UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report: June 16, 2022
(Date of earliest event reported: June 12, 2022 )
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Commission File Number
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Registrant; State of
Incorporation; Address and
Telephone Number
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IRS Employer Identification No.
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Former Name or Former Address, if Changed Since Last Report: None
Check the appropriate box below if the Form 8‑K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions
(see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) or 12(g) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each
exchange on which
registered
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Revlon, Inc.
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Revlon Consumer Products Corporation
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None
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N/A
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N/A
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Indicate by check mark whether each registrant is an “emerging growth company” as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter) in Rule 12b-2 of the Exchange Act.
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Emerging Growth Company
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Revlon, Inc.
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Revlon Consumer Products Corporation
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If an emerging growth company, indicate by check mark if the registrants have elected not to use the extended transition period for complying with any
new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.02. Termination of a Material Definitive Agreement.
On June 12, 2022, E. Scott Beattie, a current member of the board of directors (the “Board”) of Revlon, Inc. (“Revlon” or the “Company”)
and the Company entered into a mutual agreement to terminate (the “Mutual Termination Letter”) Mr. Beattie’s previously disclosed consulting agreement with the Company, dated as of March 11, 2020 (as amended through May 4, 2022, the “Beattie
Consulting Agreement”). Pursuant to the terms of the Mutual Termination Letter, the Beattie Consulting Agreement was terminated and all unvested restricted stock units of the Company granted to Mr. Beattie pursuant to the Beattie Consulting
Agreement were forfeited as of the date thereof for no consideration. Following the Mutual Termination Letter, Mr. Beattie remains a member of the Board, but he is no longer obligated to provide separate advisory services pursuant to, and will not
receive further compensation under, the Beattie Consulting Agreement.
Item 1.03. Bankruptcy or Receivership.
Chapter 11 Filing
On June 15, 2022 (the “Petition Date”), the Company and certain of its subsidiaries listed in Exhibit 99.1, including Revlon Consumer Products
Corporation (“Products Corporation”) (collectively, the “Filing Subsidiaries” and, together with the Company, the “Debtors”), filed voluntary petitions (the “Bankruptcy Petitions”) for reorganization under Chapter 11 of
the United States Bankruptcy Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of New York (such court, the “Court” and such cases, the “Cases”). The Debtors will continue to operate
their businesses as “debtors-in-possession” under the jurisdiction of the Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Court. To ensure their ability to continue operating in the ordinary course of
business, the Debtors have filed with the Court motions seeking a variety of “first-day” relief (collectively, the “First Day Motions”), including authority to obtain debtor-in-possession financing, pay employee wages and benefits and pay
vendors and suppliers in the ordinary course for all goods and services provided after the Petition Date.
Debtor-in-Possession Financing
In connection with the Bankruptcy Petitions, the Debtors expect to
seek approval from the Court to enter into (i) a superpriority senior secured debtor-in-possession asset-based loan facility (the “DIP ABL Facility”), in the maximum
aggregate principal amount of $400 million, with certain financial institutions party thereto as lenders and MidCap Funding IV Trust, as administrative agent and collateral agent, (ii) a superpriority senior secured debtor-in-possession term loan
facility (the “DIP Term Loan Facility”), in the aggregate principal amount of $575 million, with certain financial institutions party thereto as lenders and Jefferies Finance, LLC, as administrative agent and collateral agent, and (iii) a
superpriority junior secured debtor-in-possession intercompany credit facility (the “Intercompany DIP Facility” and, together with the DIP ABL Facility and the DIP Term Loan Facility, the “DIP Facilities”) with the Debtors that are BrandCos (as defined in the BrandCo Credit Agreement referred to below) (the “BrandCos”).
The DIP ABL Facility, among other things, is expected to provide for (i) an asset-based revolving credit facility in the amount of $270 million (the
“Tranche A DIP ABL Facility”), the initial proceeds of which will be used to refinance the Tranche A Revolving Secured Obligations (as defined in the ABL Credit Agreement referred to below), and (ii) an asset-based term loan facility in the
amount of $130 million, the proceeds of which will be used to refinance the SISO Secured Obligations (as defined in the ABL Credit Agreement). The remaining proceeds of the DIP ABL Facility are expected to be used for general corporate purposes of
the Debtors, including to pay expenses in connection with the Cases.
The maturity date of the DIP ABL Facility is expected to be the earliest of (i) 365 calendar days after the closing date of the
DIP Term Loan Facility (the “Stated Maturity Date”), with an option to extend to the earlier of 180 days after the Stated Maturity Date and the extended maturity date of the DIP Term Loan Facility following the exercise by Products Corporation
of its option to extend the maturity date thereunder; (ii) July 20, 2022, if a final order approving the DIP ABL Facility has not been entered by the Court on or before such date; (iii) the effective date of any chapter 11 plan for the reorganization
of any Debtor; (iv) the consummation of any sale or other disposition of all or substantially all of the assets of the Debtors pursuant to Bankruptcy Code §363; (v) the date of the acceleration of the DIP ABL Facility and termination of the
corresponding commitments in accordance with the definitive documents governing the DIP ABL Facility; (vi) the date the Bankruptcy Court orders the conversion of the Cases of any of the Debtors to a chapter 7 liquidation, (vii) the rejection or
termination of the BrandCo License Agreements (as defined in the BrandCo Credit Agreement) and (viii) the dismissal of the Cases of any Debtor without the consent of the holders of more than 50% of the loans and commitments under the Tranche A DIP
ABL Facility. The outstanding principal of the DIP ABL Facility will be due and payable in full on the maturity date.
The DIP ABL Facility is expected to be secured by a perfected (i) first priority priming security interest and lien on
substantially all assets of the Debtors (other than the BrandCos and Beautyge I, an exempted company incorporated in the Cayman Islands (“Beautyge I”)) constituting ABL Facility First Priority Collateral (as defined in the ABL Credit
Agreement), (ii) junior priority priming security interest and lien on substantially all assets of the Debtors (other than the BrandCos and Beautyge I) constituting Term Facility First Priority Collateral (as defined in the ABL Credit Agreement), and
(iii) security interests and liens on substantially all assets of the Debtors (other than the BrandCos and Beautyge I) that was not, on the Petition Date, subject to valid, unavoidable and perfected security interests and liens, pursuant to
Bankruptcy Code §364(c)(2), with the following priority: if such collateral is of the same nature, scope and type as (a) ABL Facility First Priority Collateral, on a first priority senior priming basis, and (b) Term Facility First Priority
Collateral, on a junior priority basis subject to the liens in favor of the DIP Term Loan Facility, the Intercompany DIP Facility and any adequate protection liens granted to certain of Products Corporation’s secured creditors (the collateral for the
DIP ABL Facility, the “Opco DIP Collateral”). The DIP ABL Facility is expected to be subject to certain customary and appropriate conditions for financings of similar type.
The DIP ABL Facility is expected to be subject to customary affirmative and negative covenants and events of default for
postpetition financing of this type, including, without limitation, customary “milestones” for progress in the Cases, including without limitation the filing of a disclosure statement to solicit votes on a plan of reorganization and the entry of an
order by the Court confirming such plan of reorganization.
The terms of the DIP ABL Facility are subject to continued negotiations between the Debtors, the lenders thereunder, and
certain of the Debtors’ prepetition creditors and parties in interest.
The DIP Term Loan Facility, among other things, is expected to provide for a term loan facility in the amount of $575 million, the proceeds of which
will be used to refinance obligations under the Foreign ABTL Credit Agreement referred to below and for general corporate purposes of the Debtors, including to pay expenses in connection with the Cases.
The maturity date of the DIP Term Loan Facility is expected to be the earliest of (i) 365 calendar days after the closing date
of the DIP Term Loan Facility, with an option to extend by up to 180 days at the option of Products Corporation; (ii) July 20, 2022, if a final order approving the DIP Term Facility has not been entered by the Court on or before such date; (iii) the
effective date of any chapter 11 plan for the reorganization of any Debtor; (iv) the consummation of any sale or other disposition of all or substantially all of the assets of the Debtors pursuant to Bankruptcy Code §363; and (v) the date of
acceleration or termination of the DIP Term Loan Facility in accordance with the definitive documents governing the DIP Term Loan Facility. The outstanding principal of the DIP Term Loan Facility will be due and payable in full on the maturity date.
The DIP Term Loan Facility is expected to be secured by a perfected (i) first priority priming security interest and lien on
the Term Facility First Priority Collateral, (ii) junior priority priming security interest and lien on the ABL Facility First Priority Collateral, and (iii) a first priority security interest and lien on substantially all the assets of the BrandCos
and Beautyge I, and (iv) security interests and liens on substantially all assets of the Debtors that was not, on the Petition Date, subject to valid, unavoidable and perfected security interests and liens, pursuant to Bankruptcy Code §364(c)(2),
with the following priority: if such collateral is of the same nature, scope and type as (a) Term Facility First Priority Collateral, on a first priority senior priming basis, and (b) ABL Facility First Priority Collateral, on a junior priority
priming basis subject to the liens in favor of the ABL DIP Facility and any adequate protection liens granted to certain of Products Corporation’s secured creditors. The DIP Term Loan Facility is expected to be subject to certain customary and
appropriate conditions for financings of similar type.
The DIP Term Loan Facility is expected to be subject to customary affirmative and negative covenants and events of default for
postpetition financing of this type, including, without limitation, customary “milestones” for progress in the Cases, including without limitation the filing of a disclosure statement to solicit votes on a plan of reorganization and the entry of an
order by the Court confirming such plan of reorganization.
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The terms of the DIP Term Loan Facility are subject to continued negotiations between the Debtors, the lenders thereunder, and
certain of the Debtors’ prepetition creditors and parties in interest.
Pursuant to the Intercompany DIP Facility, it is expected that term loans would be automatically deemed to be provided by the BrandCos to Products
Corporation in the amount of, and in full satisfaction of the obligation of Products Corporation to pay, amounts payable from time to time by Products Corporation to the BrandCos under the BrandCo Licenses. The loans under the Intercompany DIP
Facility are expected to be secured by a fully perfected security interest and lien on all of the Opco DIP Collateral, immediately junior to the liens and security interests on the Opco DIP Collateral securing the DIP Term Loan Facility. The loans
under the Intercompany DIP Facility are expected to bear interest at a rate to be determined and are expected to mature on the maturity date of the DIP Term Loan Facility.
The terms of the Intercompany DIP Facility are subject to continued negotiations among the Debtors and certain of the Debtors’
prepetition creditors and parties in interest.
Foreign ABTL Credit Agreement
Pursuant to that certain First Forbearance Agreement and Second Amendment to the Credit Agreement, dated as of June 15, 2022, among the parties to
that certain Asset-Based Term Loan Credit Agreement, dated as of March 2, 2021 (as amended, modified or supplemented from time to time, the “Foreign ABTL Credit Agreement”) by and among Revlon Finance LLC, as the borrower (the “Foreign ABTL
Borrower”), the guarantors party thereto, the lenders party thereto (the “Foreign ABTL Lenders”), and Blue Torch Finance LLC (“Blue Torch”), as administrative agent and collateral agent, Blue Torch and the Foreign ABTL Lenders
have agreed, upon payment of a forbearance fee and other customary conditions, to (i) forbear from exercising remedies under the Foreign ABTL Credit Agreement as a result of certain specified defaults that will arise as a result of the filing of the
Bankruptcy Petitions and (ii) amend the Foreign ABTL Credit Agreement in certain respects as a condition to the proposed forbearance. It is anticipated that all obligations outstanding under the Foreign ABTL Credit Agreement will be repaid in full
in connection with the initial borrowing under the DIP Term Loan Facility.
Item 2.04. Triggering Events that Accelerate or Increase a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet
Arrangement.
The filing of the Bankruptcy Petitions described in Item 1.03 above constitutes an event of default that accelerated the Company’s obligations under the
following debt instruments (the “Debt Instruments”):
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Term Loan Agreement, dated as of September 7, 2016 (as amended, modified or supplemented from time to time), by and among Products Corporation, the Company, certain lenders party thereto and Citibank, N.A., as administrative agent and
collateral agent;
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Asset-Based Revolving Credit Agreement, dated as of September 7, 2016 (as amended, modified or supplemented from time to time, the “ABL Credit Agreement”), by and among Products Corporation, certain local borrowing subsidiaries from
time to time party thereto, the Company, certain lenders party thereto and MidCap Funding IV Trust, as administrative agent and collateral agent;
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BrandCo Credit Agreement, dated as of May 7, 2020 (as amended, modified or supplemented from time to time, the “BrandCo Credit Agreement”), by and among Products Corporation, the Company, the other loan parties and lenders party
thereto and Jefferies Finance LLC, as administrative agent and each collateral agent; and
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Indenture, dated as of August 4, 2016 (as amended, modified or supplemented from time to time), between Products Corporation and U.S. Bank National Association, as Trustee, governing the 6.25% Senior Notes which mature on August 1, 2024.
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The Debt Instruments provide that as a result of the Bankruptcy Petitions, the principal and interest due thereunder shall be immediately due and
payable. Any efforts to enforce such payment obligations under the Debt Instruments are automatically stayed as a result of the Bankruptcy Petitions, and the creditors’ rights of enforcement in respect of the Debt Instruments are subject to the
applicable provisions of the Bankruptcy Code. In addition, the filing of the Bankruptcy Petitions described in Item 1.03 above and resulting event of default under the Debt Instruments constitute an event of default under the Foreign ABTL Credit
Agreement. The Foreign ABTL Lenders have agreed not to enforce remedies, subject to the terms and conditions of the forbearance agreement described above.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
Director Appointment
On June 15, 2022, D.J. “Jan” Baker, Esq. was elected as a director of the Board of the Company, effective immediately. With this election, Revlon’s Board
of Directors is comprised of 10 members, 7 of whom constitute independent directors under applicable New York Stock Exchange (“NYSE”) and SEC standards. There is no arrangement or understanding between Mr. Baker and any other person pursuant
to which he was selected as a director. Mr. Baker has also been appointed as a member of the restructuring committee of the Board (the “Restructuring Committee”) and the Investigation Committee of the Board (the “Investigation Committee”),
each as described below. Mr. Baker’s compensation for service on the Board will consist solely of (i) the monthly fee paid to members of the Restructuring Committee and (ii) the $10,000 annual retainer for service on the Investigation Committee, each
as discussed below. Mr. Baker will not receive the annual retainer of $115,000 paid to certain other members of the Board not serving on the Restructuring Committee (such retainer, the “Annual Retainer”).
Restructuring Committee
The Board has formed a Restructuring Committee to oversee all key matters in connection with the Cases. The duties of the Company’s compensation
committee will also be delegated to the Restructuring Committee.
The members of the Restructuring Committee are Alan Bernikow, E. Scott Beattie, Victor Nichols, Barry Schwartz and Mr. Baker. Each member of the
Restructuring Committee will receive a fee of $45,000 per month for his service on the Restructuring Committee and will waive the right to receive the Annual Retainer.
Investigation Committee
The Board has formed an Investigation Committee comprised of Mr. Baker as the sole member. The Investigation Committee is vested with the power and
authority from the Board and its committees to undertake certain investigations. Mr. Baker will receive an annual retainer of $10,000 for his service on the Investigation Committee.
Item 7.01. Regulation FD Disclosure.
On June 16, 2022, the Company issued a press release announcing the filing of the Chapter 11 cases, as described above in Item 1.03. The press release is furnished as
Exhibit 99.2 hereto.
In connection with discussions with its lenders and other constituencies regarding the Bankruptcy Petitions, the Company provided various materials to the lenders, including the
information set forth below (the “Cleansing Materials”):
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a lender presentation, dated June 13, 2022, furnished as Exhibit 99.3 hereto and incorporated herein by reference;
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information regarding the sizing of “debtor in possession” financing (collectively, the “DIP Information”), furnished as Exhibit 99.4 hereto and incorporated herein by reference;
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sales and Recurring EBITDA information regarding certain of the Company’s brands for the period from January to May 2022 (collectively, the “January-May 2022 Brand Net Sales and EBITDA Information”),
furnished as Exhibit 99.5 hereto and incorporated herein by reference;
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financial information regarding certain of the Company’s brands for the 2020 and 2021 fiscal years (collectively, the “2020-2021 Financial Overview Information”) furnished as Exhibit 99.6 hereto; and
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cash flow forecast information (not reflecting the Bankruptcy Petitions) for the period beginning June 3, 2022 and ending September 2, 2022 (dollars in thousands):
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net cash flow from operations: $(102,387);
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borrowing base under the Company’s U.S. ABL facility (end of period): $214,177;
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total available borrowings under the Company’s U.S. ABL Facility: $(172,210);
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total liquidity (available borrowings plus cash) (end of period): $(122,562); and
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the following historical working capital information:
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Revlon, Inc.
Working Capital
USD Millions
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Apr
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May Prelim
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Trade Receivables, net
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324
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299 | ||
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Inventories, Net
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450
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460 | ||
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Prepaid Expenses and Other
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123
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131 | ||
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Total Non-Cash Current Assets
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898
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890 | ||
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Accounts Payable
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241
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249 | ||
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Accrued Expenses and Other
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418
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436 | ||
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Total Non-Debt Current Liabilities:
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659
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685
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NET WORKING CAPITAL / (DEFICIT)
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239
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205 | ||
The information included in this Current Report on Form 8‑K under Item 7.01, including the exhibits, are being furnished and shall not be deemed “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities of that Section, unless the registrant specifically states that the information is to be considered “filed”
under the Exchange Act or incorporates it by reference into a filing under the Exchange Act or the Securities Act of 1933, as amended.
Item 8.01. Other Events.
Appointment of Chief Restructuring Officer
On June 15, 2022, the Company appointed Robert Caruso, Managing Director of Alvarez & Marsal (“A&M”), as Chief Restructuring Officer of the Company (“CRO”). Mr. Caruso has joined the
Company’s senior management team and will help lead the Company’s restructuring efforts.
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The services of Mr. Caruso and other A&M personnel are being provided pursuant to an engagement letter between the Company and
A&M. Mr. Caruso will not receive any compensation directly from the Company.
Cautionary Note Regarding Forward-Looking Statements
This Form 8‑K includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Some of the
forward-looking statements in this Form 8-K can be identified by the use of forward-looking terms such as “believes,” “expects,” “projects,” “forecasts,” “may,” “will,” “estimates,” “should,” “would,” “anticipates,” “plans” or other comparable terms.
Forward-looking statements speak only as of the date they are made and, except for the Company’s ongoing obligations under the U.S. federal securities laws, the Company does not undertake any obligation to publicly update any forward-looking
statement, whether to reflect actual results of operations; changes in financial condition; changes in results of operations and liquidity, changes in general U.S. or international economic or industry conditions; changes in estimates, expectations
or assumptions; or other circumstances, conditions, developments or events arising after the date of this Form 8-K. You should not rely on forward-looking statements as predictions of future events. This information should not be considered in
isolation or as a substitute for the Company’s as reported financial results prepared in accordance with U.S. GAAP. This forward-looking information should be read in conjunction with the Company’s financial statements and related footnotes filed
with the SEC. The Company’s actual results may differ materially from those anticipated in these forward-looking statements as a result of certain risks and other factors, which could include the following: risks and uncertainties relating to the
Bankruptcy Petitions, including but not limited to, the Company’s ability to obtain Court approval with respect to motions in the Bankruptcy Petitions, the effects of the Bankruptcy Petitions on the Company and on the interests of various
constituents, Court rulings on the Bankruptcy Petitions and the outcome of the Bankruptcy Petitions in general, the length of time the Company will operate under the Bankruptcy Petitions, risks associated with any third-party motions in the
Bankruptcy Petitions, the potential adverse effects of the Bankruptcy Petitions on the Company’s liquidity or results of operations and increased legal and other professional costs necessary to execute the Company’s reorganization; the conditions to
which the Company’s debtor-in-possession financing is subject and the risk that these conditions may not be satisfied for various reasons, including for reasons outside of the Company’s control; whether the Company will emerge, in whole or in part,
from insolvency proceedings as a going concern; the consequences of the acceleration of the Company’s debt obligations; trading price and volatility of the Company’s common stock, indebtedness and other claims as well as other risk factors set forth
in the Company’s Annual Report on Form 10‑K and Quarterly Reports on Form 10‑Q filed with the SEC. The Company therefore cautions readers against relying on these forward-looking statements. All forward-looking statements attributable to the Company
or persons acting on the Company’s behalf are expressly qualified in their entirety by the foregoing cautionary statements. All such statements speak only as of the date made, and, except as required by law, the Company undertakes no obligation to
update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.
Non-GAAP Financial Measures
DIP Company EBITDA, Recurring EBITDA and Direct Contribution are non-GAAP financial measures that are presented in the Cleansing Materials and are reconciled in the table(s)
set forth in the Cleansing Materials to their respective most directly comparable GAAP measure. Direct Contribution is GAAP operating income attributable to the respective brands, adjusted for: (1) non-operating items which primarily include
restructuring and related charges; acquisition, integration, and divestiture costs; financial control remediation actions and related charges; and gain (loss) on divested assets; and (2) indirect selling, general and administrative costs, which
primarily include indirect departmental costs and amortization of intangibles. The Company defines Direct Contribution as a performance measure to evaluate the ability of certain of the Company’s brands to service their debt and pay dividends to
the Company and its other subsidiaries.
In the DIP Information, (1) Company EBITDA is GAAP operating income, adjusted to exclude depreciation and amortization expense, stock-based compensation expense and
professional fees and other adjustments, and (2) Recurring EBITDA is GAAP operating income, adjusted to exclude depreciation and amortization expense, non-cash stock-based compensation expense and restructuring and other adjustments. The
Company’s management uses DIP Company EBITDA and Recurring EBITDA as operating performance measures to analyze future sources of cash and future cash needs in connection with the preparation the company’s DIP budget.
In the January-May 2022 Brand Net Sales and EBITDA Information, Recurring EBITDA for each relevant brand is GAAP operating income for such brand, adjusted to exclude
depreciation and amortization expense and non-operating items similar to those adjusted-for in the calculation of Direct Contribution.
Management believes that the non-GAAP measures are useful for investors for the same reasons as those set forth above. These non-GAAP financial measures should not be
considered in isolation or as a substitute for their most directly comparable as reported measures prepared in accordance with GAAP and, along with the other information in the Cleansing Materials, should be read in conjunction with the Company’s
financial statements and related footnotes contained in documents filed with the SEC. Other companies may define such non-GAAP financial measures differently.
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Financial Statements and Exhibits.
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(d) Exhibits:
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Exhibit
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Description
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List of subsidiaries that are debtors.
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Press Release dated June 16, 2022.
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Lender Presentation dated June 13, 2022.
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DIP Information.
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January-May 2022 Brand Net Sales and EBITDA Information.
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2020-2021 Financial Overview Information.
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104
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Exhibit 104 Cover page from this Current Report on Form 8‑K, formatted in Inline XBRL (included as Exhibit 101).
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
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Date:
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June 16, 2022
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REVLON, INC.
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By:
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/s/ Victoria
Dolan
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Name:
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Victoria Dolan | |||
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Title:
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Chief Financial Officer | |||
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REVLON CONSUMER PRODUCTS CORPORATION
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By:
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/s/ Victoria
Dolan
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Name:
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Victoria Dolan | |||
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Title:
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Chief Financial Officer | |||
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Exhibit 99.1
Filing Subsidiaries
Almay, Inc.
Art & Science, Ltd.
Bari Cosmetics, Ltd.
Beautyge Brands USA, Inc.
Beautyge U.S.A., Inc.
Charles Revson Inc.
Creative Nail Design, Inc.
Cutex, Inc.
DF Enterprises, Inc.
Elizabeth Arden (Financing), Inc.
Elizabeth Arden Investments, LLC
Elizabeth Arden NM, LLC
Elizabeth Arden Travel Retail, Inc.
Elizabeth Arden USC, LLC
Elizabeth Arden, Inc.
FD Management, Inc.
North America Revsale Inc.
OPP Products, Inc.
RDEN Management, Inc.
Realistic Roux Professional Products Inc.
Revlon Development Corp.
Revlon Government Sales, Inc.
Revlon International Corporation
Revlon Professional Holding Company LLC
Riros Corporation
Riros Group Inc.
Roux Laboratories, Inc.
Roux Properties Jacksonville, LLC
SinfulColors Inc.
RML, LLC
PPI Two Corporation
Revlon (Puerto Rico) Inc.
Elizabeth Arden (UK) Ltd.
Elizabeth Arden (Canada) Limited
Revlon Canada Inc.
Beautyge I
Beautyge II, LLC
BrandCo Almay 2020 LLC
BrandCo Charlie 2020 LLC
BrandCo CND 2020 LLC
BrandCo Curve 2020 LLC
BrandCo Elizabeth Arden 2020 LLC
BrandCo Giorgio Beverly Hills 2020 LLC
BrandCo Halston 2020 LLC
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BrandCo Jean Nate 2020 LLC
BrandCo Mitchum 2020 LLC
BrandCo Multicultural Group 2020 LLC
BrandCo PS 2020 LLC
BrandCo White Shoulders 2020 LLC
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Exhibit 99.2 |
Revlon Takes Step Towards Reorganizing Capital Structure as the Company Continues to Execute Against its Strategic Plan
Voluntarily Files for Chapter 11 Reorganization
Will Allow Company to Continue to Operate Seamlessly in All Markets and Focus On Driving Future Growth While Navigating Through
the Ongoing Impacts of Global Supply Chain Challenges and Rising Inflation
Revlon Expects to Receive $575 million in Debtor-in-Possession Financing, Providing Liquidity to Support Day-to-Day Operations
NEW YORK – (June 16, 2022) – Revlon, Inc. (NYSE:
REV) (“Revlon” or the “Company”) today announced it and certain of its subsidiaries have filed voluntary petitions for reorganization under Chapter 11 in the U.S. Bankruptcy Court for the Southern District of New York.
The Chapter 11 filing will allow Revlon to strategically reorganize its legacy capital structure and improve its long-term outlook,
especially amid liquidity constraints brought on by continued global challenges, including supply chain disruption and rising inflation, as well as obligations to its lenders.
Upon receipt of court approval, the Company expects to receive $575 million in debtor-in-possession (“DIP”) financing from its existing lender base, which in addition to
its existing working capital facility, will provide liquidity to support day-to-day operations.1 The strong support by the Company’s lenders will help the business manage through current
macro-economic challenges and in turn enable it to better serve customers.
“Today’s filing will allow Revlon to offer our consumers the iconic products we have delivered for decades, while providing a clearer path for our future growth,” said
Debra Perelman, Revlon’s President and Chief Executive Officer. “Consumer demand for our products remains strong – people love our brands, and we continue to have a healthy market position. But our
challenging capital structure has limited our ability to navigate macro-economic issues in order to meet this demand. By addressing these complex legacy debt constraints, we expect to be able to
simplify our capital structure and significantly reduce our debt, enabling us to unlock the full potential of our globally recognized brands. We are committed to ensuring the reorganization is as seamless as possible for our key stakeholders,
including our employees, customers and vendors, and we appreciate their support during this process.”
None of Revlon’s international operating subsidiaries are included in today’s U.S. Chapter 11 proceedings, except Canada and the U.K.
Revlon to Continue to Operate Seamlessly
Revlon’s management team will continue to run the business following the filing. As part of the reorganization process, the Company will file customary “First Day”
motions to allow it to maintain operations in the ordinary course. Revlon intends to pay vendors and partners under customary terms for goods and services received on or after the filing date and to pay its employees in the usual manner and to
continue their primary benefits without disruption. The Company expects to receive court approval for all of these routine requests.
1 $75 million of this amount will be used to retire existing foreign debt
of the Company.
1
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Additional Information about the Restructuring Process
Additional information, including court filings and other documents related to the court-supervised process, is
available on the Company’s restructuring website at https://cases.ra.kroll.com/Revlon, by emailing revloninfo@ra.kroll.com or by calling (855) 631-5341 (toll free) or (646) 795-6968 (international).
Advisors
PJT Partners is acting as financial advisor to Revlon and Alvarez & Marsal is acting as restructuring advisor. Paul, Weiss, Rifkind, Wharton & Garrison LLP is
acting as legal advisor to the Company.
About Revlon
Revlon has developed a long-standing reputation as a color authority and beauty trendsetter in the world of color cosmetics and hair care. Since its breakthrough launch
of the first opaque nail enamel in 1932, Revlon has provided consumers with high quality product innovation, performance and sophisticated glamour. In 2016, Revlon acquired the iconic Elizabeth Arden company and its portfolio of brands, including its
leading designer, heritage and celebrity fragrances. Today, Revlon’s diversified portfolio of brands is sold in approximately 150 countries around the world in most retail distribution channels, including prestige, salon, mass, and online. Revlon is
among the leading global beauty companies, with some of the world’s most iconic and desired brands and product offerings in color cosmetics, skin care, hair color, hair care and fragrances under brands such as Revlon, Revlon Professional, Elizabeth
Arden, Almay, Mitchum, CND, American Crew, Creme of Nature, Cutex, Juicy Couture, Elizabeth Taylor, Britney Spears, Curve, John Varvatos, Christina Aguilera and AllSaints.
Forward Looking Statements
This press release includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All
statements, other than statements of historical facts, included in this filing that address activities, events or developments that the Company expects, believes, targets or anticipates will or may occur in the future are forward-looking
statements. The Company’s actual results may differ materially from those anticipated in these forward-looking statements as a result of certain risks and other factors, which could include the following: risks and uncertainties relating to the
Company’s chapter 11 cases (the “Chapter 11 Case”), including but not limited to, the Company’s ability to obtain Bankruptcy Court approval with respect to motions in the Chapter 11 Case, the effects of the Chapter 11 Case on the Company and on the
interests of various constituents, Bankruptcy Court rulings in the Chapter 11 Case and the outcome of the Chapter 11 Case in general, the length of time the Company will operate under the Chapter 11 Case, risks associated with any third-party
motions in the Chapter 11 Case, the potential adverse effects of the Chapter 11 Case on the Company’s liquidity or results of operations and increased legal and other professional costs necessary to execute the Company’s reorganization; the
conditions to which the Company’s DIP financing is subject and the risk that these conditions may not be satisfied for various reasons, including for reasons outside of the Company’s control; the
consequences of the acceleration of the Company’s debt obligations; the trading price and volatility of the Company’s common stock and the ability of the Company to remain listed on the New York Stock Exchange as well as other risk factors set
forth in the Company’s Annual Report on Form 10-K and Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission. The Company therefore cautions readers against relying on these forward-looking statements. All forward-looking
statements attributable to the Company or persons acting on the Company’s behalf are expressly qualified in their entirety by the foregoing cautionary statements. All such statements speak only as of the date made, and, except as required by law,
the Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.
2
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Contacts
Claims Agent:
Kroll
https://cases.ra.kroll.com/Revlon
revloninfo@ra.kroll.com
(855) 631-5341 (toll free)
(646) 795-6968 (international)
Media:
Longacre Square Partners
Longacre Square Partners
Dan Zacchei / Charlotte Kiaie
dzacchei@longacresquare.com / ckiaie@longacresquare.com
3
Exhibit 99.3
1 Brand Presentation June 2022 Highly Confidential / Not to be Shared with any Party other than with
Express Consent of Company Counsel Subject to Non-Disclosure Agreements and FRE 408
2 Agenda Business Overview: Key Brands in Key Markets Revlon in US Mass Revlon Professional in
EMEA Elizabeth Arden in Asia Supply Chain Including cost take-out discussion Financial Review
3 Today’s Presenters REVLON ALVAREZ AND MARSAL Debra Perelman, President & CEO Thomas Cho,
Chief Supply Chain Officer Victoria Dolan, Chief Financial Officer Heather Wallace, President, Americas Bob Caruso, Managing Director Mark Rajcevich, Managing Director Mark Sidorenkov, Senior Director
Revlon, Inc. is a Unique, Scaled Investment 4 Leading Global Beauty Platform Iconic brands with loyal
and diverse consumers Diversified Across Categories Skincare, Cosmetics, Hair Color & Care, and Fragrance Global & Omnichannel Customers Worldwide customer relationships across multiple channels In-House Operations
Expertise R&D and manufacturing capabilities, and global distribution network Experienced & Committed Management Agility to execute against strategy amidst changing dynamics
5 Agenda Business Overview: Key Brands in Key Markets Revlon in US Mass Revlon Professional in
EMEA Elizabeth Arden in Asia Supply Chain Including cost take-out discussion Financial Review
Portfolio of Iconic Brands Organized into Four Segments 6 Source: Management projections, Revlon market
ranking data from Euromonitor, Nielsen, & Kline. Fragrance market ranking data from Nielsen. American Crew and CND market ranking data from Kline. Note: Financials as of 2021A. Fragrance Segment Portfolio Segment $728M Net Sales | 35%
of Total Revlon Inc. Net Sales 54% North America | 23% EMEA $1B Retail Sales $532M Net Sales | 26% of Total Revlon Inc. Net Sales 52% Asia | 21% North America #1 U.S. Mass Fragrance Player A Leading Licensing Partner for Designers and
Celebrities $399M Net Sales | 19% of Total Revlon Inc. Net Sales 71% North America | 29% International $419M Net Sales | 20% of Total Revlon Inc. Net Sales #1 Americas Styling Brand Official Supplier for Men #1 Americas Salon Gel
Polish The Nail Brand of Choice for Professionals 65% North America | 35% International #3 Global Mass Cosmetics Brand #5 European Professional Hair Color Brand #1 Hair Color Product in US Focus for today:
Beauty Tools $61M Revlon Brand Overview 7 Note: Financials as of 2021A. Source: Filings and
Internal Management Data. $728M Net Sales | 31% Direct Contribution Margin 90-year heritage as an iconic cosmetics brand Color Cosmetics $382M Professional $130M Hair Care $153M Net Sales ($M) by Region #1 US Mass Lip launch In 2021
& 2022 US EMEA Asia Latin America Pacifica Key Franchises COLORSTAY SUPER LUSTROUS BEAUTY TOOLS REVLON PROFESSIONAL COLORSILK
Revlon has a Strong Positioning in the US Market 8 Source: Company Filings and Internal Management
Data; Nielsen. US Revlon Color Cosmetics is the #4 brand and achieved 4 consecutive quarters of market share growth from Q2 2021 to Q1 2022. The 2021 plan centered on premiumization, refined positioning and re-focus on the core In 2022
Revlon Color Cosmetics fully stemmed 3 years of shelf space losses, enabling the brand to maintain a >110 index of share of shelf vs. share of market and e-commerce share 120 index vs. brick & mortar LTM through Q1 2022 Through Q1
2022, US Revlon Hair Color business has been rejuvenated by the 2022 Colorsilk re-launch, which has resulted in strong price realization and market share gains US Revlon Beauty Tools is the #1 branded player in the category, with power SKUs
such as the Volcanic Roller (#1 Revlon item on Amazon with over 25k 5-star ratings) through Q1 2022
Revlon US Mass Hair Color 9 Source: Company Filings and Internal Management Data; Nielsen. In 2021,
we successfully sold in a revitalization plan focused on the core (ColorSilk). The Q1 2022 Colorsilk renovation put the focus back on the ColorSilk, with positive results Strengthened consumer claims, upgraded shade mix, achieved strong price
realization, and revamped promotional strategy
Elizabeth Arden Overview 10 Note: Financials as of 2021A. Source: Filings and Internal Management
Data. $532M Net Sales | 28% Direct Contribution Margin Net Sales ($M) by Region Fragrance $186M Skincare $332m Makeup $14M 6 markets with DTC sites US EMEA Asia Latin America Pacifica Key Franchises CERAMIDE PREVAGE EIGHT
HOUR GREEN & WHITE TEA 1910: Year Elizabeth Arden opened Red Door salon
11 Agenda Business Overview: Key Brands in Key Markets Revlon in US Mass Revlon Professional in
EMEA Elizabeth Arden in Asia Supply Chain Including cost take-out discussion Financial Review
Supply Chain Overview 12 Source: Company Filings and Internal Management Data. Global Manufacturing
and Distribution Network ~80% of product is manufactured internally 10 Owned & Leased Distribution Centers& 3 3PLs 6 Manufacturing Sites 3 Key R&D LabsWith Strong Capabilities Particularly in Formulations Network Covers
~110 Global Markets ~450M Units Manufactured Annually Internally Distribution Networks in 16CountriesAcross 6 Continents
Supply Chain Dynamics 13 Source: Company Filings and Internal Management Data. Dynamics changed
significantly as the vendors’ capacities were constrained due to their own supply chain issues as well as strong demand. Vendors began to prioritize/top grade their customers. Given our poor payment performance, vendors became much less
tolerant of late payments As the past dues increased, the vendor’s intolerance amplified the already challenging macro supply chain landscape and severely brought down service levels that were recovering in Q1 Further aggravating the
situation was the lockdown in China which began in Q1 2022, as well as the continued shortages of key chemicals and components Conversely, adequate funding and fast agreements post filling can unlock service levels and have near term positive
impact
14 Agenda Business Overview: Key Brands in Key Markets Revlon in US Mass Revlon Professional in
EMEA Elizabeth Arden in Asia Supply Chain Including cost take-out discussion Financial Review
Q4 Forecasts can be Achieved with Immediate Funding 15 Source: Company Filings and Internal Management
Data. We saw excellent YTD performance vs forecast and vs unconstrained demand despite current challenges; have confidence in the 2H plan including the Q4 forecast We have confidence in our plan through December as shelf space is committed
and promotional calendars are locked; increased media investment committed for 2H will secure customer confidence From a supply perspective, the following are the main drivers to achieve Q4: Timely funding for New Product Development and the
Holiday Sets/Promos (Time sensitive revenue) must happen to keep the forecast on track Continued progress in finding alternate ingredients and components Limit turnover in key positions and direct labor (Q3 and Q4 are challenging for labor
attainment and retention) Logistics continues to improve and achieve healthy safety stock by Q4 Assumes more normal vendor payment cadence beginning as soon as practical and inventory restart receiving mid-July Demonstrated process and
capabilities to achieve stated forecasts, just need resources The macro global supply challenges still exists (material shortages, capacity issues, logistics and labor) but with proper funding we can mitigate some of the risks but conversely
without cash the issues are magnified With focused investment, we have been able to achieve ~95% service levels; we can improve the balance of the portfolio with additional funding
Exhibit 99.4
Project Wave Preliminary DIP Sizing Analysis June 12, 2022
DIP Sizing Analysis: Summary View $ in 000s
DIP Sizing Analysis: Summary View (cont’d) $ in 000s
DIP Sizing Analysis: Working Capital Detail $ in 000s
DIP Sizing Analysis: Summary View – 2023 Fcst $ in 000s
DIP Sizing Analysis: Summary View – 2023 Fcst $ in 000s
DIP Sizing Analysis: Working Capital Detail – 2023 Fcst $ in 000s Note: Forecast DPO is based on: (i)
Post-Petition AP for Filing entities and (ii) Total Non-Filer AP
Reconciliation of Non-GAAP Measures $ in 000s Note: Forecast DPO is based on: (i)
Post-Petition AP for Filing entities and (ii) Total Non-Filer AP
DIP Sizing Analysis: Working Capital Detail – 2023 Fcst $ in
000s Note: Forecast DPO is based on: (i) Post-Petition AP for Filing entities and (ii) Total Non-Filer AP
Reconciliation of Non-GAAP Measures $ in 000s Note: Forecast DPO is based
on: (i) Post-Petition AP for Filing entities and (ii) Total Non-Filer AP
2023 EBITDA to Operating Income Bridges $ in 000s Note: Forecast DPO is
based on: (i) Post-Petition AP for Filing entities and (ii) Total Non-Filer AP TO BE REPLACED BY 2023 WHEN FINAL
Reconciliation of Non-GAAP Measures $ in 000s Note: Forecast DPO is
based on: (i) Post-Petition AP for Filing entities and (ii) Total Non-Filer AP
Reconciliation of Non-GAAP Measures $ in 000s Note: Forecast DPO is based on:
(i) Post-Petition AP for Filing entities and (ii) Total Non-Filer AP
Reconciliation of Non-GAAP Measures $ in 000s Note: Forecast DPO is based on: (i)
Post-Petition AP for Filing entities and (ii) Total Non-Filer AP
H2’22 EBITDA to Operating Income Bridges $ in 000s Note: Forecast DPO is based on: (i) Post-Petition AP
for Filing entities and (ii) Total Non-Filer AP
2023 EBITDA to Operating Income Bridges $ in 000s Note: Forecast DPO is based on: (i) Post-Petition AP
for Filing entities and (ii) Total Non-Filer AP TO BE REPLACED BY 2023 WHEN FINAL
2023 EBITDA to Operating Income Bridges $ in 000s Note: Forecast DPO is based on: (i)
Post-Petition AP for Filing entities and (ii) Total Non-Filer AP
Reconciliation of Non-GAAP Measures $ in 000s Note: Forecast DPO is based on: (i) Post-Petition AP
for Filing entities and (ii) Total Non-Filer AP
Exhibit 99.5
Revlon $303.4 $39.0 Elizabeth Arden 186.2 15.1 Owned Fragrance
Portfolio⁽¹⁾ 22.8 8.0 Mitchum 34.7 2.1 American Crew 28.8 8.4 Almay 18.8 0.2 Multicultural Group⁽²⁾ 27.8 5.3 CND 19.7 4.1 Other 129.7 7.2 TOTAL $771.9 $89.4 Presented at 2022 Reported Rates January–May NET SALES
EBITDA Financial Overview 2022A YTD ($ Millions) Source: Internal Management data. 1 Owned Fragrance Portfolio includes Curve, Giorgio (Beverly Hills), Charlie, Halston, White Shoulders, Paul Sebastian Men and Paul Sebastian
Women. 2 Multicultural Group “MCG” includes Crème of Nature, Lotta Body, Roux and Fanci-Full.
3 Revlon $303.4 $39.0 Elizabeth Arden 186.2 15.1 Owned Fragrance
Portfolio⁽¹⁾ 22.8 8.0 Mitchum 34.7 2.1 American Crew 28.8 8.4 Almay 18.8 0.2 Multicultural Group⁽²⁾ 27.8 5.3 CND 19.7 4.1 Other 129.7 7.2 TOTAL $771.9 $89.4 Presented at 2022 Reported Rates January–May NET SALES
EBITDA Financial Overview 2022A YTD ($ Millions) Source: Internal Management data. 1 Owned Fragrance Portfolio includes Curve, Giorgio (Beverly Hills), Charlie, Halston, White Shoulders, Paul Sebastian Men and Paul Sebastian Women. 2
Multicultural Group “MCG” includes Crème of Nature, Lotta Body, Roux and Fanci-Full.
Reconciliation of Non-GAAP MeasuresAs Reported Rates($ Millions) Source: Internal Management
data. 1 Owned Fragrance Portfolio includes Curve, Giorgio (Beverly Hills), Charlie, Halston, White Shoulders, Paul Sebastian Men and Paul Sebastian Women. 2 Multicultural Group “MCG” includes Crème of Nature, Lotta Body, Roux and
Fanci-Full.
EBITDA to Operating Income Bridge 2022A YTDAs Reported Rates($ Millions) Source: Internal Management
data. 1 Owned Fragrance Portfolio includes Curve, Giorgio (Beverly Hills), Charlie, Halston, White Shoulders, Paul Sebastian Men and Paul Sebastian Women. 2 Multicultural Group “MCG” includes Crème of Nature, Lotta Body, Roux and
Fanci-Full.
Exhibit 99.6
Financial Overview 2020-21A ($ Millions) Source: Internal Management data. 1 Owned Fragrance
Portfolio includes Curve, Giorgio (Beverly Hills), Charlie, Halston, White Shoulders, Paul Sebastian Men and Paul Sebastian Women. 2 Multicultural Group “MCG” includes Crème of Nature, Lotta Body, Roux and Fanci-Full. 2 FYE December
31, 2020A 2021A NET SALES Revlon $692.6 $727.9 Elizabeth Arden 463.4 532.3 Owned Fragrance Portfolio⁽¹⁾ 64.7 69.0 Mitchum 79.6 86.7 American Crew 59.0 75.9 Almay 32.3 42.7 Multicultural
Group⁽²⁾ 74.2 76.7 CND 44.4 56.8 Other 398.1 410.7 TOTAL NET SALES $1,908.4 $2,078.7 TOTAL COGS ($817.6) ($844.0) GROSS MARGIN Revlon $419.5 $446.6 Elizabeth Arden 302.3 363.3 Owned Fragrance
Portfolio⁽¹⁾ 39.2 38.7 Mitchum 30.3 35.7 American Crew 42.4 58.4 Almay 8.3 20.0 Multicultural Group⁽²⁾ 41.0 41.0 CND 28.4 37.4 Other 179.5 193.7 TOTAL GROSS MARGIN $1,090.9 $1,234.7 Gross Profit
Margin 57.2% 59.4% DIRECT CONTRIBUTION Revlon $217.9 $229.3 Elizabeth Arden 116.5 151.0 Owned Fragrance Portfolio⁽¹⁾ 34.8 33.3 Mitchum 23.4 26.2 American Crew 29.5 41.7 Almay (5.3) 3.9 Multicultural
Group⁽²⁾ 31.0 31.4 CND 18.0 25.3 Other 108.7 114.7 TOTAL DIRECT CONTRIBUTION $574.6 $656.8 Direct Contribution Margin 30.1% 31.6%
Financial Overview 2020-21A ($ Millions) Source: Internal Management data. 1 Owned Fragrance
Portfolio includes Curve, Giorgio (Beverly Hills), Charlie, Halston, White Shoulders, Paul Sebastian Men and Paul Sebastian Women. 2 Multicultural Group “MCG” includes Crème of Nature, Lotta Body, Roux and Fanci-Full. FYE December
31, 2020A 2021A NET SALES Revlon $692.6 $727.9 Elizabeth Arden 463.4 532.3 Owned Fragrance Portfolio⁽¹⁾ 64.7 69.0 Mitchum 79.6 86.7 American Crew 59.0 75.9 Almay 32.3 42.7 Multicultural
Group⁽²⁾ 74.2 76.7 CND 44.4 56.8 Other 398.1 410.7 TOTAL NET SALES $1,908.4 $2,078.7 TOTAL COGS ($817.6) ($844.0) GROSS MARGIN Revlon $419.5 $446.6 Elizabeth Arden 302.3 363.3 Owned Fragrance
Portfolio⁽¹⁾ 39.2 38.7 Mitchum 30.3 35.7 American Crew 42.4 58.4 Almay 8.3 20.0 Multicultural Group⁽²⁾ 41.0 41.0 CND 28.4 37.4 Other 179.5 193.7 TOTAL GROSS MARGIN $1,090.9 $1,234.7 Gross Profit
Margin 57.2% 59.4% DIRECT CONTRIBUTION Revlon $217.9 $229.3 Elizabeth Arden 116.5 151.0 Owned Fragrance Portfolio⁽¹⁾ 34.8 33.3 Mitchum 23.4 26.2 American Crew 29.5 41.7 Almay (5.3) 3.9 Multicultural
Group⁽²⁾ 31.0 31.4 CND 18.0 25.3 Other 108.7 114.7 TOTAL DIRECT CONTRIBUTION $574.6 $656.8 Direct Contribution Margin 30.1% 31.6%
Net Sales by Geography 2020-21A ($ Millions) FYE December 31, 2020 North
America EMEA Latin America w/ Travel Retail Asia w/ Travel Retail Pacifi NET SALES Revlon 56% 21% 7% 7% Elizabeth Arden 23% 21% 1% 52% Owned Fragrance Portfolio⁽¹⁾ 79% 17% 2% Mitchum 50% 39% 3% American
Crew 56% 37% 3% Almay 92% 1% 8% Multicultural Group⁽²⁾ 98% 2% CND 65% 31% Other 62% 29% TOTAL NET SALES 52% 23 Source: Internal Management data. 1 Owned Fragrance Portfolio includes Curve, Giorgio (Beverly Hills),
Charlie, Halston, White Shoulders, Paul Sebastian Men and Paul Sebastian Women. 2 Multicultural Group “MCG” includes Crème of Nature, Lotta Body, Roux and Fanci-Full. North Ame FYE December 31, 2021 NET SALES Revlon Elizabeth
Arden Owned Fragrance Portfolio⁽¹⁾ Mitchum American Crew Almay Multicultural Grou CND Other TO
Net Sales by Geography 2020-21A ($ Millions) FYE December 31, 2020 North America EMEA Latin
America w/ Travel Retail Asia w/ Travel Retail Pacifi NET SALES Revlon 56% 21% 7% 7% Elizabeth Arden 23% 21% 1% 52% Owned Fragrance Portfolio⁽¹⁾ 79% 17% 2% Mitchum 50% 39% 3% American
Crew 56% 37% 3% Almay 92% 1% 8% Multicultural Group⁽²⁾ 98% 2% CND 65% 31% Other 62% 29% TOTAL NET SALES 52% 23 Source: Internal Management data. 1 Owned Fragrance Portfolio includes Curve, Giorgio (Beverly Hills),
Charlie, Halston, White Shoulders, Paul Sebastian Men and Paul Sebastian Women. 2 Multicultural Group “MCG” includes Crème of Nature, Lotta Body, Roux and Fanci-Full. 2 North Ame FYE December 31, 2021 NET SALES Revlon Elizabeth
Arden Owned Fragrance Portfolio⁽¹⁾ Mitchum American Crew Almay Multicultural Grou CND Other TO
Reconciliation of Non-GAAP MeasuresAs Reported Rates($ Millions) Source: Internal Management
data. 1 Owned Fragrance Portfolio includes Curve, Giorgio (Beverly Hills), Charlie, Halston, White Shoulders, Paul Sebastian Men and Paul Sebastian Women. 2 Multicultural Group “MCG” includes Crème of Nature, Lotta Body, Roux and
Fanci-Full. 2020A 2021A
