SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------------
FINAL AMENDMENT
TO
SCHEDULE TO
ISSUER TENDER OFFER STATEMENT
UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE
SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 2)
CCA INDUSTRIES, INC.
(NAME OF ISSUER)
CCA INDUSTRIES, INC.
(NAME OF PERSON(S) FILING STATEMENT)
Common Stock, Par Value $0.01 per share
(Title of Class of Securities)
124867102
(CUSIP Number of Class of Securities)
Ira W. Berman
Executive Vice President, General Counsel and Secretary
CCA Industries, Inc.
200 Murray Hill Parkway
East Rutherford, NJ 07030
(201) 330-1400
Copies to:
Michael I. Stolzar, Esq.
Zissu Gumbinger & Stolzar LLP
950 Third Avenue
New York, New York 10022
(212) 371-3900
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications on Behalf of
Person(s) Filing Statement)
<PAGE>
CALCULATION OF FILING FEE
Transaction Valuation $2,500,000(a) Amount of Filing Fees:
$500.00(b)
(a) Calculated as the aggregate maximum purchase price to be paid for
2,500,000 shares in the offer based on its market value in accordance
with Section (a)(4) of Regulation 240.0-11(a), i.e. its last sales price
reported for June 1, 2000.
(b) Calculated as 1/50 of 1% of the Transaction Valuation.
[ X ] Check box if any part of the fee is offset as provided by Rule 0-11 (a)
(2) and identify the filing with which the offsetting fee was previously paid.
Identify the previous filing by registration statement number, or the Form or
Schedule and the date of its filing.
Amount Previously Paid: $500.00
Form or Registration No.: Schedule TO
Filing Party: CCA Industries, Inc.
Date Filed: June 7, 2000
[ ] Check the box if the filing relates solely to preliminary communications
made before the commencement of a tender offer.
Check the appropriate boxes below to designate any transactions to which the
statement relates:
[ ] third-party tender offer subject to Rule 14d-1.
[ X ] issuer tender offer subject to Rule 13e-4.
[ ] going-private transaction subject to Rule 13e-3.
[ ] amendment to Schedule 13D under Rule 13d-2.
[ ] Check the following box if the filing is a final amendment reporting the
results of the tender offer.
<PAGE>
CCA Industries, Inc.'s tender offer for up to 2,500,00 shares of its
Common Stock, for $2.00 subordinated debentures, terminated by its terms at
Midnight, July 31, 2000. 278,328 shares were tendered and accepted for
payment. (A press release, presenting that information, is attached as
Exhibit A .)
SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify that
the information set forth in this Final Amendment (No. 2) to Schedule TO,
originally filed June 7, 2000, is true, complete and correct.
Dated: August 1, 2000
CCA Industries, Inc.
By: s/______________________
Ira W. Berman, Secretary
<PAGE>
Company Contact:
Ira W. Berman
Chairman
800-524-2720
FOR IMMEDIATE RELEASE
CCA INDUSTRIES, INC. TERMINATES ITS TENDER OFFER
East Rutherford, NJ, August 1, 2000-CCA Industries, Inc. (NASDAQ:CCAM)
announced today that its issuer tender offer for shares of its Common Stock,
in exchange for $2.00 subordinated debentures, which closed at Midnight, July
31, 2000, resulted in the tender of 278,328 shares. As a result, CCA will be
issuing subordinated debentures, maturing July 31, 2005.
CCA Industries, Inc., manufacturer of health and beauty aids products, markets
approximately 175 products, each under individual brand names. The products
include, principally, "Plus+White" toothpaste and whiteners, "Sudden Change"
skin care products, "Nutra Nail" nail treatments, "Mega 16" diet aids, "Hair
Off" mittens and depilatories, "Bikini Zone" medicate creme and gel for the
bikini area, hair care products, "Solar Sense" sun care products, and "Cherry
Vanilla" and "Cloud Dance" fragrances.
<PAGE>
