Cedar Group reports financial results for the fiscal year ended Sept. 30, 1994.

MONTREAL, Quebec, Canada--(BUSINESS WIRE)--Jan 13, 1995--Cedar Group Inc. ("CEDAR") (NASDAQ/NMS:CGMV; VSE:CGM) today reported increased sales, net income and earnings per share for the fiscal year ended Sept. 30, 1994.

CEDAR reported sales for the year of $67,959,000 and earnings, before interest, taxes, depreciation and amortization, of $3,548,000 or 40 cents per share. Net income for the year before minority interest was $683,000 and net income was $416,000 or 5 cents per share as compared to a net loss of $470,000 or 14 cents per share for the previous year (table follows).

The year end results reflected the following adjustments. These figures are stated in U.S. dollars and reflect a substantial decrease in the value of the Canadian dollar during the reporting period.

First, CEDAR did not recognize $25,500,000 of revenue previously reported for the 1994 fiscal year. CEDAR was obligated to consolidate the financial results of Dominion Bridge Inc. ("DB") as of March 9, 1994 and not as Jan. 1, 1994, as previously presumed and reported by all the parties involved in the transaction, resulting in non-recognition of sales of $14,700,000. In addition, CEDAR has adopted a conservative approach due to the litigation CEDAR has commenced against Stelco and has not consolidated the financial results of Stelco Fasteners Ltd. to cover the period from July 4, 1994 to Sept. 30, 1994, resulting in non-recognition of sales of $10,800,000. The numbers for the fiscal year end 1994 also reflect an adjustment for the inclusion of taxes for the fourth quarter which did not exist in the comparable quarter of fiscal 1993.

The weighted average number of shares outstanding and equivalent climbed from 3,457,000 in 1993 to 6,344,551 at June 30, 1994 and to 8,912,000 for the year ended Sept. 30, 1994 due to a successful private placement completed during the year providing CEDAR with $24,089,000 of new capital.

The consolidated balance sheet demonstrates that CEDAR paid out all of its $5,030,500 short-term and long-term debts and has increased its cash position to $5,500,000 from $1,100,000 at Sept. 30, 1993. Furthermore, CEDAR's total assets less total liabilities amount to $43,317,000, representing $4.86 per share of book value at Sept. 30, 1994.

Subsequent to fiscal year end 1994, CEDAR acquired the 15% minority interest in DB and has purchased $6,419,000 of the $13,546,576 Series A preferred shares in DB.

The management of CEDAR reports that its principal subsidiary, DB, achieved a substantial turnaround in 1994. In 1993, under previous ownership, DB lost $11,293,000 on sales of $125,994,000. DB, for the seven months since the acquisition by CEDAR, realized a profit from operations of $860,000 on sales of $58,181,000, thus achieving an effective turnaround of $12,153,000 in operating income.

In 1994 DB increased its gross margin from a 1993 level a 2.2% to 10.3%. In addition, fixed overhead costs were reduced by $13.6 million since the date of acquisition. Consequently, with profitability achieved at a lower sales level, and, with significant productivity improvements, CEDAR's Dominion Bridge subsidiary achieved profitability in 1994, and management expects this trend in sales and earnings to continue into the current fiscal year. The company is in a strong position to capitalize on future sales growth."

According to Michel Marengere, Chairman and CEO, "DB's backlog of $85,000,000 at the date of this release reflects margins consistent with those achieved in 1994 and, combined with our strong balance sheet and cash position, we would target record sales for fiscal 1995 with improved profitability. We have positioned CEDAR to become a world-wide leader in the global rebuilding of infrastructure, a trend which is evident today throughout the world."

CEDAR GROUP INC. has its registered office in Conshohocken, Penn., and is an international engineering infrastructure, project management, aerospace and industrial metal transformation company with headquarters in Montreal, Canada. CEDAR GROUP's subsidiary, Dominion Bridge Inc., founded 115 years ago, has a long-term successful record in international development projects.

This news release is neither approved nor disapproved by the Vancouver Stock Exchange.

This news release has been duly signed by an officer of CDEAR GROUP INC.

                             CEDAR GROUP INC.
                  Consolidated Statements of Operations
                  Year Ended Septmeber 30, 1994 and 1993(a)
           (In thousands of U.S. dollars, except per share data)

                             1994           1993

Sales                        67,959        7,003
Cost of sales                57,071        4,587

Gross profit                 10,888        2,416

Selling, general &
 administrative              (8,107)      (2,488)
Other income                    767            0

Profit (loss) from
 operations (EBITDA)          3,548          (72)

EBITDA per common share
 and equivalent                0.40        (0.02)
Depreciatfion and
 amortization                (2,224)        (168)
Profit (loss) before
 interest and taxes (EBIT)    1,324         (240)
EBIT per common share and
 equivalent                     .15         (.07)
Interest expenses, net         (341)        (230)
Income taxes
 Current                        (70)           0
 Deferred                      (230)           0
Net income (loss) before
 minority interest              683         (470)
Minority interest              (267)           0

Net income (loss)               416         (470)

Weighted average
 number of common
 shares and equivalent    8,912,000    3,457,000

Net income (loss) per common
 share and equivalent (EPS)     .05          .14

(a) These figures are stated in U.S. dollars which thereby reflects
substantial decrease in the value of the Canadian dollar during the
reporting period.

CONTACT: Cedar Group Inc.

              Eric Boyd
              514/634-3551
                  or
              Strategic Growth International Inc.
              Stan Altschuler or Richard Cooper, 212/826-9622