CUSIP NO. 054303102 13G Page
1 of 7
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act
of 1934
(Amendment No. )*
AVON PRODUCTS, INC.
(Name of Issuer)
Common Stock (par value $.25)
(Title of Class of Securities)
054303102
(CUSIP Number)
December 31, 2013
(Date of Event Which Requires
Filing of this Statement)
Check the appropriate box to
designate the rule pursuant to which this Schedule is
filed:
[X] Rule 13d‑1(b)
[ ] Rule 13d‑1(c)
[ ] Rule 13d‑1(d)
*The remainder of this cover page
shall be filled out for a reporting person's
initial filing on this form with
respect to the subject class of securities, and
for any subsequent amendment
containing information which would alter the
disclosures provided in a prior
cover page.
The information required in the
remainder of this cover page shall not be deemed to
be "filed" for the
purpose of Section 18 of the Securities Exchange Act of 1934
("Act") or otherwise
subject to the liabilities of that section of the Act but
shall be subject to all other
provisions of the Act (however, see the Notes).
CUSIP NO. 054303102 13G Page
2 of 7
1. NAMES OF REPORTING
PERSONS.
Franklin Mutual Advisers, LLC
2. CHECK THE APPROPRIATE BOX IF
A MEMBER OF A GROUP
(a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY
OWNED BY EACH REPORTING PERSON WITH:
5. SOLE VOTING POWER
(See Item 4)
6. SHARED VOTING POWER
(See Item 4)
7. SOLE DISPOSITIVE POWER
(See Item 4)
8. SHARED DISPOSITIVE POWER
(See Item 4)
9. AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON
23,066,356
10. CHECK IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES [ ]
11. PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
5.3%
12. TYPE OF REPORTING PERSON
IA, OO (See Item 4)
CUSIP NO. 054303102 13G Page
3 of 7
Item 1.
(a) Name of Issuer
AVON PRODUCTS, INC.
(b) Address of Issuer's
Principal Executive Offices
777 Third Avenue
New York, NY 10017-1307
Item 2.
(a) Name of Person Filing
Franklin Mutual Advisers, LLC
(b) Address of Principal
Business Office or, if none, Residence
101 John F. Kennedy Parkway
Short Hills, NJ 07078‑2789
(c) Citizenship
Delaware
(d) Title of Class of
Securities
Common Stock (par value $.25)
(e) CUSIP Number
054303102
CUSIP NO. 054303102 13G Page
4 of 7
Item 3. If this statement is
filed pursuant to §§240.13d‑1(b) or 240.13d‑2(b) or (c),
check whether the person filing
is a:
(a) [ ] Broker or dealer
registered under section 15 of the Act (15 U.S.C. 8o).
(b) [ ] Bank as defined in
section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) [ ] Insurance company as
defined in section 3(a)(19) of the Act (15 U.S.C.
78c).
(d) [ ] Investment company
registered under section 8 of the Investment Company
Act of 1940 (15 U.S.C 80a ‑8).
(e) [X] An investment adviser in
accordance with §240.13d‑1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan
or endowment fund in accordance with
§240.13d‑1(b)(1)(ii)(F);
(g) [ ] A parent holding company
or control person in accordance with
§240.13d‑1(b)(1)(ii)(G);
(h) [ ] A savings associations
as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C.
1813);
(i) [ ] A church plan that is
excluded from the definition of an investment
company under section 3(c)(14) of
the Investment Company Act of 1940
(15 U.S.C. 80a‑3);
(j) [ ] A non‑U.S.
institution in accordance with §240.13d‑1(b)(ii)(J);
(k) [ ] Group, in accordance
with §240.13d‑1(b)(1)(ii)(K).
If filing as a non‑U.S.
institution in accordance with §240.13d‑1(b)(1)(ii)(J),
please specify the type of
institution
Item 4. Ownership
The securities reported herein
are beneficially owned by one or more open‑end investment
companies or other managed
accounts that are investment management clients of Franklin
Mutual Advisers, LLC
("FMA"), an indirect wholly owned subsidiary of Franklin Resources,
Inc. ("FRI"). When an
investment management contract (including a sub‑advisory
agreement) delegates to FMA
investment discretion or voting power over the securities
held in the investment advisory
accounts that are subject to that agreement, FRI treats
FMA as having sole investment
discretion or voting authority, as the case may be, unless
the agreement specifies
otherwise. Accordingly, FMA reports on Schedule 13G that it has
sole investment discretion and
voting authority over the securities covered by any such
investment management agreement,
unless otherwise noted in this Item 4. As a result for
purposes of Rule 13d‑3
under the Act, FMA may be deemed to be the beneficial owner of
the securities reported in this
Schedule 13G.
Beneficial ownership by
investment management subsidiaries and other affiliates of FRI
is being reported in conformity
with the guidelines articulated by the SEC staff in
Release No. 34‑39538
(January 12, 1998) relating to organizations, such as FRI, where
related entities exercise voting
and investment powers over the securities being
reported independently from each
other. The voting and investment powers held by FMA are
exercised independently from FRI
(FMA’s parent holding company) and from all other
investment management
subsidiaries of FRI (FRI, its affiliates and investment management
subsidiaries other than FMA are,
collectively, “FRI affiliates”). Furthermore, internal
policies and procedures of FMA
and FRI establish informational barriers that prevent the
flow between FMA and the FRI
affiliates of information that relates to the voting and
investment powers over the
securities owned by their respective investment management
clients. Consequently, FMA and
the FRI affiliates report the securities over which they
hold investment and voting power
separately from each other for purposes of Section 13
of the Act.
CUSIP NO. 054303102 13G Page
5 of 7
Charles B. Johnson and Rupert H.
Johnson, Jr. (the "Principal Shareholders") each own in
excess of 10% of the outstanding
common stock of FRI and are the principal stockholders
of FRI. However, because FMA
exercises voting and investment powers on behalf of its
investment management clients
independently of FRI, beneficial ownership of the
securities reported by FMA is not
attributed to the Principal Shareholders. FMA
disclaims any pecuniary interest
in any of the securities reported in this Schedule 13G.
In addition, the filing of this
Schedule 13G on behalf of FMA should not be construed as
an admission that it is, and it
disclaims that it is, the beneficial owner, as defined
in Rule 13d‑3, of any of
such securities.
Furthermore, FMA believes that it
is not a "group" with FRI, the Principal
Shareholders, or their respective
affiliates within the meaning of Rule 13d‑5 under the
Act and that none of them is
otherwise required to attribute to any other the
beneficial ownership of the
securities held by such person or by any persons or
entities for whom or for which
FMA or the FRI affiliates provide investment management
services.
(a) Amount beneficially
owned:
23,066,356
(b) Percent of class:
5.3%
(c) Number of shares as to
which the person has:
(i) Sole power to vote or to
direct the vote
Franklin Mutual Advisers, LLC:
23,066,356
(ii) Shared power to vote or
to direct the vote
0
(iii) Sole power to dispose
or to direct the disposition of
Franklin Mutual Advisers, LLC:
23,066,356
(iv) Shared power to dispose
or to direct the disposition of
0
Item 5. Ownership of Five Percent
or Less of a Class
If this statement is being filed
to report the fact that as of the date hereof
the reporting person has ceased
to be the beneficial owner of more than five
percent of the class of
securities, check the following [ ].
Item 6. Ownership of More than
Five Percent on Behalf of Another Person
The clients of Franklin Mutual
Advisers, LLC, including investment companies
registered under the Investment
Company Act of 1940 and other managed accounts,
have the right to receive or
power to direct the receipt of dividends from, and
the proceeds from the sale of,
the securities reported herein.
CUSIP NO. 054303102 13G Page
6 of 7
Item 7. Identification and
Classification of the Subsidiary Which Acquired the
Security Being Reported on By the
Parent Holding Company
Not Applicable
Item 8. Identification and
Classification of Members of the Group
Not Applicable
Item 9. Notice of Dissolution of
Group
Not Applicable
CUSIP NO. 054303102 13G Page
7 of 7
Item 10. Certification
By signing below I certify that,
to the best of my knowledge and belief, the securities
referred to above were acquired and are held in the
ordinary course of business and were
not acquired and are not held for the purpose of or
with the effect of changing or
influencing the control of the issuer of the
securities and were not acquired and are
not held in connection with or as a participant in
any transaction having that purpose
or effect.
SIGNATURE
After reasonable inquiry and to
the best of my knowledge and belief, I certify that the
information set forth in this
statement is true, complete and correct.
Dated: January 30, 2014.
Franklin Mutual Advisers, LLC
By: /s/STEVEN J. GRAY
‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑‑
Steven J. Gray
Assistant Secretary of Franklin
Mutual Advisers, LLC
Avon Products (NYSE:AVP)
Historical Stock Chart
From Dec 2024 to Jan 2025
Avon Products (NYSE:AVP)
Historical Stock Chart
From Jan 2024 to Jan 2025
