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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 5, 1996
RENAISSANCE COSMETICS, INC.
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(Exact name of registrant as specified in its charter)
State of Delaware 33-87280 06-1396287
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(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of Identification No.)
incorporation)
955 Massachusetts Ave., Cambridge, Massachusetts 02139
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(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code (617) 497-5584
Not applicable
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
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On December 5, 1996, the Registrant issued the press release
attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 7. Exhibits
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Exhibit Number
(Referenced to Item 601
of Regulation S-K) Description of Exhibit
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99.1 Registrant's Press Release, dated as of
December 5, 1996.
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Signatures
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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, thereunto duly authorized.
Date: December 9, 1996
RENAISSANCE COSMETICS, INC.
By: /s/ Thomas T.S. Kaung
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Name: Thomas T.S. Kaung
Title: Group Vice-President
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EXHIBIT INDEX
Pursuant to Item 601 of Regulation S-K
Exhibit No. Description of Exhibit
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99.1 Registrant's Press Release, dated as of
December 5, 1996.
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Exhibit 99.1
For immediate release Renaissance Cosmetics, Inc.
955 Massachusetts Avenue
Cambridge, MA 02139
Tel: (617) 497-5584
PRESS RELEASE
RENAISSANCE ANNOUNCES CONSUMMATION OF
ACQUISITION OF MEM COMPANY, INC. AND
COMPLETION OF REFINANCING TRANSACTIONS
CAMBRIDGE, MA - December 5, 1996 -
Renaissance Cosmetics, Inc., announced today that it completed the
acquisition, by way of merger, of MEM Company, Inc. The aggregate acquisition
price for MEM was $37,847,000, consisting of (1) $19,537,000 paid to the
shareholders of MEM (i.e., $7.50 per share for all 2,604,934 issued and
outstanding shares of MEM common stock), and (2) $18,310,000 of MEM's
indebtedness, all of which was repaid at closing.
In addition, Renaissance announced today that it completed a $117.5
million senior secured debt financing, with a one year term (subject to
extension under certain circumstances) and an increasing interest rate initially
at 11.5% per annum, the proceeds of which were used by Renaissance to refinance
its existing bank credit facility and to acquire MEM Company, Inc. and for
general corporate purposes. In addition, proceeds from the financing are to be
used by Renaissance to complete its previously announced acquisition of certain
assets of Procter & Gamble's worldwide mass fragrance business (and in the event
such acquisition is not completed, are to be used to prepay $40 million of the
financing).
Renaissance manufactures, markets and distributes fragrances,
cosmetics and related products which it sells through the domestic and
international mass-market or self-select distribution channels. Renaissance
brands are sold to over 1,000 retailers with approximately 25,000 locations
throughout the United States, and are sold in over 42 countries worldwide. The
Renaissance family of fragrance brands presently includes several classic brands
such as "Chantilly," "Tabu" and "Canoe" and the acquisitions mentioned above
will add several more classic brands, including "NaVy," "NaVy for Men," "English
Leather" and "British Sterling." Through its Cosmar subsidiary, Renaissance is
the largest manufacturer and marketer of artificial fingernails and related nail
care products in the United States, and its brands include "LaJoie" and "Pro10."
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This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities nor shall it constitute an offer
to buy or the solicitation of an offer to sell any securities. The financing
will not be registered under the Securities Act of 1933, as amended, and may not
be offered or sold in the United States absent registration or an applicable
exemption from registration requirements.
