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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March 26, 2004 (March 24, 2004)
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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 13-366295
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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)
Item 5. Other Events and Regulation FD Disclosure
On March 25, 2004, Revlon, Inc. ("Revlon") issued a press release
announcing the consummation of its offers (the "Exchange Offers") to exchange
any and all outstanding 8 1/8% Senior Notes due 2006, 9% Senior Notes due 2006
and 8 5/8% Senior Subordinated Notes due 2008 issued by Revlon Consumer Products
Corporation and guaranteed by Revlon pursuant to an offering circular dated
February 20, 2004. The press release also announced that, in accordance with
Revlon's previously-announced debt reduction plan, MacAndrews & Forbes
exchanged approximately $173 million of existing loans for shares of Revlon
Class A common stock and exchanged or converted all of Revlon's outstanding
Series A preferred stock and Series B convertible preferred stock for shares
of Revlon Class A common stock. In addition, Revlon announced the appointment
of two new directors, Kenneth L. Wolfe and Paul J. Bohan, to Revlon's Board of
Directors.
The press release further announced the amendment on March 24, 2004
of (i) the Support Agreement, dated as of February 11, 2004, between Revlon
and Mafco Holdings Inc., as amended, (ii) the Support Agreement, dated as of
February 11, 2004, between Revlon and Fidelity Management & Research Co., as
amended, and (iii) the Investment Agreement, dated February 20, 2004, by and
between Revlon and Mafco Holdings Inc. Copies of these amendments are attached
hereto as Exhibits 10.31, 10.32 and 10.33, respectively.
A copy of the press release is attached hereto as Exhibit 99.1 and is
incorporated herein by reference.
ITEM 7. Financial Statements and Exhibits
(c) Exhibit No. Description
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10.31 Amendment, dated as of March 24, 2004, to the
Support Agreement, dated as of February 11, 2004,
between Revlon and Mafco Holdings Inc., as amended.
10.32 Amendment, dated as of March 24, 2004, to the
Support Agreement, dated as of February 11, 2004,
between Revlon and Fidelity Management & Research
Co., as amended.
10.33 Amendment, dated as of March 24, 2004, to the
Investment Agreement, dated as of February 20,
2004, by and between Revlon and Mafco Holdings Inc.
99.1 Press Release dated March 25, 2004.
SIGNATURE
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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,
General Counsel and
Chief Legal Officer
Date: March 26, 2004
EXHIBIT INDEX
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Exhibit No. Description
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10.31 Amendment, dated as of March 24, 2004, to the
Support Agreement, dated as of February 11, 2004,
between Revlon and Mafco Holdings Inc., as amended.
10.32 Amendment, dated as of March 24, 2004, to the
Support Agreement, dated as of February 11, 2004,
between Revlon and Fidelity Management & Research
Co., as amended.
10.33 Amendment, dated as of March 24, 2004, to the
Investment Agreement, dated as of February 20,
2004, by and between Revlon and Mafco Holdings Inc.
99.1 Press Release dated March 25, 2004.