NEW YORK--(BUSINESS WIRE)--Feb. 8, 2013--
Revlon, Inc. (NYSE: REV) announced today that its wholly-owned operating
subsidiary, Revlon Consumer Products Corporation ("RCPC"), has
successfully completed its previously announced private offering of $500
million aggregate principal amount of 5.75% senior unsecured notes due
February 15, 2021 (the "Notes"). The Notes are guaranteed by RCPC's
domestic subsidiaries, which also currently guarantee RCPC's term loan
and asset-based revolving credit facility.
RCPC intends to use the net proceeds from the offering to: (i) pay the
tender offer consideration, including applicable consent payments, in
connection with RCPC’s previously-announced cash tender offer to
purchase any and all of the $330 million outstanding aggregate principal
amount of its 9¾% Senior Secured Notes due November 2015 (the "9¾%
Senior Secured Notes"); (ii) pay the applicable premium and accrued
interest, along with related fees and expenses, on the 9¾% Senior
Secured Notes that are subsequently redeemed by RCPC following the
tender offer; (iii) pay applicable fees and expenses incurred in
connection with the offering, the tender offer and any redemption; and
(iv) use the remaining balance available for general corporate purposes,
including debt reduction transactions such as repaying a portion of its
2011 Term Loan Facility due November 2017 and repaying the contributed
loan portion of its Amended and Restated Senior Subordinated Term Loan
at maturity in October 2013.
The Notes and the related guarantees were offered only to qualified
institutional buyers in reliance on Rule 144A under the Securities Act
of 1933, as amended (the "Securities Act"), and outside the United
States in compliance with Regulation S under the Securities Act. The
Notes and the related guarantees will not be registered under the
Securities Act, and may not be offered or sold in the United States
absent registration or an applicable exemption from registration
requirements.
This press release shall not constitute an offer to sell, or the
solicitation of an offer to buy, any securities, nor shall there be any
sale of securities mentioned in this press release in any state in which
such offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such state.
Forward-Looking Statements
Statements made in this press release, 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
issuance of this press release. Such forward-looking statements include,
without limitation, the Company's beliefs, expectations, focus and/or
plans regarding future events, including RCPC's plans to (i) pay the
total tender offer consideration in connection with its
previously-announced tender offer to purchase any and all of the $330
million outstanding aggregate principal amount of its 9¾% Senior Secured
Notes; (ii) pay the applicable premium and accrued interest, along with
related fees and expenses, on the 9¾% Senior Secured Notes that are
subsequently redeemed by RCPC following the tender offer; and (iii) use
the remaining balance available for general corporate purposes,
including debt reduction transactions such as repaying a portion of its
2011 Term Loan Facility due November 2017 and repaying the Contributed
Loan Portion of its Amended and Restated Senior Subordinated Term Loan
at maturity in October 2013. 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 Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current
Reports on Form 8-K filed with the SEC during 2012 and 2013 (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 repay all of the $330 million outstanding
aggregate principal amount of its 9¾% Senior Secured Notes. 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
release.
About Revlon
Revlon is a global color cosmetics, hair color, beauty tools,
fragrances, skincare, anti-perspirant deodorants and beauty care
products company whose vision is Glamour, Excitement and Innovation
through high-quality products at affordable prices. Revlon® is one
of the strongest consumer brand franchises in the world. Revlon’s global
brand portfolio includes Revlon® color cosmetics, Almay® color
cosmetics, SinfulColors® color cosmetics, Pure Ice™ color cosmetics,
Revlon ColorSilk® hair color, Revlon® beauty tools, Charlie® fragrances,
Mitchum® anti-perspirant deodorants, and Ultima II® and Gatineau®
skincare. Websites featuring current product and promotional information
can be reached at www.revlon.com,
www.almay.com
and www.mitchum.com.
Corporate and investor relations information can be accessed at www.revloninc.com.
Source: Revlon, Inc.
Investor Relations & Media:
Revlon, Inc.
Elise
Garofalo, 212-527-5264
Senior Vice President, Treasurer and
Investor Relations
