Revlon restructuring support agreement and plan of reorganization
We are advising certain DIP and prepetition lenders
Davis Polk is advising an ad hoc group of BrandCo term lenders in connection with the chapter 11 restructuring of Revlon, Inc. and certain of its subsidiaries (collectively, “Revlon”). On December 19, 2022, Revlon, the ad hoc group, and the Official Creditors’ Committee entered into a restructuring support agreement (RSA) for a comprehensive restructuring of Revlon to be implemented through a chapter 11 plan of reorganization. On December 23, 2022, Revlon filed a plan of reorganization (Plan) and disclosure statement effectuating the terms of the restructuring contemplated by the RSA with the Bankruptcy Court for the Southern District of New York.
The RSA and Plan provide for the issuance of approximately $1.1 billion of first lien take-back debt to the BrandCo term lenders and the equitization of all other term loan claims against the debtors. The RSA and Plan further provide for, among other things, a settlement of all potential challenges by the Committee to the BrandCo term loan facility in exchange for the agreed treatment of unsecured claims under the Plan. The restructuring also contemplates capitalizing the reorganized debtors with an approximately $650 million equity rights offering and a $200 million new money exit facility, along with a new revolving lending facility and a new foreign credit facility.
Revlon is a leading global beauty company with a portfolio of iconic brands that transform the lives of women and men around the world. Revlon manufactures and markets color cosmetics, hair color and care, skincare, beauty care and fragrances through a diverse portfolio of 15+ brands sold in more than 150 countries.
The Davis Polk restructuring team includes partners Eli J. Vonnegut, Angela M. Libby and associates Stephanie Massman, Stephen Ford and David Kratzer. The finance and corporate team includes partner David Hahn, counsel Christian Fischer and Robert (Bodie) Stewart and associate Timothy H. Oyen. The litigation team includes partner Elliot Moskowitz and associate Garrett Cardillo. Partner Frank J. Azzopardi is providing intellectual property advice. Partner William A. Curran and counsel Tracy L. Matlock are providing tax advice. Partner Adam Kaminsky is providing executive compensation advice. Members of the Davis Polk team are located in the New York and Washington DC offices.