FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended February 29, 1996 Commission File Number 0-14449 BeautiControl Cosmetics, Inc. (Exact name of registrant as specified in its charter) Delaware 75-2036343 (State or other jurisdiction of (I.R.S. Employer Identification incorporation or organization) number) 2121 Midway, Carrollton, TX 75006 (Address including zip code of principal executive offices) 214/458-0601 (Registrant's telephone number including area code) Indicated below is the number of shares outstanding of each class of the registrant's common stock, as of April 8, 1996. Title of Each Class of Common Stock Number of Shares Outstanding Common Stock, $0.10 par value 5,871,706 shares 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 1 PART 1. FINANCIAL INFORMATION Item 1. Financial Statement Index to BeautiControl Cosmetics, Inc. Consolidated Financial Statement Page Balance Sheet 3-4 Statements of Income 5 Statements of Cash Flows 6 Notes to Financial Statements 7-8 2 BEAUTICONTROL COSMETICS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (UNAUDITED) ASSETS February 29, November 30, 1996 1995 CURRENT ASSETS Cash and cash equivalents $1,020,424 $855,856 Short-term investments 602,371 844,680 Accounts receivable-net of allowance for doubtful accounts of $344,200 and $324,500 at February 29, 1996 and November 30, 1995, respectively 405,457 358,671 Inventories Raw materials 4,764,199 4,932,131 Finished goods 4,921,862 4,547,889 9,686,061 9,480,020 Deferred income taxes 1,139,682 1,139,682 Other current assets 667,046 1,008,341 Total current assets 13,521,041 13,687,250 PROPERTY AND EQUIPMENT, AT COST 20,706,695 20,521,226 LESS ACCUMULATED DEPRECIATION AND AMORTIZATION 10,919,276 10,471,727 9,787,419 10,049,499 OTHER ASSETS Cost in excess of net tangible assets, acquired, net of amortization of $733,600 and $707,800 at February 29, 1996 and November 30, 1995, respectively 2,145,458 2,129,074 Investments in bonds (at cost) 3,052,610 3,058,593 Other, net of amortization of $483,600 and $474,100 at February 29, 1996 and November 30, 1995, respectively 422,600 429,289 Total assets $28,929,128 $29,353,705 <FN> The accompanying notes are an integral part of these statements. 3 BEAUTICONTROL COSMETICS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS UNAUDITED) LIABILITIES AND STOCKHOLDERS' EQUITY February 29, November30, 1996 1995 CURRENT LIABILITIES Short-term borrowings $2,100,000 $1,400,000 Accounts payable - trade 3,193,974 2,842,701 Sales tax payable 807,627 906,013 Accrued commissions and awards 1,531,064 1,762,683 Accrued compensation 617,668 573,722 Accrued liabilities 1,820,260 1,878,673 Deferred income 923,377 1,593,951 Income taxes payable 575,169 772,222 Total current liabilities 11,569,139 11,729,965 DEFERRED INCOME TAXES 298,366 298,366 STOCKHOLDERS' EQUITY Preferred stock Authorized - 1,000,000 shares, $.10 par value Issued and outstanding - none Common stock Authorized - 20,000,000 shares, $.10 par value Issued - 9,482,086 and 9,478,986 shares at February 29, 1996 and November 30, 1995, respectively 948,209 947,899 Capital in excess of par value 12,532,241 12,522,145 Unrealized losses on investment, net of taxes (52,800) (52,800) Retained earnings 33,669,214 33,625,163 47,096,864 47,042,407 Less cost of 3,610,800 and 3,578,000 common shares held in treasury at February 29, 1996 and November 30, 1995 30,035,241 29,717,033 17,061,623 17,325,374 Total liabilities and stockholders' equity $28,929,128 $29,353,705 <FN> The accompanying notes are an integral part of these statements. 4 BEAUTICONTROL COSMETICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (Unaudited) Three Months Ended February 29, February 28, 1996 1995 Sales $16,304,786 $18,283,178 Cost of goods sold 3,702,010 4,219,805 Gross profit 12,602,776 14,063,373 Selling expenses 7,126,828 7,558,086 General and administrative expenses 4,415,329 3,949,719 11,542,157 11,507,805 Income from operations 1,060,619 2,555,568 Other income and expenses Interest income 41,203 80,726 Other, net 70,857 50,325 112,060 131,051 Income before income taxes 1,172,679 2,686,619 Income taxes 505,177 954,957 Net income $667,502 $1,731,662 Net income per common and common equivalent share $ .11 $.25 Weighted average common and common equivalent shares 6,067,373 7,008,755 <FN> The accompanying notes are an integral part of these statements. 5 BEAUTICONTROL COSMETICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS Increase (Decrease) in Cash and Cash Equivalents (Unaudited) Three Months Ended February 29, February 28, 1996 1995 Net cash provided by (used in) operating activities $1,078,977 $(840,776) Cash flows from investing activities: Proceeds from sale of investments 240,000 2,203,000 Purchase of property and equipment (185,470) (194,058) Purchase of investments - (976,972) Purchase of other assets (44,384) (28,142) Net cash provided by (used in) investing activities 10,146 1,003,828 Cash flows from financing activities: Proceeds from issuance of common stock 10,406 52 Purchase of common stock for treasury (318,208) (234,375) Dividends paid (616,753) (697,615) Net cash provided by (used in) financing activities (924,555) (931,938) Net increase (decrease) in cash and cash equivalents 164,568 (768,886) Cash and cash equivalents at the beginning of the period 855,856 3,275,303 Cash and cash equivalents at the end of the period $1,020,424 $2,506,417 <FN> The accompanying notes are an integral part of these statements. 6 BEAUTICONTROL COSMETICS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS QUARTERS ENDED FEBRUARY 29, 1996 AND FEBRUARY 28, 1995 Note 1 - Basis of Presentation In the opinion of the Company, the accompanying consolidated financial statements contain all adjustments, consisting of only normal recurring adjustments, necessary to present fairly the financial position as of February 29, 1996 and November 30, 1995 and the results of operations and cash flows for the three months ended February 29, 1996 and February 28, 1995. The results for the three months ended February 29, 1996 are not necessarily indicative of the results for the year. While the Company believes that the disclosures presented are adequate to make the information not misleading, it is suggested that these financial statements be read in conjunction with the consolidated financial statements and notes included in the Company's annual report on Form 10-K for the year ended November 30, 1995. Item 2. Management's Discussion and Analysis of Results of Operations and Financial Condition Results of Operation Quarters Ended February 29, 1996 and February 28, 1995. Net sales decreased 11% from $18,283,000 in 1995 to $16,305,000 in 1996. The first quarter of 1995 was a strong quarter for the Company with several successful new product introductions including three extension products to the Regeneration line. In 1996 the Company instead chose to focus its attention on several new programs and promotions being offered for its Consultants later in the year including a new method of entry and training, a hostess program and a more lucrative career plan. A recruiting promotion is also planned for the second quarter to help build a strong Consutlant base for the future. Additionally, the Company continued to target expansions in both the Hispanic and African- American markets. Once these programs are in place, the Company believes these investments will result in sales and recruiting growth in the latter part of the year. Cost of goods sold as a percent of sales decreased slightly from 23.1% in 1995 to 22.7% in 1996 due to a lower number of recruits and thus a decrease in sales of low margin demonstration kits in the first quarter of 1996. Selling, general and administrative expenses as a percent of sales increased from 62.9% in 1995 to 70.8% in 1996 due primarily to the decline in sales and to the investments in the development of new programs and market expansions as discussed above. Other income and expenses decreased $19,000 from $131,000 in 1995 to $112,000 in 1996 due to a decrease in investable cash and thus lower interest income. Net income decreased from $1,732,000 in 1995 to $668,000 in 1996 as a result of the lower sales volume coupled with the investments the Company made in future programs. 7 Liquidity and Capital Resources The Company's primary source of liquidity is funds provided by operations. Management believes that these funds will be sufficient to meet present and foreseeable capital needs. The Company s cash position increased by $164,000 from $856,000 at November 30, 1995 to $1,020,000 at February 29, 1996 . Under a plan previously authorized by the Board of Directors, the Company can repurchase shares of its common stock in the open market when they are belived to be undervalued. In the first quarter of 1996, the Company repurchased 32,800 shares of common stock for $318,000. The Company has a $15,000,000 line of credit available to use primarily for share repurchase in the event that the Company believes its stock is undervalued and operating cash is needed for the business. The outstanding balance at February 29, 1996 was $2,100,000. 8 PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) Exhibits Index to Exhibits 11 BeautiControl Cosmetics, Inc. and Subsidiaries - Computation of Earnings per Common Share - filed herewith. (b) Reports on Form 8-K None SIGNATURES 9 Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant had duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. BeautiControl Cosmetics, Inc. (Registrant) Date: 4/10/96 /s/ RICHARD W. HEATH Richard W. Heath President, Chief Executive Officer Date: 4/10/96 /s/ M. DOUGLAS TUCKER M. Douglas Tucker Senior Vice President-Finance Principle Financial Officer 10