SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10Q QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR QUARTER ENDED DECEMBER 31, 1996 COMMISSION FILE NO. 0-3415 STV GROUP, INCORPORATED (Exact name of registrant as specified in its charter) Pennsylvania 23-1698231 (State or other jurisdiction of (I.R.S. Employer Identification) incorporation or organization) 205 West Welsh Drive, Douglassville, Pennsylvania 19518 (Address of principal executive offices) (Zip Code) (610) 385-8200 (Registrant's telephone number, including area code) Securities registered pursuant to Section 12(g) of the Act: Common Stock $1.00 par value (Title of class) As of December 31, 1996, there were 1,821,246 shares of common stock of the registrant outstanding. 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 twelve 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 PART I - FINANCIAL INFORMATION Item 1. Financial Statements STV GROUP, INC., AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEETS UNAUDITED December 31, 1996 September 30, 1996 ASSETS Current Assets Cash ($84,000) $28,000 Accounts Receivable 20,589,000 20,504,000 Costs and Estimated Profits of Uncompleted Contracts in Excess of Related Billings 15,266,000 14,290,000 Deferred tax benefit 180,000 180,000 Other Current Assets 1,641,000 1,577,000 --------- --------- Total Current Assets 37,592,000 36,579,000 Property and Equipment 12,556,000 12,301,000 Less Accumulated Depreciation 11,185,000 10,987,000 ---------- ---------- Net Property and Equipment 1,371,000 1,314,000 Deferred Tax Benefit 1,369,000 1,369,000 Other Assets 698,000 733,000 ------- ------- TOTAL $41,030,000 $39,995,000 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities Notes and Accounts Payable $17,125,000 $16,051,000 Accrued Wages and Expenses 6,901,000 7,489,000 Billings on Uncompleted Contracts in Excess of Related Costs 4,766,000 4,318,000 --------- --------- Total Current Liabilities 28,792,000 27,858,000 Long-Term Debt 1,738,000 1,795,000 Stockholders' Equity Preferred Stock 0 0 Common Stock 1,921,000 1,921,000 Capital Surplus 3,003,000 3,003,000 Retained Earnings 5,972,000 5,814,000 --------- --------- Total 10,896,000 10,738,000 Less: Treasury Stock 271,000 271,000 Loans Receivable from Officers 125,000 125,000 ------- ------- Total Stockholders' Equity 10,500,000 10,342,000 TOTAL $41,030,000 $39,995,000 =========== =========== STV GROUP, INC., AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS UNAUDITED THREE MONTHS ENDED December 31 1996 1995 Operating Activities Net Income $158,000 $103,000 Adjustments to reconcile net income to net cash provided by operating activities Depreciation and Amortization 218,000 291,000 Other 0 (129,000) Changes in Operating assets and liabilities Accounts Receivable (86,000) (1,972,000) Costs of uncompleted contracts in excess of billings and prepaid expenses (1,039,000) 959,000 Accounts Payable and accrued expenses (1,816,000) 621,000 Billing in excess of related costs 448,000 692,000 Current Income Taxes 89,000 110,000 ------ ------- Net Cash provided by operating activities ($2,028,000) $675,000 Investing Activities Purchase of Property and Equipment (255,000) (30,000) Purchase of Software (3,000) (1,000) Decrease (Increase) in other assets 17,000 (23,000) ------ ------- Net Cash provided (used) by investing activities ($241,000) ($54,000) Financing Activities Proceeds from line of credit and long term borrowings 24,260,000 19,150,000 Principal payments on line of credit and long term borrowings (22,103,000) (20,252,000) ----------- ----------- Net Cash (used) provided by financing activities $2,157,000 ($1,102,000) Increase (decrease) in cash and equivalents (112,000) (481,000) Cash and equivalents at beginning of year 28,000 668,000 ------ ------- Cash and equivalents at end of period ($84,000) $187,000 ======== ======== STV GROUP, INC., AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME UNAUDITED THREE MONTHS ENDED December 31 1996 1995 Revenue Total Revenue $22,736,000 $22,983,000 Less Subcontract and Procurement Costs 4,613,000 4,979,000 --------- --------- Operating Revenue $18,123,000 $18,004,000 Costs and Expenses Costs of Services and Sales 16,205,000 16,121,000 General and Administrative 1,249,000 1,205,000 Interest in Joint Venture 0 (4,000) Interest 327,000 428,000 ------- ------- Total Costs and Expenses 17,781,000 17,750,000 Income Before Income Taxes 342,000 254,000 Income Taxes 184,000 151,000 ------- ------- Net Income $158,000 $103,000 ======== ======== Earnings per share: $0.08 $0.06 Weighted Average Common Shares and Equivalents 1,898,705 1,865,182 Notes to Consolidated Condensed Financial Statement December 31, 1996 1 - BASIS OF PRESENTATION The accompanying unaudited consolidated condensed financial statements have been prepared in accordance with the instruction to Form 10-Q and therefore do not include all information and footnotes necessary for a fair presentation of financial position, results of operations, and cash flows in conformity with generally accepted accounting principles. It should be understood that the foregoing interim results are not necessarily indicative of the results of operations for the full fiscal year ending September 30, 1997 due in part to increased reliance on estimates at interim dates. Item 2. Management Discussion and Analysis of the Results of Operation Total revenues for the quarter ended December 31, 1996 (first quarter of fiscal 1997) decreased 1.1% as compared to the first quarter of fiscal 1996 and increased 0.7% as compared to the previous quarter. Operating revenues (total revenues excluding pass through costs) for the first quarter of fiscal 1997 increased 0.7% as compared to the first quarter of fiscal 1996 and increased 3.9% as compared to the previous quarter. The increase in operating revenues reflects an increase in the demand for transportation engineering. Pass-through costs, expressed as a percentage of total revenues decreased to 20.3% as compared to 21.7% in the first quarter of fiscal 1996 and 22.8% in the previous quarter. Pass-through costs will vary depending on the need for specialty subconsultants and governmental subcontract requirements. Cost of services, expressed as a percentage of operating revenues, remained constant at 89.5% for the first quarter of fiscal 1997 from the first quarter of fiscal 1996 and increased from 88.6% in the fourth quarter of fiscal 1996. The increase in the percentage from the fourth quarter of fiscal 1996 to the first quarter of fiscal 1997 was due mainly to an increase in salary related expenses and other indirect expenses as a component of revenue. General and administrative expense, expressed as a percentage of operating revenues, increased slightly to 6.9% in the first quarter of fiscal 1997 from 6.7% in the first quarter of fiscal 1996 but was comparable to 6.9% in the previous quarter. Interest, expressed as a percentage of operating revenues, decreased to 1.8% for the first quarter of fiscal 1997 from 2.4% of the first quarter of fiscal 1996 and 2% from the previous quarter. As a dollar amount, interest decreased $101,000 in the first quarter of fiscal 1997 compared to the first quarter of fiscal 1996 due primarily to a decrease in borrowing and also lower interest rates. Income tax expense for the first quarter of fiscal 1997 was 53.8% of pre-tax income compared to 59.4% in the first quarter of fiscal 1996. The decrease is due to lower non-deductible expenses as a percentage of a higher first quarter pre-tax income. Earnings per common share for the first quarter of fiscal 1997 were 8 cents based on 1,898,705 shares outstanding which increased from 6 cents for the first quarter of fiscal 1996 based on 1,865,182 shares outstanding primarily due to lower interest costs. Financial Condition Working capital increased to $8,800,000 from $8,721,000 in the previous quarter. Capital resources available to the Company included an existing line of credit for working capital. The current limit is a maximum of $16.5 million based on accounts receivable and work-in-progress of which approximately $3.4 million is currently available. The Company is in discussions with its lender which may reduce its line of credit. The Company believes that it and the lender will maintain a line of credit adequate to meet the current and future financial needs of the Company. The Company is planning to continue its program of purchasing computer-assisted design and drafting equipment as well as a new project management and accounting system. The Company's backlog is approximately $125 million. 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. STV GROUP, INCORPORATED (Registrant) February 14, 1997 By: /s/ Michael Haratunian - --------------------- ---------------------- Date Michael Haratunian Chairman, Chief Executive Officer February 14, 1997 By: /s/ Peter W. Knipe - --------------------- ------------------- Date Peter W. Knipe Secretary/Treasurer