-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KzWpYvwGLqDwSSG1/br9V9xpgC26h/M9vDnD5g6334HfKu9m4sWwtg++8xLpD9no YFAtCTn/bd3ms5JFF7+Zjw== 0001157523-04-011700.txt : 20041222 0001157523-04-011700.hdr.sgml : 20041222 20041222095530 ACCESSION NUMBER: 0001157523-04-011700 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20041217 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041222 DATE AS OF CHANGE: 20041222 FILER: COMPANY DATA: COMPANY CONFORMED NAME: REVLON CONSUMER PRODUCTS CORP CENTRAL INDEX KEY: 0000890547 STANDARD INDUSTRIAL CLASSIFICATION: PERFUMES, COSMETICS & OTHER TOILET PREPARATIONS [2844] IRS NUMBER: 133662953 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 033-59650 FILM NUMBER: 041219227 BUSINESS ADDRESS: STREET 1: 237 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2125274000 MAIL ADDRESS: STREET 1: 237 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 8-K 1 a4788063.txt REVLON CONSUMER PRODUCTS 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 ------------ December 17, 2004 (December 17, 2004) ----------------------------------------------------------------------- Date of Report (Date of earliest event reported) Revlon Consumer Products Corporation ----------------------------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) Delaware 33-59650 13-3662953 -------------------- ------------------------ ------------------------- (State or Other (Commission File No.) (I.R.S. Employer Jurisdiction of Identification Incorporation) No.) 237 Park Avenue New York, New York 10017 ----------------------------------- --------------------------------- (Address of Principal (Zip Code) Executive Offices) (212) 527-4000 ----------------------------------------------------------------------- (Registrant's telephone number, including area code) None ----------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 1.01. Entry into a Material Definitive Agreement Jack L. Stahl, President and Chief Executive Officer ---------------------------------------------------- On December 17, 2004, Revlon Consumer Products Corporation (the "Company") entered in an amendment (the "Stahl Amendment") with Jack L. Stahl, the Company's President and Chief Executive Officer, to extend the original employment agreement between the Company and Mr. Stahl, dated as of February 17, 2002. The material substantive changes to the terms of the original employment agreement are that, among other things, the Stahl Amendment extends the term of Mr. Stahl's original employment agreement from February 28, 2005 to February 28, 2008 and provides for continued vesting of equity awards in the event that Mr. Stahl is terminated without cause. A copy of the Stahl Amendment is attached as Exhibit 10.35 and the terms of the Stahl Amendment are incorporated by reference herein. Thomas McGuire, Executive Vice President and Chief Financial Officer -------------------------------------------------------------------- On December 17, 2004, the Company entered into an amendment (the "McGuire Amendment") to make certain technical amendments to the original employment agreement between the Company and Thomas McGuire, the Company's Executive Vice President and Chief Financial Officer, dated as of August 18, 2003. Under the terms of Mr. McGuire's original employment agreement, he was eligible for certain relocation and retention benefits with the expectation that he would sell his home in Atlanta within one year of his hire date (August 18, 2003) and finish his relocation to New York within 14 months of such date. The original agreement provided for temporary housing in New York City for a period of up to one year. As a result of the Company's debt-for-equity exchange transactions and subsequent credit agreement refinancings during 2004, as well as the Company's compliance project under Section 404 of the Sarbanes-Oxley Act of 2002, Mr. McGuire has not had sufficient personal time to purchase a home in the New York metropolitan area or to relocate his family from Atlanta since joining the Company. Therefore, the Company has entered into the McGuire Amendment to provide (i) an additional year for Mr. McGuire to sell his home in Atlanta (that is, by August 18, 2005), (ii) an additional year for Mr. McGuire to finish his relocation to New York (that is, by October 18, 2005) and (iii) an extension of Mr. McGuire's corporate housing from August 17, 2004 until December 31, 2004. In addition to relocation benefits, Mr. McGuire's original employment agreement provided for a $600,000 gross (less applicable taxes and withholdings) retention incentive to be paid to him by the Company not later than August 17, 2004, which Mr. McGuire intended to use towards funding the purchase of a home in the New York area. As a result of extending the period for his relocation from Atlanta to New York, the McGuire Amendment also provides that the retention incentive will not be payable by the Company until December 31, 2004. A copy of the McGuire Amendment is attached as Exhibit 10.36 and the terms of the McGuire Amendment are incorporated by reference herein. 2 Item 9.01. Financial Statements and Exhibits (c) Exhibits Exhibit 10.35 First Amendment to Employment Agreement between Revlon Consumer Products Corporation and Jack L. Stahl, effective as of December 17, 2004 (incorporated by reference to Exhibit 10.35 of the Current Report on Form 8-K of Revlon, Inc. filed with the Securities and Exchange Commission on December 22, 2004). Exhibit 10.36 Amendment to Employment Agreement between Revlon Consumer Products Corporation and Thomas McGuire, effective as of August 17, 2004 (incorporated by reference to Exhibit 10.36 of the Current Report on Form 8-K of Revlon, Inc. filed with the Securities and Exchange Commission on December 22, 2004). 3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. REVLON CONSUMER PRODUCTS CORPORATION By: /s/ Robert K. Kretzman -------------------------- Robert K. Kretzman Executive Vice President, General Counsel and Chief Legal Officer Date: December 22, 2004 4 EXHIBIT INDEX Exhibit No. Description ----------- ----------- Exhibit 10.35 First Amendment to Employment Agreement between Revlon Consumer Products Corporation and Jack L. Stahl, effective as of December 17, 2004 (incorporated by reference to Exhibit 10.35 of the Current Report on Form 8-K of Revlon, Inc. filed with the Securities and Exchange Commission on December 22, 2004). Exhibit 10.36 Amendment to Employment Agreement between Revlon Consumer Products Corporation and Thomas McGuire, effective as of August 17, 2004 (incorporated by reference to Exhibit 10.36 of the Current Report on Form 8-K of Revlon, Inc. filed with the Securities and Exchange Commission on December 22, 2004). 5 -----END PRIVACY-ENHANCED MESSAGE-----