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: November 6, 2009
(Date of earliest event reported: November 6, 2009)
Revlon, Inc.
(Exact Name of Registrant as Specified in its Charter)
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| Delaware
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1-11178
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13-3662955 |
| (State or Other Jurisdiction of
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(Commission
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(I.R.S. Employer |
| Incorporation)
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File Number)
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Identification No.) |
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| 237 Park Avenue |
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| New York, New York
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10017 |
| (Address of Principal Executive Offices)
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(Zip Code) |
(212) 527-4000
(Registrant’s telephone number, including area code)
None
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
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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)) |
Item 1.01. Entry into a Material Definitive Agreement.
On November 6, 2009, Revlon, Inc. (“Revlon”) issued a press release (the “Press Release”)
announcing, among other things, that Revlon’s wholly-owned operating subsidiary, Revlon Consumer
Products Corporation (“RCPC”), has received all of the required lender consents to the
previously-reported amendments (the “Amendments”) to its bank term loan credit agreement and bank
revolver credit agreement (the “Bank Credit Agreements”). The Amendments permit RCPC to conduct
certain refinancing transactions on a variety of terms and conditions, including terms that would
permit RCPC to seek to refinance its 9-1/2% Senior Notes due April 2011 on a secured basis. A copy
of the Amendments are attached hereto as Exhibits 4.1 and 4.2 and are incorporated by reference
into this Item 1.01.
Item 8.01. Other Events.
In the Press Release, Revlon also announced that RCPC commenced an offer to purchase for cash any
and all of RCPC’s 9-1/2% Senior Notes due 2011. The full text of the Press Release is attached to
this Current Report on Form 8-K as Exhibit 99.1 and is incorporated by reference into this Item
8.01.
Forward-Looking Statements
Statements made in this Form 8-K, which are not historical facts, including statements about the
plans of Revlon, Inc. and RCPC (together, the “Company”) and their strategies, focus, beliefs and
expectations, are forward-looking and subject to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. Forward-looking statements speak only as of the date they
are made and, except for the Company’s ongoing obligations under the U.S. federal securities laws,
the Company undertakes no obligation to publicly update any forward-looking statement, whether to
reflect actual results of operations; changes in financial condition; changes in general U.S. or
international economic, industry or cosmetics category conditions; changes in estimates,
expectations or assumptions; or other circumstances, conditions, developments or events arising
after the filing of this Form 8-K. Such forward-looking statements include, without limitation, the
Company’s beliefs, expectations, focus and/or plans regarding future events, including as to RCPC’s
plans to conduct (i) certain refinancing transactions on a variety of terms and conditions,
including terms that would permit RCPC to seek to refinance its 9.5% Senior Notes due April 2011 on
a secured basis; and (ii) an offer to purchase for cash any and all of RCPC’s 9.5% Senior Notes.
Actual results may differ materially from such forward-looking statements for a number of reasons,
including those set forth in the Company’s filings with the SEC, including the Company’s Annual
Report on Form 10-K for the fiscal year ended December 31, 2008, Quarterly Reports on Form 10-Q and
other Current Reports on Form 8-K filed with the SEC during 2009 (which may be viewed on the SEC’s
website at http://www.sec.gov or on Revlon, Inc.’s website at http://www.revloninc.com), as well as
reasons including difficulties, delays, unexpected costs or the inability of RCPC to consummate, in
whole or in part, any future refinancing of its 9.5% Senior Notes on a secured basis or the offer
to purchase for cash any and all of RCPC’s 9.5% Senior Notes, including due to market conditions or
other factors. Factors other than those referred to above could also cause the Company’s results to
differ materially from expected results. Additionally, the business and financial materials and any
other statement or disclosure on, or made available through, the Company’s websites or other
websites referenced herein shall not be incorporated by reference into this Form 8-K.