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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Revlon Inc (PK) | USOTC:REVRQ | OTCMarkets | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.07 | 0.00 | 01:00:00 |
Commission File Number
|
Registrant; State of Incorporation;
Address and Telephone Number
|
IRS Employer Identification No.
|
||
1-11178 |
Revlon, Inc. |
13-3662955 |
||
|
Delaware
One New York Plaza
New York, New York, 10004
212-527-4000
|
|
||
33-59650 |
Revlon Consumer Products Corporation |
13-3662953 |
||
|
Delaware
One New York Plaza
New York, New York, 10004
212-527-4000
|
|
☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Title of each class
|
Trading
Symbol(s)
|
Name of each exchange on
which registered
|
|||
Revlon, Inc.
|
Class A Common Stock
|
REVRQ
|
*
|
||
Revlon Consumer Products Corporation
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None
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N/A
|
N/A |
Emerging Growth Company
|
|
Revlon, Inc.
|
☐
|
Revlon Consumer Products Corporation
|
☐
|
Item 1.03. |
Bankruptcy or Receivership.
|
● |
FILO ABL Claims. Each holder of a claim under the ABL Facility Credit Agreement to be repaid in full in cash;
|
● |
OpCo Term Loan Claims. Each holder of OpCo Term Loan Claims (2016 Term Loan Claims and 2020 Term B-3 Loan Claims against the “Opco” Debtors) to receive (a) its pro rata share of cash in the amount of $56 million or (b) if such
holder makes or is deemed to make the Class 4 Equity Election, such holder’s pro rata share of 18% of (i) the New Common Stock issued on the Effective Date, prior to and subject to dilution by any New Common Stock issued in connection with
the Equity Rights Offering, including, for the avoidance of doubt, any New Common Stock issued pursuant to the Backstop Commitment Agreement, in connection with any MIP Awards, and/or upon the exercise of the New Warrants, and (ii)
the Equity Subscription Rights; provided that holders of no more than $334 million of OpCo Term Loan Claims are permitted to elect to receive cash;
|
● |
2020 Term B-1 Loan Claims. Each holder of 2020 Term B-1 Loan Claims to receive, either (a) a principal amount of first lien take-back loans equal to such holder’s Allowed 2020 Term B-1 Loan Claim with $20 million of the adequate
protection payments payable on March 8, 2023 deferred to the earlier of the termination of the Restructuring Support Agreement and the Effective Date, and then waived under the Plan upon the Effective Date or (b) an amount of cash equal to
the principal amount of first lien take-back term loans that otherwise would have been distributable to such holder under clause (a);
|
● |
2020 Term B-2 Loan Claims. Each holder of 2020 Term B-2 Loan Claims to receive its pro rata share of 82% of (a) the New Common Stock issued on the Effective Date, prior to and subject to dilution by any New Common Stock
issued in connection with the Equity Rights Offering, including, for the avoidance of doubt, any New Common Stock issued pursuant to the Backstop Commitment Agreement, in connection with any MIP Awards, and/or upon the exercise of the New
Warrants, and (b) the Equity Subscription Rights;
|
● |
BrandCo Third Lien Guaranty Claims. Holders of third lien guaranty claims against the “BrandCo” Debtors to receive no recovery or distribution on account of such claims against the “BrandCo” Debtors;
|
● |
Unsecured Notes Claims. Each holder of unsecured notes claims against the Debtors to receive such holder’s pro rata share of New Warrants, which will have a 5-year term and be exercisable to purchase an aggregate number of shares
of the New Common Stock equal to 11.75% of the New Common Stock (after giving effect to the full exercise of the New Warrants and the issuance of New Common Stock in connection with the Equity Rights Offering (including, for the avoidance
of doubt, any New Common Stock issued pursuant to the Backstop Commitment Agreement)), subject to dilution by any New Common Stock issued in connection with Reorganized Holdings’ management incentive plan), which will be issued by
Reorganized Holdings on the Effective Date with a strike price set at an enterprise value of $4 billion;
|
● |
General Unsecured Claims. Each holder of a general unsecured claim (“General Unsecured Claims”) in a class that votes to accept the Plan to receive its pro rata share of the amount of $44 million and retained preference
action net proceeds allocated to such class;
|
● |
Qualified Pensions. Qualified pension plans to be reinstated; and
|
● |
Interests in Revlon. Interests in Revlon, including holders of Revlon’s Class A Common Stock prior to emergence, to receive no recovery or distribution on account of such interests, and upon emergence from Chapter 11, all such
pre-emergence interests in Revlon, including Revlon’s Class A Common Stock, will be canceled, released, extinguished, and discharged, and will be of no further force or effect.
|
● |
the allocation of the economic burden of repayment of the ABL DIP Facility and Term DIP Facility and/or payment of adequate protection obligations provided pursuant
to the Final DIP Order among the Debtors;
|
● |
any and all disputes that might be raised impacting the allocation of value among the Debtors and their respective assets, including any and all disputes related to
the Intercompany DIP Facility; and
|
● |
any and all other Settled Claims, including all claims arising in respect of the Debtors’ historical financing transactions, including the 2019 Financing Transaction
and the BrandCo Financing Transaction.
|
Item 7.01 |
Regulation FD Disclosure.
|
Item 8.01. |
Other Events.
|
Item 9.01. |
Financial Statements and Exhibits.
|
Exhibit
|
Description
|
|
Confirmation Order, dated April 3, 2023.
|
||
Third Amended Joint Plan of Reorganization Under Chapter 11 of the Bankruptcy Code, dated March 31, 2023.
|
||
Press Release, dated April 4, 2023.
|
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Liquidity Forecast.
|
||
104
|
Exhibit 104 Cover page from this Current Report on Form 8‑K, formatted in Inline XBRL (included as Exhibit 101).
|
REVLON, INC.
|
||
By:
|
/s/ Andrew Kidd
|
|
Name:
|
Andrew Kidd
|
|
Title:
|
Executive Vice President, General Counsel
|
|
REVLON CONSUMER PRODUCTS CORPORATION
|
||
By:
|
/s/ Andrew Kidd
|
|
Name:
|
Andrew Kidd
|
|
Title:
|
Executive Vice President, General Counsel
|
1 Year Revlon (PK) Chart |
1 Month Revlon (PK) Chart |
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