Message #15 From:
NewsBot Date: January 22, 2007 06:26:00 AM
REV News Revlon Announces Expiration of $100 Million Rights Offering
NEW YORK--(BUSINESS WIRE)--Revlon, Inc. (NYSE:REV) ("Revlon") today announced the expiration of the
subscription period for its previously-announced $100 million rights
offering and related private placement which it launched on December 18,
2006 and which is expected to be consummated later this week. The
subscription period for the rights offering expired at 5:00 p.m., New
York City time, on January 19, 2007.
Revlon is pleased to announce that the rights offering was significantly
over-subscribed, with subscribers in the rights offering, other than
MacAndrews & Forbes Holdings Inc. and its affiliates ("MacAndrews &
Forbes"), seeking to subscribe for approximately 72,130,938 shares of
Revlon's Class A common stock, at a price of $1.05 per share, pursuant
to their basic and over-subscription privileges, which is 34,283,466
shares in excess of the 37,847,472 shares offered to the public in the
rights offering.
Commenting on the announcement, Revlon President & CEO David Kennedy
stated, “I am delighted with the broad
participation in the rights offering and by this demonstration of
confidence by not only MacAndrews & Forbes, but also by our other
shareholders. This rights offering will allow us to strengthen our
balance sheet by reducing debt.”
MacAndrews & Forbes, Revlon's majority stockholder, which is
wholly-owned by Ronald O. Perelman, will, as previously announced,
purchase in a private placement directly from Revlon a total of
57,390,623 shares of Revlon's Class A common stock, pursuant to a
previously-disclosed Stock Purchase Agreement between Revlon and
MacAndrews & Forbes. Such shares will be purchased by MacAndrews &
Forbes at the same price of $1.05 per share and represent the number of
shares that MacAndrews & Forbes would otherwise have been entitled to
subscribe for in the rights offering pursuant to its basic subscription
privilege (which is approximately 60% of the total shares offered in the
rights offering and private placement combined).
The shares to be sold to MacAndrews & Forbes will be sold in reliance on
Rule 506 under the Securities Act of 1933, as amended. The issuance of
shares to MacAndrews & Forbes will not be registered under the
Securities Act, and, accordingly, such shares may not be offered or sold
in the U.S. absent registration or an applicable exemption from
registration requirements.
As a result of these transactions, Revlon will issue a total of
95,238,095 new shares of its Class A common stock, increasing the number
of outstanding shares of Revlon Class A common stock to 476,688,940
shares and increasing the total number of shares of common stock
outstanding, including Revlon's existing 31,250,000 shares of Class B
common stock, to 507,938,940 shares. Following the completion of these
transactions, MacAndrews & Forbes will beneficially own approximately
58% of Revlon's Class A common stock and approximately 60% of Revlon's
total common stock outstanding, which shares represent approximately 74%
of the combined voting power of such shares.
In the rights offering, rights holders who exercised their basic
subscription privilege in full were entitled to subscribe for additional
shares of Revlon Class A common stock pursuant to an over-subscription
privilege. Revlon has indicated that, while it knows the total number of
shares of Revlon Class A common stock subscribed for in the rights
offering pursuant to the basic and over-subscription privileges, it is
in the process of calculating the over-subscriptions. As soon as
practicable after all over-subscriptions have been calculated and pro
rata allocations and adjustments have been completed, which Revlon
expects to be on or about February 1, 2007, Revlon will deliver to
shareholders who purchased shares in the rights offering the shares of
its Class A common stock purchased.
Revlon also announced that Revlon Consumer Products Corporation ("RCPC"
and, together with Revlon, the "Company"), Revlon's wholly-owned
operating subsidiary, will use approximately $50 million of the proceeds
of the rights offering and related private placement to redeem
approximately $50 million aggregate principal amount of its 8 5/8%
Senior Subordinated Notes due 2008 (the "Notes"), at a redemption price
of 100% of the principal amount of such Notes, plus accrued and unpaid
interest up to, but not including, the redemption date. On or about
January 23, 2007, a copy of the irrevocable notice of redemption will be
mailed to record holders of the Notes being redeemed by U.S. Bank Trust
National Association, 60 Livingston Avenue, St. Paul, Minnesota 55107,
the trustee under the indenture governing the Notes. The Notes will be
redeemed on or about February 22, 2007.
In addition, Revlon also announced that upon receipt of the proceeds
from the rights offering and related private placement, RCPC will use
the remainder of such proceeds to repay approximately $50 million of
indebtedness outstanding under RCPC’s $160
million revolving credit facility, without any permanent reduction in
that commitment, after paying fees and expenses incurred in connection
with the rights offering and related private placement.
About Revlon
Revlon is a worldwide cosmetics, skin care, fragrance, and personal care
products company. Revlon's vision is to deliver the promise of beauty
through creating and developing the most consumer preferred brands.
Websites featuring current product and promotional information can be
reached at www.revlon.com, www.almay.com
and www.mitchumman.com.
Corporate and investor relations information can be accessed at www.revloninc.com.
The Company’s brands, which are sold
worldwide, include Revlon®, Almay®,
Ultima®, Charlie®,
Flex®, and Mitchum®.
