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 MARCH 31, 1997 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 March 31, 1997, 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 March 31, 1997 September 30, 1996 ASSETS Current Assets Cash $455,000 $28,000 Accounts Receivable 18,270,000 20,504,000 Costs and Estimated Profits of Uncompleted Contracts in Excess of Related Billings 14,939,000 14,290,000 Deferred tax benefit 180,000 180,000 Other Current Assets 2,297,000 1,577,000 --------- --------- Total Current Assets 36,141,000 36,579,000 Property and Equipment 11,543,000 12,301,000 Less Accumulated Depreciation 10,171,000 10,987,000 ---------- ---------- Net Property and Equipment 1,372,000 1,314,000 Deferred Tax Benefit 1,369,000 1,369,000 Other Assets 943,000 733,000 ------- ------- TOTAL $39,825,000 $39,995,000 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities Notes and Accounts Payable $15,784,000 $16,051,000 Accrued Wages and Expenses 7,415,000 7,489,000 Billings on Uncompleted Contracts in Excess of Related Costs 4,145,000 4,318,000 --------- --------- Total Current Liabilities 27,344,000 27,858,000 Long-Term Debt 1,798,000 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 6,155,000 5,814,000 --------- --------- Total 11,079,000 10,738,000 Less: Treasury Stock 271,000 271,000 Loans Receivable from Officers 125,000 125,000 ------- ------- Total Stockholders' Equity 10,683,000 10,342,000 TOTAL $39,825,000 $39,995,000 =========== =========== STV GROUP, INC., AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS UNAUDITED SIX MONTHS ENDED March 31 1997 1996 Operating Activities Net Income $341,000 $174,000 Adjustments to reconcile net income to net cash provided by operating activities Depreciation and Amortization 452,000 549,000 Other 0 (151,000) Changes in Operating assets and liabilities Accounts Receivable 2,234,000 853,000 Costs of uncompleted contracts in excess of billings and prepaid expenses (1,369,000) (11,000) Accounts Payable and accrued expenses (513,000) 1,578,000 Billing in excess of related costs (173,000) 260,000 Current Income Taxes (274,000) 302,000 -------- ------- Net Cash provided by operating activities $698,000 $3,554,000 Investing Activities Purchase of Property and Equipment (468,000) (62,000) Purchase of Software (23,000) (1,000) Decrease (Increase) in other assets (230,000) 2,000 -------- ----- Net Cash provided (used) by investing activities ($721,000) ($61,000) Financing Activities Proceeds from line of credit and long term borrowings 46,760,000 40,350,000 Principal payments on line of credit and long term borrowings (46,310,000) (43,495,000) ----------- ----------- Net Cash (used) provided by financing activities $450,000 ($3,145,000) Increase (decrease) in cash and equivalents 427,000 348,000 Cash and equivalents at beginning of year 28,000 668,000 ------ ------- Cash and equivalents at end of period $455,000 $1,016,000 ======== ========== STV GROUP, INC., AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME UNAUDITED THREE MONTHS ENDED SIX MONTHS ENDED March 31 March 31 1997 1996 1997 1996 Revenue Total Revenue $22,311,000 $23,502,000 $45,047,000 $46,485,000 Less Subcontract and Procurement Costs 4,130,000 5,714,000 8,743,000 10,693,000 --------- --------- --------- ---------- Operating Revenue $18,181,000 $17,788,000 $36,304,000 $35,792,000 Costs and Expenses Costs of Services and Sales 16,089,000 16,007,000 32,294,000 32,128,000 General and Administrative 1,350,000 1,225,000 2,599,000 2,430,000 Interest in Joint Venture 0 (22,000) 0 (26,000) Interest 358,000 383,000 685,000 811,000 ------- ------- ------- ------- Total Costs and Expenses 17,797,000 17,593,000 35,578,000 35,343,000 Income Before Income Taxes 384,000 195,000 726,000 449,000 Income Taxes 201,000 124,000 385,000 275,000 ------- ------- ------- ------- Net Income $183,000 $71,000 $341,000 $174,000 ======== ======= ======== ======== Earnings per share: $0.10 $0.04 $0.18 $0.10 Weighted Average Common Shares and Equivalents 1,902,851 1,868,225 1,900,778 1,859,910 Notes to Consolidated Condensed Financial Statement March 31, 1997 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 March 31, 1997 (second quarter of fiscal 1997) decreased 5.1% as compared to the second quarter of fiscal 1996 and decreased 1.9% as compared to the previous quarter. Operating revenues (total revenues excluding pass through costs) for the second quarter of fiscal 1997 increased 2.2% as compared to the second quarter of fiscal 1996 and increased .3% 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 18.5% compared to 24.3% in the second quarter of fiscal 1996 and 20.3% in the previous quarter. Pass through costs will vary depending on the need for specialty subconsultants and governmental subcontract requirements. Costs of services, expressed as a percentage of operating revenues, decreased to 88.6% for the second quarter of fiscal 1997 from 90.0% for the second quarter of fiscal 1996 and 89.5% for the first quarter of fiscal 1997. The decreases in the percentage for both quarters is primarily due to a decrease in non-productive labor and labor related costs. General and administrative expense, expressed as a percentage of operating revenue, increased to 7.4% in the second quarter of fiscal 1997 from 6.9% in the second quarter of fiscal 1996 and the previous quarter. The increase is caused by higher travel and salary related expenses. Interest, expressed as a percentage of operating revenues, decreased slightly to 2.0% in the second quarter of fiscal 1997 compared to 2.2% in the second quarter of fiscal 1996 but increased from the 1.8% incurred in the previous quarter. The increase from the previous quarter was due to a higher average loan balance. Income tax expense for the second quarter of fiscal 1997 was 52.3% of pre-tax income compared to 63.6% of pre-tax income for the same period last year. The decrease is due to lower non-deductible expenses as a percentage of a higher second quarter pre-tax income. Earnings per common share, calculated using the Treasury Stock Method, for the second quarter of fiscal 1997 were 10 cents based on 1,902,851 shares outstanding compared to 4 cents in fiscal 1996 on 1,868,225 shares outstanding. During the second quarter, certain assets of the International Region were sold. However, this had an immaterial financial effect on the operations of the Company. The Company continues to have an active international presence through its subsidiary, STV International. Financial Condition Working capital decreased to $8,797,000 from $8,800,000 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 $4.6 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 $115 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) May 8, 1997 By: /s/ Michael Haratunian - --------------- ---------------------- Date Michael Haratunian Chairman, Chief Executive Officer May 8, 1997 By: /s/ Peter W. Knipe - --------------- ---------------------- Date Peter W. Knipe Secretary/Treasurer