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Fitch Downgrades Avon's IDRs to 'BB+/B'; Outlook Stable

  Fitch Downgrades Avon's IDRs to 'BB+/B'; Outlook Stable

Business Wire

NEW YORK -- February 26, 2013

Fitch Ratings has downgraded Avon Products, Inc.'s (Avon) and its subsidiary's
rating as follows:

Avon Products, Inc:

--Long-term Issuer Default Rating (IDR) to 'BB+' from 'BBB-';

--Short-term IDR to 'B' from 'F3';

--Commercial Paper program to 'B' from F3';

--Bank credit facility to 'BB+' from 'BBB-';

--Bank Term Loan to 'BB+' from 'BBB-';

--Senior unsecured notes to 'BB+' from 'BBB-'.

Avon Capital Corporation:

--Short-term IDR to 'B' from 'F3';

--Commercial Paper program to 'B' from 'F3'

The Rating Outlook for Avon and Avon Capital Corporation has been revised to
Stable from Negative.

KEY RATING DRIVERS:

The downgrade of Avon's ratings is due to a confluence of factors which are
not representative of an investment-grade profile. These factors include the
combination of a continued decline in U.S. revenues, lack of sustainable
operating income growth in key international markets, and weakened credit
protection measures. The likely need to use a substantial portion of offshore
cash balances to repurchase debt and substantial levels of restructuring which
could continue in the near term also triggered the downgrade.

Fitch recognizes that while there were some early signs of stabilization in
Avon's Latin American and European segments which generate almost 90% of
operating earnings before corporate overhead, it is too early to ascertain its
sustainability. The emerging markets have proven to be a strong base of
operations for the direct-selling distribution model; however, the level of
competition has increased with marketers such as L'Oreal accelerating their
investments in the region. Both Natura Cosmeticos S.A. and Avon have commented
about the high level of competition in Brazil in the past several years. Given
the increased presence of large multinational beauty care companies and
further maturation of the emerging markets, Fitch believes that Avon is likely
to find it more difficult to return to sustainable growth and that longer-term
operating margin expansion may be limited.

Additional factors such as lost market share and the need for additional
investments to improve Avon's operations are also part of the consideration in
the downgrade. Avon has lost market share in growth markets such as Brazil and
China. Further, the U.S., a major market representing 18% of 2012's revenues,
is continuing to decline at a rapid pace in both representative count and
volume. Avon may need to keep representative incentives high in the U.S. and
Brazil and spend additional capital to stabilize the U.S. and Asia Pacific
segments. The performance of these segments has been a drag on the company's
performance for a number of years. Fitch does not see a meaningful turnaround
in the near term.

The Stable Outlook is due to Avon's adequate liquidity and its plan to address
its capital structure, which should allow management more time to execute its
strategic goals. Fitch is encouraged by a number of the company's recent
announcements or results. First, Avon cut its dividend by almost 75%, a deeper
level than Fitch expected. While 2012's free cash flow (FCF) remained negative
at $2 million, reducing the dividend outlay by $300 million should result in
positive FCF in 2013 even if the company's financial performance were to
remain flat. Nonetheless, FCF is benefitting from the dividend cut and working
capital improvements, while cash flow from operations continued a four-year
decline from $782 million to $556 million at the end of 2012. Second, the
company was able to reduce debt by more than $110 million year over year given
$337 million of FCF in the fourth quarter.

Financial Performance:

Consolidated revenues were essentially flat at $10.7 billion excluding a 5%
drag from negative foreign exchange. Sales in Latin America increased 5% on a
constant currency basis while sales in North America, Asia Pacific, and EMEA
(Europe, Middle East, and Africa) declined 8%, 5%, and 1%, respectively.
Consolidated adjusted EBIT margins (excluding impairments and restructuring
charges) increased almost sequentially during the year from 3.8% to 9.2%.
After years of leverage creep to a peak of approximately 3.5x in mid-2012,
Avon's leverage tracked down modestly to 3.2x.

Liquidity and Financial Flexibility:

Avon announced that it has notified the holders of its $535 million privately
placed notes that it will redeem those notes and make a required make-whole
premium of approximately $65 million by the end of March 2013. The company
cited that it is able to fund the redemption from cash on hand overseas. The
company is also renegotiating its $1 billion revolving credit which is
scheduled to mature in November 2013. Fitch expects that the company will be
able to secure a new credit agreement. The public debt markets are also quite
liquid and Avon should be able to refinance its near-term debt maturities. The
company has $250 million 4.8% notes due March 1, 2013, $125 million 4.625%
notes due May 13, 2013 and a 5.75%, $500 million notes due March 1, 2014.
There is also a $137 million amortization on the term loan due this year.

RATINGS SENSITIVITIES:

Positive: Future developments that may, individually or collectively, lead to
a positive rating action include:

Although a positive rating action is not likely in the next 18 months,
leverage in the low- to mid-2x range due to a restoration of consistent growth
in Avon's major markets, a meaningful increase in operating earnings and cash
flow, or greater than expected debt reduction, could lead to consideration of
an upgrade. Generating FCF in excess of $200 million annually would also be
viewed positively.

Negative: Future developments that may, individually or collectively, lead to
a negative rating action:

Leverage maintained over 3x and diminishing FCF due to further deterioration
of its base business, indicated by declining sales and margins in key
geographical segments, or increased debt levels could result in a downgrade.
Declining volumes and sales representative count in the key market of Latin
America and Europe would also be viewed negatively.

Additional information is available at 'www.fitchratings.com'. The ratings
above were unsolicited and have been provided by Fitch as a service to
investors.

Applicable Criteria and Related Research:

--'Corporate Rating Methodology' (Aug. 8, 2012).

Applicable Criteria and Related Research

Corporate Rating Methodology

http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=684460

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PLEASE READ THESE LIMITATIONS AND DISCLAIMERS BY FOLLOWING THIS LINK:
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DEFINITIONS AND THE TERMS OF USE OF SUCH RATINGS ARE AVAILABLE ON THE AGENCY'S
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Contact:

Fitch Ratings
Primary Analyst
Grace Barnett
Director
+1-212-908-0718
Fitch Ratings, Inc.
One State Street Plaza
New York, NY 10004
or
Secondary Analyst
Judi M. Rossetti, CFA, CPA
Senior Director
+1-312-368-2077
or
Committee Chairperson
Mark Oline
Managing Director
+1-312-368-2091
or
Media Relations
Brian Bertsch
+1-212-908-0549
brian.bertsch@fitchratings.com
 
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