Cover Page
Cover Page | 3 Months Ended |
Mar. 31, 2022shares | |
Document Information [Line Items] | |
Document Type | 10-Q |
Document Quarterly Report | true |
Document Period End Date | Mar. 31, 2022 |
Document Transition Report | false |
Entity File Number | 1-11178 |
Entity Registrant Name | Revlon, Inc. |
Entity Incorporation, State or Country Code | DE |
Entity Address, Address Line One | One New York Plaza |
Entity Address, City or Town | New York |
Entity Address, State or Province | NY |
Entity Address, Postal Zip Code | 10004 |
City Area Code | 212- |
Local Phone Number | 527-4000 |
Entity Tax Identification Number | 13-3662955 |
Title of 12(b) Security | Class A Common Stock |
Trading Symbol | REV |
Security Exchange Name | NYSE |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Filer Category | Accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | false |
Entity Shell Company | false |
Entity Common Stock, Shares Outstanding | 54,254,019 |
Amendment Flag | false |
Document Fiscal Year Focus | 2022 |
Document Fiscal Period Focus | Q1 |
Current Fiscal Year End Date | --12-31 |
Entity Central Index Key | 0000887921 |
Revlon Consumer Products Corporation | |
Document Information [Line Items] | |
Entity File Number | 33-59650 |
Entity Registrant Name | Revlon Consumer Products Corporation |
Entity Incorporation, State or Country Code | DE |
Entity Address, Address Line One | One New York Plaza |
Entity Address, City or Town | New York |
Entity Address, State or Province | NY |
Entity Address, Postal Zip Code | 10004 |
City Area Code | 212- |
Local Phone Number | 527-4000 |
Entity Tax Identification Number | 13-3662953 |
Entity Current Reporting Status | No |
Entity Interactive Data Current | Yes |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | false |
Entity Shell Company | false |
Entity Common Stock, Shares Outstanding | 5,260 |
Amendment Flag | false |
Document Fiscal Year Focus | 2022 |
Document Fiscal Period Focus | Q1 |
Current Fiscal Year End Date | --12-31 |
Entity Central Index Key | 0000890547 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 70 | $ 102.4 |
Trade receivables (net of allowance for doubtful accounts of $8.8 and $9.0, respectively) | 337.8 | 383.8 |
Inventories, net | 450.6 | 417.4 |
Prepaid expenses and other assets | 133.9 | 136 |
Total current assets | 992.3 | 1,039.6 |
Property, plant and equipment (net of accumulated depreciation of $555.7 and $551.3, respectively) | 291.4 | 297.3 |
Deferred income taxes | 54 | 42.8 |
Goodwill | 562.5 | 562.8 |
Intangible assets (net of accumulated amortization and impairment of $333.8 and $326.4, respectively) | 382.4 | 392.2 |
Other assets | 92.2 | 97.8 |
Total assets | 2,374.8 | 2,432.5 |
Current liabilities: | ||
Short-term borrowings | 0.7 | 0.7 |
Current portion of long-term debt | 115.6 | 137.2 |
Accounts payable | 263.7 | 217.7 |
Accrued expenses and other current liabilities | 415.8 | 432 |
Total current liabilities | 795.8 | 787.6 |
Long-term debt | 3,307.1 | 3,305.5 |
Long-term pension and other post-retirement plan liabilities | 143.9 | 147.3 |
Other long-term liabilities | 206.6 | 206.2 |
Stockholders’ deficiency: | ||
Class A Common Stock, par value $0.01 per share: 900,000,000 shares authorized; 61,082,225 and 58,005,142 shares issued, respectively | 0.5 | 0.5 |
Additional paid-in capital | 1,098.1 | 1,096.3 |
Treasury stock, at cost: 2,412,079 and 1,992,957 shares of Class A Common Stock, respectively | (40.8) | (37.6) |
Accumulated deficit | (2,905.6) | (2,838.6) |
Accumulated other comprehensive loss | (230.8) | (234.7) |
Total stockholders’ deficiency | (2,078.6) | (2,014.1) |
Total liabilities and stockholder’s (deficiency) equity | $ 2,374.8 | $ 2,432.5 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Trade receivables, allowance for doubtful accounts | $ 8.8 | $ 9 |
Property, plant and equipment, accumulated depreciation | 555.7 | 551.3 |
Intangible assets, accumulated amortization and impairment | $ 333.8 | $ 326.4 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized (in shares) | 900,000,000 | 900,000,000 |
Common stock, issued (in shares) | 61,082,225 | 58,005,142 |
Treasury stock (in shares) | 2,412,079 | 1,992,957 |
CONSOLIDATED BALANCE SHEETS - R
CONSOLIDATED BALANCE SHEETS - REVLON CONSUMER PRODUCTS CORPORATION AND SUBSIDIARIES - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 70 | $ 102.4 |
Trade receivables (net of allowance for doubtful accounts of $8.8 and $9.0, respectively) | 337.8 | 383.8 |
Inventories, net | 450.6 | 417.4 |
Prepaid expenses and other assets | 133.9 | 136 |
Total current assets | 992.3 | 1,039.6 |
Property, plant and equipment (net of accumulated depreciation of $555.7 and $551.3, respectively) | 291.4 | 297.3 |
Deferred income taxes | 54 | 42.8 |
Goodwill | 562.5 | 562.8 |
Intangible assets (net of accumulated amortization and impairment of $333.8 and $326.4, respectively) | 382.4 | 392.2 |
Other assets | 92.2 | 97.8 |
Total assets | 2,374.8 | 2,432.5 |
Current liabilities: | ||
Short-term borrowings | 0.7 | 0.7 |
Current portion of long-term debt | 115.6 | 137.2 |
Accounts payable | 263.7 | 217.7 |
Accrued expenses and other current liabilities | 415.8 | 432 |
Total current liabilities | 795.8 | 787.6 |
Long-term debt | 3,307.1 | 3,305.5 |
Long-term pension and other post-retirement plan liabilities | 143.9 | 147.3 |
Other long-term liabilities | 206.6 | 206.2 |
Stockholders’ deficiency: | ||
Products Corporation Common Stock, par value $1.00 per share; 10,000 shares authorized; 5,260 shares issued and outstanding | 0.5 | 0.5 |
Additional paid-in capital | 1,098.1 | 1,096.3 |
Accumulated deficit | (2,905.6) | (2,838.6) |
Accumulated other comprehensive loss | (230.8) | (234.7) |
Total stockholders’ deficiency | (2,078.6) | (2,014.1) |
Total liabilities and stockholder’s (deficiency) equity | 2,374.8 | 2,432.5 |
Revlon Consumer Products Corporation | ||
Current assets: | ||
Cash and cash equivalents | 70 | 102.4 |
Trade receivables (net of allowance for doubtful accounts of $8.8 and $9.0, respectively) | 337.8 | 383.8 |
Inventories, net | 450.6 | 417.4 |
Prepaid expenses and other assets | 129.8 | 131.8 |
Receivable from Revlon, Inc. | 167 | 165 |
Total current assets | 1,155.2 | 1,200.4 |
Property, plant and equipment (net of accumulated depreciation of $555.7 and $551.3, respectively) | 291.4 | 297.3 |
Deferred income taxes | 62.7 | 51.6 |
Goodwill | 562.5 | 562.8 |
Intangible assets (net of accumulated amortization and impairment of $333.8 and $326.4, respectively) | 382.4 | 392.2 |
Other assets | 92.2 | 97.8 |
Total assets | 2,546.4 | 2,602.1 |
Current liabilities: | ||
Short-term borrowings | 0.7 | 0.7 |
Current portion of long-term debt | 115.6 | 137.2 |
Accounts payable | 263.7 | 217.7 |
Accrued expenses and other current liabilities | 415.9 | 432.1 |
Total current liabilities | 795.9 | 787.7 |
Long-term debt | 3,307.1 | 3,305.5 |
Long-term pension and other post-retirement plan liabilities | 143.9 | 147.3 |
Other long-term liabilities | 219.2 | 218.8 |
Stockholders’ deficiency: | ||
Products Corporation Preferred stock, par value $1.00 per share; 1,000 shares authorized; 546 shares issued and outstanding | 54.6 | 54.6 |
Products Corporation Common Stock, par value $1.00 per share; 10,000 shares authorized; 5,260 shares issued and outstanding | 0 | 0 |
Additional paid-in capital | 1,022.7 | 1,020.9 |
Accumulated deficit | (2,766.2) | (2,698) |
Accumulated other comprehensive loss | (230.8) | (234.7) |
Total stockholders’ deficiency | (1,919.7) | (1,857.2) |
Total liabilities and stockholder’s (deficiency) equity | $ 2,546.4 | $ 2,602.1 |
CONSOLIDATED BALANCE SHEETS -_2
CONSOLIDATED BALANCE SHEETS - REVLON CONSUMER PRODUCTS CORPORATION AND SUBSIDIARIES (Parenthetical) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Trade receivables, allowance for doubtful accounts | $ 8.8 | $ 9 |
Property, plant and equipment, accumulated depreciation | 555.7 | 551.3 |
Intangible assets, accumulated amortization and impairment | $ 333.8 | $ 326.4 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized (in shares) | 900,000,000 | 900,000,000 |
Common stock, issued (in shares) | 61,082,225 | 58,005,142 |
Revlon Consumer Products Corporation | ||
Trade receivables, allowance for doubtful accounts | $ 8.8 | $ 9 |
Property, plant and equipment, accumulated depreciation | 555.7 | 551.3 |
Intangible assets, accumulated amortization and impairment | $ 333.8 | $ 326.4 |
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 |
Preferred stock, authorized (in shares) | 1,000 | 1,000 |
Preferred stock, issued (in shares) | 546 | 546 |
Preferred stock, outstanding (in shares) | 546 | 546 |
Common stock, par value (in dollars per share) | $ 1 | $ 1 |
Common stock, authorized (in shares) | 10,000 | 10,000 |
Common stock, issued (in shares) | 5,260 | 5,260 |
Common stock, outstanding (in shares) | 5,260 | 5,260 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Income Statement [Abstract] | |||
Net sales | $ 479.6 | $ 445 | |
Cost of sales | 196.9 | 191.2 | |
Gross profit | 282.7 | 253.8 | |
Selling, general and administrative expenses | 256.9 | 260.5 | |
Acquisition, integration and divestiture costs | 0.2 | 0.6 | |
Restructuring charges and other, net | 1.9 | 5.4 | |
Operating income (loss) | 23.7 | (12.7) | |
Other expenses: | |||
Interest expense, net | 62.1 | 58.9 | |
Amortization of debt issuance costs | 9.1 | 8.7 | |
Foreign currency losses, net | 7.8 | 3.3 | |
Miscellaneous, net | 1.9 | 1.2 | |
Other expense (income), net | 80.9 | 72.1 | |
(Loss) income from operations before income taxes | (57.2) | (84.8) | |
Provision for income taxes | 9.8 | 11.2 | |
Net (loss) income | (67) | (96) | |
Other comprehensive income (loss): | |||
Foreign currency translation adjustments | 1 | (4.9) | |
Amortization of pension related costs, net of tax | [1],[2] | 2.9 | 3.5 |
Other comprehensive (loss) income, net | [3] | 3.9 | (1.4) |
Total comprehensive (loss) income | $ (63.1) | $ (97.4) | |
Basic net loss (in dollars per share) | $ (1.23) | $ (1.79) | |
Diluted Net loss (in dollars per share) | $ (1.23) | $ (1.79) | |
Weighted average number of common shares outstanding: | |||
Basic (in shares) | 54,262,464 | 53,653,449 | |
Diluted (in shares) | 54,262,464 | 53,653,449 | |
[1] | Net of tax benefit of nil for each of the three months ended March 31, 2022 and 2021. | ||
[2] | This amount is included in the computation of net periodic benefit costs (income). See Note 10, "Pension and Post-Retirement Benefits," for additional information regarding net periodic benefit costs (income). | ||
[3] | See Note 13, "Accumulated Other Comprehensive Loss," regarding the changes in the accumulated balances for each component of other comprehensive loss during the three months ended March 31, 2022 and 2021, respectively. |
CONSOLIDATED STATEMENTS OF OP_2
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Parenthetical) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Statement [Abstract] | ||
Amortization of pension related costs, tax expense (benefit) | $ 0 | $ 0 |
CONSOLIDATED STATEMENTS OF OP_3
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - REVLON CONSUMER PRODUCTS CORPORATION AND SUBSIDIARIES - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Net sales | $ 479.6 | $ 445 | |
Cost of sales | 196.9 | 191.2 | |
Gross profit | 282.7 | 253.8 | |
Selling, general and administrative expenses | 256.9 | 260.5 | |
Acquisition, integration and divestiture costs | 0.2 | 0.6 | |
Restructuring charges and other, net | 1.9 | 5.4 | |
Operating income (loss) | 23.7 | (12.7) | |
Other expenses: | |||
Interest expense, net | 62.1 | 58.9 | |
Amortization of debt issuance costs | 9.1 | 8.7 | |
Foreign currency losses, net | 7.8 | 3.3 | |
Miscellaneous, net | 1.9 | 1.2 | |
Other expense (income), net | 80.9 | 72.1 | |
(Loss) income from operations before income taxes | (57.2) | (84.8) | |
Provision for income taxes | 9.8 | 11.2 | |
Net (loss) income | (67) | (96) | |
Other comprehensive income (loss): | |||
Foreign currency translation adjustments | 1 | (4.9) | |
Amortization of pension related costs, net of tax | [1],[2] | 2.9 | 3.5 |
Other comprehensive (loss) income, net | [3] | 3.9 | (1.4) |
Total comprehensive (loss) income | (63.1) | (97.4) | |
Revlon Consumer Products Corporation | |||
Net sales | 479.6 | 445 | |
Cost of sales | 196.9 | 191.2 | |
Gross profit | 282.7 | 253.8 | |
Selling, general and administrative expenses | 254.8 | 259.5 | |
Acquisition, integration and divestiture costs | 0.2 | 0.6 | |
Restructuring charges and other, net | 1.9 | 5.4 | |
Operating income (loss) | 25.8 | (11.7) | |
Other expenses: | |||
Interest expense, net | 62.1 | 58.9 | |
Amortization of debt issuance costs | 9.1 | 8.7 | |
Foreign currency losses, net | 7.8 | 3.3 | |
Miscellaneous, net | 5.3 | 1.2 | |
Other expense (income), net | 84.3 | 72.1 | |
(Loss) income from operations before income taxes | (58.5) | (83.8) | |
Provision for income taxes | 9.7 | 11.1 | |
Net (loss) income | (68.2) | (94.9) | |
Other comprehensive income (loss): | |||
Foreign currency translation adjustments | 1 | (4.9) | |
Amortization of pension related costs, net of tax | [4],[5] | 2.9 | 3.5 |
Other comprehensive (loss) income, net | [6] | 3.9 | (1.4) |
Total comprehensive (loss) income | $ (64.3) | $ (96.3) | |
[1] | Net of tax benefit of nil for each of the three months ended March 31, 2022 and 2021. | ||
[2] | This amount is included in the computation of net periodic benefit costs (income). See Note 10, "Pension and Post-Retirement Benefits," for additional information regarding net periodic benefit costs (income). | ||
[3] | See Note 13, "Accumulated Other Comprehensive Loss," regarding the changes in the accumulated balances for each component of other comprehensive loss during the three months ended March 31, 2022 and 2021, respectively. | ||
[4] | Net of tax benefit of nil for each of the three months ended March 31, 2022 and 2021. | ||
[5] | This amount is included in the computation of net periodic benefit costs (income). See Note 10, "Pension and Post-Retirement Benefits," for additional information regarding net periodic benefit costs (income). | ||
[6] | See Note 13, "Accumulated Other Comprehensive Loss," regarding the changes in the accumulated balances for each component of other comprehensive loss during the three months ended March 31, 2022 and 2021, respectively. |
CONSOLIDATED STATEMENTS OF OP_4
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - REVLON CONSUMER PRODUCTS CORPORATION AND SUBSIDIARIES (Parenthetical) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Amortization of pension related costs, tax expense (benefit) | $ 0 | $ 0 |
Revlon Consumer Products Corporation | ||
Amortization of pension related costs, tax expense (benefit) | $ 0 | $ 0 |
CONSOLIDATED STATEMENT OF STOCK
CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIENCY - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | $ (2,014.1) | $ (1,862) | |
Treasury stock acquired, at cost | [1] | (3.2) | (2.4) |
Stock-based compensation amortization | 1.8 | 3.1 | |
Net loss | (67) | (96) | |
Other comprehensive (loss) income | [2] | 3.9 | (1.4) |
Ending balance | (2,078.6) | (1,958.7) | |
Common Stock | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | 0.5 | 0.5 | |
Ending balance | 0.5 | 0.5 | |
Additional Paid-In Capital | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | 1,096.3 | 1,082.3 | |
Stock-based compensation amortization | 1.8 | 3.1 | |
Ending balance | 1,098.1 | 1,085.4 | |
Treasury Stock | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | (37.6) | (35.2) | |
Treasury stock acquired, at cost | [1] | (3.2) | (2.4) |
Ending balance | (40.8) | (37.6) | |
Accumulated Deficit | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | (2,838.6) | (2,631.7) | |
Net loss | (67) | (96) | |
Ending balance | (2,905.6) | (2,727.7) | |
Accumulated Other Comprehensive (Loss) Income | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | (234.7) | (277.9) | |
Other comprehensive (loss) income | [2] | 3.9 | (1.4) |
Ending balance | $ (230.8) | $ (279.3) | |
[1] | Pursuant to the share withholding provisions of the Fourth Amended and Restated Revlon, Inc. Stock Plan (as amended, the "Stock Plan"), the Company withheld an aggregate of 419,122 and 162,496 shares of Revlon Class A Common Stock during the three months ended March 31, 2022 and 2021, respectively, to satisfy certain minimum statutory tax withholding requirements related to the vesting of restricted shares and restricted stock units ("RSUs") for certain senior executives and employees. These withheld shares were recorded as treasury stock using the cost method, at a weighted-average price per share of $7.66 and $14.95 during the three months ended March 31, 2022 and 2021, respectively, based on the closing price of Revlon Class A Common Stock as reported on the New York Stock Exchange (the "NYSE") consolidated tape on each respective vesting date, for a total of approximately $3.2 million and $2.4 million during the three months ended March 31, 2022 and 2021. See Note 11, "Stock Compensation Plan," for details regarding restricted stock awards and RSUs under the Stock Plan. | ||
[2] | See Note 13, "Accumulated Other Comprehensive Loss," regarding the changes in the accumulated balances for each component of other comprehensive loss during the three months ended March 31, 2022 and 2021, respectively. |
CONSOLIDATED STATEMENT OF STO_2
CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIENCY (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Tax withholdings related to net share settlements of restricted stock units and awards | $ 3.2 | $ 2.4 |
Treasury Stock | ||
Shares withheld for withholding taxes (in shares) | 419,122 | 162,496 |
Treasury Stock | Restricted Stock and Restricted Stock Units | Class A Common Stock | ||
Share repurchase price (in dollars per share) | $ 7.66 | $ 14.95 |
CONSOLIDATED STATEMENT OF STO_3
CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIENCY - REVLON CONSUMER PRODUCTS CORPORATION AND SUBSIDIARIES - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | $ (2,014.1) | $ (1,862) | |
Stock-based compensation amortization | 1.8 | 3.1 | |
Net loss | (67) | (96) | |
Other comprehensive (loss) income | [1] | 3.9 | (1.4) |
Ending balance | (2,078.6) | (1,958.7) | |
Additional Paid-In Capital | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | 1,096.3 | 1,082.3 | |
Stock-based compensation amortization | 1.8 | 3.1 | |
Ending balance | 1,098.1 | 1,085.4 | |
Accumulated Deficit | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | (2,838.6) | (2,631.7) | |
Net loss | (67) | (96) | |
Ending balance | (2,905.6) | (2,727.7) | |
Accumulated Other Comprehensive (Loss) Income | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | (234.7) | (277.9) | |
Other comprehensive (loss) income | [1] | 3.9 | (1.4) |
Ending balance | (230.8) | (279.3) | |
Revlon Consumer Products Corporation | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | (1,857.2) | (1,703) | |
Stock-based compensation amortization | 1.8 | 3.1 | |
Net loss | (68.2) | (94.9) | |
Other comprehensive (loss) income | [2] | 3.9 | (1.4) |
Ending balance | (1,919.7) | (1,796.2) | |
Revlon Consumer Products Corporation | Preferred Stock | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | 54.6 | 54.6 | |
Ending balance | 54.6 | 54.6 | |
Revlon Consumer Products Corporation | Additional Paid-In Capital | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | 1,020.9 | 1,006.9 | |
Stock-based compensation amortization | 1.8 | 3.1 | |
Ending balance | 1,022.7 | 1,010 | |
Revlon Consumer Products Corporation | Accumulated Deficit | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | (2,698) | (2,486.6) | |
Net loss | (68.2) | (94.9) | |
Ending balance | (2,766.2) | (2,581.5) | |
Revlon Consumer Products Corporation | Accumulated Other Comprehensive (Loss) Income | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | (234.7) | (277.9) | |
Other comprehensive (loss) income | [2] | 3.9 | (1.4) |
Ending balance | $ (230.8) | $ (279.3) | |
[1] | See Note 13, "Accumulated Other Comprehensive Loss," regarding the changes in the accumulated balances for each component of other comprehensive loss during the three months ended March 31, 2022 and 2021, respectively. | ||
[2] | See Note 13, "Accumulated Other Comprehensive Loss," regarding the changes in the accumulated balances for each component of other comprehensive loss during the three months ended March 31, 2022 and 2021, respectively. |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | ||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||
Net loss | $ (67) | $ (96) | ||
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Depreciation and amortization | 27.6 | 33.3 | ||
Foreign currency losses from re-measurement | 7.9 | 3.3 | ||
Amortization of debt discount | 0.2 | 0.4 | ||
Stock-based compensation amortization | 1.8 | 3.1 | ||
Provision for (benefit from) deferred income taxes | (11.4) | 1.7 | ||
Amortization of debt issuance costs | 9.1 | 8.7 | ||
Pension and other post-retirement cost | 1.1 | 1.3 | ||
Paid-in-kind interest expense on the 2020 BrandCo Facilities | 4.7 | 4.6 | ||
Change in assets and liabilities: | ||||
Decrease in trade receivables | 45.8 | 33.7 | ||
(Increase) decrease in inventories | (33.4) | 18.7 | ||
Decrease (increase) in prepaid expenses and other current assets | 2.1 | (8.4) | ||
Increase in accounts payable | 46.8 | 2.8 | ||
Decrease in accrued expenses and other current liabilities | (22.8) | (22.5) | ||
Decrease in deferred revenue | (0.7) | (1.3) | ||
Pension and other post-retirement plan contributions | (2.2) | (13.7) | ||
Purchases of permanent displays | (4.2) | (5.8) | ||
Other, net | 1.3 | 7.7 | ||
Net cash provided by (used in) operating activities | 6.7 | (28.4) | ||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||
Capital expenditures | (2.3) | (0.7) | ||
Net cash used in investing activities | (2.3) | (0.7) | ||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||
Net decrease in short-term borrowings and overdraft | (0.3) | (10.6) | ||
Borrowings on term loans | [1] | 0 | 175 | |
Repayments on term loans | [2] | (10.6) | (61.2) | |
Net (repayments) borrowings under the revolving credit facilities | (21.6) | (59.3) | ||
Payment of financing costs | (1.8) | (11.8) | ||
Tax withholdings related to net share settlements of restricted stock and RSUs | (3.2) | (2.4) | ||
Other financing activities | (0.1) | (0.1) | ||
Net cash (used in) provided by financing activities | (37.6) | 29.6 | ||
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (0.1) | (1.3) | ||
Net increase (decrease) in cash, cash equivalents and restricted cash | (33.3) | (0.8) | ||
Cash, cash equivalents and restricted cash at beginning of period | [3] | 120.9 | 102.5 | $ 102.5 |
Cash, cash equivalents and restricted cash at end of period | [3] | 87.6 | 101.7 | $ 120.9 |
Cash paid during the period for: | ||||
Interest | 67.7 | 64.6 | ||
Income taxes, net of refunds | (0.5) | (1) | ||
Supplemental schedule of non-cash investing and financing activities: | ||||
Paid-in-kind interest capitalized to the 2020 BrandCo Facilities | $ 4.7 | $ 4.6 | ||
[1] | Borrowings on term loans for the three months ended March 31, 2021 includes borrowings under the SISO Term Loan Facility and the 2021 Foreign Asset-Based Term Facility of $100.0 million and $75.0 million, respectively. See Note 7, "Debt" in the Company's 2021 Form 10-K for additional information. | |||
[2] | Repayments on term loans for the three months ended March 31, 2022 includes repayments of $4.7 million under the 2020 BrandCo Term Loan Facility, $3.6 million for the 2020 Troubled-debt-restructuring future interest amortization, and $2.3 million under the 2016 Term Loan Facility. Repayments on term loans for the three months ended March 31, 2021 includes repayments under the 2018 Foreign Asset-Based Term Facility and the 2016 Term Loan Facility of $58.9 million and $2.3 million, respectively. See Note 7, "Debt" in the Company's 2021 Form 10-K for additional information. | |||
[3] | These amounts include restricted cash of $17.6 million and $16.1 million as of March 31, 2022 and 2021, respectively. The balance as of March 31, 2022 represents: (i) cash on deposit in lieu of a mandatory prepayment under the 2021 Foreign Asset-Based Term Agreement; and (ii) cash on deposit to support outstanding undrawn letters of credit. The balance as of March 31, 2021 represents: (i) cash on deposit in lieu of a mandatory prepayment and loan proceeds |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Borrowings on term loans | [1] | $ 0 | $ 175 |
Repayments on term loans | [2] | 10.6 | 61.2 |
Restricted cash | 17.6 | 16.1 | |
SISO Term Loan Facility | |||
Borrowings on term loans | 100 | ||
2021 Foreign Asset-Based Term Facility | |||
Borrowings on term loans | 75 | ||
2020 BrandCo Term Loan Facility | |||
Repayments on term loans | 4.7 | ||
2020 Troubled-debt-restructuring: future interest | |||
Repayments on term loans | 3.6 | ||
2016 Term Loan Facility | |||
Repayments on term loans | $ 2.3 | 2.3 | |
2018 Foreign Asset-Based Term Facility | |||
Repayments on term loans | $ 58.9 | ||
[1] | Borrowings on term loans for the three months ended March 31, 2021 includes borrowings under the SISO Term Loan Facility and the 2021 Foreign Asset-Based Term Facility of $100.0 million and $75.0 million, respectively. See Note 7, "Debt" in the Company's 2021 Form 10-K for additional information. | ||
[2] | Repayments on term loans for the three months ended March 31, 2022 includes repayments of $4.7 million under the 2020 BrandCo Term Loan Facility, $3.6 million for the 2020 Troubled-debt-restructuring future interest amortization, and $2.3 million under the 2016 Term Loan Facility. Repayments on term loans for the three months ended March 31, 2021 includes repayments under the 2018 Foreign Asset-Based Term Facility and the 2016 Term Loan Facility of $58.9 million and $2.3 million, respectively. See Note 7, "Debt" in the Company's 2021 Form 10-K for additional information. |
CONSOLIDATED STATEMENTS OF CA_3
CONSOLIDATED STATEMENTS OF CASH FLOWS - REVLON CONSUMER PRODUCTS CORPORATION AND SUBSIDIARIES - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net loss | $ (67) | $ (96) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 27.6 | 33.3 | |
Foreign currency losses from re-measurement | 7.9 | 3.3 | |
Amortization of debt discount | 0.2 | 0.4 | |
Stock-based compensation amortization | 1.8 | 3.1 | |
Provision for (benefit from) deferred income taxes | (11.4) | 1.7 | |
Amortization of debt issuance costs | 9.1 | 8.7 | |
Pension and other post-retirement cost | 1.1 | 1.3 | |
Paid-in-kind interest expense on the 2020 BrandCo Facilities | 4.7 | 4.6 | |
Change in assets and liabilities: | |||
Decrease in trade receivables | 45.8 | 33.7 | |
(Increase) decrease in inventories | (33.4) | 18.7 | |
Decrease (increase) in prepaid expenses and other current assets | 2.1 | (8.4) | |
Increase in accounts payable | 46.8 | 2.8 | |
Decrease in accrued expenses and other current liabilities | (22.8) | (22.5) | |
Decrease in deferred revenue | (0.7) | (1.3) | |
Pension and other post-retirement plan contributions | (2.2) | (13.7) | |
Purchases of permanent displays | (4.2) | (5.8) | |
Other, net | 1.3 | 7.7 | |
Net cash provided by (used in) operating activities | 6.7 | (28.4) | |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Capital expenditures | (2.3) | (0.7) | |
Net cash used in investing activities | (2.3) | (0.7) | |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Net decrease in short-term borrowings and overdraft | (0.3) | (10.6) | |
Borrowings on term loans | [1] | 0 | 175 |
Repayments on term loans | [2] | (10.6) | (61.2) |
Net (repayments) borrowings under the revolving credit facilities | (21.6) | (59.3) | |
Payment of financing costs | (1.8) | (11.8) | |
Tax withholdings related to net share settlements of restricted stock and RSUs | (3.2) | (2.4) | |
Other financing activities | (0.1) | (0.1) | |
Net cash (used in) provided by financing activities | (37.6) | 29.6 | |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (0.1) | (1.3) | |
Net increase (decrease) in cash, cash equivalents and restricted cash | (33.3) | (0.8) | |
Cash, cash equivalents and restricted cash at beginning of period | [3] | 120.9 | 102.5 |
Cash, cash equivalents and restricted cash at end of period | [3] | 87.6 | 101.7 |
Cash paid during the period for: | |||
Interest | 67.7 | 64.6 | |
Income taxes, net of refunds | (0.5) | (1) | |
Supplemental schedule of non-cash investing and financing activities: | |||
Paid-in-kind interest capitalized to the 2020 BrandCo Facilities | 4.7 | 4.6 | |
Revlon Consumer Products Corporation | |||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net loss | (68.2) | (94.9) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 27.6 | 33.3 | |
Foreign currency losses from re-measurement | 7.9 | 3.3 | |
Amortization of debt discount | 0.2 | 0.4 | |
Stock-based compensation amortization | 1.8 | 3.1 | |
Provision for (benefit from) deferred income taxes | (11.4) | 1.9 | |
Amortization of debt issuance costs | 9.1 | 8.7 | |
Pension and other post-retirement cost | 1.1 | 1.3 | |
Paid-in-kind interest expense on the 2020 BrandCo Facilities | 4.7 | 4.6 | |
Change in assets and liabilities: | |||
Decrease in trade receivables | 45.8 | 33.7 | |
(Increase) decrease in inventories | (33.4) | 18.7 | |
Decrease (increase) in prepaid expenses and other current assets | 0.1 | (11.8) | |
Increase in accounts payable | 46.8 | 2.8 | |
Decrease in accrued expenses and other current liabilities | (22.8) | (22.5) | |
Decrease in deferred revenue | (0.7) | (1.3) | |
Pension and other post-retirement plan contributions | (2.2) | (13.7) | |
Purchases of permanent displays | (4.2) | (5.8) | |
Other, net | 4.5 | 9.8 | |
Net cash provided by (used in) operating activities | 6.7 | (28.4) | |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Capital expenditures | (2.3) | (0.7) | |
Net cash used in investing activities | (2.3) | (0.7) | |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Net decrease in short-term borrowings and overdraft | (0.3) | (10.6) | |
Borrowings on term loans | [4] | 0 | 175 |
Repayments on term loans | [5] | (10.6) | (61.2) |
Net (repayments) borrowings under the revolving credit facilities | (21.6) | (59.3) | |
Payment of financing costs | (1.8) | (11.8) | |
Tax withholdings related to net share settlements of restricted stock and RSUs | (3.2) | (2.4) | |
Other financing activities | (0.1) | (0.1) | |
Net cash (used in) provided by financing activities | (37.6) | 29.6 | |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (0.1) | (1.3) | |
Net increase (decrease) in cash, cash equivalents and restricted cash | (33.3) | (0.8) | |
Cash, cash equivalents and restricted cash at beginning of period | [6] | 120.9 | 102.5 |
Cash, cash equivalents and restricted cash at end of period | [6] | 87.6 | 101.7 |
Cash paid during the period for: | |||
Interest | 67.7 | 64.6 | |
Income taxes, net of refunds | (0.5) | (1) | |
Supplemental schedule of non-cash investing and financing activities: | |||
Paid-in-kind interest capitalized to the 2020 BrandCo Facilities | $ 4.7 | $ 4.6 | |
[1] | Borrowings on term loans for the three months ended March 31, 2021 includes borrowings under the SISO Term Loan Facility and the 2021 Foreign Asset-Based Term Facility of $100.0 million and $75.0 million, respectively. See Note 7, "Debt" in the Company's 2021 Form 10-K for additional information. | ||
[2] | Repayments on term loans for the three months ended March 31, 2022 includes repayments of $4.7 million under the 2020 BrandCo Term Loan Facility, $3.6 million for the 2020 Troubled-debt-restructuring future interest amortization, and $2.3 million under the 2016 Term Loan Facility. Repayments on term loans for the three months ended March 31, 2021 includes repayments under the 2018 Foreign Asset-Based Term Facility and the 2016 Term Loan Facility of $58.9 million and $2.3 million, respectively. See Note 7, "Debt" in the Company's 2021 Form 10-K for additional information. | ||
[3] | These amounts include restricted cash of $17.6 million and $16.1 million as of March 31, 2022 and 2021, respectively. The balance as of March 31, 2022 represents: (i) cash on deposit in lieu of a mandatory prepayment under the 2021 Foreign Asset-Based Term Agreement; and (ii) cash on deposit to support outstanding undrawn letters of credit. The balance as of March 31, 2021 represents: (i) cash on deposit in lieu of a mandatory prepayment and loan proceeds | ||
[4] | Borrowings on term loans for the three months ended March 31, 2021 includes borrowings under the SISO Term Loan Facility and the 2021 Foreign Asset-Based Term Facility of $100.0 million and 75.0 million, respectively. See Note 7, "Debt" in the Company's 2021 Form 10-K for additional information. | ||
[5] | Repayments on term loans for the three months ended March 31, 2022 includes repayments of $4.7 million under the 2020 BrandCo Term Loan Facility, $3.6 million for the 2020 Troubled-debt-restructuring future interest amortization, and $2.3 million under the 2016 Term Loan Facility. Repayments on term loans for the three months ended March 31, 2021 includes repayments under the 2018 Foreign Asset-Based Term Facility and the 2016 Term Loan Facility of $58.9 million and $2.3 million, respectively. See Note 7, "Debt" in the Company's 2021 Form 10-K for additional information. | ||
[6] | These amounts include restricted cash of $17.6 million and $16.1 million as of March 31, 2022 and 2021, respectively. The balance as of March 31, 2022 represents: (i) cash on deposit in lieu of a mandatory prepayment under the 2021 Foreign Asset-Based Term Agreement; and (ii) cash on deposit to |
CONSOLIDATED STATEMENTS OF CA_4
CONSOLIDATED STATEMENTS OF CASH FLOWS - REVLON CONSUMER PRODUCTS CORPORATION AND SUBSIDIARIES (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Borrowings on term loans | [1] | $ 0 | $ 175 |
Repayments on term loans | [2] | 10.6 | 61.2 |
Restricted cash | 17.6 | 16.1 | |
SISO Term Loan Facility | |||
Borrowings on term loans | 100 | ||
2021 Foreign Asset-Based Term Facility | |||
Borrowings on term loans | 75 | ||
2020 BrandCo Term Loan Facility due 2025 | |||
Repayments on term loans | 4.7 | ||
2020 Troubled-debt-restructuring: future interest | |||
Repayments on term loans | 3.6 | ||
2018 Foreign Asset-Based Term Facility | |||
Repayments on term loans | 58.9 | ||
2016 Term Loan Facility | |||
Repayments on term loans | 2.3 | 2.3 | |
Revlon Consumer Products Corporation | |||
Borrowings on term loans | [3] | 0 | 175 |
Repayments on term loans | [4] | 10.6 | 61.2 |
Restricted cash | 17.6 | 16.1 | |
Revlon Consumer Products Corporation | SISO Term Loan Facility | |||
Borrowings on term loans | 100 | ||
Revlon Consumer Products Corporation | 2021 Foreign Asset-Based Term Facility | |||
Borrowings on term loans | 75 | ||
Revlon Consumer Products Corporation | 2020 BrandCo Term Loan Facility due 2025 | |||
Repayments on term loans | 4.7 | ||
Revlon Consumer Products Corporation | 2020 Troubled-debt-restructuring: future interest | |||
Repayments on term loans | 3.6 | ||
Revlon Consumer Products Corporation | 2018 Foreign Asset-Based Term Facility | |||
Repayments on term loans | 58.9 | ||
Revlon Consumer Products Corporation | 2016 Term Loan Facility | |||
Repayments on term loans | $ 2.3 | $ 2.3 | |
[1] | Borrowings on term loans for the three months ended March 31, 2021 includes borrowings under the SISO Term Loan Facility and the 2021 Foreign Asset-Based Term Facility of $100.0 million and $75.0 million, respectively. See Note 7, "Debt" in the Company's 2021 Form 10-K for additional information. | ||
[2] | Repayments on term loans for the three months ended March 31, 2022 includes repayments of $4.7 million under the 2020 BrandCo Term Loan Facility, $3.6 million for the 2020 Troubled-debt-restructuring future interest amortization, and $2.3 million under the 2016 Term Loan Facility. Repayments on term loans for the three months ended March 31, 2021 includes repayments under the 2018 Foreign Asset-Based Term Facility and the 2016 Term Loan Facility of $58.9 million and $2.3 million, respectively. See Note 7, "Debt" in the Company's 2021 Form 10-K for additional information. | ||
[3] | Borrowings on term loans for the three months ended March 31, 2021 includes borrowings under the SISO Term Loan Facility and the 2021 Foreign Asset-Based Term Facility of $100.0 million and 75.0 million, respectively. See Note 7, "Debt" in the Company's 2021 Form 10-K for additional information. | ||
[4] | Repayments on term loans for the three months ended March 31, 2022 includes repayments of $4.7 million under the 2020 BrandCo Term Loan Facility, $3.6 million for the 2020 Troubled-debt-restructuring future interest amortization, and $2.3 million under the 2016 Term Loan Facility. Repayments on term loans for the three months ended March 31, 2021 includes repayments under the 2018 Foreign Asset-Based Term Facility and the 2016 Term Loan Facility of $58.9 million and $2.3 million, respectively. See Note 7, "Debt" in the Company's 2021 Form 10-K for additional information. |
DESCRIPTION OF BUSINESS AND SUM
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Revlon, Inc. ("Revlon" and together with its subsidiaries, the "Company") conducts its business exclusively through its direct wholly-owned operating subsidiary, Revlon Consumer Products Corporation ("Products Corporation") and its subsidiaries. Revlon is an indirect majority-owned subsidiary of MacAndrews & Forbes Incorporated (together with certain of its affiliates other than the Company, "MacAndrews & Forbes"), a corporation beneficially owned by Ronald O. Perelman. Mr. Perelman is Chairman of Revlon's and Products Corporation's Board of Directors. The Company is a leading global beauty company with an iconic portfolio of brands that develops, manufactures, markets, distributes and sells an extensive array of color cosmetics; hair color, hair care and hair treatments; fragrances; skin care; beauty tools; men’s grooming products; anti-perspirant deodorants; and other beauty care products across a variety of distribution channels. Basis of Presentation The accompanying unaudited Condensed Consolidated Financial Statements and related notes have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). The unaudited Condensed Consolidated Financial Statements reflect all normal recurring adjustments which, in management’s opinion, are necessary for a fair statement of the Company's financial position, results of operations and stockholders' equity and cash flows for interim periods. Revlon reclassifies certain prior year amounts, as applicable, to conform to the current year presentation. These unaudited Condensed Consolidated Financial Statements should be read in conjunction with the audited consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 (the “2021 Form 10-K”). Operating results for the interim periods are not necessarily indicative of the results that may be expected for the full year. Use of Estimates The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. Significant estimates made in the accompanying unaudited Condensed Consolidated Financial Statements include, but are not limited to, provisions for expected sales returns; certain assumptions related to the valuation of acquired intangible and long-lived assets and the recoverability of goodwill, intangible and long-lived assets; income taxes, including deferred tax valuation allowances and reserves for estimated tax liabilities; and certain estimates and assumptions used in the calculation of the net periodic benefit (income) costs and the projected benefit obligations for the Company’s pension and other post-retirement plans, including the expected long-term return on pension plan assets and the discount rate used to value the Company’s pension benefit obligations which are based on full year assumptions and are included in the accompanying unaudited Condensed Consolidated Financial Statements in proportion with the estimated annual tax rates, the passage of time or estimated annual sales, as applicable. The Company's results of operations and financial position for the interim periods are not indicative of those to be expected for the full year. Significant Accounting Policies The Company made no material changes in the application of its significant accounting policies that were disclosed in Note 1, “Description of Business and Summary of Significant Accounting Policies,” to the audited consolidated financial statements as of and for the fiscal year ended December 31, 2021 included in the 2021 Form 10-K. Liquidity and Ability to Continue as a Going Concern The ongoing and prolonged COVID-19 pandemic has had, and continues to have, a significant adverse effect on the Company’s business around the globe, which could continue for the foreseeable future. The COVID-19 pandemic has adversely impacted net sales in all major commercial regions that are important to the Company’s business. COVID-19’s adverse impact on the global economy has contributed to the imposition of face mask mandates, lockdowns and other significant restrictions in the United States and abroad from time to time; global supply chain disruptions, including manufacturing and transportation delays, due to closures, employee absences, port congestion, labor and container shortages, and shipment delays, increased transportation costs, and shortages in raw materials, tight labor markets and inflationary pressures for a number of industries, including consumer retail, and related consumer products shortages and price increases; closures, bankruptcies and/ or reduced operations of retailers, beauty salons, spas, offices and manufacturing facilities; labor shortages with employers in many industries, including consumer retail, experiencing increased competition to recruit, hire and retain employees; travel and transportation restrictions leading to declines in consumer traffic in key shopping and tourist areas around the globe; and import and export restrictions. These adverse economic conditions have resulted in the general slowdown of the global economy, in turn contributing to a significant decline in net sales within each of the Company’s reporting segments and regions. However, with the roll out of COVID-19 vaccinations in 2021 and the easing of COVID-19 restrictions in the United States and in many of the Company’s key markets around the globe, the Company saw a gradual rebound in consumer spending and consumption in 2021, which continued into 2022. The Company continues to closely monitor the associated impacts of COVID-19, including the impacts of any new variants of COVID-19 and subsequent “waves” of the pandemic, and will take appropriate actions in an effort to mitigate the COVID-19 pandemic’s negative effects on the Company’s operations and financial results . Each reporting period, the Company assesses its ability to continue as a going concern for one year from the date the financial statements are issued. At March 31, 2022, the Company had a liquidity position of $132.1 million, consisting of: (i) $70.0 million of unrestricted cash and cash equivalents (with approximately $62.2 million held outside the U.S.) ; (ii) $65.1 million in available borrowing capacity under Amendment No. 9 to the Amended 2016 Revolving Credit Facility (which had $268.0 million drawn at such date); and less (iii) approximately $3.0 million of outstanding checks. The Company's evaluation includes its ability to meet its future contractual obligations and other conditions and events that may impact its liquidity. The Company continues to focus on cost reduction and risk mitigation actions to address the ongoing impact from the COVID-19 pandemic as well as other risks in the business environment. It expects to generate additional liquidity through continued cost control initiatives as well as funds provided by selling certain assets or other strategic transactions in connection with the Company's ongoing Strategic Review. If sales decline, the Company’s cost control initiatives may include reductions in discretionary spend and reductions in investments in capital and permanent displays. Management believes that the debt transactions completed during the first quarter of 2022, along with existing cash and cash equivalents and cost control initiatives provides the Company with sufficient liquidity to meet its obligations and maintain business operations for the next twelve months. However, there can be no assurance that available funds will be sufficient to meet the Company’s cash requirements on a consolidated basis, as, among other things, the Company’s liquidity can be impacted by a number of factors, including its level of sales, costs and expenditures, as well as accounts receivable and inventory, which serve as the principal variables impacting the amount of liquidity available under the asset-based revolving credit agreement, dated as of September 7, 2016, by and among Products Corporation and certain of its subsidiaries, as borrowers, the Company, as holdings, the lenders party thereto and Citibank, N.A., as administrative agent and collateral agent (as amended, the "Amended 2016 Revolving Credit Agreement" and the credit facility thereunder, the "Amended 2016 Revolving Credit Facility") and the 2021 Foreign Asset-Based Term Facility (as defined herein). For example, subject to certain exceptions, revolving loans under the Amended 2016 Revolving Credit Facility and term loans under the 2021 Foreign Asset-Based Term Facility must be prepaid to the extent that such outstanding loans exceed the applicable borrowing base, consisting of certain accounts receivable, inventory and real estate. Recently Issued Accounting Pronouncements In March 2020, the FASB issued ASU 2020-04, "Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting." The new guidance under ASU 2020-04 provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts and hedging relationships that reference the London Interbank Offered Rate ("LIBOR") or another reference rate expected to be discontinued due to reference rate reform. These amendments are effective immediately and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022. The FASB voted to propose extending the sunset date under Topic 848 to December 31, 2024 for the shift from LIBOR when that rate and other rates expire. The FASB is expected to come to a decision later this year. The Company's debt arrangements have provisions in place for a replacement reference rate and the Company continues to assess the impact, if any, that ASU No. 2020-04 is expected to have on the Company’s results of operations, financial condition and/or financial statement disclosures. In June 2016, the FASB issued ASU No. 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments," which was subsequently amended in November 2018 through ASU No. 2018-19, "Codification Improvements to Topic 326, Financial Instruments - Credit Losses." ASU No. 2016-13 will require entities to estimate lifetime expected credit losses for trade and other receivables, net investments in leases, financing receivables, debt securities and other instruments, which will result in earlier recognition of credit losses. Further, the new credit loss model will affect how entities in all industries estimate their allowance for losses for receivables that are current with respect to their payment terms. In November 2019, the FASB issued ASU No. 2019-10, which, among other things, deferred the application of the new guidance on credit losses for smaller reporting companies ("SRC") to fiscal years beginning after December 15, 2022, |
RESTRUCTURING CHARGES
RESTRUCTURING CHARGES | 3 Months Ended |
Mar. 31, 2022 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING CHARGES | RESTRUCTURING CHARGES Revlon Global Growth Accelerator Program On March 2, 2022, the Company announced that it is extending and expanding its existing Revlon Global Growth Accelerator (“RGGA”) program through 2024. The extension and expansion will allow the Company to continue to focus on identifying and implementing new opportunities programmatically. The extension and expansion will provide an additional year to implement larger projects and help make up for supply chain headwinds and the extended COVID restrictions throughout the globe. The major initiatives underlying the RGGA Program will remain and include: • Strategic Growth: Boost organic sales growth behind our strategic pillars – brands, markets, and channels -- to deliver mid-single digit Compound Average Annual Growth Rate through 2024. • Operating Efficiencies: Drive additional operational efficiencies and cost savings for margin improvement and to fuel investments in growth. • Build Capabilities: Build capabilities and embed the Revlon culture of one vision, one team. Since inception and through March 31, 2022 , t he Company recorded pre-tax restructuring and related charges of $105.9 million in connection with RGGA, consisting primarily of ( i) $78.5 million of employee severance, other personnel benefits and other costs; and (ii) $27.4 million of lease and other restructuring-related charges that were recorded within Selling, general & administrative expenses ("SG&A") and Cost of sales. A summary of the RGGA charges incurred since its inception in March 2020 and through March 31, 2022 is presented in the following table: Restructuring Charges and Other, Net Employee Severance and Other Personnel Benefits Other Costs Total Restructuring Charges Leases (a) Other Related Charges (b) Total Restructuring and Related Charges Charges incurred through December 31, 2021 $ 52.7 $ 23.9 $ 76.6 $ 17.7 $ 7.6 $ 101.9 Charges incurred during the three months ended March 31, 2022 0.5 1.4 1.9 1.4 0.7 4.0 Cumulative charges incurred through March 31, 2022 $ 53.2 $ 25.3 $ 78.5 $ 19.1 $ 8.3 $ 105.9 (a) Lease-related charges are recorded within SG&A in the Company’s Consolidated Statement of Operations and Comprehensive Loss. (b) Other related charges are recorded within SG&A and cost of sales in the Company’s Consolidated Statement of Operations and Comprehensive Loss. A summary of the RGGA restructuring charges incurred since its inception in March 2020 and through March 31, 2022 by reportable segment is presented in the following table: Charges incurred in the three months ended March 31, 2022 Cumulative charges incurred through March 31, 2022 Revlon $ 0.8 $ 28.8 Elizabeth Arden 0.3 19.3 Portfolio 0.5 18.5 Fragrances 0.3 11.9 Total $ 1.9 $ 78.5 Restructuring Reserve The liability balance and related activity for each of the Company's restructuring programs are presented in the following table: Utilized, Net Liability Expense, Net Cash Liability Balance at March 31, 2022 RGGA: Employee severance and other personnel benefits $ 1.9 $ 0.5 $ (0.5) $ 1.9 Other — 1.4 (1.4) — Total RGGA 1.9 1.9 (1.9) 1.9 Other restructuring initiatives: Employee severance and other personnel benefits 0.8 — — 0.8 Total other restructuring initiatives 0.8 — — 0.8 Total restructuring reserve $ 2.7 $ 1.9 $ (1.9) $ 2.7 |
INVENTORIES
INVENTORIES | 3 Months Ended |
Mar. 31, 2022 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES The Company's net inventory balances consisted of the following: March 31, December 31, 2022 2021 Finished goods 302.3 $ 277.0 Raw materials and supplies 131.8 125.3 Work-in-process 16.5 15.1 $ 450.6 $ 417.4 |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | PROPERTY, PLANT AND EQUIPMENT The Company's property, plant and equipment, net balances consisted of the following: March 31, December 31, 2022 2021 Land and improvements $ 10.6 $ 10.8 Building and improvements 42.8 43.5 Machinery and equipment 79.8 82.2 Office furniture, fixtures and capitalized software 58.7 62.6 Leasehold improvements 17.4 18.0 Construction-in-progress 6.7 8.8 Right-of-Use assets 75.4 71.4 Property, plant and equipment and Right-of-Use assets, net $ 291.4 $ 297.3 Depreciation and amortization expense on property, plant and equipment and right-of-use assets for the three months ended March 31, 2022 and March 31, 2021 was $14.2 million and $17.1 million, respectively. Accumulated depreciation and amortization was $555.7 million and $551.3 million as of March 31, 2022 and December 31, 2021, respectively. |
GOODWILL AND INTANGIBLE ASSETS,
GOODWILL AND INTANGIBLE ASSETS, NET | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS, NET | GOODWILL AND INTANGIBLE ASSETS, NET In accordance with ASC Topic 350, “Intangibles – Goodwill and Other,” the Company performs its annual impairment test during the fourth quarter of each year. The Company also reviews goodwill for impairment whenever events or changes in circumstances indicate that the carrying value of its goodwill may not be recoverable. After the close of each interim quarter, management assesses whether there exists any indicators of impairment requiring the Company to perform an interim goodwill impairment analysis. The following table presents the changes in goodwill by segment for the three months ended March 31, 2022: Revlon Portfolio Elizabeth Arden Fragrances Total Balance at January 1, 2022 $ 265.0 $ 87.8 $ 89.3 $ 120.7 $ 562.8 Foreign currency translation adjustment (0.1) (0.1) — (0.1) (0.3) Balance at March 31, 2022 $ 264.9 $ 87.7 $ 89.3 $ 120.6 $ 562.5 Cumulative goodwill impairment charges (a) $ (166.2) (a) Amount refers to cumulative impairment charges recognized in 2020 and prior years. No impairment charges were recorded during the three months ended March 31, 2022. The following tables present details of the Company's total intangible assets as of March 31, 2022 and December 31, 2021: March 31, 2022 Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Useful Life (in Years) Finite-lived intangible assets: Trademarks and licenses $ 270.1 $ (146.2) $ 123.9 11 Customer relationships 246.9 (125.8) 121.1 9 Patents and internally-developed intellectual property 23.8 (17.8) 6.0 5 Distribution rights 31.0 (9.6) 21.4 12 Other 1.3 (1.3) — 0 Total finite-lived intangible assets $ 573.1 $ (300.7) $ 272.4 Indefinite-lived intangible assets: Trade names (a) $ 110.0 N/A $ 110.0 Total indefinite-lived intangible assets $ 110.0 N/A $ 110.0 Total intangible assets $ 683.1 $ (300.7) $ 382.4 December 31, 2021 Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Useful Life (in Years) Finite-lived intangible assets: Trademarks and licenses $ 270.8 $ (142.9) $ 127.9 12 Customer relationships 247.2 (122.7) 124.5 10 Patents and internally-developed intellectual property 23.8 (17.4) 6.4 5 Distribution rights 31.0 (9.2) 21.8 13 Other 1.3 (1.3) — 0 Total finite-lived intangible assets $ 574.1 $ (293.5) $ 280.6 Indefinite-lived intangible assets: Trade names (a) $ 111.6 N/A $ 111.6 Total indefinite-lived intangible assets $ 111.6 N/A $ 111.6 Total intangible assets $ 685.7 $ (293.5) $ 392.2 (a) Indefinite-lived trade names include accumulated impairment of $33.1 million from 2020. Amortization expense for finite-lived intangible assets was $8.2 million and $8.4 million for the three months ended March 31, 2022 and 2021, respectively. |
ACCRUED EXPENSES AND OTHER CURR
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | 3 Months Ended |
Mar. 31, 2022 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES The Company's accrued expenses and other current liabilities consisted of the following: March 31, December 31, 2022 2021 Advertising, marketing and promotional costs $ 89.9 $ 113.3 Sales returns and allowances 77.4 92.3 Taxes 74.4 52.8 Compensation and related benefits 40.6 33.7 Professional services and insurance 30.9 28.5 Interest 25.8 31.3 Freight and distribution costs 15.7 18.4 Short-term lease liability 15.1 12.9 Restructuring reserve 2.7 2.7 Software 1.8 2.2 Other (a) 41.5 43.9 Total $ 415.8 $ 432.0 |
DEBT
DEBT | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT The table below details the Company's debt balances, net of discounts and debt issuance costs. March 31, December 31, 2022 2021 Amended 2016 Revolving Credit Facility (Tranche A) due 2024 $ 85.9 $ 108.0 SISO Term Loan Facility due 2024 125.5 126.2 2021 Foreign Asset-Based Term Facility due 2024 71.6 71.2 2020 ABL FILO Term Loans due 2023 50.0 50.0 2020 Troubled-debt-restructuring: future interest 39.0 42.6 2020 BrandCo Term Loan Facility due 2025 1,756.6 1,749.7 2016 Term Loan Facility: 2016 Term Loan due 2023 and 2025 866.5 867.9 6.25% Senior Notes due 2024 427.3 426.9 Spanish Government Loan due 2025 0.3 0.2 Debt $ 3,422.7 $ 3,442.7 Less current portion (115.6) (137.2) Long-term debt $ 3,307.1 $ 3,305.5 Short-term borrowings (*) $ 0.7 $ 0.7 (*) The weighted average interest rate on these short-term borrowings outstanding at both March 31, 2022 and December 31, 2021 was 11.4%. Amendment No. 9 to the Amended 2016 Revolving Credit Agreement: Tranche A - Revolving Credit Facility and Second-In, Second-Out ("SISO") Term Loan Facility On March 31, 2022, Products Corporation entered into Amendment No. 9 to the Amended 2016 Revolving Credit Agreement (“Amendment No. 9”). Amendment No. 9, among other things, made certain changes to the calculation of the borrowing base. Amendment No. 9 has the effect of temporarily increasing the borrowing base under the Amended 2016 Revolving Credit Agreement by up to $25 million until the earlier of (i) September 29, 2022 and (ii) the occurrence of an event of default or payment default (the “Amendment No. 9 Accommodation Period”). During the Amendment No. 9 Accommodation Period, Amendment No. 9 also establishes a reserve against availability under the Amended 2016 Revolving Credit Agreement in the amount of $10 million until June 29, 2022 and $15 million thereafter. Products Corporation was required to pay customary fees in connection with Amendment No. 9. The Company incurred approximately $1.8 million of new debt issuance costs in connection with Amendment No. 9 to the 2016 Revolving Credit Agreement and SISO Term Loan Facility , which are amortized in accordance with the straight-line method within "Amortization of debt issuance costs" over the term of the Amendment No. 9 Accommodation Period. First Amendment to 2021 Asset-Based Term Agreement On March 30, 2022, Revlon Finance LLC, a Delaware limited liability company and wholly-owned subsidiary of Revlon (the “FABTL Borrower”), entered into the First Amendment (the “First Amendment”) to the 2021 Foreign Asset-Based Term Agreement. The First Amendment, among other things, made certain changes to the calculation of the borrowing base that have the effect of temporarily increasing the borrowing base for one year after the effective date of the First Amendment. Initially the increase in the borrowing base is estimated to be approximately $7 million. The FABTL Borrower is required to pay customary fees in connection with the First Amendment. Prior Year Debt Transactions Amendment No. 8 to the Amended 2016 Revolving Credit Agreement: Tranche A - Revolving Credit Facility and Second-In, Second-Out Term Loan Facility On May 7, 2021, Products Corporation entered into Amendment No. 8 to the Amended 2016 Revolving Credit Agreement (“Amendment No. 8”). Amendment No. 8, among other things, made certain amendments pursuant to which: (i) the maturity date applicable to the “Tranche A” revolving loans and SISO Term Loan Facility (as defined further below in this section within "Amendment No. 7 to the Amended 2016 Revolving Credit Agreement: Tranche A - Revolving Credit Facility and SISO Term Loan Facility" ) was extended from June 8, 2023 to May 7, 2024, subject to a springing maturity to the earlier of: (x) 91 days prior to the maturity of the 2016 Term Loan Facility on September 7, 2023, to the extent such term loans are then outstanding, and (y) to the extent the Company’s first-in, last-out term loans (the “2020 ABL FILO Term Loans”) are then outstanding, the earliest stated maturity of the 2020 ABL FILO Term Loans ; (ii) the commitments under the “Tranche A” revolving facility were reduced from $300 million to $270 million and under the SISO Term Loan Facility were upsized from $100 million to $130 million, (iii) the financial covenant was changed from (A)(x) a minimum excess availability requirement of $20 million when the fixed charge coverage ratio is greater than 1.00x or (y) a minimum excess availability requirement of $30 million when the fixed charge coverage ratio is less than 1.00x to (B) a springing minimum fixed charge coverage ratio of 1.00x when excess availability is less than $27.5 million, (iv) certain advance rates in respect of the borrowing base under the credit agreement were increased, and (v) the perpetual cash dominion requirement was replaced with a springing cash dominion requirement triggered only when excess availability is less than $45 million. In addition, Amendment No. 8 increased the interest rate margin applicable to the “Tranche A” revolving loans to 3.75% from a range of 2.50-3.00% and decreased the LIBOR “floor” applicable thereto from 1.75% to 0.50%. On May 7, 2021, the Company also entered into a successor agent appointment and agency transfer agreement pursuant to which MidCap Funding IV Trust ("MidCap") succeeded Citibank, N.A. as the collateral agent and administrative agent for the Amended 2016 Revolving Credit Agreement. Products Corporation paid certain customary fees to MidCap and the lenders under the Amended 2016 Revolving Credit Facility in connection with Amendment No. 8. Amendment No. 8 included an extinguishment, as defined by ASC 470, Debt, with the prior lenders under the Company's Tranche A Revolving Credit facility and the substitution of such lenders under the revolving credit facility with a new lender, MidCap, with which the Company had no prior loans outstanding . In connection with this transaction: • Fees of $0.8 million paid to the old lenders that were extinguished under the Tranche A Revolving Credit facility were expensed within SG&A on the Company's Consolidated Statement of Operations and Comprehensive Loss for the year ended December 31, 2021 ; • Deferred financing costs associated with the extinguished, old lenders prior to the effective date of Amendment No. 8, amounting to approximately $4.7 million, were expensed within "Amortization of debt issuance costs” on the Company's Consolidated Statement of Operations and Comprehensive Loss for the year ended December 31, 2021 ; and • Fees of approximately $2.1 million paid to the new lender and third parties were recorded as deferred financing costs and are amortized in accordance with the straight-line method over the revised term of Tranche A through May 7, 2024. The above-mentioned Amendment No. 8 also included an extinguishment and a modification of a term loan in connection with the existing SISO Term Loan Facility. More specifically, in accordance with ASC 470, Debt: • Extinguishment accounting was applied to one existing prior lender, which was no longer involved with the SISO Term Loan Facility after Amendment No. 8. In connection with such extinguishment, deferred financing costs of approximately $1.4 million were expensed within "Amortization of debt issuance costs” on the Company's Consolidated Statement of Operations and Comprehensive Loss for the year ended December 31, 2021; and • Modification accounting was applied to those exiting lenders for which the cash flow effect between the amount owed to them before and after the consummation of Amendment No. 8, on a present value basis, was less than 10% and, thus, the debt instruments were not considered to be substantially different. In connection with such modification, fees of approximately $0.9 million paid to the lenders were recorded as deferred financing costs and are amortized within "Amortization of debt issuance costs” (together with previously exiting deferred financing costs associated with these lenders of approximately $4.0 million), in accordance with the new effective interest rate computed over the revised term of the SISO Term Loan Facility. Additionally, approximately $0.4 million of fees paid to third parties were expensed within SG&A on the Company's Consolidated Statement of Operations and Comprehensive Loss for the year ended December 31, 2021. Amendment No. 7 to the Amended 2016 Revolving Credit Agreement: Tranche A - Revolving Credit Facility and SISO Term Loan Facility On March 8, 2021, Products Corporation entered into Amendment No. 7 to the Amended 2016 Revolving Credit Agreement (“Amendment No. 7”). Amendment No. 7, among other things, made certain amendments pursuant to which: (i) the maturity date applicable to the “Tranche A” revolving loans under the Amended 2016 Revolving Credit Agreement was extended from September 7, 2021 to June 8, 2023; (ii) the commitments under the “Tranche A” revolving facility were reduced from $400 million to $300 million; and (iii) a new $100 million senior secured second-in, second-out term loan facility maturing June 8, 2023 (the “SISO Term Loan Facility”) was established and Products Corporation borrowed $100 million of term loans thereunder. Except as to pricing, maturity, enforcement priority and certain voting rights, the terms of the SISO Term Loan Facility are substantially consistent with the first-in, last-out “Tranche B” term loan facility under the Amended 2016 Revolving Credit Agreement, including as to guarantees and collateral. Term loans under the SISO Term Loan Facility accrue interest at the LIBOR rate, subject to a floor of 1.75%, plus a margin of 5.75%. In addition, Amendment No. 7 increased the interest rate margin applicable to the “Tranche A” revolving loans by 0.50% to a range of 2.50% to 3.0%, depending on average excess revolving availability. Products Corporation paid certain customary fees to Citibank, N.A. and the lenders under the Amended 2016 Revolving Credit Facility in connection with Amendment No. 7. Amendment No. 7 represented an exchange of an existing revolving credit agreement with a new revolving credit agreement with the same lenders as defined by ASC 470, Debt, under the revolving credit facility. All pre-existing unamortized deferred financing costs associated with the old revolving credit agreement of approximately $0.8 million were added to the newly incurred deferred financing costs of approximately $4.2 million and their total of approximately $5.1 million started to be amortized in accordance with the straight-line method over the term of Tranche A through June 8, 2023. Additionally, approximately $4.3 million of new deferred financing costs were incurred in connection with the SISO Term Loan Facility with the new lenders, which are amortized in accordance with the effective interest method over the term of the facility. 2021 Foreign Asset-Based Term Facility On March 2, 2021 (the “2021 ABTL Closing Date”), Revlon Finance LLC (the “ABTL Borrower”), a wholly owned indirect subsidiary of Products Corporation, certain foreign subsidiaries of Products Corporation party thereto as guarantors, the lenders party thereto and Blue Torch Finance LLC, as administrative agent and collateral agent (the “ABTL Agent”), entered into an Asset-Based Term Loan Credit Agreement (the “2021 Foreign Asset-Based Term Agreement”, and the term loan facility thereunder, the “2021 Foreign Asset-Based Term Facility”). Principal and Maturity : The 2021 Foreign Asset-Based Term Facility provides for a U.S. dollar-denominated senior secured asset-based term loan facility in an aggregate principal amount of $75 million, the full amount of which was funded on the closing of the facility. On the 2021 ABTL Closing Date, approximately $7.5 million of the proceeds of the 2021 Foreign Asset-Based Term Facility were deposited in an escrow account by the ABTL Agent pending completion of certain post-closing perfection actions with respect to certain foreign real property of the guarantors constituting collateral securing the 2021 Foreign Asset-Based Term Facility. Such perfection actions were subsequently completed, and the escrowed funds were released to the ABTL Borrower. The 2021 Foreign Asset-Based Term Facility has an uncommitted incremental facility pursuant to which it may be increased from time to time by up to the amount of the borrowing base in effect at the time such incremental facility is incurred, subject to certain conditions and the agreement of the lenders providing such increase. The proceeds of the loans under the 2021 Foreign Asset-Based Term Facility were used: (i) to repay in full the obligations under the 2018 Foreign Asset-Based Term Facility (the “ABTL Refinancing”); (ii) to pay fees and expenses in connection with the 2021 Foreign Asset-Based Term Facility and the ABTL Refinancing; and (iii) for working capital and other general corporate purposes. The 2021 Foreign Asset-Based Term Facility matures on March 2, 2024, subject to a springing maturity date of August 1, 2023 if, on such date, any principal amount of loans under the term loan credit agreement, dated as of September 7, 2016, by and among Products Corporation, as the borrower, the Company, as holdings, the lenders party thereto and Citibank, N.A., as administrative agent and collateral agent (as amended by Amendment No. 1 dated as of May 7, 2020, the “2016 Term Loan Agreement” and the credit facility thereunder, the “2016 Term Loan Facility”) due September 7, 2023 remain outstanding. The 2021 Foreign Asset-Based Term Agreement requires the maintenance of a borrowing base supporting the borrowing thereunder, to be evidenced with the delivery of biweekly borrowing base certificates customary for facilities of this type, with more frequent reporting required upon the triggering of certain events. The borrowing base calculation under the 2021 Foreign Asset-Based Term Facility is based on the sum of: (i) 80% of eligible accounts receivable (later increased to 90% for one year from the effective date of the First Amendment); (ii) 65% of the net orderly liquidation value of eligible finished goods inventory receivable (later increased to 75% for one year from the effective date of the First Amendment); and (iii) 45% of the mortgage value of eligible real property, in each case with respect to certain of Products Corporation’s subsidiaries organized in Australia, Bermuda, Germany, Italy, Spain and Switzerland (the “ABTL Borrowing Base Guarantors”). The borrowing bases in each jurisdiction are subject to certain customary availability reserves set by the ABTL Agent. Guarantees and Security : The 2021 Foreign Asset-Based Term Facility is guaranteed by the Borrowing Base Guarantors, as well as by the direct parent entities of each ABTL Borrowing Base Guarantor (not including Revlon, Inc. or Products Corporation) on a limited recourse basis (the “ABTL Parent Guarantors”) and by certain subsidiaries of Products Corporation organized in Mexico (the “ABTL Other Guarantors” and, together with the ABTL Borrower and the ABTL Borrowing Base Guarantors, the “ABTL Loan Parties”). The obligations of the ABTL Loan Parties and the ABTL Parent Guarantors under the 2021 Foreign Asset-Based Term Facility are secured by first-ranking pledges of the equity of each ABTL Loan Party (other than the Other Guarantors), the inventory and accounts receivable of the ABTL Borrowing Base Guarantors, the material bank accounts of each Loan Party, the material intercompany indebtedness owing to any Loan Party (including any intercompany loans made with the proceeds of the 2021 Foreign Asset-Based Term Facility) and certain other material assets of the ABTL Borrowing Base Guarantors, subject to customary exceptions and exclusions. The 2021 Foreign Asset-Based Term Facility includes a cash dominion feature customary for transactions of this type. Interest and Fees : Interest is payable on each interest payment date as set forth in the 2021 Foreign Asset-Based Term Agreement, and in any event at least quarterly, and accrues on borrowings under the 2021 Foreign Asset-Based Term Facility at a rate per annum equal to the LIBOR rate, with a floor of 1.50%, plus an applicable margin equal to 8.50%. The ABTL Borrower is obligated to pay certain fees and expenses in connection with the 2021 Foreign Asset-Based Term Facility, including a fee payable to Blue Torch Finance LLC for its services as Agent. Loans under the 2021 Foreign Asset-Based Term Facility may be prepaid without premium or penalty, subject to a prepayment premium equal to 3.0% of the aggregate principal amount of loans prepaid or repaid during the first year after the 2021 ABTL Closing Date, 2.0% of the aggregate principal amount of loans prepaid or repaid during the second year after the 2021 ABTL Closing Date and 1.0% of the aggregate principal amount of loans prepaid or repaid thereafter. Affirmative and Negative Covenants : The 2021 Foreign Asset-Based Term Agreement contains certain affirmative and negative covenants that, among other things, limit the ABTL Loan Parties’ ability to, subject to various exceptions and qualifications: (i) incur additional debt; (ii) incur liens; (iii) sell, transfer or dispose of assets; (iv) make investments; (v) make dividends and distributions on, or repurchases of, equity; (vi) make prepayments of contractually subordinated or junior lien debt; (vii) enter into certain transactions with their affiliates, including amending certain material intercompany agreements or trade terms; (viii) enter into sale-leaseback transactions; (ix) change their lines of business; (x) restrict dividends from their subsidiaries or restrict liens; (xi) change their fiscal year; and (xii) modify the terms of certain debt. The ABTL Parent Guarantors are subject to certain customary holding company covenants. The ability of the Loan Parties to make certain intercompany asset sales, investments, restricted payments and prepayments of intercompany debt is contingent on certain "cash movement conditions" or "payment conditions" being met, which among other things, require a certain level of liquidity for the applicable Loan Party to effect such type of transactions. The 2021 Foreign Asset-Based Term Agreement also contains a financial covenant requiring the ABTL Loan Parties to maintain a minimum average balance of cash and cash equivalents of $3.5 million, tested monthly, based on the last 10 business days of each month, subject to certain cure rights. The 2021 Foreign Asset-Based Term Agreement also contains certain customary representations, warranties and events of default. Prepayments : The ABTL Borrower must prepay loans under the 2021 Foreign Asset-Based Term Facility to the extent that outstanding loans exceed the borrowing base. In lieu of a mandatory prepayment, the Loan Parties may deposit cash into a designated U.S. bank account with the ABTL Agent that is subject to a control agreement (such cash, the “Qualified Cash”). If an event of default occurs and is continuing, the Qualified Cash may be applied, at the ABTL Agent’s option, to prepay the loans under the 2021 Foreign Asset-Based Term Facility. If the borrowing base subsequently exceeds the outstanding loans, the ABTL Borrower can withdraw Qualified Cash from such bank account to the extent of such excess. In addition, the 2021 Foreign Asset-Based Term Facility is subject to mandatory prepayments from the net proceeds from the incurrence by the Loan Parties of debt not permitted thereunder. The proceeds from the 2021 Foreign Asset-Based Term Facility were used to extinguish the entire amount outstanding under the 2018 Foreign Asset-Based Term Facility as of the closing date, which was due on July 9, 2021. In connection with such extinguishment, approximately $1.0 million of pre-existing unamortized deferred financing costs were expensed within "Amortization of Debt Issuance Costs" on the Company’s Consolidated Statement of Operations and Comprehensive Loss for the year ended December 31, 2021. In accordance with the terms of the 2021 Foreign Asset-Based Term Agreement, approximately $13.8 million of the proceeds from the transaction are held in escrow and are recorded within "Prepaid expenses and other assets" on the Company's Consolidated Balance Sheet as of December 31, 2021. The Company incurred approximately $3.2 million of new debt issuance costs in connection with the closing of the 2021 Foreign Asset-Based Term Facility, which are amortized within "Amortization of debt issuance costs" in accordance with the effective interest method over the term of the facility. 2020 Troubled Debt Restructuring As a result of the consummation of the exchange offer pertaining to Products Corporation's 5.75% Senior Notes (the "5.75% Senior Notes Exchange Offer"), and following the applicability of the Troubled Debt Restructuring guidance in ASC 470, Debt, the Company recorded $57.8 million of future interest payments. During the three months ended March 31, 2022, the Company recorded $3.6 million of amortization of such future interest as an offset within "Interest expense, net" on the Company's Unaudited Condensed Consolidated Statement of Operations and Comprehensive Loss. Covenants Products Corporation was in compliance with all applicable covenants under the BrandCo credit agreement, dated as of May 7, 2020, by and among Products Corporation, as borrower, the Company, as holdings, the lenders party thereto and Jefferies Finance, LLC as administrative agent and collateral agent (as amended by Amendment No. 1 dated as of November 13, 2020, the "2020 BrandCo Credit Agreement" and the credit facilities thereunder, the "2020 BrandCo Facilities"); the Amended 2016 Revolving Credit Agreement and the 2016 Term Loan Agreement (collectively, the "2016 Credit Agreements"); the 2021 Foreign Asset-Based Term Agreement; as well as with all applicable covenants under the indenture governing its 6.25% Senior Notes due 2024 (such notes, the "6.25% Senior Notes" and the related indenture, the "6.25% Senior Notes Indenture"), in each case as of March 31, 2022. At March 31, 2022, the aggregate principal amounts outstanding and availability under Products Corporation’s various revolving credit facilities were as follows: Commitment Borrowing Base Aggregate principal amount outstanding at March 31, 2022 Availability at March 31, 2022 (a) Tranche A Revolving Credit Facility $ 270.0 $ 153.1 $ 88.0 $ 65.1 SISO Term Loan Facility 130.0 130.0 130.0 — 2020 ABL FILO Term Loans 50.0 43.2 $ 50.0 $ — (a) Availability as of March 31, 2022 is based upon the Tranche A Revolving borrowing base then in effect under Amendment No.9 to the Amended 2016 Revolving Credit Facility of $153.1 million (which includes a $6.8 million reserve for the shortfall of the borrowing base that supports the 2020 ABL FILO Term Loans compared to the corresponding aggregate principal amount outstanding of $50 million), less $88.0 million then drawn. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS Assets and liabilities are required to be categorized into three levels of fair value based upon the assumptions used to value the assets or liabilities. Level 1 provides the most reliable measure of fair value, whereas Level 3, if applicable, generally would require significant management judgment. The three levels for categorizing the fair value measurement of assets and liabilities are as follows: • Level 1: Fair valuing the asset or liability using observable inputs, such as quoted prices in active markets for identical assets or liabilities; • Level 2: Fair valuing the asset or liability using inputs other than quoted prices that are observable for the applicable asset or liability, either directly or indirectly, such as quoted prices for similar (as opposed to identical) assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active; and • Level 3: Fair valuing the asset or liability using unobservable inputs that reflect the Company’s own assumptions regarding the applicable asset or liability. As of both March 31, 2022 and December 31, 2021, the Company did not have any financial assets and liabilities that were required to be measured at fair value. As of March 31, 2022, the fair value and carrying value of the Company’s long-term debt, including the current portion of long-term debt, are categorized in the table below: March 31, 2022 Fair Value Level 1 Level 2 Level 3 Total Carrying Value Liabilities: Long-term debt, including current portion (a) $ — $ 2,744.7 $ — $ 2,744.7 $ 3,422.7 As of December 31, 2021, the fair value and carrying value of the Company’s long-term debt, including the current portion of long-term debt, are categorized in the table below: December 31, 2021 Fair Value Level 1 Level 2 Level 3 Total Carrying Value Liabilities: Long-term debt, including current portion (a) $ — $ 2,864.0 $ — $ 2,864.0 $ 3,442.7 (a) The fair value of the Company's long-term debt, including the current portion of long-term debt, is based on quoted market prices for similar issuances and maturities. The carrying amounts of the Company's cash and cash equivalents, trade receivables, notes receivable, accounts payable and short-term borrowings approximate their respective fair values. |
FINANCIAL INSTRUMENTS
FINANCIAL INSTRUMENTS | 3 Months Ended |
Mar. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
FINANCIAL INSTRUMENTS | FINANCIAL INSTRUMENTS Letters of Credit Products Corporation maintains standby and trade letters of credit for various corporate purposes under which Products Corporation is obligated, of which $8.4 million (including amounts available under credit agreements in effect at that time) were maintained as of both March 31, 2022 and December 31, 2021. Included in these amounts are approximately $6.1 million in standby letters of credit that primarily support Products Corporation’s workers compensation, general liability and automobile insurance programs, in each case as outstanding as of both March 31, 2022 and December 31, 2021. At March 31, 2022 and December 31, 2021, respectively, all of the outstanding letters of credit were collateralized with a deposit of cash at the issuing financial institution. The estimated liability under such programs is accrued by Products Corporation. |
PENSION AND POST-RETIREMENT BEN
PENSION AND POST-RETIREMENT BENEFITS | 3 Months Ended |
Mar. 31, 2022 | |
Retirement Benefits [Abstract] | |
PENSION AND POST-RETIREMENT BENEFITS | PENSION AND POST-RETIREMENT BENEFITS Net Periodic Benefit Cost The components of net periodic benefit costs for the Company's pension and the other post-retirement benefit plans for the three months ended March 31, 2022 and 2021, respectively, were as follows: Pension Plans Other Three Months Ended March 31, 2022 2021 2022 2021 Net periodic benefit costs: Service cost $ 0.3 $ 0.3 $ — $ — Interest cost 2.7 2.3 0.1 — Expected return on plan assets (4.9) (4.9) — — Amortization of actuarial loss 2.8 3.4 0.1 0.2 Total net periodic benefit costs $ 0.9 $ 1.1 $ 0.2 $ 0.2 In the three months ended March 31, 2022, the Company recognized net periodic benefit cost of $1.1 million, compared to net periodic benefit cost of $1.3 million in the three months ended March 31, 2021. Net periodic benefit costs are reflected in the Company's unaudited Condensed Consolidated Financial Statements as follows for the periods presented: Three Months Ended March 31, 2022 2021 Net periodic benefit costs: Selling, general and administrative expense $ 0.3 $ 0.4 Miscellaneous, net 0.8 0.9 Total net periodic benefit costs $ 1.1 $ 1.3 The Company expects that it will have net periodic benefit cost of approximately $4.6 million for its pension and other post-retirement benefit plans during 2022, compared with net periodic benefit cost of $4.8 million in 2021. Contributions: The Company’s intent is to fund at least the minimum contributions required to meet applicable federal employee benefit laws and local laws, or to directly pay benefit payments where appropriate. During the three months ended March 31, 2022, $2.0 million and $0.2 million were contributed to the Company's pension plans and other post-retirement benefit plans, respectively. During 2022, the Company expects to contribute approximately $8.8 million in the aggregate to its pension and other post-retirement benefit plans. |
STOCK COMPENSATION PLAN
STOCK COMPENSATION PLAN | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
STOCK COMPENSATION PLAN | STOCK COMPENSATION PLAN Revlon's amended Stock Plan provides for awards of stock options, stock appreciation rights, restricted or unrestricted stock and restricted stock units ("RSUs") to eligible employees and directors of Revlon and its affiliates, including Products Corporation. On June 3, 2021 Revlon’s stockholders approved an amendment to the Stock Plan to reserve an additional 2,000,000 shares and extend the term until August 2030. As a result, an aggregate of 8,565,000 shares were reserved for issuance as Awards under the Stock Plan, of which there remained approximately 0.2 million shares (reduced by approximately 0.4 million shares reserved for issuance upon approval of the Fifth Amended and Restated Revlon, Inc. Stock Plan) available for grant as of March 31, 2022. 2022 Incentive Program During the first quarter of 2022, the Company granted approximately 3.1 million equity awards (includes approximately 0.4 million shares reserved for issuance upon approval of the Fifth Amended and Restated Revlon, Inc. Stock Plan) with two tranches of 100% time-based RSU components, all pursuant to the Stock Plan. Approximately 0.4 million vest at 100% in March 2023 and approximately 2.7 million vests as follows: 50% in March 2023; 50% in March 2024. The awards are subject to continued employment through the respective vesting dates. 2019 Transaction Incentive Program During the second quarter of 2021, the Company granted approximately 78,000 TIP awards with both a cash component and RSU component, all pursuant to the Stock Plan. These TIP awards are 100% time-based and vests as follows: 50% in June 2022; 50% in June 2023. The awards are subject to continued employment through the respective vesting dates. As of March 31, 2022, a total of approximately 70,362 time-based RSUs had been granted and are outstanding under the Revlon 2019 Transaction Incentive Program (the "2019 TIP"). The 2019 TIP also provided for the following cash-based awards payable to certain employees, subject to continued employment through the respective vesting dates: (i) Tier 1 - $6.8 million payable in two equal installments as of December 31, 2020 and December 31, 2021; and (ii) Tier 2 - $2.5 million payable in one installment as of December 31, 2020. Such RSUs and cash-based awards were eligible for vesting following a termination without cause or due to death or disability or if not assumed upon a change in control (the “Special Vesting Rules”). The total amount amortized for this Tier 1 cash-based awards since the program's inception and through March 31, 2022 is approximately $7.7 million, of which $0.2 million were recorded during the three months ended March 31, 2022, respectively. The amortization of such awards is recorded within "Acquisition, integration and divestiture costs" in the Company's Consolidated Statements of Operations and Comprehensive Loss. Long-Term Incentive Program During the first quarter of 2022, the Company granted nil time-based RSU awards. During the first quarter of 2021, the Company granted approximately 1.5 million time-based RSU awards under the Stock Plan (the "2021 LTIP RSUs") to certain employees. The 2021 LTIP RSUs are 100% time-based and vests as follows: 50% in March 2022; 25% in March 2023; 25% in March 2024. Time-Based LTIP and TIP RSUs The Company recognized $3.8 million of net compensation expense related to the time-based LTIP and TIP RSUs for the three months ended March 31, 2022. As of March 31, 2022, the Company had $38.7 million of total deferred compensation expense related to non-vested, time-based LTIP and TIP RSUs. The cost is recognized over the vesting period of the awards, as described above. Performance-based LTIP RSUs The Company recognized $2.1 million of income, net of adjustments, to compensation expense related to the performance-based LTIP RSUs for the three months ended March 31, 2022. As of March 31, 2022, the Company had $12.1 million of total deferred compensation expense related to non-vested, performance-based LTIP RSUs. The cost is recognized over the service period of the awards, as described above. Acceleration of Vesting Under the aforementioned provisions for acceleration of vesting, as of March 31, 2022 and since the time these provisions became effective in September 2019, 57,763 LTIP RSUs and 47,743 2019 TIP Tier 1 RSUs were vested on an accelerated basis due to involuntary terminations, resulting in accelerated amortization of approximately $2.0 million. In addition, since the time these provisions became effective in September 2019 and through the three months ended March 31, 2022 under the same accelerated vesting provisions, the Company also recorded approximately $1.8 million of accelerated amortization in connection with the cash portion of the 2019 TIP Tier 1 and Tier 2 awards that were vested on an accelerated basis due to involuntary terminations. No accelerated amortization was recorded for the three months ended March 31, 2022 in connection with the LTIP RSUs, the 2019 TIP RSUs and the 2019 TIP cash portion. See the roll-forward table in the following sections of this Note 11 for activity related to the three months ended March 31, 2022. During the three months ended March 31, 2022, the activity related to time-based and performance-based RSUs previously granted to eligible employees and the grant date fair value per share related to these RSUs were as follows under the LTIP, 2019 TIP and 2022 Incentive programs, respectively: Time-Based LTIP Performance-Based LTIP RSUs (000's) Weighted-Average Grant Date Fair Value per RSU RSUs (000's) Weighted-Average Grant Date Fair Value per RSU Outstanding as of December 31, 2021 2019 TIP RSUs (a) 74.6 $ 13.16 n/a $ — LTIP RSUs: 2021 1,548.6 10.58 — — 2020 253.9 14.96 377.7 14.96 2019 69.8 22.58 211.2 22.55 Total LTIP RSUs 1,872.3 588.9 Total LTIP and TIP RSUs Outstanding as of December 31, 2021 1,946.9 588.9 Granted 2022 Incentive Program 3,122.4 10.24 — — 2019 TIP RSUs Granted (a) — — — — LTIP RSUs: 2021 — — — — 2020 — — — — 2019 — — — — Total LTIP RSUs Granted — — Vested LTIP RSUs: 2021 (751.8) 10.59 — — 2020 (122.8) 14.96 — — 2019 (66.6) 22.55 (44.3) 22.55 Total LTIP RSUs Vested (941.2) (44.3) Forfeited/Canceled 2019 TIP RSUs Forfeited/Canceled (a) (4.3) 13.16 — — LTIP RSUs: 2021 (52.0) 10.59 — — 2020 (11.9) 14.96 (20.1) 14.96 2019 (3.2) 22.55 (166.9) 22.55 Total LTIP RSUs Forfeited/Canceled (67.1) (187.0) Outstanding as of March 31, 2022 2022 Incentive Program 3,122.4 10.24 — — 2019 TIP RSUs 70.3 13.16 n/a — LTIP RSUs: 2021 744.8 10.57 — — 2020 119.2 14.96 357.6 14.96 2019 — — — — Total LTIP RSUs 864.0 357.6 Total LTIP and TIP RSUs Outstanding as of March 31, 2022 4,056.7 357.6 (a) The 2019 TIP provides for RSU awards that are only time-based. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company's provision for income taxes represents federal, foreign, state and local income taxes. The Company's effective tax rate differs from the applicable federal statutory rate due to the effect of state and local income taxes, tax rates and income in foreign jurisdictions. The Company’s tax provision changes quarterly based on various factors including, but not limited to, the geographical level and mix of earnings; enacted tax legislation; foreign, state and local income taxes; changes in valuation allowances; tax audit settlements; and the interaction of various global tax strategies. The Company recorded a provision for income taxes of $9.8 million (Products Corporation - $9.7 million) for the three months ended March 31, 2022 and a provision for income taxes of $11.2 million (Products Corporation - $11.1 million) for the three months ended March 31, 2021, respectively. The $1.4 million decrease (Products Corporation - $1.4 million) in the provision for income taxes in the three months ended March 31, 2022, compared to the three months ended March 31, 2021, was primarily due to the geographical level and mix of earnings, net change of valuation allowance on its net federal and certain deferred tax assets, partially offset by state taxes for certain U.S. entities. The Company's effective tax rate for the three months ended March 31, 2022 and March 31, 2021 was lower than the federal statutory rate of 21% primarily due to losses for which no tax benefit can be recognized, as well as state taxes for certain U.S. entities. In assessing the recoverability of its deferred tax assets, the Company continually evaluates all available positive and negative evidence to assess the amount of deferred tax assets which are more likely than not to be realized. D eferred tax assets are reduced by a valuation allowance if some portion or all of the deferred tax assets will not be realized. A valuation allowance is a non-cash charge, and it in no way limits the Company's ability to utilize its deferred tax assets, including its ability to utilize tax loss and credit carryforward amounts. For further information, see Note 13, "Income Taxes," to the Consolidated Financial Statements in the Company's 2021 Form 10-K. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE LOSS | 3 Months Ended |
Mar. 31, 2022 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | ACCUMULATED OTHER COMPREHENSIVE LOSS A roll-forward of the Company's accumulated other comprehensive loss as of March 31, 2022 is as follows: Foreign Currency Translation Actuarial (Loss) Gain on Post-retirement Benefits Other Accumulated Other Comprehensive Loss Balance at January 1, 2022 $ (25.8) $ (208.6) $ (0.3) $ (234.7) Foreign currency translation adjustment, net of tax (b) 1.0 — — 1.0 Amortization of pension related costs, net of tax (a) (b) — 2.9 — 2.9 Other comprehensive (loss) income $ 1.0 $ 2.9 $ — $ 3.9 Balance at March 31, 2022 $ (24.8) $ (205.7) $ (0.3) $ (230.8) (a) Amounts represent the change in accumulated other comprehensive loss as a result of the amortization of actuarial losses (gains) arising during each year related to the Company’s pension and other post-retirement plans. See Note 10, "Pension and Post-retirement Benefits," for further information on the Company’s pension and other post-retirement plans. (b) Amounts presented are net of tax expense of nil for each of the years ended March 31, 2022 and 2021. |
SEGMENT DATA AND RELATED INFORM
SEGMENT DATA AND RELATED INFORMATION | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
SEGMENT DATA AND RELATED INFORMATION | SEGMENT DATA AND RELATED INFORMATION Operating Segments As a result of the similarities in the procurement, manufacturing and distribution processes for the Company’s products, much of the information provided in the unaudited Condensed Consolidated Financial Statements and provided in the segment table below is similar to, or the same as, that reviewed on a regular basis by the Company's Chief Executive Officer. The Company operates in four brand-centric reporting units that are aligned with its organizational structure based on four global brand teams: Revlon; Elizabeth Arden; Portfolio; and Fragrances, which represent the Company's four reporting segments. The Company's management evaluates segment profit for each of the Company's reportable segments. The Company allocates corporate expenses to each reportable segment to arrive at segment profit, and these expenses are included in the internal measure of segment operating performance. The Company defines segment profit as income from continuing operations before interest, taxes, depreciation, amortization, stock-based compensation expense, gains/losses on foreign currency fluctuations, gains/losses on the early extinguishment of debt and miscellaneous expenses. Segment profit also excludes the impact of certain items that are not directly attributable to the reportable segments' underlying operating performance. Such items are shown below in the table reconciling segment profit to consolidated income from continuing operations before income taxes. The Company does not have any material inter-segment sales. The accounting policies for each of the reportable segments are the same as those described in Note 1, "Description of Business and Summary of Significant Accounting Policies." The Company's assets and liabilities are managed centrally and are reported internally in the same manner as the unaudited Condensed Consolidated Financial Statements; thus, no additional information regarding assets and liabilities of the Company’s reportable segments is produced for the Company's Chief Executive Officer or included in these unaudited Condensed Consolidated Financial Statements. The following table is a comparative summary of the Company’s net sales and segment profit for Revlon and Products Corporation by reportable segment for the periods presented. Revlon, Inc. Three Months Ended March 31, 2022 2021 Segment Net Sales: Revlon $ 182.1 $ 162.0 Elizabeth Arden 114.9 112.2 Portfolio 99.2 96.0 Fragrances 83.4 74.8 Total $ 479.6 $ 445.0 Segment Profit: Revlon $ 23.6 $ 8.0 Elizabeth Arden 5.9 9.2 Portfolio 17.3 13.1 Fragrances 11.6 7.9 Total $ 58.4 $ 38.2 Reconciliation: Total Segment Profit $ 58.4 $ 38.2 Less: Depreciation and amortization 27.6 33.3 Non-cash stock compensation expense 1.8 3.1 Non-Operating items: Restructuring and related charges 4.0 7.3 Acquisition, integration and divestiture costs 0.2 0.6 Financial control remediation and sustainability actions and related charges — 0.2 COVID-19 charges — 6.2 Capital structure and related charges 1.1 0.2 Operating income (loss) 23.7 (12.7) Less: Interest Expense 62.1 58.9 Amortization of debt issuance costs 9.1 8.7 Foreign currency losses, net 7.8 3.3 Miscellaneous, net 1.9 1.2 Loss from operations before income taxes $ (57.2) $ (84.8) Products Corporation Three Months Ended March 31, 2022 2021 Segment Net Sales: Revlon $ 182.1 $ 162.0 Elizabeth Arden 114.9 112.2 Portfolio 99.2 96.0 Fragrances 83.4 74.8 Total $ 479.6 $ 445.0 Segment Profit: Revlon $ 24.4 $ 8.4 Elizabeth Arden 6.4 9.5 Portfolio 17.7 13.2 Fragrances 12.0 8.1 Total $ 60.5 $ 39.2 Reconciliation: Total Segment Profit $ 60.5 $ 39.2 Less: Depreciation and amortization 27.6 33.3 Non-cash stock compensation expense 1.8 3.1 Non-Operating items: Restructuring and related charges 4.0 7.3 Acquisition, integration and divestiture costs 0.2 0.6 Financial control remediation and sustainability actions and related charges — 0.2 COVID-19 charges — 6.2 Capital structure and related charges 1.1 0.2 Operating income (loss) 25.8 (11.7) Less: Interest Expense 62.1 58.9 Amortization of debt issuance costs 9.1 8.7 Foreign currency losses, net 7.8 3.3 Miscellaneous, net 5.3 1.2 Loss from operations before income taxes $ (58.5) $ (83.8) As of March 31, 2022, the Company had operations established in approximately 25 countries outside of the U.S. and its products are sold throughout the world. Generally, net sales by geographic area are presented by attributing revenues from external customers on the basis of where the products are sold. The following tables present the Company's segment net sales by geography and total net sales by classes of similar products for the periods presented: Three Months Ended March 31, 2022 Revlon Elizabeth Arden Portfolio Fragrances Total Geographic Area: Net Sales North America $ 101.6 $ 26.0 $ 64.7 $ 52.7 $ 245.0 EMEA* 43.9 27.3 26.9 19.2 117.3 Asia 7.7 56.1 0.7 6.2 70.7 Latin America* 11.9 1.4 3.6 2.8 19.7 Pacific* 17.0 4.1 3.3 2.5 26.9 $ 182.1 $ 114.9 $ 99.2 $ 83.4 $ 479.6 Three Months Ended March 31, 2021 Revlon Elizabeth Arden Portfolio Fragrances Total Geographic Area: Net Sales North America $ 83.0 $ 28.4 $ 63.5 $ 51.3 $ 226.2 EMEA* 37.6 26.0 24.9 15.6 104.1 Asia 11.0 51.6 0.7 3.0 66.3 Latin America* 11.4 1.3 3.1 2.3 18.1 Pacific* 19.0 4.9 3.8 2.6 30.3 $ 162.0 $ 112.2 $ 96.0 $ 74.8 $ 445.0 * The EMEA region includes Europe, the Middle East and Africa; the Latin America region includes Mexico, Central America and South America; and the Pacific region includes Australia and New Zealand. Three Months Ended March 31, 2022 2021 Classes of similar products: Net sales: Color cosmetics $ 134.7 28% $ 113.4 26% Fragrance 117.7 25% 107.4 24% Hair care 116.3 24% 109.7 25% Beauty care 40.2 8% 37.8 8% Skin care 70.7 15% 76.7 17% $ 479.6 $ 445.0 The following table presents the Company's long-lived assets by geographic area: March 31, 2022 December 31, 2021 Long-lived assets, net: United States $ 1,113.2 84% $ 1,134.3 84% International 215.3 16% 215.8 16% $ 1,328.5 $ 1,350.1 |
REVLON, INC. BASIC AND DILUTED
REVLON, INC. BASIC AND DILUTED EARNINGS (LOSS) PER COMMON SHARE | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share, Basic and Diluted [Abstract] | |
REVLON, INC. BASIC AND DILUTED EARNINGS (LOSS) PER COMMON SHARE | REVLON, INC. BASIC AND DILUTED EARNINGS (LOSS) PER COMMON SHARE Following are the components of Revlon's basic and diluted loss per common share for the periods presented: Three months ended March 31, 2022 2021 Numerator: Loss from operations, net of taxes $ (67.0) $ (96.0) Net loss $ (67.0) $ (96.0) Denominator: Weighted-average common shares outstanding – Basic 54,262,464 53,653,449 Effect of dilutive restricted stock and RSUs — — Weighted-average common shares outstanding – Diluted 54,262,464 53,653,449 Basic and Diluted (loss) earnings per common share: Net loss per common share $ (1.23) $ (1.79) Unvested restricted stock and RSUs under the Stock Plan (a) 822,446 376,812 (a) These are outstanding common stock equivalents that were not included in the computation of Revlon's diluted earnings per common share because their inclusion would have had an anti-dilutive effect. |
CONTINGENCIES
CONTINGENCIES | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
CONTINGENCIES | CONTINGENCIES Citibank Litigation In the matter captioned In re Citibank August 11, 2020 Wire Transfers , No. 20-cv-06539-JMF (S.D.N.Y. Feb. 16, 2021) (the “Citi Decision”), the United States District Court for the Southern District of New York held that certain wire transfers mistakenly paid by Citibank, N.A. (“Citi”) from its own funds on August 11, 2020 to holders of term loans issued to Revlon under a Term Credit Agreement dated as of September 7, 2016 (as amended, the “2016 Facility”) were final and complete transactions not subject to revocation. The wire payments at issue were made to all lenders under the 2016 Facility in amounts equaling the principal and interest outstanding on the loans at that time. Certain lenders that received the payments returned the funds soon after the mistaken transfer, but holders of approximately $504 million did not, and as a result of the Citi Decision those lenders are entitled to keep the funds in discharge of their debt. Citi has appealed the Citi Decision. Citi has also asserted subrogation rights, but, as yet, there has been no determination of those rights (if any) under the 2016 Facility and Revlon has not taken a position on this issue. In these circumstances, it is the current intention of the Company to continue to make the scheduled payments under the 2016 Facility as if the full amount of the 2016 Facility remains outstanding. The Company is involved in various routine legal proceedings incidental to the ordinary course of its business. The Company believes that the outcome of all pending legal proceedings in the aggregate is not reasonably likely to have a material adverse effect on the Company’s business, prospects, results of operations, financial condition and/or cash flows. However, in light of the uncertainties involved in legal proceedings generally, the ultimate outcome of a particular matter could be material to the Company’s operating results for a particular period depending on, among other things, the size of the loss or the nature of the liability imposed and the level of the Company’s income for that particular period. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2022 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Transfer and Reimbursement Agreements Revlon, Products Corporation and MacAndrews & Forbes have entered into reimbursement agreements (the "Reimbursement Agreements") pursuant to which: (i) MacAndrews & Forbes is obligated to provide (directly or through its affiliates) certain professional and administrative services, including, without limitation, employees, to the Company, and to purchase services from third-party providers, such as insurance, legal, accounting and air transportation services, on behalf of the Company, to the extent requested by Products Corporation; and (ii) Products Corporation is obligated to provide certain professional and administrative services, including, without limitation, employees, to MacAndrews & Forbes and to purchase services from third-party providers, such as insurance, legal and accounting services, on behalf of MacAndrews & Forbes, to the extent requested by MacAndrews & Forbes, provided that in each case the performance of such services does not cause an unreasonable burden to MacAndrews & Forbes or Products Corporation, as the case may be. The Company reimburses MacAndrews & Forbes for the allocable costs of the services that MacAndrews & Forbes purchases for or provides to the Company and for the reasonable out-of-pocket expenses that MacAndrews & Forbes incurs in connection with the provision of such services. MacAndrews & Forbes reimburses Products Corporation for the allocable costs of the services that Products Corporation purchases for or provides to MacAndrews & Forbes and for the reasonable out-of-pocket expenses incurred by Products Corporation in connection with the purchase or provision of such services. Each of the Company, on the one hand, and MacAndrews & Forbes, on the other, has agreed to indemnify the other party for losses arising out of the services provided by it under the Reimbursement Agreements, other than losses resulting from its willful misconduct or gross negligence. The Reimbursement Agreements may be terminated by either party on 90 days' notice. The Company does not intend to request services under the Reimbursement Agreements unless their costs would be at least as favorable to the Company as could be obtained from unaffiliated third parties. The Company participates in MacAndrews & Forbes' directors and officers liability insurance program (the "D&O Insurance Program"), as well as its other insurance coverages, such as property damage, business interruption, liability and other coverages, which cover the Company, as well as MacAndrews & Forbes and its subsidiaries. The limits of coverage for certain of the policies are available on an aggregate basis for losses to any or all of the participating companies and their respective directors and officers. The Company reimburses MacAndrews & Forbes from time-to-time for their allocable portion of the premiums for such coverage or the Company pays the insurers directly, which premiums the Company believes are more favorable than the premiums that the Company would pay were it to secure stand-alone coverage. Any amounts paid by the Company directly to MacAndrews & Forbes in respect of premiums are included in the amounts paid under the Reimbursement Agreements. To ensure the availability of directors and officers liability insurance coverage through January 2023, the Company and MacAndrews & Forbes agreed to collectively make payments under MacAndrews & Forbes’ D&O Insurance Program. During 2021, the Company made a payment of approximately $1.3 million in respect of its participation in the D&O Insurance Program. During the three months ended March 31, 2022, the Company made no payment in respect of its participation in the D&O Insurance Program. As of March 31, 2022, the Company has $0.3 million balance outstanding in respect of its participation in the D&O Insurance Program. The net activity related to services purchased under the Transfer and Reimbursement Agreements during the three months ended March 31, 2022 and 2021 was less than $0.1 million expense and $0.1 million income, respectively. As of March 31, 2022 and December 31, 2021, a payable balance of less than $0.1 million, and a receivable balance of $0.1 million, from, MacAndrews & Forbes, respectively, was included in the Company's Unaudited Consolidated Balance Sheet for transactions subject to the Transfer and Reimbursement Agreements. Tax Sharing Agreements As a result of a debt-for-equity exchange transaction completed in March 2004 (the "2004 Revlon Exchange Transactions"), as of March 25, 2004, Revlon, Products Corporation and their U.S. subsidiaries were no longer included in the MacAndrews & Forbes Group for U.S. federal income tax purposes. Registration Rights Agreement Prior to the consummation of Revlon's initial public equity offering in February 1996, Revlon and Revlon Worldwide Corporation (which subsequently merged into REV Holdings LLC, a Delaware limited liability company and a wholly-owned subsidiary of MacAndrews & Forbes ("REV Holdings")), the then direct parent of Revlon entered into a registration rights agreement (the "Registration Rights Agreement"). In February 2003, MacAndrews & Forbes executed a joinder agreement to the Registration Rights Agreement, pursuant to which REV Holdings, MacAndrews & Forbes and certain transferees of Revlon's Common Stock held by REV Holdings (the "Holders") have the right to require Revlon to register under the Securities Act all or part of the Class A Common Stock owned by such Holders, including, without limitation, the shares of Class A Common Stock purchased by MacAndrews & Forbes in connection with Revlon's 2003 $50.0 million equity rights offering and the shares of Class A Common Stock which were issued to REV Holdings upon its conversion of all 3,125,000 shares of its Class B Common Stock in October 2013 (a "Demand Registration"). In connection with closing the 2004 Revlon Exchange Transactions and pursuant to the 2004 Investment Agreement, MacAndrews & Forbes executed a joinder agreement that provided that MacAndrews & Forbes would also be a Holder under the Registration Rights Agreement and that all shares acquired by MacAndrews & Forbes pursuant to the 2004 Investment Agreement are deemed to be registrable securities under the Registration Rights Agreement. This included all of the shares of Class A Common Stock acquired by MacAndrews & Forbes in connection with Revlon’s March 2006 $110 million rights offering of shares of its Class A Common Stock and related private placement to MacAndrews & Forbes, and Revlon’s January 2007 $100 million rights offering of shares of its Class A Common Stock and related private placement to MacAndrews & Forbes. Pursuant to the Registration Rights Agreement, in 2009 Revlon registered under the Securities Act all 9,336,905 shares of Class A Common Stock issued to MacAndrews & Forbes in the 2009 exchange offer, in which, among other things, Revlon issued to MacAndrews & Forbes shares of Class A Common Stock at a ratio of one share of Class A Common Stock for each $5.21 of outstanding principal amount of the then-outstanding Senior Subordinated Term Loan that MacAndrews & Forbes contributed to Revlon. Revlon may postpone giving effect to a Demand Registration for a period of up to 30 days if Revlon believes such registration might have a material adverse effect on any plan or proposal by Revlon with respect to any financing, acquisition, recapitalization, reorganization or other material transaction, or if Revlon is in possession of material non-public information that, if publicly disclosed, could result in a material disruption of a major corporate development or transaction then pending or in progress or could result in other material adverse consequences to Revlon. In addition, the Holders have the right to participate in registrations by Revlon of its Class A Common Stock (a "Piggyback Registration"). The Holders will pay all out-of-pocket expenses incurred in connection with any Demand Registration. Revlon will pay any expenses incurred in connection with a Piggyback Registration, except for underwriting discounts, commissions and expenses attributable to the shares of Class A Common Stock sold by such Holders. As of March 31, 2022, MacAndrews & Forbes beneficially owned approximately 85.2% of Revlon's Class A Common Stock, which at such date was Revlon's only class of capital stock outstanding. As a result, MacAndrews & Forbes is able to elect Revlon’s entire Board of Directors and control the vote on all matters submitted to a vote of Revlon's stockholders. MacAndrews & Forbes is beneficially owned by Ronald O. Perelman. Mr. Perelman is Chairman of Revlon’s and Products Corporation's Board of Directors. Other Certain of Products Corporation’s debt obligations, including the 2016 Credit Agreements and Products Corporation's Senior Notes, have been, and may in the future be, supported by, among other things, guarantees from all of Products Corporation's domestic subsidiaries (subject to certain limited exceptions) and, for the 2016 Credit Agreements, guarantees from Revlon. The obligations under such guarantees are secured by, among other things, all of the capital stock of Products Corporation and, its domestic subsidiaries (subject to certain limited exceptions) and 66% of the capital stock of Products Corporation's and its domestic subsidiaries' first-tier foreign subsidiaries. During the three months ended March 31, 2022 and 2021, the Company engaged several companies in which MacAndrews & Forbes had a controlling interest to provide the Company with various ordinary course business services. These services included processing $3.6 million and $2.5 million of coupon redemptions for the Company's retail customers for the three months ended March 31, 2022 and 2021, respectively, for which the Company incurred fees of $0.1 million for each of the three months ended March 31, 2022 and 2021, and other similar advertising, coupon redemption and raw material supply services, for which the Company had net payables aggregating to less than $0.1 million and $0.5 million as of March 31, 2022 and December 31, 2021. As of March 31, 2022 and December 31, 2021, payable balances of approximately $1.9 million and $4.2 million, respectively, were included in the Company's Consolidated Balance Sheet for the aforementioned coupon redemption services. The Company believes that its engagement of each of these affiliates was on arm's length terms, taking into account each firm's expertise in its respective field, and that the fees paid or received were at least as favorable as those available from unaffiliated parties. On May 4, 2022, the Company and Mr. Beattie entered into Amendment No. 3 to his Amended and Restated Consulting Agreement, dated as of March 11, 2020, pursuant to which he will continue to provide advisory services to the Company until April 1, 2023 (such amendment, “Amendment No. 3”). As compensation for Mr. Beattie’s advisory services, the Company agreed to grant him restricted stock units with an intended value of approximately $250,000, which will vest in installments during the period of his services. The foregoing description of Amendment No. 3 is qualified in its entirety by reference to the full text of Amendment No. 3, which is filed as Exhibit 10.1 to this Form 10-Q. |
PRODUCTS CORPORATION AND SUBSID
PRODUCTS CORPORATION AND SUBSIDIARIES GUARANTOR FINANCIAL INFORMATION | 3 Months Ended |
Mar. 31, 2022 | |
Condensed Financial Information Disclosure [Abstract] | |
PRODUCTS CORPORATION AND SUBSIDIARIES GUARANTOR FINANCIAL INFORMATION | PRODUCTS CORPORATION AND SUBSIDIARIES GUARANTOR FINANCIAL INFORMATION Products Corporation's 6.25% Senior Notes are fully and unconditionally guaranteed on a senior basis by certain of Products Corporation’s direct and indirect wholly-owned domestic subsidiaries (the "Guarantors Subsidiaries"). The following Condensed Consolidating Financial Statements present the financial information as of March 31, 2022 and December 31, 2021, and for each of the three months March 31, 2022 and 2021 for: (i) Products Corporation on a stand-alone basis; (ii) the Guarantor Subsidiaries on a stand-alone basis; (iii) the subsidiaries of Products Corporation that did not guarantee and do not guarantee Products Corporation's 6.25% Senior Notes (the "Non-Guarantor Subsidiaries") on a stand-alone basis; and; (iv) Products Corporation, the Guarantor Subsidiaries and the Non-Guarantor Subsidiaries on a consolidated basis. The Condensed Consolidating Financial Statements are presented on the equity method, under which the investments in subsidiaries are recorded at cost and adjusted to the applicable share of the subsidiary's cumulative results of operations, capital contributions, distributions and other equity changes. The principal elimination entries eliminate investments in subsidiaries and intercompany balances and transactions. Products Corporation and Subsidiaries Condensed Consolidating Balance Sheets As of March 31, 2022 Products Corporation Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated ASSETS Cash and cash equivalents $ 6.9 $ 1.0 $ 62.1 $ — $ 70.0 Trade receivables, less allowances for doubtful accounts 89.8 84.6 163.4 — 337.8 Inventories, net 143.2 119.3 188.1 — 450.6 Prepaid expenses and other 232.8 (5.2) 69.2 — 296.8 Intercompany receivables 4,672.3 4,666.7 787.8 (10,126.8) — Investment in subsidiaries 1,130.1 (208.7) — (921.4) — Property, plant and equipment, net 150.8 57.2 83.4 — 291.4 Deferred income taxes — 8.0 54.7 — 62.7 Goodwill 404.8 30.0 127.7 — 562.5 Intangible assets, net 19.8 166.0 196.6 — 382.4 Other assets 55.2 10.0 27.0 — 92.2 Total assets $ 6,905.7 $ 4,928.9 $ 1,760.0 $ (11,048.2) $ 2,546.4 LIABILITIES AND STOCKHOLDER’S DEFICIENCY Short-term borrowings $ — $ — $ 0.7 $ — $ 0.7 Current portion of long-term debt 115.5 — 0.1 — 115.6 Accounts payable 107.6 42.0 114.1 — 263.7 Accrued expenses and other 161.4 63.0 191.5 — 415.9 Intercompany payables 4,992.4 4,182.0 952.1 (10,126.5) — Long-term debt 3,235.3 — 71.8 — 3,307.1 Other long-term liabilities 224.9 106.2 32.0 — 363.1 Total liabilities 8,837.1 4,393.2 1,362.3 (10,126.5) 4,466.1 Stockholder’s (deficiency) equity (1,931.4) 535.7 397.7 (921.7) (1,919.7) Total liabilities and stockholder’s (deficiency) equity $ 6,905.7 $ 4,928.9 $ 1,760.0 $ (11,048.2) $ 2,546.4 Products Corporation and Subsidiaries Condensed Consolidating Balance Sheets As of December 31, 2021 Products Corporation Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated ASSETS Cash and cash equivalents $ 4.0 $ 2.1 $ 96.3 $ — $ 102.4 Trade receivables, less allowances for doubtful accounts 114.6 102.4 166.8 — 383.8 Inventories, net 129.3 127.9 160.2 — 417.4 Prepaid expenses and other 222.8 5.7 68.3 — 296.8 Intercompany receivables 4,542.8 4,396.2 700.5 (9,639.5) — Investment in subsidiaries 1,055.5 (218.9) — (836.6) — Property, plant and equipment, net 157.6 59.9 79.8 — 297.3 Deferred income taxes — 7.7 43.9 — 51.6 Goodwill 404.8 30.0 128.0 — 562.8 Intangible assets, net 20.3 170.3 201.6 — 392.2 Other assets 57.7 12.2 27.9 — 97.8 Total assets $ 6,709.4 $ 4,695.5 $ 1,673.3 $ (10,476.1) $ 2,602.1 LIABILITIES AND STOCKHOLDER’S DEFICIENCY Short-term borrowings $ — $ — $ 0.7 $ — $ 0.7 Current portion of long-term debt 137.1 — 0.1 — 137.2 Accounts payable 89.8 42.1 85.8 — 217.7 Accrued expenses and other 161.9 84.9 185.3 — 432.1 Intercompany payables 4,737.2 4,045.5 856.5 (9,639.2) — Long-term debt 3,234.1 — 71.4 — 3,305.5 Other long-term liabilities 176.8 115.7 73.6 — 366.1 Total liabilities 8,536.9 4,288.2 1,273.4 (9,639.2) 4,459.3 Stockholder’s (deficiency) equity (1,827.5) 407.3 399.9 (836.9) (1,857.2) Total liabilities and stockholder’s (deficiency) equity $ 6,709.4 $ 4,695.5 $ 1,673.3 $ (10,476.1) $ 2,602.1 Products Corporation and Subsidiaries Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income Three Months Ended March 31, 2022 Products Corporation Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net Sales $ 112.6 $ 122.3 $ 244.7 $ — $ 479.6 Cost of sales 55.3 53.8 87.8 — 196.9 Gross profit 57.3 68.5 156.9 — 282.7 Selling, general and administrative expenses 99.6 49.9 105.3 — 254.8 Acquisition, integration and divestiture costs 0.2 — — — 0.2 Restructuring charges and other, net 1.6 0.1 0.2 — 1.9 Operating (loss) income (44.1) 18.5 51.4 — 25.8 Other (income) expense: Intercompany interest, net (1.4) 0.6 0.8 — — Interest expense 60.2 — 1.9 — 62.1 Amortization of debt issuance costs 9.1 — — — 9.1 Foreign currency losses, net 8.2 0.1 (0.5) — 7.8 Miscellaneous, net 14.2 (86.8) 77.9 — 5.3 Other expense (income), net 90.3 (86.1) 80.1 — 84.3 (Loss) income from operations before income taxes (134.4) 104.6 (28.7) — (58.5) Provision for (benefit from) for income taxes — 5.8 3.9 — 9.7 (Loss) income from operations, net of taxes (134.4) 98.8 (32.6) — (68.2) Equity in income (loss) of subsidiaries 69.1 1.7 — (70.8) — Net (loss) income $ (65.3) $ 100.5 $ (32.6) $ (70.8) $ (68.2) Other comprehensive (loss) income 4.0 10.9 3.6 (14.6) 3.9 Total comprehensive (loss) income $ (61.3) $ 111.4 $ (29.0) $ (85.4) $ (64.3) Products Corporation and Subsidiaries Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income Three Months Ended March 31, 2021 Products Corporation Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net Sales $ 96.1 $ 118.2 $ 230.7 $ — $ 445.0 Cost of sales 47.6 56.0 87.6 — 191.2 Gross profit 48.5 62.2 143.1 — 253.8 Selling, general and administrative expenses 98.2 52.4 108.9 — 259.5 Acquisition, integration and divestiture costs 0.5 — 0.1 — 0.6 Restructuring charges and other, net 1.2 1.5 2.7 — 5.4 Operating (loss) income (51.4) 8.3 31.4 — (11.7) Other (income) expenses: Intercompany interest, net (0.3) 0.6 (0.3) — — Interest expense 57.8 — 1.1 — 58.9 Amortization of debt issuance costs 8.7 — — — 8.7 Foreign currency losses, net (0.6) (1.7) 5.6 — 3.3 Miscellaneous, net 14.5 2.7 (16.0) — 1.2 Other expense (income), net 80.1 1.6 (9.6) — 72.1 Loss from operations before income taxes (131.5) 6.7 41.0 — (83.8) Provision for (benefit from) income taxes 0.7 (0.1) 10.5 — 11.1 (Loss) income from operations, net of taxes (132.2) 6.8 30.5 — (94.9) Equity in (loss) income of subsidiaries 43.3 6.0 — (49.3) — Net (loss) income $ (88.9) $ 12.8 $ 30.5 $ (49.3) $ (94.9) Other comprehensive (loss) income (1.2) 7.1 2.8 (10.1) (1.4) Total comprehensive (loss) income $ (90.1) $ 19.9 $ 33.3 $ (59.4) $ (96.3) Products Corporation and Subsidiaries Condensed Consolidating Statements of Cash Flows Three Months Ended March 31, 2022 Products Corporation Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES: Net cash provided by (used in) operating activities $ 38.0 $ (37.0) $ 5.7 $ — $ 6.7 CASH FLOWS FROM INVESTING ACTIVITIES: Net cash (used in) provided by investing activities (1.2) (0.4) (0.7) — (2.3) CASH FLOWS FROM FINANCING ACTIVITIES: Net decrease in short-term borrowings and overdraft 0.2 (0.5) — — (0.3) Borrowings on term loans — — — — — Repayments on term loans (10.6) — — — (10.6) Net (repayments) borrowings under the revolving credit facilities (21.6) — — — (21.6) Payment of financing costs (1.8) — — — (1.8) Tax withholdings related to net share settlements of restricted stock and RSUs (3.2) — — — (3.2) Other financing activities — — (0.1) — (0.1) Net cash provided by (used in) financing activities (37.0) (0.5) (0.1) — (37.6) Effect of exchange rate changes on cash, cash equivalents and restricted cash — 38.8 (38.9) — (0.1) Net increase (decrease) in cash, cash equivalents and restricted cash (0.2) 0.9 (34.0) — (33.3) Cash, cash equivalents and restricted cash at beginning of period $ (55.4) $ (3.9) $ 180.2 $ — $ 120.9 Cash, cash equivalents and restricted cash at end of period $ (55.6) $ (3.0) $ 146.2 $ — $ 87.6 Products Corporation and Subsidiaries Condensed Consolidating Statements of Cash Flows Three Months Ended March 31, 2021 Products Corporation Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES: Net cash (used in) provided by operating activities $ 5.4 $ (41.6) $ 7.8 $ — $ (28.4) CASH FLOWS FROM INVESTING ACTIVITIES: Net cash (used in) provided by investing activities (1.9) 0.4 0.8 — (0.7) CASH FLOWS FROM FINANCING ACTIVITIES: Net decrease in short-term borrowings and overdraft (3.5) (4.9) (2.2) — (10.6) Borrowings on term loans 175.0 — — — 175.0 Repayments on Term Loans (61.2) — — — (61.2) Net (repayments) borrowings under the revolving credit facilities (59.3) — — — (59.3) Payments of financing costs (11.8) — — — (11.8) Tax withholdings related to net share settlements of restricted stock and RSUs (2.4) — — — (2.4) Other financing activities (0.1) — — — (0.1) Net cash provided by (used in) financing activities 36.7 (4.9) (2.2) — 29.6 Effect of exchange rate changes on cash, cash equivalents and restricted cash (21.9) 47.7 (27.1) — (1.3) Net increase (decrease) in cash, cash equivalents and restricted cash 18.3 1.6 (20.7) — (0.8) Cash, cash equivalents and restricted cash at beginning of period $ 6.5 $ 7.8 $ 88.2 $ — $ 102.5 Cash, cash equivalents and restricted cash at end of period $ 24.8 $ 9.4 $ 67.5 $ — $ 101.7 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS On April 25, 2022, Revlon filed a prospectus supplement with the SEC, under which it may offer and sell shares of its Class A Common Stock (the “Shares”), through Jefferies LLC, as sales agent, having an aggregate offering price of up to $25 million from time to time through an “at-the-market” equity offering program (the “ATM Offering”). The Company currently intends to use the net proceeds from any sales of Shares under the ATM Offering for general corporate purposes, which may include additions to working capital, capital expenditures, repayment of debt, the financing of possible acquisitions and investments or stock repurchases. In order to meet the continued demand for the Company’s products, some or all of the net proceeds from any sales of Shares under the ATM Offering may be used to help alleviate supply chain disruptions previously disclosed by the Company. The timing and amount of any sales will depend on a variety of factors to be determined by the Company. The ATM Offering was registered under the Securities Act of 1933, as amended, pursuant to a registration statement on Form S-3 (File No. 333-264032) filed by the Company with the SEC and declared effective on April 8, 2022. The terms of the ATM Offering are described in the prospectus dated April 8, 2022, as supplemented by the prospectus supplement dated April 25, 2022. |
DESCRIPTION OF BUSINESS AND S_2
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited Condensed Consolidated Financial Statements and related notes have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). The unaudited Condensed Consolidated Financial Statements reflect all normal recurring adjustments which, in management’s opinion, are necessary for a fair statement of the Company's financial position, results of operations and stockholders' equity and cash flows for interim periods. Revlon reclassifies certain prior year amounts, as applicable, to conform to the current year presentation. These unaudited Condensed Consolidated Financial Statements should be read in conjunction with the audited consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 (the “2021 Form 10-K”). Operating results for the interim periods are not necessarily indicative of the results that may be expected for the full year. |
Use of Estimates | Use of Estimates The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. Significant estimates made in the accompanying unaudited Condensed Consolidated Financial Statements include, but are not limited to, provisions for expected sales returns; certain assumptions related to the valuation of acquired intangible and long-lived assets and the recoverability of goodwill, intangible and long-lived assets; income taxes, including deferred tax valuation allowances and reserves for estimated tax liabilities; and certain estimates and assumptions used in the calculation of the net periodic benefit (income) costs and the projected benefit obligations for the Company’s pension and other post-retirement plans, including the expected long-term return on pension plan assets and the discount rate used to value the Company’s pension benefit obligations which are based on full year assumptions and are included in the accompanying unaudited Condensed Consolidated Financial Statements in proportion with the estimated annual tax rates, the passage of time or estimated annual sales, as applicable. The Company's results of operations and financial position for the interim periods are not indicative of those to be expected for the full year. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In March 2020, the FASB issued ASU 2020-04, "Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting." The new guidance under ASU 2020-04 provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts and hedging relationships that reference the London Interbank Offered Rate ("LIBOR") or another reference rate expected to be discontinued due to reference rate reform. These amendments are effective immediately and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022. The FASB voted to propose extending the sunset date under Topic 848 to December 31, 2024 for the shift from LIBOR when that rate and other rates expire. The FASB is expected to come to a decision later this year. The Company's debt arrangements have provisions in place for a replacement reference rate and the Company continues to assess the impact, if any, that ASU No. 2020-04 is expected to have on the Company’s results of operations, financial condition and/or financial statement disclosures. In June 2016, the FASB issued ASU No. 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments," which was subsequently amended in November 2018 through ASU No. 2018-19, "Codification Improvements to Topic 326, Financial Instruments - Credit Losses." ASU No. 2016-13 will require entities to estimate lifetime expected credit losses for trade and other receivables, net investments in leases, financing receivables, debt securities and other instruments, which will result in earlier recognition of credit losses. Further, the new credit loss model will affect how entities in all industries estimate their allowance for losses for receivables that are current with respect to their payment terms. In November 2019, the FASB issued ASU No. 2019-10, which, among other things, deferred the application of the new guidance on credit losses for smaller reporting companies ("SRC") to fiscal years beginning after December 15, 2022, |
RESTRUCTURING CHARGES (Tables)
RESTRUCTURING CHARGES (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring and Related Charges | A summary of the RGGA charges incurred since its inception in March 2020 and through March 31, 2022 is presented in the following table: Restructuring Charges and Other, Net Employee Severance and Other Personnel Benefits Other Costs Total Restructuring Charges Leases (a) Other Related Charges (b) Total Restructuring and Related Charges Charges incurred through December 31, 2021 $ 52.7 $ 23.9 $ 76.6 $ 17.7 $ 7.6 $ 101.9 Charges incurred during the three months ended March 31, 2022 0.5 1.4 1.9 1.4 0.7 4.0 Cumulative charges incurred through March 31, 2022 $ 53.2 $ 25.3 $ 78.5 $ 19.1 $ 8.3 $ 105.9 (a) Lease-related charges are recorded within SG&A in the Company’s Consolidated Statement of Operations and Comprehensive Loss. (b) Other related charges are recorded within SG&A and cost of sales in the Company’s Consolidated Statement of Operations and Comprehensive Loss. A summary of the RGGA restructuring charges incurred since its inception in March 2020 and through March 31, 2022 by reportable segment is presented in the following table: Charges incurred in the three months ended March 31, 2022 Cumulative charges incurred through March 31, 2022 Revlon $ 0.8 $ 28.8 Elizabeth Arden 0.3 19.3 Portfolio 0.5 18.5 Fragrances 0.3 11.9 Total $ 1.9 $ 78.5 |
Schedule of Liability Balance and Activity of Restructuring Programs | The liability balance and related activity for each of the Company's restructuring programs are presented in the following table: Utilized, Net Liability Expense, Net Cash Liability Balance at March 31, 2022 RGGA: Employee severance and other personnel benefits $ 1.9 $ 0.5 $ (0.5) $ 1.9 Other — 1.4 (1.4) — Total RGGA 1.9 1.9 (1.9) 1.9 Other restructuring initiatives: Employee severance and other personnel benefits 0.8 — — 0.8 Total other restructuring initiatives 0.8 — — 0.8 Total restructuring reserve $ 2.7 $ 1.9 $ (1.9) $ 2.7 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Components of Inventories | The Company's net inventory balances consisted of the following: March 31, December 31, 2022 2021 Finished goods 302.3 $ 277.0 Raw materials and supplies 131.8 125.3 Work-in-process 16.5 15.1 $ 450.6 $ 417.4 |
PROPERTY, PLANT AND EQUIPMENT 1
PROPERTY, PLANT AND EQUIPMENT 10Q (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Components of Property, Plant and Equipment Balances | The Company's property, plant and equipment, net balances consisted of the following: March 31, December 31, 2022 2021 Land and improvements $ 10.6 $ 10.8 Building and improvements 42.8 43.5 Machinery and equipment 79.8 82.2 Office furniture, fixtures and capitalized software 58.7 62.6 Leasehold improvements 17.4 18.0 Construction-in-progress 6.7 8.8 Right-of-Use assets 75.4 71.4 Property, plant and equipment and Right-of-Use assets, net $ 291.4 $ 297.3 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS, NET (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Goodwill by Segment | The following table presents the changes in goodwill by segment for the three months ended March 31, 2022: Revlon Portfolio Elizabeth Arden Fragrances Total Balance at January 1, 2022 $ 265.0 $ 87.8 $ 89.3 $ 120.7 $ 562.8 Foreign currency translation adjustment (0.1) (0.1) — (0.1) (0.3) Balance at March 31, 2022 $ 264.9 $ 87.7 $ 89.3 $ 120.6 $ 562.5 Cumulative goodwill impairment charges (a) $ (166.2) (a) Amount refers to cumulative impairment charges recognized in 2020 and prior years. No impairment charges were recorded during the three months ended March 31, 2022. |
Summary of Finite-Lived Intangible Assets | The following tables present details of the Company's total intangible assets as of March 31, 2022 and December 31, 2021: March 31, 2022 Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Useful Life (in Years) Finite-lived intangible assets: Trademarks and licenses $ 270.1 $ (146.2) $ 123.9 11 Customer relationships 246.9 (125.8) 121.1 9 Patents and internally-developed intellectual property 23.8 (17.8) 6.0 5 Distribution rights 31.0 (9.6) 21.4 12 Other 1.3 (1.3) — 0 Total finite-lived intangible assets $ 573.1 $ (300.7) $ 272.4 Indefinite-lived intangible assets: Trade names (a) $ 110.0 N/A $ 110.0 Total indefinite-lived intangible assets $ 110.0 N/A $ 110.0 Total intangible assets $ 683.1 $ (300.7) $ 382.4 December 31, 2021 Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Useful Life (in Years) Finite-lived intangible assets: Trademarks and licenses $ 270.8 $ (142.9) $ 127.9 12 Customer relationships 247.2 (122.7) 124.5 10 Patents and internally-developed intellectual property 23.8 (17.4) 6.4 5 Distribution rights 31.0 (9.2) 21.8 13 Other 1.3 (1.3) — 0 Total finite-lived intangible assets $ 574.1 $ (293.5) $ 280.6 Indefinite-lived intangible assets: Trade names (a) $ 111.6 N/A $ 111.6 Total indefinite-lived intangible assets $ 111.6 N/A $ 111.6 Total intangible assets $ 685.7 $ (293.5) $ 392.2 (a) Indefinite-lived trade names include accumulated impairment of $33.1 million from 2020. |
Summary of Indefinite-Lived Intangible Assets | The following tables present details of the Company's total intangible assets as of March 31, 2022 and December 31, 2021: March 31, 2022 Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Useful Life (in Years) Finite-lived intangible assets: Trademarks and licenses $ 270.1 $ (146.2) $ 123.9 11 Customer relationships 246.9 (125.8) 121.1 9 Patents and internally-developed intellectual property 23.8 (17.8) 6.0 5 Distribution rights 31.0 (9.6) 21.4 12 Other 1.3 (1.3) — 0 Total finite-lived intangible assets $ 573.1 $ (300.7) $ 272.4 Indefinite-lived intangible assets: Trade names (a) $ 110.0 N/A $ 110.0 Total indefinite-lived intangible assets $ 110.0 N/A $ 110.0 Total intangible assets $ 683.1 $ (300.7) $ 382.4 December 31, 2021 Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Useful Life (in Years) Finite-lived intangible assets: Trademarks and licenses $ 270.8 $ (142.9) $ 127.9 12 Customer relationships 247.2 (122.7) 124.5 10 Patents and internally-developed intellectual property 23.8 (17.4) 6.4 5 Distribution rights 31.0 (9.2) 21.8 13 Other 1.3 (1.3) — 0 Total finite-lived intangible assets $ 574.1 $ (293.5) $ 280.6 Indefinite-lived intangible assets: Trade names (a) $ 111.6 N/A $ 111.6 Total indefinite-lived intangible assets $ 111.6 N/A $ 111.6 Total intangible assets $ 685.7 $ (293.5) $ 392.2 (a) Indefinite-lived trade names include accumulated impairment of $33.1 million from 2020. |
ACCRUED EXPENSES AND OTHER CU_2
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Payables and Accruals [Abstract] | |
Components of Accrued Expenses and Other Current Liabilities | The Company's accrued expenses and other current liabilities consisted of the following: March 31, December 31, 2022 2021 Advertising, marketing and promotional costs $ 89.9 $ 113.3 Sales returns and allowances 77.4 92.3 Taxes 74.4 52.8 Compensation and related benefits 40.6 33.7 Professional services and insurance 30.9 28.5 Interest 25.8 31.3 Freight and distribution costs 15.7 18.4 Short-term lease liability 15.1 12.9 Restructuring reserve 2.7 2.7 Software 1.8 2.2 Other (a) 41.5 43.9 Total $ 415.8 $ 432.0 |
DEBT (Tables)
DEBT (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Components of Long-Term Debt | The table below details the Company's debt balances, net of discounts and debt issuance costs. March 31, December 31, 2022 2021 Amended 2016 Revolving Credit Facility (Tranche A) due 2024 $ 85.9 $ 108.0 SISO Term Loan Facility due 2024 125.5 126.2 2021 Foreign Asset-Based Term Facility due 2024 71.6 71.2 2020 ABL FILO Term Loans due 2023 50.0 50.0 2020 Troubled-debt-restructuring: future interest 39.0 42.6 2020 BrandCo Term Loan Facility due 2025 1,756.6 1,749.7 2016 Term Loan Facility: 2016 Term Loan due 2023 and 2025 866.5 867.9 6.25% Senior Notes due 2024 427.3 426.9 Spanish Government Loan due 2025 0.3 0.2 Debt $ 3,422.7 $ 3,442.7 Less current portion (115.6) (137.2) Long-term debt $ 3,307.1 $ 3,305.5 Short-term borrowings (*) $ 0.7 $ 0.7 (*) The weighted average interest rate on these short-term borrowings outstanding at both March 31, 2022 and December 31, 2021 was 11.4%. |
Schedule of Line of Credit Facilities | At March 31, 2022, the aggregate principal amounts outstanding and availability under Products Corporation’s various revolving credit facilities were as follows: Commitment Borrowing Base Aggregate principal amount outstanding at March 31, 2022 Availability at March 31, 2022 (a) Tranche A Revolving Credit Facility $ 270.0 $ 153.1 $ 88.0 $ 65.1 SISO Term Loan Facility 130.0 130.0 130.0 — 2020 ABL FILO Term Loans 50.0 43.2 $ 50.0 $ — |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosure of Asset and Liability Not Measured at Fair Value | As of March 31, 2022, the fair value and carrying value of the Company’s long-term debt, including the current portion of long-term debt, are categorized in the table below: March 31, 2022 Fair Value Level 1 Level 2 Level 3 Total Carrying Value Liabilities: Long-term debt, including current portion (a) $ — $ 2,744.7 $ — $ 2,744.7 $ 3,422.7 As of December 31, 2021, the fair value and carrying value of the Company’s long-term debt, including the current portion of long-term debt, are categorized in the table below: December 31, 2021 Fair Value Level 1 Level 2 Level 3 Total Carrying Value Liabilities: Long-term debt, including current portion (a) $ — $ 2,864.0 $ — $ 2,864.0 $ 3,442.7 (a) The fair value of the Company's long-term debt, including the current portion of long-term debt, is based on quoted market prices for similar issuances and maturities. |
PENSION AND POST-RETIREMENT B_2
PENSION AND POST-RETIREMENT BENEFITS (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Retirement Benefits [Abstract] | |
Schedule of Components of Net Periodic Benefit Costs | The components of net periodic benefit costs for the Company's pension and the other post-retirement benefit plans for the three months ended March 31, 2022 and 2021, respectively, were as follows: Pension Plans Other Three Months Ended March 31, 2022 2021 2022 2021 Net periodic benefit costs: Service cost $ 0.3 $ 0.3 $ — $ — Interest cost 2.7 2.3 0.1 — Expected return on plan assets (4.9) (4.9) — — Amortization of actuarial loss 2.8 3.4 0.1 0.2 Total net periodic benefit costs $ 0.9 $ 1.1 $ 0.2 $ 0.2 |
Schedule of Classification of Net Periodic Benefit Costs | Net periodic benefit costs are reflected in the Company's unaudited Condensed Consolidated Financial Statements as follows for the periods presented: Three Months Ended March 31, 2022 2021 Net periodic benefit costs: Selling, general and administrative expense $ 0.3 $ 0.4 Miscellaneous, net 0.8 0.9 Total net periodic benefit costs $ 1.1 $ 1.3 |
STOCK COMPENSATION PLAN (Tables
STOCK COMPENSATION PLAN (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Restricted Stock Unit Activity | During the three months ended March 31, 2022, the activity related to time-based and performance-based RSUs previously granted to eligible employees and the grant date fair value per share related to these RSUs were as follows under the LTIP, 2019 TIP and 2022 Incentive programs, respectively: Time-Based LTIP Performance-Based LTIP RSUs (000's) Weighted-Average Grant Date Fair Value per RSU RSUs (000's) Weighted-Average Grant Date Fair Value per RSU Outstanding as of December 31, 2021 2019 TIP RSUs (a) 74.6 $ 13.16 n/a $ — LTIP RSUs: 2021 1,548.6 10.58 — — 2020 253.9 14.96 377.7 14.96 2019 69.8 22.58 211.2 22.55 Total LTIP RSUs 1,872.3 588.9 Total LTIP and TIP RSUs Outstanding as of December 31, 2021 1,946.9 588.9 Granted 2022 Incentive Program 3,122.4 10.24 — — 2019 TIP RSUs Granted (a) — — — — LTIP RSUs: 2021 — — — — 2020 — — — — 2019 — — — — Total LTIP RSUs Granted — — Vested LTIP RSUs: 2021 (751.8) 10.59 — — 2020 (122.8) 14.96 — — 2019 (66.6) 22.55 (44.3) 22.55 Total LTIP RSUs Vested (941.2) (44.3) Forfeited/Canceled 2019 TIP RSUs Forfeited/Canceled (a) (4.3) 13.16 — — LTIP RSUs: 2021 (52.0) 10.59 — — 2020 (11.9) 14.96 (20.1) 14.96 2019 (3.2) 22.55 (166.9) 22.55 Total LTIP RSUs Forfeited/Canceled (67.1) (187.0) Outstanding as of March 31, 2022 2022 Incentive Program 3,122.4 10.24 — — 2019 TIP RSUs 70.3 13.16 n/a — LTIP RSUs: 2021 744.8 10.57 — — 2020 119.2 14.96 357.6 14.96 2019 — — — — Total LTIP RSUs 864.0 357.6 Total LTIP and TIP RSUs Outstanding as of March 31, 2022 4,056.7 357.6 (a) The 2019 TIP provides for RSU awards that are only time-based. |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | A roll-forward of the Company's accumulated other comprehensive loss as of March 31, 2022 is as follows: Foreign Currency Translation Actuarial (Loss) Gain on Post-retirement Benefits Other Accumulated Other Comprehensive Loss Balance at January 1, 2022 $ (25.8) $ (208.6) $ (0.3) $ (234.7) Foreign currency translation adjustment, net of tax (b) 1.0 — — 1.0 Amortization of pension related costs, net of tax (a) (b) — 2.9 — 2.9 Other comprehensive (loss) income $ 1.0 $ 2.9 $ — $ 3.9 Balance at March 31, 2022 $ (24.8) $ (205.7) $ (0.3) $ (230.8) (a) Amounts represent the change in accumulated other comprehensive loss as a result of the amortization of actuarial losses (gains) arising during each year related to the Company’s pension and other post-retirement plans. See Note 10, "Pension and Post-retirement Benefits," for further information on the Company’s pension and other post-retirement plans. (b) Amounts presented are net of tax expense of nil for each of the years ended March 31, 2022 and 2021. |
SEGMENT DATA AND RELATED INFO_2
SEGMENT DATA AND RELATED INFORMATION (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following table is a comparative summary of the Company’s net sales and segment profit for Revlon and Products Corporation by reportable segment for the periods presented. Revlon, Inc. Three Months Ended March 31, 2022 2021 Segment Net Sales: Revlon $ 182.1 $ 162.0 Elizabeth Arden 114.9 112.2 Portfolio 99.2 96.0 Fragrances 83.4 74.8 Total $ 479.6 $ 445.0 Segment Profit: Revlon $ 23.6 $ 8.0 Elizabeth Arden 5.9 9.2 Portfolio 17.3 13.1 Fragrances 11.6 7.9 Total $ 58.4 $ 38.2 Reconciliation: Total Segment Profit $ 58.4 $ 38.2 Less: Depreciation and amortization 27.6 33.3 Non-cash stock compensation expense 1.8 3.1 Non-Operating items: Restructuring and related charges 4.0 7.3 Acquisition, integration and divestiture costs 0.2 0.6 Financial control remediation and sustainability actions and related charges — 0.2 COVID-19 charges — 6.2 Capital structure and related charges 1.1 0.2 Operating income (loss) 23.7 (12.7) Less: Interest Expense 62.1 58.9 Amortization of debt issuance costs 9.1 8.7 Foreign currency losses, net 7.8 3.3 Miscellaneous, net 1.9 1.2 Loss from operations before income taxes $ (57.2) $ (84.8) Products Corporation Three Months Ended March 31, 2022 2021 Segment Net Sales: Revlon $ 182.1 $ 162.0 Elizabeth Arden 114.9 112.2 Portfolio 99.2 96.0 Fragrances 83.4 74.8 Total $ 479.6 $ 445.0 Segment Profit: Revlon $ 24.4 $ 8.4 Elizabeth Arden 6.4 9.5 Portfolio 17.7 13.2 Fragrances 12.0 8.1 Total $ 60.5 $ 39.2 Reconciliation: Total Segment Profit $ 60.5 $ 39.2 Less: Depreciation and amortization 27.6 33.3 Non-cash stock compensation expense 1.8 3.1 Non-Operating items: Restructuring and related charges 4.0 7.3 Acquisition, integration and divestiture costs 0.2 0.6 Financial control remediation and sustainability actions and related charges — 0.2 COVID-19 charges — 6.2 Capital structure and related charges 1.1 0.2 Operating income (loss) 25.8 (11.7) Less: Interest Expense 62.1 58.9 Amortization of debt issuance costs 9.1 8.7 Foreign currency losses, net 7.8 3.3 Miscellaneous, net 5.3 1.2 Loss from operations before income taxes $ (58.5) $ (83.8) |
Schedule of Net Sales and Long-Lived Assets by Geographic Area | The following tables present the Company's segment net sales by geography and total net sales by classes of similar products for the periods presented: Three Months Ended March 31, 2022 Revlon Elizabeth Arden Portfolio Fragrances Total Geographic Area: Net Sales North America $ 101.6 $ 26.0 $ 64.7 $ 52.7 $ 245.0 EMEA* 43.9 27.3 26.9 19.2 117.3 Asia 7.7 56.1 0.7 6.2 70.7 Latin America* 11.9 1.4 3.6 2.8 19.7 Pacific* 17.0 4.1 3.3 2.5 26.9 $ 182.1 $ 114.9 $ 99.2 $ 83.4 $ 479.6 Three Months Ended March 31, 2021 Revlon Elizabeth Arden Portfolio Fragrances Total Geographic Area: Net Sales North America $ 83.0 $ 28.4 $ 63.5 $ 51.3 $ 226.2 EMEA* 37.6 26.0 24.9 15.6 104.1 Asia 11.0 51.6 0.7 3.0 66.3 Latin America* 11.4 1.3 3.1 2.3 18.1 Pacific* 19.0 4.9 3.8 2.6 30.3 $ 162.0 $ 112.2 $ 96.0 $ 74.8 $ 445.0 * The EMEA region includes Europe, the Middle East and Africa; the Latin America region includes Mexico, Central America and South America; and the Pacific region includes Australia and New Zealand. The following table presents the Company's long-lived assets by geographic area: March 31, 2022 December 31, 2021 Long-lived assets, net: United States $ 1,113.2 84% $ 1,134.3 84% International 215.3 16% 215.8 16% $ 1,328.5 $ 1,350.1 |
Schedule of Net Sales by Classes of Similar Products | Three Months Ended March 31, 2022 2021 Classes of similar products: Net sales: Color cosmetics $ 134.7 28% $ 113.4 26% Fragrance 117.7 25% 107.4 24% Hair care 116.3 24% 109.7 25% Beauty care 40.2 8% 37.8 8% Skin care 70.7 15% 76.7 17% $ 479.6 $ 445.0 |
REVLON, INC. BASIC AND DILUTE_2
REVLON, INC. BASIC AND DILUTED EARNINGS (LOSS) PER COMMON SHARE (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share, Basic and Diluted [Abstract] | |
Components of Basic and Diluted Loss Per Share | Following are the components of Revlon's basic and diluted loss per common share for the periods presented: Three months ended March 31, 2022 2021 Numerator: Loss from operations, net of taxes $ (67.0) $ (96.0) Net loss $ (67.0) $ (96.0) Denominator: Weighted-average common shares outstanding – Basic 54,262,464 53,653,449 Effect of dilutive restricted stock and RSUs — — Weighted-average common shares outstanding – Diluted 54,262,464 53,653,449 Basic and Diluted (loss) earnings per common share: Net loss per common share $ (1.23) $ (1.79) Unvested restricted stock and RSUs under the Stock Plan (a) 822,446 376,812 (a) These are outstanding common stock equivalents that were not included in the computation of Revlon's diluted earnings per common share because their inclusion would have had an anti-dilutive effect. |
PRODUCTS CORPORATION AND SUBS_2
PRODUCTS CORPORATION AND SUBSIDIARIES GUARANTOR FINANCIAL INFORMATION (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Condensed Financial Information Disclosure [Abstract] | |
Condensed Consolidating Balance Sheets | Products Corporation and Subsidiaries Condensed Consolidating Balance Sheets As of March 31, 2022 Products Corporation Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated ASSETS Cash and cash equivalents $ 6.9 $ 1.0 $ 62.1 $ — $ 70.0 Trade receivables, less allowances for doubtful accounts 89.8 84.6 163.4 — 337.8 Inventories, net 143.2 119.3 188.1 — 450.6 Prepaid expenses and other 232.8 (5.2) 69.2 — 296.8 Intercompany receivables 4,672.3 4,666.7 787.8 (10,126.8) — Investment in subsidiaries 1,130.1 (208.7) — (921.4) — Property, plant and equipment, net 150.8 57.2 83.4 — 291.4 Deferred income taxes — 8.0 54.7 — 62.7 Goodwill 404.8 30.0 127.7 — 562.5 Intangible assets, net 19.8 166.0 196.6 — 382.4 Other assets 55.2 10.0 27.0 — 92.2 Total assets $ 6,905.7 $ 4,928.9 $ 1,760.0 $ (11,048.2) $ 2,546.4 LIABILITIES AND STOCKHOLDER’S DEFICIENCY Short-term borrowings $ — $ — $ 0.7 $ — $ 0.7 Current portion of long-term debt 115.5 — 0.1 — 115.6 Accounts payable 107.6 42.0 114.1 — 263.7 Accrued expenses and other 161.4 63.0 191.5 — 415.9 Intercompany payables 4,992.4 4,182.0 952.1 (10,126.5) — Long-term debt 3,235.3 — 71.8 — 3,307.1 Other long-term liabilities 224.9 106.2 32.0 — 363.1 Total liabilities 8,837.1 4,393.2 1,362.3 (10,126.5) 4,466.1 Stockholder’s (deficiency) equity (1,931.4) 535.7 397.7 (921.7) (1,919.7) Total liabilities and stockholder’s (deficiency) equity $ 6,905.7 $ 4,928.9 $ 1,760.0 $ (11,048.2) $ 2,546.4 Products Corporation and Subsidiaries Condensed Consolidating Balance Sheets As of December 31, 2021 Products Corporation Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated ASSETS Cash and cash equivalents $ 4.0 $ 2.1 $ 96.3 $ — $ 102.4 Trade receivables, less allowances for doubtful accounts 114.6 102.4 166.8 — 383.8 Inventories, net 129.3 127.9 160.2 — 417.4 Prepaid expenses and other 222.8 5.7 68.3 — 296.8 Intercompany receivables 4,542.8 4,396.2 700.5 (9,639.5) — Investment in subsidiaries 1,055.5 (218.9) — (836.6) — Property, plant and equipment, net 157.6 59.9 79.8 — 297.3 Deferred income taxes — 7.7 43.9 — 51.6 Goodwill 404.8 30.0 128.0 — 562.8 Intangible assets, net 20.3 170.3 201.6 — 392.2 Other assets 57.7 12.2 27.9 — 97.8 Total assets $ 6,709.4 $ 4,695.5 $ 1,673.3 $ (10,476.1) $ 2,602.1 LIABILITIES AND STOCKHOLDER’S DEFICIENCY Short-term borrowings $ — $ — $ 0.7 $ — $ 0.7 Current portion of long-term debt 137.1 — 0.1 — 137.2 Accounts payable 89.8 42.1 85.8 — 217.7 Accrued expenses and other 161.9 84.9 185.3 — 432.1 Intercompany payables 4,737.2 4,045.5 856.5 (9,639.2) — Long-term debt 3,234.1 — 71.4 — 3,305.5 Other long-term liabilities 176.8 115.7 73.6 — 366.1 Total liabilities 8,536.9 4,288.2 1,273.4 (9,639.2) 4,459.3 Stockholder’s (deficiency) equity (1,827.5) 407.3 399.9 (836.9) (1,857.2) Total liabilities and stockholder’s (deficiency) equity $ 6,709.4 $ 4,695.5 $ 1,673.3 $ (10,476.1) $ 2,602.1 |
Condensed Consolidating Statement of Operations and and Comprehensive (Loss) Income | Products Corporation and Subsidiaries Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income Three Months Ended March 31, 2022 Products Corporation Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net Sales $ 112.6 $ 122.3 $ 244.7 $ — $ 479.6 Cost of sales 55.3 53.8 87.8 — 196.9 Gross profit 57.3 68.5 156.9 — 282.7 Selling, general and administrative expenses 99.6 49.9 105.3 — 254.8 Acquisition, integration and divestiture costs 0.2 — — — 0.2 Restructuring charges and other, net 1.6 0.1 0.2 — 1.9 Operating (loss) income (44.1) 18.5 51.4 — 25.8 Other (income) expense: Intercompany interest, net (1.4) 0.6 0.8 — — Interest expense 60.2 — 1.9 — 62.1 Amortization of debt issuance costs 9.1 — — — 9.1 Foreign currency losses, net 8.2 0.1 (0.5) — 7.8 Miscellaneous, net 14.2 (86.8) 77.9 — 5.3 Other expense (income), net 90.3 (86.1) 80.1 — 84.3 (Loss) income from operations before income taxes (134.4) 104.6 (28.7) — (58.5) Provision for (benefit from) for income taxes — 5.8 3.9 — 9.7 (Loss) income from operations, net of taxes (134.4) 98.8 (32.6) — (68.2) Equity in income (loss) of subsidiaries 69.1 1.7 — (70.8) — Net (loss) income $ (65.3) $ 100.5 $ (32.6) $ (70.8) $ (68.2) Other comprehensive (loss) income 4.0 10.9 3.6 (14.6) 3.9 Total comprehensive (loss) income $ (61.3) $ 111.4 $ (29.0) $ (85.4) $ (64.3) Products Corporation and Subsidiaries Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income Three Months Ended March 31, 2021 Products Corporation Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net Sales $ 96.1 $ 118.2 $ 230.7 $ — $ 445.0 Cost of sales 47.6 56.0 87.6 — 191.2 Gross profit 48.5 62.2 143.1 — 253.8 Selling, general and administrative expenses 98.2 52.4 108.9 — 259.5 Acquisition, integration and divestiture costs 0.5 — 0.1 — 0.6 Restructuring charges and other, net 1.2 1.5 2.7 — 5.4 Operating (loss) income (51.4) 8.3 31.4 — (11.7) Other (income) expenses: Intercompany interest, net (0.3) 0.6 (0.3) — — Interest expense 57.8 — 1.1 — 58.9 Amortization of debt issuance costs 8.7 — — — 8.7 Foreign currency losses, net (0.6) (1.7) 5.6 — 3.3 Miscellaneous, net 14.5 2.7 (16.0) — 1.2 Other expense (income), net 80.1 1.6 (9.6) — 72.1 Loss from operations before income taxes (131.5) 6.7 41.0 — (83.8) Provision for (benefit from) income taxes 0.7 (0.1) 10.5 — 11.1 (Loss) income from operations, net of taxes (132.2) 6.8 30.5 — (94.9) Equity in (loss) income of subsidiaries 43.3 6.0 — (49.3) — Net (loss) income $ (88.9) $ 12.8 $ 30.5 $ (49.3) $ (94.9) Other comprehensive (loss) income (1.2) 7.1 2.8 (10.1) (1.4) Total comprehensive (loss) income $ (90.1) $ 19.9 $ 33.3 $ (59.4) $ (96.3) |
Condensed Consolidating Statements of Cash Flows | Products Corporation and Subsidiaries Condensed Consolidating Statements of Cash Flows Three Months Ended March 31, 2022 Products Corporation Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES: Net cash provided by (used in) operating activities $ 38.0 $ (37.0) $ 5.7 $ — $ 6.7 CASH FLOWS FROM INVESTING ACTIVITIES: Net cash (used in) provided by investing activities (1.2) (0.4) (0.7) — (2.3) CASH FLOWS FROM FINANCING ACTIVITIES: Net decrease in short-term borrowings and overdraft 0.2 (0.5) — — (0.3) Borrowings on term loans — — — — — Repayments on term loans (10.6) — — — (10.6) Net (repayments) borrowings under the revolving credit facilities (21.6) — — — (21.6) Payment of financing costs (1.8) — — — (1.8) Tax withholdings related to net share settlements of restricted stock and RSUs (3.2) — — — (3.2) Other financing activities — — (0.1) — (0.1) Net cash provided by (used in) financing activities (37.0) (0.5) (0.1) — (37.6) Effect of exchange rate changes on cash, cash equivalents and restricted cash — 38.8 (38.9) — (0.1) Net increase (decrease) in cash, cash equivalents and restricted cash (0.2) 0.9 (34.0) — (33.3) Cash, cash equivalents and restricted cash at beginning of period $ (55.4) $ (3.9) $ 180.2 $ — $ 120.9 Cash, cash equivalents and restricted cash at end of period $ (55.6) $ (3.0) $ 146.2 $ — $ 87.6 Products Corporation and Subsidiaries Condensed Consolidating Statements of Cash Flows Three Months Ended March 31, 2021 Products Corporation Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES: Net cash (used in) provided by operating activities $ 5.4 $ (41.6) $ 7.8 $ — $ (28.4) CASH FLOWS FROM INVESTING ACTIVITIES: Net cash (used in) provided by investing activities (1.9) 0.4 0.8 — (0.7) CASH FLOWS FROM FINANCING ACTIVITIES: Net decrease in short-term borrowings and overdraft (3.5) (4.9) (2.2) — (10.6) Borrowings on term loans 175.0 — — — 175.0 Repayments on Term Loans (61.2) — — — (61.2) Net (repayments) borrowings under the revolving credit facilities (59.3) — — — (59.3) Payments of financing costs (11.8) — — — (11.8) Tax withholdings related to net share settlements of restricted stock and RSUs (2.4) — — — (2.4) Other financing activities (0.1) — — — (0.1) Net cash provided by (used in) financing activities 36.7 (4.9) (2.2) — 29.6 Effect of exchange rate changes on cash, cash equivalents and restricted cash (21.9) 47.7 (27.1) — (1.3) Net increase (decrease) in cash, cash equivalents and restricted cash 18.3 1.6 (20.7) — (0.8) Cash, cash equivalents and restricted cash at beginning of period $ 6.5 $ 7.8 $ 88.2 $ — $ 102.5 Cash, cash equivalents and restricted cash at end of period $ 24.8 $ 9.4 $ 67.5 $ — $ 101.7 |
DESCRIPTION OF BUSINESS AND S_3
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Liquidity position | $ 132.1 | |
Cash and cash equivalents | 70 | $ 102.4 |
Outstanding checks | 3 | |
Amended 2016 Revolving Credit Agreement | ||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Remaining borrowing capacity | 65.1 | |
Amount outstanding | 268 | |
Foreign Subsidiaries | ||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Cash and cash equivalents | $ 62.2 |
RESTRUCTURING CHARGES - Narrati
RESTRUCTURING CHARGES - Narrative (Details) - RGGA Program - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs recognized to date | $ 105.9 | $ 101.9 |
Employee severance, other personnel benefits and other costs | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs recognized to date | 78.5 | $ 76.6 |
Lease and other restructuring-related charges | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs recognized to date | $ 27.4 |
RESTRUCTURING CHARGES - Restruc
RESTRUCTURING CHARGES - Restructuring and Related Charges Activity (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Total Restructuring Charges | |
Restructuring Reserve [Roll Forward] | |
Charges incurred during period | $ 1.9 |
RGGA Program | |
Restructuring Reserve [Roll Forward] | |
Charges incurred through beginning of period | 101.9 |
Charges incurred during period | 4 |
Charges incurred through end of period | 105.9 |
RGGA Program | Total Restructuring Charges | |
Restructuring Reserve [Roll Forward] | |
Charges incurred through beginning of period | 76.6 |
Charges incurred during period | 1.9 |
Charges incurred through end of period | 78.5 |
RGGA Program | Employee Severance and Other Personnel Benefits | |
Restructuring Reserve [Roll Forward] | |
Charges incurred through beginning of period | 52.7 |
Charges incurred during period | 0.5 |
Charges incurred through end of period | 53.2 |
RGGA Program | Other | |
Restructuring Reserve [Roll Forward] | |
Charges incurred through beginning of period | 23.9 |
Charges incurred during period | 1.4 |
Charges incurred through end of period | 25.3 |
RGGA Program | Leases | |
Restructuring Reserve [Roll Forward] | |
Charges incurred through beginning of period | 17.7 |
Charges incurred during period | 1.4 |
Charges incurred through end of period | 19.1 |
RGGA Program | Other Related Charges | |
Restructuring Reserve [Roll Forward] | |
Charges incurred through beginning of period | 7.6 |
Charges incurred during period | 0.7 |
Charges incurred through end of period | $ 8.3 |
RESTRUCTURING CHARGES - Restr_2
RESTRUCTURING CHARGES - Restructuring and Related Charges by Segment (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
RGGA Program | ||
Restructuring Cost and Reserve [Line Items] | ||
Charges incurred during period | $ 4 | |
Cumulative charges incurred | 105.9 | $ 101.9 |
Total Restructuring Charges | ||
Restructuring Cost and Reserve [Line Items] | ||
Charges incurred during period | 1.9 | |
Total Restructuring Charges | RGGA Program | ||
Restructuring Cost and Reserve [Line Items] | ||
Charges incurred during period | 1.9 | |
Cumulative charges incurred | 78.5 | $ 76.6 |
Total Restructuring Charges | RGGA Program | Operating segments | ||
Restructuring Cost and Reserve [Line Items] | ||
Charges incurred during period | 1.9 | |
Cumulative charges incurred | 78.5 | |
Total Restructuring Charges | RGGA Program | Operating segments | Revlon | ||
Restructuring Cost and Reserve [Line Items] | ||
Charges incurred during period | 0.8 | |
Cumulative charges incurred | 28.8 | |
Total Restructuring Charges | RGGA Program | Operating segments | Elizabeth Arden | ||
Restructuring Cost and Reserve [Line Items] | ||
Charges incurred during period | 0.3 | |
Cumulative charges incurred | 19.3 | |
Total Restructuring Charges | RGGA Program | Operating segments | Portfolio | ||
Restructuring Cost and Reserve [Line Items] | ||
Charges incurred during period | 0.5 | |
Cumulative charges incurred | 18.5 | |
Total Restructuring Charges | RGGA Program | Operating segments | Fragrance | ||
Restructuring Cost and Reserve [Line Items] | ||
Charges incurred during period | 0.3 | |
Cumulative charges incurred | $ 11.9 |
RESTRUCTURING CHARGES - Restr_3
RESTRUCTURING CHARGES - Restructuring Reserve (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Total Restructuring Charges | |
Restructuring Reserve [Roll Forward] | |
Liability Balance at period start | $ 2.7 |
Expense, Net | 1.9 |
Cash Utilized, Net | (1.9) |
Liability Balance at period end | 2.7 |
RGGA: | |
Restructuring Reserve [Roll Forward] | |
Expense, Net | 4 |
RGGA: | Total Restructuring Charges | |
Restructuring Reserve [Roll Forward] | |
Liability Balance at period start | 1.9 |
Expense, Net | 1.9 |
Cash Utilized, Net | (1.9) |
Liability Balance at period end | 1.9 |
RGGA: | Employee severance and other personnel benefits | |
Restructuring Reserve [Roll Forward] | |
Liability Balance at period start | 1.9 |
Expense, Net | 0.5 |
Cash Utilized, Net | (0.5) |
Liability Balance at period end | 1.9 |
RGGA: | Other | |
Restructuring Reserve [Roll Forward] | |
Liability Balance at period start | 0 |
Expense, Net | 1.4 |
Cash Utilized, Net | (1.4) |
Liability Balance at period end | 0 |
Other restructuring initiatives: | Total Restructuring Charges | |
Restructuring Reserve [Roll Forward] | |
Liability Balance at period start | 0.8 |
Expense, Net | 0 |
Cash Utilized, Net | 0 |
Liability Balance at period end | 0.8 |
Other restructuring initiatives: | Employee severance and other personnel benefits | |
Restructuring Reserve [Roll Forward] | |
Liability Balance at period start | 0.8 |
Expense, Net | 0 |
Cash Utilized, Net | 0 |
Liability Balance at period end | $ 0.8 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 302.3 | $ 277 |
Raw materials and supplies | 131.8 | 125.3 |
Work-in-process | 16.5 | 15.1 |
Inventories | $ 450.6 | $ 417.4 |
PROPERTY, PLANT AND EQUIPMENT -
PROPERTY, PLANT AND EQUIPMENT - Property, Plant and Equipment (Details) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Right-of-Use assets | $ 75.4 | $ 71.4 |
Property, plant and equipment and Right-of-Use assets, net | 291.4 | 297.3 |
Land and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, net | 10.6 | 10.8 |
Building and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, net | 42.8 | 43.5 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, net | 79.8 | 82.2 |
Office furniture, fixtures and capitalized software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, net | 58.7 | 62.6 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, net | 17.4 | 18 |
Construction-in-progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, net | $ 6.7 | $ 8.8 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation and amortization expense | $ 14.2 | $ 17.1 | |
Property, plant and equipment, accumulated depreciation | $ 555.7 | $ 551.3 |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS, NET - Changes in Goodwill by Segment (Details) | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Goodwill [Roll Forward] | |
Beginning Balance | $ 562,800,000 |
Foreign currency translation adjustment | (300,000) |
Ending Balance | 562,500,000 |
Cumulative goodwill impairment charges | (166,200,000) |
Goodwill impairment charges | 0 |
Revlon | |
Goodwill [Roll Forward] | |
Beginning Balance | 265,000,000 |
Foreign currency translation adjustment | (100,000) |
Ending Balance | 264,900,000 |
Portfolio | |
Goodwill [Roll Forward] | |
Beginning Balance | 87,800,000 |
Foreign currency translation adjustment | (100,000) |
Ending Balance | 87,700,000 |
Elizabeth Arden | |
Goodwill [Roll Forward] | |
Beginning Balance | 89,300,000 |
Foreign currency translation adjustment | 0 |
Ending Balance | 89,300,000 |
Fragrance | |
Goodwill [Roll Forward] | |
Beginning Balance | 120,700,000 |
Foreign currency translation adjustment | (100,000) |
Ending Balance | $ 120,600,000 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS, NET - Summary of Intangible Assets (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Carrying Amount | $ 573.1 | $ 574.1 |
Accumulated Amortization | (300.7) | (293.5) |
Net Carrying Amount | 272.4 | 280.6 |
Indefinite-lived Intangible Assets [Line Items] | ||
Carrying Amount | 110 | 111.6 |
Net Carrying Amount | 110 | 111.6 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Carrying Amount | 683.1 | 685.7 |
Accumulated Amortization | (300.7) | (293.5) |
Net Carrying Amount | 382.4 | 392.2 |
Accumulated Impairment | 33.1 | |
Trade names | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Carrying Amount | 110 | 111.6 |
Net Carrying Amount | 110 | 111.6 |
Trademarks and licenses | ||
Finite-Lived Intangible Assets [Line Items] | ||
Carrying Amount | 270.1 | 270.8 |
Accumulated Amortization | (146.2) | (142.9) |
Net Carrying Amount | $ 123.9 | $ 127.9 |
Weighted-Average Useful Life (in Years) | 11 years | 12 years |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Accumulated Amortization | $ (146.2) | $ (142.9) |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Carrying Amount | 246.9 | 247.2 |
Accumulated Amortization | (125.8) | (122.7) |
Net Carrying Amount | $ 121.1 | $ 124.5 |
Weighted-Average Useful Life (in Years) | 9 years | 10 years |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Accumulated Amortization | $ (125.8) | $ (122.7) |
Patents and internally-developed intellectual property | ||
Finite-Lived Intangible Assets [Line Items] | ||
Carrying Amount | 23.8 | 23.8 |
Accumulated Amortization | (17.8) | (17.4) |
Net Carrying Amount | $ 6 | $ 6.4 |
Weighted-Average Useful Life (in Years) | 5 years | 5 years |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Accumulated Amortization | $ (17.8) | $ (17.4) |
Distribution rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Carrying Amount | 31 | 31 |
Accumulated Amortization | (9.6) | (9.2) |
Net Carrying Amount | $ 21.4 | $ 21.8 |
Weighted-Average Useful Life (in Years) | 12 years | 13 years |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Accumulated Amortization | $ (9.6) | $ (9.2) |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Carrying Amount | 1.3 | 1.3 |
Accumulated Amortization | (1.3) | (1.3) |
Net Carrying Amount | $ 0 | $ 0 |
Weighted-Average Useful Life (in Years) | 0 years | 0 years |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Accumulated Amortization | $ (1.3) | $ (1.3) |
GOODWILL AND INTANGIBLE ASSET_5
GOODWILL AND INTANGIBLE ASSETS, NET - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense | $ 8.2 | $ 8.4 |
ACCRUED EXPENSES AND OTHER CU_3
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Details) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Schedule of Accrued Liabilities [Line Items] | ||
Advertising, marketing and promotional costs | $ 89.9 | $ 113.3 |
Sales returns and allowances | 77.4 | 92.3 |
Taxes | 74.4 | 52.8 |
Compensation and related benefits | 40.6 | 33.7 |
Professional services and insurance | 30.9 | 28.5 |
Interest | 25.8 | 31.3 |
Freight and distribution costs | 15.7 | 18.4 |
Short-term lease liability | 15.1 | 12.9 |
Restructuring reserve | 2.7 | 2.7 |
Software | 1.8 | 2.2 |
Other | 41.5 | 43.9 |
Total | 415.8 | 432 |
Revlon Consumer Products Corporation | ||
Schedule of Accrued Liabilities [Line Items] | ||
Other | 41.6 | 44 |
Total | $ 415.9 | $ 432.1 |
DEBT - Components of Long-term
DEBT - Components of Long-term Debt (Details) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Total long-term debt, net of discounts and deferred finance charges | $ 3,422.7 | $ 3,442.7 |
Less current portion | (115.6) | (137.2) |
Long-term debt | 3,307.1 | 3,305.5 |
Short-term borrowings | $ 0.7 | $ 0.7 |
Weighted-average interest rate (as a percent) | 11.40% | 11.40% |
Amended 2016 Revolving Credit Facility (Tranche A) due 2024 | ||
Debt Instrument [Line Items] | ||
Total long-term debt, net of discounts and deferred finance charges | $ 85.9 | $ 108 |
SISO Term Loan Facility due 2024 | ||
Debt Instrument [Line Items] | ||
Total long-term debt, net of discounts and deferred finance charges | 125.5 | 126.2 |
2021 Foreign Asset-Based Term Facility due 2024 | ||
Debt Instrument [Line Items] | ||
Total long-term debt, net of discounts and deferred finance charges | 71.6 | 71.2 |
2020 ABL FILO Term Loans due 2023 | ||
Debt Instrument [Line Items] | ||
Total long-term debt, net of discounts and deferred finance charges | 50 | 50 |
2020 Troubled-debt-restructuring: future interest | ||
Debt Instrument [Line Items] | ||
Total long-term debt, net of discounts and deferred finance charges | 39 | 42.6 |
2020 BrandCo Term Loan Facility due 2025 | ||
Debt Instrument [Line Items] | ||
Total long-term debt, net of discounts and deferred finance charges | 1,756.6 | 1,749.7 |
2016 Term Loan Facility: 2016 Term Loan due 2023 and 2025 | ||
Debt Instrument [Line Items] | ||
Total long-term debt, net of discounts and deferred finance charges | $ 866.5 | 867.9 |
6.25% Senior Notes due 2024 | ||
Debt Instrument [Line Items] | ||
Stated interest rate (as a percent) | 6.25% | |
Total long-term debt, net of discounts and deferred finance charges | $ 427.3 | 426.9 |
Spanish Government Loan due 2025 | ||
Debt Instrument [Line Items] | ||
Total long-term debt, net of discounts and deferred finance charges | $ 0.3 | $ 0.2 |
DEBT - Narrative (Details)
DEBT - Narrative (Details) | Mar. 31, 2022USD ($) | Mar. 30, 2022USD ($) | May 07, 2021USD ($) | May 06, 2021USD ($) | Mar. 08, 2021USD ($) | Mar. 02, 2021USD ($) | Mar. 31, 2022USD ($) | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($) | Mar. 07, 2021USD ($) | Dec. 31, 2020USD ($) | Oct. 23, 2020 | |
Debt Instrument [Line Items] | |||||||||||||
Selling, general and administrative expenses | $ 256,900,000 | $ 260,500,000 | |||||||||||
Amortization of debt issuance costs | 9,100,000 | 8,700,000 | |||||||||||
Held in escrow | $ 17,600,000 | 17,600,000 | 16,100,000 | ||||||||||
Repayments on term loans | [1] | 10,600,000 | 61,200,000 | ||||||||||
Revlon Consumer Products Corporation | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Selling, general and administrative expenses | 254,800,000 | 259,500,000 | |||||||||||
Amortization of debt issuance costs | 9,100,000 | 8,700,000 | |||||||||||
Held in escrow | 17,600,000 | 17,600,000 | 16,100,000 | ||||||||||
Repayments on term loans | [2] | 10,600,000 | $ 61,200,000 | ||||||||||
Amended 2016 Revolving Credit Agreement | Revolving credit facility | Revlon Consumer Products Corporation | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Increase in borrowing base | 25,000,000 | 25,000,000 | |||||||||||
Deferred financing cots incurred | 1,800,000 | ||||||||||||
Covenant springing maturity, number of days prior to the maturity date | 91 days | ||||||||||||
Springing minimum fixed charge coverage ratio based on excess availability triggering event | 1 | ||||||||||||
Springing minimum fixed charge cover ratio triggering event, excess availability threshold | $ 27,500,000 | ||||||||||||
Springing cash dominion requirement triggering event, excess availability threshold | 45,000,000 | ||||||||||||
Amended 2016 Revolving Credit Agreement | Revolving credit facility | Revlon Consumer Products Corporation | Through June 29, 2022 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Reserve against availability during Amendment No. 9 Accommodation Period | 10,000,000 | 10,000,000 | |||||||||||
Amended 2016 Revolving Credit Agreement | Revolving credit facility | Revlon Consumer Products Corporation | Subsequent to June 29, 2022 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Reserve against availability during Amendment No. 9 Accommodation Period | 15,000,000 | 15,000,000 | |||||||||||
2021 Foreign Asset-Based Term Facility | Secured debt | Revlon Consumer Products Corporation | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Increase in borrowing base | $ 7,000,000 | ||||||||||||
Deferred financing cots incurred | $ 3,200,000 | ||||||||||||
Period for change in agreement terms | 1 year | ||||||||||||
Maximum borrowing capacity | 75,000,000 | ||||||||||||
Amortization of debt issuance costs | $ 1,000,000 | ||||||||||||
Held in escrow | $ 7,500,000 | 13,800,000 | |||||||||||
Borrowing base calculation, percentage of eligible accounts receivable | 90.00% | 80.00% | |||||||||||
Borrowing base calculation, percentage of eligible inventory | 75.00% | 65.00% | |||||||||||
Borrowing base calculation, percentage of eligible real property | 45.00% | ||||||||||||
Prepayment premium, first year after the closing date | 3.00% | ||||||||||||
Prepayment premium, second year after the closing date | 2.00% | ||||||||||||
Prepayment premium, third year after the closing date and thereafter | 1.00% | ||||||||||||
Covenant, minimum cash and cash equivalents | $ 3,500,000 | ||||||||||||
Covenant, minimum cash and cash equivalents, business days prior to month end | 10 days | ||||||||||||
2021 Foreign Asset-Based Term Facility | Secured debt | Revlon Consumer Products Corporation | LIBOR | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Basis spread on variable interest rate | 8.50% | ||||||||||||
Variable rate floor | 1.50% | ||||||||||||
Tranche A Revolving Credit Facility due 2023 | Revolving credit facility | Revlon Consumer Products Corporation | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Deferred financing cots incurred | $ 4,200,000 | ||||||||||||
Maximum borrowing capacity | $ 300,000,000 | 300,000,000 | |||||||||||
Unamortized deferred financing costs | $ 5,100,000 | ||||||||||||
Increase in interest margin | 0.50% | ||||||||||||
Tranche A Revolving Credit Facility due 2023 | Revolving credit facility | Revlon Consumer Products Corporation | Minimum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Basis spread on variable interest rate | 2.50% | ||||||||||||
Tranche A Revolving Credit Facility due 2023 | Revolving credit facility | Revlon Consumer Products Corporation | Maximum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Basis spread on variable interest rate | 3.00% | ||||||||||||
Tranche A Revolving Credit Facility due 2023 | Revolving credit facility | Revlon Consumer Products Corporation | LIBOR | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Variable rate floor | 1.75% | ||||||||||||
Tranche A Revolving Credit Facility due 2023 | Revolving credit facility | Revlon Consumer Products Corporation | LIBOR | Minimum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Basis spread on variable interest rate | 2.50% | ||||||||||||
Tranche A Revolving Credit Facility due 2023 | Revolving credit facility | Revlon Consumer Products Corporation | LIBOR | Maximum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Basis spread on variable interest rate | 3.00% | ||||||||||||
Tranche A Revolving Credit Facility due 2024 | Revolving credit facility | Revlon Consumer Products Corporation | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Deferred financing cots incurred | 2,100,000 | ||||||||||||
Maximum borrowing capacity | 270,000,000 | $ 270,000,000 | 270,000,000 | ||||||||||
Selling, general and administrative expenses | 800,000 | ||||||||||||
Amortization of debt issuance costs | 4,700,000 | ||||||||||||
Tranche A Revolving Credit Facility due 2024 | Revolving credit facility | Revlon Consumer Products Corporation | LIBOR | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Basis spread on variable interest rate | 3.75% | ||||||||||||
Variable rate floor | 0.50% | ||||||||||||
SISO Term Loan Facility due 2023 | Revolving credit facility | Revlon Consumer Products Corporation | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Deferred financing cots incurred | $ 4,300,000 | ||||||||||||
SISO Term Loan Facility due 2023 | Secured debt | Revlon Consumer Products Corporation | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maximum borrowing capacity | $ 100,000,000 | 100,000,000 | |||||||||||
Unamortized deferred financing costs | 4,000,000 | ||||||||||||
Proceeds from long-term lines of credit | $ 100,000,000 | ||||||||||||
SISO Term Loan Facility due 2023 | Secured debt | Revlon Consumer Products Corporation | LIBOR | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Basis spread on variable interest rate | 5.75% | ||||||||||||
Variable rate floor | 1.75% | ||||||||||||
SISO Term Loan Facility due 2024 | Secured debt | Revlon Consumer Products Corporation | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Deferred financing cots incurred | $ 900,000 | ||||||||||||
Maximum borrowing capacity | $ 130,000,000 | $ 130,000,000 | 130,000,000 | ||||||||||
Selling, general and administrative expenses | 400,000 | ||||||||||||
Amortization of debt issuance costs | $ 1,400,000 | ||||||||||||
2016 Revolving Credit Agreement due 2023 | Revolving credit facility | Revlon Consumer Products Corporation | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Minimum excess available reserve requirement, fixed charge coverage ratio greater than 1.0 | 20,000,000 | ||||||||||||
Minimum excess available reserve requirement, fixed charge coverage ratio less than 1.00x | $ 30,000,000 | ||||||||||||
Amended 2016 Revolving Credit Agreement, Tranche A | Revolving credit facility | Revlon Consumer Products Corporation | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maximum borrowing capacity | $ 400,000,000 | ||||||||||||
Unamortized deferred financing costs | $ 800,000 | ||||||||||||
5.75% Senior Notes | Revlon Consumer Products Corporation | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Stated interest rate (as a percent) | 5.75% | ||||||||||||
2020 Troubled-debt-restructuring: future interest | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Future interest payments included in restructured debt | $ 57,800,000 | ||||||||||||
Repayments on term loans | 3,600,000 | ||||||||||||
2020 Troubled-debt-restructuring: future interest | Revlon Consumer Products Corporation | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Repayments on term loans | $ 3,600,000 | ||||||||||||
[1] | Repayments on term loans for the three months ended March 31, 2022 includes repayments of $4.7 million under the 2020 BrandCo Term Loan Facility, $3.6 million for the 2020 Troubled-debt-restructuring future interest amortization, and $2.3 million under the 2016 Term Loan Facility. Repayments on term loans for the three months ended March 31, 2021 includes repayments under the 2018 Foreign Asset-Based Term Facility and the 2016 Term Loan Facility of $58.9 million and $2.3 million, respectively. See Note 7, "Debt" in the Company's 2021 Form 10-K for additional information. | ||||||||||||
[2] | Repayments on term loans for the three months ended March 31, 2022 includes repayments of $4.7 million under the 2020 BrandCo Term Loan Facility, $3.6 million for the 2020 Troubled-debt-restructuring future interest amortization, and $2.3 million under the 2016 Term Loan Facility. Repayments on term loans for the three months ended March 31, 2021 includes repayments under the 2018 Foreign Asset-Based Term Facility and the 2016 Term Loan Facility of $58.9 million and $2.3 million, respectively. See Note 7, "Debt" in the Company's 2021 Form 10-K for additional information. |
DEBT - Covenants (Details)
DEBT - Covenants (Details) - USD ($) | Mar. 31, 2022 | May 07, 2021 |
6.25% Senior Notes | ||
Debt Instrument [Line Items] | ||
Stated interest rate (as a percent) | 6.25% | |
Revlon Consumer Products Corporation | 6.25% Senior Notes | ||
Debt Instrument [Line Items] | ||
Stated interest rate (as a percent) | 6.25% | |
Revlon Consumer Products Corporation | 2020 ABL FILO Term Loans | ||
Debt Instrument [Line Items] | ||
Commitment | $ 50,000,000 | |
Borrowing Base | 43,200,000 | |
Aggregate principal amount outstanding | 50,000,000 | |
Availability | 0 | |
Reserve for shortfall of the borrowing base | 6,800,000 | |
Revlon Consumer Products Corporation | Revolving credit facility | Tranche A Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Commitment | 270,000,000 | $ 270,000,000 |
Borrowing Base | 153,100,000 | |
Aggregate principal amount outstanding | 88,000,000 | |
Availability | 65,100,000 | |
Revlon Consumer Products Corporation | Secured debt | SISO Term Loan Facility | ||
Debt Instrument [Line Items] | ||
Commitment | 130,000,000 | $ 130,000,000 |
Borrowing Base | 130,000,000 | |
Aggregate principal amount outstanding | 130,000,000 | |
Availability | $ 0 |
DEBT - Foreign Subsidiaries (De
DEBT - Foreign Subsidiaries (Details) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Cash and cash equivalents | $ 70 | $ 102.4 |
Foreign Subsidiaries | ||
Debt Instrument [Line Items] | ||
Cash and cash equivalents | $ 62.2 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||
Financial assets required to be measured at fair value | $ 0 | $ 0 |
Financial liabilities required to be measured at fair value | 0 | 0 |
Liabilities: | ||
Long-term debt, including current portion, Fair Value | 2,744,700,000 | 2,864,000,000 |
Long-term debt, including current portion, Carrying Value | 3,422,700,000 | 3,442,700,000 |
Level 1 | ||
Liabilities: | ||
Long-term debt, including current portion, Fair Value | 0 | 0 |
Level 2 | ||
Liabilities: | ||
Long-term debt, including current portion, Fair Value | 2,744,700,000 | 2,864,000,000 |
Level 3 | ||
Liabilities: | ||
Long-term debt, including current portion, Fair Value | $ 0 | $ 0 |
FINANCIAL INSTRUMENTS (Details)
FINANCIAL INSTRUMENTS (Details) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Standby letters of credit which support products corporations workers compensation, general liability and automobile insurance programs | ||
Fair Value Measurements Of Financial Instruments [Line Items] | ||
Standby and trade letters of credit for various corporate purposes | $ 6.1 | $ 6.1 |
Sublimit, letters of credit | ||
Fair Value Measurements Of Financial Instruments [Line Items] | ||
Standby and trade letters of credit for various corporate purposes | $ 8.4 | $ 8.4 |
PENSION AND POST-RETIREMENT B_3
PENSION AND POST-RETIREMENT BENEFITS - Components of Net Periodic Benefit Costs (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Net periodic benefit costs: | |||
Total net periodic benefit costs | $ 1.1 | $ 1.3 | $ 4.8 |
Pension Plans | |||
Net periodic benefit costs: | |||
Service cost | 0.3 | 0.3 | |
Interest cost | 2.7 | 2.3 | |
Expected return on plan assets | (4.9) | (4.9) | |
Amortization of actuarial loss | 2.8 | 3.4 | |
Total net periodic benefit costs | 0.9 | 1.1 | |
Other Post-Retirement Benefit Plans | |||
Net periodic benefit costs: | |||
Service cost | 0 | 0 | |
Interest cost | 0.1 | 0 | |
Expected return on plan assets | 0 | 0 | |
Amortization of actuarial loss | 0.1 | 0.2 | |
Total net periodic benefit costs | $ 0.2 | $ 0.2 |
PENSION AND POST-RETIREMENT B_4
PENSION AND POST-RETIREMENT BENEFITS - Narrative (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2022USD ($) | Mar. 31, 2021USD ($) | Dec. 31, 2022USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($)plan | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Net periodic benefit cost | $ 1.1 | $ 1.3 | $ 4.8 | ||
Expected employer contributions during 2022 | 8.8 | ||||
Forecast | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Net periodic benefit cost | $ 4.6 | ||||
Pension Plans | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Net periodic benefit cost | 0.9 | 1.1 | |||
Employer contributions | 2 | ||||
Pension Plans | Qualified Plan | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Employer contributions, expected deferral in 2020, CARES Act | $ 11.8 | ||||
Number of qualified defined benefit plans | plan | 2 | ||||
Other Post-Retirement Benefit Plans | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Net periodic benefit cost | 0.2 | $ 0.2 | |||
Employer contributions | $ 0.2 |
PENSION AND POST-RETIREMENT B_5
PENSION AND POST-RETIREMENT BENEFITS - Classification of Net Periodic Benefit Costs (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Total net periodic benefit costs | $ 1.1 | $ 1.3 | $ 4.8 |
Selling, general and administrative expense | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Total net periodic benefit costs | 0.3 | 0.4 | |
Miscellaneous, net | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Total net periodic benefit costs | $ 0.8 | $ 0.9 |
STOCK COMPENSATION PLAN - Narra
STOCK COMPENSATION PLAN - Narrative (Details) | Jun. 03, 2021shares | Mar. 31, 2022USD ($)trancheshares | Jun. 30, 2021shares | Mar. 31, 2021USD ($)shares | Dec. 31, 2019USD ($)installment | Mar. 31, 2022USD ($)shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Compensation expense | $ | $ 1,800,000 | $ 3,100,000 | ||||
Restricted Stock Units | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Accelerated cost | $ | $ 0 | $ 2,000,000 | ||||
Stock Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Additional shares reserved (in shares) | 2,000,000 | |||||
Shares reserved for issuance (in shares) | 8,565,000 | 8,565,000 | ||||
Shares remaining available for grants (in shares) | 200,000 | 200,000 | ||||
2022 Incentive Program | Time-Based RSUs | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Awards granted (in shares) | 3,100,000 | |||||
Awards granted, number of tranches | tranche | 2 | |||||
2022 Incentive Program | Time-Based RSUs | First Tranche | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting (in shares) | 400,000 | |||||
Award vesting, percentage | 100.00% | |||||
2022 Incentive Program | Time-Based RSUs | Second Tranche | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting (in shares) | 2,700,000 | |||||
2022 Incentive Program | Time-Based RSUs | Second Tranche, Portion One | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting, percentage | 50.00% | |||||
2022 Incentive Program | Time-Based RSUs | Second Tranche, Portion Two | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting, percentage | 50.00% | |||||
2019 Transaction Incentive Program | Acquisition, Integration and Divestiture Costs | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Cash-based awards granted, amortization expense | $ | $ 200,000 | $ 7,700,000 | ||||
2019 Transaction Incentive Program | Restricted Stock Units | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Accelerated cost | $ | $ 1,800,000 | |||||
2019 Transaction Incentive Program | Time-Based RSUs | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Awards granted (in shares) | 78,000 | |||||
Awards granted and outstanding (in shares) | 70,362 | 70,362 | ||||
2019 Transaction Incentive Program | Time-Based RSUs | First Tranche | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting, percentage | 50.00% | |||||
2019 Transaction Incentive Program | Time-Based RSUs | Second Tranche | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting, percentage | 50.00% | |||||
2019 Transaction Incentive Program, Tier 1 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Cash-based awards | $ | $ 6,800,000 | |||||
Number of installments | installment | 2 | |||||
2019 Transaction Incentive Program, Tier 1 | Restricted Stock Units | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Accelerated vesting, number of awards (in shares) | 47,743 | |||||
2019 Transaction Incentive Program, Tier 2 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Cash-based awards | $ | $ 2,500,000 | |||||
Number of installments | installment | 1 | |||||
LTIP Plan | Restricted Stock Units | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Accelerated vesting, number of awards (in shares) | 57,763 | |||||
LTIP Plan | Time-Based RSUs | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Awards granted (in shares) | 0 | 1,500,000 | ||||
LTIP Plan | Time-Based RSUs | First Tranche | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting, percentage | 50.00% | |||||
LTIP Plan | Time-Based RSUs | Second Tranche | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting, percentage | 25.00% | |||||
LTIP Plan | Time-Based RSUs | Third Tranche | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting, percentage | 25.00% | |||||
LTIP Plan | Performance-Based RSUs | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Compensation expense | $ | $ (2,100,000) | |||||
Deferred stock-based compensation | $ | 12,100,000 | $ 12,100,000 | ||||
Total LTIP and TIP RSU's | Time-Based RSUs | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Compensation expense | $ | 3,800,000 | |||||
Deferred stock-based compensation | $ | $ 38,700,000 | $ 38,700,000 | ||||
Fifth Amended and Restated Revlon, Inc Stock Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Awards granted (in shares) | 400,000 | |||||
Fifth Amended and Restated Revlon, Inc Stock Plan | Time-Based RSUs | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Awards granted (in shares) | 400,000 |
STOCK COMPENSATION PLAN - Activ
STOCK COMPENSATION PLAN - Activity Related to Time-based and Performance-based RSUs and the Grant Date Fair Value (Details) | 3 Months Ended |
Mar. 31, 2022$ / sharesshares | |
2022 Incentive Program | 2022 | Time-Based Restricted Stock Units (RSU) Awards | |
Restricted Stock Units | |
Awards granted (in shares) | 3,122,400 |
Outstanding, end of period (in shares) | 3,122,400 |
Weighted Average Grant Date Fair Value Per RSU | |
Awards granted, weighted average grant date fair value (in dollars per share) | $ / shares | $ 10.24 |
Outstanding, weighted average grant date fair value (in dollars per share) | $ / shares | $ 10.24 |
2019 Transaction Incentive Program | 2019 | Time-Based Restricted Stock Units (RSU) Awards | |
Restricted Stock Units | |
Outstanding, beginning of period (in shares) | 74,600 |
Awards granted (in shares) | 0 |
Awards forfeited/canceled (in shares) | (4,300) |
Outstanding, end of period (in shares) | 70,300 |
Weighted Average Grant Date Fair Value Per RSU | |
Outstanding, weighted average grant date fair value (in dollars per share) | $ / shares | $ 13.16 |
Awards granted, weighted average grant date fair value (in dollars per share) | $ / shares | 0 |
Awards forfeited/canceled, weighted average grant date fair value (in dollars per share) | $ / shares | 13.16 |
Outstanding, weighted average grant date fair value (in dollars per share) | $ / shares | $ 13.16 |
LTIP Plan | Time-Based Restricted Stock Units (RSU) Awards | |
Restricted Stock Units | |
Outstanding, beginning of period (in shares) | 1,872,300 |
Awards granted (in shares) | 0 |
Awards vested (in shares) | (941,200) |
Awards forfeited/canceled (in shares) | (67,100) |
Outstanding, end of period (in shares) | 864,000 |
LTIP Plan | Performance-Based Restricted Stock Units (RSU) Awards | |
Restricted Stock Units | |
Outstanding, beginning of period (in shares) | 588,900 |
Awards granted (in shares) | 0 |
Awards vested (in shares) | (44,300) |
Awards forfeited/canceled (in shares) | (187,000) |
Outstanding, end of period (in shares) | 357,600 |
LTIP Plan | 2021 | Time-Based Restricted Stock Units (RSU) Awards | |
Restricted Stock Units | |
Outstanding, beginning of period (in shares) | 1,548,600 |
Awards granted (in shares) | 0 |
Awards vested (in shares) | (751,800) |
Awards forfeited/canceled (in shares) | (52,000) |
Outstanding, end of period (in shares) | 744,800 |
Weighted Average Grant Date Fair Value Per RSU | |
Outstanding, weighted average grant date fair value (in dollars per share) | $ / shares | $ 10.58 |
Awards granted, weighted average grant date fair value (in dollars per share) | $ / shares | 0 |
Awards vested, weighted average grant date fair value (in dollars per share) | $ / shares | 10.59 |
Awards forfeited/canceled, weighted average grant date fair value (in dollars per share) | $ / shares | 10.59 |
Outstanding, weighted average grant date fair value (in dollars per share) | $ / shares | $ 10.57 |
LTIP Plan | 2021 | Performance-Based Restricted Stock Units (RSU) Awards | |
Restricted Stock Units | |
Outstanding, beginning of period (in shares) | 0 |
Awards granted (in shares) | 0 |
Awards vested (in shares) | 0 |
Awards forfeited/canceled (in shares) | 0 |
Outstanding, end of period (in shares) | 0 |
Weighted Average Grant Date Fair Value Per RSU | |
Outstanding, weighted average grant date fair value (in dollars per share) | $ / shares | $ 0 |
Awards granted, weighted average grant date fair value (in dollars per share) | $ / shares | 0 |
Awards vested, weighted average grant date fair value (in dollars per share) | $ / shares | 0 |
Awards forfeited/canceled, weighted average grant date fair value (in dollars per share) | $ / shares | 0 |
Outstanding, weighted average grant date fair value (in dollars per share) | $ / shares | $ 0 |
LTIP Plan | 2020 | Time-Based Restricted Stock Units (RSU) Awards | |
Restricted Stock Units | |
Outstanding, beginning of period (in shares) | 253,900 |
Awards granted (in shares) | 0 |
Awards vested (in shares) | (122,800) |
Awards forfeited/canceled (in shares) | (11,900) |
Outstanding, end of period (in shares) | 119,200 |
Weighted Average Grant Date Fair Value Per RSU | |
Outstanding, weighted average grant date fair value (in dollars per share) | $ / shares | $ 14.96 |
Awards granted, weighted average grant date fair value (in dollars per share) | $ / shares | 0 |
Awards vested, weighted average grant date fair value (in dollars per share) | $ / shares | 14.96 |
Awards forfeited/canceled, weighted average grant date fair value (in dollars per share) | $ / shares | 14.96 |
Outstanding, weighted average grant date fair value (in dollars per share) | $ / shares | $ 14.96 |
LTIP Plan | 2020 | Performance-Based Restricted Stock Units (RSU) Awards | |
Restricted Stock Units | |
Outstanding, beginning of period (in shares) | 377,700 |
Awards granted (in shares) | 0 |
Awards vested (in shares) | 0 |
Awards forfeited/canceled (in shares) | (20,100) |
Outstanding, end of period (in shares) | 357,600 |
Weighted Average Grant Date Fair Value Per RSU | |
Outstanding, weighted average grant date fair value (in dollars per share) | $ / shares | $ 14.96 |
Awards granted, weighted average grant date fair value (in dollars per share) | $ / shares | 0 |
Awards vested, weighted average grant date fair value (in dollars per share) | $ / shares | 0 |
Awards forfeited/canceled, weighted average grant date fair value (in dollars per share) | $ / shares | 14.96 |
Outstanding, weighted average grant date fair value (in dollars per share) | $ / shares | $ 14.96 |
LTIP Plan | 2019 | Time-Based Restricted Stock Units (RSU) Awards | |
Restricted Stock Units | |
Outstanding, beginning of period (in shares) | 69,800 |
Awards granted (in shares) | 0 |
Awards vested (in shares) | (66,600) |
Awards forfeited/canceled (in shares) | (3,200) |
Outstanding, end of period (in shares) | 0 |
Weighted Average Grant Date Fair Value Per RSU | |
Outstanding, weighted average grant date fair value (in dollars per share) | $ / shares | $ 22.58 |
Awards granted, weighted average grant date fair value (in dollars per share) | $ / shares | 0 |
Awards vested, weighted average grant date fair value (in dollars per share) | $ / shares | 22.55 |
Awards forfeited/canceled, weighted average grant date fair value (in dollars per share) | $ / shares | 22.55 |
Outstanding, weighted average grant date fair value (in dollars per share) | $ / shares | $ 0 |
LTIP Plan | 2019 | Performance-Based Restricted Stock Units (RSU) Awards | |
Restricted Stock Units | |
Outstanding, beginning of period (in shares) | 211,200 |
Awards granted (in shares) | 0 |
Awards vested (in shares) | (44,300) |
Awards forfeited/canceled (in shares) | (166,900) |
Outstanding, end of period (in shares) | 0 |
Weighted Average Grant Date Fair Value Per RSU | |
Outstanding, weighted average grant date fair value (in dollars per share) | $ / shares | $ 22.55 |
Awards granted, weighted average grant date fair value (in dollars per share) | $ / shares | 0 |
Awards vested, weighted average grant date fair value (in dollars per share) | $ / shares | 22.55 |
Awards forfeited/canceled, weighted average grant date fair value (in dollars per share) | $ / shares | 22.55 |
Outstanding, weighted average grant date fair value (in dollars per share) | $ / shares | $ 0 |
Total LTIP and TIP RSU's | Time-Based Restricted Stock Units (RSU) Awards | |
Restricted Stock Units | |
Outstanding, beginning of period (in shares) | 1,946,900 |
Outstanding, end of period (in shares) | 4,056,700 |
Total LTIP and TIP RSU's | Performance-Based Restricted Stock Units (RSU) Awards | |
Restricted Stock Units | |
Outstanding, beginning of period (in shares) | 588,900 |
Outstanding, end of period (in shares) | 357,600 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Tax Disclosure [Line Items] | ||
Provision for income taxes | $ 9.8 | $ 11.2 |
Decrease in provision from income taxes | 1.4 | |
Revlon Consumer Products Corporation | ||
Income Tax Disclosure [Line Items] | ||
Provision for income taxes | 9.7 | $ 11.1 |
Decrease in provision from income taxes | $ 1.4 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE LOSS - Roll-forward of Accumulated Other Comprehensive Loss (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Beginning balance | $ (2,014,100,000) | $ (1,862,000,000) | |
Foreign currency translation adjustment, net of tax | 1,000,000 | (4,900,000) | |
Amortization of pension related costs, net of tax | [1],[2] | 2,900,000 | 3,500,000 |
Other comprehensive (loss) income, net | [3] | 3,900,000 | (1,400,000) |
Ending balance | (2,078,600,000) | (1,958,700,000) | |
Foreign currency translation adjustment, tax expense (benefit) | 0 | 0 | |
Amortization of pension related costs, tax expense (benefit) | 0 | 0 | |
Accumulated Other Comprehensive (Loss) Income | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Beginning balance | (234,700,000) | (277,900,000) | |
Other comprehensive (loss) income, net | [3] | 3,900,000 | (1,400,000) |
Ending balance | (230,800,000) | $ (279,300,000) | |
Foreign Currency Translation | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Beginning balance | (25,800,000) | ||
Foreign currency translation adjustment, net of tax | 1,000,000 | ||
Other comprehensive (loss) income, net | 1,000,000 | ||
Ending balance | (24,800,000) | ||
Actuarial (Loss) Gain on Post-retirement Benefits | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Beginning balance | (208,600,000) | ||
Amortization of pension related costs, net of tax | 2,900,000 | ||
Other comprehensive (loss) income, net | 2,900,000 | ||
Ending balance | (205,700,000) | ||
Other | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Beginning balance | (300,000) | ||
Other comprehensive (loss) income, net | 0 | ||
Ending balance | $ (300,000) | ||
[1] | Net of tax benefit of nil for each of the three months ended March 31, 2022 and 2021. | ||
[2] | This amount is included in the computation of net periodic benefit costs (income). See Note 10, "Pension and Post-Retirement Benefits," for additional information regarding net periodic benefit costs (income). | ||
[3] | See Note 13, "Accumulated Other Comprehensive Loss," regarding the changes in the accumulated balances for each component of other comprehensive loss during the three months ended March 31, 2022 and 2021, respectively. |
SEGMENT DATA AND RELATED INFO_3
SEGMENT DATA AND RELATED INFORMATION - Narrative (Details) | 3 Months Ended |
Mar. 31, 2022brand_teamreporting_unitcountry | |
Segment Reporting Information [Line Items] | |
Number of reporting units | reporting_unit | 4 |
Number of global brand teams | brand_team | 4 |
International | |
Segment Reporting Information [Line Items] | |
Number of countries in which entity operates | country | 25 |
SEGMENT DATA AND RELATED INFO_4
SEGMENT DATA AND RELATED INFORMATION - Net Sales and Segment Profit (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Segment Reporting Information [Line Items] | ||
Net sales | $ 479.6 | $ 445 |
Segment profit | 23.7 | (12.7) |
Depreciation and amortization | 27.6 | 33.3 |
Non-Operating items: | ||
Acquisition, integration and divestiture costs | 0.2 | 0.6 |
Operating income (loss) | 23.7 | (12.7) |
Interest Expense | 62.1 | 58.9 |
Amortization of debt issuance costs | 9.1 | 8.7 |
Foreign currency losses, net | 7.8 | 3.3 |
Miscellaneous, net | 1.9 | 1.2 |
(Loss) income from operations before income taxes | (57.2) | (84.8) |
Operating segments | ||
Segment Reporting Information [Line Items] | ||
Net sales | 479.6 | 445 |
Segment profit | 58.4 | 38.2 |
Non-Operating items: | ||
Operating income (loss) | 58.4 | 38.2 |
Segment reconciling items | ||
Segment Reporting Information [Line Items] | ||
Depreciation and amortization | 27.6 | 33.3 |
Non-cash stock compensation expense | 1.8 | 3.1 |
Non-Operating items: | ||
Restructuring and related charges | 4 | 7.3 |
Acquisition, integration and divestiture costs | 0.2 | 0.6 |
Financial control remediation and sustainability actions and related charges | 0 | 0.2 |
COVID-19 charges | 0 | 6.2 |
Capital structure and related charges | 1.1 | 0.2 |
Revlon | ||
Segment Reporting Information [Line Items] | ||
Net sales | 182.1 | 162 |
Revlon | Operating segments | ||
Segment Reporting Information [Line Items] | ||
Net sales | 182.1 | 162 |
Segment profit | 23.6 | 8 |
Non-Operating items: | ||
Operating income (loss) | 23.6 | 8 |
Elizabeth Arden | ||
Segment Reporting Information [Line Items] | ||
Net sales | 114.9 | 112.2 |
Elizabeth Arden | Operating segments | ||
Segment Reporting Information [Line Items] | ||
Net sales | 114.9 | 112.2 |
Segment profit | 5.9 | 9.2 |
Non-Operating items: | ||
Operating income (loss) | 5.9 | 9.2 |
Portfolio | ||
Segment Reporting Information [Line Items] | ||
Net sales | 99.2 | 96 |
Portfolio | Operating segments | ||
Segment Reporting Information [Line Items] | ||
Net sales | 99.2 | 96 |
Segment profit | 17.3 | 13.1 |
Non-Operating items: | ||
Operating income (loss) | 17.3 | 13.1 |
Fragrance | ||
Segment Reporting Information [Line Items] | ||
Net sales | 83.4 | 74.8 |
Fragrance | Operating segments | ||
Segment Reporting Information [Line Items] | ||
Net sales | 83.4 | 74.8 |
Segment profit | 11.6 | 7.9 |
Non-Operating items: | ||
Operating income (loss) | 11.6 | 7.9 |
Revlon Consumer Products Corporation | ||
Segment Reporting Information [Line Items] | ||
Net sales | 479.6 | 445 |
Segment profit | 25.8 | (11.7) |
Depreciation and amortization | 27.6 | 33.3 |
Non-cash stock compensation expense | 1.8 | 3.1 |
Non-Operating items: | ||
Acquisition, integration and divestiture costs | 0.2 | 0.6 |
Operating income (loss) | 25.8 | (11.7) |
Interest Expense | 62.1 | 58.9 |
Amortization of debt issuance costs | 9.1 | 8.7 |
Foreign currency losses, net | 7.8 | 3.3 |
Miscellaneous, net | 5.3 | 1.2 |
(Loss) income from operations before income taxes | (58.5) | (83.8) |
Revlon Consumer Products Corporation | Operating segments | ||
Segment Reporting Information [Line Items] | ||
Net sales | 479.6 | 445 |
Segment profit | 60.5 | 39.2 |
Non-Operating items: | ||
Operating income (loss) | 60.5 | 39.2 |
Revlon Consumer Products Corporation | Segment reconciling items | ||
Non-Operating items: | ||
Restructuring and related charges | 4 | 7.3 |
Acquisition, integration and divestiture costs | 0.2 | 0.6 |
Financial control remediation and sustainability actions and related charges | 0 | 0.2 |
COVID-19 charges | 0 | 6.2 |
Capital structure and related charges | 1.1 | 0.2 |
Revlon Consumer Products Corporation | Revlon | Operating segments | ||
Segment Reporting Information [Line Items] | ||
Net sales | 182.1 | 162 |
Segment profit | 24.4 | 8.4 |
Non-Operating items: | ||
Operating income (loss) | 24.4 | 8.4 |
Revlon Consumer Products Corporation | Elizabeth Arden | Operating segments | ||
Segment Reporting Information [Line Items] | ||
Net sales | 114.9 | 112.2 |
Segment profit | 6.4 | 9.5 |
Non-Operating items: | ||
Operating income (loss) | 6.4 | 9.5 |
Revlon Consumer Products Corporation | Portfolio | Operating segments | ||
Segment Reporting Information [Line Items] | ||
Net sales | 99.2 | 96 |
Segment profit | 17.7 | 13.2 |
Non-Operating items: | ||
Operating income (loss) | 17.7 | 13.2 |
Revlon Consumer Products Corporation | Fragrance | Operating segments | ||
Segment Reporting Information [Line Items] | ||
Net sales | 83.4 | 74.8 |
Segment profit | 12 | 8.1 |
Non-Operating items: | ||
Operating income (loss) | $ 12 | $ 8.1 |
SEGMENT DATA AND RELATED INFO_5
SEGMENT DATA AND RELATED INFORMATION - Schedule of Net Sales and Long-Lived Assets by Geographic Area (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | $ 479.6 | $ 445 | |
Long-lived assets | 1,328.5 | $ 1,350.1 | |
North America | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 245 | 226.2 | |
EMEA | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 117.3 | 104.1 | |
Asia | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 70.7 | 66.3 | |
Latin America | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 19.7 | 18.1 | |
Pacific | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 26.9 | 30.3 | |
United States | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Long-lived assets | $ 1,113.2 | $ 1,134.3 | |
Percentage of long lived assets by geographic location | 84.00% | 84.00% | |
International | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Long-lived assets | $ 215.3 | $ 215.8 | |
Percentage of long lived assets by geographic location | 16.00% | 16.00% | |
Revlon | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | $ 182.1 | 162 | |
Revlon | North America | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 101.6 | 83 | |
Revlon | EMEA | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 43.9 | 37.6 | |
Revlon | Asia | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 7.7 | 11 | |
Revlon | Latin America | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 11.9 | 11.4 | |
Revlon | Pacific | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 17 | 19 | |
Elizabeth Arden | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 114.9 | 112.2 | |
Elizabeth Arden | North America | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 26 | 28.4 | |
Elizabeth Arden | EMEA | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 27.3 | 26 | |
Elizabeth Arden | Asia | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 56.1 | 51.6 | |
Elizabeth Arden | Latin America | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 1.4 | 1.3 | |
Elizabeth Arden | Pacific | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 4.1 | 4.9 | |
Portfolio | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 99.2 | 96 | |
Portfolio | North America | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 64.7 | 63.5 | |
Portfolio | EMEA | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 26.9 | 24.9 | |
Portfolio | Asia | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 0.7 | 0.7 | |
Portfolio | Latin America | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 3.6 | 3.1 | |
Portfolio | Pacific | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 3.3 | 3.8 | |
Fragrance | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 83.4 | 74.8 | |
Fragrance | North America | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 52.7 | 51.3 | |
Fragrance | EMEA | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 19.2 | 15.6 | |
Fragrance | Asia | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 6.2 | 3 | |
Fragrance | Latin America | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 2.8 | 2.3 | |
Fragrance | Pacific | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | $ 2.5 | $ 2.6 |
SEGMENT DATA AND RELATED INFO_6
SEGMENT DATA AND RELATED INFORMATION - Schedule of Net Sales by Classes of Similar Products (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Revenue from External Customer [Line Items] | ||
Net sales | $ 479.6 | $ 445 |
Color cosmetics | ||
Revenue from External Customer [Line Items] | ||
Net sales | $ 134.7 | $ 113.4 |
Percentage of net sales by classes of similar products | 28.00% | 26.00% |
Fragrance | ||
Revenue from External Customer [Line Items] | ||
Net sales | $ 117.7 | $ 107.4 |
Percentage of net sales by classes of similar products | 25.00% | 24.00% |
Hair care | ||
Revenue from External Customer [Line Items] | ||
Net sales | $ 116.3 | $ 109.7 |
Percentage of net sales by classes of similar products | 24.00% | 25.00% |
Beauty care | ||
Revenue from External Customer [Line Items] | ||
Net sales | $ 40.2 | $ 37.8 |
Percentage of net sales by classes of similar products | 8.00% | 8.00% |
Skin care | ||
Revenue from External Customer [Line Items] | ||
Net sales | $ 70.7 | $ 76.7 |
Percentage of net sales by classes of similar products | 15.00% | 17.00% |
REVLON, INC. BASIC AND DILUTE_3
REVLON, INC. BASIC AND DILUTED EARNINGS (LOSS) PER COMMON SHARE - Components of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Numerator: | ||
Loss from operations, net of taxes | $ (67) | $ (96) |
Net (loss) income | $ (67) | $ (96) |
Denominator: | ||
Weighted-average common shares outstanding - Basic (in shares) | 54,262,464 | 53,653,449 |
Effect of dilutive restricted stock and RSUs (in shares) | 0 | 0 |
Weighted-average common shares outstanding - Diluted (in shares) | 54,262,464 | 53,653,449 |
Basic and Diluted (loss) earnings per common share: | ||
Basic net loss (in dollars per share) | $ (1.23) | $ (1.79) |
Diluted Net loss (in dollars per share) | $ (1.23) | $ (1.79) |
Restricted Stock and Restricted Stock Units | ||
Basic and Diluted (loss) earnings per common share: | ||
Unvested restricted stock and RSUs under the Stock Plan (in shares) | 822,446 | 376,812 |
CONTINGENCIES (Details)
CONTINGENCIES (Details) $ in Millions | Feb. 16, 2021USD ($) |
Pending litigation | |
Gain Contingencies [Line Items] | |
Damages sought | $ 504 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) | May 04, 2022 | Oct. 31, 2013 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2009 | Jan. 31, 2007 | Mar. 31, 2006 |
Related Party Transaction [Line Items] | ||||||||
Reimbursement Agreements termination notice period | 90 days | |||||||
Conversion ratio, outstanding principal amount per share of common stock issued (in dollars per share) | $ 5.21 | |||||||
Number of days demand registration may be postponed | 30 days | |||||||
Products Corporation | ||||||||
Related Party Transaction [Line Items] | ||||||||
Percentage of voting capital stock | 66.00% | |||||||
Registration Rights Agreement | 2003 Equity Rights Offering | ||||||||
Related Party Transaction [Line Items] | ||||||||
Equity right offering value | $ 50,000,000 | |||||||
Registration Rights Agreement | 2006 Equity Rights Offering | ||||||||
Related Party Transaction [Line Items] | ||||||||
Equity right offering value | $ 110,000,000 | |||||||
Registration Rights Agreement | 2007 Equity Rights Offering | ||||||||
Related Party Transaction [Line Items] | ||||||||
Equity right offering value | $ 100,000,000 | |||||||
Class A Common Stock | ||||||||
Related Party Transaction [Line Items] | ||||||||
Shares converted in Offering | 3,125,000 | 9,336,905 | ||||||
Percentage ownership of outstanding common stock | 85.20% | |||||||
MacAndrews & Forbes | Reimbursements, D&O Insurance Program | ||||||||
Related Party Transaction [Line Items] | ||||||||
Payments to related party | $ 0 | $ 1,300,000 | ||||||
Payable to related party | 300,000 | |||||||
MacAndrews & Forbes | Reimbursements | ||||||||
Related Party Transaction [Line Items] | ||||||||
Payable to related party | 100,000 | |||||||
Related party expenses | 100,000 | |||||||
Related party income | $ 100,000 | |||||||
Receivable from related party | 100,000 | |||||||
Majority Shareholder | Related party expense, other advertising coupon redemption and raw material supply | ||||||||
Related Party Transaction [Line Items] | ||||||||
Payments to related party | 100,000 | 100,000 | ||||||
Payable to related party | 100,000 | 500,000 | ||||||
Related party expenses | 3,600,000 | $ 2,500,000 | ||||||
Majority Shareholder | Related party expense, coupon redemption services | ||||||||
Related Party Transaction [Line Items] | ||||||||
Payable to related party | $ 1,900,000 | $ 4,200,000 | ||||||
Mr. Beattie | 2020 Consulting Agreement | Subsequent Event | ||||||||
Related Party Transaction [Line Items] | ||||||||
Annual consulting fee | $ 250,000 |
PRODUCTS CORPORATION AND SUBS_3
PRODUCTS CORPORATION AND SUBSIDIARIES GUARANTOR FINANCIAL INFORMATION - Narrative (Details) - 6.25% Senior Notes | Mar. 31, 2022 |
Condensed Financial Statements, Captions [Line Items] | |
Stated interest rate (as a percent) | 6.25% |
Revlon Consumer Products Corporation | |
Condensed Financial Statements, Captions [Line Items] | |
Stated interest rate (as a percent) | 6.25% |
PRODUCTS CORPORATION AND SUBS_4
PRODUCTS CORPORATION AND SUBSIDIARIES GUARANTOR FINANCIAL INFORMATION - Balance Sheet (Details) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 | Dec. 31, 2020 |
ASSETS | ||||
Cash and cash equivalents | $ 70 | $ 102.4 | ||
Trade receivables, less allowances for doubtful accounts | 337.8 | 383.8 | ||
Inventories, net | 450.6 | 417.4 | ||
Property, plant and equipment, net | 291.4 | 297.3 | ||
Deferred income taxes | 54 | 42.8 | ||
Goodwill | 562.5 | 562.8 | ||
Intangible assets, net | 382.4 | 392.2 | ||
Other assets | 92.2 | 97.8 | ||
Total assets | 2,374.8 | 2,432.5 | ||
LIABILITIES AND STOCKHOLDERS’ DEFICIENCY | ||||
Short-term borrowings | 0.7 | 0.7 | ||
Current portion of long-term debt | 115.6 | 137.2 | ||
Accounts payable | 263.7 | 217.7 | ||
Accrued expenses and other current liabilities | 415.8 | 432 | ||
Long-term debt | 3,307.1 | 3,305.5 | ||
Stockholder’s (deficiency) equity | (2,078.6) | (2,014.1) | $ (1,958.7) | $ (1,862) |
Total liabilities and stockholder’s (deficiency) equity | 2,374.8 | 2,432.5 | ||
Revlon Consumer Products Corporation | ||||
ASSETS | ||||
Cash and cash equivalents | 70 | 102.4 | ||
Trade receivables, less allowances for doubtful accounts | 337.8 | 383.8 | ||
Inventories, net | 450.6 | 417.4 | ||
Prepaid expenses and other | 296.8 | 296.8 | ||
Intercompany receivables | 0 | 0 | ||
Investment in subsidiaries | 0 | 0 | ||
Property, plant and equipment, net | 291.4 | 297.3 | ||
Deferred income taxes | 62.7 | 51.6 | ||
Goodwill | 562.5 | 562.8 | ||
Intangible assets, net | 382.4 | 392.2 | ||
Other assets | 92.2 | 97.8 | ||
Total assets | 2,546.4 | 2,602.1 | ||
LIABILITIES AND STOCKHOLDERS’ DEFICIENCY | ||||
Short-term borrowings | 0.7 | 0.7 | ||
Current portion of long-term debt | 115.6 | 137.2 | ||
Accounts payable | 263.7 | 217.7 | ||
Accrued expenses and other current liabilities | 415.9 | 432.1 | ||
Intercompany payables | 0 | 0 | ||
Long-term debt | 3,307.1 | 3,305.5 | ||
Other long-term liabilities | 363.1 | 366.1 | ||
Total liabilities | 4,466.1 | 4,459.3 | ||
Stockholder’s (deficiency) equity | (1,919.7) | (1,857.2) | $ (1,796.2) | $ (1,703) |
Total liabilities and stockholder’s (deficiency) equity | 2,546.4 | 2,602.1 | ||
Revlon Consumer Products Corporation | Eliminations | ||||
ASSETS | ||||
Cash and cash equivalents | 0 | 0 | ||
Trade receivables, less allowances for doubtful accounts | 0 | 0 | ||
Inventories, net | 0 | 0 | ||
Prepaid expenses and other | 0 | 0 | ||
Intercompany receivables | (10,126.8) | (9,639.5) | ||
Investment in subsidiaries | (921.4) | (836.6) | ||
Property, plant and equipment, net | 0 | 0 | ||
Deferred income taxes | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Intangible assets, net | 0 | 0 | ||
Other assets | 0 | 0 | ||
Total assets | (11,048.2) | (10,476.1) | ||
LIABILITIES AND STOCKHOLDERS’ DEFICIENCY | ||||
Short-term borrowings | 0 | 0 | ||
Current portion of long-term debt | 0 | 0 | ||
Accounts payable | 0 | 0 | ||
Accrued expenses and other current liabilities | 0 | 0 | ||
Intercompany payables | (10,126.5) | (9,639.2) | ||
Long-term debt | 0 | 0 | ||
Other long-term liabilities | 0 | 0 | ||
Total liabilities | (10,126.5) | (9,639.2) | ||
Stockholder’s (deficiency) equity | (921.7) | (836.9) | ||
Total liabilities and stockholder’s (deficiency) equity | (11,048.2) | (10,476.1) | ||
Revlon Consumer Products Corporation | Products Corporation | Reportable Legal Entities | ||||
ASSETS | ||||
Cash and cash equivalents | 6.9 | 4 | ||
Trade receivables, less allowances for doubtful accounts | 89.8 | 114.6 | ||
Inventories, net | 143.2 | 129.3 | ||
Prepaid expenses and other | 232.8 | 222.8 | ||
Intercompany receivables | 4,672.3 | 4,542.8 | ||
Investment in subsidiaries | 1,130.1 | 1,055.5 | ||
Property, plant and equipment, net | 150.8 | 157.6 | ||
Deferred income taxes | 0 | 0 | ||
Goodwill | 404.8 | 404.8 | ||
Intangible assets, net | 19.8 | 20.3 | ||
Other assets | 55.2 | 57.7 | ||
Total assets | 6,905.7 | 6,709.4 | ||
LIABILITIES AND STOCKHOLDERS’ DEFICIENCY | ||||
Short-term borrowings | 0 | 0 | ||
Current portion of long-term debt | 115.5 | 137.1 | ||
Accounts payable | 107.6 | 89.8 | ||
Accrued expenses and other current liabilities | 161.4 | 161.9 | ||
Intercompany payables | 4,992.4 | 4,737.2 | ||
Long-term debt | 3,235.3 | 3,234.1 | ||
Other long-term liabilities | 224.9 | 176.8 | ||
Total liabilities | 8,837.1 | 8,536.9 | ||
Stockholder’s (deficiency) equity | (1,931.4) | (1,827.5) | ||
Total liabilities and stockholder’s (deficiency) equity | 6,905.7 | 6,709.4 | ||
Revlon Consumer Products Corporation | Guarantor Subsidiaries | Reportable Legal Entities | ||||
ASSETS | ||||
Cash and cash equivalents | 1 | 2.1 | ||
Trade receivables, less allowances for doubtful accounts | 84.6 | 102.4 | ||
Inventories, net | 119.3 | 127.9 | ||
Prepaid expenses and other | (5.2) | 5.7 | ||
Intercompany receivables | 4,666.7 | 4,396.2 | ||
Investment in subsidiaries | (208.7) | (218.9) | ||
Property, plant and equipment, net | 57.2 | 59.9 | ||
Deferred income taxes | 8 | 7.7 | ||
Goodwill | 30 | 30 | ||
Intangible assets, net | 166 | 170.3 | ||
Other assets | 10 | 12.2 | ||
Total assets | 4,928.9 | 4,695.5 | ||
LIABILITIES AND STOCKHOLDERS’ DEFICIENCY | ||||
Short-term borrowings | 0 | 0 | ||
Current portion of long-term debt | 0 | 0 | ||
Accounts payable | 42 | 42.1 | ||
Accrued expenses and other current liabilities | 63 | 84.9 | ||
Intercompany payables | 4,182 | 4,045.5 | ||
Long-term debt | 0 | 0 | ||
Other long-term liabilities | 106.2 | 115.7 | ||
Total liabilities | 4,393.2 | 4,288.2 | ||
Stockholder’s (deficiency) equity | 535.7 | 407.3 | ||
Total liabilities and stockholder’s (deficiency) equity | 4,928.9 | 4,695.5 | ||
Revlon Consumer Products Corporation | Non-Guarantor Subsidiaries | Reportable Legal Entities | ||||
ASSETS | ||||
Cash and cash equivalents | 62.1 | 96.3 | ||
Trade receivables, less allowances for doubtful accounts | 163.4 | 166.8 | ||
Inventories, net | 188.1 | 160.2 | ||
Prepaid expenses and other | 69.2 | 68.3 | ||
Intercompany receivables | 787.8 | 700.5 | ||
Investment in subsidiaries | 0 | 0 | ||
Property, plant and equipment, net | 83.4 | 79.8 | ||
Deferred income taxes | 54.7 | 43.9 | ||
Goodwill | 127.7 | 128 | ||
Intangible assets, net | 196.6 | 201.6 | ||
Other assets | 27 | 27.9 | ||
Total assets | 1,760 | 1,673.3 | ||
LIABILITIES AND STOCKHOLDERS’ DEFICIENCY | ||||
Short-term borrowings | 0.7 | 0.7 | ||
Current portion of long-term debt | 0.1 | 0.1 | ||
Accounts payable | 114.1 | 85.8 | ||
Accrued expenses and other current liabilities | 191.5 | 185.3 | ||
Intercompany payables | 952.1 | 856.5 | ||
Long-term debt | 71.8 | 71.4 | ||
Other long-term liabilities | 32 | 73.6 | ||
Total liabilities | 1,362.3 | 1,273.4 | ||
Stockholder’s (deficiency) equity | 397.7 | 399.9 | ||
Total liabilities and stockholder’s (deficiency) equity | $ 1,760 | $ 1,673.3 |
PRODUCTS CORPORATION AND SUBS_5
PRODUCTS CORPORATION AND SUBSIDIARIES GUARANTOR FINANCIAL INFORMATION - Statement of Operations and Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Condensed Income Statements, Captions [Line Items] | |||
Net sales | $ 479.6 | $ 445 | |
Cost of sales | 196.9 | 191.2 | |
Gross profit | 282.7 | 253.8 | |
Selling, general and administrative expenses | 256.9 | 260.5 | |
Acquisition, integration and divestiture costs | 0.2 | 0.6 | |
Restructuring charges and other, net | 1.9 | 5.4 | |
Operating income (loss) | 23.7 | (12.7) | |
Other (income) expense: | |||
Interest Expense | 62.1 | 58.9 | |
Amortization of debt issuance costs | 9.1 | 8.7 | |
Foreign currency losses, net | 7.8 | 3.3 | |
Miscellaneous, net | 1.9 | 1.2 | |
Other expense (income), net | 80.9 | 72.1 | |
(Loss) income from operations before income taxes | (57.2) | (84.8) | |
Provision for (benefit from) for income taxes | 9.8 | 11.2 | |
(Loss) income from continuing operations, net of taxes | (67) | (96) | |
Net (loss) income | (67) | (96) | |
Other comprehensive (loss) income | [1] | 3.9 | (1.4) |
Total comprehensive (loss) income | (63.1) | (97.4) | |
Revlon Consumer Products Corporation | |||
Condensed Income Statements, Captions [Line Items] | |||
Net sales | 479.6 | 445 | |
Cost of sales | 196.9 | 191.2 | |
Gross profit | 282.7 | 253.8 | |
Selling, general and administrative expenses | 254.8 | 259.5 | |
Acquisition, integration and divestiture costs | 0.2 | 0.6 | |
Restructuring charges and other, net | 1.9 | 5.4 | |
Operating income (loss) | 25.8 | (11.7) | |
Other (income) expense: | |||
Intercompany interest, net | 0 | 0 | |
Interest Expense | 62.1 | 58.9 | |
Amortization of debt issuance costs | 9.1 | 8.7 | |
Foreign currency losses, net | 7.8 | 3.3 | |
Miscellaneous, net | 5.3 | 1.2 | |
Other expense (income), net | 84.3 | 72.1 | |
(Loss) income from operations before income taxes | (58.5) | (83.8) | |
Provision for (benefit from) for income taxes | 9.7 | 11.1 | |
(Loss) income from continuing operations, net of taxes | (68.2) | (94.9) | |
Equity in income (loss) of subsidiaries | 0 | 0 | |
Net (loss) income | (68.2) | (94.9) | |
Other comprehensive (loss) income | [2] | 3.9 | (1.4) |
Total comprehensive (loss) income | (64.3) | (96.3) | |
Revlon Consumer Products Corporation | Eliminations | |||
Condensed Income Statements, Captions [Line Items] | |||
Net sales | 0 | 0 | |
Cost of sales | 0 | 0 | |
Gross profit | 0 | 0 | |
Selling, general and administrative expenses | 0 | 0 | |
Acquisition, integration and divestiture costs | 0 | 0 | |
Restructuring charges and other, net | 0 | 0 | |
Operating income (loss) | 0 | 0 | |
Other (income) expense: | |||
Intercompany interest, net | 0 | 0 | |
Interest Expense | 0 | 0 | |
Amortization of debt issuance costs | 0 | 0 | |
Foreign currency losses, net | 0 | 0 | |
Miscellaneous, net | 0 | 0 | |
Other expense (income), net | 0 | 0 | |
(Loss) income from operations before income taxes | 0 | 0 | |
Provision for (benefit from) for income taxes | 0 | 0 | |
(Loss) income from continuing operations, net of taxes | 0 | 0 | |
Equity in income (loss) of subsidiaries | (70.8) | (49.3) | |
Net (loss) income | (70.8) | (49.3) | |
Other comprehensive (loss) income | (14.6) | (10.1) | |
Total comprehensive (loss) income | (85.4) | (59.4) | |
Revlon Consumer Products Corporation | Products Corporation | Reportable Legal Entities | |||
Condensed Income Statements, Captions [Line Items] | |||
Net sales | 112.6 | 96.1 | |
Cost of sales | 55.3 | 47.6 | |
Gross profit | 57.3 | 48.5 | |
Selling, general and administrative expenses | 99.6 | 98.2 | |
Acquisition, integration and divestiture costs | 0.2 | 0.5 | |
Restructuring charges and other, net | 1.6 | 1.2 | |
Operating income (loss) | (44.1) | (51.4) | |
Other (income) expense: | |||
Intercompany interest, net | (1.4) | (0.3) | |
Interest Expense | 60.2 | 57.8 | |
Amortization of debt issuance costs | 9.1 | 8.7 | |
Foreign currency losses, net | 8.2 | (0.6) | |
Miscellaneous, net | 14.2 | 14.5 | |
Other expense (income), net | 90.3 | 80.1 | |
(Loss) income from operations before income taxes | (134.4) | (131.5) | |
Provision for (benefit from) for income taxes | 0 | 0.7 | |
(Loss) income from continuing operations, net of taxes | (134.4) | (132.2) | |
Equity in income (loss) of subsidiaries | 69.1 | 43.3 | |
Net (loss) income | (65.3) | (88.9) | |
Other comprehensive (loss) income | 4 | (1.2) | |
Total comprehensive (loss) income | (61.3) | (90.1) | |
Revlon Consumer Products Corporation | Guarantor Subsidiaries | Reportable Legal Entities | |||
Condensed Income Statements, Captions [Line Items] | |||
Net sales | 122.3 | 118.2 | |
Cost of sales | 53.8 | 56 | |
Gross profit | 68.5 | 62.2 | |
Selling, general and administrative expenses | 49.9 | 52.4 | |
Acquisition, integration and divestiture costs | 0 | 0 | |
Restructuring charges and other, net | 0.1 | 1.5 | |
Operating income (loss) | 18.5 | 8.3 | |
Other (income) expense: | |||
Intercompany interest, net | 0.6 | 0.6 | |
Interest Expense | 0 | 0 | |
Amortization of debt issuance costs | 0 | 0 | |
Foreign currency losses, net | 0.1 | (1.7) | |
Miscellaneous, net | (86.8) | 2.7 | |
Other expense (income), net | (86.1) | 1.6 | |
(Loss) income from operations before income taxes | 104.6 | 6.7 | |
Provision for (benefit from) for income taxes | 5.8 | (0.1) | |
(Loss) income from continuing operations, net of taxes | 98.8 | 6.8 | |
Equity in income (loss) of subsidiaries | 1.7 | 6 | |
Net (loss) income | 100.5 | 12.8 | |
Other comprehensive (loss) income | 10.9 | 7.1 | |
Total comprehensive (loss) income | 111.4 | 19.9 | |
Revlon Consumer Products Corporation | Non-Guarantor Subsidiaries | Reportable Legal Entities | |||
Condensed Income Statements, Captions [Line Items] | |||
Net sales | 244.7 | 230.7 | |
Cost of sales | 87.8 | 87.6 | |
Gross profit | 156.9 | 143.1 | |
Selling, general and administrative expenses | 105.3 | 108.9 | |
Acquisition, integration and divestiture costs | 0 | 0.1 | |
Restructuring charges and other, net | 0.2 | 2.7 | |
Operating income (loss) | 51.4 | 31.4 | |
Other (income) expense: | |||
Intercompany interest, net | 0.8 | (0.3) | |
Interest Expense | 1.9 | 1.1 | |
Amortization of debt issuance costs | 0 | 0 | |
Foreign currency losses, net | (0.5) | 5.6 | |
Miscellaneous, net | 77.9 | (16) | |
Other expense (income), net | 80.1 | (9.6) | |
(Loss) income from operations before income taxes | (28.7) | 41 | |
Provision for (benefit from) for income taxes | 3.9 | 10.5 | |
(Loss) income from continuing operations, net of taxes | (32.6) | 30.5 | |
Equity in income (loss) of subsidiaries | 0 | 0 | |
Net (loss) income | (32.6) | 30.5 | |
Other comprehensive (loss) income | 3.6 | 2.8 | |
Total comprehensive (loss) income | $ (29) | $ 33.3 | |
[1] | See Note 13, "Accumulated Other Comprehensive Loss," regarding the changes in the accumulated balances for each component of other comprehensive loss during the three months ended March 31, 2022 and 2021, respectively. | ||
[2] | See Note 13, "Accumulated Other Comprehensive Loss," regarding the changes in the accumulated balances for each component of other comprehensive loss during the three months ended March 31, 2022 and 2021, respectively. |
PRODUCTS CORPORATION AND SUBS_6
PRODUCTS CORPORATION AND SUBSIDIARIES GUARANTOR FINANCIAL INFORMATION - Statement of Cash Flow (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net cash provided by (used in) operating activities | $ 6.7 | $ (28.4) | |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Net cash (used in) provided by investing activities | (2.3) | (0.7) | |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Net decrease in short-term borrowings and overdraft | (0.3) | (10.6) | |
Borrowings on term loans | [1] | 0 | 175 |
Repayments on term loans | [2] | (10.6) | (61.2) |
Net (repayments) borrowings under the revolving credit facilities | (21.6) | (59.3) | |
Payment of financing costs | (1.8) | (11.8) | |
Tax withholdings related to net share settlements of restricted stock and RSUs | (3.2) | (2.4) | |
Other financing activities | (0.1) | (0.1) | |
Net cash (used in) provided by financing activities | (37.6) | 29.6 | |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (0.1) | (1.3) | |
Net increase (decrease) in cash, cash equivalents and restricted cash | (33.3) | (0.8) | |
Cash, cash equivalents and restricted cash at beginning of period | [3] | 120.9 | 102.5 |
Cash, cash equivalents and restricted cash at end of period | [3] | 87.6 | 101.7 |
Revlon Consumer Products Corporation | |||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net cash provided by (used in) operating activities | 6.7 | (28.4) | |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Net cash (used in) provided by investing activities | (2.3) | (0.7) | |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Net decrease in short-term borrowings and overdraft | (0.3) | (10.6) | |
Borrowings on term loans | [4] | 0 | 175 |
Repayments on term loans | [5] | (10.6) | (61.2) |
Net (repayments) borrowings under the revolving credit facilities | (21.6) | (59.3) | |
Payment of financing costs | (1.8) | (11.8) | |
Tax withholdings related to net share settlements of restricted stock and RSUs | (3.2) | (2.4) | |
Other financing activities | (0.1) | (0.1) | |
Net cash (used in) provided by financing activities | (37.6) | 29.6 | |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (0.1) | (1.3) | |
Net increase (decrease) in cash, cash equivalents and restricted cash | (33.3) | (0.8) | |
Cash, cash equivalents and restricted cash at beginning of period | [6] | 120.9 | 102.5 |
Cash, cash equivalents and restricted cash at end of period | [6] | 87.6 | 101.7 |
Revlon Consumer Products Corporation | Eliminations | |||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net cash provided by (used in) operating activities | 0 | 0 | |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Net cash (used in) provided by investing activities | 0 | 0 | |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Net decrease in short-term borrowings and overdraft | 0 | 0 | |
Borrowings on term loans | 0 | 0 | |
Repayments on term loans | 0 | 0 | |
Net (repayments) borrowings under the revolving credit facilities | 0 | 0 | |
Payment of financing costs | 0 | 0 | |
Tax withholdings related to net share settlements of restricted stock and RSUs | 0 | 0 | |
Other financing activities | 0 | 0 | |
Net cash (used in) provided by financing activities | 0 | 0 | |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 0 | 0 | |
Net increase (decrease) in cash, cash equivalents and restricted cash | 0 | 0 | |
Cash, cash equivalents and restricted cash at beginning of period | 0 | 0 | |
Cash, cash equivalents and restricted cash at end of period | 0 | 0 | |
Revlon Consumer Products Corporation | Products Corporation | Reportable Legal Entities | |||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net cash provided by (used in) operating activities | 38 | 5.4 | |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Net cash (used in) provided by investing activities | (1.2) | (1.9) | |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Net decrease in short-term borrowings and overdraft | 0.2 | (3.5) | |
Borrowings on term loans | 0 | 175 | |
Repayments on term loans | (10.6) | (61.2) | |
Net (repayments) borrowings under the revolving credit facilities | (21.6) | (59.3) | |
Payment of financing costs | (1.8) | (11.8) | |
Tax withholdings related to net share settlements of restricted stock and RSUs | (3.2) | (2.4) | |
Other financing activities | 0 | (0.1) | |
Net cash (used in) provided by financing activities | (37) | 36.7 | |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 0 | (21.9) | |
Net increase (decrease) in cash, cash equivalents and restricted cash | (0.2) | 18.3 | |
Cash, cash equivalents and restricted cash at beginning of period | (55.4) | 6.5 | |
Cash, cash equivalents and restricted cash at end of period | (55.6) | 24.8 | |
Revlon Consumer Products Corporation | Guarantor Subsidiaries | Reportable Legal Entities | |||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net cash provided by (used in) operating activities | (37) | (41.6) | |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Net cash (used in) provided by investing activities | (0.4) | 0.4 | |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Net decrease in short-term borrowings and overdraft | (0.5) | (4.9) | |
Borrowings on term loans | 0 | 0 | |
Repayments on term loans | 0 | 0 | |
Net (repayments) borrowings under the revolving credit facilities | 0 | 0 | |
Payment of financing costs | 0 | 0 | |
Tax withholdings related to net share settlements of restricted stock and RSUs | 0 | 0 | |
Other financing activities | 0 | 0 | |
Net cash (used in) provided by financing activities | (0.5) | (4.9) | |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 38.8 | 47.7 | |
Net increase (decrease) in cash, cash equivalents and restricted cash | 0.9 | 1.6 | |
Cash, cash equivalents and restricted cash at beginning of period | (3.9) | 7.8 | |
Cash, cash equivalents and restricted cash at end of period | (3) | 9.4 | |
Revlon Consumer Products Corporation | Non-Guarantor Subsidiaries | Reportable Legal Entities | |||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net cash provided by (used in) operating activities | 5.7 | 7.8 | |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Net cash (used in) provided by investing activities | (0.7) | 0.8 | |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Net decrease in short-term borrowings and overdraft | 0 | (2.2) | |
Borrowings on term loans | 0 | 0 | |
Repayments on term loans | 0 | 0 | |
Net (repayments) borrowings under the revolving credit facilities | 0 | 0 | |
Payment of financing costs | 0 | 0 | |
Tax withholdings related to net share settlements of restricted stock and RSUs | 0 | 0 | |
Other financing activities | (0.1) | 0 | |
Net cash (used in) provided by financing activities | (0.1) | (2.2) | |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (38.9) | (27.1) | |
Net increase (decrease) in cash, cash equivalents and restricted cash | (34) | (20.7) | |
Cash, cash equivalents and restricted cash at beginning of period | 180.2 | 88.2 | |
Cash, cash equivalents and restricted cash at end of period | $ 146.2 | $ 67.5 | |
[1] | Borrowings on term loans for the three months ended March 31, 2021 includes borrowings under the SISO Term Loan Facility and the 2021 Foreign Asset-Based Term Facility of $100.0 million and $75.0 million, respectively. See Note 7, "Debt" in the Company's 2021 Form 10-K for additional information. | ||
[2] | Repayments on term loans for the three months ended March 31, 2022 includes repayments of $4.7 million under the 2020 BrandCo Term Loan Facility, $3.6 million for the 2020 Troubled-debt-restructuring future interest amortization, and $2.3 million under the 2016 Term Loan Facility. Repayments on term loans for the three months ended March 31, 2021 includes repayments under the 2018 Foreign Asset-Based Term Facility and the 2016 Term Loan Facility of $58.9 million and $2.3 million, respectively. See Note 7, "Debt" in the Company's 2021 Form 10-K for additional information. | ||
[3] | These amounts include restricted cash of $17.6 million and $16.1 million as of March 31, 2022 and 2021, respectively. The balance as of March 31, 2022 represents: (i) cash on deposit in lieu of a mandatory prepayment under the 2021 Foreign Asset-Based Term Agreement; and (ii) cash on deposit to support outstanding undrawn letters of credit. The balance as of March 31, 2021 represents: (i) cash on deposit in lieu of a mandatory prepayment and loan proceeds | ||
[4] | Borrowings on term loans for the three months ended March 31, 2021 includes borrowings under the SISO Term Loan Facility and the 2021 Foreign Asset-Based Term Facility of $100.0 million and 75.0 million, respectively. See Note 7, "Debt" in the Company's 2021 Form 10-K for additional information. | ||
[5] | Repayments on term loans for the three months ended March 31, 2022 includes repayments of $4.7 million under the 2020 BrandCo Term Loan Facility, $3.6 million for the 2020 Troubled-debt-restructuring future interest amortization, and $2.3 million under the 2016 Term Loan Facility. Repayments on term loans for the three months ended March 31, 2021 includes repayments under the 2018 Foreign Asset-Based Term Facility and the 2016 Term Loan Facility of $58.9 million and $2.3 million, respectively. See Note 7, "Debt" in the Company's 2021 Form 10-K for additional information. | ||
[6] | These amounts include restricted cash of $17.6 million and $16.1 million as of March 31, 2022 and 2021, respectively. The balance as of March 31, 2022 represents: (i) cash on deposit in lieu of a mandatory prepayment under the 2021 Foreign Asset-Based Term Agreement; and (ii) cash on deposit to |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) | Apr. 25, 2022USD ($) |
ATM Offering | Subsequent Event | |
Subsequent Event [Line Items] | |
Authorized amount | $ 25,000,000 |