================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
(MARK ONE)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF
1934 [FEE REQUIRED]
For the fiscal year ended December 31, 2001
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE
ACT OF 1934 [NO FEE REQUIRED]
For the transition period from _________ to __________
Commission file number 1-11178
Full title of the plan and the address of the plan, if different from
that of the issuer named below.
REVLON EMPLOYEES' SAVINGS, INVESTMENT AND PROFIT SHARING PLAN
Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
REVLON, INC.
625 Madison Avenue
New York, N.Y. 10022
212-527-4000
================================================================================
INDEX OF FINANCIAL STATEMENTS AND SCHEDULES
Page(s)
-------
Independent Auditors' Report 2
Financial Statements:
Statements of Net Assets Available for Plan
Benefits as of December 31, 2001 and 2000 3
Statements of Changes in Net Assets Available
for Plan Benefits for the years ended
December 31, 2001 and 2000 4
Notes to Financial Statements 5-15
Supplemental Schedules:
I Schedule of Assets Held
At End of Year December 31, 2001 16
II Schedule of Reportable Transactions
For the Year Ended December 31, 2001 17
Consent of Independent Auditors 18
Signatures 19
1
INDEPENDENT AUDITORS' REPORT
To the Administrative Committee
Revlon Employees' Savings, Investment
and Profit Sharing Plan:
We have audited the accompanying statements of Net Assets Available for Benefits
of the Revlon Employees' Savings, Investment and Profit Sharing (the "Plan") as
of December 31, 2001 and 2000 and the related Statements of Changes in Net
Assets Available for Benefits for the years ended December 31, 2001 and 2000.
These financial statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan as of
December 31, 2001 and 2000, and the changes in net assets available for benefits
for the years ended December 31, 2001 and 2000, in conformity with accounting
principles generally accepted in the United States of America.
Our audits were performed for the purpose of forming an opinion of the basic
financial statements taken as a whole. The supplemental schedules of assets as
of December 31, 2001, and series of reportable transactions for the year ended
December 31, 2001 are presented for the purpose of additional analysis and are
not a required part of the basic financial statements but are supplementary
information required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. These supplemental schedules are the responsibility of the Plan's
management. The supplemental schedules have been subject to the auditing
procedures applied in the audit of the basic financial statements and, in our
opinion, are fairly stated in all material respects in relation to the basic
financial statements taken as a whole.
/s/ Mitchell & Titus, LLP
New York, New York
June 14, 2002
2
REVLON EMPLOYEES' SAVINGS, INVESTMENT AND PROFIT SHARING PLAN
Statements of Net Assets Available for Benefits
December 31,
-----------------------------------------
2001 2000
------------------ ------------------
Investments, at fair value:
Equity securities
(Cost, $91,042,449 in 2001 and
$103,736,199 in 2000) $69,960,617 $95,779,574
Fixed income securities
(Cost, $1,341,249 in 2001 and
$1,198,978 in 2000) 1,162,646 1,050,101
Asset Allocation Funds
(Cost, $11,543,272 in 2001 and
$12,256,778 in 2000) 10,007,044 11,548,697
Investment contracts, at contract value 31,099,158 29,846,169
------------------ ------------------
Total investments 112,229,465 138,224,541
------------------ ------------------
Receivables:
Loans to participants 2,441,662 3,356,523
Employer's contributions 76,637 185,263
Employees' contributions 213,548 519,543
Accrued interest 18,286 36,397
------------------ ------------------
Total receivables 2,750,133 4,097,726
------------------ ------------------
Net assets available for plan benefits $114,979,598 $142,322,267
================== ==================
The accompanying notes are an integral part of these financial statements.
3
REVLON EMPLOYEES' SAVINGS, INVESTMENT AND PROFIT SHARING PLAN
Statements of Changes in Net Assets Available for Benefits
Years Ended December 31,
--------------------------------------------
2001 2000
------------------- ------------------
Investment income:
Dividends $1,953,746 $9,188,707
Interest 2,254,154 3,503,170
------------------ -------------------
Total investment income 4,207,900 12,691,877
------------------ -------------------
(Loss) gain on disposal of securities (6,286,981) 10,213,828
Unrealized depreciation of securities (13,983,079) (43,391,825)
Contributions:
Employees 6,961,823 8,461,888
Employer matching (net forfeitures of $10,220
in 2001 and $94,907 in 2000) 2,507,318 3,938,286
------------------- ------------------
Total contributions 9,469,141 12,400,174
------------------ -------------------
Transfer to other plan (see Note 9) - (11,467,872)
Loan fees (7,239) (7,725)
Distributions and withdrawls (20,742,411) (25,367,608)
------------------- ------------------
Net change in net assets
available for plan benefits (27,342,669) (44,929,151)
Net assets available for plan benefits
beginning of year 142,322,267 187,251,418
------------------- ------------------
Net assets available for plan benefits
end of year $114,979,598 $142,322,267
=================== ==================
The accompanying notes are an integral part of these financial statements.
4
REVLON EMPLOYEES' SAVINGS, INVESTMENT AND PROFIT SHARING PLAN
Notes to Financial Statements
December 31, 2001 and 2000
NOTE 1 DESCRIPTION OF PLAN
-------------------
The following description of the Revlon Employees' Savings, Investment
and Profit Sharing Plan (the "Plan") is provided for general
information purposes only. Participants should refer to the Plan
document for further information.
(a) GENERAL:
--------
The Plan is a defined contribution plan subject to the provisions
of the Employee Retirement Income Security Act of 1974 ("ERISA"),
as amended.
On June 24, 1992, Revlon Consumer Products Corporation (hereafter,
"Revlon" or the "Company"), a corporation, formed in April 1992,
succeeded to substantially all of the assets and liabilities of
the cosmetics and skin care, fragrance and personal care products
business of Revlon Holdings Inc., a corporation formerly named
Revlon, Inc. ("Revlon Holdings"). In connection with such
succession, substantially all of the employees of Revlon Holdings
participating in the Plan were transferred to Revlon. Revlon
became the Plan sponsor effective July 1, 1992.
Effective January 1, 1997, the Plan was amended and renamed the
Revlon Employees' Savings, Investment and Profit Sharing Plan. A
profit sharing component was added to the Plan, under which
eligible employees could receive a contribution from the Company,
provided certain financial objectives established by the Company
at the beginning of a plan year are met.
(b) ADMINISTRATION OF PLAN:
-----------------------
Putnam Investments is the Plan's investment manager and
recordkeeper. Putnam Fiduciary Trust Company is the Plan's
trustee.
As of December 31, 2001, the Plan consisted of twelve funds,
eleven of which are mutual funds offered through Putnam
Investments with various investment and income objectives. The
Putnam Voyager Fund aggressively seeks capital appreciation
through investments in common stocks. The Putnam Fund for Growth
and Income seeks long-term capital growth and current income
mainly through a portfolio of income-producing stocks. The Putnam
Stable Value Fund seeks to maintain principal while attempting to
earn a competitive rate of return and is invested primarily in
investment contracts with insurance companies, major banks and
other financial institutions intended to provide a fixed rate of
return over a specified period of time. The Putnam Investors Fund
and the Putnam International Growth Fund, both seek capital
appreciation through investments in common stocks. The Putnam OTC
& Emerging Growth Fund and the Putnam New Opportunities Fund,
both seek aggressive long-term capital appreciation through
investments in common stocks. The Putnam Diversified Income Trust
seeks current income consistent with capital preservation by
investing in a combination of U.S. government, high-yield, and
international bonds. The Putnam Asset Allocation Growth Fund
provides for investments with more risk in exchange for a
potential of higher growth. The Putnam Asset Allocation Balanced
Fund seeks investments with moderate risk and a potential for
moderate growth. The Putnam Asset Allocation Conservation Fund
seeks to
5
REVLON EMPLOYEES' SAVINGS, INVESTMENT AND PROFIT SHARING PLAN
Notes to Financial Statements
December 31, 2001 and 2000
reduce risk through substantial investment in investment-grade
bonds, while maintaining a portion in stocks in an attempt to help
investments stay ahead of inflation. Through December 31, 2000,
the employer matching contributions were invested in the Revlon
Company Stock Fund which is invested in shares of Revlon Class A
common stock ("Company Stock"). All employer matching
contributions made on and after January 1, 2001 have been made in
cash and invested in accordance with each participating
employee's instructions.
For a complete description relating to the Putnam funds,
including all risk factors, go to www.putnaminv.com and click on
"Individual Investors".
Employee contributions are deposited in a Trust Fund consisting of
the eleven Putnam investment funds referred to above and the
Employee Stock Fund, which is invested in Company Stock. An
Administrative Committee appointed by the Board of Directors of
the Company directs the Plan's administrative activities. An
Investment Committee, also appointed by the Board of Directors of
the Company, oversees the investment and reinvestment of the
assets in the Trust Fund.
(c) ELIGIBILITY:
------------
Effective January 1, 2001, the Plan was amended to allow
employees in eligible groups, with the exception of certain union
employees, who are at least 18 years of age to participate in the
Plan immediately upon hire or attainment of age 18, whichever is
later. Prior to the amendment, eligible group employees had to be
at least 21 years of age and have completed at least one year of
service (1,000 hours of service) to be eligible to participate in
the Plan. Also prior to the amendment, enrollment dates were on
the first day of the month after meeting the Plan's eligibility
requirements. In addition, the Administrative Committee has been
authorized to designate, from time to time, other dates for
enrollment. Union employees are eligible to participate in the
Plan to the extent specified in their respective union's
collective bargaining agreement with the Company and any of its
participating subsidiaries.
As of December 31, 2001 and 2000, 2,666 and 3,199 employees
participated in the Plan, respectively.
(d) LOANS TO PARTICIPANTS:
----------------------
A participant may borrow up to 50% of his or her vested account
balance. The minimum loan is $1,000 and the maximum is $50,000.
Regardless of the amount borrowed, the participant's request will
be reduced by his or her highest outstanding loan balance in the
preceding 12 months. Loans are made from before-tax savings,
vested Company contributions and after-tax savings on a pro-rata
basis. Any outstanding loans reduce the amount available for
withdrawal as well as the amount that can be paid to the
participant when he or she terminates.
Normally, a participant may have only one loan outstanding at a
time. However, if the participant is borrowing to purchase a
primary residence he or she may have up to two loans outstanding.
The interest rate for loans is determined by the Investment
6
REVLON EMPLOYEES' SAVINGS, INVESTMENT AND PROFIT SHARING PLAN
Notes to Financial Statements
December 31, 2001 and 2000
Committee. The repayment period for these loans is one to five
years or as long as fifteen years if the loan was used to
purchase a primary residence. Loans, including interest, are
repaid through payroll deductions and are credited to the
individual participant's Plan account according to his or her
current investment elections. Administrative fees associated with
these transactions are charged directly to the participant's
account.
(e) CONTRIBUTIONS:
--------------
Eligible employees may participate by contributing, through
payroll deductions, up to 16% of their base salaries, subject to
certain income ceiling limitations and subject to certain maximum
contribution restrictions. Highly compensated employees (which
for 2001 and 2000 can generally be defined as employees with
earnings of $85,000 and $80,000 or more annually, respectively)
are currently restricted to a maximum contribution of 7%.
Effective January 1, 2001, the Plan was amended to change the
employer matching contribution from Company Stock to cash and to
give employees the ability to direct their investments to any of
the available funds, including the Employee Stock Fund which is
invested in Company Stock. Prior to such amendment, the employer
matching contribution was automatically invested in shares of the
Revlon Company Stock Fund. Since January 1, 2001, the employer
matching contribution is invested as directed by each
participant.
The Company's matching contributions are equal to 50% of the
employees' contributions up to 6% of their base salaries. The
employee is permitted to redesignate all or a portion of his or
her account balance in any fund to another fund in multiples of
5%, at any time except for the Revlon Company Stock Fund and the
Employee Stock Fund during certain restricted periods in
accordance with Revlon's Corporate Policy on Confidentiality and
Securities Trading as in effect from time to time. Such
restricted periods are applicable to all Plan participants,
including all senior executives of the Company. Prior to January
1, 2001, a participant could not redesignate his or her
investment in the Revlon Company Stock Fund unless they met
certain prescribed conditions.
(f) VESTING:
--------
Effective January 1, 2001 the Plan was amended to allow
participants to be fully vested in the Company's matching
contribution, for the savings and investment components of the
Plan, after one year of service. For the Company's contribution
for the profit sharing component of the Plan, participants begin
vesting at one-third on the date of each profit sharing
contribution, an additional one-third on the next succeeding
January 1 following each profit sharing contribution, and the
remaining one-third on the next succeeding January 1. In any
event all profit sharing contributions are 100% fully vested
after an employee completes 5 years of service with the Company.
Prior to the amendment, participants who had been employed by the
Company for less than five years vested in the Company's matching
contributions at the rate of 33 1/3% on each January 1 following
the year of contribution, provided the employee is still employed
on that date. Regardless of the date, each employee
7
REVLON EMPLOYEES' SAVINGS, INVESTMENT AND PROFIT SHARING PLAN
Notes to Financial Statements
December 31, 2001 and 2000
would become fully vested in the event of termination of
employment (a) in the event of a Plan termination (see Note 4);
(b) on or after age 65; (c) upon early retirement under certain
of the Company's pension plans; (d) by reason of certain serious
disabilities; or (e) by death.
Participants are fully vested at all times with respect to their
own contributions.
Nonvested employer contributions, which are forfeited when an
employee terminates, are used to reduce subsequent employer
contributions under the Plan.
NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
------------------------------------------
(a) BASIS OF PRESENTATION:
----------------------
The accompanying financial statements of the Plan have been
prepared on the accrual basis of accounting and present the net
assets available for plan benefits and changes therein.
(b) USE OF ESTIMATES:
-----------------
The preparation of financial statements in conformity with
accounting principles generally accepted in the United States of
America requires the Plan's management to make estimates and
assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities
at the date of the financial statements and the reported amounts
of revenue and expenses during the reporting period. Actual
results could differ from those estimates.
(c) ADMINISTRATIVE EXPENSES:
------------------------
All trustee fees and administrative expenses incurred by the Plan
are paid by the Company.
(d) INVESTMENTS VALUATION:
----------------------
Investments of the Plan other than investment contracts, are
stated at fair value. Securities traded on a national securities
exchange are valued at the last reported sales price on the
valuation date and securities representing units of other funds
are valued at the net asset value as reported by such funds on
the valuation date. Fixed income temporary investments are valued
at cost which approximates market value.
(e) INVESTMENT CONTRACTS:
---------------------
Fully benefit-responsive investment contracts are stated at
contract value whether or not the contracts are issued by
insurance companies. A fully benefit-responsive investment
contract is one that provides a guarantee by a financially
responsible third party of all principal and previously accrued
interest to any participant exercising his or her right of
withdrawal under the terms of the Plan.
8
REVLON EMPLOYEES' SAVINGS, INVESTMENT AND PROFIT SHARING PLAN
Notes to Financial Statements
December 31, 2001 and 2000
NOTE 3 RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
---------------------------------------------------
The following is a reconciliation of benefits paid to participants per
the financial statements to the Form 5500 for the periods ended
December 31, 2001 and December 31, 2000:
December 31,
----------------------------------------
2001 2000
----------------- -----------------
Benefits paid to participants per the
financial statements $20,742,411 $25,367,608
Add: Amounts payable at the end of the
current year 171,957 575,225
Less: Amounts payable at the end
of the prior year (575,225) (484,997)
----------------- -----------------
Benefits paid to participants per the
Form 5500 $20,339,143 $25,457,836
================= =================
The following is a reconciliation of the net assets available for benefits per the financial
statements to the Form 5500:
December 31,
-----------------------------------------
2001 2000
------------------ -----------------
Net assets available for
benefits per the financial statements $114,979,598 $142,322,267
Benefit obligations currently payable (171,957) (575,225)
------------------ -----------------
Net assets available for benefits per
the Form 5500 $114,807,641 $141,747,042
================== =================
NOTE 4 PLAN TERMINATION
-----------------
The Company has the right to amend or terminate the Plan or to
discontinue making its contributions at any time. In the event the
Plan is terminated, or the Company discontinues making contributions
under the Plan, each participant would become fully vested in any
unvested portion of the investment funds representing employer
contributions.
9
REVLON EMPLOYEES' SAVINGS, INVESTMENT AND PROFIT SHARING PLAN
Notes to Financial Statements
December 31, 2001 and 2000
NOTE 5 DISTRIBUTION OF BENEFITS
------------------------
Upon termination of employment, a participant is entitled to receive
his or her share of employee contributions and vested employer
contributions subject to the vesting requirement noted elsewhere
herein.
The Plan permits the participant to elect, with the consent of the
Administrative Committee, to have distributions paid in the event of
his or her death to beneficiaries over a period of two to five years.
NOTE 6 FEDERAL INCOME TAX
------------------
The Plan is intended to be a qualified plan as described in sections
401(a) and 401(k) of the Internal Revenue Code, as amended (the
"Code") and, as such, the Trust established thereunder is intended to
be exempt from Federal income taxes under the provisions of Section
501(a) of the Code. The Company has received a favorable determination
letter from the Internal Revenue Service dated January 8, 2002 which
generally addresses the qualification of the Plan as amended through
June 14, 2001. In the opinion of the Company in its capacity as Plan
Administrator and in the opinion of the Plan's counsel, the Plan
continues to be qualified and exempt from Federal income taxes.
Therefore, no provision for income taxes has been included in the
Plan's financial statements. Accordingly, participants will not be
subject to income tax on employer matching contributions and employee
pre-tax contributions, on the making of a timely rollover contribution
to the Plan, nor on earnings credited to their Plan accounts until
withdrawn or distributed.
NOTE 7 RELATED PARTY TRANSACTIONS
--------------------------
Certain Plan investments are shares of mutual funds managed by Putnam
Investments. Putnam Investments is the Plan's investment manager and
recordkeeper. Putnam Fiduciary Trust Company is the Plan's trustee.
10
REVLON EMPLOYEES' SAVINGS, INVESTMENT AND PROFIT SHARING PLAN
Notes to Financial Statements
December 31, 2001 and 2000
NOTE 8 INVESTMENTS
-----------
Included in the Statements of Net Assets Available for Benefits as of
December 31, 2001 and 2000 were the following investments, at fair
value except Investment Contracts (see notes (a) through (l)) below in
this Note 8:
December 31,
--------------------------------------
2001 2000
---------------- -----------------
Equity Securities:
Putnam Voyager Fund $28,465,620 $42,675,315
Putnam Fund for Growth and Income 16,691,402 18,653,547
Putnam Investors Fund 4,220,714 6,095,369
Putnam OTC & Emerging Growth Fund 2,938,914 5,874,303
Putnam New Opportunities Fund 6,208,438 9,210,130
Putnam International Growth Fund 6,266,434 8,929,889
Revlon Common Stock 5,169,095 4,341,021
---------------- -----------------
$69,960,617 $95,779,574
================ =================
Fixed Income Securities:
Putnam Diversified Income Trust $ 1,162,646 $ 1,050,101
================ =================
Asset Allocation Funds:
Putnam Asset Allocation Growth $ 2,414,911 $ 2,740,542
Putnam Asset Allocation Balanced 6,853,206 7,809,944
Putnam Asset Allocation Conservation 738,927 998,211
---------------- -----------------
$10,007,044 $11,548,697
================ =================
Investment Contracts:
Putnam Stable Value Fund (at contract value) $31,099,158 $29,846,169
================ =================
The following is a summary of each fund and the investments held
therein by the Plan as of December 31, 2001 and 2000:
(a) INVESTMENTS IN THE PUTNAM STABLE VALUE FUND
-------------------------------------------
Contract Value
-------------------------------------
2001 2000
---------------- ----------------
*Putnam Stable Value Fund
(31,099,158 shares in 2001 and
29,846,169 shares in 2000) $31,099,158 $29,846,169
================ ================
The participants are exposed to credit loss in the event of
nonperformance by companies with whom the investment contracts
are placed. However, the Company, as Plan Administrator, does not
anticipate nonperformance by these companies. On the other hand,
the Company cannot give any such assurances that such companies
will, in fact, perform in accordance with such investment
contracts.
* Individual investment representing 5% or more of net assets
available for plan benefits as of December 31, 2001 and 2000.
11
REVLON EMPLOYEES' SAVINGS, INVESTMENT AND PROFIT SHARING PLAN
Notes to Financial Statements
December 31, 2001 and 2000
(b) INVESTMENTS IN THE PUTNAM VOYAGER FUND
--------------------------------------
Fair Value
-------------------------------------
2001 2000
---------------- ----------------
*The Putnam Voyager Fund
(1,645,412 shares in 2001 and
1,831,559 shares in 2000) $28,465,620 $42,675,315
================ ================
(c) INVESTMENTS IN THE PUTNAM FUND FOR GROWTH AND INCOME
----------------------------------------------------
Fair Value
-------------------------------------
2001 2000
---------------- ----------------
*The Putnam Fund for Growth and Income
(941,953 shares in 2001 and
955,123 shares in 2000) $16,691,402 $18,653,547
================ ================
(d) INVESTMENTS IN THE PUTNAM INVESTORS FUND
----------------------------------------
Fair Value
-------------------------------------
2001 2000
---------------- ----------------
The Putnam Investors Fund
(365,430 shares in 2001 and
396,834 shares in 2000) $4,220,714 $6,095,369
================ ================
(e) INVESTMENTS IN THE PUTNAM OTC & EMERGING GROWTH FUND
----------------------------------------------------
Fair Value
-------------------------------------
2001 2000
---------------- ----------------
The Putnam OTC & Emerging
Growth Fund (391,855 shares in 2001
And 422,004 shares in 2000) $2,938,914 $5,874,303
================ ================
(f) INVESTMENTS IN THE PUTNAM NEW OPPORTUNITIES FUND
------------------------------------------------
Fair Value
-------------------------------------
2001 2000
---------------- ----------------
*The Putnam New Opportunities
Fund (151,499 shares in 2001 and
157,116 shares in 2000) $6,208,438 $9,210,130
================ ================
(g) INVESTMENTS IN INTERNATIONAL GROWTH FUND
----------------------------------------
Fair Value
-------------------------------------
2001 2000
---------------- ----------------
*The Putnam International Growth
Fund (316,167 shares in 2001 and
361,388 shares in 2000) $6,266,434 $8,929,889
================ ================
* Individual investment representing 5% or more of net assets
available for plan benefits as of December 31, 2001 and 2000.
12
REVLON EMPLOYEES' SAVINGS, INVESTMENT AND PROFIT SHARING PLAN
Notes to Financial Statements
December 31, 2001 and 2000
(h) INVESTMENTS IN THE PUTNAM DIVERSIFIED INCOME TRUST
--------------------------------------------------
Fair Value
-------------------------------------
2001 2000
---------------- ----------------
The Putnam Diversified
Income Trust (125,016 shares in 2001
And 107,044 shares in 2000) $1,162,646 $1,050,101
================ ================
(i) INVESTMENTS IN THE PUTNAM ASSET ALLOCATION GROWTH FUND
------------------------------------------------------
Fair Value
-------------------------------------
2001 2000
---------------- ----------------
The Putnam Asset Allocation
Growth Fund (252,342 shares in 2001 and
262,072 shares in 2000) $2,414,911 $2,740,542
================ ================
(j) INVESTMENTS IN THE PUTNAM ASSET ALLOCATION BALANCED FUND
--------------------------------------------------------
Fair Value
-------------------------------------
2001 2000
---------------- ----------------
*The Putnam Asset Allocation Balanced
Fund (698,594 shares in 2001 and
779,363 shares in 2000) $6,853,206 $7,809,944
================ ================
(k) INVESTMENTS IN THE PUTNAM ASSET ALLOCATION CONSERVATION FUND
------------------------------------------------------------
Fair Value
-------------------------------------
2001 2000
---------------- ----------------
The Putnam Asset Allocation
Conservation Fund (85,032 shares in
2001 and 99,632 shares in 2000) $738,927 $998,211
================ ================
(l) INVESTMENTS IN THE REVLON COMMON STOCK FUND
-------------------------------------------
Fair Value
-------------------------------------
2001 2000
---------------- ----------------
The Revlon Common Stock Fund
(776,140 shares in 2001 and
519,764 shares in 2000) $5,169,095 $4,341,021
================ ================
* Individual investment representing 5% or more of net assets
available for plan benefits as of December
NOTE 9 TRANSFER TO OTHER PLAN
----------------------
On March 30, 2000, the Company sold its worldwide professional
products line. In connection with the sale, all participants of the
Plan who were employed by the Company's professional products line in
the United States became participants in a new qualified savings plan
set up by the buyer of the worldwide professional products line.
Accordingly, the account balances of the affected participants were
transferred to the buyer's savings plan.
13
REVLON EMPLOYEES' SAVINGS, INVESTMENT AND PROFIT SHARING PLAN
Notes to Financial Statements
December 31, 2001 and 2000
NOTE 10 PARTICIPANTS/NONPARTICIPANTS DIRECTED PROGRAMS
----------------------------------------------
Effective January 1, 2001, investments in Revlon Company Stock became
100% participant directed. The participant and nonparticipant directed
programs for the year ended December 31, 2000 is summarized below:
Allocation of Plan Equity to Investment Programs
Investment Program
-------------------------------------
Participant Non-Participant
Directed Directed
---------------- ---------------
2000 2000
---------------- ---------------
Investments at fair value:
Equity securities: $91,438,553 $ 4,341,021
Fixed income securities 1,050,101 -
Asset allocation funds 11,548,697 -
Investment in investment contracts 29,846,169 -
Receivables:
Loans to participants 3,356,523 -
Employer's contributions - 185,263
Employees' contributions 519,543 -
Accrued interest 36,397
---------------- ---------------
3,912,463 185,263
---------------- ---------------
Investment programs equity $137,795,983 $ 4,526,284
================ ===============
14
REVLON EMPLOYEES' SAVINGS, INVESTMENT AND PROFIT SHARING PLAN
Notes to Financial Statements
December 31, 2001 and 2000
NOTE 10 PARTICIPANTS/NONPARTICIPANTS DIRECTED PROGRAMS (Continued)
----------------------------------------------
Allocation of Plan Income and Changes in Plan Equity to Investment
Programs
Investment Program
--------------------------------------
Participant Non-Participant
Program Program
--------------- ---------------
2000 2000
--------------- ---------------
Investment income:
Dividends $ 9,188,707 $ -
Interest 3,503,170 -
--------------- ---------------
12,691,877 -
(Loss) gain on disposal of securities 12,563,636 (2,349,808)
Unrealized depreciation of securities (43,172,132) (219,693)
Contributions:
Employer - 4,033,193
Employee 8,461,888 -
Forfeitures (6,244) (88,663)
--------------- ---------------
Total contributions 8,455,644 3,944,530
Loan fees (7,725) -
Interfund transfers 144,881 (144,881)
Distributions (24,804,676) (562,932)
Transfer to Other Plan (11,083,261) (384,611)
--------------- ---------------
Net change in equity (45,211,756) 282,605
Investment programs equity, beginning of year 183,007,739 4,243,679
--------------- ---------------
Investment programs equity, end of year $ 137,795,983 $ 4,526,284
=============== ===============
15
Schedule I
REVLON EMPLOYEES' SAVINGS, INVESTMENT AND PROFIT SHARING PLAN
Schedule of Assets Held at End of Year
December 31, 2001
Identity of Issue, Description of Investments including Unit Unit
borrower, lessor maturity date, rate of interest, Cost Market Market
or similar party collateral, par or maturity value Shares Value* Cost Value Value
---------------------- ------------------------------------ ---------- ------- ------------- --------- -------------
Putnam Fiduciary Trust Voyager Fund 1,645,412 $ 20.31 $ 33,418,356 $17.30 $ 28,465,620
Growth and Income Fund 941,953 18.47 17,395,817 17.72 16,691,402
Investor's Fund 365,430 14.19 5,185,486 11.55 4,220,714
OTC and Emerging Growth Fund 391,855 18.26 7,157,144 7.50 2,938,914
New Opportunities Fund 151,499 61.06 9,251,200 40.98 6,208,438
International Growth Fund 316,167 21.31 6,737,219 19.82 6,266,434
Diversified Income Trust 125,016 10.73 1,341,249 9.30 1,162,646
Asset Allocation Growth 252,342 11.94 3,011,936 9.57 2,414,911
Asset Allocation Balanced 698,594 11.04 7,714,810 9.81 6,853,206
Asset Allocation Conservation 85,032 9.60 816,526 8.69 738,927
Stable Value Fund 31,099,158 1.00 31,099,158 1.00 31,099,158
------------- -------------
123,128,901 107,060,370
Revlon, Inc. Revlon Common Stock 776,140 15.33 11,897,227 6.66 5,169,095
------------- -------------
$ 135,026,128 $ 112,229,465
============= =============
* Unit cost being defined as the aggregate cost of each individual share held by
the Plan
16
Schedule II
REVLON EMPLOYEES' SAVINGS, INVESTMENT AND PROFIT SHARING PLAN
Schedule of Reportable Transactions
For the Year Ended December 31, 2001
Identity of Party Purchase Selling Cost of Net Gain
Involved Description of Asset Price Price Asset (Loss)
----------------- ------------------------ ------------------ --------------- ---------------- ---------------
(A) Voyager Fund $ - $ 9,532,703 $ 10,376,089 $ (843,386)
(A) Stable Value Fund 18,244,694 - 18,244,694 -
(A) Stable Value Fund - 16,991,729 16,991,729 -
(A) Putnam Fiduciary Trust Company
17
CONSENT OF INDEPENDENT AUDITORS
-------------------------------
We consent to the incorporation by reference in the Registration Statement of
Revlon, Inc. on Form S-8 No. 333-48871 of our report dated June 14, 2002,
included in the annual report of the Revlon Employees' Savings, Investment and
Profit Sharing Plan on Form 11-K for the year ended December 31, 2001.
/s/ Mitchell & Titus, LLP
New York, New York
June 28, 2002
18
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Board
of Directors of Revlon, Inc. has duly caused this annual report to be signed on
its behalf by the undersigned thereunto duly authorized.
REVLON EMPLOYEES' SAVINGS, INVESTMENT AND PROFIT SHARING PLAN
By: REVLON, INC.
By /s/ Laurence Winoker
--------------------------------------
Laurence Winoker
Senior Vice President, Corporate Controller and Treasurer
Dated: June 28, 2002
19