Revlon to Acquire The Colomer Group in All-Cash Transaction

  Revlon to Acquire The Colomer Group in All-Cash Transaction

Acquisition Supports Revlon’s Strategic Goal of Driving Profitable Growth and
   Expands Revlon’s Brand Portfolio, Channel Distribution, and Global Reach

 Transaction Expected to be Accretive to Cash Flow and Earnings in the First
                                     Year

Business Wire

NEW YORK -- August 5, 2013

Revlon, Inc. (NYSE: REV) today announced that its wholly owned operating
subsidiary, Revlon Consumer Products Corporation (“RCPC” and together with its
subsidiaries, the “Company”), has signed a definitive agreement to acquire all
of the stock of The Colomer Group (“TCG”), a privately-held beauty care
company focused on the professional salon channel. The acquisition is expected
to close in the fourth quarter of 2013, subject to certain customary
conditions and regulatory approvals, and the cash purchase price of $660
million is subject to certain adjustments through the closing date. Revlon
expects to finance the acquisition using funds underwritten by Citigroup
Global Markets Inc. pursuant to commitments entered into contemporaneously
with the purchase agreement.

TCG strategically complements Revlon, as it markets and sells professional
products to salons and other professional channels under brands such as Revlon
Professional hair care, which it currently licenses from the Company under a
long-term agreement; Creative Nail professional nail polish, including its
successful Shellac franchise; and American Crew men’s haircare. TCG also sells
certain brands directly into retail channels, including Natural Honey body
lotions and Llongueras hair care, and operates a multi-cultural hair-care
business under the Crème of Nature brand. Approximately 50% of TCG’s sales are
in Europe, Middle East and Africa, with 40% in the U.S., and the balance in
the rest of the world.

TCG is being acquired from Funds advised by CVC Capital Partners, which have
owned TCG for the last 13 years. Throughout that period, a successful
transformative program was implemented, with a focus on strengthening its core
brands and supporting continuous product innovation. TCG now constitutes a
global and additive platform for Revlon to expand its business.

Commenting on today’s announcement, Revlon President and Chief Executive
Officer, Alan T. Ennis said, “This acquisition, which we expect to be
accretive to cash flow and earnings in the first year, represents a
significant and logical strategic step forward for Revlon as it complements
our core business, expands our distribution into new channels, and provides
meaningful cost synergy opportunities. TCG’s presence in the professional
salon channel, which Revlon currently does not serve, will expand our product
offering and enable us to reach new consumers. We plan to capitalize on TCG’s
extensive geographic and channel distribution, and leverage our collective
innovation capability and leadership as we seek to drive growth across our
expanded portfolio of brands.”

Lorenzo Delpani, Chief Executive Officer of TCG commented, “I am delighted
that we are joining the Revlon family. My leadership team and the entire
Colomer organization are very proud of our accomplishments in building our
business, and we look forward to working with Revlon and continuing the
positive momentum of our company.”

Mr. Ennis concluded, “Revlon will work collaboratively with the TCG
organization to ensure a smooth transition and integration of the collective
business. Lorenzo and his leadership team will play a key role in the
integration and with respect to the continued success of TCG’s business. This
is a tremendous opportunity to both re-unite the Revlon brand name and for
Revlon to continue to drive profitable growth.”

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.

                          Forward-Looking Statements

Statements made in this press release, which are not historical facts,
including statements about the Company's plans, strategies, focus, beliefs and
expectations, are forward-looking. 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
following estimates, beliefs, expectations, focus and/or plans: (i) the
Company’s expectation to close the acquisition in the fourth quarter of 2013,
subject to certain customary conditions and regulatory approvals; (ii) the
Company’s expectations to finance the acquisition using funds underwritten by
Citigroup Global Markets Inc. pursuant to commitments entered into
contemporaneously with the purchase agreement; (iii) the Company’s belief that
the acquisition represents a significant and logical strategic step forward
for Revlon as it complements its core business, expands its distribution into
new channels, and provides real cost synergy opportunities (including, without
limitation, that the transaction is expected to be accretive to cash flow and
earnings in the first year); (iv) the Company’s belief that TCG’s presence in
the professional salon channel, which Revlon does not currently serve, will
expand its product offering and enable it to reach new consumers; (v) the
Company’s plans to capitalize on TCG’s extensive geographic and channel
distribution, and leverage their collective innovation capability and
leadership as the Company seeks to drive growth across its expanded portfolio
of brands; (vi) the Company’s expectations that TCG’s leadership team will
play a key role with the integration and with respect to the continued success
of TCG’s business; and (vii) the Company’s belief that the acquisition is a
tremendous opportunity to both re-unite the Revlon brand name and for Revlon
to continue to drive profitable growth. Actual results may differ materially
from such forward-looking statements for a number of reasons, including those
set forth in our filings with the SEC, including, without limitation, our 2012
Annual Report on Form 10-K that we filed with the SEC in February 2013 and our
Quarterly Reports on Form 10-Q and Current Reports on Form 8-K that we have
filed or will file with the SEC during 2013 (which may be viewed on the SEC's
website at http://www.sec.gov or on our website at http://www.revloninc.com),
as well as reasons including: (i) difficulties or delays in and/or the
Company’s inability to close the acquisition, such as due to unexpected delays
in securing necessary regulatory approvals; (ii) unexpected events that could
result in the unavailability of funds to finance the acquisition; (iii)
difficulties or delays in and/or the Company’s inability to expand its
distribution into new channels and/or realize the expected cost synergy
opportunities; (iv) difficulties or delays in and/or the Company’s inability
to expand its product offering and/or reach new consumers; (v) difficulties or
delays in and/or the Company’s inability to capitalize on TCG’s extensive
geographic and channel distribution, leverage their collective innovation
capability and leadership and/or drive growth across the Company’s expanded
portfolio of brands; (vi) difficulties or delays in and/or the Company’s
inability to integrate TCG’s business; and/or (vii) difficulties or delays in
and/or the Company’s inability to continue to drive profitable growth, such as
due to difficulties, delays, unanticipated costs or the Company’s inability to
launch innovative products, such as due to less than effective new product
development; less than expected acceptance of the Company’s new products by
consumers and/or retail customers; less than expected acceptance of the
Company’s brand communication for such products by consumers and/or retail
partners; less than expected levels of advertising and/or promotional
activities for the Company’s new product launches; less than expected levels
of execution with the Company’s retailers; less than anticipated sales of the
Company’s new products as a result of consumer response to worldwide economic
or other conditions; greater than expected volatility in the sales
environment; more than anticipated returns for such products; actions by the
Company’s customers impacting its sales, including in response to any
decreased consumer spending in response to weak economic conditions or
weakness in the cosmetics category in the mass retail and/or professional
salon channels; adverse changes in currency exchange rates and/or foreign
currency exchange controls; decreased sales of the Company's products as a
result of increased competitive activities by the Company’s competitors;
changes in consumer purchasing habits, including with respect to shopping
channels; retailer inventory management; greater than expected impact from
changes in retailer pricing or promotional strategies; greater than
anticipated retailer space reconfigurations or reductions in retailer display
space; less than anticipated results from the Company's existing or new
products or from its advertising, promotional and/or marketing plans; or if
the Company’s expenses, including, without limitation, for advertising,
promotions and/or marketing activities or for sales returns related to any
reduction of retail space, product discontinuances or otherwise, exceed the
anticipated level of expenses. Factors other than those listed 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.

Contact:

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