FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended August 31, 1997 Commission File Number 2-85538 CCA INDUSTRIES, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 04-2795439 (State or other jurisdiction of (I.R.S. Employer Incorporation or organization) Identification Number) 200 Murray Hill Parkway East Rutherford, NJ 07073 (Address of principal executive offices) (Zip Code) (201) 330-1400 Registrant's telephone number, including area code Not applicable Former name, former address and former fiscal year, if changed since last report. Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No APPLICABLE ONLY TO CORPORATE ISSUERS Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practical date. Common Stock, $.01 Par Value - 6,058,621 shares as of August 31, 1997 Class A Common Stock, $.01 Par Value - 1,154,930 shares as of August 31, 1997 CCA INDUSTRIES, INC. AND SUBSIDIARIES INDEX Page Number PART I FINANCIAL INFORMATION: Consolidated Balance Sheets as of August 31, 1997 and November 30, 1996. . . . . . . . . . . . 1-2 Consolidated Statements of Operations for the three months and nine months ended August 31, 1997 and 1996 . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 Consolidated Statements of Cash Flows for the nine months ended August 31, 1997 and 1996 . . . . . . . . . . . . . . . . . . . . . . . . . . 4-5 Notes to Consolidated Financial Statements . . . . . . . . . .6-12 Management Discussion and Analysis of Results of Operations and Financial Condition. . . . . . . . . . . . . . . . . . . . . . . . . 13-14 PART II OTHER INFORMATION. . . . . . . . . . . . . . . . . . . 15-16 SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . .17 CCA INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS A S S E T S August 31, 1997 November 30, (Unaudited) 1996 Current Assets Cash and cash equivalents $ 2,089,601 $ 1,422,783 Short-term investments and marketable securities (Note 6) 1,253,412 1,546,289 Accounts receivable, net of allowances of $1,182,885 and $1,072,432, respectively 4,878,723 4,017,500 Inventories 6,092,937 5,875,742 Prepaid expenses and sundry receivables 536,647 603,952 Deferred advertising costs (Note 2) 1,457,838 - Due from officers - Current 1,500 3,900 Prepaid income taxes - 87,552 Deferred income taxes 436,864 496,267 Total Current Assets 16,747,522 14,053,985 Property and Equipment, net of accumulated depreciation and amortization 536,948 729,706 Intangible Assets, net of accumulated amortization of $45,143 at August 31, 1997 and $36,111 at November 30, 1996 166,453 155,037 Other Assets Marketable securities 2,112,362 1,540,596 Treasury bonds 98,460 93,996 Due from officers - Non-current 65,250 25,250 Deferred income taxes 57,730 55,292 Other 53,867 54,217 Total Other Assets 2,387,669 1,769,351 Total Assets $19,838,592 $16,708,079 See Notes to Consolidated Financial Statements. -1- CCA INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS LIABILITIES AND SHAREHOLDERS' EQUITY August 31, 1997 November 30, (Unaudited) 1996 Current Liabilities Notes payable - Current portion $ - $ 163,500 Accounts payable and accrued liabilities 6,346,122 4,794,865 Income taxes payable 44,827 25,505 Total Current Liabilities 6,390,949 4,983,870 Shareholders' Equity Common stock, $.01 par; authorized 15,000,000 shares; issued and outstanding 6,058,621 and 6,012,621 shares, respectively 60,586 60,126 Class A common stock, $.01 par; authorized 5,000,000 shares; issued and outstanding 1,154,930 shares, respectively 11,549 11,549 Additional paid-in capital 4,454,764 4,455,224 Retained earnings 8,959,129 7,216,163 Unrealized (losses) on marketable securities ( 20,416) ( 6,353) 13,465,612 11,736,709 Less: Treasury Stock (7,500 and 5,000 shares at August 31, 1997 and November 30, 1996, respectively) 17,969 12,500 Total Shareholders' Equity 13,447,643 11,724,209 Total Liabilities and Shareholders' Equity $19,838,592 $16,708,079 See Notes to Consolidated Financial Statements. -2- CCA INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) Three Months Ended Nine Months Ended August 31, August 31, 1997 1996 1997 1996 Revenues Sales of health and beauty products, net $10,227,594 $10,232,749 $29,397,295 $30,855,971 Other income 81,609 51,239 235,772 165,330 10,309,203 10,283,988 29,633,067 31,021,301 Costs and Expenses Costs of sales 3,850,509 3,872,840 10,867,142 11,730,860 Selling, general and administrative expenses 3,257,666 2,514,954 8,917,456 8,296,401 Advertising, cooperative and promotions 1,814,930 3,475,998 6,326,381 8,656,522 Research and development 215,102 100,478 550,282 367,169 Provision for doubtful accounts ( 12,485) 13,809 53,911 111,803 Interest expense 750 11,291 5,656 45,353 9,126,472 9,989,370 26,720,828 29,208,108 Net Income before Income Taxes 1,182,731 294,618 2,912,239 1,813,193 Provision for Income Taxes 456,478 142,502 1,169,273 828,332 Net Income $ 726,253 $ 152,116 $ 1,742,966 $ 984,861 Income Per Common Share (Note 2): Net income from operations $.09 $.02 $.22 $.12 See notes to Financial Statements. -3- CCA INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE NINE MONTHS ENDED AUGUST 31, (UNAUDITED) 1997 1996 Cash Flows from Operating Activities: Net income $1,742,966 $ 984,861 Adjustments to reconcile net income to net cash (used in) provided by operating activities: Depreciation and amortization 277,646 289,874 Amortization of bond premium 1,994 1,792 Gain on sale of securities ( 5,693)( 6,684) Gain on sale of machinery 6,701 - Decrease in deferred income taxes 56,965 29,354 (Increase) in accounts receivable ( 861,223) ( 1,680,395) (Increase) in inventory ( 217,195) ( 629,791) (Increase) in deferred expenses and miscellaneous receivable ( 1,390,533) ( 1,483,281) Increase in accounts payable and accrued liabilities 1,551,257 127,281 Increase in taxes payable 106,874 772,733 Decrease in security deposits 350 9,681 Net Cash Provided by (Used in) Operating Activities 1,270,109 ( 1,584,575) Cash Flows from Investing Activities: Acquisition of property, plant and equipment ( 143,965 ) ( 327,597) Purchase of short-term investments and securities ( 2,749,685) ( 109,961) Advances of money to officers ( 40,000)( 54,890) Proceeds of money due from officers 2,400 54,912 Proceeds from sale of equipment 40,960 - Proceeds from sale of investments 2,455,968 1,245,448 Purchase of treasury stock ( 5,469) - Net Cash (Used in) Provided by Investing Activities ( 439,791) 807,912 Cash Flows from Financing Activities: Proceeds from borrowings - 1,000,000 Payment on debt ( 163,500) ( 636,645) Proceeds from stock options exercises - 176,940 Net Cash (Used in) Provided by Financing Activities ( 163,500) 540,295 Net Increase (Decrease) in Cash 666,818 ( 236,368) Cash at Beginning of Period 1,422,783 312,150 Cash at End of Period $2,089,601 $ 75,782 See notes to Financial Statements. -4- CCA INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED) FOR THE NINE MONTHS ENDED AUGUST 31, (UNAUDITED) 1997 1996 Supplemental Disclosures of Cash Flow Information: Cash paid during the period for: Interest $ 6,793 $ 48,600 Income taxes 1,052,850 27,315 Supplemental Schedule of Noncash Investing and Financing Activities: The Company issued common stock in exchange for exercise of options and surrender of options and surrender of outstanding shares of stock: Common stock retired $ 30,000 $ - Common stock issued ( 30,000) - $ - $ - See Notes to Consolidated Financial Statements. -5- CCA INDUSTRIES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 1: BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operat ing results for the nine month period ended August 31, 1997 are not necessarily indicative of the results that may be expected for the year ended November 30, 1997. For further information, refer to the consoli- dated financial statements and footnotes thereto included in the Company's annual report on Form 10-K for the year ended November 30, 1996. NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation: The consolidated financial statements include the accounts of the Com pany and its wholly-owned subsidiaries. All significant inter-company accounts and transactions have been eliminated. Advertising and Related Costs In accordance with APB 28 Interim Financial Reporting the Company expenses its advertising and related costs proportionately over the interim periods based on its total expected costs per its various advertising programs. Any necessary accrual or deferral is accordingly reflected in the balance sheet for the interim period. However, for annual reporting purposes, no advertising or related costs are capitalized and all are expensed in the fiscal year in which they are incurred. Cash Equivalents For purposes of the statement of cash flows, the Company considers all highly liquid instruments purchased with an original maturity of less than three months to be cash equivalents. -6- CCA INDUSTRIES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Inventories Inventories are stated at the lower of cost (first-in, first-out) or market. Product returns are recorded in inventory when they are received at the lower of their original cost or market, as appropriate. Obsolete inventory is written off and its value is removed from inventory at the time its obsolescence is determined. Financial Instruments The carrying value of assets and liabilities considered financial instruments under SFAS Note #107 approximate their respective fair value. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those esti mates. Property and Equipment and Depreciation and Amortization: Property and equipment are stated at cost. The Company charges to expense repairs and maintenance items, while major improvements and betterments are capitalized. When the Company sells or otherwise dis poses of property and equipment items, the cost and related accumulated depreciation are removed from the respective accounts and any gain or loss is included in earnings. Depreciation and amortization are provided on the straight-line method over the following estimated useful lives or lease terms of the assets: Machinery and equipment 7-10 years Furniture and fixtures 5-7 years Tools, dies and masters 2--7 years Transportation equipment 7 years Leasehold improvements 7-10 years or life of lease which ever is shorter Intangible Assets: Intangible assets are stated at cost. Patents and trademarks are amortized on the straight-line method over a period of 17 years; organization ex penses are amortized on the straight-line method over five (5) years. -7- CCA INDUSTRIES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Tax Credits: Tax credits, when present, are accounted for using the flow-through method as a reduction of income taxes in the years utilized. Earnings Per Share Earnings per share have been computed based on the weighted average of outstanding common shares and common stock equivalents during the periods, based on the treasury stock method using average market price. Fully diluted earnings per share are not presented because they result in dilution of less than 3%. NOTE 3: INVENTORIES The components of inventory consist of the following: August 31, November 30, 1997 1996 Raw materials $4,010,262 $4,065,961 Finished goods 2,082,675 1,809,781 $6,092,937 $5,875,742 NOTE 4: DEFERRED ADVERTISING In accordance with APB 28 Interim Financial Reporting the Company expenses its advertising and related costs proportionately over the interim periods based on its total expected costs per its various advertising programs. Consequently a deferral of $1,457,838 is accordingly reflected in the balance sheet for the interim period. This deferral is the result of the Company's $5,200,000 media budget for the year which contem plates drastically lower spending in the 4th quarter than in the other three quarters; as well as the Company's Co-op advertising commitments which also anticipates a lower expenditure in the 4th quarter. The table below sets forth the calculation: 1997 1996 (In Millions) (In Millions) Media advertising budget for the fiscal year $5.2 $8.0 Pro-rata portion for nine months $3.9 $6.0 Media advertising spent 5.0 7.1 Accrual (Deferral) ($1.1) ($1.1) -8- CCA INDUSTRIES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 4: DEFERRED ADVERTISING (Continued) 1997 1996 (In Millions) (In Millions) Anticipated Co-op advertising commitments $3.00 $3.40 Pro-rata portion for nine months $2.25 $2.50 Co-op advertising spent 2.60 2.90 Accrual (Deferral) ($ .35) ($ .40) NOTE 5: ACCOUNTS PAYABLE AND ACCRUED LIABILITIES The following items which exceeded 5% of total current liabilities are included in accounts payable and accrued liabilities as of: August 31, November 30, 1997 1996 a) Media advertising $1,900 $ * b) Coop advertising 505 321 c) Accrued returns 585 505 d) Bonuses 450 * $3,440 $826 All other liabilities were for trade payables or individually did not exceed 5% of total current liabilities. * under 5% NOTE 6: OTHER INCOME Other income consists of the following at August 31, 1997 and 1996: 1997 1996 Interest income $216,761 $150,109 Dividend income 13,318 8,474 Miscellaneous 5,693 6,747 $235,772 $165,330 NOTE 7: SHORT-TERM INVESTMENTS AND MARKETABLE SECURITIES Short-Term Investments and Marketable Securities: Short-term investments and marketable securities consist of corporate and government bonds and equity securities. In 1994 the Company adopted the accounting principles promulgated by SFAS No. 115 Accounting for Certain Investments in Debt and Equity Securities. The Company has classified its investments as Available-for-Sale securities. Accordingly, such investments are reported at fair market value, with the resultant unrealized gains and losses reported as a separate component of share holders' equity. Prior to 1994, the Company reported marketable securi ties at the lower of cost or market value; unrealized losses were charged to earnings. -9-