Revlon, Inc. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2009-11-23: Form 8-K; Period of report 2009-11-23; Description 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 8.01 Other Events; Details 1.01.
- 2009-11-16: Form 8-K; Period of report 2009-11-13; Description 8.01 Other Events; Details 8.01.
- 2009-11-09: Form 8-K; Period of report 2009-11-09; Description 8.01 Other Events; Details 8.01.
- 2009-11-09: Form 8-K; Period of report 2009-11-06; Description 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events; Details 1.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2009-11-23 | 8-K | 2009-11-23 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 2.03 The information contained in Item 1.01 above under the heading “Issuance of 93/4% Senior Secured Notes due 2015” is hereby incorporated in this Item 2.03 by reference. 8.01 On November 23, 2009, RCPC, Revlon, Inc.’s wholly-owned operating subsidiary, successfully completed its previously-announced offering of $330 million aggregate principal amount of its 93/4% Senior Secured Notes as further described in Item 1.01 above. | y02636e8vk.htm |
| 2009-11-16 | 8-K | 2009-11-13 | 8.01 Other Events | 8.01 On November 13, 2009, Revlon Consumer Products Corporation, Revlon, Inc.’s wholly-owned operating subsidiary, priced its previously-reported offering of $330 million aggregate principal amount of senior secured notes due 2015, setting the interest rate on such notes at 93/4% (the “93/4% Senior Secured Notes”). | y02583e8vk.htm |
| 2009-11-09 | 8-K | 2009-11-09 | 8.01 Other Events | 8.01 On November 9, 2009, Revlon, Inc. issued a press release announcing that Revlon Consumer Products Corporation, its wholly-owned operating subsidiary, intends to offer $330 million aggregate principal amount of senior secured notes due 2015 in a private placement. | y02550be8vk.htm |
| 2009-11-09 | 8-K | 2009-11-06 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 8.01 In the Press Release, Revlon also announced that RCPC commenced an offer to purchase for cash any and all of RCPC’s 9-1/2% Senior Notes due 2011. | y02551e8vk.htm |
| 2009-11-02 | 8-K | 2009-11-02 | 8.01 Other Events | 8.01 Revlon, Inc.'s wholly-owned operating subsidiary, Revlon Consumer Products Corporation ("RCPC"), is seeking amendments to its bank term loan credit agreement and bank revolver credit agreement (the "Bank Credit Agreements") that would permit RCPC to conduct certain refinancing transactions on a variety of terms and conditions, including terms that would permit RCPC to seek to refinance its 9.5% Senior Notes due April 2011 on a secured basis. | a6088580.htm |
| 2009-10-30 | 8-K | 2009-10-28 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Election of Richard J. Santagati as a Director of Revlon, Inc. On October 30, 2009, Revlon, Inc. announced that its Board of Directors has elected Richard J. Santagati as a Director of Revlon, Inc. effective October 28, 2009. | a6086116.htm |
| 2009-10-29 | 8-K | 2009-10-29 | 2.02 Results of Operations and Financial Condition | 2.02 On October 29, 2009 Revlon, Inc. ("Revlon") issued a press release (the "Press Release") announcing its earnings for the fiscal quarter ended September 30, 2009. | a6085032.htm |
| 2009-10-08 | 8-K | 2009-10-08 | 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities; 3.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events | 2.03 On October 8, 2009, Revlon, Inc. (“Revlon” or the “Company”) consummated its exchange offer (the “Exchange Offer”) in which it offered to exchange each issued and outstanding share of Revlon Class A common stock, par value $0.01 per share (the “Class A Common Stock”), for one (1) share of a newly-issued series of Revlon Preferred Stock, par value $0.01 per share (the “Series A Preferred Stock”), upon the terms and subject to the conditions set forth in the Offer to Exchange dated August 10, 2009, as amended by the Amended and Restated Offer to Exchange dated August 27, 2009, the Second Amended and Restated Offer to Exchange dated September 3, 2009 and the Third Amended and Restated Offer to Exchange dated September 24, 2009 (the “Third Amended and Restated Offer to Exchange”). 3.03 The shares of Series A Preferred Stock issued by Revlon on October 8, 2009 pursuant to the Exchange Offer rank senior to Revlon’s Class A Common Stock and Class B Common Stock, par value $0.01 per share, with respect to dividends, distributions and any distributions upon any liquidation, winding up or dissolution of Revlon. 5.03 On October 8, 2009, Revlon amended its certificate of incorporation to (1) clarify that the provision requiring that holders of its Class A Common Stock and holders of its Class B Common Stock receive the same consideration in certain business combinations shall only apply in connection with transactions involving third parties and (2) increase the number of Revlon’s authorized shares of preferred stock from 20 million to 50 million and, accordingly, to increase the number of Revlon’s authorized shares of capital stock from 1,120,000,000 to 1,150,000,000. 8.01 In connection with the consummation of the Exchange Offer, pursuant to the Contribution and Stockholder Agreement between Revlon and MacAndrews & Forbes, on October 8, 2009, Revlon and MacAndrews & Forbes entered into a Contribution, Assignment and Assumption Agreement, pursuant to which MacAndrews & Forbes made the Loan Contribution. | y02358e8vk.htm |
| 2009-09-25 | 8-K | 2009-09-24 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | y02292ae8vk.htm |
| 2009-08-10 | 8-K | 2009-08-07 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities; 3.03 Material Modification to Rights of Security Holders | 1.01 Entry into a Material Definitive Agreement. 2.03 The Series A Preferred Stock to be issued by Revlon in the Exchange Offer, with a liquidation preference of $3.71 per share, up to an aggregate liquidation preference amount of approximately $75 million, will generally be reflected as a liability on Revlon’s balance sheet for accounting purposes under U.S. generally accepted accounting principles. 3.02 The shares of Revlon’s Series A Preferred Stock to be issued in the Exchange Offer and the shares of Revlon’s Class A Common Stock to be issued to MacAndrews & Forbes pursuant to the Contribution and Stockholder Agreement, in each case as referred to in Item 1.01 above, will be issued in transactions that are not registered under the Securities Act of 1933, as amended (the “Securities Act”). 3.03 The Revlon Series A Preferred Stock to be issued in the Exchange Offer, as well as any shares of Series B Preferred Stock that may be authorized and issued in the future, will rank senior to Revlon’s Class A Common Stock and Class B Common Stock, par value $0.01 per share with respect to dividends, distributions and distributions upon any liquidation, winding up or dissolution of Revlon. | y02056e8vk.htm |
| 2009-07-30 | 8-K | 2009-07-30 | 2.02 Results of Operations and Financial Condition | 2.02 On July 30, 2009 Revlon, Inc. ("Revlon") issued a press release (the "Press Release") announcing its earnings for the fiscal quarter ended June 30, 2009. | a6018082.htm |
| 2009-06-19 | 8-K | 2009-06-16 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 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. | a5990578.htm |
| 2009-05-28 | 8-K | 2009-05-28 | 8.01 Other Events | 8.01 On May 28, 2009, and effective December 31, 2009, Revlon Consumer Products Corporation ("RCPC"), the wholly owned operating subsidiary of Revlon, Inc. ("Revlon" and together with RCPC, the "Company"), amended RCPC's U.S. qualified defined benefit pension plan (The Revlon Employees' Retirement Plan), covering a substantial portion of the Company's employees in the U.S., to cease future benefit accruals under such plan after December 31, 2009. | a5974574.htm |
| 2009-05-28 | 8-K | 2009-05-28 | 2.05 Costs Associated with Exit or Disposal Activities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 2.05 On May 28, 2009, Revlon, Inc. ("Revlon" and together with Revlon Consumer Products Corporation ("RCPC"), its wholly owned operating subsidiary, the "Company") announced a worldwide organizational restructuring. 5.02 As part of the worldwide organizational restructuring described in Item 2.05 above, effective June 4, 2009, Gina Mastantuono, currently the Company's Senior Vice President, International Finance, will assume the position of Senior Vice President, Corporate Controller and Chief Accounting Officer, replacing Ed Mammone, who has resigned such position effective as of such date and who will leave the Company on August 15, 2009. | a5974569.htm |
| 2009-04-30 | 8-K | 2009-04-30 | 2.02 Results of Operations and Financial Condition | 2.02 On April 30, 2009 Revlon, Inc. ("Revlon") issued a press release (the "Press Release") announcing Revlon's earnings for the fiscal quarter ended March 31, 2009. | a5952059.htm |
| 2009-04-29 | 8-K | 2009-04-28 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 5.02 Mr. Kennedy's biographical information is included in Revlon's annual proxy statement on Schedule 14A filed with the SEC on April 21, 2009 (the "2009 Proxy Statement"). 5.03 On April 28, 2009, Revlon's Board of Directors approved the amendment and restatement of Revlon's By-laws, effective as of the Effective Date, to provide for the roles of Vice Chairman and Chief Operating Officer. | a5951386.htm |
| 2009-04-20 | 8-K | 2009-04-20 | 8.01 Other Events | 8.01 On April 20, 2009 Revlon, Inc. issued the press release (the "Press Release") attached to this Form 8-K as Exhibit 99.1, which Press Release is incorporated by reference into this Item 8.01. | a5943281.htm |
| 2009-03-30 | 8-K | 2009-03-30 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Election of Ann D. Jordan as a Director of Revlon, Inc. On March 30, 2009, Revlon, Inc. (“Revlon” and, together with its subsidiaries, the “Company”) announced that Revlon’s Board of Directors had increased the size of the Board from 11 directors to 12 directors and elected Ann D. Jordan as a Director of Revlon, effective immediately. | y01404e8vk.htm |
| 2009-03-24 | 8-K | 2009-03-24 | 7.01 Regulation FD Disclosure | 7.01 Beginning on March 24, 2009, Revlon, Inc.’s (the “Company”) senior management will review the attached presentation (the “Investor Presentation”) at one or more investor presentations. | y01355e8vk.htm |
| 2009-03-03 | 8-K | 2009-03-03 | 7.01 Regulation FD Disclosure | 7.01 Beginning at approximately 12:30 p.m. | y01246e8vk.htm |
| 2009-02-27 | 8-K | 2009-02-24 | 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.01 Entry into a Material Definitive Agreement. 5.02 Election of Alan T. Ennis as a Director and President, Revlon International. | a5904466.htm |
| 2009-02-12 | 8-K | 2009-02-12 | 2.02 Results of Operations and Financial Condition | 2.02 On February 12, 2009 Revlon, Inc. ("Revlon"), issued a press release (the "Press Release") announcing Revlon's earnings for the fiscal year and fiscal quarter ended December 31, 2008. | a5894508.htm |