At Proactiv’s recent pop-up event, the theme of “Pop This Not That” was brought to life through an interactive exhibit that included a room filled with colorful balloons meant to be popped, and a bubble wrap installation featuring over one million bubbles to burst. The one-day event took place at The Hole, a contemporary art gallery in Lower Manhattan, and also featured bright Pop Art canvas prints and oversized popcorn structures that dangled above a “Pop Bar,” where attendees could grab SodaStream Pop Rocks shots and a selection of custom flavored popcorn.

The event, held June 16, was a celebration of the brand’s new ProactivMD three-step acne-treatment system, which has been reformulated to include adapalene, marking the first time in 30 years a prescription-strength retinoid will be available over the counter.

“This is a very exciting time for Proactiv,” said Kimber Maderazzo, Executive Vice President, Brand and Product Management, The Proactiv Company. “There has not been an ingredient breakthrough of this magnitude in the over-the-counter treatment of acne in quite some time. ProactivMD combines prescription-grade adapalene with Proactiv’s ‘combination therapy’ approach to give consumers an effective skin-clearing system.”

The line includes a total of four products: Deep Cleansing Face Wash; Cleansing Balancing Toner; Daily Oil Control SPF 30 (day) and Adapalene Gel 0.1% (night). All four products can be purchased together for $29.95.

Proactiv spokesmodel Oliva Munn attended the pop-up event and raved about the new collection.

“I’ve tried it out and I’m obsessed with it,” said Oliva. “I was excited to see how well it worked and that it blended in with my everyday routine. I felt such a difference in my skin after using it.”

Olivia spoke to press privately, before doors opened to the public and was joined by fellow spokesmodels, Mexican actress-singer, Maite Perron, and Internet star, Cameron Dallas. Consumers, who stood in line for hours for the meet-and-greet opportunity, were invited to select a balloon for a chance to win prizes, including a year’s worth of ProactivMD. Photo opps were available in front of a Ring Pop art installation, pop-art inspired speech bubbles and a balloon wall.

“This is a really exciting time for us. I cannot tell you how long overdue it is for us to have a consumer media event,” said a company spokesperson.

The ProactivMD system will be distributed by The Proactiv Company, a newly formed joint venture between Guthy-Renker LLC and Nestlé Skin Health S.A. Since the merger, the original acne system, as well as its sister line, X Out, became available at Ulta Beauty retail stores and Currently, the new system can only be ordered on or by phone.