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
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November 3, 2005 (November 3, 2005)
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Date of Report (Date of earliest event reported)
Revlon, Inc.
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(Exact Name of Registrant as Specified in its Charter)
Delaware 1-11178 13-3662955
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(State or Other (Commission File No.) (I.R.S. Employer
Jurisdiction of Identification
Incorporation) No.)
237 Park Avenue
New York, New York 10017
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(Address of Principal (Zip Code)
Executive Offices)
(212) 527-4000
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(Registrant's telephone number, including area code)
None
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 2.02. Results of Operations and Financial Condition.
On November 3, 2005, Revlon, Inc. issued a press release announcing its
results of operations for the fiscal quarter ended September 30, 2005 and
disclosing certain related business information.
The press release included certain of management's beliefs,
expectations, estimates, projections, forecasts, plans, anticipations, targets,
outlooks, initiatives, destinations, visions, objectives, strategies,
opportunities, drivers and intents regarding the Company, including in
connection with its brand initiatives and were prepared by the Company based
upon, among other things, the anticipated future results of operation of the
Company after giving effect to the implementation of the brand initiatives. The
Company does not generally publish its strategic plans or make external
projections of its anticipated financial position or results of operations or
the type of forward-looking information regarding its strategic plans included
in this Current Report on Form 8-K, including anticipated changes in retail
merchandising space, growth opportunities, Adjusted EBITDA, net sales,
provisions for incremental returns and allowances, and projected launch costs.
Accordingly, except for the Company's ongoing obligations under the U.S. federal
securities laws, the Company does not intend to update or otherwise revise the
forward-looking information regarding its strategic plans to reflect actual
results of operations, changes in financial condition, changes in estimates,
expectations or assumptions or other circumstances arising and/or existing since
the preparation of this press release or to reflect the occurrence of any
unanticipated events. Further, the Company does not intend to update or revise
the forward-looking information regarding its strategic plans to reflect changes
in general economic, industry or cosmetics category conditions.
Statements made in this Current Report on Form 8-K that are not
historical are forward looking statements which are based on the beliefs,
expectations, estimates, projections, forecasts, plans, anticipations, targets,
outlooks, initiatives, destinations, visions, objectives, strategies,
opportunities, drivers and intents of the Company's management and involve risks
and uncertainties. Such forward-looking statements are subject to the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995. The
Company's actual results may differ materially from such forward looking
statements for a number of reasons, including, without limitation, those set
forth in the Company's filings with the Securities and Exchange Commission,
including its Annual Report on Form 10-K for the year ended December 31, 2004,
its Quarterly Reports on Form 10-Q for the periods ending March 31, 2005, June
30, 2005 and September 30, 2005 (the latter of which the Company will be filing
with the SEC by November 9, 2005) and its Current Reports on Form 8-K filed with
the SEC during 2005.
A copy of the press release is attached to this report as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
Exhibit No. Description
99.1 Press Release, dated November 3, 2005
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
REVLON, INC.
By: /s/ Robert K. Kretzman
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Robert K. Kretzman
Executive Vice President,
Chief Legal Officer, General Counsel
and Secretary
Date: November 3, 2005
EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release, dated November 3, 2005