the Company incurred approximately $0.5 million of fees and expenses in connection with the 2013 Revolver Amendments, which were capitalized and are being amortized over the term of the Amended Revolving Credit Facility using the effective interest method.

For further discussion of the Amended Revolving Credit Facility refer to “Amended Credit Agreements” below.

2013 Senior Notes Refinancing

In February 2013, Products Corporation issued $500.0 million aggregate principal amount of 5¾% Senior Notes due February 15, 2021 (the “5¾% Senior Notes”) to investors at par. Products Corporation used $491.2 million of the net proceeds (net of underwriters' fees) from the issuance of the 5¾% Senior Notes to repay and redeem all of the $330 million outstanding aggregate principal amount of its 9¾% Senior Secured Notes due November 2015 (the “9¾% Senior Secured Notes"), as well as to pay an aggregate of $28.0 million for the applicable redemption and tender offer premiums, accrued interest and related fees and expenses. Products Corporation used a portion of the remaining proceeds, together with existing cash, to pay approximately $113.0 million of principal on its 2011 Term Loan in conjunction with the February 2013 Term Loan Amendments. Products Corporation used the remaining balance available from the issuance of the 5¾% Senior Notes for general corporate purposes, including, without limitation, debt reduction transactions, such as repaying to Revlon, Inc. at maturity on October 8, 2013 the Contributed Loan (as hereinafter defined), which Revlon, Inc. used to pay the liquidation preference of Revlon, Inc.'s Series A Preferred Stock, par value $0.01 per share (the "Preferred Stock"), in connection with its mandatory redemption of such stock on such date. Refer to “5¾% Senior Notes” below for further discussion.

Mandatory Redemption of Series A Preferred Stock

Revlon, Inc. completed the mandatory redemption of the Preferred Stock for $48.6 million in accordance with its certificate of designation effective on October 8, 2013. Refer to “Redeemable Preferred Stock” below for further discussion.

2012 Debt Transaction

Products Corporation was party to the Senior Subordinated Term Loan Agreement, consisting of (i) the $58.4 million Non-Contributed Loan (as hereinafter defined) which matures on October 8, 2014, and (ii) the $48.6 million Contributed Loan (as hereinafter defined) which matured and was repaid in full on October 8, 2013. On April 30, 2012, MacAndrews & Forbes exercised its right to assign its interest in the Non-Contributed Loan to various third parties. In connection with such assignment, Products Corporation entered into an Amended and Restated Senior Subordinated Term Loan Agreement with MacAndrews & Forbes (the “Amended and Restated Senior Subordinated Term Loan Agreement”) to: (1) modify the interest rate on the Non-Contributed Loan from its prior 12% fixed rate to a floating rate of LIBOR plus 7%, with a 1.5% LIBOR floor, resulting in an interest rate of approximately 8.5% per annum (or a 3.5% reduction per annum) upon the effectiveness of the Amended and Restated Senior Subordinated Term Loan Agreement; (2) insert certain prepayment premiums; and (3) designate Citibank, N.A. as the administrative agent for the Non-Contributed Loan. Refer to “Amended and Restated Senior Subordinated Term Loan Agreement” below for further discussion.

Long-Term Debt Agreements

(a) Amended Credit Agreements

The following is a summary description of the Amended Term Loan Facility, which includes the 2011 Term Loan and the Acquisition Term Loan, and the Amended Revolving Credit Facility. Unless otherwise indicated, capitalized terms have the meanings given to them in the Amended Term Loan Agreement and/or the Amended Revolving Credit Agreement (the "Amended Credit Agreements"), as applicable. Investors should refer to the Amended Revolving Credit Agreement and/or the Amended Term Loan Agreement for complete terms and conditions, as these summary descriptions are subject to a number of qualifications and exceptions.

Amended Revolving Credit Facility

Availability under the Amended Revolving Credit Facility varies based on a borrowing base that is determined by the value of eligible trade receivables and eligible inventory in the U.S. and the U.K. and eligible real property and equipment in the U.S. from time to time.

In January 2014, the Colomer's U.S.-domiciled subsidiaries (the “Colomer U.S. Subsidiaries”) became additional guarantors under Products Corporation’s Amended Term Loan Facility and Amended Revolving Credit Facility and the indenture for the 5¾% Senior Notes. In connection with becoming guarantors, substantially all of the assets of the Colomer U.S. Subsidiaries were pledged as collateral under Products Corporation’s Amended Term Loan Facility and Amended Revolving Credit Facility, thereby increasing the value of the assets supporting the borrowing base under the Amended Revolving Credit Facility.

If the value of the eligible assets is not sufficient to support the $175.0 million borrowing base under the Amended Revolving Credit Facility, Products Corporation will not have full access to the Amended Revolving Credit Facility. Products Corporation’s ability to borrow under the Amended Revolving Credit Facility is also conditioned upon the satisfaction of certain conditions precedent and Products Corporation’s compliance with other covenants in the Amended Revolving Credit Agreement.

In each case subject to borrowing base availability, the Amended Revolving Credit Facility is available to:

(i) Products Corporation in revolving credit loans denominated in U.S. Dollars;

(ii) Products Corporation in swing line loans denominated in U.S. Dollars up to $30.0 million;

(iii) Products Corporation in standby and commercial letters of credit denominated in U.S. Dollars and other currencies up to $60.0 million; and

(iv) Products Corporation and certain of its international subsidiaries designated from time to time in revolving credit loans and bankers’ acceptances denominated in U.S. Dollars and other currencies.

As a result of the August 2013 Revolver Amendment, under the Amended Revolving Credit Facility, borrowings (other than loans in foreign currencies) bear interest, if made as Eurodollar Loans, at the Eurodollar Rate plus the applicable margin set forth in the grid below and, if made as Alternate Base Rate Loans, at the Alternate Base Rate plus the applicable margin set forth in the grid below.



Excess Availability	Alternate Base Rate Loans	Eurodollar Loans, Eurocurrency Loan or Local Rate Loans
Greater than or equal to $92,000,000	0.50%	1.50%
Less than $92,000,000 but greater than or equal to $46,000,000	0.75%	1.75%
Less than $46,000,000	1.00%	2.00%

Local Loans (as defined in the Amended Revolving Credit Agreement) bear interest, if mutually acceptable to Products Corporation and the relevant foreign lenders, at the Local Rate, and otherwise (i) if in foreign currencies or in U.S. Dollars at the Eurodollar Rate or the Eurocurrency Rate plus the applicable margin set forth in the grid above or (ii) if in U.S. Dollars at the Alternate Base Rate plus the applicable margin set forth in the grid above.

Prior to the termination date of the Amended Revolving Credit Facility, revolving loans are required to be prepaid (without any permanent reduction in commitment) with:

(i) the net cash proceeds from sales of Revolving Credit First Lien Collateral by Products Corporation or any of Products Corporation’s subsidiary guarantors (other than dispositions in the ordinary course of business and certain other exceptions); and

(ii) the net proceeds from the issuance by Products Corporation or any of its subsidiaries of certain additional debt, to the extent there remains any such proceeds after satisfying Products Corporation’s repayment obligations under the Amended Term Loan Facility.

As a result of the August 2013 Revolver Amendment, Products Corporation pays to the lenders under the Amended Revolving Credit Facility a commitment fee of 0.25% of the average daily unused portion of the Amended Revolving Credit Facility, which fee is payable quarterly in arrears. Under the Amended Revolving Credit Facility, Products Corporation also pays:

(i) to foreign lenders a fronting fee of 0.25% per annum on the aggregate principal amount of specified Local Loans (which fee is retained by foreign lenders out of the portion of the Applicable Margin payable to such foreign lender);

(ii) to foreign lenders an administrative fee of 0.25% per annum on the aggregate principal amount of specified Local Loans;

(iii) to the multi-currency lenders a letter of credit commission equal to the product of (a) the Applicable Margin for revolving credit loans that are Eurodollar Rate loans (adjusted for the term that the letter of credit is outstanding) and (b) the aggregate undrawn face amount of letters of credit; and

(iv) to the issuing lender, a letter of credit fronting fee of 0.25% per annum of the aggregate undrawn face amount of letters of credit, which fee is a portion of the Applicable Margin.

As a result of the August 2013 Revolver Amendment, under certain circumstances, Products Corporation has the right to request that the Amended Revolving Credit Facility be increased by up to $100.0 million (compared to $60.0 million under the 2011 Revolving Credit Facility), provided that the lenders are not committed to provide any such increase.

Under certain circumstances, if and when the difference between (i) the borrowing base under the Amended Revolving Credit Facility and (ii) the amounts outstanding under the Amended Revolving Credit Facility is less than $20.0 million for a period of two consecutive days or more, and until such difference is equal to or greater than $20.0 million for a period of 30 consecutive business days, the Amended Revolving Credit Facility requires Products Corporation to maintain a consolidated fixed charge coverage ratio (the ratio of EBITDA minus Capital Expenditures to Cash Interest Expense for such period) of a minimum of 1.0 to 1.0.

As a result of the August 2013 Revolver Amendment, the Amended Revolving Credit Facility matures on the earlier of August 14, 2018 and the date that is 90 days prior to the earliest maturity date of any Term loans then outstanding under the Amended Term Loan Facility, but not earlier than June 16, 2016.

Amended Term Loan Facility

Under the Amended Term Loan Facility, as of December 31, 2013, Eurodollar Loans bear interest at the Eurodollar Rate plus 3.00% per annum (with the Eurodollar Rate not to be less than 1.00%) and Alternate Base Rate Loans bear interest at the Alternate Base Rate plus 2.00% (with the Alternate Base Rate not to be less than 2.00%). See Note 24, "Subsequent Events - February 2014 Term Loan Amendment," for a discussion of the February 2014 Term Loan Amendment.

The term loans under the Amended Term Loan Facility are required to be prepaid with:

(i) the net cash proceeds in excess of $10 million for each 12-month period ending on March 31 received during such period from sales of Term Loan First Lien Collateral by Products Corporation or any of its subsidiary guarantors with carryover of unused annual basket amounts up to a maximum of $25 million and with respect to certain specified dispositions up to an additional $25 million in the aggregate (subject to a reinvestment right for 365 days, or 545 days if the Company has within such 365-day period entered into a legally binding commitment to invest such funds);

(ii) the net proceeds from the issuance by Products Corporation or any of its subsidiaries of certain additional debt; and

(iii) 50% of Products Corporation’s “excess cash flow” (as defined under the Amended Term Loan Agreement), commencing with excess cash flow for the 2013 fiscal year payable in the first 100 days of 2014.

The Amended Term Loan Facility contains a financial covenant limiting Products Corporation’s first lien senior secured leverage ratio (the ratio of Products Corporation’s senior secured debt that has a lien on the collateral which secures the Amended Term Loan Facility that is not junior or subordinated to the liens securing the Amended Term Loan Facility (excluding debt outstanding under the Amended Revolving Credit Facility)) to EBITDA, as each such term is defined in the Amended Term Loan Facility, to no more than 4.25 to 1.0 (pursuant to the August 2013 Term Loan Amendments) for each period of four consecutive fiscal quarters ending during the period from June 30, 2011 to the maturity date of the Amended Term Loan Facility.

Products Corporation, under certain circumstances, also has the right to request the Amended Term Loan Facility to be increased by up to the greater of (i) $300 million and (ii) an amount such that Products Corporation’s First Lien Secured Leverage Ratio (as defined in the Amended Term Loan Agreement) does not exceed 3.50:1.00 (compared to $300 million prior to the February 2013 Term Loan Amendments), provided that the lenders are not committed to provide any such increase. Such increase is in addition to the Acquisition Term Loan.

The $675.0 million 2011 Term Loan outstanding under the Amended Term Loan Facility matures on November 19, 2017. The $700.0 million Acquisition Term Loan under the Amended Term Loan Facility has the same terms as the 2011 Term Loans, except that: (i) it matures on the sixth anniversary of the closing of the Acquisition Term Loan (or October 8, 2019); (ii) it is subject to a 1% premium in connection with any repayment or amendment that results in a repricing of the Acquisition Term Loan occurring prior to the date that is six months after the closing of the Acquisition Term Loan (or April 8, 2014); and (iii) it amortizes on March 31, June 30, September 30 and December 31 of each year, beginning with the last day of the first full fiscal quarter after the closing of the Acquisition Term Loan (or commencing March 31, 2014), in an amount equal to 0.25% of the aggregate principal amount of such Acquisition Term Loan. See Note 24, "Subsequent Events - February 2014 Term Loan Amendment," for a discussion of the February 2014 Term Loan Amendment.

Provisions Applicable to the Amended Term Loan Facility and the Amended Revolving Credit Facility

The Amended Term Loan Agreement and the Amended Revolving Credit Agreement (together, the "Amended Credit Agreements") are supported by, among other things, guarantees from Revlon, Inc. and, subject to certain limited exceptions, Products Corporation’s domestic subsidiaries. Products Corporation’s obligations under the Amended Term Loan Agreement and the Amended Revolving Credit Agreement and the obligations under such guarantees are secured by, subject to certain limited exceptions, substantially all of Products Corporation’s assets and the assets of the guarantors, including:

(i) a mortgage on owned real property, including Products Corporation’s facility in Oxford, North Carolina;

(ii) Products Corporation’s capital stock and the capital stock of the subsidiary guarantors and 66% of the voting capital stock and 100% of the non-voting capital stock of Products Corporation’s and the subsidiary guarantors’ first-tier, non-U.S. subsidiaries;

(iii) Products Corporation’s and the subsidiary guarantors’ intellectual property and other intangible property; and

(iv) Products Corporation’s and the subsidiary guarantors’ inventory, trade receivables, equipment, investment property and deposit accounts.

The liens on, among other things, inventory, trade receivables, deposit accounts, investment property (other than Products Corporation’s capital stock and the capital stock of Products Corporation’s subsidiaries), real property, equipment, fixtures and certain intangible property secure the Amended Revolving Credit Facility on a first priority basis and the Amended Term Loan Facility on a second priority basis. The liens on Products Corporation’s capital stock and the capital stock of Products Corporation’s subsidiaries and intellectual property and certain other intangible property secure the Amended Term Loan Facility on a first priority basis and the Amended Revolving Credit Facility on a second priority basis. Such arrangements are set forth in the Third Amended and Restated Intercreditor and Collateral Agency Agreement, dated as of March 11, 2010, by and among Products Corporation and CUSA, as administrative agent and as collateral agent for the benefit of the secured parties for the Amended Term Loan Facility and Amended Revolving Credit Facility (the “2010 Intercreditor Agreement”). The 2010 Intercreditor Agreement also provides that the liens referred to above may be shared from time to time, subject to certain limitations, with specified types of other obligations incurred or guaranteed by Products Corporation, such as foreign exchange and interest rate hedging obligations and foreign working capital lines.

The Amended Credit Agreements contain various restrictive covenants prohibiting Products Corporation and its subsidiaries from:

(i) incurring additional indebtedness or guarantees, with certain exceptions;

(ii) making dividend and other payments or loans to Revlon, Inc. or other affiliates, with certain exceptions, including among others:

(a) exceptions permitting Products Corporation to pay dividends or make other payments to Revlon, Inc. to enable it to, among other things, pay expenses incidental to being a public holding company, including, among other things, professional fees such as legal, accounting and insurance fees, regulatory fees, such as SEC filing fees and NYSE listing fees, and other expenses related to being a public holding company;

(b) subject to certain circumstances, to finance the purchase by Revlon, Inc. of its Class A Common Stock in connection with the delivery of such Class A Common Stock to grantees under the Third Amended and Restated Revlon, Inc. Stock Plan and/or the payment of withholding taxes in connection with the vesting of restricted stock awards under such plan;

(c) subject to certain limitations, to pay dividends or make other payments to finance the purchase, redemption or other retirement for value by Revlon, Inc. of stock or other equity interests or equivalents in Revlon, Inc. held by any current or former director, employee or consultant in his or her capacity as such; and

(d) subject to certain limitations, to make other restricted payments to Products Corporation’s affiliates in an amount up to $10 million per year (plus $10 million for each calendar year commencing with 2011), other restricted payments in an aggregate amount not to exceed $35 million and certain other restricted payments, including without limitation those based upon certain financial tests;

(iii) creating liens or other encumbrances on Products Corporation’s or its subsidiaries’ assets or revenues, granting negative pledges or selling or transferring any of Products Corporation’s or its subsidiaries’ assets, all subject to certain limited exceptions;

(iv) with certain exceptions, engaging in merger or acquisition transactions;

(v) prepaying indebtedness and modifying the terms of certain indebtedness and specified material contractual obligations, subject to certain exceptions;

(vi) making investments, subject to certain exceptions; and

(vii) entering into transactions with Products Corporation’s affiliates involving aggregate payments or consideration in excess of $10 million other than upon terms that are not materially less favorable when taken as a whole to Products Corporation or its subsidiaries as terms that would be obtainable at the time for a comparable transaction or series of similar transactions in arm’s length dealings with an unrelated third person and where such payments or consideration exceed $20 million, unless such transaction has been approved by all of Products Corporation’s independent directors, subject to certain exceptions.

The events of default under the Amended Credit Agreements include customary events of default for such types of agreements, including, among others:

(i) nonpayment of any principal, interest or other fees when due, subject in the case of interest and fees to a grace period;

(ii) non-compliance with the covenants in the Amended Term Loan Agreement, the Amended Revolving Credit Agreement or the ancillary security documents, subject in certain instances to grace periods;

(iii) the institution of any bankruptcy, insolvency or similar proceedings by or against Products Corporation, any of its subsidiaries or Revlon, Inc., subject in certain instances to grace periods;

(iv) default by Revlon, Inc. or any of its subsidiaries (A) in the payment of certain indebtedness when due (whether at maturity or by acceleration) in excess of $50.0 million in aggregate principal amount or (B) in the observance or performance of any other agreement or condition relating to such debt, provided that the amount of debt involved is in excess of $50.0 million in aggregate principal amount, or the occurrence of any other event, the effect of which default referred to in this subclause (iv) is to cause or permit the holders of such debt to cause the acceleration of payment of such debt;

(v) in the case of the Amended Term Loan Facility, a cross default under the Amended Revolving Credit Facility, and in the case of the Amended Revolving Credit Facility, a cross default under the Amended Term Loan Facility;

(vi) the failure by Products Corporation, certain of Products Corporation’s subsidiaries or Revlon, Inc. to pay certain material judgments;

(vii) a change of control such that (A) Revlon, Inc. shall cease to be the beneficial and record owner of 100% of Products Corporation’s capital stock, (B) Ronald O. Perelman (or his estate, heirs, executors, administrator or other personal representative) and his or their controlled affiliates shall cease to “control” Products Corporation, and any other person or group of persons owns, directly or indirectly, more than 35% of Products Corporation’s total voting power, (C) any person or group of persons other than Ronald O. Perelman (or his estate, heirs, executors, administrator or other personal representative) and his or their controlled affiliates shall “control” Products Corporation or (D) during any period of two consecutive years, the directors serving on Products Corporation’s Board of Directors at the beginning of such period (or other directors nominated by at least a majority of such continuing directors) shall cease to be a majority of the directors;

(viii) Revlon, Inc. shall have any meaningful assets or indebtedness or shall conduct any meaningful business other than its ownership of Products Corporation and such activities as are customary for a publicly traded holding company which is not itself an operating company, in each case subject to limited exceptions; and

(ix) the failure of certain affiliates which hold Products Corporation’s or its subsidiaries’ indebtedness to be party to a valid and enforceable agreement prohibiting such affiliate from demanding or retaining payments in respect of such indebtedness, subject to certain exceptions, including as to Products Corporation’s Amended and Restated Senior Subordinated Term Loan.

If Products Corporation is in default under the senior secured leverage ratio under the Amended Term Loan Facility or the consolidated fixed charge coverage ratio under the Amended Revolving Credit Agreement, Products Corporation may cure such default by issuing certain equity securities to, or receiving capital contributions from, Revlon, Inc. and applying such cash which is deemed to increase EBITDA for the purpose of calculating the applicable ratio. Products Corporation may exercise this cure right two times in any four-quarter period.

Covenants

Products Corporation was in compliance with all applicable covenants under the Amended Credit Agreements as of December 31, 2013. At December 31, 2013, the aggregate principal amount outstanding under the Acquisition Term Loan and the 2011 Term Loan was $700.0 million and $675.0 million, respectively, and availability under the $175.0 million Amended Revolving Credit Facility, based upon the calculated borrowing base less $9.8 million of outstanding undrawn letters of credit and nil then drawn on the Amended Revolving Credit Facility, was $150.2 million.

(b) 2011 Credit Agreements

Products Corporation was in compliance with all applicable covenants under the 2011 Term Loan Agreement and the 2011 Revolving Credit Agreement as of December 31, 2012 and prior to the August 2013 Term Loan Amendments and 2013 Revolver Amendments. At December 31, 2012, the aggregate principal amount outstanding under the 2011 Term Loan was $788.0 million and availability under the $140.0 million 2011 Revolving Credit Facility, based upon the calculated borrowing base less $10.4 million of outstanding undrawn letters of credit and nil then drawn on the 2011 Revolving Credit Facility, was $129.6 million.

On February 8, 2013, Products Corporation completed its offering (the "2013 Senior Notes Refinancing"), pursuant to an exemption from registration under the Securities Act of 1933 (as amended, the "Securities Act"), of $500.0 million aggregate principal amount of the 5¾% Senior Notes. The 5¾% Senior Notes are unsecured and were issued to investors at par. The 5¾% Senior Notes mature on February 15, 2021. Interest on the 5¾% Senior Notes accrues at 5¾% per annum, paid every six months on February 15^th and August 15^th, with the first interest payment made on August 15, 2013. (See "Registration Rights" below).

The 5¾% Senior Notes were issued pursuant to an indenture (the “5¾% Senior Notes Indenture”), dated as of February 8, 2013 (the “Notes Closing Date”), by and among Products Corporation, Products Corporation’s domestic subsidiaries (the “Guarantors”), which also currently guarantee Products Corporation’s Amended Term Loan Facility and Amended Revolving Credit Facility, and U.S. Bank National Association, as trustee. The Guarantors issued guarantees (the “Guarantees”) of Products Corporation’s obligations under the 5¾% Senior Notes and the 5¾% Senior Notes Indenture on a joint and several, senior unsecured basis. In January 2014, the Colomer U.S. Subsidiaries became additional guarantors under Products Corporation’s Amended Term Loan Facility and Amended Revolving Credit Facility and the 5¾% Senior Notes Indenture.

In December 2013, Products Corporation consummated an offer to exchange the original 5¾% Senior Notes for $500 million of new 5¾% Senior Notes, which have substantially the same terms as the original 5¾% Senior Notes, except that they are registered under the Securities Act (such registered new notes being the “5¾% Senior Notes”). See "Registration Rights" below for further discussion.

Products Corporation used a portion of the $491.2 million of net proceeds from the issuance of the 5¾% Senior Notes (net of underwriters' fees) to repay and redeem all of the $330 million outstanding aggregate principal amount of its 9¾% Senior Secured Notes, as well as to pay $8.6 million of accrued interest. Products Corporation incurred an aggregate of $19.4 million of fees for the applicable redemption and tender offer premiums, related fees and expenses in connection with redemption and repayment of the 9¾% Senior Secured Notes and other fees and expenses in connection with the issuance of the 5¾% Senior Notes. Products Corporation used a portion of the remaining proceeds from the issuance of the 5¾% Senior Notes, together with existing cash, to pay approximately $113.0 million of principal on its 2011 Term Loan in conjunction with the February 2013 Term Loan Amendments. Products Corporation used the remaining balance available from the issuance of the 5¾% Senior Notes for general corporate purposes, including, without limitation, debt reduction transactions, such as repaying to Revlon, Inc. at maturity on October 8, 2013 the Contributed Loan, which Revlon, Inc. used to pay the liquidation preference of Revlon, Inc.'s Preferred Stock in connection with its mandatory redemption on such date.

In connection with these refinancing transactions, the Company capitalized $10.6 million of fees and expenses incurred related to the issuance of the 5¾% Senior Notes, which are being amortized over the term of such notes using the effective interest method. The Company also recognized a loss on the early extinguishment of debt of $25.4 million in 2013, comprised of $17.6 million of redemption and tender offer premiums, as well as fees and expenses which were expensed as incurred in connection with the redemption and repayment of the 9¾% Senior Secured Notes, and the write-off of $7.8 million of unamortized debt discount and deferred financing costs associated with the 9¾% Senior Secured Notes.

Ranking

The 5¾% Senior Notes are Products Corporation’s unsubordinated, unsecured obligations and rank senior in right of payment to any future subordinated obligations of Products Corporation and rank pari passu in right of payment with all existing and future senior debt of Products Corporation. Similarly, each Guarantee is the relevant Guarantor’s joint and several, unsubordinated and unsecured obligation and ranks senior in right of payment to any future subordinated obligations of such Guarantor and ranks pari passu in right of payment with all existing and future senior debt of such Guarantor. The Guarantees were issued on a joint and several basis.

The 5¾% Senior Notes and the Guarantees rank effectively junior to Products Corporation’s Amended Term Loan Facility and Amended Revolving Credit Facility, which are secured, as well as indebtedness and preferred stock of Products Corporation’s foreign and immaterial subsidiaries (the “Non-Guarantor Subsidiaries”), none of which guarantee the 5¾% Senior Notes.

Optional Redemption

On and after February 15, 2016, the 5¾% Senior Notes may be redeemed at Products Corporation's option, at any time as a whole, or from time to time in part, at the following redemption prices (expressed as percentages of principal amount), plus accrued interest to the date of redemption, if redeemed during the 12-month period beginning on February 15^th of the years indicated below:



Year	Percentage
2016	104.313	%
2017	102.875	%
2018	101.438	%
2019 and thereafter	100.000	%

Products Corporation may redeem the 5¾% Senior Notes at its option at any time or from time to time prior to February 15, 2016, as a whole or in part, at a redemption price per 5¾% Senior Note equal to the sum of (1) the then outstanding principal amount thereof, plus (2) accrued and unpaid interest (if any) to the date of redemption, plus (3) the applicable premium based on the applicable treasury rate plus 75 basis points.

Prior to February 15, 2016, Products Corporation may, from time to time, redeem up to 35% of the aggregate principal amount of the 5¾% Senior Notes and any additional notes with, and to the extent Products Corporation actually receives, the net proceeds of one or more equity offerings from time to time, at 105.75% of the principal amount thereof, plus accrued interest to the date of redemption.

Change of Control

Upon the occurrence of specified change of control events, Products Corporation is required to make an offer to purchase all of the 5¾% Senior Notes at a purchase price of 101% of the outstanding principal amount of the 5¾% Senior Notes as of the date of any such repurchase, plus accrued and unpaid interest to the date of repurchase.

Certain Covenants

The 5¾% Senior Notes Indenture limits Products Corporation’s and the Guarantors’ ability, and the ability of certain other subsidiaries, to:


•	incur or guarantee additional indebtedness (“Limitation on Debt”);


•	pay dividends, make repayments on indebtedness that is subordinated in right of payment to the 5¾% Senior Notes and make other “restricted payments” (“Limitation on Restricted Payments”);


•	make certain investments;


•	create liens on their assets to secure debt;


•	enter into transactions with affiliates;


•	merge, consolidate or amalgamate with another company (“Successor Company”);


•	transfer and sell assets (“Limitation on Asset Sales”); and


•	permit restrictions on the payment of dividends by Products Corporation’s subsidiaries (“Limitation on Dividends from Subsidiaries”).

These covenants are subject to important qualifications and exceptions. The 5¾% Senior Notes Indenture also contains customary affirmative covenants and events of default.

In addition, if during any period of time the 5¾% Senior Notes receive investment grade ratings from both Standard & Poor’s and Moody’s Investors Services, Inc. and no default or event of default has occurred and is continuing under the 5¾% Senior Notes Indenture, Products Corporation and its subsidiaries will not be subject to the covenants on Limitation on Debt, Limitation on Restricted Payments, Limitation on Asset Sales, Limitation on Dividends from Subsidiaries and certain provisions of the Successor Company covenant.

Registration Rights

On the Notes Closing Date, Products Corporation, the Guarantors and the representatives of the initial purchasers of the 5¾% Senior Notes entered into a Registration Rights Agreement, pursuant to which Products Corporation and the Guarantors agreed with the representatives of the initial purchasers, for the benefit of the holders of the 5¾% Senior Notes, that Products Corporation would, at its cost, among other things: (i) file a registration statement with respect to the 5¾% Senior Notes within 150 days after the Notes Closing Date to be used in connection with the exchange of the 5¾% Senior Notes and related guarantees for publicly registered notes and related guarantees with substantially identical terms in all material respects (except for the transfer restrictions relating to the 5¾% Senior Notes and interest rate increases as described below); (ii) use its reasonable best efforts to cause the applicable registration statement to become effective under the Securities Act within 210 days after the Notes Closing Date; and (iii) use its reasonable best efforts to effect an exchange offer of the 5¾% Senior Notes and the related guarantees for registered notes and related guarantees within 270 days after the Notes Closing Date. In addition, under certain circumstances, Products Corporation was required to file a shelf registration statement to cover resales of the 5¾% Senior Notes. If Products Corporation failed to satisfy such obligations, it was obligated to pay additional interest to each holder of the 5¾% Senior Notes that were subject to transfer restrictions, with respect to the first 90-day period immediately following any such failure, at a rate of 0.25% per annum on the principal amount of the 5¾% Senior Notes that were subject to transfer restrictions held by such holder. The amount of additional interest increased by an additional 0.25% per annum with respect to each subsequent 90-day period until all registration requirements were satisfied, up to a maximum amount of additional interest of 0.50% per annum on the principal amount of the 5¾% Senior Notes that were subject to transfer restrictions.

On December 24, 2013, Products Corporation, consummated an offer to exchange Product Corporation’s 5¾% Senior Notes for new notes, with substantially the same terms, but which were registered under the Securities Act. By having the Registration Statement declared effective by the SEC on November 22, 2013, Products Corporation cured the first registration default that occurred under the Registration Rights Agreement, because the Registration Statement had not been declared effective by September 6, 2013. By consummating the Exchange Offer on December 24, 2013, Products Corporation cured the second registration default under the Registration Rights Agreement, that occurred because Products Corporation had not consummated the Exchange Offer by November 5, 2013. The first registration default caused the interest on the 5¾% Senior Notes to increase from 5.75% per annum to 6.00% per annum from September 7, 2013 through December 5, 2013 and the second registration default caused the interest on the 5¾% Senior Notes to increase to 6.25% per annum from December 6, 2013 through December 23, 2013. With Products Corporation having consummated the Exchange Offer on December 24, 2013, interest on the 5¾% Senior Notes resumed accruing at the original rate of 5.75% per annum effective from such date. The Company recorded additional interest expense of $0.4 million during the year ended December 31, 2013 with respect to the registration defaults.

Covenants

Products Corporation was in compliance with all applicable covenants under its 5¾% Senior Notes Indenture as of December 31, 2013.

(d) 9¾% Senior Notes

See "2013 Senior Notes Refinancing" regarding the complete refinancing of the 9¾% Senior Secured Notes in 2013. Products Corporation was in compliance with all applicable covenants under its indenture governing the 9¾% Senior Secured Notes as of December 31, 2012.

(e) Amended and Restated Senior Subordinated Term Loan Agreement

In January 2008, Products Corporation entered into the Senior Subordinated Term Loan Agreement with MacAndrews & Forbes and on February 1, 2008 used the $170.0 million of proceeds from such loan to repay in full the $167.4 million remaining aggregate principal amount of Products Corporation’s 8 5/8% Senior Subordinated Notes, which matured on February 1, 2008, and to pay $2.55 million of related fees and expenses. In connection with such repayment, Products Corporation also used cash on hand to pay $7.2 million of accrued and unpaid interest due on the 8 5/8% Senior Subordinated Notes up to, but not including, the February 1, 2008 maturity date.

In September 2008, Products Corporation used $63.0 million of the net proceeds from the July 2008 sale of the Company’s Bozzano business in Brazil to partially repay $63.0 million of the outstanding aggregate principal amount of the Senior Subordinated Term Loan. Following such partial repayment, there remained outstanding $107.0 million in aggregate principal amount under such loan. Upon consummation of the 2009 Exchange Offer (as hereinafter defined), MacAndrews & Forbes contributed to Revlon, Inc. $48.6 million of the $107.0 million aggregate principal amount of the Senior Subordinated Term Loan made by MacAndrews & Forbes to Products Corporation (the “Contributed Loan”). As of the date of the 2009 Exchange Offer and prior to its October 8, 2013 maturity date when it was completely repaid (the proceeds of which Revlon, Inc. used to consummate the mandatory redemption of the Preferred Stock on such date), the Contributed Loan was due to Revlon, Inc. by Products Corporation. The $48.6 million Contributed Loan represented $5.21 of outstanding principal amount under the Senior Subordinated Term Loan for each of the 9,336,905 shares of Class A Common Stock exchanged in the 2009 Exchange Offer, in which Revlon, Inc. issued to MacAndrews & Forbes 9,336,905 shares of Class A Common Stock at a ratio of one share of Class A Common Stock for each $5.21 of outstanding principal amount of the Senior Subordinated Term Loan contributed to Revlon, Inc. The terms of the Senior Subordinated Term Loan Agreement were also amended to extend the maturity date of the Contributed Loan to October 8, 2013 and to change the annual interest rate on the Contributed Loan to 12.75%.

Upon consummation of the 2009 Exchange Offer, the terms of the Senior Subordinated Term Loan Agreement were also amended to extend the maturity date of the $58.4 million principal amount of the Senior Subordinated Term Loan (the “Non-Contributed Loan”) to October 8, 2014 and to change the annual interest rate on the Non-Contributed Loan to 12%.

On April 30, 2012, MacAndrews & Forbes exercised its right to assign its interest in the Non-Contributed Loan. In connection with such assignment, Products Corporation entered into an Amended and Restated Senior Subordinated Term Loan Agreement with MacAndrews & Forbes and a related Administrative Letter was entered into with Citibank, N.A. and MacAndrews & Forbes, to among other things:

modify the interest rate on the Non-Contributed Loan from its prior 12% fixed rate to a floating rate of LIBOR plus 7%, with a 1.5% LIBOR floor, resulting in an interest rate of approximately 8.5% per annum (or a 3.5% reduction per annum) upon the effectiveness of the Amended and Restated Senior Subordinated Term Loan Agreement. Interest under the Amended and Restated Senior Subordinated Term Loan Agreement is payable quarterly in arrears in cash;


ii.	insert prepayment premiums such that Products Corporation may optionally prepay the Non-Contributed Loan (a) from November 1, 2013 through April 30, 2014 with a 2% prepayment premium on the aggregate principal amount of the Non-Contributed Loan being prepaid, and (b) from May 1, 2014 through maturity on October 8, 2014 with no prepayment premium; and


iii.	designate Citibank, N.A. as the administrative agent for the Non-Contributed Loan.

Concurrent with the effectiveness of the Amended and Restated Senior Subordinated Term Loan Agreement, MacAndrews & Forbes assigned its entire interest in the Non-Contributed Loan to several third parties.

On October 8, 2013, Revlon, Inc. consummated the mandatory redemption of the Preferred Stock (in accordance with the Preferred Stock's certificate of designation) for $48.6 million using the proceeds from Products Corporation's repayment of the Contributed Loan to Revlon, Inc. on such date. Refer to “Redeemable Preferred Stock” below for further discussion.

The Amended and Restated Senior Subordinated Term Loan is an unsecured obligation of Products Corporation and is subordinated in right of payment to all existing and future senior debt of Products Corporation, currently including indebtedness under Products Corporation’s Amended Credit Agreements and its 5¾% Senior Notes. The Amended and Restated Senior Subordinated Term Loan has the right to payment equal in right of payment with any present and future senior subordinated indebtedness of Products Corporation.

The Amended and Restated Senior Subordinated Term Loan Agreement contains covenants (other than the subordination provisions discussed above) that limit the ability of Products Corporation and its subsidiaries to, among other things, incur additional indebtedness, pay dividends on or redeem or repurchase stock, engage in certain asset sales, make certain types of investments and other restricted payments, engage in certain transactions with affiliates, restrict dividends or payments from subsidiaries and create liens on their assets. All of these limitations and prohibitions, however, are subject to a number of important qualifications and exceptions.

The Amended and Restated Senior Subordinated Term Loan Agreement includes a cross acceleration provision which provides that it shall be an event of default under such agreement if any debt (as defined in such agreement) of Products Corporation or any of its significant subsidiaries (as defined in such agreement) is not paid within any applicable grace period after final maturity or is accelerated by the holders of such debt because of a default and the total principal amount of the portion of such debt that is unpaid or accelerated exceeds $25.0 million and such default continues for 10 days after notice from the holders of a majority of the outstanding principal amount of the Amended and Restated Senior Subordinated Term Loan (provided that if Revlon, Inc. or Products Corporation held such majority, notice would be required from the holders of a majority of the outstanding principal amount of the Amended and Restated Senior Subordinated Term Loan not held by Revlon, Inc. or Products Corporation at the time of any such decision). If any such event of default occurs, such requisite holders of the Non-Contributed may declare the Amended and Restated Senior Subordinated Term Loan to be due and payable immediately.

The Amended and Restated Senior Subordinated Term Loan Agreement also contains other customary events of default for loan agreements of such type, including, subject to applicable grace periods, nonpayment of any principal or interest when due under such agreement, non-compliance with any of the material covenants in such agreement, any representation or warranty being incorrect, false or misleading in any material respect, or the occurrence of certain bankruptcy, insolvency or similar proceedings by or against Products Corporation or any of its significant subsidiaries.

Upon any change of control (as defined in the Amended and Restated Senior Subordinated Term Loan Agreement), Products Corporation is required to repay the Amended and Restated Senior Subordinated Term Loan in full, provided that prior to such loan’s maturity date Products Corporation fulfills an offer to repay the 5¾% Senior Notes and to the extent permitted by Products Corporation’s Amended Credit Agreements.

(f) Spanish Government Loan

In connection with the Colomer Acquisition, the Company acquired the Colomer Group's euro-denominated loan payable to the Spanish government (the "Spanish Government Loan"), which loan had $0.9 million aggregate principal amount outstanding as of December 31, 2013 (based on foreign exchange rates in effect as of such date). The Spanish Government Loan does not bear interest and is payable in 10 equal installments on June 30^th of each year beginning in 2016 through 2025.

(g) Redeemable Preferred Stock

In October 2009, Revlon, Inc. consummated a voluntary exchange offer transaction (the “2009 Exchange Offer’) in which each issued and outstanding share of Revlon, Inc.’s Class A Common Stock was exchangeable on a one-for-one basis for a newly-issued series of Revlon, Inc.’s Series A Preferred Stock, par value $0.01 per share (the “Preferred Stock”). Revlon, Inc. issued to stockholders (other than MacAndrews & Forbes and its affiliates) 9,336,905 shares of Preferred Stock in exchange for the same number of shares of Class A Common Stock exchanged in the 2009 Exchange Offer. The Preferred Stock was initially recorded by Revlon, Inc. as a long-term liability at its fair value of $47.9 million. The total amount paid by Revlon, Inc. at the October 8, 2013 maturity of the Preferred Stock was $48.6 million, which represented the $5.21 liquidation preference for each of the 9,336,905 shares of Preferred Stock issued in the 2009 Exchange Offer (the “Liquidation Preference”).

Each share of Preferred Stock issued in the 2009 Exchange Offer had a Liquidation Preference of $5.21 per share, was entitled to receive a 12.75% annual dividend payable quarterly in cash and was mandatorily redeemable for $5.21 in cash on October 8, 2013. Each share of Preferred Stock entitled its holder to receive cash payments of approximately $7.87 over the four-year term of the Preferred Stock, through the quarterly payment of 12.75% annual cash dividends and a $5.21 per share Liquidation Preference at maturity, in each case to the extent that Revlon, Inc. had lawfully available funds to effect such payments. The terms of Revlon, Inc.’s Preferred Stock (prior to its complete mandatory redemption on October 8, 2013) principally provided as follows: The Preferred Stock ranked senior to Revlon, Inc.’s Class A Common Stock and Class B Common Stock with respect to dividend distributions and distributions upon any liquidation, winding up or dissolution of Revlon, Inc. Revlon, Inc. could authorize, create and issue additional shares of preferred stock that could rank junior to, on parity with or senior to the issued Preferred Stock with respect to dividend distributions and distributions upon liquidation, winding up or dissolution without the consent of the holders of the issued Preferred Stock. Holders of the Preferred Stock were entitled to receive, out of legally available funds, cumulative preferential dividends accruing at a rate of 12.75% of the Liquidation Preference annually, payable quarterly in cash. In the event that Revlon, Inc. failed to pay any required dividends on the Preferred Stock, the amount of such unpaid dividends would be added to the amount payable to holders of the Preferred Stock upon redemption. In addition, if during any period Revlon, Inc. had failed to pay a dividend and until all unpaid dividends have been paid in full, Revlon, Inc. was prohibited from paying dividends or distributions on any shares of stock that rank junior to the Preferred Stock (including Revlon, Inc.’s Common Stock), other than dividends or distributions payable in shares of stock that rank junior to the Preferred Stock. Holders of the Preferred Stock were entitled to a Liquidation Preference of $5.21 per share in the event of any liquidation, dissolution or winding up of Revlon, Inc., plus an amount equal to the accumulated and unpaid dividends thereon. If the assets were not sufficient to pay the full Liquidation Preference to both the holders of the Preferred Stock and holders of stock that ranks on parity with the Preferred Stock with respect to distributions and distributions upon any liquidation, winding up or dissolution of Revlon, Inc., the holders of both the Preferred Stock and such parity stock would share ratably in the distribution of assets. The Preferred Stock did not have preemptive rights. To the extent that Revlon, Inc. had lawfully available funds to complete such redemption, Revlon, Inc. was required to redeem the Preferred Stock on the earlier of (i) October 8, 2013 and (ii) the consummation of a change of control transaction. Revlon, Inc. did not have the right to redeem any shares of the Preferred Stock at its option. The Preferred Stock generally had the same voting rights as the Class A Common Stock, except that the holders of Preferred Stock would not be entitled to vote on any merger, combination or similar transaction in which the holders of Preferred Stock either (i) retained their shares of Preferred Stock or (ii) received shares of preferred stock in the surviving corporation of such merger with terms identical to, or no less favorable in the aggregate to the holders of the Preferred Stock than, the terms of the Preferred Stock as long as, in any such case, the surviving or resulting company of any such merger, combination or similar transaction is not materially less creditworthy than Revlon, Inc. was immediately prior to the consummation of any such transaction.

On October 8, 2013, Revlon, Inc. consummated the mandatory redemption of the Preferred Stock (in accordance with the Preferred Stock's certificate of designation) for $48.6 million, which represented the $5.21 Liquidation Preference for each of the previously-outstanding 9,336,905 shares of Preferred Stock using the proceeds from Products Corporation's repayment of the Contributed Loan to Revlon, Inc. on such date. Additionally, in accordance with the terms of the certificate of designation of the Preferred Stock, during 2013, Revlon, Inc. paid to holders of record of the Preferred Stock an aggregate of $6.2 million of regular quarterly dividends on the Preferred Stock (at an annual rate of 12.75% of the $5.21 per share Liquidation Preference). The payment of such interest and principal under the Contributed Loan to Revlon, Inc. by Products Corporation was permissible under the Amended Credit Agreements, the Amended and Restated Senior Subordinated Term Loan Agreement and the 5¾% Senior Notes Indenture.

Long-Term Debt Maturities

The aggregate amounts of contractual long-term debt maturities at December 31, 2013 in the years 2014 through 2018 and thereafter are as follows:



Years Ended December 31,	Long-Term Debt Maturities
2014	$	65.4		^(a)
2015	7.0			^(b)
2016	7.1			^(b)
2017	682.1			^(c)
2018	7.1			^(b)
Thereafter	1,165.6			^(d)
Total long-term debt	1,934.3
Discounts	(6.6		)
Total long-term debt, net of discounts	$	1,927.7


^(a)	Amount includes the $58.4 million aggregate principal amount outstanding under the Non-Contributed Loan which matures on October 8, 2014 and the quarterly amortization payments required under the Acquisition Term Loan.


^(b)	Amount includes the quarterly amortization payments required under the Acquisition Term Loan.


^(c)	Amount includes the $675 million aggregate principal amount outstanding as of December 31, 2013 under the 2011 Term Loan which matures on November 19, 2017 and the quarterly amortization payments required under the Acquisition Term Loan.


^(d)	Amount is comprised of (i) the aggregate principal amount expected to be outstanding under the $700 million Acquisition Term Loan assuming a maturity date of October 9, 2019 and (ii) the $500 million aggregate principal amount outstanding as of December 31, 2013 under the 5¾% Senior Notes, which mature on February 21, 2021.

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References+ Details

FAIR VALUE MEASUREMENTS

12 Months Ended

Dec. 31, 2013

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENTS

Assets and liabilities are required to be categorized into three levels of fair value based upon the assumptions used to price the assets or liabilities. Level 1 provides the most reliable measure of fair value, whereas Level 3, if applicable, generally would require significant management judgment. The three levels for categorizing the fair value measurement of assets and liabilities are as follows:


•	Level 1: Fair valuing the asset or liability using observable inputs, such as quoted prices in active markets for identical assets or liabilities;


•	Level 2: Fair valuing the asset or liability using inputs other than quoted prices that are observable for the applicable asset or liability, either directly or indirectly, such as quoted prices for similar (as opposed to identical) assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active; and


•	Level 3: Fair valuing the asset or liability using unobservable inputs that reflect the Company’s own assumptions regarding the applicable asset or liability.

As of December 31, 2013, the fair values of the Company’s financial assets and liabilities that are required to be measured at fair value are categorized in the table below:



	Total		Level 1		Level 2		Level 3
Assets:
Derivatives:
FX Contracts^(a)	$	1.0	$	—	$	1.0	$	—
2013 Interest Rate Swap^(b)	2.5		—		2.5		—
Total assets at fair value	$	3.5	$	—	$	3.5	$	—
Liabilities:
Derivatives:
FX Contracts^(a)	$	0.2	$	—	$	0.2	$	—
Total liabilities at fair value	$	0.2	$	—	$	0.2	$	—

As of December 31, 2012, the fair values of the Company’s financial assets and liabilities that are required to be measured at fair value are categorized in the table below:



	Total		Level 1		Level 2		Level 3
Assets:
Derivatives:
FX Contracts^(a)	$	0.1	$	—	$	0.1	$	—
Total assets at fair value	$	0.1	$	—	$	0.1	$	—
Liabilities:
Derivatives:
FX Contracts^(a)	$	0.4	$	—	$	0.4	$	—
Total liabilities at fair value	$	0.4	$	—	$	0.4	$	—


^(a)	The fair value of the Company’s FX Contracts was measured based on observable market transactions of spot and forward rates on the respective dates. See Note 13, “Financial Instruments.”


^(b)	The fair value of the Company's 2013 Interest Rate Swap was measured based on the implied forward rates from the U.S. Dollar three-month LIBOR yield curve as of December 31, 2013. See Note 13, “Financial Instruments.”

As of December 31, 2013, the fair values and carrying values of the Company’s long-term debt, including the current portion of long-term debt, are categorized in the table below:



	Fair Value
	Level 1		Level 2		Level 3		Total		Carrying Value
Liabilities:
Long-term debt, including current portion	$	—	$	1,931.9	$	—	$	1,931.9	$	1,927.7

As of December 31, 2012, the fair values and carrying values of the Company’s long-term debt, including the current portion of long-term debt, and Preferred Stock (which Preferred Stock was redeemed in full in October 2013), are categorized in the table below:



	Fair Value
	Level 1		Level 2		Level 3		Total		Carrying Value
Liabilities:
Long-term debt, including current portion	$	—	$	1,196.7	$	—	$	1,196.7	$	1,167.3
Preferred Stock	—		49.2		—		49.2		48.4
	$	—	$	1,245.9	$	—	$	1,245.9	$	1,215.7

The fair value of the Company's long-term debt, including the current portion of long-term debt, and Preferred Stock, is based on the quoted market prices for the same issues or on the current rates offered for debt of similar remaining maturities.

The carrying amounts of cash and cash equivalents, trade receivables, notes receivable, accounts payable and short-term borrowings approximate their fair values.

Derivative Instruments and Hedging Activities Disclosure [Abstract]

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References+ Details

FINANCIAL INSTRUMENTS

12 Months Ended

Dec. 31, 2013

FINANCIAL INSTRUMENTS

Products Corporation maintains standby and trade letters of credit for various corporate purposes under which Products Corporation is obligated, of which $9.9 million and $10.4 million (including amounts available under credit agreements in effect at that time) were maintained at December 31, 2013 and December 31, 2012, respectively. Included in these amounts is approximately $8.1 million and $8.7 million at December 31, 2013 and December 31, 2012, respectively, in standby letters of credit which support Products Corporation’s self-insurance programs. The estimated liability under such programs is accrued by Products Corporation.

Derivative Financial Instruments

The Company uses derivative financial instruments, primarily (i) FX Contracts, intended for the purpose of managing foreign currency exchange risk by reducing the effects of fluctuations in foreign currency exchange rates on the Company’s net cash flows and (ii) interest rate hedging transactions, such as the 2013 Interest Rate Swap, intended for the purpose of managing interest rate risk associated with Products Corporation’s variable rate indebtedness.

Foreign Currency Forward Exchange Contracts

The FX Contracts are entered into primarily to hedge the anticipated net cash flows resulting from inventory purchases and intercompany payments denominated in currencies other than the local currencies of the Company’s foreign and domestic operations and generally have maturities of less than one year.

The U.S. Dollar notional amount of the FX Contracts outstanding at December 31, 2013 and December 31, 2012 was $52.9 million and $43.9 million, respectively.

Interest Rate Swap Transaction

In November 2013, Products Corporation executed a forward-starting floating-to-fixed interest rate swap transaction with a 1.00% floor, based on a notional amount of $400 million in respect of indebtedness under the Acquisition Term Loan over a period of three years (the "2013 Interest Rate Swap"). The Company designated the 2013 Interest Rate Swap as a cash flow hedge of the variability of the forecasted three-month LIBOR interest rate payments related to its Acquisition Term Loan with respect to the $400 million notional amount over the three-year term of the 2013 Interest Rate Swap. Under the terms of the 2013 Interest Rate Swap, Products Corporation will receive from the counterparty a floating interest rate based on the higher of three-month USD LIBOR or 1.00% commencing in May 2015, while paying a fixed interest rate payment to the counterparty equal to 2.0709% (which effectively fixes the interest rate on such notional amount at 5.0709% over the three-year term of the 2013 Interest Rate Swap.) For the period ended December 31, 2013, the 2013 Interest Rate Swap was deemed effective and therefore the changes in fair value related to the 2013 Interest Rate Swap have been recorded in Other Comprehensive Income.

Credit Risk

Exposure to credit risk in the event of nonperformance by any of the counterparties is limited to the gross fair value of the derivative instruments in asset positions, which totaled $3.5 million and $0.1 million as of December 31, 2013 and 2012, respectively. The Company attempts to minimize exposure to credit risk by generally entering into derivative contracts with counterparties that have investment-grade credit ratings and are major financial institutions. The Company also periodically monitors any changes in the credit ratings of its counterparties. Given the current credit standing of the Company's derivative instrument counterparties, the Company believes the risk of loss under these derivative instruments is remote.

Quantitative Information – Derivative Financial Instruments

The effects of the Company’s derivative instruments on its consolidated financial statements were as follows:


(a)	Fair Values of Derivative Financial Instruments in Consolidated Balance Sheets:

Fair Values of Derivative Instruments

Assets

Liabilities

Balance Sheet

December 31,
2013

December 31,
2012

Balance Sheet

December 31,
2013

December 31,
2012

Classification

Fair Value

Classification

Fair Value

Derivatives designated as hedging instruments:

2013 Interest Rate Swap⁽ⁱ⁾

Other assets

2.5

—

Derivatives not designated as hedging instruments:

FX Contracts⁽ⁱⁱ⁾

Prepaid expenses and other

1.0

0.1

Accrued Expenses

0.2

0.4

⁽ⁱ⁾ The fair value of the 2013 Interest Rate Swap at December 31, 2013 was measured based on the implied forward rates from the U.S. Dollar three-month LIBOR yield curve at December 31, 2013.

⁽ⁱⁱ⁾ The fair values of the FX Contracts at December 31, 2013 and December 31, 2012 were measured based on observable market transactions of spot and forward rates at December 31, 2013 and December 31, 2012, respectively.

(b) Effects of Derivative Financial Instruments on the Consolidated Statements of Operations and Comprehensive Income for the years ended December 31, 2013, 2012 and 2011:



	Amount of Gain (Loss) Recognized in Other Comprehensive Income
	Year Ended December 31,
	2013		2012		2011
Derivatives designated as hedging instruments:
2013 Interest Rate Swap	$	2.5	$	—	$	—



	Income Statement Classification	Amount of Gain (Loss) Recognized in Net Income (Loss)
		Year Ended December 31,
		2013		2012			2011
Derivatives not designated as hedging instruments:
FX Contracts	Foreign currency losses, net	$	2.2	$	(1.9	)	$	(1.1	)

The entire disclosure for derivative instruments and hedging activities including, but not limited to, risk management strategies, non-hedging derivative instruments, assets, liabilities, revenue and expenses, and methodologies and assumptions used in determining the amounts.

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-Section 50

-Paragraph 4C

-URI http://asc.fasb.org/extlink&oid=7476318&loc=SL5624171-113959

+ Details

INCOME TAXES

12 Months Ended

Dec. 31, 2013

Income Tax Disclosure [Abstract]

INCOME TAXES

The Company's income before income taxes and the applicable provision for income taxes are as follows:



	Year Ended December 31,
	2013			2012			2011
Income from continuing operations before income taxes:
United States	$	26.0		$	87.2		$	48.9
Foreign	44.6			17.7			43.1
	$	70.6		$	104.9		$	92.0
Provision for (benefit from) income taxes:
United States federal	$	24.8		$	41.8		$	34.4
State and local	13.8			(9.6		)	(3.6		)
Foreign	7.4			11.5			6.0
	$	46.0		$	43.7		$	36.8
Current:
United States federal	$	3.2		$	2.2		$	0.9
State and local	0.7			2.4			0.8
Foreign	11.3			10.7			21.7
	15.2			15.3			23.4
Deferred:
United States federal	28.0			73.4			60.1
State and local	22.2			(5.2		)	(1.3		)
Foreign	(1.7		)	3.0			(14.4		)
	48.5			71.2			44.4
Benefits of operating loss carryforwards:
United States federal	(6.4		)	(33.8		)	(26.6		)
State and local	(9.1		)	(6.8		)	(3.1		)
Foreign	(2.2		)	(2.2		)	(1.3		)
	(17.7		)	(42.8		)	(31.0		)
	$	46.0		$	43.7		$	36.8

The actual tax on income before income taxes is reconciled to the applicable statutory federal income tax rate as follows:



	Year Ended December 31,
	2013			2012			2011
Computed income tax expense	$	24.7		$	36.7		$	32.2
State and local taxes, net of U.S. federal income tax benefit	8.9			4.0			(2.4		)
Foreign and U.S. tax effects attributable to operations outside the U.S.	(8.2		)	(7.5		)	3.0
Reduction in valuation allowance	—			(15.8		)	(16.9		)
Foreign dividends and earnings taxable in the U.S.	11.0			12.7			15.2
Restructuring charges and litigation loss contingency for which there is no tax benefit	2.7			11.1			—
Other	6.9			2.5			5.7
Tax expense	$	46.0		$	43.7		$	36.8

Deferred taxes are the result of temporary differences between the bases of assets and liabilities for financial reporting and income tax purposes. Deferred tax assets and liabilities at December 31, 2013 and 2012 were comprised of the following:



	December 31,
	2013			2012
Deferred tax assets:
Inventories	$	9.1		$	3.6
Net operating loss carryforwards - U.S.	140.7			153.4
Net operating loss carryforwards - foreign	69.9			51.1
Employee benefits	65.0			98.9
State and local taxes	2.3			2.3
Sales related reserves	33.6			31.4
Other	42.9			32.5
Total gross deferred tax assets	363.5			373.2
Less valuation allowance	(61.7		)	(70.6		)
Total deferred tax assets, net of valuation allowance	301.8			302.6
Deferred tax liabilities:
Plant, equipment and other assets	(126.3		)	(17.0		)
Foreign currency translation adjustment	1.9			(1.1		)
Other	(45.2		)	(21.0		)
Total gross deferred tax liabilities	(169.6		)	(39.1		)
Net deferred tax assets	$	132.2		$	263.5

As previously disclosed, in assessing the recoverability of its deferred tax assets, management regularly considers whether some portion or all of the deferred tax assets will not be realized based on the recognition threshold and measurement of a tax position. The ultimate realization of deferred tax assets is generally dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment.

Based on the level of historical losses for certain jurisdictions within the U.S., the Company had maintained a deferred tax valuation allowance against certain of its deferred tax assets. As of December 31, 2012, the Company had experienced improved earnings trends and had cumulative taxable income in such jurisdictions. As a result of such earnings trends and the Company’s tax position, and based upon the Company’s projections for future taxable income over the periods in which the deferred tax assets are recoverable, management concluded that it was more likely than not that the Company would realize the benefits of certain of its net deferred tax assets existing at December 31, 2012 in those jurisdictions. Therefore, at December 31, 2012, the Company realized a non-cash benefit of $15.8 million related to a reduction of the Company’s deferred tax valuation allowance on certain of its net deferred tax assets for certain jurisdictions within the U.S. The Company reflected this benefit in the tax provision and this non-cash benefit increased net income at December 31, 2012.

Based upon the level of historical taxable losses for certain jurisdictions outside the U.S., the Company had maintained a deferred tax valuation allowance against its deferred tax assets. As of December 31, 2011, the Company experienced improved earnings trends and had cumulative taxable income in such jurisdictions. As a result of such earnings trends and the Company’s tax position, and based upon the Company’s projections for future taxable income over the periods in which the deferred tax assets are recoverable, management concluded that it was more likely than not that the Company would realize the benefits of the net deferred tax assets existing at December 31, 2011 in such jurisdictions. Therefore, at December 31, 2011, the Company realized a non-cash benefit of $16.9 million related to a reduction of the Company’s deferred tax valuation allowance on its net deferred tax assets for certain jurisdictions outside the U.S. The Company reflected this benefit in the tax provision and this non-cash benefit increased net income at December 31, 2011.

A valuation allowance has been provided for those deferred tax assets for which, in the opinion of the Company's management, it is more-likely-than-not that the deferred tax assets will not be realized. At December 31, 2013, the deferred tax valuation allowance primarily represents amounts for foreign tax loss carryforwards and certain U.S. state and local tax loss carryforwards. The deferred tax valuation allowance decreased by $8.9 million and $49.4 million during 2013 and 2012, respectively. The decrease in the deferred tax valuation allowance during 2013 was primarily due to changes in the presentation of the Company's unrecognized tax benefits as a result of its prospective adoption of ASU No. 2013-11 at December 31, 2013, partially offset by a valuation allowance recorded against certain deferred tax assets resulting from the Colomer Acquisition. The decrease in the deferred tax valuation allowance during 2012 was primarily driven by the reduction in tax loss carryforwards in certain foreign markets and the reduction in the valuation allowance with respect to net deferred tax assets in certain jurisdictions within the U.S., as noted above.

After December 31, 2013, the Company has tax loss carryforwards of approximately $563.3 million, of which $286.0 million are foreign and $277.3 million are domestic (federal). The losses expire in future years as follows: 2014- $1.1 million; 2015- $0.4 million; 2016- $2.1 million; 2017 and beyond- $426.4 million; and unlimited- $133.3 million. The Company could receive the benefit of such tax loss carryforwards only to the extent it has taxable income during the carryforward periods in the applicable tax jurisdictions. As of December 31, 2013, there were no consolidated federal net operating losses available from the MacAndrews & Forbes Group (as hereinafter defined) from periods prior to the March 25, 2004 deconsolidation (as described below).

The Company remains subject to examination of its income tax returns in various jurisdictions including, without limitation, Australia, Spain and South Africa for tax years ended December 31, 2009 through December 31, 2012 and the U.S. (federal) for tax years ended December 31, 2010 through December 31, 2012. The Company classifies interest and penalties as a component of the provision for income taxes. During the years ended December 31, 2013 and 2012, the Company recognized in the Consolidated Statements of Operations and Comprehensive Income a decrease of $1.7 million and an increase of $0.6 million, respectively, in accrued interest and penalties.

At December 31, 2013 and 2012, the Company had unrecognized tax benefits of $74.5 million and $49.9 million, respectively, including $11.6 million and $13.5 million, respectively, of accrued interest and penalties. All of the unrecognized tax benefits, to the extent reduced and unutilized in future periods, would affect the Company’s effective tax rate. A reconciliation of the beginning and ending amount of the unrecognized tax benefits is as follows:



Balance at January 1, 2012	$	46.0
Increase based on tax positions taken in a prior year	8.5
Decrease based on tax positions taken in a prior year	(4.8		)
Increase based on tax positions taken in the current year	6.0
Decrease resulting from the lapse of statutes of limitations	(5.8		)
Balance at December 31, 2012	49.9
Increase based on tax positions taken in a prior year	25.8
Decrease based on tax positions taken in a prior year	(1.6		)
Increase based on tax positions taken in the current year	9.3
Decrease resulting from the lapse of statutes of limitations	(8.9		)
Balance at December 31, 2013	$	74.5

In addition, the Company believes that it is reasonably possible that its unrecognized tax benefits during 2014 will decrease by approximately $4.0 million as a result of changes in various tax positions, each of which is individually insignificant.

The Company has not provided for U.S. federal income taxes and foreign withholding taxes on $59.7 million of foreign subsidiaries' cumulative undistributed earnings as of December 31, 2013 because such earnings are intended to be indefinitely reinvested overseas. If these future earnings are repatriated to the U.S., or if the Company determines that such earnings will be remitted in the foreseeable future, additional tax provisions may be required. Due to the complexities in the tax laws and the assumptions that would have to be made, it is not practicable to estimate the amounts of income tax provisions that may be required.

As a result of the closing of the 2004 Revlon Exchange Transactions (as hereinafter defined in Note 21, “Related Party Transactions - Tax Sharing Agreements”), as of March 25, 2004, Revlon, Inc., Products Corporation and their U.S. subsidiaries were no longer included in the affiliated group of which MacAndrews & Forbes was the common parent (the “MacAndrews & Forbes Group”) for federal income tax purposes. Revlon Holdings (as hereinafter defined in Note 21, “Related Party Transactions - Transfer Agreements”), Revlon, Inc., Products Corporation and certain of its subsidiaries, and MacAndrews & Forbes Holdings entered into a tax sharing agreement (as subsequently amended and restated, the "MacAndrews & Forbes Tax Sharing Agreement"), for taxable periods beginning on or after January 1, 1992 through and including March 25, 2004, during which Revlon, Inc. and Products Corporation or a subsidiary of Products Corporation was a member of the MacAndrews & Forbes Group. In these taxable periods, Revlon, Inc.'s and Products Corporation's federal taxable income and loss were included in such group's consolidated tax return filed by MacAndrews & Forbes Holdings. Revlon, Inc. and Products Corporation were also included in certain state and local tax returns of MacAndrews & Forbes Holdings or its subsidiaries. Revlon, Inc. and Products Corporation remain liable under the MacAndrews & Forbes Tax Sharing Agreement for all such taxable periods through and including March 25, 2004 for amounts determined to be due as a result of a redetermination arising from an audit or otherwise, equal to the taxes that Revlon, Inc. or Products Corporation would otherwise have had to pay if it were to have filed separate federal, state or local income tax returns for such periods.

Following the closing of the 2004 Revlon Exchange Transactions, Revlon, Inc. became the parent of a new consolidated group for federal income tax purposes and Products Corporation's federal taxable income and loss are included in such group's consolidated tax returns. Accordingly, Revlon, Inc. and Products Corporation entered into a tax sharing agreement (the "Revlon Tax Sharing Agreement") pursuant to which Products Corporation is required to pay to Revlon, Inc. amounts equal to the taxes that Products Corporation would otherwise have had to pay if Products Corporation were to file separate federal, state or local income tax returns, limited to the amount, and payable only at such times, as Revlon, Inc. will be required to make payments to the applicable taxing authorities.

There were no federal tax payments or payments in lieu of taxes from Revlon, Inc. to Revlon Holdings pursuant to the MacAndrews & Forbes Tax Sharing Agreement in 2013 or 2012 with respect to periods covered by the MacAndrews & Forbes Tax Sharing Agreement, and the Company expects that there will not be any such payments in 2014. During 2013, there were no federal tax payments from Products Corporation to Revlon, Inc. pursuant to the Revlon Tax Sharing Agreement with respect to 2012 and $1.3 million with respect to 2013. The Company expects that there will be no federal tax payments from Products Corporation to Revlon, Inc. pursuant to the Revlon Tax Sharing Agreement during 2014 with respect to 2013. During 2012, there was $0.3 million in federal tax payments from Products Corporation to Revlon, Inc. pursuant to the Revlon Tax Sharing Agreement with respect to 2011 and $1.8 million with respect to 2012.

Pursuant to the asset transfer agreement referred to in Note 21, “Related Party Transactions - Transfer Agreements,” Products Corporation assumed all tax liabilities of Revlon Holdings other than (i) certain income tax liabilities arising prior to January 1, 1992 to the extent such liabilities exceeded the reserves on Revlon Holdings' books as of January 1, 1992 or were not of the nature reserved for and (ii) other tax liabilities to the extent such liabilities are related to the business and assets retained by Revlon Holdings.

Earnings Per Share, Basic and Diluted [Abstract]

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References+ Details

BASIC AND DILUTED EARNINGS PER COMMON SHARE

12 Months Ended

Dec. 31, 2013

BASIC AND DILUTED EARNINGS PER COMMON SHARE

For each of the years ended December 31, 2013, 2012 and 2011 all outstanding options to purchase shares of Revlon, Inc. Class A common stock, par value of $0.01 per share (the “Class A Common Stock”), that could potentially dilute basic earnings per common share in the future were excluded from the calculation of diluted earnings per common share as their effect would be anti-dilutive, as in each case their exercise price was in excess of the average NYSE closing price of the Class A Common Stock for these periods.

For each of the years ended December 31, 2013, 2012, and 2011, 20,437, 3,354 and 122,323 weighted average shares of unvested restricted stock that could potentially dilute basic earnings per common share in the future were excluded from the calculation of diluted earnings per common share as their effect would be anti-dilutive.

The components of basic and diluted earnings per common share for each of the years ended December 31, 2013, 2012 and 2011 are as follows:



	Year Ended December 31,
	2013			2012			2011
Numerator:
Income from continuing operations	$	24.6		$	61.2		$	55.2
Loss from discontinued operations	(30.4		)	(10.1		)	(1.8		)
Net (loss) income	$	(5.8	)	$	51.1		$	53.4
Denominator:
Weighted average common shares outstanding – Basic	52,356,798			52,348,636			52,173,906
Effect of dilutive restricted stock	931			8,246			157,901
Weighted average common shares outstanding – Diluted	52,357,729			52,356,882			52,331,807
Basic (loss) earnings per common share:
Continuing operations	$	0.47		$	1.17		$	1.06
Discontinued operations	(0.58		)	(0.19		)	(0.04		)
Net (loss) income	$	(0.11	)	$	0.98		$	1.02
Diluted (loss) earnings per common share:
Continuing operations	$	0.47		$	1.17		$	1.06
Discontinued operations	(0.58		)	(0.19		)	(0.04		)
Net (loss) income	$	(0.11	)	$	0.98		$	1.02

Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract]

The entire disclosure for earnings per share.

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SAVING PLANS, PENSION AND POST-RETIREMENT BENEFITS

12 Months Ended

Dec. 31, 2013

PENSION AND POST-RETIREMENT BENEFITS

SAVINGS PLAN, PENSION AND POST-RETIREMENT BENEFITS

Savings Plan:

The Company offers a qualified defined contribution plan for its U.S.-based employees, the Revlon Employees' Savings, Investment and Profit Sharing Plan (as amended, the "Savings Plan"), which allows eligible participants to contribute up to 25%, and highly compensated participants to contribute up to 6%, of eligible compensation through payroll deductions, subject to certain annual dollar limitations imposed by the Internal Revenue Service. The Company matches employee contributions at fifty cents for each dollar contributed up to the first 6% of eligible compensation (for a total match of 3% of employee contributions). The Company made cash matching contributions of $2.4 million to the Savings Plan during each of 2013, 2012 and 2011, respectively.

The Company’s qualified and non-qualified defined contribution savings plans for its U.S.-based employees contain a discretionary profit sharing component that enables the Company, should it elect to do so, to make discretionary profit sharing contributions. For 2013, the Company made discretionary profit sharing contributions to the Savings Plan and non-qualified defined contribution savings plan of $4.1 million (of which $3.2 million was paid in 2013 and $0.9 million was paid in January 2014), or 3% of eligible compensation, which was credited on a quarterly basis. For 2012, the Company made discretionary profit sharing contributions to the Savings Plan and non-qualified defined contribution savings plan of $3.9 million (of which $3.0 million was paid in 2012 and $0.9 million was paid in January 2013), or 3% of eligible compensation, which was credited on a quarterly basis.

Pension Benefits:

Effective December 31, 2012, the Company merged two of its qualified defined benefit pension plans; therefore, as of December 31, 2012, the Company sponsors two qualified defined benefit pension plans. The Company also has non-qualified pension plans which provide benefits for certain U.S. and non-U.S. employees, and for U.S. employees in excess of IRS limitations in the U.S. and in certain limited cases contractual benefits for designated officers of the Company. These non-qualified plans are funded from the general assets of the Company.

In 2009, Products Corporation’s U.S. qualified defined benefit pension plan (the Revlon Employees’ Retirement Plan, which covered a substantial portion of the Company's employees in the U.S.) and its non-qualified pension plan (the Revlon Pension Equalization Plan) were amended to cease future benefit accruals under such plan after December 31, 2009. No additional benefits have accrued since December 31, 2009, other than interest credits on participant account balances under the cash balance program of the Company’s U.S. pension plans. Also, service credits for vesting and early retirement eligibility will continue to accrue in accordance with the terms of the respective plans. Additionally, in 2010, Products Corporation amended its Canadian defined benefit pension plan (the Affiliated Revlon Companies Employment Plan) to cease future benefit accruals under such plan after December 31, 2010.

During 2012, the Company announced plans to exit its owned manufacturing facility in France and rightsize its organization in France as part of the September 2012 Program (as defined in Note 3, “Restructuring Charges”). As a result of the September 2012 Program, the Company recognized a curtailment gain of $1.7 million, partially offset by $0.2 million of prior service costs and accumulated actuarial losses previously reported within accumulated other comprehensive loss, for a net gain of $1.5 million, which was recorded within restructuring charges and other, net for the year ended December 31, 2012.

Other Post-retirement Benefits:

The Company previously sponsored an unfunded retiree benefit plan, which provides death benefits payable to beneficiaries of a very limited number of former employees. Participation in this plan was limited to participants enrolled as of December 31, 1993. The Company also administers an unfunded medical insurance plan on behalf of Revlon Holdings, certain costs of which have been apportioned to Revlon Holdings under the transfer agreements among Revlon, Inc., Products Corporation and MacAndrews & Forbes. (See Note 21, “Related Party Transactions - Transfer Agreements”).

The following table provides an aggregate reconciliation of the projected benefit obligations, plan assets, funded status and amounts recognized in the Company’s Consolidated Financial Statements related to the Company's significant pension and other post-retirement benefit plans.



	Pension Plans						Other Post-Retirement Benefit Plans
	December 31,
	2013			2012			2013			2012
Change in Benefit Obligation:
Benefit obligation - beginning of year	$	(744.6	)	$	(700.5	)	$	(16.5	)	$	(16.1	)
Service cost	(0.9		)	(1.6		)	—			—
Interest cost	(27.6		)	(30.0		)	(0.6		)	(0.7		)
Actuarial gain (loss)	65.5			(51.1		)	1.6			(0.5		)
Curtailment gain	—			1.7			—			—
Settlement gain	—			0.2			—			—
Benefits paid	39.1			39.0			0.8			0.8
Currency translation adjustments	(0.1		)	(2.3		)	0.3			—
Other	0.4			—			—			—
Benefit obligation - end of year	$	(668.2	)	$	(744.6	)	$	(14.4	)	$	(16.5	)
Change in Plan Assets:
Fair value of plan assets - beginning of year	$	520.2		$	463.8		$	—		$	—
Actual return on plan assets	58.1			64.2			—			—
Employer contributions	17.7			29.0			0.8			0.8
Benefits paid	(39.1		)	(39.0		)	(0.8		)	(0.8		)
Settlement gain	—			(0.2		)	—			—
Currency translation adjustments	0.7			2.4			—			—
Fair value of plan assets - end of year	$	557.6		$	520.2		$	—		$	—
Unfunded status of plans at December 31,	$	(110.6	)	$	(224.4	)	$	(14.4	)	$	(16.5	)

In respect of the Company's pension plans and other post-retirement benefit plans, amounts recognized in the Company’s Consolidated Balance Sheets at December 31, 2013 and 2012 consist of the following:



	Pension Plans						Other Post-Retirement Benefit Plans
	December 31,
	2013			2012			2013			2012
Accrued expenses and other	$	(5.9	)	$	(6.4	)	$	(0.8	)	$	(0.8	)
Pension and other post-retirement benefit liabilities	(104.7		)	(218.0		)	(13.6		)	(15.7		)
Total liability	(110.6		)	(224.4		)	(14.4		)	(16.5		)

Accumulated other comprehensive loss, gross	170.1			264.2			2.8			4.6
Income tax (benefit) expense	(1.8		)	(35.9		)	0.1			(0.5		)
Portion allocated to Revlon Holdings	(0.7		)	(0.9		)	—			—
Accumulated other comprehensive loss, net	$	167.6		$	227.4		$	2.9		$	4.1

With respect to the above accrued expenses and other, the Company has recorded receivables from affiliates of $2.6 million and $2.9 million at December 31, 2013 and 2012, respectively, relating to pension plan liabilities retained by such affiliates.

The projected benefit obligation, accumulated benefit obligation, and fair value of plan assets for the Company's pension plans are as follows:



	December 31,
	2013		2012
Projected benefit obligation	$	668.2	$	744.6
Accumulated benefit obligation	667.3		743.6
Fair value of plan assets	557.6		520.2

Net Periodic Benefit Cost:

The components of net periodic benefit (income) costs for the Company’s pension and the other post-retirement benefit plans are as follows:



	Pension Plans									Other Post-Retirement Benefit Plans
	Year Ended December 31,
	2013			2012			2011			2013			2012		2011
Net periodic benefit (income) costs:
Service cost	$	0.9		$	1.6		$	1.2		$	—		$	—	$	—
Interest cost	27.6			30.0			32.4			0.6			0.7		0.9
Expected return on plan assets	(38.3		)	(35.2		)	(35.0		)	—			—		—
Amortization of prior service cost (credit)	—			—			0.1			—			—		—
Amortization of actuarial loss	8.6			8.1			5.3			0.4			0.3		0.3
Curtailment gain	—			(1.5		)	—			—			—		—
	(1.2		)	3.0			4.0			1.0			1.0		1.2
Portion allocated to Revlon Holdings	(0.1		)	(0.1		)	(0.1		)	(0.1		)	—		(0.1		)
	$	(1.3	)	$	2.9		$	3.9		$	0.9		$	1.0	$	1.1

Of the total net periodic benefit income of $(0.4) million for the year ended December 31, 2013, $(2.3) million is recorded in cost of sales, $2.4 million is recorded in SG&A expenses and $(0.5) million is capitalized in inventory.

During 2013, the Company recognized net period benefit income of $(0.4) million, compared to net period benefit costs of $3.9 million in 2012, driven primarily by the increase in the fair value of pension plan assets at December 31, 2012.

During 2012, excluding the curtailment gain described above, net periodic benefit costs were flat compared to 2011, driven primarily by a decrease in the weighted-average discount rate, partially offset by the increase in the fair value of pension plan assets at December 31, 2011.

Amounts recognized in accumulated other comprehensive loss at December 31, 2013 in respect of the Company’s pension plans and other post-retirement plans, which have not yet been recognized as a component of net periodic benefit cost, are as follows:



	Pension Benefits			Post-Retirement Benefits		Total
Net actuarial loss	$	170.1		$	2.8	$	172.9
Prior service cost	—			—		—
Accumulated Other Comprehensive Loss, Gross	170.1			2.8		172.9
Income tax (benefit) expense	(1.8		)	0.1		(1.7		)
Portion allocated to Revlon Holdings	(0.7		)	—		(0.7		)
Accumulated Other Comprehensive Loss, Net	$	167.6		$	2.9	$	170.5

The total actuarial losses and prior service costs in respect of the Company’s pension plans and other post-retirement plans included in accumulated other comprehensive loss at December 31, 2013 and expected to be recognized in net periodic benefit cost during the fiscal year ended December 31, 2014, is $4.4 million and $0.2 million, respectively.

Pension Plan Assumptions:

The following weighted-average assumptions were used to determine the Company’s projected benefit obligation of the Company’s U.S. and International pension plans at the end of the respective years:



	U.S. Plans				International Plans
	2013		2012		2013		2012
Discount rate	4.68	%	3.78	%	4.48	%	4.33	%
Rate of future compensation increases	3.00	%	3.00	%	3.40	%	2.97	%

The following weighted-average assumptions were used to determine the Company’s net periodic benefit cost of the Company’s U.S. and International pension plans during the respective years:



	U.S. Plans						International Plans
	2013		2012		2011		2013		2012		2011
Discount rate	3.78	%	4.38	%	5.17	%	4.33	%	4.77	%	5.32	%
Expected long-term return on plan assets	7.75	%	7.75	%	8.00	%	6.00	%	6.22	%	6.25	%
Rate of future compensation increases	3.00	%	3.50	%	3.50	%	2.97	%	3.05	%	3.53	%

The 4.68% weighted-average discount rate used to determine the Company’s projected benefit obligation of the Company’s U.S. plans at the end of 2013 was derived by reference to appropriate benchmark yields on high quality corporate bonds, with terms which approximate the duration of the benefit payments and the relevant benchmark bond indices considering the individual plan’s characteristics. The rate selected approximates the rate at which the Company believes the U.S. pension benefits could have been effectively settled. The discount rates used to determine the Company’s projected benefit obligation of the Company’s primary international plans at the end of 2013 were derived from similar local studies, in conjunction with local actuarial consultants and asset managers.

In selecting its expected long-term rate of return on its plan assets, the Company considers a number of factors, including, without limitation, recent and historical performance of plan assets, the plan portfolios' asset allocations over a variety of time periods compared with third-party studies, the performance of the capital markets in recent years and other factors, as well as advice from various third parties, such as the plans' advisors, investment managers and actuaries. While the Company considered both the recent performance and the historical performance of plan assets, the Company’s assumptions are based primarily on its estimates of long-term, prospective rates of return. Using the aforementioned methodologies, the Company selected a 7.75% and 6.00% weighted-average long-term rate of return on plan assets assumption during 2013 for the U.S and International pension plans, respectively. Differences between actual and expected asset returns are recognized in the net periodic benefit cost over the remaining service period of the active participating employees.

The rate of future compensation increases is an assumption used by the actuarial consultants for pension accounting and is determined based on the Company’s current expectation for such increases.

Investment Policy:

The Investment Committee for the Company's U.S. pension plans (the “Investment Committee”) has adopted (and revises from time to time) an investment policy for the U.S. pension plans with the objective of meeting or exceeding, over time, the expected long-term rate of return on plan assets assumption, weighed against a reasonable risk level. In connection with this objective, the Investment Committee retains a professional investment advisor who recommends investment managers that invest plan assets in the following asset classes: common and preferred stock, mutual funds, fixed income securities, common and collective funds, hedge funds, group annuity contracts and cash and other investments. The Company’s international plans follow a similar methodology in conjunction with local actuarial consultants and asset managers.

The investment policy adopted by the Investment Committee provides for investments in a broad range of publicly-traded securities, among other things. The investments are in domestic and international stocks, ranging from small to large capitalization stocks, debt securities ranging from domestic and international treasury issues, corporate debt securities, mortgages and asset-backed issues. Other investments may include cash and cash equivalents and hedge funds. The investment policy also allows for private equity, not covered in investments described above, provided that such investments are approved by the Investment Committee prior to their selection. Also, global balanced strategies are utilized to provide for investments in a broad range of publicly-traded stocks and bonds in both domestic and international markets as described above. In addition, the global balanced strategies can include commodities, provided that such investments are approved by the Investment Committee prior to their selection.

The Investment Committee’s investment policy does not allow the use of derivatives for speculative purposes, but such policy does allow its investment managers to use derivatives for the purpose of reducing risk exposures or to replicate exposures of a particular asset class.

The Company’s U.S. and international pension plans have target ranges which are intended to be flexible guidelines for allocating the plans’ assets among various classes of assets. These target ranges are reviewed periodically and considered for readjustment when an asset class weighting is outside of its target range (recognizing that these are flexible target ranges that may vary from time to time) with the objective of achieving the expected long-term rate of return on plan assets assumption, weighed against a reasonable risk level. The target ranges per asset class are as follows:



	Target Ranges
	U.S. Plans	International Plans
Asset Class:
Common and preferred stock	0% - 10%	—
Mutual funds	20% - 30%	—
Fixed income securities	10% - 30%	—
Common and collective funds	25% - 55%	100%
Hedge funds	0% - 15%	—
Group annuity contract	0% - 5%	—
Cash and other investments	0% - 10%	—

Fair Value of Pension Plan Assets:

The following table presents information on the fair value of the U.S. and international pension plan assets at December 31, 2013 and 2012:



	U.S. Plans				International Plans
	2013		2012		2013		2012
Fair value of plan assets	$	492.5	$	461.9	$	65.1	$	58.3

The Company determines the fair values of the Company’s U.S. and international pension plan assets as follows:


•	Common and preferred stock: The fair values of the investments included in the common and preferred stock asset class generally reflect the closing price reported on the major market where the individual securities are traded. The Company classifies common and preferred stock investments within Level 1 of the fair value hierarchy.

•

Mutual funds: The fair values of the investments included in the mutual funds asset class are determined using net asset value (“NAV”) provided by the administrator of the funds. The NAV is based on the closing price reported on the major market where the individual securities within the mutual fund are traded. The Company classifies mutual fund investments within Level 1 of the fair value hierarchy.


•	Fixed income securities: The fair values of the investments included in the fixed income securities asset class are based on a compilation of primarily observable market information and/or broker quotes. The Company classifies fixed income securities investments primarily within Level 2 of the fair value hierarchy.

•

Common and collective funds: The fair values of the investments included in the common and collective funds asset class are determined using NAV provided by the administrator of the funds. The NAV is based on the value of the underlying assets owned by the common and collective fund, minus its liabilities, and then divided by the number of shares outstanding. The Company classifies common and collective fund investments within Level 2 of the fair value hierarchy.

•

Hedge funds: The hedge fund asset class includes hedge funds that primarily invest in a grouping of equities, fixed income instruments, currencies, derivatives and/or commodities. The fair value of investments included in the hedge funds class are determined using NAV provided by the administrator of the funds. The NAV is based on securities listed or quoted on a national securities exchange or market, or traded in the over-the-counter market, and is valued at the closing quotation posted by that exchange or trading system. Securities not listed or quoted on a national securities exchange or market are valued primarily through observable market information or broker quotes. The hedge fund investments generally can be sold on a quarterly or monthly basis and may employ leverage. The Company classifies hedge fund investments within Level 2 of the fair value hierarchy.

•

Group annuity contract: The group annuity contract asset class primarily invests in equities, corporate bonds and government bonds. The fair value of securities listed or quoted on a national securities exchange or market, or traded in the over-the-counter market, are valued at the closing quotation posted by that exchange or trading system. Securities not listed or quoted on a national securities exchange or market are valued primarily through observable market information or broker quotes. The Company classifies group annuity contract investments within Level 2 of the fair value hierarchy.


•	Cash and cash equivalents: Cash and cash equivalents are measured at cost, which approximates fair value. The Company classifies cash and cash equivalents within Level 1 of the fair value hierarchy.

The fair values of the U.S. and International pension plan assets at December 31, 2013, by asset categories were as follows:



	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Common and Preferred Stock:
U.S. small/mid cap equity	$	23.1	$	23.1	$	—	$	—
Mutual Funds^(a):
Corporate bonds	24.4		24.4		—		—
Government bonds	15.1		15.1		—		—
U.S. large cap equity	68.7		68.7		—		—
International equities	4.3		4.3		—		—
Emerging markets international equity	4.2		4.2		—		—
Other	0.9		0.9		—		—
Fixed Income Securities:
Corporate bonds	46.1		—		45.8		0.3
Government bonds	9.6		—		8.0		1.6
Common and Collective Funds^(a):
Corporate bonds	53.7		—		53.7		—
Government bonds	69.8		—		69.8		—
U.S. large cap equity	33.8		—		33.8		—
U.S. small/mid cap equity	23.0		—		23.0		—
International equities	92.1		—		92.1		—
Emerging markets international equity	17.3		—		17.3		—
Cash and cash equivalents	2.0		—		2.0		—
Other	2.9		—		2.9		—
Hedge Funds^(a):
Corporate bonds	11.8		—		11.8		—
Government bonds	24.5		—		24.5		—
U.S. large cap equity	4.3		—		4.3		—
International equities	6.1		—		6.1		—
Cash and cash equivalents	5.7		—		5.7		—
Other	4.1		—		4.1		—
Group Annuity Contract	2.6		—		2.6		—
Cash and Cash Equivalents	7.5		7.5		—		—
Fair value of plan assets at December 31, 2013	$	557.6	$	148.2	$	407.5	$	1.9

The fair values of the U.S. and International pension plan assets at December 31, 2012, by asset categories were as follows:



	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Common and Preferred Stock:
U.S. small/mid cap equity	$	18.9	$	18.9	$	—	$	—
Mutual Funds^(a):
Corporate bonds	19.4		19.4		—		—
Government bonds	16.0		16.0		—		—
U.S. large cap equity	63.2		63.2		—		—
International equities	4.6		4.6		—		—
Emerging markets international equity	5.0		5.0		—		—
Other	3.6		3.6		—		—
Fixed Income Securities:
Corporate bonds	49.8		—		49.2		0.6
Government bonds	9.9		—		9.9		—
Common and Collective Funds^(a):
Corporate bonds	57.0		—		57.0		—
Government bonds	70.2		—		70.2		—
U.S. large cap equity	27.0		—		27.0		—
U.S. small/mid cap equity	17.7		—		17.7		—
International equities	74.3		—		74.3		—
Emerging markets international equity	17.7		—		17.7		—
Cash and cash equivalents	3.0		—		3.0		—
Other	1.1		—		1.1		—
Hedge Funds^(a):
Corporate bonds	4.2		—		4.2		—
Government bonds	30.9		—		30.9		—
U.S. large cap equity	4.6		—		4.6		—
International equities	3.1		—		3.1		—
Foreign exchange contracts	—		—		—		—
Cash and cash equivalents	6.0		—		6.0		—
Other	3.8		—		3.8		—
Group Annuity Contract	2.3		—		2.3		—
Cash and Cash Equivalents	6.9		6.9		—		—
Fair value of plan assets at December 31, 2012	$	520.2	$	137.6	$	382.0	$	0.6


^(a)	The investments in mutual funds, common and collective funds and hedge funds are disclosed above within the respective underlying investments’ class (i.e., various equities, corporate bonds, government bonds and other investment classes), while the fair value hierarchy levels of the investments are based on the Company’s direct ownership unit of account.

The following table sets forth a summary of changes in the fair values of the U.S. and International pension plans’ Level 3 assets for the years ended December 31, 2013 and 2012:



	Total			Fixed Income Securities
Balance, December 31, 2011	$	—		$	—
Purchases, sales, and settlements, net	0.6			0.6
Balance, December 31, 2012	0.6			0.6
Purchases, sales, and settlements, net	0.6			0.6
Loss on assets held during the period	(0.2		)	(0.2		)
Transfers into Level 3	0.9			0.9
Balance, December 31, 2013	$	1.9		$	1.9

Contributions:

The Company’s intent is to fund at least the minimum contributions required to meet applicable federal employee benefit and local laws, or to directly pay benefit payments where appropriate. During 2013, the Company contributed $17.7 million to its pension plans and $0.8 million to its other post-retirement benefit plans. During 2014, the Company expects to contribute approximately $25.0 million to its pension and other post-retirement benefit plans.

Estimated Future Benefit Payments:

The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid out of the Company’s pension and other post-retirement benefit plans:



	Total Pension Benefits		Total Other Benefits
2014	$	40.7	$	1.2
2015	41.2		1.2
2016	41.8		1.2
2017	43.0		1.2
2018	43.4		1.2
Years 2019 to 2023	225.0		5.8

STOCKHOLDERS' DEFICIENCY

12 Months Ended

Dec. 31, 2013

Stockholders' Equity Note [Abstract]

STOCKHOLDERS' DEFICIENCY

Information about the Company's common and treasury stock issued and/or outstanding is as follows:



	Common Stock
	Class A		Class B		Treasury Stock
Balance, December 31, 2010	50,000,497		3,125,000		532,838
Cancellation of restricted stock	(13,846	)	—
Withholding of restricted stock to satisfy taxes	—		—		138,433
Balance, December 31, 2011	49,986,651		3,125,000		671,271
Withholding of restricted stock to satisfy taxes	—		—		83,582
Balance, December 31, 2012	49,986,651		3,125,000		754,853
Conversion of Class B shares to Class A shares	3,125,000		(3,125,000	)
Restricted stock grants	120,000		—
Balance, December 31, 2013	53,231,651		—		754,853

Common Stock

As of December 31, 2013, the Company's authorized common stock consisted of 900 million shares of Class A Common Stock and 200 million shares of Class B common stock, par value $0.01 per share ("Class B Common Stock" and together with the Class A Common Stock, the "Common Stock"). In October 2009, Revlon, Inc., amended its certificate of incorporation to (1) clarify that the provision requiring that holders of its Class A Common Stock and holders of its Class B Common Stock receive the same consideration in certain business combinations shall only apply in connection with transactions involving third parties and (2) increase the number of Revlon, Inc.’s authorized shares of preferred stock from 20 million to 50 million and, accordingly, to increase the number of Revlon, Inc.’s authorized shares of capital stock from 1,120 million to 1,150 million. The holders of Class A Common Stock and Class B Common Stock vote as a single class on all matters, except as otherwise required by law, with each share of Class A Common Stock entitling its holder to one vote and each share of the Class B Common Stock entitling its holder to ten votes. The holders of the Company's two classes of Common Stock are entitled to share equally in the earnings of the Company from dividends, when and if declared by Revlon, Inc.’s Board of Directors. Each share of Class B Common Stock is convertible into one share of Class A Common Stock.

In October 2013, MacAndrews & Forbes exercised its right under Revlon, Inc.'s Restated Certificate of Incorporation to voluntarily convert all of the 3,125,000 shares of Revlon, Inc. Class B Common Stock (previously held in the name of REV Holdings LLC) on a one-for-one basis into 3,125,000 shares of Revlon, Inc. Class A Common Stock. The shares of Revlon, Inc.'s Class A Common Stock issued in such conversion were not registered under the Securities Act. As MacAndrews & Forbes is an accredited investor within the meaning of Rule 501 of Regulation D under the Securities Act, such shares were issued in reliance on exemptions from registration under Section 4(2) of the Securities Act and Rule 506 of Regulation D under the Securities Act. Appropriate restrictive legends were affixed to the certificate representing the shares of Class A Common Stock issued to REV Holdings LLC in such conversion. Revlon, Inc. did not receive any proceeds in connection with such conversion.

On October 8, 2013, Revlon, Inc. consummated the mandatory redemption of the Preferred Stock in accordance with such Preferred Stock's certificate of designation and, using the proceeds of the Contributed Loan between Revlon, Inc. and Products Corporation which matured on October 8, 2013, Revlon, Inc. paid $48.6 million to the Preferred Stock holders, which represented the $5.21 liquidation preference for each of the outstanding 9,336,905 shares of Preferred Stock. See Note 11, “Long-Term Debt and Redeemable Preferred Stock” for further discussion.

As of December 31, 2013, after giving effect to the foregoing transactions, MacAndrews & Forbes beneficially owned approximately 78% of Revlon, Inc.’s Class A Common Stock, representing approximately 78% of Revlon, Inc.’s outstanding voting capital stock.

Treasury Stock

Pursuant to the share withholding provisions of the Stock Plan, during 2012, certain employees, in lieu of paying withholding taxes on the vesting of certain shares of restricted stock, authorized the withholding of 594; 79,035; and 3,953 shares of Revlon, Inc. Class A Common Stock to satisfy their minimum statutory tax withholding requirements related to such vesting events on January 2, January 10 and July 2, 2012, respectively. These shares were recorded as treasury stock using the cost method, at $14.87, $14.18 and $14.45 per share, respectively, based on the NYSE closing price per share on the applicable vesting dates, for a total of $1.2 million.

Pursuant to the share withholding provisions of the Stock Plan, during 2011, certain employees, in lieu of paying withholding taxes on the vesting of certain shares of restricted stock, authorized the withholding of 52,138; 82,174; and 4,121 shares of Revlon, Inc. Class A Common Stock to satisfy their minimum statutory tax withholding requirements related to such vesting events on January 2, January 10 and July 2, 2011, respectively. These shares were recorded as treasury stock using the cost method, at $9.84, $9.85 and $17.27 per share, respectively, based on the NYSE closing price per share on the applicable vesting dates, for a total of $1.4 million.

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

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+ Details

STOCK COMPENSATION PLAN

12 Months Ended

Dec. 31, 2013

STOCK COMPENSATION PLAN

Revlon, Inc. maintains the Stock Plan, which provides for awards of stock options, stock appreciation rights, restricted or unrestricted stock and restricted stock units to eligible employees and directors of Revlon, Inc. and its affiliates, including Products Corporation.

Stock options:

Non-qualified stock options granted under the Stock Plan are granted at prices that equal or exceed the fair market value of Class A Common Stock on the grant date and have a term of 7 years (option grants under the Stock Plan prior to June 4, 2004 have a term of 10 years). Option grants generally vest over service periods that range from 1 year to 4 years.

Total net stock option compensation expense includes amounts attributable to the granting of, and the remaining requisite service period of, stock options issued under the Stock Plan, which awards were unvested at January 1, 2006 or granted on or after such date. All stock options were fully vested as of December 31, 2009.

At December 31, 2013, 2012 and 2011, there were 800; 8,105; and 264,509 stock options exercisable under the Stock Plan, respectively.

A summary of stock option activity for the years ended December 31, 2013, 2012 and 2011 is presented below:



	Stock Options (000's)		Weighted Average Exercise Price
Outstanding at January 1, 2011	987.9		$	31.68
Forfeited and expired	(723.4	)	31.92
Outstanding at December 31, 2011	264.5		31.02
Forfeited and expired	(256.4	)	31.06
Outstanding at December 31, 2012	8.1		29.91
Forfeited and expired	(7.3	)	30.17
Outstanding at December 31, 2013	0.8		27.50

The following table summarizes significant ranges of the Stock Plan's stock options outstanding and exercisable at December 31, 2013:



	Outstanding and Exercisable
Range of Exercise Prices	Number of Options (000's)	Weighted Average Years Remaining	Weighted Average Exercise Price		Aggregate Intrinsic Value
$27.50	0.8	0.07	$	27.50	$	—

Restricted stock awards and restricted stock units:

The Stock Plan allows for awards of restricted stock and restricted stock units to employees and directors of Revlon, Inc. and its affiliates, including Products Corporation. The restricted stock awards granted under the Stock Plan vest over service periods that generally range from 1.5 years to 3 years. In October 2013, the Company granted 120,000 shares of restricted common stock to an executive, which shares will vest over a 3-year period in equal installments on the first, second and third anniversary of the grant date. There have not been any other restricted stock awards granted since 2009.

A summary of the restricted stock and restricted stock units activity for the years ended December 31, 2013, 2012 and 2011 is presented below:



	Restricted Stock (000's)		Weighted Average Grant Date Fair Value
Outstanding at January 1, 2011	690.7		$	8.20
Vested^(a)	(419.5	)	8.95
Forfeited	(13.8	)	7.15
Outstanding at December 31, 2011	257.4		7.04
Vested^(a)	(257.4	)	7.04
Outstanding at December 31, 2012	—		—
Granted	120.0		24.80
Outstanding at December 31, 2013	120.0		24.80


^(a)	Of the amounts vested during 2012 and 2011, 83,582 and 138,433 shares, respectively, were withheld by the Company to satisfy certain grantees’ minimum withholding tax requirements, which withheld shares became Revlon, Inc. treasury stock and are not sold on the open market. (See discussion under “Treasury Stock” in Note 17, “Stockholders’ Deficiency”).

The Company recognizes non-cash compensation expense related to restricted stock awards and restricted stock units under the Stock Plan using the straight-line method over the remaining service period. The Company recorded compensation expense related to restricted stock awards under the Stock Plan of $0.2 million, $0.3 million and $1.9 million during 2013, 2012 and 2011, respectively. The deferred stock-based compensation related to restricted stock awards was $2.8 million and nil at December 31, 2013 and 2012, respectively. The total fair value of restricted stock and restricted stock units that vested during the years ended December 31, 2013 and 2012 was nil and $3.7 million, respectively.

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details.

+ References+ Details

ACCUMULATED OTHER COMPREHENSIVE LOSS

12 Months Ended

Dec. 31, 2013

ACCUMULATED OTHER COMPREHENSIVE LOSS

The components of accumulated other comprehensive loss as of December 31, 2013 are as follows:



	Foreign Currency Translation			Actuarial (Loss) Gain on Post-retirement Benefits			Prior Service Cost on Post-retirement Benefits			Deferred Gain - Hedging		Accumulated Other Comprehensive Loss
Balance, January 1, 2011	$	33.1		$	(183.2	)	$	(0.2	)	$	—	$	(150.3	)
Unrealized gains (losses), net of tax of $1.8 million	(8.3		)	—			—			—		(8.3		)
Amortization of pension related costs, net of tax of $(2.0) million^(a)	—			3.5			0.1			—		3.6
Pension re-measurement, net of tax of $30.1 million	—			(45.9		)	—			—		(45.9		)
Balance, December 31, 2011	24.8			(225.6		)	(0.1		)	—		(200.9		)
Unrealized gains (losses), net of tax of $1.0 million	(1.5		)	—			—			—		(1.5		)
Amortization of pension related costs, net of tax of $(1.0) million^(a)(b)	—			9.4			—			—		9.4
Pension re-measurement, net of tax of $7.2 million	—			(15.4		)	—			—		(15.4		)
Pension curtailment gain^(c)	—			0.1			0.1			—		0.2
Balance, December 31, 2012	23.3			(231.5		)	—			—		(208.2		)
Unrealized gains (losses), net of tax of $3.3 million	(4.1		)	—			—			—		(4.1		)
Amortization of pension related costs, net of tax of $(1.2) million ^(a)	—			7.7			—			—		7.7
Pension re-measurement, net of tax of $(33.5) million	—			53.3			—			—		53.3
Revaluation of derivative financial instrument, net of tax of $(1.0) million^(d)	—			—			—			1.5		1.5
Balance, December 31, 2013	$	19.2		$	(170.5	)	$	—		$	1.5	$	(149.8	)

^(a)

Amounts represent the change in Accumulated Other Comprehensive Loss as a result of the amortization of unrecognized prior service costs and actuarial losses (gains) arising during each year related to the Company’s pension and other post-retirement plans. See Note 16, “Savings Plan, Pension and Post-retirement Benefits,” for further discussion of the Company’s pension and other post-retirement plans.


^(b)	Included in this amount is a $2.0 million reclassification adjustment recorded in the first quarter of 2012 related to deferred taxes on the amortization of actuarial losses.

^(c)

As a result of the September 2012 Program, the Company recognized a curtailment gain of $1.7 million, partially offset by $0.1 million of accumulated actuarial losses and $0.1 million of prior service costs previously reported within Accumulated Other Comprehensive Loss, for a net gain of $1.5 million, which was recorded within restructuring charges for the year ended December 31, 2012. See Note 16, “Savings Plan, Pension and Post-retirement Benefits,” for further discussion of the Company’s pension and other post-retirement plans.


^(d)	For the period ended December 31, 2013, the 2013 Interest Rate Swap was deemed effective and therefore, the changes in fair value related to the 2013 Interest Rate Swap are recorded in Other Comprehensive Income See Note 13, "Financial Instruments" for further discussion of the 2013 Interest Rate Swap.

The entire disclosure for comprehensive income, which includes, but is not limited to, 1) the amount of income tax expense or benefit allocated to each component of other comprehensive income, including reclassification adjustments, 2) the reclassification adjustments for each classification of other comprehensive income and 3) the ending accumulated balances for each component of comprehensive income.

Commitments and Contingencies Disclosure [Abstract]

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 220

-SubTopic 10

-Section 45

-Paragraph 11

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-Topic 220

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Reference 3: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 505

-SubTopic 10

-Section S99

-Paragraph 1

-Subparagraph (SX 210.3-04)

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Reference 4: http://www.xbrl.org/2003/role/presentationRef

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-Name Accounting Standards Codification

-Topic 220

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-Topic 220

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Reference 6: http://www.xbrl.org/2003/role/presentationRef

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-Name Accounting Standards Codification

-Topic 220

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-Section 45

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-Name Accounting Standards Codification

-Topic 220

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-Glossary Reclassification Adjustments

-URI http://asc.fasb.org/extlink&oid=6522872

+ Details

COMMITMENTS AND CONTINGENCIES

12 Months Ended

Dec. 31, 2013

COMMITMENTS AND CONTINGENCIES

Products Corporation currently leases manufacturing, executive, research and development, and sales facilities and various types of equipment under operating and capital lease agreements. Rental expense was $19.8 million, $16.2 million and $17.3 million for the years ended December 31, 2013, 2012 and 2011, respectively. Minimum rental commitments under all noncancelable leases, including those pertaining to idled facilities, are presented below.



Minimum Rental Commitments	Total		2014		2015		2016		2017		2018		Thereafter
Capital leases	$	7.3	$	3.4	$	2.2	$	1.4	$	0.3	$	—	$	—
Operating leases	78.8		28.7		13.4		9.5		6.4		4.7		16.1

The Company is involved in various routine legal proceedings incidental to the ordinary course of its business. The Company believes that the outcome of all pending legal proceedings in the aggregate is not reasonably likely to have a material adverse effect on the Company’s business, financial condition and/or its results of operations. However, in light of the uncertainties involved in legal proceedings generally, the ultimate outcome of a particular matter could be material to the Company’s operating results for a particular period depending on, among other things, the size of the loss or the nature of the liability imposed and the level of the Company’s income for that particular period.

As previously announced, on October 8, 2009, the Company consummated its voluntary exchange offer in which, among other things, Revlon, Inc. issued to stockholders who elected to exchange shares (other than MacAndrews & Forbes) 9,336,905 shares of its Preferred Stock in exchange for the same number of shares of Revlon, Inc. Class A Common Stock tendered in the Exchange Offer (the “Exchange Offer”). During 2009, several class action lawsuits were brought against the Company, Revlon, Inc.’s then directors and MacAndrews & Forbes (collectively, “Defendants”) related to the 2009 Exchange Offer. Plaintiffs in each of these actions sought, among other things, an award of damages and the costs and disbursements of such actions, including a reasonable allowance for the fees and expenses of each such plaintiff’s attorneys and experts.

On June 21, 2012, without admitting any liability, Revlon, Inc., Revlon, Inc.’s then directors and MacAndrews & Forbes (collectively, “Defendants”) entered into a binding Memorandum of Understanding (“MOU”) with Fidelity Management & Research Company (“FMR Co.”) and its investment advisory affiliates, all of which are direct or indirect subsidiaries of FMR LLC (collectively, “Fidelity”), which through various funds and management agreements controlled the largest block of shares to participate in the Exchange Offer, to settle potential claims Fidelity could have had as a potential member of the classes that plaintiffs sought to certify in the pending actions.

Fidelity executed the MOU on behalf of 6,111,879 shares (the “Fidelity Controlled Shares”) out of the 6,933,526 shares (the “Fidelity Shares”) of the Company’s Class A Common Stock that Fidelity exchanged in the Exchange Offer, and pursuant to the terms of the MOU, the remaining 821,647 shares agreed on July 12, 2012, to participate in the settlement. As part of the settlement, Fidelity agreed, among other things, to accept a cash payment from Defendants of $22.5 million (the “Fidelity Settlement Amount”), which amount was paid from insurance proceeds in July 2012, in exchange for Fidelity’s opting out with respect to the Fidelity Shares of any purported class action related to the Exchange Offer and Fidelity’s release of all related potential claims. On July 20, 2012, Fidelity and the Defendants executed a final Stipulation and Settlement Agreement (the “Stipulation”) the terms of which are substantively identical to the terms of the MOU. The Stipulation superseded the MOU. In addition, on July 17, 2012, the Defendants entered into a binding MOU with two additional stockholders who collectively exchanged 310,690 shares in the Exchange Offer, the terms of which are substantively identical to the settlement with Fidelity and called for the payment of $1 million, in the aggregate, to the two stockholders. In August 2012, Defendants and the two additional stockholders executed a final Stipulation and Settlement Agreement which superseded, and was substantively identical to, the MOU. The $1 million payment was paid from insurance proceeds in August 2012.

In the second quarter of 2012, the Company recorded a charge and corresponding income from insurance proceeds related to Revlon Inc.’s estimated allocable portion of the Fidelity Settlement Amount and the additional $1 million payment, which resulted in no impact to the Company’s Consolidated Statements of Operations and Comprehensive Income for the year ended December 31, 2012.

The Defendants also agreed with Fidelity and the two additional stockholders (together, the “settling stockholders”) that, in the event a settlement was reached with the purported class action plaintiffs, or an award of damages was issued following a trial in any of the actions, and that settlement amount or damage award exceeded the settlement amounts on a per share basis received by the settling stockholders, the settling stockholders would each receive additional consideration subject to certain parameters. The agreements with the settling stockholders were not subject to court approval and had no effect on the actions other than to exclude the settling stockholders from any certified class.

Although the Company continued to believe that it had meritorious defenses to the asserted claims in the actions, the Defendants and plaintiffs agreed to the terms of a settlement and on October 8, 2012, which at the time was pending approval from the courts to which it was presented, executed the settlement agreements to resolve all claims in all of the actions (the “Settlement”).

The Settlement provided that the Defendants would make net cash payments totaling approximately $9.2 million to settle all of the actions, and full and complete releases would be provided to Defendants from all plaintiffs. In addition, when it was approved by the courts, the Settlement resulted in additional payments to the settling stockholders totaling approximately $4.2 million, of which approximately $4 million was paid to Fidelity.

In the second quarter of 2012, the Company recorded a charge of $6.7 million with respect to the Company’s then-estimated costs of resolving the actions, including the Company’s estimate at that time of additional payments to be made to the settling stockholders. In addition to the charge of $6.7 million it recorded in the second quarter of 2012, the Company recorded an additional charge of $2.2 million in the third quarter of 2012 in connection with payments to be made by the Company as a result of the Settlement and the additional payments to be made to the settling stockholders, for a total charge of $8.9 million for the year ended December 31, 2012. This charge is included within SG&A expenses in the Company’s Consolidated Statements of Operations and Comprehensive Income for the year ended December 31, 2012.

The class action settlement was conditioned, and became effective, upon final approval of the derivative action settlement and final dismissal of the actions pending outside of the Delaware Court of Chancery. The derivative action settlement was approved by the U.S. District Court for the District of Delaware on April 30, 2013. In early May 2013, the U.S. District Court for the District of Delaware dismissed the purported class action filed by John Garofalo, and in late July 2013, the Supreme Court of New York, New York County dismissed the Sullivan action. The entire settlement of all the actions noted above became effective thirty days after dismissal of the Sullivan action. In August 2013, a payment of $8.9 million, representing the Company's allocable portion of the settlement amount, was made to settle all amounts owed by the Company in connection with the settlement agreements.

Revlon, Inc. agreed with the staff of the SEC (or the “Commission”) on the terms of a proposed settlement of an investigation relating to certain disclosures made by Revlon, Inc. in its public filings in 2009 in connection with the 2009 Exchange Offer. On June 13, 2013, the Commission approved such settlement and Revlon, Inc. entered into the settlement without admitting or denying the findings set forth therein and, pursuant to its terms, Revlon, Inc., among other things, paid a civil penalty of $850,000. The settlement amount was previously accrued in the fourth quarter of 2012 within SG&A expenses and accrued expenses and other in Revlon, Inc.'s Consolidated Financial Statements.

In September 2013, Revlon, Inc. received a final payment of approximately $1.8 million of insurance proceeds in connection with matters related to the 2009 Exchange Offer. These proceeds were recorded as a gain within SG&A expenses in the Company’s Consolidated Statements of Operations and Comprehensive Income for the year ended December 31, 2013.

RELATED PARTY TRANSACTIONS

The entire disclosure for commitments and contingencies.

+ References+ Details

RELATED PARTY TRANSACTIONS

12 Months Ended

Dec. 31, 2013

As of December 31, 2013, MacAndrews & Forbes beneficially owned approximately 78% of Revlon, Inc.'s Class A Common Stock representing approximately 78% of Revlon, Inc.’s outstanding shares of voting capital stock. As a result, MacAndrews & Forbes is able to elect Revlon, Inc.’s entire Board of Directors and control the vote on all matters submitted to a vote of Revlon, Inc.'s stockholders. MacAndrews & Forbes is wholly-owned by Ronald O. Perelman, Chairman of Revlon, Inc.’s Board of Directors.

Transfer Agreements

In June 1992, Revlon, Inc. and Products Corporation entered into an asset transfer agreement with Revlon Holdings LLC, a Delaware limited liability company and formerly a Delaware corporation known as Revlon Holdings Inc. ("Revlon Holdings"), and which is an affiliate and an indirect wholly-owned subsidiary of MacAndrews & Forbes, and certain of Revlon Holdings’ wholly-owned subsidiaries. Revlon, Inc. and Products Corporation also entered into a real property asset transfer agreement with Revlon Holdings. Pursuant to such agreements, on June 24, 1992, Revlon Holdings transferred certain assets to Products Corporation and Products Corporation assumed all of the liabilities of Revlon Holdings, other than certain specifically excluded assets and liabilities (the liabilities excluded are referred to as the "Excluded Liabilities"). Certain consumer products lines sold in demonstrator-assisted distribution channels considered not integral to the Company's business and that historically had not been profitable and certain other assets and liabilities were retained by Revlon Holdings. Revlon Holdings agreed to indemnify Revlon, Inc. and Products Corporation against losses arising from the Excluded Liabilities, and Revlon, Inc. and Products Corporation agreed to indemnify Revlon Holdings against losses arising from the liabilities assumed by Products Corporation. The amounts reimbursed by Revlon Holdings to Products Corporation for the Excluded Liabilities was $0.2 million for 2013 and $0.3 million for each of 2012 and 2011. As of both December 31, 2013 and 2012, a $0.1 million receivable from MacAndrews & Forbes was included within prepaid expenses and other in the Company’s Consolidated Balance Sheets for transactions subject to the Transfer Agreements.

Reimbursement Agreements

Revlon, Inc., Products Corporation and MacAndrews & Forbes Inc. (a wholly-owned subsidiary of MacAndrews & Forbes Holdings) have entered into reimbursement agreements (the "Reimbursement Agreements") pursuant to which (i) MacAndrews & Forbes Inc. is obligated to provide (directly or through its affiliates) certain professional and administrative services, including, without limitation, employees, to Revlon, Inc. and its subsidiaries, including, without limitation, Products Corporation, and to purchase services from third party providers, such as insurance, legal, accounting and air transportation services, on behalf of Revlon, Inc. and its subsidiaries, including Products Corporation, to the extent requested by Products Corporation, and (ii) Products Corporation is obligated to provide certain professional and administrative services, including, without limitation, employees, to MacAndrews & Forbes and to purchase services from third party providers, such as insurance, legal and accounting services, on behalf of MacAndrews & Forbes to the extent requested by MacAndrews & Forbes, provided that in each case the performance of such services does not cause an unreasonable burden to MacAndrews & Forbes or Products Corporation, as the case may be.

The Company reimburses MacAndrews & Forbes for the allocable costs of the services purchased for or provided by MacAndrews & Forbes to the Company and its subsidiaries and for the reasonable out-of-pocket expenses incurred by MacAndrews & Forbes in connection with the provision of such services. MacAndrews & Forbes reimburses Products Corporation for the allocable costs of the services purchased for or provided by Products Corporation to MacAndrews & Forbes and for the reasonable out-of-pocket expenses incurred in connection with the purchase or provision of such services. Each of the Company, on the one hand, and MacAndrews & Forbes Inc., on the other, has agreed to indemnify the other party for losses arising out of the services provided by it under the Reimbursement Agreements, other than losses resulting from its willful misconduct or gross negligence.

The Reimbursement Agreements may be terminated by either party on 90 days' notice. The Company does not intend to request services under the Reimbursement Agreements unless their costs would be at least as favorable to the Company as could be obtained from unaffiliated third parties.

The Company participates in MacAndrews & Forbes' directors and officers liability insurance program (the “D&O Insurance Program”), as well as its other insurance coverages, such as property damage, business interruption, liability and other coverages, which cover the Company, as well as MacAndrews & Forbes and its subsidiaries. The limits of coverage for certain of the policies are available on an aggregate basis for losses to any or all of the participating companies and their respective directors and officers. The Company reimburses MacAndrews & Forbes from time to time for their allocable portion of the premiums for such coverage or the Company pays the insurers directly, which premiums the Company believes are more favorable than the premiums the Company would pay were it to secure stand-alone coverage. Any amounts paid by the Company directly to MacAndrews & Forbes in respect of premiums are included in the amounts paid under the Reimbursement Agreements.

The net activity related to services provided and/or purchased under the Reimbursement Agreements during the year ended December 31, 2013 was $(4.4) million, which primarily includes a $6.1 million partial payment made by the Company to MacAndrews & Forbes during the first quarter of 2013 for premiums related to the Company's allocable portion of the 5-year renewal of the D&O Insurance Program for the period from January 31, 2012 through January 31, 2017, partially offset by $1.8 million from MacAndrews & Forbes for reimbursable costs incurred by the Company related to matters covered by the D&O Insurance Program. The net activity related to services provided and/or purchased under the Reimbursement Agreements during the year ended December 31, 2012 was $3.3 million, which primarily includes $18.0 million from MacAndrews & Forbes for reimbursable costs incurred by the Company related to matters covered by the D&O Insurance Program, partially offset by the initial $14.6 million partial pre-payment made by the Company to MacAndrews & Forbes during the first quarter of 2012 for premiums related to the Company’s allocable portion of the D&O Insurance Program. The net activity related to services provided and/or purchased under the Reimbursement Agreements during the year ended December 31, 2011 was $(0.5) million. As of December 31, 2013 and December 31, 2012, a receivable balance of nil and $0.3 million, respectively, from MacAndrews & Forbes was included within prepaid expenses and other in the Company’s Consolidated Balance Sheets for transactions subject to the Reimbursement Agreements.

Tax Sharing Agreements

As a result of a debt-for-equity exchange transaction completed in March 2004 (the “2004 Revlon Exchange Transactions”), as of March 25, 2004, Revlon, Inc., Products Corporation and their U.S. subsidiaries were no longer included in the MacAndrews & Forbes Group for U.S. federal income tax purposes. See Note 14, “Income Taxes,” for further discussion on these agreements and related transactions in 2013, 2012 and 2011.

Registration Rights Agreement

Prior to the consummation of Revlon, Inc.'s initial public equity offering in February 1996, Revlon, Inc. and Revlon Worldwide Corporation (which subsequently merged into REV Holdings LLC, a Delaware limited liability company (formerly a Delaware corporation) and a wholly-owned subsidiary of MacAndrews & Forbes (“REV Holdings”)), the then direct parent of Revlon, Inc., entered into a registration rights agreement (the "Registration Rights Agreement"), and in February 2003, MacAndrews & Forbes executed a joinder agreement to the Registration Rights Agreement, pursuant to which REV Holdings, MacAndrews & Forbes and certain transferees of Revlon, Inc.'s Common Stock held by REV Holdings (the "Holders") had the right to require Revlon, Inc. to register under the Securities Act all or part of the Class A Common Stock owned by such Holders, including, without limitation, the shares of Class A Common Stock purchased by MacAndrews & Forbes in connection with the $50.0 million equity rights offering consummated by Revlon, Inc. in 2003 and the shares of Class A Common Stock which were issued to REV Holdings upon its conversion of all 3,125,000 shares of its Class B Common Stock in October 2013 (a "Demand Registration"). In connection with the closing of the 2004 Revlon Exchange Transactions and pursuant to the 2004 Investment Agreement, MacAndrews & Forbes executed a joinder agreement that provided that MacAndrews & Forbes would also be a Holder under the Registration Rights Agreement and that all shares acquired by MacAndrews & Forbes pursuant to the 2004 Investment Agreement are deemed to be registrable securities under the Registration Rights Agreement. This included all of the shares of Class A Common Stock acquired by MacAndrews & Forbes in connection with Revlon, Inc.’s $110 million rights offering of shares of its Class A Common Stock and related private placement to MacAndrews & Forbes, which was consummated in March 2006, and Revlon, Inc.’s $100 million rights offering of shares of its Class A Common Stock and related private placement to MacAndrews & Forbes, which was consummated in January 2007.

Revlon, Inc. may postpone giving effect to a Demand Registration for a period of up to 30 days if Revlon, Inc. believes such registration might have a material adverse effect on any plan or proposal by Revlon, Inc. with respect to any financing, acquisition, recapitalization, reorganization or other material transaction, or if Revlon, Inc. is in possession of material non-public information that, if publicly disclosed, could result in a material disruption of a major corporate development or transaction then pending or in progress or could result in other material adverse consequences to Revlon, Inc. In addition, the Holders have the right to participate in registrations by Revlon, Inc. of its Class A Common Stock (a "Piggyback Registration"). The Holders will pay all out-of-pocket expenses incurred in connection with any Demand Registration. Revlon, Inc. will pay any expenses incurred in connection with a Piggyback Registration, except for underwriting discounts, commissions and expenses attributable to the shares of Class A Common Stock sold by such Holders.

Amended and Restated Senior Subordinated Term Loan

For a description of transactions with MacAndrews & Forbes in 2012 in connection with the Amended and Restated Senior Subordinated Term Loan, including MacAndrews & Forbes assigning its interest in the Non-Contributed Loan to various third parties, see Note 11, “Long-Term Debt and Redeemable Preferred Stock-Amended and Restated Senior Subordinated Term Loan Agreement.”

Contribution and Stockholders Agreement

In connection with consummating the 2009 Exchange Offer, Revlon, Inc. and MacAndrews & Forbes entered into a Contribution and Stockholder Agreement (as amended, the "Contribution and Stockholder Agreement"), pursuant to which, through such agreement's termination on October 8, 2013:


•	During any period in which Revlon, Inc. may not be subject to the reporting requirements of Section 13(a) or 15(d) of the Exchange Act, Revlon, Inc. would file or furnish, as appropriate, with the SEC on a voluntary basis all periodic and other reports that are required of a company that is subject to such reporting requirements;


•	Revlon, Inc. would maintain a majority of independent directors on its Board of Directors, each of whom would have been required to meet the “independence” criteria as set forth in Section 303A.02 of the NYSE Listed Company Manual, as it currently does; and

•

Revlon, Inc. would not engage in any transaction with any affiliate, other than Revlon, Inc.’s subsidiaries, or with any legal or beneficial owner of 10% or more of the voting power of Revlon, Inc.’s voting stock, unless (i) any such transaction or series of related transactions involving aggregate payments or other consideration in excess of $5 million was approved by all of Revlon, Inc.'s independent directors and (ii) any such transaction or series of related transactions involving aggregate payments or other consideration in excess of $20 million was determined, in the written opinion of a nationally recognized investment banking firm, to be fair, from a financial point of view, to Revlon, Inc., and in each case subject to certain exceptions.

Through such agreement's termination on October 8, 2013, MacAndrews & Forbes agreed that it would not complete certain short-form mergers under Section 253 of the Delaware General Corporation Law unless either (i) such transaction was approved in advance by a majority of the independent directors of Revlon, Inc.'s Board of Directors, as well as satisfying certain other conditions; or (ii) the short-form merger was preceded by a “qualifying tender offer” (as defined in the Contribution and Stockholder Agreement) for the shares of Class A Common Stock held by persons other than MacAndrews & Forbes, subject to certain other conditions. In any such merger, the holders of Preferred Stock would have retained their shares of Preferred Stock, or received shares of preferred stock in the surviving corporation of such merger with terms identical to, or no less favorable than, the terms of the Preferred Stock (with, for the avoidance of doubt, the same terms as though issued on the date of original issuance of the Preferred Stock).

Fidelity Stockholders Agreement

In connection with the 2004 Revlon Exchange Transactions, Revlon, Inc. and Fidelity Management & Research Co. ("Fidelity"), a wholly-owned subsidiary of FMR LLC ("FMR"), entered into a stockholders agreement (the “Fidelity Stockholders Agreement”) pursuant to which, among other things, Revlon, Inc. (i) agreed to continue to maintain a majority of independent directors (as defined by NYSE listing standards) on its Board of Directors, as it currently does; (ii) established and maintained its Nominating and Corporate Governance Committee of the Board of Directors; and (iii) agreed to certain restrictions with respect to its conducting any business or entering into any transactions or series of related transactions with any of its affiliates, any holders of 10% or more of the outstanding voting stock or any affiliates of such holders (in each case, other than its subsidiaries). The Fidelity Stockholders Agreement terminated no later than the consummation of Revlon, Inc.’s mandatory redemption of its Preferred Stock in October 2013.

Other

As disclosed in Note 20, “Commitments and Contingencies,” during 2012, Revlon, Inc. and MacAndrews & Forbes entered into settlement agreements in connection with the previously disclosed litigation actions related to the 2009 Exchange Offer. Such settlements became effective in August 2013 and resulted in total cash payments of approximately $36.9 million to settle all actions and related claims by Revlon, Inc.’s stockholders, of which $23.5 million were paid from insurance proceeds. In August 2013, a payment of $8.9 million, representing the Company's allocable portion of the settlement amount, was made to settle all amounts owed by Revlon, Inc. in connection with the settlement agreements. The Company previously recorded the $8.9 million charge during the year ended December 31, 2012, which represented Revlon, Inc.’s allocable portion of the total settlement payments not expected to be covered by insurance. Additionally, in September 2013, Revlon, Inc. received a final payment of approximately $1.8 million of insurance proceeds in connection with matters related to the 2009 Exchange Offer. These proceeds are recorded as a gain within SG&A expenses in the Company’s Consolidated Statements of Operations and Comprehensive Income for the year ended December 31, 2013.

Pursuant to a lease dated April 2, 1993 (the "Edison Lease"), Revlon Holdings leased to Products Corporation the Edison, N.J. research and development facility for a term of up to 10 years with an annual rent of $1.4 million and certain shared operating expenses payable by Products Corporation which, together with the annual rent, were not to exceed $2.0 million per year. In August 1998, Revlon Holdings sold the Edison facility to an unrelated third party, which assumed substantially all liability for environmental claims and compliance costs relating to the Edison facility, and in connection with such sale Products Corporation terminated the Edison Lease and entered into a new lease with the new owner. Revlon Holdings agreed to indemnify Products Corporation through September 1, 2013 (the original term of the new lease) to the extent that rent under the new lease exceeds the rent that would have been payable under the terminated Edison Lease had it not been terminated. The net amounts reimbursed by Revlon Holdings to Products Corporation with respect to the Edison facility were $0.1 million for each of 2013, 2012 and 2011.

Certain of Products Corporation’s debt obligations, including the Amended Credit Agreements and Products Corporation's 5¾% Senior Notes, have been, and may in the future be, supported by, among other things, subject to certain limited exceptions, all of the domestic subsidiaries of Products Corporation and, for the Amended Credit Agreements, guarantees from Revlon, Inc. The obligations under such guarantees are secured by, among other things, the capital stock of Products Corporation and, subject to certain limited exceptions, the capital stock of all of Products Corporation's domestic subsidiaries and 66% of the capital stock of Products Corporation's and its domestic subsidiaries' first-tier foreign subsidiaries. See Note 11, “Long Term Debt and Redeemable Preferred Stock,” for a discussion of the terms of the Amended Credit Agreements and 5¾% Senior Notes.

Quarterly Financial Information Disclosure [Abstract]

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References+ Details

QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)

12 Months Ended

Dec. 31, 2013

QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)

The following is a summary of the Company’s unaudited quarterly results of operations:



	Year Ended December 31, 2013
	1st Quarter			2nd Quarter			3rd Quarter			4th Quarter
Net sales	$	325.9		$	344.7		$	333.1		$	491.0
Gross profit	211.5			222.1			212.0			304.0
(Loss) income from continuing operations, net of taxes^(a)(b)(c)	(4.5		)	27.1			11.0			(9.0		)
Loss from discontinued operations, net of taxes^(c)	(2.4		)	(2.4		)	(1.5		)	(24.1		)
Net (loss) income^(a)(b)(c)	(6.9		)	24.7			9.5			(33.1		)

Basic (loss) income per common share^(a)(b)(c):
Continuing operations	(0.08		)	0.52			0.21			(0.17		)
Discontinued operations	(0.05		)	(0.05		)	(0.03		)	(0.46		)
Net (loss) income	$	(0.13	)	$	0.47		$	0.18		$	(0.63	)

Diluted (loss) income per common share^(a)(b)(c):
Continuing operations	(0.08		)	0.52			0.21			(0.17		)
Discontinued operations	(0.05		)	(0.05		)	(0.03		)	(0.46		)
Net (loss) income	$	(0.13	)	$	0.47		$	0.18		$	(0.63	)



	Year Ended December 31, 2012
	1st Quarter			2nd Quarter			3rd Quarter			4th Quarter
Net sales	$	321.5		$	350.2		$	341.2		$	383.5
Gross profit	209.2			229.0			216.8			247.6
Income (loss) from continuing operations, net of taxes^(d)(e)(f)	10.3			13.6			(11.3		)	48.6
Loss from discontinued operations, net of taxes	(1.8		)	(2.5		)	(3.7		)	(2.1		)
Net income (loss)^(d)(e)(f)	8.5			11.1			(15.0		)	46.5

Basic income (loss) per common share^(d)(e)(f):
Continuing operations	0.20			0.26			(0.22		)	0.93
Discontinued operations	(0.04		)	(0.05		)	(0.07		)	(0.04		)
Net income (loss)	$	0.16		$	0.21		$	(0.29	)	$	0.89

Diluted income (loss) per common share^(d)(e)(f):
Continuing operations	0.20			0.26			(0.22		)	0.93
Discontinued operations	(0.04		)	(0.05		)	(0.07		)	(0.04		)
Net income (loss)	$	0.16		$	0.21		$	(0.29	)	$	0.89


^(a)	Loss from continuing operations, net loss and basic and diluted loss per share for the first quarter of 2013 were unfavorably impacted by a $27.9 million aggregate loss on early extinguishment of debt due to the 2013 Senior Notes Refinancing and the February 2013 Term Loan Amendments. (See Note 11, “Long-Term Debt and Redeemable Preferred Stock”).

^(b)

(Loss) income from continuing operations, net (loss) income and basic and diluted (loss) income per share for the first quarter of 2013 and the second quarter of 2013 were favorably impacted by an $8.3 million and an $18.1 million, respectively, gain from insurance proceeds due to the settlement of the Company's claims for the loss of inventory, business interruption and property losses as a result of the fire at the Company's Venezuela facility. (See Note 1, “Description of Business and Summary of Significant Accounting Policies - Other Events - Fire at Revlon Venezuela Facility”).

^(c)

Loss from continuing operations, net loss and basic and diluted loss per share for the fourth quarter of 2013 were unfavorably impacted by $19.1 million of acquisition and integration costs related to the Colomer Acquisition. Additionally, the Company incurred $21.4 million of restructuring and related charges in the fourth quarter of 2013 related to the December 2013 Program, of which $20.0 million relates to the Company's exit of its business operations in China and is recorded in loss from discontinued operations, net of taxes.


^(d)	Income from continuing operations, net income and basic and diluted income per share for the second quarter of 2012 were unfavorably impacted by a $6.7 million loss contingency recognized related to litigation associated with the Company’s 2009 Exchange Offer. (See Note 20, “Commitments and Contingencies”).

^(e)

Loss from continuing operations, net loss and basic and diluted loss per share for the third quarter of 2012 were unfavorably impacted by $24.1 million in restructuring and related charges recorded as a result of the September 2012 Program and an additional $2.2 million loss contingency recognized related to litigation associated with the Company’s 2009 Exchange Offer. (See Note 3, “Restructuring Charges” and Note 20, “Commitments and Contingencies”).

^(f)

Income from continuing operations, net income and basic and diluted income per share for the fourth quarter of 2012 were favorably impacted by an increase in net income driven by a non-cash benefit of $15.8 million related to the reduction of the Company’s deferred tax valuation allowance on its net deferred tax assets for certain jurisdictions in the U.S. at December 31, 2012, as a result of the Company’s improved earnings trends and cumulative taxable income in those jurisdictions, which is reflected in the provision for income taxes (See Note 14, “Income Taxes”).

SEGMENT DATA AND RELATED INFORMATION

The entire disclosure for the quarterly financial data in the annual financial statements. The disclosure may include a tabular presentation of financial information for each fiscal quarter for the current and previous year, including revenues, gross profit, income or loss before extraordinary items and earnings per share data. It also includes an indication if the information in the note is unaudited, comments on the aggregate effect of year-end adjustments, and an explanation of matters or transactions that affect comparability or are pertinent to an understanding of the information furnished.

+ References+ Details

SEGMENT DATA AND RELATED INFORMATION

12 Months Ended

Dec. 31, 2013

Segment Reporting [Abstract]

Reportable operating segments include components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker (the “Chief Executive Officer”) in deciding how to allocate resources and in assessing performance. As a result of the similarities in the procurement, marketing and distribution processes for all of the Company’s products, much of the information provided in the consolidated financial statements is similar to, or the same as, that reviewed on a regular basis by the Company's management.

At December 31, 2013, the Company’s operations are organized into the following two operating segments, which also comprise all of the Company’s reportable segments:

•

Consumer - The Consumer segment is comprised of the Company's consumer brands, which primarily include Revlon, Almay, SinfulColors and Pure Ice in cosmetics; Revlon ColorSilk in women’s hair color; Revlon in beauty tools; and Mitchum in anti-perspirant deodorants. The Company’s principal customers for its consumer products include the mass retail channel, consisting of large mass volume retailers and chain drug and food stores in the U.S. and internationally, as well as certain department stores and other specialty stores, such as perfumeries, outside the U.S.

•

Professional - The Professional segment is comprised of the brands which the Company recently acquired in the Colomer Acquisition, which primarily include Revlon Professional in hair color and hair care; CND-branded products in nail polishes and nail enhancements; and American Crew in men’s grooming products; all of which are sold worldwide in the professional salon channel. The Professional segment also includes a skincare line under the Natural Honey brand sold in the mass retail channel, primarily in Spain, and a multi-cultural line consisting of Crème of Nature hair care products sold in the mass retail channel and in professional salons, primarily in the U.S. The Company’s principal customers for its professional products include hair and nail salons and distributors in the U.S. and internationally.

The Company's management evaluates segment profit, which is defined as income from continuing operations before interest, taxes, depreciation, amortization, gains/losses on foreign currency fluctuations, gains/losses on the early extinguishment of debt and miscellaneous expenses, for each of the Company's Consumer and Professional segments. Segment profit also excludes unallocated corporate expenses and the impact of certain items that are not directly attributable to the segments' underlying operating performance, including the impact of: (i) restructuring and related charges; (ii) shareholder litigation; (iii) insurance proceeds related to the 2011 fire that destroyed the Company's facility in Venezuela; (iv) clean-up costs associated with the Venezuela fire; (v) acquisition and integration costs; and (vi) costs of sales resulting from a fair value adjustment to inventory acquired in the Colomer Acquisition, which are shown in the table reconciling segment profit to consolidated income before income taxes. Unallocated corporate expenses primarily relate to general and administrative expenses related to the corporate organization. These expenses are recorded in unallocated corporate expenses as these items are centrally directed and controlled and are not included in internal measures of segment operating performance. The Company does not have any intersegment sales.

The accounting policies for each of the reportable segments are the same as those described in Note 1, “Description of Business and Summary of Significant Accounting Policies.” The assets and liabilities of the Company are managed centrally and are reported internally in the same manner as the consolidated financial statements; thus, no additional information regarding assets and liabilities of the Company’s operating segments is produced for the Company's management or included herein.

The following table is a comparative summary of the Company’s net sales and segment profit by operating segment for the years ended December 31, 2013, 2012 and 2011:



	Year Ended December 31,
	2013			2012		2011
Segment Net Sales:
Consumer	$	1,377.9		$	1,396.4	$	1,347.5
Professional	116.8			—		—
Total	$	1,494.7		$	1,396.4	$	1,347.5

Segment Profit:
Consumer	$	347.1		$	363.1	$	323.4
Professional	5.2			—		—
Total	$	352.3		$	363.1	$	323.4

Reconciliation:
Segment Profit	$	352.3		$	363.1	$	323.4
Less:
Unallocated corporate expenses	68.6			65.4		54.8
Non-recurring items:
Gain from insurance proceeds related to Venezuela fire	(26.4		)	—		—
Acquisition and integration costs	25.4			—		—
Inventory purchase accounting adjustment, cost of sales	8.5			—		—
Accrual for Venezuela fire clean-up	7.6			—		—
Restructuring and related charges	4.5			24.1		—
Shareholder litigation (recoveries) charges	(1.8		)	8.9		—
	265.9			264.7		268.6
Less:
Depreciation and amortization	76.9			65.2		62.5
Interest Expense	73.8			79.1		84.9
Interest Expense - Preferred Stock	5.0			6.5		6.4
Amortization of debt issuance costs	5.2			5.3		5.3
Loss on early extinguishment of debt	29.7			—		11.2
Foreign currency losses, net	3.7			2.8		4.7
Miscellaneous, net	1.0			0.9		1.6
Income from continuing operations before income taxes	$	70.6		$	104.9	$	92.0

As of December 31, 2013, the Company had operations established in 24 countries outside of the U.S. and its products are sold throughout the world. Generally, net sales by geographic area are presented by attributing revenues from external customers on the basis of where the products are sold. Walmart and its affiliates worldwide accounted for approximately 21% of the Company’s worldwide net sales in 2013 and 22% in each of 2012 and 2011. The Company expects that Walmart and a small number of other customers will, in the aggregate, continue to account for a large portion of the Company’s net sales. As is customary in the consumer products industry, none of the Company’s customers is under an obligation to continue purchasing products from the Company in the future.

In the tables below, certain prior year amounts have been reclassified to conform to the current period’s presentation.



	Year Ended December 31,
	2013			2012			2011
Geographic area:
Net sales:
United States	$	832.8	56%	$	799.8	57%	$	757.4	56%
Outside of the United States	661.9		44%	596.6		43%	590.1		44%
	$	1,494.7		$	1,396.4		$	1,347.5



	December 31, 2013			December 31, 2012
Long-lived assets, net:
United States	$	830.1	72%	$	431.7	90%
Outside of the United States	315.1		28%	48.5		10%
	$	1,145.2		$	480.2



	Year Ended December 31,
	2013			2012			2011
Classes of similar products:
Net sales:
Color cosmetics	$	926.4	62%	$	913.0	65%	$	849.7	63%
Hair care	263.9		18%	191.1		14%	179.3		13%
Beauty care and fragrance	304.4		20%	292.3		21%	318.5		24%
	$	1,494.7		$	1,396.4		$	1,347.5

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

Valuation and Qualifying Accounts [Abstract]

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+ Details

SUBSEQUENT EVENT

12 Months Ended

Dec. 31, 2013

Subsequent Events [Abstract]

SUBSEQUENT EVENT

SUBSEQUENT EVENTS

Integration Program

In January 2014, the Company announced that it was implementing actions to integrate Colomer’s operations into the Company’s business, as well as additional restructuring actions identified to reduce costs across the Company’s businesses (all such actions, together the “Integration Program”).

The Company expects to recognize total restructuring charges, capital expenditures and related non-restructuring costs under the Integration Program of approximately $45 million to $50 million in the aggregate over the periods described below, and to achieve annualized cost reductions of approximately $30 million to $35 million. Approximately $10 million to $15 million of these cost reductions are expected to benefit 2014 results.

The Integration Program is designed to deliver cost reductions throughout the combined organization by generating synergies and operating efficiencies within the Company’s global supply chain and consolidating offices and back office support, and other actions designed to reduce selling, general and administrative expenses. Certain actions that are part of the Integration Program are subject to consultations with employees, works councils or unions and governmental authorities. The Company expects to substantially complete the Integration Program by the end of 2015.

The approximately $45 million to $50 million of total restructuring charges, capital expenditures and related non-restructuring costs under the Integration Program referred to above consist of the following:


1.	$12.5 million of non-restructuring integration costs recognized in 2013 within acquisition and integration costs in the Company's Consolidated Statements of Operations and Comprehensive Income related to combining Colomer’s operations into the Company’s business. The Company expects to incur in 2014 approximately $2 million of additional similar non-restructuring costs.


2.	Expected total pre-tax restructuring and related charges of approximately $22 million to $27 million, with approximately $22 million to $25 million expected to be recognized in 2014 and any remaining charges to be recognized in 2015.


a.	These total charges consist primarily of approximately $20 million to $23 million in employee-related costs, including severance and other contractual termination benefits.


b.	All of these charges are expected to be cash, with approximately $20 million to $25 million to be paid in 2014 and the remaining balance in 2015.


3.	Expected integration-related capital expenditures of approximately $8 million, of which approximately $7 million is expected to be paid in 2014 and the remaining balance in 2015.

All amounts reported above (1) supersede the Company’s previously-disclosed expected Colomer acquisition-related integration costs of approximately $40 million and annualized cost synergies of approximately $25 million and (2) are in addition to the December 2013 Program discussed in Note 3, "Restructuring Charges."

February 2014 Term Loan Amendment

In February 2014, Products Corporation entered into an amendment (the “February 2014 Term Loan Amendment”) to the Amended Term Loan Agreement which reduced the interest rates applicable to the $675.0 million 2011 Term Loan under the Amended Term Loan Agreement (the “Amended Tranche”). After giving effect to such amendment, Eurodollar Loans under the Amended Tranche bear interest at the Eurodollar Rate plus 2.5% per annum, with the Eurodollar Rate not to be less than 0.75% (compared to 3.0% and 1.0%, respectively, prior to the February 2014 Term Loan Amendment), while Alternate Base Rate Loans under the Amended Tranche bear interest at the Alternate Base Rate plus 1.5%, with the Alternate Base Rate not to be less than 1.75% (compared to 2.0% in each case prior to the February 2014 Term Loan Amendment) (and as each such term is defined in the Amended Term Loan Agreement). The $675.0 million Amended Tranche is subject to a 1% premium in connection with any repricing transaction occurring prior to the date that is 12 months after the closing of such amendment (or February 26, 2015).

Schedule II - Valuation And Qualifying Accounts

12 Months Ended

Dec. 31, 2013

Schedule II - Valuation And Qualifying Accounts

REVLON, INC. AND SUBSIDIARIES

VALUATION AND QUALIFYING ACCOUNTS

Years Ended December 31, 2013, 2012 and 2011

(dollars in millions)



	Balance at Beginning of Year		Charged to Cost and Expenses			Other Deductions			Balance at End of Year
Allowance for Doubtful Accounts:
2013	$	3.5	$	1.6		$	(0.9	)	$	4.2
2012	3.2		0.6			(0.3		)	3.5
2011	3.1		(0.1		)	0.2			3.2

Allowance for Volume and Early Payment Discounts:
2013	$	14.6	$	57.6		$	(60.1	)	$	12.1
2012	15.7		58.4			(59.5		)	14.6
2011	15.2		54.4			(53.9		)	15.7

Allowance for Sales Returns:
2013	$	54.5	$	77.8		$	(79.2	)	$	53.1
2012	57.8		73.7			(77.0		)	54.5
2011	59.9		77.0			(79.1		)	57.8

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	12 Months Ended
	Dec. 31, 2013
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Business Description And Basis Of Presentation	Revlon, Inc. (and together with its subsidiaries, the "Company") conducts its business exclusively through its direct wholly-owned operating subsidiary, Revlon Consumer Products Corporation ("Products Corporation"), and its subsidiaries. Revlon, Inc. is a direct and indirect majority-owned subsidiary of MacAndrews & Forbes Holdings Inc. ("MacAndrews & Forbes Holdings" and, together with certain of its affiliates other than the Company, "MacAndrews & Forbes"), a corporation wholly-owned by Ronald O. Perelman. The Company’s vision is to establish Revlon as the quintessential and most innovative beauty company in the world by offering products that make consumers feel attractive and beautiful. We want to inspire our consumers to express themselves boldly and confidently. The Company operates in two segments, the consumer division (“Consumer”) and the professional division (“Professional”), and manufactures, markets and sells worldwide an extensive array of beauty and personal care products, including cosmetics, hair color, hair care and hair treatments, beauty tools, men's grooming products, anti-perspirant deodorants, fragrances, skincare and other beauty care products. The Company’s principal customers for its products in the Consumer segment include large mass volume retailers and chain drug and food stores (collectively, the “mass retail channel”) in the U.S. and internationally, as well as certain department stores and other specialty stores, such as perfumeries, outside the U.S. The Company's principal customers for its products in the Professional segment include hair and nail salons and distributors in the U.S. and internationally. Unless the context otherwise requires, all references to the Company mean Revlon, Inc. and its subsidiaries. Revlon, Inc., as a public holding company, has no business operations of its own and owns, as its only material asset, all of the outstanding capital stock of Products Corporation. As such, its net income/(loss) has historically consisted predominantly of the net income/(loss) of Products Corporation, and in 2013, 2012 and 2011 included $8.1 million, $19.3 million and $7.4 million, respectively, in expenses incidental to being a public holding company. The accompanying Consolidated Financial Statements include the accounts of the Company after the elimination of all material intercompany balances and transactions. The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the financial statements and reported amounts of revenues and expenses during the periods presented. Actual results could differ from these estimates. Estimates and assumptions are reviewed periodically and the effects of revisions are reflected in the consolidated financial statements in the period they are determined to be necessary. Significant estimates made in the accompanying Consolidated Financial Statements include, but are not limited to, allowances for doubtful accounts, inventory valuation reserves, expected sales returns and allowances, trade support costs, certain assumptions related to the valuation of acquired intangible and long-lived assets and the recoverability of intangible and long-lived assets, deferred tax valuation allowances, reserves for estimated tax liabilities, restructuring costs, certain estimates and assumptions used in the calculation of the net periodic benefit (income) costs and the projected benefit obligations for the Company’s pension and other post-retirement plans, including the expected long-term return on pension plan assets and the discount rate used to value the Company’s pension benefit obligations. Discontinued Operations Presentation As a result of the Company's decision on December 30, 2013 to exit its business operations in China, effective December 31, 2013, the Company is reporting the results of its China operations within loss from discontinued operations, net of taxes in the Company's Consolidated Statements of Operations and Comprehensive Income. Accordingly, prior year amounts have been restated to conform to this presentation. See Note 4, "Discontinued Operations" for further discussion.
Cash and Cash Equivalents	Cash and Cash Equivalents: Cash equivalents are primarily investments in high-quality, short-term money market instruments with original maturities of three months or less and are carried at cost, which approximates fair value. Cash equivalents were $1.2 million and $3.4 million as of December 31, 2013 and 2012, respectively. Accounts payable includes $6.4 million and $8.3 million of outstanding checks not yet presented for payment at December 31, 2013 and 2012, respectively. Certain of the Company's foreign subsidiaries utilize a cash pooling arrangement with a financial institution for cash management purposes. This cash pooling arrangement allows the participating entities to withdraw cash from the financial institution to the extent aggregate cash deposits held by its participating locations are available at the financial institution. To the extent any participating location on an individual basis is in an overdraft position, such overdrafts would be recorded within short-term borrowings in the consolidated balance sheet and reflected as financing activities in the consolidated statement of cash flows, and the cash deposits held as collateral for such overdrafts would be classified as restricted cash within cash and cash equivalents. As of December 31, 2013, the Company had $3.2 million of such overdrafts recorded in short-term borrowings and $3.2 million of restricted cash recorded in cash and cash equivalents in the Consolidated Balance Sheet.
Trade Receivable	Trade Receivables: Trade receivables represent payments due to the Company for previously recognized net sales, reduced by an allowance for doubtful accounts for balances which are estimated to be uncollectible at December 31, 2013 and 2012, respectively. The Company grants credit terms in the normal course of business to its customers. Trade credit is extended based upon periodically updated evaluations of each customer's ability to perform its payment obligations. The Company does not normally require collateral or other security to support credit sales. The allowance for doubtful accounts is determined based on historical experience and ongoing evaluations of the Company's receivables and evaluations of the risks of payment. The allowance for doubtful accounts is recorded against trade receivable balances when they are deemed uncollectible. Recoveries of trade receivables previously reserved are recorded in the consolidated statements of operations and comprehensive income when received. At December 31, 2013 and 2012, the Company's three largest customers accounted for an aggregate of approximately 30% and 31%, respectively, of outstanding trade receivables.
Inventory	Inventories: Inventories are stated at the lower of cost or market value. Cost is principally determined by the first-in, first-out method. The Company records adjustments to the value of inventory based upon its forecasted plans to sell its inventories, as well as planned product discontinuances. The physical condition (e.g., age and quality) of the inventories is also considered in establishing the valuation.
Property, Plant and Equipment and Other Assets	Property, Plant and Equipment and Other Assets: Property, plant and equipment is recorded at cost and is depreciated on a straight-line basis over the estimated useful lives of such assets as follows: land improvements, 20 to 30 years; buildings, 10 to 50 years; machinery and equipment, 3 to 15 years; office furniture and fixtures, 3 to 15 years; and capitalized software, 2 to 5 years. Leasehold improvements and building improvements are amortized over their estimated useful lives or the terms of the leases or remaining life of the original structure, respectively, whichever is shorter. Repairs and maintenance are charged to operations as incurred, and expenditures for additions and improvements are capitalized. See Note 7, “Property, Plant and Equipment, Net” for further discussion of the above. Included in other assets are permanent wall displays amounting to $62.7 million and $60.8 million as of December 31, 2013 and 2012, respectively, which are amortized generally over a period of 1 to 5 years. In the event of product discontinuances, from time to time the Company may accelerate the amortization of related permanent wall displays based on the estimated remaining useful life of the asset. Amortization expense for permanent wall displays was $39.2 million, $36.0 million and $35.2 million for 2013, 2012 and 2011, respectively. The Company has also included, in other assets, net deferred financing costs related to the issuance of the Company’s debt instruments amounting to $32.5 million and $15.3 million as of December 31, 2013 and 2012, respectively, which are amortized over the terms of the related debt instruments using the effective-interest method. Long-lived assets, including property, plant and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. If events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable, the Company estimates the undiscounted future cash flows (excluding interest) resulting from the use of the asset and its ultimate disposition. If the sum of the undiscounted cash flows (excluding interest) is less than the carrying value, the Company recognizes an impairment loss, measured as the amount by which the carrying value exceeds the fair value of the asset. In connection with integrating Colomer into the Company's business, the Company plans to implement a company-wide, SAP enterprise resource planning system. As a result, the Company recognized a $5.9 million impairment charge related to in-progress capitalized software development costs for the year ended December 31, 2013. These charges are included within acquisition and integration costs in the Company's Consolidated Statements of Operations and Comprehensive Income. There was no significant impairment of long-lived assets in the years ended December 31, 2012 and 2011.
Goodwill	Goodwill: Goodwill represents the excess purchase price for businesses acquired over the fair value of net assets acquired. Goodwill is not amortized, but rather is reviewed annually for impairment at the reporting unit level using September 30th carrying values, or when there is evidence that events or changes in circumstances indicate that the Company’s carrying amount may not be recovered. For the 2013 and 2012 annual impairment tests, the Company performed a qualitative assessment to determine whether it would be necessary to perform the two-step goodwill impairment test. The Company did not record any impairment of goodwill during the years ended December 31, 2013, 2012 or 2011. As of December 31, 2013, there have been no significant events since the timing of the Company’s annual impairment test that would have triggered additional impairment testing. See Note 2, “Business Combinations” and Note 8, “Goodwill and Intangible Assets, Net” for further discussion of the Company's goodwill.
Intangible Assets, net	Intangible Assets, net: Intangible Assets, net, include trade names and trademarks, customer relationships, patents and internally developed intellectual property ("IP") and acquired licenses. Indefinite-lived intangible assets, consisting of certain trade names, are not amortized, but rather are tested for impairment annually on September 30th, similar to goodwill, and an impairment is recognized if the carrying amount exceeds the fair value of the intangible asset. Intangible assets with finite useful lives are amortized over their respective estimated useful lives to their estimated residual values. The Company writes off the gross carrying amount and accumulated amortization for intangible assets in the year in which the asset becomes fully amortized. Finite-lived intangible assets are considered for impairment upon certain “triggering events” and an impairment is recognized if the carrying amount exceeds the fair value of the intangible asset. There was no impairment of intangible assets in the years ended December 31, 2013, 2012 and 2011. See Note 2, “Business Combinations” and Note 8, “Goodwill and Intangible Assets, Net” for further discussion of the Company's intangible assets, including a summary of finite-lived and indefinite-lived intangible assets.
Revenue Recognition	Revenue Recognition: Sales are recognized when revenue is realized or realizable and has been earned. The Company's policy is to recognize revenue when risk of loss and title to the product transfers to the customer. Net sales are comprised of gross revenues less expected returns, trade discounts and customer allowances, which include costs associated with off-invoice mark-downs and other price reductions, as well as trade promotions and coupons. These incentive costs are recognized at the later of the date on which the Company recognizes the related revenue or the date on which the Company offers the incentive. The Company allows customers to return their unsold products if and when they meet certain Company-established criteria as set forth in the Company's trade terms. The Company regularly reviews and revises, when deemed necessary, its estimates of sales returns based primarily upon the historical rate of actual product returns, planned product discontinuances, new product launches and estimates of customer inventory and promotional sales. The Company records sales returns as a reduction to sales and cost of sales, and an increase to accrued liabilities and inventories. Returned products, which are recorded as inventories, are valued based upon the amount that the Company expects to realize upon their subsequent disposition. The physical condition and marketability of the returned products are the major factors considered by the Company in estimating their realizable value. Revenues derived from licensing arrangements, including any pre-payments, are recognized in the period in which they are earned, but not before the initial license term commences.
Cost of Sales	Cost of Sales: Cost of sales includes all of the costs to manufacture the Company's products. For products manufactured in the Company's own facilities, such costs include raw materials and supplies, direct labor and factory overhead. For products manufactured for the Company by third-party contractors, such cost represents the amounts invoiced by the contractors. Cost of sales also includes the cost of refurbishing products returned by customers that will be offered for resale and the cost of inventory write-downs associated with adjustments of held inventories to their net realizable value. These costs are reflected in the Company’s consolidated statements of operations and comprehensive income when the product is sold and net sales revenues are recognized or, in the case of inventory write-downs, when circumstances indicate that the carrying value of inventories is in excess of their recoverable value. Additionally, cost of sales reflects the costs associated with any free products included as sales and promotional incentives. These incentive costs are recognized on the later of the date that the Company recognizes the related revenue or the date on which the Company offers the incentive.
Selling, General and Administrative Expenses	Selling, General and Administrative Expenses: Selling, general and administrative (“SG&A”) expenses include expenses to advertise the Company's products, such as television advertising production costs and air-time costs, print advertising costs, digital marketing costs, promotional displays and consumer promotions. SG&A expenses also include the amortization of permanent wall displays and intangible assets, depreciation of certain fixed assets, distribution costs (such as freight and handling), non-manufacturing overhead (principally personnel and related expenses), insurance and professional fees.
Advertising	Advertising: Advertising within SG&A expenses includes television, print, digital marketing and other advertising production costs which are expensed the first time the advertising takes place. The costs of promotional displays are expensed in the period in which they are shipped to customers. Advertising expenses were $273.2 million, $252.6 million and $256.3 million for 2013, 2012 and 2011, respectively, and were included in SG&A expenses in the Company's Consolidated Statements of Operations and Comprehensive Income. The Company also has various arrangements with customers pursuant to its trade terms to reimburse them for a portion of their advertising costs, which provide advertising benefits to the Company. Additionally, from time to time the Company may pay fees to customers in order to expand or maintain shelf space for its products. The costs that the Company incurs for "cooperative" advertising programs, end cap placement, shelf placement costs, slotting fees and marketing development funds, if any, are expensed as incurred and are recorded as a reduction within net sales.
Distribution Expenses	Distribution Costs: Costs, such as freight and handling costs, associated with product distribution are expensed within SG&A expenses when incurred. Distribution costs were $66.5 million, $61.1 million and $60.2 million for 2013, 2012 and 2011, respectively.
Income Taxes	Income Taxes: Income taxes are calculated using the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax bases, as well as for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in income tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized.
Research and Development	Research and Development: Research and development expenditures are expensed as incurred and included within SG&A expenses. The amounts charged in 2013, 2012 and 2011 for research and development expenditures were $26.9 million, $24.2 million and $23.8 million, respectively.
Foreign Currency Translation	Foreign Currency Translation: Assets and liabilities of foreign operations are translated into U.S. dollars at the rates of exchange in effect at the balance sheet date. Income and expense items are translated at the weighted average exchange rates prevailing during each period presented. Gains and losses resulting from foreign currency transactions are included in the results of operations. Gains and losses resulting from translation of financial statements of foreign subsidiaries and branches operating in non-hyperinflationary economies are recorded as a component of accumulated other comprehensive loss until either the sale or upon the complete or substantially complete liquidation by the Company of its investment in a foreign entity. To the extent that foreign subsidiaries and branches operate in hyperinflationary economies, non-monetary assets and liabilities are translated at historical rates and translation adjustments are included in the results of operations. Venezuela - Highly-Inflationary Economy: Effective January 1, 2010, Venezuela was designated as a highly inflationary economy under U.S. GAAP. As a result, beginning January 1, 2010, the U.S. dollar is the functional currency for the Company’s subsidiary in Venezuela (“Revlon Venezuela”). As Venezuela is designated as highly inflationary, currency translation adjustments of Revlon Venezuela’s balance sheet are reflected in earnings. Venezuela - Currency Restrictions: Currency restrictions enacted by the Venezuelan government in 2003 have become more restrictive and have impacted Revlon Venezuela’s ability to obtain U.S. dollars in exchange for Venezuelan Bolivars ("Bolivars") at the official foreign exchange rates from the Venezuelan government and its foreign exchange commission, the Comisión de Administracion de Divisas (“CADIVI”). In May 2010, the Venezuelan government took control over the previously freely-traded foreign currency exchange market and, in June 2010, replaced it with a new foreign currency exchange system, the Sistema de Transacciones en Moneda Extranjera (“SITME”). SITME provided a mechanism to exchange Bolivars into U.S. dollars. However, U.S. dollars accessed through SITME could only be used for product purchases and related services, such as freight, and are not available for other transactions, such as the payment of dividends. Also, SITME could only be used for amounts of up to $50,000 per day, subject to a monthly maximum of $350,000 per legal entity, and was generally only available to the extent the applicant has not exchanged and received U.S. dollars from CADIVI within the previous 90 days. In the second quarter of 2011, the Company began using a SITME rate of 5.5 Bolivars per U.S. dollar to translate Revlon Venezuela’s financial statements, as this was the rate at which the Company accessed U.S. dollars in the SITME market during this period (the “SITME Rate”). The Company had previously utilized Venezuela’s official exchange rate of 4.3 Bolivars per U.S. dollar to translate Revlon Venezuela’s financial statements from January 1, 2010 through March 31, 2011. Through December 31, 2012, the Company continued using the SITME Rate to translate Revlon Venezuela’s financial statements. To reflect the impact of the change in exchange rates from Venezuela’s official exchange rate to the SITME Rate, a foreign currency loss of $1.7 million was recorded in earnings in the second quarter of 2011. Venezuela - 2013 Currency Devaluation: On February 8, 2013, the Venezuelan government announced the devaluation of its local currency, Bolivars, relative to the U.S. Dollar, effective beginning February 13, 2013. The devaluation changed the official exchange rate to 6.30 Bolivars per U.S. Dollar (the "Official Rate"). The Venezuelan government also announced that the SITME currency market administered by the central bank would be eliminated. As a result of the elimination of the SITME market, the Company began using the Official Rate of 6.30 Bolivars per U.S. Dollar to translate Revlon Venezuela’s financial statements beginning in the first quarter of 2013. For the year ended December 31, 2013, the devaluation of the local currency had the impact of reducing reported net sales by $2.2 million and reducing reported operating income by $0.6 million. Additionally, to reflect the impact of the currency devaluation, a one-time foreign currency loss of $0.6 million was recorded in earnings in the first quarter of 2013 as a result of the required re-measurement of Revlon Venezuela’s balance sheet.
Basic and Diluted Income per Common Share and Classes of Stock	Basic and Diluted Income per Common Share and Classes of Stock: Shares used in basic income per share are computed using the weighted average number of common shares outstanding each period. Shares used in diluted income per share include the dilutive effect of unvested restricted shares and outstanding stock options under the Stock Plan using the treasury stock method. (See Note 15, "Basic and Diluted Earnings Per Common Share").
Stock-based Compensation	Stock-Based Compensation: The Company recognizes stock-based compensation costs for its stock options and restricted stock, measured at the fair value of each award at the time of grant, as an expense over the vesting period of the instrument. Upon the exercise of stock options or the vesting of restricted stock, any resulting tax benefits are recognized in additional paid-in-capital. Any resulting tax deficiencies are recognized in the consolidated statements of operations and comprehensive income as tax expense to the extent that the tax deficiency amount exceeds any existing additional paid-in-capital resulting from previously realized excess tax benefits from previous awards. The Company reflects such excess tax benefits as cash flows from financing activities in the consolidated statements of cash flows.
Derivative Financial Instruments	Derivative Financial Instruments: The Company is exposed to certain risks relating to its ongoing business operations. The Company uses derivative financial instruments, including (i) foreign currency forward exchange contracts (“FX Contracts”) intended for the purpose of managing foreign currency exchange risk by reducing the effects of fluctuations in foreign currency exchange rates on the Company’s net cash flows and (ii) interest rate hedging transactions intended for the purpose of managing interest rate risk associated with Products Corporation’s variable rate indebtedness. Foreign Currency Forward Exchange Contracts Products Corporation enters into FX Contracts primarily to hedge the anticipated net cash flows resulting from inventory purchases and intercompany payments denominated in currencies other than the local currencies of the Company’s foreign and domestic operations and generally have maturities of less than one year. The Company does not apply hedge accounting to its FX Contracts. The Company records FX Contracts in its consolidated balance sheet at fair value and changes in fair value are immediately recognized in earnings. Fair value of the Company’s FX Contracts is determined by using observable market transactions of spot and forward rates. See Note 13, “Financial Instruments” for further discussion of the Company's FX Contracts. Interest Rate Swap In November 2013, Products Corporation executed the 2013 Interest Rate Swap (as hereinafter defined), which has been designated as a cash flow hedge of the variability of the forecasted three-month LIBOR interest rate payments related to its Acquisition Term Loan (as hereinafter defined). The Company records changes in the fair value of cash flow hedges that are designated as effective instruments as a component of accumulated other comprehensive income. Any ineffectiveness in such cash flow hedges is immediately recognized in earnings. Gains and losses deferred in accumulated other comprehensive income are recognized in current-period earnings when earnings are affected by the variability of cash flows of the hedged forecasted transaction. See Note 13, “Financial Instruments” for further discussion of the Company's 2013 Interest Rate Swap.
Recently Adopted Accounting Pronouncements	Recently Adopted Accounting Pronouncements In February 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2013-02, “Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income,” which amends Accounting Standards Codification (“ASC”) 220, “Comprehensive Income.” These amendments require an entity to disclose the impact of amounts reclassified out of accumulated other comprehensive income and into net income, by the respective line items of net income, if the amounts reclassified are reclassified to net income in their entirety in the same reporting period. The disclosure is required either on the face of the statement where net income is presented or in the notes. For amounts that are not reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under U.S. GAAP that provide additional detail about those amounts. The Company prospectively adopted ASU No. 2013-02 beginning January 1, 2013, and has provided the required disclosures. In July 2013, the FASB issued ASU No. 2013-11, "Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists" which requires an unrecognized tax benefit to be presented as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss or a tax credit carryforward that the entity intends to use and is available for settlement at the reporting date. The Company adopted the provisions of ASU No. 2013-11 on a prospective basis as of December 31, 2013 and the Company has reflected the impact of such adoption in its presentation of assets and liabilities on the consolidated balance sheet.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements In March 2013, the FASB issued ASU No. 2013-04, “Accounting for Obligations Resulting from Joint and Several Liability Arrangements for Which the Total Amount of the Obligation is Fixed at the Reporting Date”, which will require an entity to record an obligation resulting from joint and several liability arrangements at the greater of the amount that the entity has agreed to pay or the amount the entity expects to pay. Additional disclosures about joint and several liability arrangements will also be required. This guidance is effective for fiscal periods beginning after December 15, 2013, and is to be applied retrospectively for obligations that exist at the beginning of an entity's fiscal year of adoption, with early adoption permitted. The Company does not expect that such adoption will have a material impact on the Company's consolidated financial statements or financial statement disclosures.

BUSINESS COMBINATIONS (Tables)

12 Months Ended

Dec. 31, 2013

Schedule of Business Acquisition



	Purchase Price		Total Net Assets Acquired		Purchased Intangible Assets		Goodwill
2012
Pure Ice ⁽¹⁾	$	66.2	$	—	$	43.1	$	23.1

2011
SinfulColors ⁽²⁾	$	39.0	$	4.1	$	22.8	$	12.1

⁽¹⁾

The Colomer Group Participations, S.L.

Components of Purchase Price

The components of the $664.5 million purchase price are as follows:



	As of October 9, 2013
Share purchase price⁽¹⁾	$	545.6
Leakages⁽²⁾	(3.8		)
Shareholder loans⁽³⁾	122.7
Total purchase price	$	664.5


⁽²⁾	According to the Purchase Agreement, certain leakages, such as certain fees and other items incurred by Colomer between June 30, 2013 and the Acquisition Date, were reductions to the purchase price.


⁽³⁾	The purchase price included the payment of Colomer’s shareholder loans for $122.7 million, which included the principal and accrued interest owed as of the Acquisition Date. As such, this liability was settled on the Acquisition Date.

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block]



	Fair Values at October 9, 2013
Cash and cash equivalents	$	36.9
Trade receivables	83.9
Inventories	75.1
Prepaid expenses and other	31.3
Property, plant and equipment	96.7
Intangible assets	292.7
Goodwill	255.7
Deferred tax asset - non-current	53.1
Other assets	1.9
Total assets acquired	927.3
Accounts payable	48.0
Accrued expenses and other	65.6
Long-term debt	0.9
Long-term pension and other benefit plan liabilities	4.5
Deferred tax liability	123.3
Other long-term liabilities	20.5
Total liabilities assumed	262.8
Total consideration	$	664.5

Schedule of Intangible Assets Acquired

The acquired intangible assets based on the estimate of the fair values of the identifiable intangible assets are as follows:



	Fair Values at October 9, 2013		Weighted Average Remaining Useful Life (in years)
Trade names, indefinite-lived	$	108.6	Indefinite
Trade names, finite-lived	109.4		5 - 20
Customer relationships	57.0		10 - 15
License agreement	4.1		10
Internally-developed IP	13.6		10
Total acquired intangible assets	$	292.7

Pro Forma Information

The unaudited pro forma results include the historical consolidated statements of operations of the Company and Colomer, giving effect to the Colomer Acquisition and related financing transactions as if they had occurred at the beginning of the earliest period presented. As stated below, the Company also acquired Pure Ice in 2012, however the Company has not included the Pure Ice results prior to its acquisition date in these pro forma results as the impact would not have been material.



	Unaudited Pro Forma Results
	Year Ended December 31,
	2013		2012
Net sales	$	1,908.9	$	1,911.6
Income from continuing operations, before income taxes	125.2		106.0

RESTRUCTURING CHARGES AND OTHER, NET (Tables)

12 Months Ended

Dec. 31, 2013

Restructuring Charges [Abstract]

Schedule of Restructuring Activities

A summary of the restructuring and related charges incurred through December 31, 2013 and expected to be incurred for the September 2012 Program, are as follows:



	Restructuring Charges and Other, Net
	Employee Severance and Other Personnel Benefits		Other			Total Restructuring Charges and Other, Net		Returns (a)		Inventory Write-offs (b)		Other Charges (c)		Total Restructuring and Related Charges
Charges incurred through December 31, 2012^(d)	$	18.4	$	2.3		$	20.7	$	1.6	$	1.2	$	0.6	$	24.1
Charges (benefits) incurred for the year ended December 31, 2013 ^(e)	2.9		(0.2		)	2.7		—		0.2		0.2		3.1
Cumulative charges incurred through December 31, 2013	$	21.3	$	2.1		$	23.4	$	1.6	$	1.4	$	0.8	$	27.2
Total expected net charges	$	21.3	$	2.1		$	23.4	$	1.6	$	1.4	$	0.8	$	27.2


^(a)	Returns are recorded as a reduction to net sales in the Company’s Consolidated Statements of Operations and Comprehensive Income.


^(b)	Inventory write-offs are recorded within cost of sales in the Company’s Consolidated Statements of Operations and Comprehensive Income.


^(c)	Other charges are recorded within SG&A expenses within the Company’s Consolidated Statements of Operations and Comprehensive Income.


^(d)	Included within the $18.4 million of employee severance and other personnel benefits is a net pension curtailment gain of $1.5 million recognized in the year ended December 31, 2012.


^(e)	Included within the $(0.2) million of other is a $2.5 million gain on the July 2013 sale of the Company's manufacturing facility in France, which was recognized in the third quarter of 2013.

A summary of the restructuring and related charges incurred through December 31, 2013 and expected to be incurred for the December 2013 Program, are as follows:



	Restructuring Charges and Other, Net
	Employee severance and other personnel benefits		Other		Total Restructuring Charges		Allowances and Returns		Inventory Write-offs		Other Charges		Total Restructuring and Related Charges
Charges incurred through December 31, 2013	$	9.1	$	0.5	$	9.6	$	7.4	$	4.0	$	0.4	$	21.4
Total expected charges	$	9.6	$	0.7	$	10.3	$	7.4	$	4.0	$	0.5	$	22.2

Schedule of Restructuring Reserve by Type of Cost



									Utilized, Net
	Balance Beginning of Year		(Income) Expense, Net ^(a)			Foreign Currency Translation			Cash			Noncash			Balance End of Year
2013
December 2013 Program:
Employee severance and other personnel benefits	$	—	$	9.1		$	—		$	(0.1	)	$	—		$	9.0
Other	—		0.5			—			—			—			0.5
September 2012 Program:
Employee severance and other personnel benefits	18.0		2.9			(0.1		)	(18.1		)	—			2.7
Other	0.9		2.3			—			(1.7		)	—			1.5
Lease exit	0.3		—			—			(0.3		)	—			—
Total restructuring reserve	$	19.2	14.8			$	(0.1	)	$	(20.2	)	$	—		$	13.7
Gain on sale of France facility			(2.5		)
Portion of restructuring charges recorded within loss from discontinued operations ^(b)			(8.8		)
Total restructuring charges and other, net from continuing operations			$	3.5

2012
September 2012 Program:
Employee severance and other personnel benefits	$	—	$	18.4		$	0.4		$	(2.3	)	$	1.5		$	18.0
Other	—		2.3			—			(0.6		)	(0.8		)	0.9
Lease exit	1.0		—			—			(0.7		)	—			0.3
Total restructuring reserve	$	1.0	20.7			$	0.4		$	(3.6	)	$	0.7		$	19.2
Portion of restructuring charges recorded within loss from discontinued operations ^(b)			(0.2		)
Total restructuring charges and other, net from continuing operations			$	20.5

^(b) Refer to Note 4, "Discontinued Operations" for additional information regarding the Company's exit of its business operations in China.

DISCONTINUED OPERATIONS (Tables)

12 Months Ended

Dec. 31, 2013

Discontinued Operations and Disposal Groups [Abstract]

Schedule of Discontinued Operations



	For the Year Ended December 31,
	2013			2012			2011
Net sales	$	13.8		$	29.7		$	33.9
Loss from discontinued operations, before taxes ^(a)	(30.8		)	(10.5		)	(2.4		)
Benefit from income taxes	(0.4		)	(0.4		)	(0.6		)
Loss from discontinued operations, net of taxes	(30.4		)	(10.1		)	(1.8		)

Assets and liabilities of discontinued operations included in the Consolidated Balance Sheets consist of the following:



	December 31,
	2013		2012
Cash and cash equivalents	$	0.9	$	4.5
Trade receivables, net	1.9		4.6
Inventories	—		1.9
Other current assets	—		0.5
Total current assets	2.8		11.5
Other assets	—		0.1
Total assets	$	2.8	$	11.6

Accounts payable	$	4.7	$	5.5
Accrued expenses and other	27.6		11.7
Total current liabilities	32.3		17.2
Other long-term liabilities	2.8		2.8
Total liabilities	$	35.1	$	20.0

Property, Plant and Equipment [Abstract]

Tabular disclosure of disposal groups, which may include the gain (loss) recognized in the income statement and the income statement caption that includes that gain (loss), amounts of revenues and pretax profit or loss reported in discontinued operations, the classification and carrying value of the assets and liabilities comprising the disposal group, and the segment in which the disposal group was reported. Also may include the amount of adjustments to amounts previously reported in discontinued operations such as resolution of contingencies arising from the disposal transaction or the operations of the component prior to disposal.

+ References+ Details

PROPERTY, PLANT AND EQUIPMENT, NET (Tables)

12 Months Ended

Dec. 31, 2013

Components of Net Property, Plant and Equipment



	December 31,
	2013			2012
Land and improvements	$	12.9		$	1.9
Building and improvements	86.6			62.3
Machinery, equipment and capital leases	193.5			142.7
Office furniture, fixtures and capitalized software	107.0			87.3
Leasehold improvements	16.5			12.5
Construction-in-progress	22.5			18.8
Property, plant and equipment, gross	439.0			325.5
Accumulated depreciation	(243.1		)	(226.0		)
Property, plant and equipment, net	$	195.9		$	99.5

GOODWILL AND INTANGIBLE ASSETS, NET (Tables)

12 Months Ended

Dec. 31, 2013

Goodwill and Intangible Assets Disclosure [Abstract]

Summary of Changes in Goodwill

The following table presents the changes in goodwill by segment during the years ended December 31, 2013 and 2012:



	Consumer		Professional		Total
Balance at January 1, 2012	$	194.7	$	—	$	194.7
Goodwill acquired	23.1		—		23.1
Balance at December 31, 2012	217.8		—		217.8
Goodwill acquired	—		255.7		255.7
Foreign currency translation adjustment	0.1		1.1		1.2
Balance at December 31, 2013	$	217.9	$	256.8	$	474.7

Summary of Total Purchased Intangible Assets

The following tables present details of the Company's total intangible assets:



	December 31, 2013
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Weighted Average Useful Life (in Years)
Finite-lived intangible assets:
Trademarks	$	137.9	$	(10.9	)	$	127.0	14
Customer relationships	106.1		(6.7		)	99.4		16
Patents and Internally-Developed IP	15.8		(1.3		)	14.5		10
Licenses	4.2		(0.1		)	4.1		10
Total finite-lived intangible assets	$	264.0	$	(19.0	)	$	245.0

Indefinite-lived intangible assets:
Trade Names	$	109.7	$	—		$	109.7
Total indefinite-lived intangible assets	$	109.7	$	—		$	109.7

Total intangible assets	$	373.7	$	(19.0	)	$	354.7

	December 31, 2012
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Weighted Average Useful Life (in Years)
Finite-lived intangible assets:
Customer relationships	$	48.8	$	(2.9	)	$	45.9	18
Trademarks	38.1		(16.3		)	21.8		10
Patents	11.6		(10.5		)	1.1		10
Total finite-lived intangible assets	$	98.5	$	(29.7	)	$	68.8

Estimated future amortization expense for finite-lived intangible assets



	Estimated Amortization Expense
2014	$	21.5
2015	21.3
2016	21.2
2017	21.0
2018	19.9
Thereafter	140.1
Total	$	245.0

LONG-TERM DEBT AND REDEEMABLE PREFERRED STOCK (Tables)

12 Months Ended

Dec. 31, 2013

Debt Disclosure [Abstract]

Components of Long-Term Debt and Redeemable Preferred Stock



	December 31,
	2013			2012
Amended Term Loan Facility: Acquisition Term Loan due 2019, net of discounts (see (a) below)	$	698.3		$	—
Amended Term Loan Facility: 2011 Term Loan due 2017, net of discounts (see (a) and (b) below)	670.1			780.9
Amended Revolving Credit Facility (see (a) and (b) below)	—			—
5¾% Senior Notes due 2021 (see (c) below)	500.0			—
9¾% Senior Secured Notes due 2015, net of discounts (see (d) below)	—			328.0
Amended and Restated Senior Subordinated Term Loan due 2014 (see (e) below)	58.4			58.4
Spanish Government Loan due 2025 (see (f) below)	0.9			—
	1,927.7			1,167.3
Less current portion	(65.4		)	(21.5		)
	1,862.3			1,145.8
Redeemable Preferred Stock (see (g) below)	—			48.4
	$	1,862.3		$	1,194.2

Schedule of Variable Rates on Revolving Credit Facility



Excess Availability	Alternate Base Rate Loans	Eurodollar Loans, Eurocurrency Loan or Local Rate Loans
Greater than or equal to $92,000,000	0.50%	1.50%
Less than $92,000,000 but greater than or equal to $46,000,000	0.75%	1.75%
Less than $46,000,000	1.00%	2.00%

Debt Instrument, Redemption Price



Year	Percentage
2016	104.313	%
2017	102.875	%
2018	101.438	%
2019 and thereafter	100.000	%

Aggregate Amounts of Contractual Long-term Debt Maturities

The aggregate amounts of contractual long-term debt maturities at December 31, 2013 in the years 2014 through 2018 and thereafter are as follows:



Years Ended December 31,	Long-Term Debt Maturities
2014	$	65.4		^(a)
2015	7.0			^(b)
2016	7.1			^(b)
2017	682.1			^(c)
2018	7.1			^(b)
Thereafter	1,165.6			^(d)
Total long-term debt	1,934.3
Discounts	(6.6		)
Total long-term debt, net of discounts	$	1,927.7


^(a)	Amount includes the $58.4 million aggregate principal amount outstanding under the Non-Contributed Loan which matures on October 8, 2014 and the quarterly amortization payments required under the Acquisition Term Loan.


^(b)	Amount includes the quarterly amortization payments required under the Acquisition Term Loan.


^(c)	Amount includes the $675 million aggregate principal amount outstanding as of December 31, 2013 under the 2011 Term Loan which matures on November 19, 2017 and the quarterly amortization payments required under the Acquisition Term Loan.


^(d)	Amount is comprised of (i) the aggregate principal amount expected to be outstanding under the $700 million Acquisition Term Loan assuming a maturity date of October 9, 2019 and (ii) the $500 million aggregate principal amount outstanding as of December 31, 2013 under the 5¾% Senior Notes, which mature on February 21, 2021.

FAIR VALUE MEASUREMENTS (Tables)

12 Months Ended

Dec. 31, 2013

Fair Value Disclosures [Abstract]

Schedule of Fair Values of Financial Assets and Liabilities

As of December 31, 2013, the fair values of the Company’s financial assets and liabilities that are required to be measured at fair value are categorized in the table below:



	Total		Level 1		Level 2		Level 3
Assets:
Derivatives:
FX Contracts^(a)	$	1.0	$	—	$	1.0	$	—
2013 Interest Rate Swap^(b)	2.5		—		2.5		—
Total assets at fair value	$	3.5	$	—	$	3.5	$	—
Liabilities:
Derivatives:
FX Contracts^(a)	$	0.2	$	—	$	0.2	$	—
Total liabilities at fair value	$	0.2	$	—	$	0.2	$	—

As of December 31, 2012, the fair values of the Company’s financial assets and liabilities that are required to be measured at fair value are categorized in the table below:



	Total		Level 1		Level 2		Level 3
Assets:
Derivatives:
FX Contracts^(a)	$	0.1	$	—	$	0.1	$	—
Total assets at fair value	$	0.1	$	—	$	0.1	$	—
Liabilities:
Derivatives:
FX Contracts^(a)	$	0.4	$	—	$	0.4	$	—
Total liabilities at fair value	$	0.4	$	—	$	0.4	$	—


^(a)	The fair value of the Company’s FX Contracts was measured based on observable market transactions of spot and forward rates on the respective dates. See Note 13, “Financial Instruments.”


^(b)	The fair value of the Company's 2013 Interest Rate Swap was measured based on the implied forward rates from the U.S. Dollar three-month LIBOR yield curve as of December 31, 2013. See Note 13, “Financial Instruments.”

Financial Liabilities Not Measured At Fair Value But For Which Fair Value Disclosure Is Required Table

As of December 31, 2013, the fair values and carrying values of the Company’s long-term debt, including the current portion of long-term debt, are categorized in the table below:



	Fair Value
	Level 1		Level 2		Level 3		Total		Carrying Value
Liabilities:
Long-term debt, including current portion	$	—	$	1,931.9	$	—	$	1,931.9	$	1,927.7



	Fair Value
	Level 1		Level 2		Level 3		Total		Carrying Value
Liabilities:
Long-term debt, including current portion	$	—	$	1,196.7	$	—	$	1,196.7	$	1,167.3
Preferred Stock	—		49.2		—		49.2		48.4
	$	—	$	1,245.9	$	—	$	1,245.9	$	1,215.7

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Tabular disclosure of financial instruments measured at fair value, including those classified in shareholders' equity measured on a recurring or nonrecurring basis. Disclosures include, but are not limited to, fair value measurements recorded and the reasons for the measurements, level within the fair value hierarchy in which the fair value measurements are categorized and transfers between levels 1 and 2. Nonrecurring fair value measurements are those that are required or permitted in the statement of financial position in particular circumstances.

+ References+ Details

FINANCIAL INSTRUMENTS (Tables)

12 Months Ended

Dec. 31, 2013

Fair Value of Derivative Financial Instruments in Consolidated Balance Sheet

Fair Values of Derivative Financial Instruments in Consolidated Balance Sheets:

Fair Values of Derivative Instruments

Assets

Liabilities

Balance Sheet

December 31,
2013

December 31,
2012

Balance Sheet

December 31,
2013

December 31,
2012

Classification

Fair Value

Classification

Fair Value

Derivatives designated as hedging instruments:

2013 Interest Rate Swap⁽ⁱ⁾

Other assets

2.5

—

Derivatives not designated as hedging instruments:

FX Contracts⁽ⁱⁱ⁾

Prepaid expenses and other

1.0

0.1

Accrued Expenses

0.2

0.4

⁽ⁱ⁾ The fair value of the 2013 Interest Rate Swap at December 31, 2013 was measured based on the implied forward rates from the U.S. Dollar three-month LIBOR yield curve at December 31, 2013.

Effects of Derivative Financial Instruments on Income and Other Comprehensive Income (Loss)

Effects of Derivative Financial Instruments on the Consolidated Statements of Operations and Comprehensive Income for the years ended December 31, 2013, 2012 and 2011:



	Amount of Gain (Loss) Recognized in Other Comprehensive Income
	Year Ended December 31,
	2013		2012		2011
Derivatives designated as hedging instruments:
2013 Interest Rate Swap	$	2.5	$	—	$	—



	Income Statement Classification	Amount of Gain (Loss) Recognized in Net Income (Loss)
		Year Ended December 31,
		2013		2012			2011
Derivatives not designated as hedging instruments:
FX Contracts	Foreign currency losses, net	$	2.2	$	(1.9	)	$	(1.1	)

INCOME TAXES (Tables)

12 Months Ended

Dec. 31, 2013

Income Tax Disclosure [Abstract]

Schedule of Income Before Income Taxes and Applicable Provision for (Benefit from) Income Taxes

The Company's income before income taxes and the applicable provision for income taxes are as follows:



	Year Ended December 31,
	2013			2012			2011
Income from continuing operations before income taxes:
United States	$	26.0		$	87.2		$	48.9
Foreign	44.6			17.7			43.1
	$	70.6		$	104.9		$	92.0
Provision for (benefit from) income taxes:
United States federal	$	24.8		$	41.8		$	34.4
State and local	13.8			(9.6		)	(3.6		)
Foreign	7.4			11.5			6.0
	$	46.0		$	43.7		$	36.8
Current:
United States federal	$	3.2		$	2.2		$	0.9
State and local	0.7			2.4			0.8
Foreign	11.3			10.7			21.7
	15.2			15.3			23.4
Deferred:
United States federal	28.0			73.4			60.1
State and local	22.2			(5.2		)	(1.3		)
Foreign	(1.7		)	3.0			(14.4		)
	48.5			71.2			44.4
Benefits of operating loss carryforwards:
United States federal	(6.4		)	(33.8		)	(26.6		)
State and local	(9.1		)	(6.8		)	(3.1		)
Foreign	(2.2		)	(2.2		)	(1.3		)
	(17.7		)	(42.8		)	(31.0		)
	$	46.0		$	43.7		$	36.8

Reconciliation of Tax Expense to Statutory Federal Income Tax Rate

The actual tax on income before income taxes is reconciled to the applicable statutory federal income tax rate as follows:



	Year Ended December 31,
	2013			2012			2011
Computed income tax expense	$	24.7		$	36.7		$	32.2
State and local taxes, net of U.S. federal income tax benefit	8.9			4.0			(2.4		)
Foreign and U.S. tax effects attributable to operations outside the U.S.	(8.2		)	(7.5		)	3.0
Reduction in valuation allowance	—			(15.8		)	(16.9		)
Foreign dividends and earnings taxable in the U.S.	11.0			12.7			15.2
Restructuring charges and litigation loss contingency for which there is no tax benefit	2.7			11.1			—
Other	6.9			2.5			5.7
Tax expense	$	46.0		$	43.7		$	36.8

Components of Deferred Tax Assets and Liabilities



	December 31,
	2013			2012
Deferred tax assets:
Inventories	$	9.1		$	3.6
Net operating loss carryforwards - U.S.	140.7			153.4
Net operating loss carryforwards - foreign	69.9			51.1
Employee benefits	65.0			98.9
State and local taxes	2.3			2.3
Sales related reserves	33.6			31.4
Other	42.9			32.5
Total gross deferred tax assets	363.5			373.2
Less valuation allowance	(61.7		)	(70.6		)
Total deferred tax assets, net of valuation allowance	301.8			302.6
Deferred tax liabilities:
Plant, equipment and other assets	(126.3		)	(17.0		)
Foreign currency translation adjustment	1.9			(1.1		)
Other	(45.2		)	(21.0		)
Total gross deferred tax liabilities	(169.6		)	(39.1		)
Net deferred tax assets	$	132.2		$	263.5

Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits

A reconciliation of the beginning and ending amount of the unrecognized tax benefits is as follows:



Balance at January 1, 2012	$	46.0
Increase based on tax positions taken in a prior year	8.5
Decrease based on tax positions taken in a prior year	(4.8		)
Increase based on tax positions taken in the current year	6.0
Decrease resulting from the lapse of statutes of limitations	(5.8		)
Balance at December 31, 2012	49.9
Increase based on tax positions taken in a prior year	25.8
Decrease based on tax positions taken in a prior year	(1.6		)
Increase based on tax positions taken in the current year	9.3
Decrease resulting from the lapse of statutes of limitations	(8.9		)
Balance at December 31, 2013	$	74.5

BASIC AND DILUTED EARNINGS PER COMMON SHARE (Tables)

12 Months Ended

Dec. 31, 2013

Earnings Per Share, Basic and Diluted [Abstract]

Components of Basic and Diluted Earnings Per Share

The components of basic and diluted earnings per common share for each of the years ended December 31, 2013, 2012 and 2011 are as follows:



	Year Ended December 31,
	2013			2012			2011
Numerator:
Income from continuing operations	$	24.6		$	61.2		$	55.2
Loss from discontinued operations	(30.4		)	(10.1		)	(1.8		)
Net (loss) income	$	(5.8	)	$	51.1		$	53.4
Denominator:
Weighted average common shares outstanding – Basic	52,356,798			52,348,636			52,173,906
Effect of dilutive restricted stock	931			8,246			157,901
Weighted average common shares outstanding – Diluted	52,357,729			52,356,882			52,331,807
Basic (loss) earnings per common share:
Continuing operations	$	0.47		$	1.17		$	1.06
Discontinued operations	(0.58		)	(0.19		)	(0.04		)
Net (loss) income	$	(0.11	)	$	0.98		$	1.02
Diluted (loss) earnings per common share:
Continuing operations	$	0.47		$	1.17		$	1.06
Discontinued operations	(0.58		)	(0.19		)	(0.04		)
Net (loss) income	$	(0.11	)	$	0.98		$	1.02

SAVING PLANS, PENSION AND POST-RETIREMENT BENEFITS (Tables)

12 Months Ended

Dec. 31, 2013

Defined Benefit Plan Disclosure [Line Items]

Summary of Aggregate Reconciliation of Projected Benefit Obligations, Plan Assets, Funded Status and Amounts Recognized



	Pension Plans						Other Post-Retirement Benefit Plans
	December 31,
	2013			2012			2013			2012
Change in Benefit Obligation:
Benefit obligation - beginning of year	$	(744.6	)	$	(700.5	)	$	(16.5	)	$	(16.1	)
Service cost	(0.9		)	(1.6		)	—			—
Interest cost	(27.6		)	(30.0		)	(0.6		)	(0.7		)
Actuarial gain (loss)	65.5			(51.1		)	1.6			(0.5		)
Curtailment gain	—			1.7			—			—
Settlement gain	—			0.2			—			—
Benefits paid	39.1			39.0			0.8			0.8
Currency translation adjustments	(0.1		)	(2.3		)	0.3			—
Other	0.4			—			—			—
Benefit obligation - end of year	$	(668.2	)	$	(744.6	)	$	(14.4	)	$	(16.5	)
Change in Plan Assets:
Fair value of plan assets - beginning of year	$	520.2		$	463.8		$	—		$	—
Actual return on plan assets	58.1			64.2			—			—
Employer contributions	17.7			29.0			0.8			0.8
Benefits paid	(39.1		)	(39.0		)	(0.8		)	(0.8		)
Settlement gain	—			(0.2		)	—			—
Currency translation adjustments	0.7			2.4			—			—
Fair value of plan assets - end of year	$	557.6		$	520.2		$	—		$	—
Unfunded status of plans at December 31,	$	(110.6	)	$	(224.4	)	$	(14.4	)	$	(16.5	)

Summary of Amounts Recognized in Consolidated Balance Sheet in Respect to Pension Plans and Other Post-retirement Benefit Plans



	Pension Plans						Other Post-Retirement Benefit Plans
	December 31,
	2013			2012			2013			2012
Accrued expenses and other	$	(5.9	)	$	(6.4	)	$	(0.8	)	$	(0.8	)
Pension and other post-retirement benefit liabilities	(104.7		)	(218.0		)	(13.6		)	(15.7		)
Total liability	(110.6		)	(224.4		)	(14.4		)	(16.5		)

Accumulated other comprehensive loss, gross	170.1			264.2			2.8			4.6
Income tax (benefit) expense	(1.8		)	(35.9		)	0.1			(0.5		)
Portion allocated to Revlon Holdings	(0.7		)	(0.9		)	—			—
Accumulated other comprehensive loss, net	$	167.6		$	227.4		$	2.9		$	4.1

Projected Benefit Obligation, Accumulated Benefit Obligation and Fair Value of Plan Assets for Company's Pension Plans

The projected benefit obligation, accumulated benefit obligation, and fair value of plan assets for the Company's pension plans are as follows:



	December 31,
	2013		2012
Projected benefit obligation	$	668.2	$	744.6
Accumulated benefit obligation	667.3		743.6
Fair value of plan assets	557.6		520.2

Components of Net Periodic Benefit Costs

The components of net periodic benefit (income) costs for the Company’s pension and the other post-retirement benefit plans are as follows:



	Pension Plans									Other Post-Retirement Benefit Plans
	Year Ended December 31,
	2013			2012			2011			2013			2012		2011
Net periodic benefit (income) costs:
Service cost	$	0.9		$	1.6		$	1.2		$	—		$	—	$	—
Interest cost	27.6			30.0			32.4			0.6			0.7		0.9
Expected return on plan assets	(38.3		)	(35.2		)	(35.0		)	—			—		—
Amortization of prior service cost (credit)	—			—			0.1			—			—		—
Amortization of actuarial loss	8.6			8.1			5.3			0.4			0.3		0.3
Curtailment gain	—			(1.5		)	—			—			—		—
	(1.2		)	3.0			4.0			1.0			1.0		1.2
Portion allocated to Revlon Holdings	(0.1		)	(0.1		)	(0.1		)	(0.1		)	—		(0.1		)
	$	(1.3	)	$	2.9		$	3.9		$	0.9		$	1.0	$	1.1

Summary of Unrecognized Components of Net Periodic Benefit Cost



	Pension Benefits			Post-Retirement Benefits		Total
Net actuarial loss	$	170.1		$	2.8	$	172.9
Prior service cost	—			—		—
Accumulated Other Comprehensive Loss, Gross	170.1			2.8		172.9
Income tax (benefit) expense	(1.8		)	0.1		(1.7		)
Portion allocated to Revlon Holdings	(0.7		)	—		(0.7		)
Accumulated Other Comprehensive Loss, Net	$	167.6		$	2.9	$	170.5

Summary of Target Ranges Per Asset Class

The target ranges per asset class are as follows:



	Target Ranges
	U.S. Plans	International Plans
Asset Class:
Common and preferred stock	0% - 10%	—
Mutual funds	20% - 30%	—
Fixed income securities	10% - 30%	—
Common and collective funds	25% - 55%	100%
Hedge funds	0% - 15%	—
Group annuity contract	0% - 5%	—
Cash and other investments	0% - 10%	—

Fair Value of U.S. and International Pension Plan Assets

The following table presents information on the fair value of the U.S. and international pension plan assets at December 31, 2013 and 2012:



	U.S. Plans				International Plans
	2013		2012		2013		2012
Fair value of plan assets	$	492.5	$	461.9	$	65.1	$	58.3

Fair Values of U.S. and International Pension Plan Assets by Asset Categories

The fair values of the U.S. and International pension plan assets at December 31, 2013, by asset categories were as follows:



	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Common and Preferred Stock:
U.S. small/mid cap equity	$	23.1	$	23.1	$	—	$	—
Mutual Funds^(a):
Corporate bonds	24.4		24.4		—		—
Government bonds	15.1		15.1		—		—
U.S. large cap equity	68.7		68.7		—		—
International equities	4.3		4.3		—		—
Emerging markets international equity	4.2		4.2		—		—
Other	0.9		0.9		—		—
Fixed Income Securities:
Corporate bonds	46.1		—		45.8		0.3
Government bonds	9.6		—		8.0		1.6
Common and Collective Funds^(a):
Corporate bonds	53.7		—		53.7		—
Government bonds	69.8		—		69.8		—
U.S. large cap equity	33.8		—		33.8		—
U.S. small/mid cap equity	23.0		—		23.0		—
International equities	92.1		—		92.1		—
Emerging markets international equity	17.3		—		17.3		—
Cash and cash equivalents	2.0		—		2.0		—
Other	2.9		—		2.9		—
Hedge Funds^(a):
Corporate bonds	11.8		—		11.8		—
Government bonds	24.5		—		24.5		—
U.S. large cap equity	4.3		—		4.3		—
International equities	6.1		—		6.1		—
Cash and cash equivalents	5.7		—		5.7		—
Other	4.1		—		4.1		—
Group Annuity Contract	2.6		—		2.6		—
Cash and Cash Equivalents	7.5		7.5		—		—
Fair value of plan assets at December 31, 2013	$	557.6	$	148.2	$	407.5	$	1.9

The fair values of the U.S. and International pension plan assets at December 31, 2012, by asset categories were as follows:



	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Common and Preferred Stock:
U.S. small/mid cap equity	$	18.9	$	18.9	$	—	$	—
Mutual Funds^(a):
Corporate bonds	19.4		19.4		—		—
Government bonds	16.0		16.0		—		—
U.S. large cap equity	63.2		63.2		—		—
International equities	4.6		4.6		—		—
Emerging markets international equity	5.0		5.0		—		—
Other	3.6		3.6		—		—
Fixed Income Securities:
Corporate bonds	49.8		—		49.2		0.6
Government bonds	9.9		—		9.9		—
Common and Collective Funds^(a):
Corporate bonds	57.0		—		57.0		—
Government bonds	70.2		—		70.2		—
U.S. large cap equity	27.0		—		27.0		—
U.S. small/mid cap equity	17.7		—		17.7		—
International equities	74.3		—		74.3		—
Emerging markets international equity	17.7		—		17.7		—
Cash and cash equivalents	3.0		—		3.0		—
Other	1.1		—		1.1		—
Hedge Funds^(a):
Corporate bonds	4.2		—		4.2		—
Government bonds	30.9		—		30.9		—
U.S. large cap equity	4.6		—		4.6		—
International equities	3.1		—		3.1		—
Foreign exchange contracts	—		—		—		—
Cash and cash equivalents	6.0		—		6.0		—
Other	3.8		—		3.8		—
Group Annuity Contract	2.3		—		2.3		—
Cash and Cash Equivalents	6.9		6.9		—		—
Fair value of plan assets at December 31, 2012	$	520.2	$	137.6	$	382.0	$	0.6


^(a)	The investments in mutual funds, common and collective funds and hedge funds are disclosed above within the respective underlying investments’ class (i.e., various equities, corporate bonds, government bonds and other investment classes), while the fair value hierarchy levels of the investments are based on the Company’s direct ownership unit of account.

Summary of Changes in Fair Values of U.S. and International Pension Plans' Level 3 Assets

The following table sets forth a summary of changes in the fair values of the U.S. and International pension plans’ Level 3 assets for the years ended December 31, 2013 and 2012:



	Total			Fixed Income Securities
Balance, December 31, 2011	$	—		$	—
Purchases, sales, and settlements, net	0.6			0.6
Balance, December 31, 2012	0.6			0.6
Purchases, sales, and settlements, net	0.6			0.6
Loss on assets held during the period	(0.2		)	(0.2		)
Transfers into Level 3	0.9			0.9
Balance, December 31, 2013	$	1.9		$	1.9

Summary of Benefit Payments Expected to be Paid Out of Company's Pension and Other Post-retirement Benefit Plans

The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid out of the Company’s pension and other post-retirement benefit plans:



	Total Pension Benefits		Total Other Benefits
2014	$	40.7	$	1.2
2015	41.2		1.2
2016	41.8		1.2
2017	43.0		1.2
2018	43.4		1.2
Years 2019 to 2023	225.0		5.8

Projected Benefit Obligation Assumptions

Defined Benefit Plan Disclosure [Line Items]

Weighted-Average Assumptions Used to Determine Company's Net Periodic Benefit Cost



	U.S. Plans				International Plans
	2013		2012		2013		2012
Discount rate	4.68	%	3.78	%	4.48	%	4.33	%
Rate of future compensation increases	3.00	%	3.00	%	3.40	%	2.97	%

Net Periodic Benefit Cost Assumptions

Defined Benefit Plan Disclosure [Line Items]

Weighted-Average Assumptions Used to Determine Company's Net Periodic Benefit Cost

The following weighted-average assumptions were used to determine the Company’s net periodic benefit cost of the Company’s U.S. and International pension plans during the respective years:



	U.S. Plans						International Plans
	2013		2012		2011		2013		2012		2011
Discount rate	3.78	%	4.38	%	5.17	%	4.33	%	4.77	%	5.32	%
Expected long-term return on plan assets	7.75	%	7.75	%	8.00	%	6.00	%	6.22	%	6.25	%
Rate of future compensation increases	3.00	%	3.50	%	3.50	%	2.97	%	3.05	%	3.53	%

STOCK COMPENSATION PLAN (Tables)

12 Months Ended

Dec. 31, 2013

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Summary of Stock Option Activity

A summary of stock option activity for the years ended December 31, 2013, 2012 and 2011 is presented below:



	Stock Options (000's)		Weighted Average Exercise Price
Outstanding at January 1, 2011	987.9		$	31.68
Forfeited and expired	(723.4	)	31.92
Outstanding at December 31, 2011	264.5		31.02
Forfeited and expired	(256.4	)	31.06
Outstanding at December 31, 2012	8.1		29.91
Forfeited and expired	(7.3	)	30.17
Outstanding at December 31, 2013	0.8		27.50

Summary of Significant Ranges of Stock Plan's Stock Options Outstanding and Exercisable

The following table summarizes significant ranges of the Stock Plan's stock options outstanding and exercisable at December 31, 2013:



	Outstanding and Exercisable
Range of Exercise Prices	Number of Options (000's)	Weighted Average Years Remaining	Weighted Average Exercise Price		Aggregate Intrinsic Value
$27.50	0.8	0.07	$	27.50	$	—

Summary of Restricted Stock and Restricted Stock Units Activity

A summary of the restricted stock and restricted stock units activity for the years ended December 31, 2013, 2012 and 2011 is presented below:



	Restricted Stock (000's)		Weighted Average Grant Date Fair Value
Outstanding at January 1, 2011	690.7		$	8.20
Vested^(a)	(419.5	)	8.95
Forfeited	(13.8	)	7.15
Outstanding at December 31, 2011	257.4		7.04
Vested^(a)	(257.4	)	7.04
Outstanding at December 31, 2012	—		—
Granted	120.0		24.80
Outstanding at December 31, 2013	120.0		24.80


^(a)	Of the amounts vested during 2012 and 2011, 83,582 and 138,433 shares, respectively, were withheld by the Company to satisfy certain grantees’ minimum withholding tax requirements, which withheld shares became Revlon, Inc. treasury stock and are not sold on the open market. (See discussion under “Treasury Stock” in Note 17, “Stockholders’ Deficiency”).

ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables)

12 Months Ended

Dec. 31, 2013

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Components of Accumulated Other Comprehensive Loss

The components of accumulated other comprehensive loss as of December 31, 2013 are as follows:



	Foreign Currency Translation			Actuarial (Loss) Gain on Post-retirement Benefits			Prior Service Cost on Post-retirement Benefits			Deferred Gain - Hedging		Accumulated Other Comprehensive Loss
Balance, January 1, 2011	$	33.1		$	(183.2	)	$	(0.2	)	$	—	$	(150.3	)
Unrealized gains (losses), net of tax of $1.8 million	(8.3		)	—			—			—		(8.3		)
Amortization of pension related costs, net of tax of $(2.0) million^(a)	—			3.5			0.1			—		3.6
Pension re-measurement, net of tax of $30.1 million	—			(45.9		)	—			—		(45.9		)
Balance, December 31, 2011	24.8			(225.6		)	(0.1		)	—		(200.9		)
Unrealized gains (losses), net of tax of $1.0 million	(1.5		)	—			—			—		(1.5		)
Amortization of pension related costs, net of tax of $(1.0) million^(a)(b)	—			9.4			—			—		9.4
Pension re-measurement, net of tax of $7.2 million	—			(15.4		)	—			—		(15.4		)
Pension curtailment gain^(c)	—			0.1			0.1			—		0.2
Balance, December 31, 2012	23.3			(231.5		)	—			—		(208.2		)
Unrealized gains (losses), net of tax of $3.3 million	(4.1		)	—			—			—		(4.1		)
Amortization of pension related costs, net of tax of $(1.2) million ^(a)	—			7.7			—			—		7.7
Pension re-measurement, net of tax of $(33.5) million	—			53.3			—			—		53.3
Revaluation of derivative financial instrument, net of tax of $(1.0) million^(d)	—			—			—			1.5		1.5
Balance, December 31, 2013	$	19.2		$	(170.5	)	$	—		$	1.5	$	(149.8	)

^(a)


^(b)	Included in this amount is a $2.0 million reclassification adjustment recorded in the first quarter of 2012 related to deferred taxes on the amortization of actuarial losses.

^(c)


^(d)	For the period ended December 31, 2013, the 2013 Interest Rate Swap was deemed effective and therefore, the changes in fair value related to the 2013 Interest Rate Swap are recorded in Other Comprehensive Income See Note 13, "Financial Instruments" for further discussion of the 2013 Interest Rate Swap.

QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) (Tables)

12 Months Ended

Dec. 31, 2013

Quarterly Financial Information Disclosure [Abstract]

Summary of unaudited quarterly results of operations

The following is a summary of the Company’s unaudited quarterly results of operations:



	Year Ended December 31, 2013
	1st Quarter			2nd Quarter			3rd Quarter			4th Quarter
Net sales	$	325.9		$	344.7		$	333.1		$	491.0
Gross profit	211.5			222.1			212.0			304.0
(Loss) income from continuing operations, net of taxes^(a)(b)(c)	(4.5		)	27.1			11.0			(9.0		)
Loss from discontinued operations, net of taxes^(c)	(2.4		)	(2.4		)	(1.5		)	(24.1		)
Net (loss) income^(a)(b)(c)	(6.9		)	24.7			9.5			(33.1		)

Basic (loss) income per common share^(a)(b)(c):
Continuing operations	(0.08		)	0.52			0.21			(0.17		)
Discontinued operations	(0.05		)	(0.05		)	(0.03		)	(0.46		)
Net (loss) income	$	(0.13	)	$	0.47		$	0.18		$	(0.63	)

Diluted (loss) income per common share^(a)(b)(c):
Continuing operations	(0.08		)	0.52			0.21			(0.17		)
Discontinued operations	(0.05		)	(0.05		)	(0.03		)	(0.46		)
Net (loss) income	$	(0.13	)	$	0.47		$	0.18		$	(0.63	)



	Year Ended December 31, 2012
	1st Quarter			2nd Quarter			3rd Quarter			4th Quarter
Net sales	$	321.5		$	350.2		$	341.2		$	383.5
Gross profit	209.2			229.0			216.8			247.6
Income (loss) from continuing operations, net of taxes^(d)(e)(f)	10.3			13.6			(11.3		)	48.6
Loss from discontinued operations, net of taxes	(1.8		)	(2.5		)	(3.7		)	(2.1		)
Net income (loss)^(d)(e)(f)	8.5			11.1			(15.0		)	46.5

Basic income (loss) per common share^(d)(e)(f):
Continuing operations	0.20			0.26			(0.22		)	0.93
Discontinued operations	(0.04		)	(0.05		)	(0.07		)	(0.04		)
Net income (loss)	$	0.16		$	0.21		$	(0.29	)	$	0.89

Diluted income (loss) per common share^(d)(e)(f):
Continuing operations	0.20			0.26			(0.22		)	0.93
Discontinued operations	(0.04		)	(0.05		)	(0.07		)	(0.04		)
Net income (loss)	$	0.16		$	0.21		$	(0.29	)	$	0.89


^(a)	Loss from continuing operations, net loss and basic and diluted loss per share for the first quarter of 2013 were unfavorably impacted by a $27.9 million aggregate loss on early extinguishment of debt due to the 2013 Senior Notes Refinancing and the February 2013 Term Loan Amendments. (See Note 11, “Long-Term Debt and Redeemable Preferred Stock”).

^(b)

^(c)


^(d)	Income from continuing operations, net income and basic and diluted income per share for the second quarter of 2012 were unfavorably impacted by a $6.7 million loss contingency recognized related to litigation associated with the Company’s 2009 Exchange Offer. (See Note 20, “Commitments and Contingencies”).

^(e)

^(f)

SEGMENT DATA AND RELATED INFORMATION (Tables)

12 Months Ended

Dec. 31, 2013

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment

The following table is a comparative summary of the Company’s net sales and segment profit by operating segment for the years ended December 31, 2013, 2012 and 2011:



	Year Ended December 31,
	2013			2012		2011
Segment Net Sales:
Consumer	$	1,377.9		$	1,396.4	$	1,347.5
Professional	116.8			—		—
Total	$	1,494.7		$	1,396.4	$	1,347.5

Segment Profit:
Consumer	$	347.1		$	363.1	$	323.4
Professional	5.2			—		—
Total	$	352.3		$	363.1	$	323.4

Reconciliation:
Segment Profit	$	352.3		$	363.1	$	323.4
Less:
Unallocated corporate expenses	68.6			65.4		54.8
Non-recurring items:
Gain from insurance proceeds related to Venezuela fire	(26.4		)	—		—
Acquisition and integration costs	25.4			—		—
Inventory purchase accounting adjustment, cost of sales	8.5			—		—
Accrual for Venezuela fire clean-up	7.6			—		—
Restructuring and related charges	4.5			24.1		—
Shareholder litigation (recoveries) charges	(1.8		)	8.9		—
	265.9			264.7		268.6
Less:
Depreciation and amortization	76.9			65.2		62.5
Interest Expense	73.8			79.1		84.9
Interest Expense - Preferred Stock	5.0			6.5		6.4
Amortization of debt issuance costs	5.2			5.3		5.3
Loss on early extinguishment of debt	29.7			—		11.2
Foreign currency losses, net	3.7			2.8		4.7
Miscellaneous, net	1.0			0.9		1.6
Income from continuing operations before income taxes	$	70.6		$	104.9	$	92.0

Schedule of Net Sales and Long-Lived Assets by Geographic Area

In the tables below, certain prior year amounts have been reclassified to conform to the current period’s presentation.



	Year Ended December 31,
	2013			2012			2011
Geographic area:
Net sales:
United States	$	832.8	56%	$	799.8	57%	$	757.4	56%
Outside of the United States	661.9		44%	596.6		43%	590.1		44%
	$	1,494.7		$	1,396.4		$	1,347.5



	December 31, 2013			December 31, 2012
Long-lived assets, net:
United States	$	830.1	72%	$	431.7	90%
Outside of the United States	315.1		28%	48.5		10%
	$	1,145.2		$	480.2

Schedule of Net Sales by Classes of Similar Products



	Year Ended December 31,
	2013			2012			2011
Classes of similar products:
Net sales:
Color cosmetics	$	926.4	62%	$	913.0	65%	$	849.7	63%
Hair care	263.9		18%	191.1		14%	179.3		13%
Beauty care and fragrance	304.4		20%	292.3		21%	318.5		24%
	$	1,494.7		$	1,396.4		$	1,347.5

Description Of Business And Basis Of Presentation [Line Items]

Tabular disclosure of the profit or loss and total assets for each reportable segment. An entity discloses certain information on each reportable segment if the amounts (a) are included in the measure of segment profit or loss reviewed by the chief operating decision maker or (b) are otherwise regularly provided to the chief operating decision maker, even if not included in that measure of segment profit or loss.

+ References+ Details

Summary of Significant Accounting Policies (Detail) (USD $)	3 Months Ended		12 Months Ended																				12 Months Ended
	Mar. 31, 2013	Jun. 30, 2011	Dec. 31, 2013 Customer segment	Dec. 31, 2012 Customer	Dec. 31, 2011	Dec. 31, 2013 Land Improvements Minimum	Dec. 31, 2013 Land Improvements Maximum	Dec. 31, 2013 Building Minimum	Dec. 31, 2013 Building Maximum	Dec. 31, 2013 Machinery, equipment and capital leases Minimum	Dec. 31, 2013 Machinery, equipment and capital leases Maximum	Dec. 31, 2013 Office furniture, fixtures and capitalized software Minimum	Dec. 31, 2013 Office furniture, fixtures and capitalized software Maximum	Dec. 31, 2013 Capitalized Software Minimum	Dec. 31, 2013 Capitalized Software Maximum	Dec. 31, 2013 Wall Display	Dec. 31, 2012 Wall Display	Dec. 31, 2011 Wall Display	Dec. 31, 2013 Wall Display Minimum	Dec. 31, 2013 Wall Display Maximum	Dec. 31, 2013 Short-term debt	Dec. 31, 2013 Cash and cash equivalents	Dec. 31, 2012 Revlon Venezuela	Feb. 13, 2013 Revlon Venezuela	Jun. 30, 2011 Revlon Venezuela	Mar. 31, 2011 Revlon Venezuela
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Number of operating segment (segment)			2
Public company holding expenses			$ 8,100,000	$ 19,300,000	$ 7,400,000
Cash equivalents carrying value			1,200,000	3,400,000
Outstanding checks			6,400,000	8,300,000
Bank overdrafts																					3,200,000
Restricted cash																						3,200,000
Number of customers (customers)			3	3
Percentage of aggregated outstanding account receivable (percent)			30.00%	31.00%
Property plant and equipment useful life						20 years	30 years	10 years	50 years	3 years	15 years	3 years	15 years	2 years	5 years				1 year	5 years
Property, plant and equipment, net			195,900,000	99,500,000												62,700,000	60,800,000
Depreciation and amortization			76,700,000	64,900,000	60,600,000											39,200,000	36,000,000	35,200,000
Unamortized debt issuance costs			32,500,000	15,300,000
Impairment of long-lived assets			5,900,000
Advertising expenses			273,200,000	252,600,000	256,300,000
Distribution Cost			66,500,000	61,100,000	60,200,000
Research and development expense			26,900,000	24,200,000	23,800,000
Currency restrictions used amount of per day (maximum $50,000 per day)																							50,000
Currency restrictions used monthly (maximum $350,000 per month)																							350,000
Foreign Currency Exchange Rate, Translation																								6.30	5.5	4.3
Decrease in net sales from devaluation			(2,200,000)
Decrease in operating income from devaluation			(600,000)
Venezuela devaluation foreign currency loss	$ 600,000	$ 1,700,000

Description of Business and Basis of Presentation - Additional Information (Details) (USD $)
In Millions, unless otherwise specified

3 Months Ended

12 Months Ended

18 Months Ended

12 Months Ended

18 Months Ended

12 Months Ended

18 Months Ended

0 Months Ended

Jun. 30, 2013

Mar. 31, 2013

Dec. 31, 2013

Dec. 31, 2012

Dec. 31, 2011

Dec. 31, 2012

Dec. 31, 2013

Inventory Insurance

Dec. 31, 2012

Inventory Insurance

Dec. 31, 2011

Inventory Insurance

Dec. 31, 2012

Inventory Insurance

Jan. 31, 2013

Inventory Insurance

Dec. 31, 2013

Business Interruption and Property

Dec. 31, 2012

Business Interruption and Property

Dec. 31, 2011

Business Interruption and Property

Dec. 31, 2012

Business Interruption and Property

Jun. 04, 2011

Revlon Venezuela

Percentage of subsidiary's net sales earned from imported products (percent)

50.00%

Percentage of subsidiary's net sales earned from locally manufactured products (percent)

50.00%

Inventory insurance settlement

$ 17.5

$ 6.6

$ 19.7

$ 26.3

$ 3.4

$ 3.7

$ 4.7

$ 8.4

$ 14.1

$ 2.9

$ 15.0

$ 17.9

11.8

Business interruption and property insurance settlement

18.1

8.3

26.4

^[1]

17.4

^[1]

8.3

^[1]

3.5

^[1]

18.1

^[1]

13.9

^[1]

32.0

Demolition Costs

$ 7.6

[1]	The gain from insurance proceeds and income from insurance recoveries is included within selling, general and administrative (“SG&A”) expenses in the Company’s Consolidated Statements of Operations and Comprehensive Income in the respective periods

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Venezuela Fire (Details) (USD $)
In Millions, unless otherwise specified

3 Months Ended

12 Months Ended

18 Months Ended

Jun. 30, 2013

Mar. 31, 2013

Dec. 31, 2013

Dec. 31, 2012

Dec. 31, 2011

Dec. 31, 2012

Schedule of Insurance Recoveries [Line Items]

$ 17.5

$ 6.6

$ 19.7

$ 26.3

Other Deferred Credits, Current

(18.1)

(8.3)

(26.4)

^[1]

(17.4)

^[1]

8.9

Inventory Insurance

Schedule of Insurance Recoveries [Line Items]

3.4

3.7

4.7

8.4

Other Deferred Credits, Current

(8.3)

^[1]

(3.5)

^[1]

4.9

Business Interruption and Property

Schedule of Insurance Recoveries [Line Items]

14.1

2.9

15.0

17.9

Other Deferred Credits, Current

(18.1)

^[1]

(13.9)

^[1]

$ 0

$ 4.0

[1]	The gain from insurance proceeds and income from insurance recoveries is included within selling, general and administrative (“SG&A”) expenses in the Company’s Consolidated Statements of Operations and Comprehensive Income in the respective periods

Business Combinations - Additional Information (Detail) (USD $)
In Millions, except Share data, unless otherwise specified

12 Months Ended

0 Months Ended

12 Months Ended

Dec. 31, 2013

Dec. 31, 2012

Dec. 31, 2011

Oct. 09, 2013

The Colomer Group Participations, S.L.

Jul. 02, 2012

Pure Ice Acquisition

Mar. 17, 2011

Sinful Colors

Dec. 31, 2013

Acquisition and Integration Costs

The Colomer Group Participations, S.L.

Dec. 31, 2013

Trade Names

Dec. 31, 2013

Trade Names

The Colomer Group Participations, S.L.

Effective date of acquisition

Oct. 09, 2013

Jul. 02, 2012

Cash drawn from 2011 revolving credit facility

$ 21.2

Payments to acquire businesses, net

627.6

66.2

39.0

Aggregated contractual term

200 years

Indefinite-lived intangible assets:

109.7

Acquisition related costs

12.9

Integration related costs

12.5

Shareholder loans

122.7

^[1]

Total consideration

664.5

66.2

^[2]

39.0

^[3]

Total share price

538.4

Interest payments to acquire business

7.2

Number of shares purchased (shares)

10,227

Cash purchase price

545.6

^[4]

45.0

Business Combination, Consideration Transferred, Other

(3.8)

Trade receivables

83.9

Gross amount of receivables acquired

103.1

Estimate of uncollectible accounts receivable acquired

19.2

Noncurrent deferred tax liabilities

120.2

Intangible assets

292.7

Tax basis of intangible assets

Goodwill

$ 474.7

$ 217.8

$ 194.7

$ 255.7

$ 23.1

^[2]

$ 12.1

^[3]

[1]	The purchase price included the payment of Colomer’s shareholder loans for $122.7 million, which included the principal and accrued interest owed as of the Acquisition Date. As such, this liability was settled on the Acquisition Date.
[2]	On July 2, 2012, the Company acquired certain assets of Bari Cosmetics, Ltd., including trademarks and other intellectual property related to Pure Ice nail enamel and Bon Bons cosmetics brands (the “Pure Ice Acquisition”). The Company paid $66.2 million of total consideration for the Pure Ice Acquisition in cash, comprised of $45.0 million cash on hand and $21.2 million drawn under Products Corporation’s 2011 Revolving Credit Facility. Both the intangible assets acquired and goodwill are expected to be deductible for income tax purposes.
[3]	On March 17, 2011, the Company acquired certain assets, including trademarks and other intellectual property, inventory, certain receivables and manufacturing equipment, related to SinfulColors cosmetics, Wild and Crazy cosmetics, freshMinerals cosmetics (which brand was disposed of in August 2012) and freshcover cosmetics, which products are sold principally in the U.S. mass retail channel (the “SinfulColors Acquisition”). The Company also assumed certain liabilities of the acquired business. The Company paid $39.0 million of total consideration for the SinfulColors Acquisition in cash. Both the intangible assets acquired and goodwill are expected to be deductible for income tax purposes.
[4]	All of Colomer’s 10,227 shares outstanding on the Acquisition Date were purchased for a total of $538.4 million. In addition, interest on the share price from the locked box date of June 30, 2013 through the Acquisition Date totaled $7.2 million, for a total share purchase price of $545.6 million.

Business Combinations - Schedule of Net Asset Acquired (Detail) (USD $) In Millions, unless otherwise specified				0 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011	Oct. 09, 2013 The Colomer Group Participations, S.L.	Dec. 31, 2013 Professional	Dec. 31, 2012 Professional	Dec. 31, 2011 Professional
Assets [Abstract]
Cash and cash equivalents				$ 36.9
Trade receivables				83.9
Inventories				75.1
Prepaid expenses and other				31.3
Property, plant and equipment				96.7
Intangible assets				292.7
Goodwill	474.7	217.8	194.7	255.7	256.8	0	0
Deferred tax asset - non-current				53.1
Other assets				1.9
Total assets acquired				927.3
Liabilities [Abstract]
Accounts payable				48.0
Accrued expenses and other				65.6
Long-term debt				0.9
Long-term pension and other benefit plan liabilities				4.5
Deferred tax liability				123.3
Other long-term liabilities				20.5
Total liabilities acquired				262.8
Total consideration				$ 664.5

Business Combinations - Schedule of Intangible Assets Acquired by Major Asset Category (Detail) (USD $) In Millions, unless otherwise specified			12 Months Ended			12 Months Ended	0 Months Ended
	Oct. 09, 2013 The Colomer Group Participations, S.L.	Oct. 09, 2013 Trade Names The Colomer Group Participations, S.L.	Dec. 31, 2013 Customer relationships	Dec. 31, 2012 Customer relationships	Oct. 09, 2013 Customer relationships The Colomer Group Participations, S.L.	Dec. 31, 2013 Licenses	Oct. 09, 2013 Licenses The Colomer Group Participations, S.L.	Oct. 09, 2013 Internally developed IP The Colomer Group Participations, S.L.	Oct. 09, 2013 Minimum Trade Names The Colomer Group Participations, S.L.	Oct. 09, 2013 Minimum Customer relationships The Colomer Group Participations, S.L.	Oct. 09, 2013 Maximum Trade Names The Colomer Group Participations, S.L.	Oct. 09, 2013 Maximum Customer relationships The Colomer Group Participations, S.L.	Oct. 09, 2013 Trade Names The Colomer Group Participations, S.L.
Business Acquisition [Line Items]
Indefinite-lived intangible assets													$ 108.6
Purchased Intangible Assets	$ 292.7	$ 109.4			$ 57.0		$ 4.1	$ 13.6
Weighted Average Remaining Useful Life (in years)			16 years	18 years		10 years	10 years	10 years	5 years	10 years	20 years	15 years

Business Combinations - Schedule of Intangible Assets Acquired (Detail) (USD $)
In Millions, unless otherwise specified

0 Months Ended

Dec. 31, 2013

Dec. 31, 2012

Dec. 31, 2011

Jul. 02, 2012

Pure Ice Acquisition

Mar. 17, 2011

Sinful Colors

Total Net Assets Acquired

Purchase Price

$ 66.2

^[1]

$ 39.0

^[2]

^[1]

4.1

^[2]

Purchased Intangible Assets

43.1

^[1]

22.8

^[2]

Goodwill

474.7

217.8

194.7

23.1

^[1]

12.1

^[2]

Effective date of acquisition

Jul. 02, 2012

Cash purchase price

45.0

Cash drawn from 2011 revolving credit facility

$ 21.2

[1]

[2]

On March 17, 2011, the Company acquired certain assets, including trademarks and other intellectual property, inventory, certain receivables and manufacturing equipment, related to SinfulColors cosmetics, Wild and Crazy cosmetics, freshMinerals cosmetics (which brand was disposed of in August 2012) and freshcover cosmetics, which products are sold principally in the U.S. mass retail channel (the “SinfulColors Acquisition”). The Company also assumed certain liabilities of the acquired business. The Company paid $39.0 million of total consideration for the SinfulColors Acquisition in cash. Both the intangible assets acquired and goodwill are expected to be deductible for income tax purposes.

Business Combinations-Pro Forma Information (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended			3 Months Ended	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2013 The Colomer Group Participations, S.L.	Dec. 31, 2013 The Colomer Group Participations, S.L.	Dec. 31, 2012 The Colomer Group Participations, S.L.	Dec. 31, 2013 Fair Value Adjustment to Inventory The Colomer Group Participations, S.L.	Dec. 31, 2012 Fair Value Adjustment to Inventory The Colomer Group Participations, S.L.	Dec. 31, 2013 Fair Value Adjustment to Property, Plant and Equipment and Intangible Assets The Colomer Group Participations, S.L.	Dec. 31, 2012 Fair Value Adjustment to Property, Plant and Equipment and Intangible Assets The Colomer Group Participations, S.L.	Dec. 31, 2013 Fair Value Adjustment to Goodwill The Colomer Group Participations, S.L.	Dec. 31, 2012 Fair Value Adjustment to Goodwill The Colomer Group Participations, S.L.	Dec. 31, 2013 Acquisition-related Costs The Colomer Group Participations, S.L.	Dec. 31, 2012 Acquisition-related Costs The Colomer Group Participations, S.L.	Dec. 31, 2013 Debt [Member] The Colomer Group Participations, S.L.	Dec. 31, 2012 Debt [Member] The Colomer Group Participations, S.L.
Business Acquisition [Line Items]
Net sales					$ 1,908.9	$ 1,911.6
Income from continuing operations, before income taxes					125.2	106.0
Cost of sales	545.1	493.8	481.2				8.5	11.1
Depreciation and amortization	76.7	64.9	60.6						14.3	19.2
Goodwill, Impairment Loss											9.0	5.3
Acquisition and integration costs		0	0	19.1									25.8	0.8
Debt Facility Fees															3.6
Interest Expense and Debt Issuance Cost															19.4	24.4
Income Tax Expense (Benefit)	$ 46.0	$ 43.7	$ 36.8

Restructuring Charges and other, net - Additional Information (Details) (USD $)
In Millions, unless otherwise specified

12 Months Ended

0 Months Ended

3 Months Ended

12 Months Ended

3 Months Ended

12 Months Ended

16 Months Ended

12 Months Ended

16 Months Ended

12 Months Ended

16 Months Ended

12 Months Ended

16 Months Ended

12 Months Ended

16 Months Ended

12 Months Ended

16 Months Ended

12 Months Ended

16 Months Ended

12 Months Ended

3 Months Ended

12 Months Ended

Dec. 31, 2013

Dec. 31, 2012

Dec. 31, 2011

Dec. 30, 2013

December 2013 Program

job_position

Dec. 31, 2013

December 2013 Program

Dec. 31, 2013

December 2013 Program

Dec. 31, 2013

December 2013 Program

Total Restructuring Charges

Dec. 31, 2013

December 2013 Program

Allowances and Returns

Dec. 31, 2013

December 2013 Program

Inventory Write-offs

Dec. 31, 2013

December 2013 Program

Other Charges

Sep. 30, 2012

2012 Restructuring Program

Dec. 31, 2013

2012 Restructuring Program

Dec. 31, 2012

2012 Restructuring Program

Dec. 31, 2013

2012 Restructuring Program

Dec. 31, 2013

2012 Restructuring Program

Total Restructuring Charges

Dec. 31, 2012

2012 Restructuring Program

Total Restructuring Charges

Dec. 31, 2013

2012 Restructuring Program

Total Restructuring Charges

Dec. 31, 2013

2012 Restructuring Program

Allowances and Returns

Dec. 31, 2012

2012 Restructuring Program

Allowances and Returns

Dec. 31, 2013

2012 Restructuring Program

Allowances and Returns

Dec. 31, 2013

2012 Restructuring Program

Inventory Write-offs

Dec. 31, 2012

2012 Restructuring Program

Inventory Write-offs

Dec. 31, 2013

2012 Restructuring Program

Inventory Write-offs

Dec. 31, 2013

2012 Restructuring Program

Other Charges

Dec. 31, 2012

2012 Restructuring Program

Other Charges

Dec. 31, 2013

2012 Restructuring Program

Other Charges

Dec. 31, 2012

2012 Restructuring Program

Pension Curtailment

Dec. 31, 2013

Employee severance and other personnel benefits

December 2013 Program

Dec. 31, 2013

Employee severance and other personnel benefits

2012 Restructuring Program

Dec. 31, 2012

Employee severance and other personnel benefits

2012 Restructuring Program

Dec. 31, 2013

Employee severance and other personnel benefits

2012 Restructuring Program

Dec. 31, 2013

Other

December 2013 Program

Dec. 31, 2013

Other

2012 Restructuring Program

Dec. 31, 2012

Other

2012 Restructuring Program

Dec. 31, 2013

Other

2012 Restructuring Program

Dec. 31, 2013

Facility Closing [Member]

2012 Restructuring Program

Dec. 31, 2013

Discontinued Operations

Operations in China

Dec. 31, 2013

Discontinued Operations

Operations in China

December 2013 Program

Dec. 31, 2013

Discontinued Operations

Operations in China

December 2013 Program

Dec. 31, 2013

Continuing Operations

December 2013 Program

Dec. 31, 2013

Continuing Operations

December 2013 Program

Restructuring charges and other, net

Dec. 31, 2013

Continuing Operations

December 2013 Program

Reduction to net sales

Dec. 31, 2013

Continuing Operations

December 2013 Program

Inventory Write-offs

Dec. 31, 2013

Continuing Operations

December 2013 Program

Other Charges

Restructuring Cost and Reserve [Line Items]

Number of positions eliminated (job positions)

1,100

Number of positions eliminated related to employees retained indirectly through a third party (job positions)

940

Restructuring charges and other, net

$ 3.5

$ 20.5

$ 0

$ 21.4

$ 9.6

$ 7.4

$ 4.0

$ 0.4

$ 24.1

$ 3.1

^[1]

$ 24.1

^[2]

$ 2.7

^[1]

$ 20.7

^[2]

$ 0

^[1],[3]

$ 1.6

^[2],[3]

$ 0.2

^[1],[4]

$ 1.2

^[2],[4]

$ 0.2

^[1],[5]

$ 0.6

^[2],[5]

$ (1.5)

$ 9.1

$ 2.9

^[1]

$ 18.4

^[2]

$ 0.5

^[1]

$ (0.2)

^[1]

$ 2.3

^[2]

$ 20.0

$ 1.4

$ 0.8

$ 0.3

$ 0.1

$ 0.2

Restructuring and related cost, cost incurred to date

27.2

23.4

1.6

^[3]

1.4

^[4]

0.8

^[5]

21.3

2.1

Total expected net charges

22.2

10.3

7.4

4.0

0.5

27.2

23.4

1.6

^[3]

1.4

^[4]

0.8

^[5]

9.6

21.3

0.7

2.1

Total expected restructuring cash payments

20.0

25.0

Payments for restructuring

20.2

3.6

0.1

17.3

3.8

0.1

18.1

2.3

1.7

0.6

Gain (loss) on sale of property plant and equipment

2.5

Proceeds from sale of property, plant, and equipment

$ 2.7

[1]	Included within the $(0.2) million of other is a $2.5 million gain on the July 2013 sale of the Company's manufacturing facility in France, which was recognized in the third quarter of 2013.
[2]	Included within the $18.4 million of employee severance and other personnel benefits is a net pension curtailment gain of $1.5 million recognized in the year ended December 31, 2012
[3]	Returns are recorded as a reduction to net sales in the Company’s Consolidated Statements of Operations and Comprehensive Income
[4]	Inventory write-offs are recorded within cost of sales in the Company’s Consolidated Statements of Operations and Comprehensive Income
[5]	Other charges are recorded within SG&A expenses within the Company’s Consolidated Statements of Operations and Comprehensive Income

Restructuring Charges and other, net - Schedule of Restructuring Activities (Detail) (USD $)
In Millions, unless otherwise specified

12 Months Ended

3 Months Ended

12 Months Ended

3 Months Ended

12 Months Ended

16 Months Ended

12 Months Ended

16 Months Ended

12 Months Ended

16 Months Ended

12 Months Ended

16 Months Ended

12 Months Ended

16 Months Ended

12 Months Ended

16 Months Ended

12 Months Ended

16 Months Ended

12 Months Ended

3 Months Ended

12 Months Ended

Dec. 31, 2013

Dec. 31, 2012

Dec. 31, 2011

Dec. 31, 2013

Lease exit

Dec. 31, 2012

Lease exit

Dec. 31, 2013

December 2013 Program

Dec. 31, 2013

December 2013 Program

Dec. 31, 2013

December 2013 Program

Employee severance and other personnel benefits

Dec. 31, 2013

December 2013 Program

Other

Sep. 30, 2012

2012 Restructuring Program

Dec. 31, 2013

2012 Restructuring Program

Dec. 31, 2012

2012 Restructuring Program

Dec. 31, 2013

2012 Restructuring Program

Dec. 31, 2013

2012 Restructuring Program

Employee severance and other personnel benefits

Dec. 31, 2012

2012 Restructuring Program

Employee severance and other personnel benefits

Dec. 31, 2013

2012 Restructuring Program

Employee severance and other personnel benefits

Dec. 31, 2013

2012 Restructuring Program

Other

Dec. 31, 2012

2012 Restructuring Program

Other

Dec. 31, 2013

2012 Restructuring Program

Other

Dec. 31, 2013

Continuing Operations

December 2013 Program

Dec. 31, 2013

Total Restructuring Charges

December 2013 Program

Dec. 31, 2013

Total Restructuring Charges

2012 Restructuring Program

Dec. 31, 2012

Total Restructuring Charges

2012 Restructuring Program

Dec. 31, 2013

Total Restructuring Charges

2012 Restructuring Program

Dec. 31, 2013

Allowances and Returns

December 2013 Program

Dec. 31, 2013

Allowances and Returns

2012 Restructuring Program

Dec. 31, 2012

Allowances and Returns

2012 Restructuring Program

Dec. 31, 2013

Allowances and Returns

2012 Restructuring Program

Dec. 31, 2013

Inventory Write-offs

December 2013 Program

Dec. 31, 2013

Inventory Write-offs

2012 Restructuring Program

Dec. 31, 2012

Inventory Write-offs

2012 Restructuring Program

Dec. 31, 2013

Inventory Write-offs

2012 Restructuring Program

Dec. 31, 2013

Inventory Write-offs

Continuing Operations

December 2013 Program

Dec. 31, 2013

Other Charges

December 2013 Program

Dec. 31, 2013

Other Charges

2012 Restructuring Program

Dec. 31, 2012

Other Charges

2012 Restructuring Program

Dec. 31, 2013

Other Charges

2012 Restructuring Program

Dec. 31, 2013

Other Charges

Continuing Operations

December 2013 Program

Dec. 31, 2013

Operations in China

Discontinued Operations

Dec. 31, 2012

Operations in China

Discontinued Operations

Dec. 31, 2013

Operations in China

Discontinued Operations

December 2013 Program

Dec. 31, 2013

Operations in China

Discontinued Operations

December 2013 Program

Restructuring Cost and Reserve [Line Items]

Restructuring charges prior to gain on sale of facility

$ 2.3

^[1]

Restructuring reserve - total restructuring charges

14.8

20.7

Restructuring Reserve [Roll Forward]

Balance Beginning of Year

19.2

1.0

0.3

1.0

18.0

0.9

Restructuring charges and other, net

3.5

20.5

21.4

9.1

0.5

^[1]

24.1

3.1

^[1]

24.1

^[2]

2.9

^[1]

18.4

^[2]

(0.2)

^[1]

2.3

^[2]

1.4

9.6

2.7

^[1]

20.7

^[2]

7.4

^[1],[3]

1.6

^[2],[3]

4.0

0.2

^[1],[4]

1.2

^[2],[4]

0.1

0.4

0.2

^[1],[5]

0.6

^[2],[5]

0.2

20.0

Foreign Currency Translation

(0.1)

0.4

(0.1)

0.4

Cash utilized, net

(20.2)

(3.6)

(0.3)

(0.7)

(0.1)

(17.3)

(3.8)

(18.1)

(2.3)

(1.7)

(0.6)

Non utilized, net

0.7

1.5

(0.8)

Balance End of Year

13.7

19.2

1.0

0.3

9.0

0.5

2.7

18.0

2.7

1.5

0.9

1.5

Gain (loss) on sale of property plant and equipment

2.5

Restructuring charges and other, net included in discontinued operations

(8.8)

(0.2)

Total expected net charges

$ 22.2

$ 9.6

$ 0.7

$ 27.2

$ 21.3

$ 2.1

$ 10.3

$ 23.4

$ 7.4

$ 1.6

^[3]

$ 4.0

$ 1.4

^[4]

$ 0.5

$ 0.8

^[5]

[1]	Included within the $(0.2) million of other is a $2.5 million gain on the July 2013 sale of the Company's manufacturing facility in France, which was recognized in the third quarter of 2013.
[2]	Included within the $18.4 million of employee severance and other personnel benefits is a net pension curtailment gain of $1.5 million recognized in the year ended December 31, 2012
[3]	Returns are recorded as a reduction to net sales in the Company’s Consolidated Statements of Operations and Comprehensive Income
[4]	Inventory write-offs are recorded within cost of sales in the Company’s Consolidated Statements of Operations and Comprehensive Income
[5]	Other charges are recorded within SG&A expenses within the Company’s Consolidated Statements of Operations and Comprehensive Income

DISCONTINUED OPERATIONS (Details) (USD $)
In Millions, unless otherwise specified

3 Months Ended

12 Months Ended

Dec. 31, 2013

Sep. 30, 2013

Jun. 30, 2013

Mar. 31, 2013

Dec. 31, 2012

Sep. 30, 2012

Jun. 30, 2012

Mar. 31, 2012

Dec. 31, 2013

Dec. 31, 2012

Dec. 31, 2011

Income Statement Disclosures [Abstract]

Loss from discontinued operations, net of taxes

$ (24.1)

^[1]

$ (1.5)

^[1]

$ (2.4)

^[1]

$ (2.4)

^[1]

$ (2.1)

$ (3.7)

$ (2.5)

$ (1.8)

$ (30.4)

$ (10.1)

$ (1.8)

Restructuring and related charges

3.5

20.5

Operations in China

Income Statement Disclosures [Abstract]

Net sales

13.8

29.7

33.9

Loss from discontinued operations, before taxes (a)

(30.8)

^[2]

(10.5)

^[2]

(2.4)

^[2]

Benefit from income taxes

(0.4)

(0.6)

Loss from discontinued operations, net of taxes

(30.4)

(10.1)

(1.8)

Balance Sheet Disclosures [Abstract]

Cash and cash equivalents

0.9

4.5

0.9

4.5

Trade receivables, net

1.9

4.6

1.9

4.6

Inventories

1.9

Other current assets

0.5

Total current assets

2.8

11.5

2.8

11.5

Other assets

0.1

Total assets

2.8

11.6

2.8

11.6

Accounts payable

4.7

5.5

4.7

5.5

Accrued expenses and other

27.6

11.7

27.6

11.7

Total current liabilities

32.3

17.2

32.3

17.2

Other long-term liabilities

2.8

Total liabilities

35.1

20.0

35.1

20.0

Discontinued Operations | Operations in China

Income Statement Disclosures [Abstract]

Restructuring and related charges

$ 20.0

[1]

[2]

Included in loss from discontinued operations, before taxes for the year ended December 31, 2013 is $20.0 million of restructuring and related charges related to the Company's exit of its business operations in China as part of the December 2013 Program. Refer to Note 3, "Restructuring Charges," for disclosures related to the December 2013 Program.

Inventories - Components of Inventories (Details) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012
Inventory Disclosure [Abstract]
Raw materials and supplies	$ 50.8	$ 36.6
Work-in-process	12.8	8.8
Finished goods	111.4	69.3
Inventories	$ 175.0	$ 114.7

Carrying amount, net of reserves and adjustments, as of the balance sheet date of merchandise or goods which are partially completed. This inventory is generally comprised of raw materials, labor and factory overhead costs, which require further materials, labor and overhead to be converted into finished goods, and which generally require the use of estimates to determine percentage complete and pricing.

+ References+ Details

Prepaid Expenses and Other - Schedule of Prepaid and Other Expenses (Detail) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012
Other Assets [Abstract]
Prepaid expenses	$ 22.5	$ 20.7
Other	38.9	25.0
Total prepaid and other expenses	$ 61.4	$ 45.7

Property, Plant and Equipment, Net - Components of Net Property, Plant and Equipment (Detail) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012
Property, Plant and Equipment [Line Items]
Property and Equipment, Gross	$ 439.0	$ 325.5
Accumulated depreciation	(243.1)	(226.0)
Property, plant and equipment, net	195.9	99.5
Land and improvements
Property, Plant and Equipment [Line Items]
Property and Equipment, Gross	12.9	1.9
Building and improvements
Property, Plant and Equipment [Line Items]
Property and Equipment, Gross	86.6	62.3
Machinery, equipment and capital leases
Property, Plant and Equipment [Line Items]
Property and Equipment, Gross	193.5	142.7
Office furniture, fixtures and capitalized software
Property, Plant and Equipment [Line Items]
Property and Equipment, Gross	107.0	87.3
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and Equipment, Gross	16.5	12.5
Construction-in-progress
Property, Plant and Equipment [Line Items]
Property and Equipment, Gross	$ 22.5	$ 18.8

Goodwill and Intangible Assets, Net - Changes in Balance of Goodwill (Detail) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012
Goodwill [Roll Forward]
Beginning Balance	$ 217.8	$ 194.7
Goodwill acquired	255.7	23.1
Foreign currency translation adjustment	1.2
Ending Balance	474.7	217.8
Consumer
Goodwill [Roll Forward]
Beginning Balance	217.8	194.7
Goodwill acquired	0	23.1
Foreign currency translation adjustment	0.1
Ending Balance	217.9	217.8
Professional
Goodwill [Roll Forward]
Beginning Balance	0	0
Goodwill acquired	255.7	0
Foreign currency translation adjustment	1.1
Ending Balance	$ 256.8	$ 0

Goodwill and Intangible Assets, Net - Summary of Intangible Assets (Detail) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012
Acquired Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 264.0	$ 98.5
Accumulated Amortization	(19.0)	(29.7)
Total	245.0	68.8
Indefinite-lived intangible assets:	109.7
Total intangible assets, gross	373.7
Intangible assets, net of accumulated amortization of $19.0 and $29.7 as of December 31, 2013 and 2012, respectively	354.7	68.8
Trademarks
Acquired Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	137.9	38.1
Accumulated Amortization	(10.9)	(16.3)
Total	127.0	21.8
Weighted Average Useful Life (in Years)	14 years	10 years
Customer relationships
Acquired Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	106.1	48.8
Accumulated Amortization	(6.7)	(2.9)
Total	99.4	45.9
Weighted Average Useful Life (in Years)	16 years	18 years
Licenses
Acquired Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	4.2
Accumulated Amortization	(0.1)
Total	4.1
Weighted Average Useful Life (in Years)	10 years
Patents and Internally-Developed IP
Acquired Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	15.8	11.6
Accumulated Amortization	(1.3)	(10.5)
Total	14.5	1.1
Weighted Average Useful Life (in Years)	10 years	10 years
Trade Names
Acquired Finite-Lived Intangible Assets [Line Items]
Indefinite-lived intangible assets:	$ 109.7

Goodwill And Intangible Assets, Net - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization Expense	$ 10.4	$ 4.6	$ 2.8

Goodwill and Intangible Assets, Net - Estimated Future Amortization Expense for Finite-lived Intangible Assets (Detail) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012
Goodwill and Intangible Assets Disclosure [Abstract]
2014	$ 21.5
2015	21.3
2016	21.2
2017	21.0
2018	19.9
Thereafter	140.1
Total	$ 245.0	$ 68.8

Accrued Expenses and Other - Components of Accrued Expenses and Other (Details) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012
Payables and Accruals [Abstract]
Sales returns and allowances	$ 91.5	$ 87.0
Compensation and related benefits	74.5	56.4
Advertising and promotional costs	42.9	38.6
Taxes	28.5	15.6
Interest	13.8	15.2
Restructuring reserve	13.7	19.2
Other	48.8	44.3
Accrued expenses and other	$ 313.7	$ 276.3

Carrying value as of the balance sheet date of obligations incurred through that date and payable for advertising of the entity's goods and services. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).

+ References+ Details

Carrying value as of the balance sheet date of [accrued] interest payable on all forms of debt, including trade payables, that has been incurred and is unpaid. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).

+ References+ Details

Carrying value as of the balance sheet date of obligations incurred through that date and payable arising from transactions not otherwise specified in the taxonomy. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).

+ References+ Details

Aggregate carrying amount of current liabilities (due within one year or within the normal operating cycle if longer) not separately disclosed in the balance sheet. Includes costs that are statutory in nature, are incurred on contractual obligations, or accumulate over time and for which invoices have not yet been received or will not be rendered and of liabilities not separately disclosed.

+ References+ Details

Short-Term Borrowings - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012
Short-term Debt [Abstract]
Short-term borrowings	$ 7.9	$ 5.0
Weighted average interest rate on borrowings (percent)	5.50%	6.00%

Disclosure Long Term Debt And Redeemable Preferred Stock Aggregate Amount Of Contractual Long Term Debt Maturities [Abstract]

Reflects the total carrying amount as of the balance sheet date of debt having initial terms less than one year or the normal operating cycle, if longer.

+ References+ Details

Long-Term Debt and Redeemable Preferred Stock - Components of Long-Term Debt and Redeemable Preferred Stock (Detail) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012
Debt Instrument And Redeemable Preferred Stock [Line Items]
Total long-term debt, net of discounts	$ 1,927.7	$ 1,167.3
Less current portion	(65.4)	(21.5)
Long-term debt noncurrent	1,862.3	1,145.8
Redeemable preferred stock	0	48.4
Long-term debt and redeemable preferred stock	1,862.3	1,194.2
Amended Revolving Credit Facility
Debt Instrument And Redeemable Preferred Stock [Line Items]
Revolving credit facility	0	0
5 3/4% Senior Notes Due 2021
Debt Instrument And Redeemable Preferred Stock [Line Items]
Senior Secured Notes, net of discounts	500.0	0
9 3/4% Senior Secured Notes Due 2015
Debt Instrument And Redeemable Preferred Stock [Line Items]
Senior Secured Notes, net of discounts	0	328.0
Amended and Restated Senior Subordinated Term Loan Due 2014
Debt Instrument And Redeemable Preferred Stock [Line Items]
Senior subordinated term loan	58.4	58.4
Spanish Government Loan Due 2025
Debt Instrument And Redeemable Preferred Stock [Line Items]
Other Long-term Debt	0.9	0
Amended Term Loan Facility \| Acquisition Term Loan
Debt Instrument And Redeemable Preferred Stock [Line Items]
Other Long-term Debt	698.3	0
Amended Term Loan Facility \| 2011 Term Loan
Debt Instrument And Redeemable Preferred Stock [Line Items]
Other Long-term Debt	$ 670.1	$ 780.9

Long-Term Debt and Redeemable Preferred Stock - Additional Information (Detail) (USD $)	0 Months Ended	1 Months Ended		3 Months Ended	5 Months Ended	12 Months Ended							0 Months Ended	10 Months Ended	12 Months Ended			21 Months Ended	10 Months Ended	21 Months Ended		0 Months Ended	12 Months Ended						0 Months Ended	3 Months Ended	12 Months Ended			1 Months Ended	5 Months Ended	7 Months Ended	12 Months Ended				5 Months Ended	7 Months Ended	5 Months Ended	7 Months Ended	12 Months Ended						12 Months Ended		12 Months Ended					1 Months Ended					0 Months Ended	1 Months Ended	12 Months Ended					4 Months Ended	10 Months Ended						1 Months Ended
	Oct. 09, 2013	Oct. 30, 2009	Jul. 31, 2008	Mar. 31, 2013	Dec. 31, 2013	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011	Oct. 08, 2013	Feb. 08, 2013	Oct. 31, 2009	Oct. 08, 2009	Feb. 21, 2013 2011 Term Loan	Dec. 31, 2013 2011 Term Loan	Dec. 31, 2013 2011 Term Loan	Dec. 31, 2012 2011 Term Loan	Dec. 31, 2011 2011 Term Loan	Feb. 21, 2013 2011 Term Loan	Dec. 31, 2013 2011 Term Loan Minimum	Feb. 21, 2013 2011 Term Loan Minimum	Dec. 31, 2013 Amended Term Loan Facility	Feb. 08, 2013 5 3/4% Senior Notes Due 2021	Dec. 31, 2013 5 3/4% Senior Notes Due 2021	Dec. 31, 2012 5 3/4% Senior Notes Due 2021	Dec. 31, 2011 5 3/4% Senior Notes Due 2021	Dec. 22, 2013 5 3/4% Senior Notes Due 2021	Dec. 05, 2013 5 3/4% Senior Notes Due 2021	Sep. 06, 2013 5 3/4% Senior Notes Due 2021	Oct. 09, 2013 Acquisition Term Loan	Dec. 31, 2013 Acquisition Term Loan	Dec. 31, 2013 Acquisition Term Loan	Dec. 31, 2012 Acquisition Term Loan	Dec. 31, 2011 Acquisition Term Loan	Aug. 31, 2013 Amended Revolving Credit Facility	Dec. 31, 2013 Amended Revolving Credit Facility	Aug. 13, 2013 Amended Revolving Credit Facility	Dec. 31, 2013 Amended Revolving Credit Facility	Dec. 24, 2013 Amended Revolving Credit Facility	Dec. 22, 2013 Amended Revolving Credit Facility	Dec. 31, 2012 Amended Revolving Credit Facility	Dec. 31, 2013 Amended Revolving Credit Facility Minimum	Aug. 13, 2013 Amended Revolving Credit Facility Minimum	Dec. 31, 2013 Amended Revolving Credit Facility Maximum	Aug. 13, 2013 Amended Revolving Credit Facility Maximum	Dec. 31, 2013 9 3/4% Senior Secured Notes Due 2015	Dec. 31, 2012 9 3/4% Senior Secured Notes Due 2015	Dec. 31, 2011 9 3/4% Senior Secured Notes Due 2015	Feb. 08, 2013 9 3/4% Senior Secured Notes Due 2015	Dec. 31, 2012 2011 Revolving Credit Facility Due 2016	Dec. 31, 2013 Non Contributed Loan	Dec. 31, 2013 Spanish Government Loan Due 2025 payment	Dec. 31, 2012 Spanish Government Loan Due 2025	Dec. 31, 2013 Debt Instrument, Redemption, Period Zero 5 3/4% Senior Notes Due 2021	Dec. 31, 2013 February 2013 Bank Term Loan Amendment 2011 Term Loan	Dec. 31, 2013 August 2013 Term Loan Amendment 2011 Term Loan	Dec. 31, 2013 Swingline Loan Amended Revolving Credit Facility	Dec. 31, 2013 Letter of Credit Amended Revolving Credit Facility	Jan. 31, 2008 Senior Subordinated Term Loan Due 2014	Dec. 31, 2012 Senior Subordinated Term Loan Due 2014	Apr. 30, 2012 Senior Subordinated Term Loan Due 2014	Oct. 31, 2009 Senior Subordinated Term Loan Due 2014	Sep. 30, 2008 Senior Subordinated Term Loan Due 2014	Apr. 30, 2012 Amended and Restated Senior Subordinated Term Loan Due 2014	Apr. 30, 2012 Amended and Restated Senior Subordinated Term Loan Due 2014	Dec. 31, 2013 Amended and Restated Senior Subordinated Term Loan Due 2014	Dec. 31, 2012 Senior Subordinated Term Loan Due 2013	Oct. 31, 2009 Senior Subordinated Term Loan Due 2013	Oct. 08, 2013 Senior Subordinated Term Loan Due 2013 Contributed Loan	Oct. 31, 2009 Senior Subordinated Term Loan Due 2013 Contributed Loan	Dec. 31, 2013 Amended Term Loan Facility	Dec. 31, 2013 Amended Term Loan Facility	Dec. 31, 2013 Amended Term Loan Facility Minimum	Dec. 31, 2013 Amended Term Loan Facility 2011 Term Loan	Dec. 31, 2012 Amended Term Loan Facility 2011 Term Loan	Dec. 31, 2013 Amended Term Loan Facility Acquisition Term Loan	Dec. 31, 2012 Amended Term Loan Facility Acquisition Term Loan	Jan. 31, 2008 8 5/8% Senior Subordinated Notes
Debt Instrument And Redeemable Preferred Stock [Line Items]
Debt Instrument maturity term (years)													6 years 6 months
Aggregate principal amount outstanding					$ 1,934,300,000	$ 1,934,300,000							$ 675,000,000	$ 675,000,000	$ 675,000,000	$ 788,000,000		$ 675,000,000				$ 500,000,000	$ 500,000,000						$ 700,000,000	$ 700,000,000	$ 700,000,000																	$ 330,000,000		$ 58,400,000											$ 107,000,000	$ 107,000,000															$ 167,400,000
Interest rate spread (percent)														3.00%				3.50%	1.00%	1.25%																					1.50%	2.00%	2.00%	2.50%																			7.00%	7.00%							3.00%	1.00%
Basis spread on alternative base rate (percent)														2.00%				2.50%	2.00%	2.25%																																																			2.00%	2.00%
Additional borrowing capacity amount																300,000,000					300,000,000
Leverage ratio (percent)																					3.50																																																	4.25	4.25
Debt issuance cost																							28,000,000								16,000,000						500,000																	1,200,000	3,600,000																						2,550,000
Unamortized debt issuance costs					32,500,000	32,500,000	15,300,000															10,600,000																																200,000	1,800,000
Debt related commitment fees and debt issuance costs																																																						1,000,000
Write off of deferred debt issuance cost																							7,800,000																															1,500,000
Losses on extinguishment of debt				27,900,000		29,700,000	0	11,200,000															25,400,000																															2,500,000	1,800,000
Gains (losses) on extinguishment of debt, before write off of deferred debt issuance cost																							17,600,000
Maximum borrowings available under credit facility																																		140,000,000	175,000,000		175,000,000	175,000,000	140,000,000	140,000,000																30,000,000	60,000,000
Unused capacity commitment fee percentage (percent)																																			0.25%	0.375%
Number of days prior to the earliest maturity date of any term loans outstanding																																		90 days	90 days
Proceeds from issuance of senior long-term debt																						491,200,000							698,300,000																													170,000,000
Repayments of long term debt													113,000,000		113,000,000	8,000,000	4,000,000																												330,000,000	0	0
Preferred stock par value (usd per share)										$ 0.01	$ 0.01
Preferred Stock, Shares Issued									9,336,905		9,336,905
Preferred stock dividends						6,200,000	6,200,000	6,200,000
Redemption amount									48,600,000
Subordinated debt																																																											58,400,000		58,400,000
Contributed loan																																																																		48,600,000	48,600,000
Stated interest rate (percent)																							5.75%																						9.75%	9.75%														12.00%
Fixed rate of non contributed loan (percent)																																																												12.00%	12.00%
Rate of libor floor (percent)																																																															1.50%	1.50%
Interest rate of non contributed loan (percent)																																																															8.50%	8.50%
Reduction in interest rate of non contributed loan (percent)																																																															3.50%	3.50%
Line of Credit Facility, Current Borrowing Capacity																																			175,000,000		175,000,000
Proceeds from borrowings or issuance of long term debt															0	0	796,000,000						500,000,000	0	0						698,300,000	0	0
Accrued interest																																																8,600,000																													7,200,000
Financing Costs																							19,400,000
Foreign lenders fronting fee (percent)																																			0.25%
Foreign lenders administrative fee (percent)																																			0.25%
Letter of credit fronting fee (percent)																																			0.25%
Additional borrowing capacity																																			100,000,000		100,000,000												60,000,000
Amount outstanding threshold																																			20,000,000		20,000,000
Number of consecutive days with line of credit facility amount outstanding under threshold																																		2 days
Term of business days																																			30 days
Consolidated fixed charge coverage ratio (minimum of 1.0) (percent)																																			100.00%		100.00%
Net proceeds on sale of collateral (in excess of $10 million)																																																																						10,000,000
Maximum carryover of unused basket amount (maximum of $25 million)																																																																						25,000,000
Additional carryover on certain specified dispositions (up to $25 million)																																																																						25,000,000
Reinvestment right period																																																																						365 days
Reinvestment right period, if Company entered into a legally binding commitment before expiration of initial reinvestment right period																																																																						545 days
Percentage of annual excess cash flow for pre payment of loan (percent)																																																																						50.00%
Premium in connection with repricing (percent)																														1.00%
debt repayment percentage (percent)																														0.25%
Percentage of voting capital stock (percent)						66.00%
Percentage of non voting capital stock (percent)						100.00%
Maximum amount of restricted payments to affiliates (up to $10 million)					10,000,000
Aggregate amount of other restricted payments (up to $35 million)					35,000,000
Maximum consideration for affiliate transactions (in excess of $10 million)					10,000,000
Maximum aggregate payments related to affiliates (up to $20 million)					20,000,000
Aggregate principal amount default (in excess of $50 million)					50,000,000	50,000,000																																																											25,000,000
Capital stock ownership (percent)					100.00%
Voting power ownership percentage (percent)					35.00%	35.00%
Letters of credit amount					9,900,000	9,900,000	10,400,000																												9,800,000		9,800,000			10,400,000
Line of credit																																			0		0			0
Remaining borrowing capacity																																			150,200,000		150,200,000			129,600,000
Redemption price (percent)																																																					105.75%
Change of control percentage repurchase																							101.00%
Maximum redemption (up to 35%) (percent)																							35.00%
Days to file registration statement																							150 days
Days for registration to become effective																							210 days
Days to affect an exchange offer																							270 days
Days following failure																							90 days
Additional interest (percent)																							0.25%
Additional interest after 90 days (percent)																							0.25%
Subsequent failure period																							90 days
Maximum additional interest (percent)																							0.50%
Additional interest under registration rights agreement																							400,000
Maturity date																																																																													Feb. 01, 2008
Proceeds from divestiture of businesses			63,000,000
Partial repayment of senior subordinated term loan																																																														63,000,000
Exchange offer price per share (usd per share)									$ (5.21)			$ (5.21)																																																									$ (5.21)
Debt Instrument, Interest Rate at Period End																																																																				12.75%
Common Stock, shares issued (shares)																																																																					9,336,905
Determined period of default																																																																	10 days
Other Long-term Debt																																																			900,000	0																					670,100,000	780,900,000	698,300,000	0
Interest rate effective rate (percent)																							5.75%			6.25%	6.00%	5.75%																																			8.50%	8.50%
Discount rate over domestic treasuries (percent)																							0.75%
Prepayment premium on non contributed loan (percent)																																																															2.00%	2.00%
Preferred Stock											47,900,000
Liquidation preference value											48,600,000
Liquidation preference per share (usd per share)											$ 5.21
Preferred stock, dividend rate (percent)	12.75%	12.75%
Preferred stock cash payments		$ 7.87
Preferred Stock Cash Payments, Term		4 years
Number of equal installment payments (payments)																																																			10

LONG-TERM DEBT AND REDEEMABLE PREFERRED STOCK Long-Term Debt and Redeemable Preferred Stock - Long Term Debt and Redeemable Preferred Stock - Variable Rates on Amended Revolving Credit Facility (Details) (USD $) In Millions, unless otherwise specified	5 Months Ended	7 Months Ended	5 Months Ended	7 Months Ended	5 Months Ended	12 Months Ended	5 Months Ended	12 Months Ended		5 Months Ended	12 Months Ended
	Dec. 31, 2013 Minimum Amended Revolving Credit Facility	Aug. 13, 2013 Minimum Amended Revolving Credit Facility	Dec. 31, 2013 Maximum Amended Revolving Credit Facility	Aug. 13, 2013 Maximum Amended Revolving Credit Facility	Dec. 31, 2013 Less than $46,000,000 Amended Revolving Credit Facility	Dec. 31, 2013 Less than $46,000,000 Maximum	Dec. 31, 2013 Less than $92,000,000 but greater than or equal to $46,000,000 Amended Revolving Credit Facility	Dec. 31, 2013 Less than $92,000,000 but greater than or equal to $46,000,000 Minimum	Dec. 31, 2013 Less than $92,000,000 but greater than or equal to $46,000,000 Maximum	Dec. 31, 2013 Greater than or equal to $92,000,000 Amended Revolving Credit Facility	Dec. 31, 2013 Greater than or equal to $92,000,000 Minimum
Line of Credit Facility [Line Items]
Excess Availability						$ 46,000,000		$ 46,000,000	$ 92,000,000		$ 92,000,000
Basis spread on alternative base rate (percent)					1.00%		0.75%			0.50%
Interest rate spread (percent)	1.50%	2.00%	2.00%	2.50%	2.00%		1.75%			1.50%

Long Term Debt and Redeemable Preferred Stock - Aggregate Amount Of Contractual Long Term Debt Maturities (Detail) (USD $)
In Millions, unless otherwise specified

Dec. 31, 2013

Dec. 31, 2012

2014

$ 65.4

^[1]

2015

7.0

^[2]

2016

7.1

^[2]

2017

682.1

^[3]

2018

7.1

^[2]

Thereafter

1,165.6

^[4]

Total long-term debt

1,934.3

Discounts

(6.6)

Total long-term debt, net of discounts

$ 1,927.7

$ 1,167.3

[1]	Amount includes the $58.4 million aggregate principal amount outstanding under the Non-Contributed Loan which matures on October 8, 2014 and the quarterly amortization payments required under the Acquisition Term Loan.
[2]	Amount includes the quarterly amortization payments required under the Acquisition Term Loan.
[3]	Amount includes the $675 million aggregate principal amount outstanding as of December 31, 2013 under the 2011 Term Loan which matures on November 19, 2017 and the quarterly amortization payments required under the Acquisition Term Loan.
[4]	Amount is comprised of (i) the aggregate principal amount expected to be outstanding under the $700 million Acquisition Term Loan assuming a maturity date of October 9, 2019 and (ii) the $500 million aggregate principal amount outstanding as of December 31, 2013 under the 5¾% Senior Notes, which mature on February 21, 2021.

Fair Value Measurements - Schedule of Fair Values of Financial Assets and Liabilities (Details) (USD $)
In Millions, unless otherwise specified

Dec. 31, 2013

Dec. 31, 2012

Level 1

Assets:

$ 0

^[1]

$ 0

^[1]

^[2]

^[1]

Level 2

Assets:

1.0

^[1]

0.1

^[1]

2.5

^[2]

3.5

0.1

0.2

^[1]

0.4

^[1]

0.2

0.4

Level 3

Assets:

^[1]

^[2]

^[1]

Total

Assets:

1.0

^[1]

0.1

^[1]

2.5

^[2]

3.5

0.1

0.2

^[1]

0.4

^[1]

$ 0.2

$ 0.4

[1]	The fair value of the Company’s FX Contracts was measured based on observable market transactions of spot and forward rates on the respective dates. See Note 13, “Financial Instruments.”
[2]	The fair value of the Company's 2013 Interest Rate Swap was measured based on the implied forward rates from the U.S. Dollar three-month LIBOR yield curve as of December 31, 2013. See Note 13, “Financial Instruments.”

Fair Value Measurements - Schedule of Fair Values of Financial Liabilities (Details) (USD $) In Millions, unless otherwise specified	Oct. 31, 2009	Dec. 31, 2013 Level 1	Dec. 31, 2012 Level 1	Dec. 31, 2013 Level 2	Dec. 31, 2012 Level 2	Dec. 31, 2013 Level 3	Dec. 31, 2012 Level 3	Dec. 31, 2013 Total	Dec. 31, 2012 Total	Dec. 31, 2013 Carrying Value	Dec. 31, 2012 Carrying Value
Liabilities:
Long-term debt, including current portion		$ 0	$ 0	$ 1,931.9	$ 1,196.7	$ 0	$ 0	$ 1,931.9	$ 1,196.7	$ 1,927.7	$ 1,167.3
Preferred Stock	47.9		0		49.2		0		49.2		48.4
Total liabilities at fair value			$ 0		$ 1,245.9		$ 0		$ 1,245.9		$ 1,215.7

Financial Instruments - Additional Information (Details) (USD $) In Millions, unless otherwise specified									1 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2013 Amended Revolving Credit Facility	Dec. 31, 2012 Amended Revolving Credit Facility	Dec. 31, 2013 Standby Letters Of Credit Which Support Products Corporations Self Insurance Programs	Dec. 31, 2012 Standby Letters Of Credit Which Support Products Corporations Self Insurance Programs	Dec. 31, 2013 Foreign exchange contracts	Dec. 31, 2012 Foreign exchange contracts	Nov. 30, 2013 Interest Rate Swap
Fair Value Measurements Of Financial Instruments [Line Items]
Standby and trade letters of credit for various corporate purposes	$ 9.9	$ 10.4	$ 9.8	$ 10.4	$ 8.1	$ 8.7
Derivative, notional amount							52.9	43.9	400.0
Term of contract									3 years
Floor interest rate (percent)									1.00%
Fixed interest rate (percent)									2.0709%
Fixed interest rate on debt									5.0709%
Derivative Asset, Fair Value, Gross Asset	$ 3.5	$ 0.1

Financial Instruments - Fair Value of Derivative Financial Instruments in Consolidated Balance Sheet (Details) (USD $)
In Millions, unless otherwise specified

Dec. 31, 2013

Dec. 31, 2012

Derivative Asset, Fair Value, Gross Asset

$ 3.5

$ 0.1

Interest Rate Swap | Designated as Hedging Instrument | Other assets

Derivative Asset, Fair Value, Gross Asset

2.5

^[1]

Foreign exchange contracts | Not Designated as Hedging Instrument | Prepaid expenses and other

Derivative Asset, Fair Value, Gross Asset

1.0

^[2]

0.1

^[2]

Foreign exchange contracts | Not Designated as Hedging Instrument | Accrued Expenses

Derivative Liability, Fair Value, Gross Liability

$ 0.2

^[2]

$ 0.4

^[2]

[1]	The fair value of the 2013 Interest Rate Swap at December 31, 2013 was measured based on the implied forward rates from the U.S. Dollar three-month LIBOR yield curve at December 31, 2013.
[2]	The fair values of the FX Contracts at December 31, 2013 and December 31, 2012 were measured based on observable market transactions of spot and forward rates at December 31, 2013 and December 31, 2012, respectively.

Financial Instruments - Effects of Derivative Financial Instruments on Income and Other Comprehensive Income (Loss) (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Foreign exchange contracts \| Not Designated as Hedging Instrument \| Foreign Currency Gain (Loss)
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain (Loss) Recognized in Net Income (Loss)	$ 2.2	$ (1.9)	$ (1.1)
Interest Rate Swap \| Designated as Hedging Instrument
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain (Loss) Recognized in Other Comprehensive Income	$ 2.5	$ 0	$ 0

Income Taxes - Income before income taxes (Detail) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Income from continuing operations before income taxes:
United States	$ 26.0	$ 87.2	$ 48.9
Foreign	44.6	17.7	43.1
Income from continuing operations before income taxes	70.6	104.9	92.0
Provision for (benefit from) income taxes:
United States federal	24.8	41.8	34.4
State and local	13.8	(9.6)	(3.6)
Foreign	7.4	11.5	6.0
Tax expense	46.0	43.7	36.8
Current:
United States federal	3.2	2.2	0.9
State and local	0.7	2.4	0.8
Foreign	11.3	10.7	21.7
Total current income taxes	15.2	15.3	23.4
Deferred:
United States federal	28.0	73.4	60.1
State and local	22.2	(5.2)	(1.3)
Foreign	(1.7)	3.0	(14.4)
Total deferred income taxes	48.5	71.2	44.4
Benefits of operating loss carryforwards:	(17.7)	(42.8)	(31.0)
Tax expense	46.0	43.7	36.8
United States federal
Deferred:
Benefits of operating loss carryforwards:	(6.4)	(33.8)	(26.6)
State and local
Deferred:
Benefits of operating loss carryforwards:	(9.1)	(6.8)	(3.1)
Foreign
Deferred:
Benefits of operating loss carryforwards:	$ (2.2)	$ (2.2)	$ (1.3)

Income Taxes - Reconciliation of Tax Expense to Statutory Federal Income Tax Rate (Detail) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Income Tax Disclosure [Abstract]
Computed income tax expense	$ 24.7	$ 36.7	$ 32.2
State and local taxes, net of U.S. federal income tax benefit	8.9	4.0	(2.4)
Foreign and U.S. tax effects attributable to operations outside the U.S.	(8.2)	(7.5)	3.0
Reduction in valuation allowance	0	(15.8)	(16.9)
Foreign dividends and earnings taxable in the U.S.	11.0	12.7	15.2
Restructuring charges and litigation loss contingency for which there is no tax benefit	2.7	11.1	0
Other	6.9	2.5	5.7
Tax expense	$ 46.0	$ 43.7	$ 36.8

Income Taxes - Deferred taxes (Detail) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012
Deferred tax assets:
Inventories	$ 9.1	$ 3.6
Net operating loss carryforwards - U.S.	140.7	153.4
Net operating loss carryforwards - foreign	69.9	51.1
Employee benefits	65.0	98.9
State and local taxes	2.3	2.3
Sales related reserves	33.6	31.4
Other	42.9	32.5
Total gross deferred tax assets	363.5	373.2
Less valuation allowance	(61.7)	(70.6)
Total deferred tax assets, net of valuation allowance	301.8	302.6
Deferred tax liabilities:
Plant, equipment and other assets	(126.3)	(17.0)
Foreign currency translation adjustment	1.9	(1.1)
Other	(45.2)	(21.0)
Total gross deferred tax liabilities	(169.6)	(39.1)
Net deferred tax assets	$ 132.2	$ 263.5

Income Taxes - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Income Tax Disclosure [Line Items]
Non cash benefit due to release of deferred tax valuation allowance	$ 15.8		$ 15.8	$ 16.9
Increase (decrease) in deferred tax valuation allowance		(8.9)	(49.4)
Tax loss carryforwards		563.3
Tax carryforwards losses expiration in 2014		1.1
Tax carryforwards losses expiration in 2015		0.4
Tax carryforwards losses expiration in 2016		2.1
Tax carryforwards losses expiration in 2017 and beyond		426.4
Tax losses carryforwards unlimited years		133.3
Increase (decrease) in accrued interest and penalties		(1.7)	0.6
Unrecognized tax benefits	49.9	74.5	49.9	46.0
Accrued interest and penalties	13.5	11.6	13.5
Reasonably possible increase (decrease) in unrecognized tax benefits		(4.0)
Undistributed Earnings of Foreign Subsidiaries		59.7
Payments from Affiliate Under Tax Sharing Agreement Related to Prior Year		0	0.3
Payments from Affiliate Under Tax Sharing Agreement Related to Current Year		1.3	1.8
Payments from Affiliate Under Tax Sharing Agreement Expected in Following Year		0
Foreign
Income Tax Disclosure [Line Items]
Tax loss carryforwards		286.0
Domestic
Income Tax Disclosure [Line Items]
Tax loss carryforwards		$ 277.3

Income Taxes - Unrecognized tax benefits (Detail) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012
Reconciliation of Unrecognized Tax Benefits [Roll Forward]
Beginning Balance	$ 49.9	$ 46.0
Increase based on tax positions taken in a prior year	25.8	8.5
Decrease based on tax positions taken in a prior year	(1.6)	(4.8)
Increase based on tax positions taken in the current year	9.3	6.0
Decrease resulting from the lapse of statutes of limitations	(8.9)	(5.8)
Ending Balance	$ 74.5	$ 49.9

Basic and Diluted Earnings Per Common Share - Additional Information (Detail) (USD $)	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Class A Common Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Common Stock, par value (usd per share)	$ 0.01	$ 0.01	$ 0.01
Restricted Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive unvested restricted stock, shares	20,437	3,354	122,323

Income from continuing operations

Securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) or earnings per unit (EPU) in the future that were not included in the computation of diluted EPS or EPU because to do so would increase EPS or EPU amounts or decrease loss per share or unit amounts for the period presented.

+ References+ Details

Basic and Diluted (Loss) Earnings Per Common Share - Components of Basic and Diluted Earnings Per Share (Detail) (USD $)
In Millions, except Share data, unless otherwise specified

3 Months Ended

12 Months Ended

Dec. 31, 2013

Sep. 30, 2013

Jun. 30, 2013

Mar. 31, 2013

Dec. 31, 2012

Sep. 30, 2012

Jun. 30, 2012

Mar. 31, 2012

Dec. 31, 2013

Dec. 31, 2012

Dec. 31, 2011

Numerator:

$ (9.0)

^[1],[2],[3]

$ 11.0

^[1],[2],[3]

$ 27.1

^[1],[2],[3]

$ (4.5)

^[1],[2],[3]

$ 48.6

^[4],[5],[6]

$ (11.3)

^[4],[5],[6]

$ 13.6

^[4],[5],[6]

$ 10.3

^[4],[5],[6]

$ 24.6

$ 61.2

$ 55.2

Loss from discontinued operations

(24.1)

^[1]

(1.5)

^[1]

(2.4)

^[1]

(2.4)

^[1]

(2.1)

(3.7)

(2.5)

(1.8)

(30.4)

(10.1)

(1.8)

Net (loss) income

$ (33.1)

^[1],[2],[3]

$ 9.5

^[1],[2],[3]

$ 24.7

^[1],[2],[3]

$ (6.9)

^[1],[2],[3]

$ 46.5

^[4],[5],[6]

$ (15.0)

^[4],[5],[6]

$ 11.1

^[4],[5],[6]

$ 8.5

^[4],[5],[6]

$ (5.8)

$ 51.1

$ 53.4

Denominator:

Weighted average common shares outstanding - Basic (shares)

52,356,798

52,348,636

52,173,906

Effect of dilutive restricted stock (shares)

931

8,246

157,901

Weighted average common shares outstanding - Diluted (shares)

52,357,729

52,356,882

52,331,807

Basic (loss) earnings per common share:

$ (0.17)

^[1],[2],[3]

$ 0.21

^[1],[2],[3]

$ 0.52

^[1],[2],[3]

$ (0.08)

^[1],[2],[3]

$ 0.93

^[4],[5],[6]

$ (0.22)

^[4],[5],[6]

$ 0.26

^[4],[5],[6]

$ 0.20

^[4],[5],[6]

$ 0.47

$ 1.17

$ 1.06

Basic earnings per share (usd per share)

$ (0.46)

^[1],[2],[3]

$ (0.03)

^[1],[2],[3]

$ (0.05)

^[1],[2],[3]

$ (0.05)

^[1],[2],[3]

$ (0.04)

^[4],[5],[6]

$ (0.07)

^[4],[5],[6]

$ (0.05)

^[4],[5],[6]

$ (0.04)

^[4],[5],[6]

$ (0.58)

$ (0.19)

$ (0.04)

$ (0.63)

$ 0.18

^[1],[2],[3]

$ 0.47

^[1],[2],[3]

$ (0.13)

^[1],[2],[3]

$ 0.89

^[4],[5],[6]

$ (0.29)

^[4],[5],[6]

$ 0.21

^[4],[5],[6]

$ 0.16

^[4],[5],[6]

$ (0.11)

$ 0.98

$ 1.02

Diluted (loss) earnings per common share:

$ (0.17)

^[1],[2],[3]

$ 0.21

^[1],[2],[3]

$ 0.52

^[1],[2],[3]

$ (0.08)

^[1],[2],[3]

$ 0.93

^[4],[5],[6]

$ (0.22)

^[4],[5],[6]

$ 0.26

^[4],[5],[6]

$ 0.20

^[4],[5],[6]

$ 0.47

$ 1.17

$ 1.06