<PAGE> 1
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR QUARTER ENDED COMMISSION FILE NO.
AUGUST 31, 1995 0-13920
SYSTEMS TECHNOLOGY ASSOCIATES, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
FLORIDA 54-0802071
(STATE OR OTHER JURISDICTION OF (IRS EMPLOYER I.D. NO.)
INCORPORATION OR ORGANIZATION)
14 BRYANT COURT
STERLING, VIRGINIA 20166
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
(703) 471-8000
(REGISTRANT'S TELEPHONE NUMBER)
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 No X
------ -------
Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the latest practicable date: Common Stock, par value $.50
per share; 3,424,363 shares outstanding as of August 31, 1995.
1
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PART I - FINANCIAL INFORMATION SYSTEMS TECHNOLOGY ASSOCIATES, INC.
Balance Sheet
ITEM I. FINANCIAL STATEMENTS ASSETS
<TABLE>
<CAPTION>
Unaudited Unaudited
--------------- ---------------
AUGUST 31, May 31,
1995 1995
CURRENT ASSETS: --------------- ---------------
<S> <C> <C>
Cash 156,704 34,998
Accounts Receivable 45,903 132,220
Costs and Estimated Earings in Excess 162,309 167,422
of Billings on Uncompleted Contracts
Inventory 314,655 314,655
Prepaid Expenses and Miscellaneous 10,636 4,275
--------------- ---------------
Total Current Assets 690,206 653,570
Fixed assets - cost net of accum deprn 18,611 21,455
--------------- ---------------
TOTAL ASSETS 708,817 675,025
=============== ===============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Notes Payable - Bank 12,500 12,500
Notes Payable - Other 53,500 59,850
Accounts Payable - Trade 202,479 131,318
Payroll Taxes Payable 683 1,304
Accrued Expenses 84,266 106,770
--------------- ---------------
Total Current Liabilities 353,428 311,742
--------------- ---------------
LONG-TERM LIABILITIES:
Notes Payable - Bank 23,583 26,708
Notes Payable - Other 165,222 169,916
Accrued Expenses 26,992 35,992
Deferred Interest-Former Officer 43,250 43,250
Deferred Accounts Payable 60,505 60,505
--------------- ---------------
Total Long-term Liabilities 319,552 336,372
--------------- ---------------
Total Liabilities 672,980 648,114
--------------- ---------------
STOCKHOLDERS' EQUITY
Redeemable Preferred Stock, $50 Par Value 100,000 100,000
2,000 Shrs Authorized 2,000 Issued and
Outstanding ($200,000 Aggregate Liquidation Preference)
Common Stock, $.50 Par Value, 8,000,000 Shares 1,712,635 1,712,635
Authorized, 3,424,363 Shrs Issued and
3,424,363 Shares Outstanding
Capital in Excess of Par Value 2,330,161 2,330,161
Retained Deficit (4,106,909) (4,115,834)
Treasury Stock (50) (50)
--------------- ---------------
Total Stockholders' Equity 35,837 26,912
--------------- ---------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY 708,817 675,025
=============== ===============
</TABLE>
2
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SYSTEMS TECHNOLOGY ASSOCIATES, INC.
Statements of Operations
(Unaudited)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
--------------------------------------
AUGUST 31, AUGUST 31,
1995 1994
--------------- ---------------
<S> <C> <C>
Revenues:
Sales of product less sales discount 358,020 156,237
--------------- ---------------
Cost of sales 299,728 129,862
Research and Development expense 0 10,605
Selling, general & administrative expense 43,905 37,232
Interest expense 5,452 7,526
--------------- ---------------
349,085 185,225
Operating Income (Loss) 8,935 (28,988)
--------------- ---------------
Income(Loss) before provision for income taxes
and extraordinary item 8,935 (28,988)
Provision for income taxes (1,340) 0
--------------- ---------------
Net income(loss) before extraordinary item 7,595 (28,988)
Extraordinary Items:
Gain on Sale of Investments 0 18,750
Tax Benefit from Prior Year Net Operating Loss
Carryforward 1,340 0
--------------- ---------------
Net Income (Loss) 8,935 (10,238)
=============== ===============
Earning (Loss) per share (based upon the weighted
average number of shares outstanding in each years:
Income before extraordinary items $0.00 ($0.01)
Extraordinary items 0.00 0.01
--------------- ---------------
Net Income Per Share $0.00 $0.00
=============== ===============
Weighted average number of shares outstanding 3,424,363 3,424,363
=============== ===============
</TABLE>
3
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SYSTEMS TECHNOLOGY ASSOCIATES, INC.
Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
AUGUST 31, AUGUST 31,
1995 1994
--------------- ---------------
<S> <C> <C>
OPERATING ACTIVITIES:
- ---------------------------------------------------------------------------
Net Income (Loss) $8,935 ($28,988)
Adjustments to Reconcile Net Income (Loss) to Net Cash
Provided by (used in) Operating
Activities:
Depreciation and Amortization 2,119 1,610
Decrease (Increase) in Assets:
Accounts Receivable-Billed 86,317 14,993
Accounts Receivable-Unbilled 5,113 38,567
Inventory 0 (68,622)
Prepaid Expenses and Miscellaneous (6,361) (5,625)
Deposits 0 6,280
Increase (Decrease) in Liabilities:
Accounts Payable-Trade 71,161 670
Payroll Taxes Payable (621) (12,098)
Accrued Expenses (31,504) (2,399)
--------------- ---------------
Net Cash Provided by (Used in) operating
Activities $135,160 ($55,612)
--------------- ---------------
INVESTING ACTIVITIES:
- ---------------------------------------------------------------------------
Acquisition of Property and Equipment $0 ($9,714)
--------------- ---------------
Net Cash Used in Investing Activities $0 ($9,714)
--------------- ---------------
FINANCING ACTIVITIES:
- ---------------------------------------------------------------------------
Proceeds from Additional Borrowing $0.00 $10,000
Repayment of Notes Payable (14,179) (3,750)
Gain on Sale of Equipment/Investments 725 18,750
Net Increase in Long-Term Accrued Expenses 0 2,405
--------------- ---------------
Net Cash Provided by (Used in) Financing
Activities ($13,454) $27,405
--------------- ---------------
Net Increase (Decrease) in Cash 121,706 (37,921)
Cash-Beginning of Year 34,998 54,700
--------------- ---------------
Cash-Ending Balance $156,704 $16,779
=============== ===============
</TABLE>
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SYSTEMS TECHNOLOGY ASSOCIATES, INC.
NOTES TO FINANCIAL STATEMENTS
1. Inventories:
Inventories consist of the following:
<TABLE>
<CAPTION>
8/31/95 8/31/94
--------- --------
<S> <C> <C>
Raw Materials $ 264,929 $ 265,727
Work-In-Process -0- -0-
Sub-assembly 49,726 51,377
--------- ---------
Total: $ 314,655 $ 317,104
========== =========
</TABLE>
ITEM 2. MANAGEMENT'S DISCUSSION OF ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS.
RESULTS OF OPERATIONS
Sales for the three months ended August 31, 1995 totaled $358,020. This is the
largest quarterly sales since Fiscal Year 1991. However, the composition of
these sales differs dramatically from even just six months ago. Previously,
STA manufactured almost all of the products it sold. Now, however, over
two-thirds of the August quarter's sales were from STA acting as a distributor
only.
These products basically are identical to STA old product lines but are
more technically advanced and more price competitive. We believe that, while
not carrying the profit margins of STA's own product lines, these products
present probably the best opportunity in years for the company to achieve
sustainable sales growth. Sales of the old Coherent product line assumed last
year have been disappointing and will be only a marginal contributor to STA's
sales. This product line represents older technology and will see a further
decline in demand.
Operating Income of $8,935 for the quarter compare favorably to last year when
the Company incurred a loss of $28,988. Last year's quarter sales and earnings
were impacted by the decline in STA's old product lines and the startup effort
on the Coherent product line. What's more, this quarter's earnings are now
being added to a positive net worth verses previously, where they were only
going to reduce a deficit net worth.
LIQUIDITY AND CAPITAL RESOURCES
Liquidity continues to improve but from a weak position. Ongoing debt payments
make it imperative that the Company continue to operate profitably and with a
positive cash flow from operations. However, total liabilities are now $672,980
verses $1,250,000 in December 1991 and Net Worth is now a fragile but positive
$35,837 verses a negative $729,000 in December 1991. The Company is no longer
technically insolvent and can now take its place back among the living.
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PART II. OTHER INFORMATION
ITEM 6. Exhibits and Reports on Form 8-K
a) Reference is made to the Exhibit Index immediately
following the signature page of this report.
b) There were no Form 8-K's filed during this quarter.
c) An extension request was filed for the 10-K for the
fiscal year ended May 31, 1995.
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.
Date: 27 OCTOBER 1995 Systems Technology Associates, Inc.
------------------- -----------------------------------
(Registrant)
/s/ Terry A. Scott
-----------------------------------
Terry A. Scott
Chairman of the Board
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EXHIBIT INDEX
Exhibits
* 3(a) - Articles of Incorporation of Registrant
* 3(b) - By-Laws of Registrant
27 - Financial Data Schedule
*Incorporated by reference from exhibits to Registrants for
S-18 Registration Statement, Registration No. 2-94042W.
7
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAY-31-1995
<PERIOD-START> JUN-01-1995
<PERIOD-END> AUG-31-1995
<CASH> 156,704
<SECURITIES> 0
<RECEIVABLES> 208,212
<ALLOWANCES> 0
<INVENTORY> 314,655
<CURRENT-ASSETS> 690,206
<PP&E> 460,962
<DEPRECIATION> 442,351
<TOTAL-ASSETS> 708,817
<CURRENT-LIABILITIES> 353,428
<BONDS> 319,552
<COMMON> 1,712,635
0
100,000
<OTHER-SE> (1,776,798)
<TOTAL-LIABILITY-AND-EQUITY> 708,817
<SALES> 344,520
<TOTAL-REVENUES> 358,020
<CGS> 299,728
<TOTAL-COSTS> 349,085
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 5,452
<INCOME-PRETAX> 8,935
<INCOME-TAX> 1,340
<INCOME-CONTINUING> 7,595
<DISCONTINUED> 0
<EXTRAORDINARY> 1,340
<CHANGES> 0
<NET-INCOME> 8,935
<EPS-PRIMARY> .00
<EPS-DILUTED> .00
</TABLE>