Revlon Announces Pricing of $500 Million 5.75% Senior Notes due 2021

  Revlon Announces Pricing of $500 Million 5.75% Senior Notes due 2021

Business Wire

NEW YORK -- February 5, 2013

Revlon, Inc. (NYSE: REV) announced today that its wholly-owned operating
subsidiary, Revlon Consumer Products Corporation ("RCPC"), priced its
previously-announced notes offering, setting the interest rate on $500 million
aggregate principal amount of senior unsecured notes due 2021 (the "Notes") at
5.75%. The Notes will be guaranteed by RCPC's domestic subsidiaries, which
also currently guarantee RCPC's term loan and asset-based revolving credit
facility. The transaction is expected to close on February 8, 2013, subject to
a number of customary closing conditions.

RCPC intends to use the net proceeds from the offering to: (i)pay the tender
offer consideration, including applicable consent payments, in connection with
RCPC’s previously-announced cash tender offer to purchase any and all of the
$330 million outstanding aggregate principal amount of its 9.75% Senior
Secured Notes due November 2015 (the "9.75% Senior Secured Notes"); (ii) pay
the applicable premium and accrued interest, along with related fees and
expenses, on the 9.75% Senior Secured Notes that are subsequently redeemed by
RCPC following the tender offer; (iii) pay applicable fees and expenses
incurred in connection with the offering, the tender offer and any redemption;
and (iv) use the remaining balance available for general corporate purposes,
including debt reduction transactions such as repaying a portion of its 2011
Term Loan Facility due November 2017 and repaying the contributed loan portion
of its Amended and Restated Senior Subordinated Term Loan at maturity in
October 2013.

The Notes and the related guarantees are being offered only to qualified
institutional buyers in reliance on Rule 144A under the Securities Act of
1933, as amended (the "Securities Act"), and outside the United States in
compliance with Regulation S under the Securities Act. The Notes and the
related guarantees will not be registered under the Securities Act, and may
not be offered or sold in the United States absent registration or an
applicable exemption from registration requirements.

This press release shall not constitute an offer to sell, or the solicitation
of an offer to buy, any securities, nor shall there be any sale of securities
mentioned in this press release in any state in which such offer, solicitation
or sale would be unlawful prior to registration or qualification under the
securities laws of any such state.

                          Forward-Looking Statements

Statements made in this press release, which are not historical facts,
including statements about the plans of Revlon, Inc. and RCPC (together, the
"Company") and their strategies, focus, beliefs and expectations, are
forward-looking and subject to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. Forward-looking statements speak
only as of the date they are made and, except for the Company's ongoing
obligations under the U.S. federal securities laws, the Company undertakes no
obligation to publicly update any forward-looking statement, whether to
reflect actual results of operations; changes in financial condition; changes
in general U.S. or international economic, industry or cosmetics category
conditions; changes in estimates, expectations or assumptions; or other
circumstances, conditions, developments or events arising after the issuance
of this press release. Such forward-looking statements include, without
limitation, the Company's beliefs, expectations, focus and/or plans regarding
future events, including RCPC's plans to (i) complete the offering of the
Notes and related guarantees to repay all of the $330 million outstanding
aggregate principal amount of its 9.75% Senior Secured Notes; (ii) pay the
total tender offer consideration in connection with its previously-announced
tender offer; (iii) pay the applicable premium and accrued interest, along
with related fees and expenses, on the 9.75% Senior Secured Notes that are
subsequently redeemed by RCPC following the tender offer; and (iv) use the
remaining balance available for general corporate purposes, including debt
reduction transactions such as repaying a portion of its 2011 Term Loan
Facility due November 2017 and repaying the contributed loan portion of its
Amended and Restated Senior Subordinated Term Loan at maturity in October
2013. Actual results may differ materially from such forward-looking
statements for a number of reasons, including those set forth in the Company's
filings with the SEC, including the Company's Annual Reports on Form 10-K,
Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the
SEC during 2012 and 2013 (which may be viewed on the SEC's website at
http://www.sec.gov or on Revlon, Inc.'s website at http://www.revloninc.com),
as well as reasons including difficulties, delays, unexpected costs or the
inability of RCPC to consummate the proposed offering of the Notes and the
related guarantees or to repay all of the $330 million outstanding aggregate
principal amount of its 9.75% Senior Secured Notes or to consummate other debt
reduction transactions. Factors other than those referred to above could also
cause the Company's results to differ materially from expected results.
Additionally, the business and financial materials and any other statement or
disclosure on, or made available through, the Company’s websites or other
websites referenced herein shall not be incorporated by reference into this
release.

About Revlon

Revlon is a global color cosmetics, hair color, beauty tools, fragrances,
skincare, anti-perspirant deodorants and beauty care products company whose
vision is Glamour, Excitement and Innovation through high-quality products at
affordable prices. Revlon® is one of the strongest consumer brand franchises
in the world. Revlon’s global brand portfolio includes Revlon® color
cosmetics, Almay® color cosmetics, SinfulColors® color cosmetics, Pure Ice™
color cosmetics, Revlon ColorSilk® hair color, Revlon® beauty tools, Charlie®
fragrances, Mitchum® anti-perspirant deodorants, and Ultima II® and Gatineau®
skincare. Websites featuring current product and promotional information can
be reached at www.revlon.com, www.almay.com and www.mitchum.com. Corporate and
investor relations information can be accessed at www.revloninc.com.

Contact:

Revlon
Investor Relations & Media:
Elise Garofalo, 212-527-5264
Senior Vice President, Treasurer and Investor Relations
 
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