Revlon Emerges from Chapter 11 Reorganization

Announces Successful Completion of Financial Restructuring Process

Exits Chapter 11 with Significantly Simplified Capital Structure that Will Support Company’s Next Phase of Growth

Highlights Strong Preliminary Financial Results for First Quarter of Fiscal 2023

NEW YORK–(BUSINESS WIRE)–Revlon, Inc. (“Revlon” or the “Company”) today announced that it has successfully completed the financial restructuring process and has emerged from Chapter 11 positioned for future success and growth. The newly reorganized company is named “Revlon Group Holdings LLC.”

With approximately $236 million of liquidity, funded through an equity rights offering, a new money senior secured credit facility, and new asset-based loans, Revlon is emerging from Chapter 11 as a private company on strong financial footing. The Company has significantly simplified its capital structure by eliminating more than $2.7 billion in debt from its balance sheet, leaving it with approximately $1.5 billion of debt outstanding. The majority of the Company’s reorganized equity is now owned by its former lenders, including affiliates of Glendon Capital Management LP, King Street Capital Management, L.P., Angelo, Gordon & Co., L.P., Antara Capital LP, Nut Tree Capital Management, LP, Oak Hill Advisors, L.P., and Cyrus Capital Partners, LP, among others.

Debra Perelman, Revlon’s President and Chief Executive Officer, said: “Today marks an important moment in Revlon’s history and evolution. Less than a year after beginning the financial restructuring process, I’m proud to say that we are emerging today as a stronger company that is well positioned for long-term growth. With a simplified capital structure, significantly reduced debt, and a new, highly experienced and committed Board of Directors, we look forward to unlocking the full potential of our globally recognized brands and continuing to offer our customers the iconic products they have loved for decades.”

As previously announced, in connection with its emergence from bankruptcy, Revlon has formed a new Board of Directors for the reorganized company comprised of senior executives with deep knowledge of the global consumer, retail, and beauty industries, including Executive Chair Elizabeth (Liz) A. Smith, former Executive Chairman and Chief Executive Officer of Bloomin’ Brands, Inc. and former Chair of the Federal Reserve of Atlanta; Martin Brok, former Global President and Chief Executive Officer of Sephora; Timothy McLevish, former Chief Financial Officer at Walgreens Boots Alliance, Inc.; Hans Melotte, former President of Starbucks’ Global Channel Development; and Paul Pressler, Chairman of the Board of Directors of eBay, Inc.

Liz Smith said: “I am confident that today’s milestone is only the beginning of Revlon’s bright future. While honoring the Company’s legacy, I look forward to working alongside the management team and my director colleagues to usher in a new era, execute against the significant opportunities ahead, and deliver enduring value to all Revlon’s stakeholders.”

Noah Charney, Managing Director at King Street Capital Management, L.P., said: “On behalf of Revlon’s new shareholder group, we are proud to serve as stewards of this storied American business and support the Company as it embarks on its path to sustainable, profitable growth.”

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).

PJT Partners acted as financial advisor to Revlon and Alvarez & Marsal acted as restructuring advisor. Paul, Weiss, Rifkind, Wharton & Garrison LLP acted as legal advisor to the Company.

Centerview Partners LLC acted as financial advisor and Davis Polk & Wardwell LLP acted as legal advisor to the Company’s lenders.

Financial Results

The Company also reported estimated preliminary financial results for the first quarter of fiscal 2023 on Form 8-K filed with the Securities and Exchange Commission (“SEC”) on April 25, 2023.

Highlights of the Company’s preliminary first quarter 2023 results include:

• Net sales for the quarter were $490 million versus $483 million forecasted in the Company’s business plan set forth in the Company’s Form 8-K filed with the SEC on December 19, 2022 (the “Business Plan”).
• Operating income was $51 million versus $19 million forecasted in the Business Plan.
• Recurring EBITDA was $77 million, representing a 15.8% margin, versus $50 million, or a 10.4% margin, forecasted in the Business Plan.

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 and Christina Aguilera.

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 press release 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. 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.

Financial Disclosure Disclaimer

The Company’s preliminary estimates of certain financial results for the three months ended March 31, 2023 contained in this press release are based on currently available information. The Company has not yet finalized its results for this quarterly period, and its consolidated financial statements as of and for the three months ended March 31, 2023 are not currently available. The Company’s actual results remain subject to the completion of the quarter-end closing process. While carrying out such procedures, the Company may identify items that require it to make adjustments to the preliminary estimates of its results set forth in this press release. As a result, the Company’s actual results could be different from those set forth in the press release and the differences could be material. Additionally, the Company’s estimates are forward-looking statements based solely on information currently available to it and may differ from actual results and such differences may be material. Therefore, undo reliance should not be placed on these preliminary estimates of the Company’s results. The preliminary estimates of the Company’s results included in this press release have been prepared by, and are the responsibility of, the Company’s management. The Company’s independent auditors have not audited, reviewed or compiled such preliminary estimates of the Company’s results. Accordingly, KPMG LLP expresses no opinion or any other form of assurance with respect thereto. The preliminary estimates of certain financial results presented in this press release should not be considered a substitute for the final results.

Non-GAAP Financial Information

This press release includes Recurring EBITDA which is a non-GAAP financial measure that the Company uses to supplement its results presented in accordance with U.S. GAAP. Recurring EBITDA is GAAP operating income for the Company, adjusted for (1) non-operating items which primarily include restructuring and related charges; acquisition, integration, and divestiture costs; gain (loss) on divested assets; and impairment charges and (2) depreciation and amortization expense and non-cash stock-based compensation expense. The Company uses Recurring EBITDA as a performance measure. Recurring EBITDA should not be considered in isolation or as a substitute for its most directly comparable as reported measure prepared in accordance with GAAP and should be read in conjunction with the Company’s financial statements and related footnotes. Other companies may define such non-GAAP financial measures such as Recurring EBITDA differently.

The table below reconciles Recurring EBITDA to operating income.

		At ’23 Budget FX Rates
		Q1 ’23
		Prelim. Act ($ in millions)				Business Plan ($ in millions)
GROSS SALES		$	608			$	603
Returns, Discounts, Allowances			(119	)			(120	)
Net Sales		$	490			$	483
% Gross to Net			19.5	%			19.9	%
Cost of Goods Sold			(191	)			(180	)
Gross Profit		$	299			$	302
% Gross Profit Margin			61.0	%			62.6	%
Distribution			(28	)			(30	)
Gross Contribution		$	270			$	272
SG&A			(220	)			(254	)
Operating Income		$	51			$	19
D&A Addback			24				27
Stock Based Compensation			2				5
Recurring EBITDA		$	77			$	50
% Recurring EBITDA Margin			15.8	%			10.4	%

 

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

Dan Zacchei

dzacchei@longacresquare.com