##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, DC 20549
 
 FORM 10-Q
 (Mark One)
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934
 For the quarterly period ended March 31, 2011
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from ____________ to ___________
 Commission file number 000-01227
 Chicago Rivet & Machine Co.
  Illinois
    
    36-0904920(State or Other Jurisdiction
    
    (I.R.S. Employerof Incorporation or Organization)
    
    Identification No.)901 Frontenac Road, Naperville, Illinois
    
    60563(Address of Principal Executive Offices)
    
    (Zip Code)
  þ o
 Yes    o    No    o
  Large accelerated filer o
Accelerated filer o
Non-accelerated filer o(Do not check if a smaller reporting company)
Smaller reporting company þ Yes   o    No    þ




---



##### 



PagePART I.
    
    FINANCIAL INFORMATION (Unaudited)Condensed Consolidated Balance Sheets at March 31, 2011 and December 31, 2010
    
    
    2-3Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2011 and 2010
    
    
    4Condensed Consolidated Statements of Retained Earnings for the Three Months Ended March 31, 2011 and 2010
    
    
    5Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2011 and 2010
    
    
    6Notes to the Condensed Consolidated Financial Statements
    
    
    7-8Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    9-10Controls and Procedures
    
    
    11PART II.
    
    OTHER INFORMATION
    
    
    12-18EX-31.1EX-31.2EX-32.1EX-32.2
   1




---



##### Table of Contents



March 31,
    
    
    December 31,2011
    
    
    2010(Unaudited)AssetsCurrent Assets:Cash and cash equivalents
    
    $
    591,993
    
    
    $
    725,524Certificates of deposit
    
    
    5,828,000
    
    
    
    6,380,000Accounts receivable, net of allowance of $137,000 and $135,000, respectively
    
    
    5,052,930
    
    
    
    4,017,081Inventories, net
    
    
    4,800,527
    
    
    
    4,310,154Deferred income taxes
    
    
    388,191
    
    
    
    394,191Prepaid income taxes
    
    
    
    
    
    
    72,249Other current assets
    
    
    322,361
    
    
    
    280,768Total current assets
    
    
    16,984,002
    
    
    
    16,179,967Property, Plant and Equipment:Land and improvements
    
    
    1,250,875
    
    
    
    1,250,875Buildings and improvements
    
    
    6,424,597
    
    
    
    6,354,014Production equipment and other
    
    
    28,238,501
    
    
    
    28,019,68735,913,973
    
    
    
    35,624,576Less accumulated depreciation
    
    
    28,374,059
    
    
    
    28,145,698Net property, plant and equipment
    
    
    7,539,914
    
    
    
    7,478,878Total assets
    
    $
    24,523,916
    
    
    $
    23,658,845
   2




---



##### Table of Contents



March 31,
    
    
    December 31,2011
    
    
    2010(Unaudited)Liabilities and Shareholders EquityCurrent Liabilities:Accounts payable
    
    $
    1,561,861
    
    
    $
    748,781Accrued wages and salaries
    
    
    574,297
    
    
    
    405,604Other accrued expenses
    
    
    251,016
    
    
    
    312,123Unearned revenue and customer deposits
    
    
    65,017
    
    
    
    84,698Total current liabilities
    
    
    2,452,191
    
    
    
    1,551,206Deferred income taxes
    
    
    708,275
    
    
    
    745,275Total liabilities
    
    
    3,160,466
    
    
    
    2,296,481Commitments and contingencies (Note 4)
    
    
    
    
    
    
    Shareholders Equity:Preferred stock, no par value, 500,000 shares
authorized: none outstanding
    
    
    
    
    
    
    Common stock, $1.00 par value, 4,000,000 shares authorized:1,138,096 shares issued; 966,132 shares outstanding
    
    
    1,138,096
    
    
    
    1,138,096Additional paid-in capital
    
    
    447,134
    
    
    
    447,134Retained earnings
    
    
    23,700,318
    
    
    
    23,699,232Treasury stock, 171,964 shares at cost
    
    
    (3,922,098
    )
    
    
    (3,922,098
    )Total shareholders equity
    
    
    21,363,450
    
    
    
    21,362,364Total liabilities and shareholders equity
    
    $
    24,523,916
    
    
    $
    23,658,845
  3




---



##### Table of Contents



2011
    
    
    2010Net sales
    
    $
    7,814,368
    
    
    $
    6,761,393Cost of goods sold
    
    
    6,369,860
    
    
    
    5,495,530Gross profit
    
    
    1,444,508
    
    
    
    1,265,863Selling and administrative expenses
    
    
    1,283,015
    
    
    
    1,233,835Operating profit
    
    
    161,493
    
    
    
    32,028Other income:Interest income
    
    
    11,929
    
    
    
    13,241Other income
    
    
    3,600
    
    
    
    3,600Income before income taxes
    
    
    177,022
    
    
    
    48,869Provision for income taxes
    
    
    60,000
    
    
    
    15,000Net income
    
    $
    117,022
    
    
    $
    33,869Average common shares outstanding
    
    
    966,132
    
    
    
    966,132Per share data:Net income per share
    
    $
    0.12
    
    
    $
    0.04Cash dividends declared per share
    
    $
    0.12
    
    
    $
    0.10
  4




---



##### Table of Contents



2011
    
    
    2010Retained earnings at beginning of period
    
    $
    23,699,232
    
    
    $
    23,498,982Net income
    
    
    117,022
    
    
    
    33,869Cash dividends declared in the period;
$.12 per share in 2011 and $.10 per share in 2010
    
    
    (115,936
    )
    
    
    (96,613
    )Retained earnings at end of period
    
    $
    23,700,318
    
    
    $
    23,436,238
  5




---



##### Table of Contents



2011
    
    
    2010Cash flows from operating activities:Net income
    
    $
    117,022
    
    
    $
    33,869Adjustments to reconcile net income to net cash
used in operating activities:Depreciation
    
    
    243,244
    
    
    
    245,730Net gain on disposal of equipment
    
    
    (1,990
    )
    
    
    Deferred income taxes
    
    
    (31,000
    )
    
    
    (45,000
    )Changes in operating assets and liabilities:Accounts receivable, net
    
    
    (1,035,849
    )
    
    
    (420,752
    )Inventories, net
    
    
    (490,373
    )
    
    
    (614,883
    )Other current assets
    
    
    30,656
    
    
    
    6,198Accounts payable
    
    
    749,714
    
    
    
    354,022Accrued wages and salaries
    
    
    168,693
    
    
    
    276,436Other accrued expenses
    
    
    (61,107
    )
    
    
    (17,744
    )Unearned revenue and customer deposits
    
    
    (19,681
    )
    
    
    40,457Net cash used in operating activities
    
    
    (330,671
    )
    
    
    (141,667
    )Cash flows from investing activities:Capital expenditures
    
    
    (240,914
    )
    
    
    (37,656
    )Proceeds from the sale of equipment
    
    
    1,990
    
    
    
    Proceeds from certificates of deposit
    
    
    850,000
    
    
    
    2,450,000Purchases of certificates of deposit
    
    
    (298,000
    )
    
    
    (2,200,000
    )Net cash provided by investing activities
    
    
    313,076
    
    
    
    212,344Cash flows from financing activities:Cash dividends paid
    
    
    (115,936
    )
    
    
    (96,613
    )Net cash used in financing activities
    
    
    (115,936
    )
    
    
    (96,613
    )Net decrease in cash and cash equivalents
    
    
    (133,531
    )
    
    
    (25,936
    )Cash and cash equivalents at beginning of period
    
    
    725,524
    
    
    
    569,286Cash and cash equivalents at end of period
    
    $
    591,993
    
    
    $
    543,350Supplemental schedule of non-cash investing activities:Capital expenditures in accounts payable
    
    $
    63,366
    
    
    $
    
  6




---



##### Table of Contents



March 31, 2011
    
    
    December 31, 2010Raw material
    
    $
    1,964,906
    
    
    $
    1,821,397Work-in-process
    
    
    1,764,275
    
    
    
    1,363,637Finished goods
    
    
    1,558,946
    
    
    
    1,641,7205,288,127
    
    
    
    4,826,754Valuation reserves
    
    
    (487,600
    )
    
    
    (516,600
    )$
    4,800,527
    
    
    $
    4,310,154
 7




---



##### Table of Contents



AssemblyFastener
    
    
    Equipment
    
    
    Other
    
    
    ConsolidatedThree Months Ended March 31, 2011:Net sales
    
    $
    7,109,655
    
    
    $
    704,713
    
    
    
    
    
    
    $
    7,814,368Depreciation
    
    
    208,947
    
    
    
    15,877
    
    
    
    18,420
    
    
    
    243,244Segment profit
    
    
    564,166
    
    
    
    111,755
    
    
    
    
    
    
    
    675,921Selling and administrative expenses
    
    
    
    
    
    
    
    
    
    
    (510,828
    )
    
    
    (510,828
    )Interest income
    
    
    
    
    
    
    
    
    
    
    11,929
    
    
    
    11,929Income before income taxes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    177,022Capital expenditures
    
    
    235,301
    
    
    
    31,250
    
    
    
    37,729
    
    
    
    304,280Segment assets:Accounts receivable, net
    
    
    4,717,467
    
    
    
    335,463
    
    
    
    
    
    
    
    5,052,930Inventories, net
    
    
    3,955,201
    
    
    
    845,326
    
    
    
    
    
    
    
    4,800,527Property, plant and equipment, net
    
    
    5,726,679
    
    
    
    1,113,867
    
    
    
    699,368
    
    
    
    7,539,914Other assets
    
    
    
    
    
    
    
    
    
    
    7,130,545
    
    
    
    7,130,54524,523,916Three Months Ended March 31, 2010:Net sales
    
    $
    6,039,861
    
    
    $
    721,532
    
    
    
    
    
    
    $
    6,761,393Depreciation
    
    
    215,571
    
    
    
    14,199
    
    
    
    15,960
    
    
    
    245,730Segment profit
    
    
    416,620
    
    
    
    121,442
    
    
    
    
    
    
    
    538,062Selling and administrative expenses
    
    
    
    
    
    
    
    
    
    
    (502,434
    )
    
    
    (502,434
    )Interest income
    
    
    
    
    
    
    
    
    
    
    13,241
    
    
    
    13,241Income before income taxes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    48,869Capital expenditures
    
    
    37,656
    
    
    
    
    
    
    
    
    
    
    
    37,656Segment assets:Accounts receivable, net
    
    
    3,815,927
    
    
    
    418,488
    
    
    
    
    
    
    
    4,234,415Inventories, net
    
    
    3,331,706
    
    
    
    1,037,113
    
    
    
    
    
    
    
    4,368,819Property, plant and equipment, net
    
    
    5,946,584
    
    
    
    986,770
    
    
    
    665,047
    
    
    
    7,598,401Other assets
    
    
    
    
    
    
    
    
    
    
    7,975,863
    
    
    
    7,975,86324,177,498
  8




---



##### Table of Contents



9




---



##### Table of Contents



This discussion contains certain forward-looking statements which are inherently subject to risks
and uncertainties that may cause actual events to differ materially from those discussed herein.
Factors which may cause such differences in events include, those disclosed under Risk Factors in
our Annual Report on Form 10-K and in the other filings we make with the United States Securities
and Exchange Commission. These factors, include among other things: conditions in the domestic
automotive industry, upon which we rely for sales revenue, the intense competition in our markets,
the concentration of our sales to two major customers, the price and availability of raw materials,
labor relations issues, losses related to product liability, warranty and recall claims, costs
relating to environmental laws and regulations, the loss of the services of our key employees and
difficulties in achieving cost savings. Many of these factors are beyond our ability to control or
predict. Readers are cautioned not to place undue reliance on these forward-looking statements.
We undertake no obligation to publish revised forward-looking statements to reflect events or
circumstances after the date hereof or to reflect the occurrence of unanticipated events.
 10




---



##### Table of Contents



11




---



##### Table of Contents



31
    
    Rule 13a-14(a) or 15d-14(a) Certifications31.1
    
    Certification Pursuant to Rule 13a-14(a) or 15d-14(a), as Adopted
Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.31.2
    
    Certification Pursuant to Rule 13a-14(a) or 15d-14(a), as Adopted
Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.32
    
    Section 1350 Certifications32.1
    
    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.32.2
    
    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
 12




---



##### Table of Contents



CHICAGO RIVET & MACHINE CO.
(Registrant)Date:  May 9, 2011
    /s/ John A. MorrisseyJohn A. MorrisseyChairman of the Board of
Directors and Chief Executive Officer
(Principal Executive Officer)Date:  May 9, 2011
    /s/ Michael J. BourgMichael J. BourgPresident, Chief Operating
Officer and Treasurer
(Principal Financial Officer) 13




---



##### Table of Contents



ExhibitNumber
    
    
    
    Page31
    
    Rule 13a-14(a) or 15d-14(a) Certifications31.1
    
    Certification Pursuant to Rule 13a-14(a) or 15d-14(a), as
Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
    
    
    1531.2
    
    Certification Pursuant to Rule 13a-14(a) or 15d-14(a), as
Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
    
    
    1632
    
    Section 1350 Certifications32.1
    
    Certification Pursuant to 18 U.S.C. Section 1350, as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
    
    
    1732.2
    
    Certification Pursuant to 18 U.S.C. Section 1350, as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
    
    
    18
 14