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 May 31, 1998 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 - 6,246,151 shares as of May 31, 1998 Class A Common Stock, $.01 Par Value - 1,020,930 shares as of May 31, 1998 CCA INDUSTRIES, INC. AND SUBSIDIARIES INDEX Page Number PART I FINANCIAL INFORMATION: Consolidated Balance Sheets as of May 31, 1998 and November 30, 1997 (Restated). . . . . . . . 1-2 Consolidated Statements of Operations for the three months and six months ended May 31, 1998 and 1997 (Restated) . . . . . . . . . . . . . . . 3 Consolidated Statements of Cash Flows for the six months ended May 31, 1998 and 1997 (Restated). . . . . . . . . . . . . . . . . . . . . 4-5 Notes to Consolidated Financial Statements (Restated). . . . .6-14 Management's Discussion and Analysis of Results of Operations and Financial Condition (Restated) . . . . . . . . . . . . . . . . . . . 15-16 PART II OTHER INFORMATION. . . . . . . . . . . . . . . . . . . 17-18 SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . .19 CCA INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS A S S E T S
May 31, November 30, 1998 1997 (Restated) (Restated) Current Assets Cash and cash equivalents $ 1,771,748 $ 3,649,774 Short-term investments and marketable securities (Note 10) 1,692,614 1,926,513 Accounts receivable, net of allowances of $1,070,630 and $664,325, respectively 6,437,960 3,931,273 Inventories 8,131,371 6,014,672 Prepaid expenses and sundry receivables 480,494 248,553 Due from officers - Current 1,500 1,500 Deferred income taxes 763,558 699,294 Deferred advertising 889,090 - Total Current Assets 20,168,335 16,471,579 Property and Equipment, net of accumulated depreciation and amortization 540,851 486,029 Intangible Assets, net of accumulated amortization of $56,997 at May 31, 1998 and $47,956 at November 30, 1997 260,251 163,640 Other Assets Marketable securities 2,159,809 1,874,175 Due from officers - Non-current 65,250 65,250 Deferred income taxes 124,342 111,006 Other 53,432 52,612 Total Other Assets 2,402,833 2,103,043 Total Assets $23,372,270 $19,224,291
See Notes Consolidated to Financial Statements. -1- CCA INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS LIABILITIES AND SHAREHOLDERS' EQUITY
May 31, November 30, 1998 1997 (Restated) (Restated) Current Liabilities Notes payable $ 697,380 $ - Accounts payable and accrued liabilities 6,732,380 5,053,665 Income taxes payable 690,765 86,104 Total Current Liabilities 8,120,525 5,139,769 Shareholders' Equity Common stock, $.01 par; authorized 15,000,000 shares; issued and outstanding 6,246,151 and 6,192,621 shares, respectively 62,462 61,927 Class A common stock, $.01 par; authorized 5,000,000 shares; issued and outstanding 1,020,930 and 1,020,930 shares, respectively 10,209 10,209 Additional paid-in capital 4,454,228 4,454,763 Retained earnings 10,759,128 9,578,329 Unrealized gains (losses) on marketable securities 4,911 ( 2,737) Minority deficiency of consolidated subsidiary ( 21,224) - 15,269,714 14,102,491 Less: Treasury Stock (7,500 shares at May 31, 1998) 17,969 17,969 Total Shareholders' Equity 15,251,745 14,084,522 Total Liabilities and Shareholders' Equity $23,372,270 $19,224,291
See Notes to Consolidated Financial Statements. -2- CCA INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
Three Months Ended Six Months Ended May 31, May 31, 1998 1997 1998 1997 (Restated) (Restated) (Restated) (Restated) Revenues Sales of Health and Beauty Aid Products - Net $10,770,270$10,552,412 $20,122,701 $19,169,701 Other income 97,272 72,935 183,526 154,163 10,867,542 10,625,347 20,306,227 19,323,864 Costs and Expenses Costs of sales 4,127,413 3,940,006 7,714,527 7,016,633 Selling, general and administrative expenses 3,291,583 2,895,449 6,177,049 5,659,790 Advertising, cooperative and promotions 1,947,555 2,341,726 4,108,340 4,511,451 Research and development 171,740 201,316 305,320 335,180 Provision for doubtful accounts 15,703 31,562 78,940 66,396 Interest expense 967 2,077 967 4,906 9,554,961 9,412,136 18,385,143 17,594,356 Income before Income Taxes 1,312,581 1,213,211 1,921,084 1,729,508 Provision for Income Taxes 529,161 506,499 761,709 712,795 Net Income Including Minority Deficiency of Consolidated Subsidiary 783,420 706,712 1,159,375 1,016,713 Minority Deficiency in Net Loss of Consolidated Subsidiary 21,424 - 21,424 - Net Income $ 804,844 $ 706,712 $ 1,180,799 $ 1,016,713 Earnings per Share (Note 3) Basic $.11 $.10 $.16 $.14 Diluted $.10 $.09 $.15 $.13
See Notes to Consolidated Financial Statements. -3- CCA INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Six Months Six Months Ended Ended May 31, May 31, 1998 1997 (Restated) (Restated) Cash Flows from Operating Activities: Net income $1,180,799 $1,016,713 Adjustments to reconcile net income to net cash (used in) provided by operating activities: Depreciation and amortization 155,328 183,059 Minority deficiency in consolidated subsidiaries ( 21,424) - Amortization of bond premium 942 1,994 (Gain) on sale of marketable securities( 4,727) ( 5,693) Loss on sale of machinery - 6,701 (Increase) in deferred income taxes ( 77,600) ( 608) (Increase) in accounts receivable - Net ( 2,506,687) ( 1,089,484) (Increase) in inventory ( 2,116,699) ( 226,633) (Increase) decrease in prepaid expenses and miscellaneous receivables ( 231,740) 119,450 (Increase) in deferred advertising ( 889,090) ( 697,391) Increase in accounts payable and accrued liabilities 1,678,715 1,642,867 Increase in taxes payable 604,661 486,388 (Increase) decrease in security deposits ( 820) 375 Net Cash (Used in) Provided by Operating Activities ( 2,228,342) 1,437,738 Cash Flows from Investing Activities: Acquisition of property, plant and equipment( 306,762) ( 128,571) Proceeds from sale of equipment - 40,960 Proceeds of money due from officers - 400 Purchase of marketable securities ( 1,076,706) ( 1,867,252) Proceeds from sale of investments 1,036,404 1,830,925 Purchase of treasury stock - ( 5,469) Net Cash (Used in) Investing Activities ( 347,064) ( 129,007) Cash Flows from Financing Activities: Proceeds from borrowings 1,083,539 - Payment on debt ( 386,159) ( 136,250) Net Cash Provided by (Used in) Financing Activities 697,380 ( 136,250) Net (Decrease) Increase in Cash ( 1,878,026) 1,172,481 Cash at Beginning of Period 3,649,774 1,422,783 Cash at End of Period $1,771,748 $2,595,264
See Notes to Consolidated Financial Statements. -4- CCA INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED) (UNAUDITED)
Six Months Six Months Ended Ended May 31, May 31, 1998 1997 (Restated) (Restated) Supplemental Disclosures of Cash Flow Information: Cash paid during the period for: Interest $ 967 $ 6,217 Income taxes 150,000 127,850 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 $ 35,000 $ 30,000 Common stock issued ( 35,000) ( 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 six month period ended May 31, 1998 are not necessar ily indicative of the results that may be expected for the year ended November 30, 1998. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company's annual report on Form 10-K for the year ended November 30, 1997. NOTE 2 - ORGANIZATION AND DESCRIPTION OF BUSINESS CCA Industries, Inc. ("CCA") was incorporated in the State of Delaware on March 25, 1983. CCA manufactures and distributes health and beauty aid products. NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation: The consolidated financial statements include the accounts of CCA and the following subsidiaries: Subsidiary Name Ownership % CCA Cosmetics, Inc. 100% Currently Inactive CCA Labs, Inc. 100% Currently Inactive Berdell, Inc. 100% Currently Inactive Fragrance Corporation of America, Ltd. 80% Acquired March 19, 1998 All significant intercompany accounts and transactions have been eliminated. Use of Estimates: The consolidated financial statements include the use of estimates, which management believes are reasonable. The process of preparing financial statements in conformity with generally accepted accounting principles requires the use of estimates and assumptions regarding certain types of assets, liabilities, revenues, and expenses. Such estimates primarily relate to unsettled transactions and events as of the date of the financial statements. Accordingly, upon settlement, actual results may differ from estimated amounts. -6- CCA INDUSTRIES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Short-Term Investments and Marketable Securities: Short-term investments and marketable securities consist of corporate and government bonds 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 shareholders' equity. Statements of Cash Flows Disclosure: 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. During fiscal 1997 and 1998, two officers/shareholders exercised options to purchase 60,000 and 70,000 options, respectively, in exchange for 14,000 and 16,470 shares, respectively, previously issued shares of common stock. The common shares were put into treasury and were subsequently cancelled. 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. 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 disposes 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, whichever 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. Goodwill represents the excess of cost over the fair value of the net assets acquired and is amortized over 60 months. -7- CCA INDUSTRIES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Financial Instruments: The carrying value of assets and liabilities considered financial instruments approximate their respective fair value. Income Taxes: Income tax expense includes federal and state taxes currently payable and deferred taxes arising from temporary differences between income for financial reporting and income tax purposes. Reclassifications: Certain amounts in the 1997 financial statements have been reclassified to conform to the 1998 presentation. 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 Common Share: The Company adopted Statement of Financial Accounting Standards ("SFAS") No. 128, "Earnings Per Share" in 1998. Basic earnings per share is calculated using the average number of shares of common stock outstanding during the year. Diluted earnings per share is computed on the basis of the average number of common shares outstanding plus the effect of out- standing stock options using the "treasury stock method" and convertible debentures using the "if-converted" method. Common stock equivalents consist of stock options. Revenue Recognition: The Company recognizes sales at the time delivery occurs. Although no legal right of return exists between the customer and the Company, it is an industry-wide practice to accept returns from customers. The Company, therefore, records a reserve for returns equal to its gross profit on its historical percentage of returns on its last five months sales. NOTE 4 - INVENTORIES The components of inventory consist of the following: May 31, November 30, 1998 1997 Raw materials $ 4,835,981 $ 4,017,838 Finished goods 3,295,390 1,996,834 $ 8,131,371 $ 6,014,672 At May 31, 1998 and November 30, 1997, the Company had a reserve for obsolescence of $889,444 and $860,417, respectively. -8- CCA INDUSTRIES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 5 - PROPERTY AND EQUIPMENT The components of property and equipment consisted of the following: May 31, November 30, 1998 1997 Machinery and equipment $ 237,468 $ 236,582 Furniture and equipment 364,597 329,526 Tools, dies, and masters 1,749,499 1,584,346 Leasehold improvements 108,474 108,474 2,460,038 2,258,928 Less: Accumulated depreciation and amortization 1,919,187 1,772,899 Property and Equipment - Net $ 540,851 $ 486,029 Depreciation and amortization expense for the six months ended May 31, 1998 amounted to $146,288 and for the year ended November 30, 1997 amounted to $364,536. NOTE 6 - INTANGIBLE ASSETS Intangible assets consist of the following: May 31, November 30, 1998 1997 Goodwill $ 75,652 $ - Patents and trademarks 241,595 211,596 317,247 211,596 Less: Accumulated amortization 56,996 47,956 Intangible Assets - Net $ 260,251 $ 163,640 Amortization expense for the six months ended May 31, 1998 amounted to $9,040 and for the year ended November 30, 1997 amounted to $11,845. In March 1998, the Company acquired an 80% interest in the newly formed Fragrance Corporation of America, Ltd. (FCA). The Company recorded $75,652 of goodwill in connection with the transaction representing the cost over the fair market value of the assets acquired. FCA subsequently acquired certain assets (inventory and intangibles) from Shiara, Inc. Since the price paid by FCA to Shiara was only equal to the fair market value of the inventory obtained, no value was assigned to the intangibles as a result of the purchase. -9- CCA INDUSTRIES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 7 - 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 $889,090 is accordingly reflected in the balance sheet for the interim period. This deferral is the result of the Company's $5,000,000 media budget for the year which contemplates 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: 1998 1997 (In Millions) (In Millions) Media advertising budget for the fiscal year $5.00 $5.20 Pro-rata portion for six months $2.50 $2.60 Media advertising spent 3.03 3.03 Accrual (deferral) ($ .53) ($ .43) Anticipated Co-op advertising commitments $3.00 $3.00 Pro-rata portion for six months $1.50 $1.50 Co-op advertising spent 1.86 1.77 Accrual (deferral) ($ .36) ($ .27) NOTE 8 - 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: May 31, November 30, 1998 1997 (In 000's) (In 000's) a) Media advertising $1,474 $ 401 b) Coop advertising 676 375 c) Accrued returns 975 712 d) Bonuses * 286 e) Royalty payable * 269 $3,125 $2,043 -10- CCA INDUSTRIES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 8 - ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Continued) All other liabilities were for trade payables or individually did not exceed 5% of total current liabilities. * under 5% NOTE 9 - OTHER INCOME Other income consists of the following at May 31: 1998 1997 Interest income $173,734 $144,215 Dividend income 1,137 8,741 Miscellaneous 8,655 1,207 $183,526 $154,163 NOTE 10 - SHORT-TERM INVESTMENTS AND MARKETABLE SECURITIES Short-term investments and marketable securities, which consist of stock and various corporate and government obligations, are stated at market value. The Company has classified its investments as Available-for-Sale securities and considers as current assets those investments which will mature or are likely to be sold in the next fiscal year. The remaining investments are considered non-current assets. The cost and market values of the invest ments at May 31, 1998 and November 30, 1997 were as follows:
May 31, November 30, 1998 1997 Current: COST MARKET COST MARKET Corporate obligations $ 339,006 $ 342,000 $ 99,006 $ 99,448 Government obligations (including mortgage backed securities) 1,349,282 1,350,614 1,827,503 1,827,065 Total 1,688,288 1,692,614 1,926,509 1,926,513 Non-Current: Corporate obligations 1,366,571 1,369,344 741,893 744,921 Government obli- gations 792,653 790,465 1,135,023 1,129,254 Total 2,159,224 2,159,809 1,876,916 1,874,175 Total $3,847,512 $3,852,423 $3,803,425 $3,800,688
-11- CCA INDUSTRIES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 10 - SHORT-TERM INVESTMENTS AND MARKETABLE SECURITIES (CONTINUED) The market value at May 31, 1998 was $3,852,423 as compared to $3,800,688 at November 30, 1997. The cost and market values of the investments at May 31, 1998 were as follows:
COL. A COL. B COL. C COL.D COL.E Amount at Which Each Portfolio Number of Market Of Equity Security Units-Principal Value of Issues and Each Amount of Each Issue Other Security Name of Issuer and Maturity Interest Bonds and Cost of at Balance Issue Carried in Title of Each Issue Date Rate Notes Each Issue Sheet Date Balance Sheet CORPORATE OBLIGATIONS: GMAC 2/22/00 5.450 % $200,000 $ 199,226 $ 197,998 $ 197,998 Dreyfus Fund High Yield Strategies 240,000 240,000 242,000 242,000 GTE Southwest Deb 12/01/99 5.820% 100,000 99,851 99,654 99,654 AT&T 6/01/98 4.750% 100,000 99,006 100,000 100,000 Florida Power & Light 7/01/99 5.500% 300,000 295,776 298,800 298,800 Virginia Electric & Power 4/01/00 5.875% 250,000 246,117 249,890 249,890 GMAC Smartnotes 10/15/99 5.950% 200,000 200,000 199,612 199,612 Florida Power & Light 4/01/00 5.375% 200,000 199,850 198,234 198,234 T.V.A. - Callable 8/01/99 6.250% 125,000 125,751 125,156 125,156 1,705,577 1,711,344 1,711,344
-12- CCA INDUSTRIES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 10 - SHORT-TERM INVESTMENTS AND MARKETABLE SECURITIES (CONTINUED)
COL. A COL. B COL. C COL.D COL.E Amount at Which Each Portfolio Number of Market Of Equity Security Units-Principal Value of Issues and Each Amount of Each Issue Other Security Name of Issuer and Maturity Interest Bonds and Cost of at Balance Issue Carried in Title of Each Issue Date Rate Notes Each Issue Sheet Date Balance Sheet GOVERNMENT OBLIGATIONS: US Treasury Note 10/31/98 4.750% 100,000 $ 99,684 $ 99,688 $ 99,688 US Treasury Note 10/31/98 4.750 200,000 199,992 199,376 199,376 US Treasury Note 10/15/98 7.125 250,000 250,000 251,720 251,720 US Treasury Note 7/31/98 5.250 250,000 249,834 250,080 250,080 US Treasury Note 2/28/99 5.875 250,000 249,953 250,625 250,625 US Treasury Note 11/15/99 5.875 250,000 249,141 251,095 251,095 US Treasury Zero Coupon 8/15/99 5.920 148,000 136,038 138,601 138,601 US Treasury Note 2/15/99 5.000 100,000 99,869 99,625 99,625
-13- CCA INDUSTRIES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 10 - SHORT-TERM INVESTMENTS AND MARKETABLE SECURITIES (CONTINUED)
COL. A COL. B COL. C COL.D COL.E Amount at Which Each Portfolio Number of Market Of Equity Security Units-Principal Value of Issues and Each Amount of Each Issue Other Security Name of Issuer and Maturity Interest Bonds and Cost of at Balance Issue Carried in Title of Each Issue Date Rate Notes Each Issue Sheet Date Balance Sheet GOVERNMENT OBLIGATIONS: (Continued) Federal Nat. Mtg. Note 7/30/99 5.860% 100,000 $ 99,883 $ 100,142 $ 100,142 FHLMC 1628-N 12/15/2023 6.500 50,000 48,024 47,325 47,325 EE Bonds - 7.180 90,000 101,754 101,754 101,754 FNMA 93-G-26-B 8/25/2022 7.000 10,000 6,134 5,041 5,041 FNMA 93-224-D 11/25/2023 6.500 104,000 101,873 97,676 97,676 FNMA 92-2-N 1/25/2024 6.500 52,000 47,424 46,895 46,895 FHLMC 1702-U 3/24/2024 7.000 4,000 2,382 1,936 1,936 FNMA 11/10/98 5.050 200,000 199,950 199,500 199,500 2,141,935 2,141,079 2,141,079 $3,847,512 $3,852,423 $3,852,423
-14- CCA INDUSTRIES, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION (UNAUDITED) For the six month period ended May 31, 1998, the Company had net sales of $20,122,701 and net income of $1,180,799 after a provision for income taxes of $745,992 (net of consolidated subsidiary's deficiency of $14,283), as compared to net sales of $19,169,701 and net income of $1,016,713 after a provision for income taxes of $712,795 for the six month period ended May 31, 1997. Gross margins of 62% for the six months were down from the 63% of the prior year. Advertising, cooperative and promotional allowance expenditures decreased during the six month period from $4,511,451 to $4,108,340. Advertising expenditures were 20% of sales for the six months ended May 31, 1998 as compared with 23.5% for the period ended May 31, 1997. As part of the registrant's business it is necessary to enter into co-operative advertising agreements and other promotional activities with its accounts, especially upon the introduction of a new product. Both co-op advertising and promotions have a material effect on the Company's operations. If the advertising and promotions are successful, revenues will be increased accordingly. Should the co-op and promotions not be successful, it will have a negative impact on the Company's promotional cost per sale, and have a negative effect on income. The Company attempts to anticipate its advertising and promotional commitments as a percent of gross sales in order to attempt to control its effect on its net income. 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 $889,000 is accordingly reflected in the balance sheet for the interim period, as compared to $697,000 at May 31, 1997. This deferral is the result of the Company's $5 million media budget for the year which contemplates 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 lower expenditures in the 3rd and 4th quarters. Specifically, the Company spent approximately $3.03 million in the first six months on media advertising and, therefore, expensed $2.5 million and deferred $.53 million as of May 31, 1998. Similarly, as of May 31, 1998 the Company's co-op advertising commitments for the year ended November 30, 1997 totaled approximately $3 million of which approximately $1.86 million was spent in the first six months resulting in an expense of $1.5 million and a deferral of approximately $.36 million as of May 31, 1998. The provision for doubtful accounts increased due to reserve necessary on the increase in accounts receivable. Comparatively as of May 31, 1997, the Company had anticipated media advertising expense in fiscal year 1997 of $5.2 million and spent approximately $3.03 million in the first six months resulting in a deferral of approximately $.43 million ($3.03MM-$2.6MM). The anticipated Co-op commitments as of May 31, 1997 were $3 million for the year of which $1.77 million were spent for the six months resulting in a $.27 million deferral ($1.77MM-$1.5MM). Selling, general and administrative expenses ("SG&A") increased compared to the prior year. The increase to 30.5% from 29.5% was due mostly to salary increases and the "SG&A" expense incurred by the Company's newly formed subsidiary relative to its initial two months' disproportionate sales volume. -15- CCA INDUSTRIES, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION (UNAUDITED) For the three month period ended May 31, 1998, net sales were $10,770,270 as compared to $10,552,412 for May 31, 1997. Income for the quarter before taxes increased to $804,844 from $706,712. Gross margins of 62% for the three months ended May 31, 1998 were down from 63% in 1997. Advertising, cooperative and promotional allowance expense during the quarter decreased to $1,947,555 from $2,341,726. Advertising expenses were 18% of sales for the quarter in 1998 as compared to 22% in 1997. Selling, general and administrative expenses were approximately 30.5% in the current quarter as compared to 27.5% in 1997. Research and development expense was down for the three month and six month periods due to the Company's shift from outsourcing its research and develop- ment to using in-house personnel more. Interest expense was down for the three month and six month periods due to the reduction of the Company's long-term debt. All of the Company's sales were primarily to drugstore chains, food chains and mass merchandisers throughout the United States. The Company's financial position as at May 31, 1998 consists of current assets of $20,168,335 and current liabilities of $8,120,525. During the six month period ended May 31, 1998, shareholders' equity increased from $14,084,522 at November 30, 1997 to $15,272,969 at May 31, 1998. This was due primarily to the net income generated for the period. During the six months, the Company used $2.23 million in operations, generated $697,000 from new borrowings, and used approximately $347,000 to purchase fixed assets and additional marketable securities. These factors resulted in a net decrease in the Company's cash of about $1,880,000. The Company believes that its current financial condition is sufficient to support its proposed operations for the near future. -16- CCA INDUSTRIES, INC. PART II OTHER INFORMATION All information pertaining to Part II is omitted pursuant to the instructions pertaining to that part. The Form 8K filed on April 16, 1998 is incorporated by reference. -17- PART II, ITEM 6. (Continued) EXHIBIT 11 CCA INDUSTRIES, INC. AND SUBSIDIARIES COMPUTATION OF EARNINGS PER SHARE (UNAUDITED) Three Months Ended Six Months Ended May 31, May 31, 1998 1997 1998 1997 (Restated) (Restated) (Restated) (Restated) Item 6. Weighted average shares outstanding - Basic 7,259,581 7,206,051 7,242,323 7,215,628 Net effect of dilutive stock options--based on the treasury stock method using average market price 930,907 939,309 826,929 877,283 Weighted average shares outstanding - Diluted 8,190,488 8,145,360 8,069,252 8,092,911 Net income $ 804,844 $ 706,712$1,180,799 $1,016,713 Per share amount Basic $.11 $.10 $.16 $.14 Diluted $.10 $.09 $.15 $.13 -18- SIGNATURES 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. CCA INDUSTRIES, INC. By: David Edell, President By: Ira W. Berman, Secretary -19-