##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, DC 20549
 FORM 10-Q
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended December 27, 2009
 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 No. 1-7604
 CROWN CRAFTS, INC.
  Delaware
    
    58-0678148(State or other jurisdiction of 
incorporation or organization)
    
    (I.R.S. Employer Identification No.)
 916 South Burnside Avenue, Gonzales, Louisiana 70737
 (225) 647-9100
 þ o
 o o
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-Accelerated filer o
    
    Smaller Reporting Company þ(Do not check if a smaller reporting company)
 o þ




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TABLE OF CONTENTS  PART I  FINANCIAL INFORMATIONITEM 1. FINANCIAL STATEMENTSCONDENSED CONSOLIDATED BALANCE SHEETSUNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOMEUNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWSNOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTSITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSITEM 4T. CONTROLS AND PROCEDURESPART II  OTHER INFORMATIONITEM 1. LEGAL PROCEEDINGSITEM 1A. RISK FACTORSITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDSITEM 3. DEFAULTS UPON SENIOR SECURITIESITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERSITEM 5. OTHER INFORMATIONITEM 6. EXHIBITSSIGNATUREIndex to ExhibitsExhibit 31.1Exhibit 31.2Exhibit 32.1Exhibit 32.2    Table of Contents  
  
 ITEM 1.
    
    FINANCIAL STATEMENTS
  
    December 27, 2009
    
    
    March 29, 2009(Unaudited)ASSETSCurrent assets:Cash and cash equivalents
    
    $
    920
    
    
    $
    15,249Accounts receivable (net of allowances of
$1,152 at December 27, 2009 and $1,581 at
March 29, 2009):Due from factor
    
    
    13,145
    
    
    
    17,341Other
    
    
    691
    
    
    
    1,613Inventories, net
    
    
    13,293
    
    
    
    11,751Prepaid expenses
    
    
    1,957
    
    
    
    1,070Temporary investments  restricted
    
    
    503
    
    
    
    Assets held for sale
    
    
    550
    
    
    
    550Deferred income taxes
    
    
    416
    
    
    
    921Total current assets
    
    
    31,475
    
    
    
    48,495Property, plant and equipment  at cost:Vehicles
    
    
    58
    
    
    
    44Land, buildings and improvements
    
    
    206
    
    
    
    205Machinery and equipment
    
    
    2,622
    
    
    
    2,476Furniture and fixtures
    
    
    779
    
    
    
    7653,665
    
    
    
    3,490Less accumulated depreciation
    
    
    3,067
    
    
    
    2,816Property, plant and equipment  net
    
    
    598
    
    
    
    674Other assets:Goodwill
    
    
    864
    
    
    
    Intangible assets, net
    
    
    6,755
    
    
    
    5,515Deferred income taxes
    
    
    1,963
    
    
    
    1,655Other
    
    
    106
    
    
    
    188Total other assets
    
    
    9,688
    
    
    
    7,358Total Assets
    
    $
    41,761
    
    
    $
    56,527LIABILITIES AND SHAREHOLDERS EQUITYCurrent liabilities:Accounts payable
    
    $
    8,397
    
    
    $
    6,118Accrued wages and benefits
    
    
    843
    
    
    
    894Accrued royalties
    
    
    1,564
    
    
    
    1,056Other accrued liabilities
    
    
    210
    
    
    
    813Current maturities of long-term debt
    
    
    3,861
    
    
    
    1,667Total current liabilities
    
    
    14,875
    
    
    
    10,548Non-current liabilities:Long-term debt
    
    
    1,784
    
    
    
    23,568Commitments and contingencies
    
    
    
    
    
    
    Shareholders equity:Preferred stock  $0.01 par value per share;
Authorized 1,000,000 shares; No shares issued
at December 27, 2009 and March 29, 2009
    
    
    
    
    
    
    Common stock  $0.01 par value per share;
Authorized 74,000,000 shares; Issued
10,288,940 shares at December 27, 2009 and
10,098,441 shares at March 29, 2009
    
    
    103
    
    
    
    101Additional paid-in capital
    
    
    40,754
    
    
    
    39,995Treasury stock  at cost  1,074,025 shares at
December 27, 2009 and 889,051 shares at March
29, 2009
    
    
    (3,580
    )
    
    
    (3,056
    )Accumulated deficit
    
    
    (12,175
    )
    
    
    (14,629
    )Total shareholders equity
    
    
    25,102
    
    
    
    22,411Total Liabilities and Shareholders Equity
    
    $
    41,761
    
    
    $
    56,527
 See notes to unaudited condensed consolidated financial statements.
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Three Months Ended
    
    
    Nine Months EndedDecember 27, 2009
    
    
    December 28, 2008
    
    
    December 27, 2009
    
    
    December 28, 2008Net sales
    
    $
    20,646
    
    
    $
    19,316
    
    
    $
    60,094
    
    
    $
    62,830Cost of products sold
    
    
    16,008
    
    
    
    15,519
    
    
    
    46,973
    
    
    
    49,940Gross profit
    
    
    4,638
    
    
    
    3,797
    
    
    
    13,121
    
    
    
    12,890Marketing and
administrative expenses
    
    
    2,746
    
    
    
    2,217
    
    
    
    8,625
    
    
    
    8,096Goodwill impairment charge
    
    
    
    
    
    
    9,000
    
    
    
    
    
    
    
    9,000Income (loss) from
operations
    
    
    1,892
    
    
    
    (7,420
    )
    
    
    4,496
    
    
    
    (4,206
    )Other income (expense):Interest and
amortization of debt
discount and expense
    
    
    (181
    )
    
    
    (265
    )
    
    
    (581
    )
    
    
    (900
    )Other  net
    
    
    9
    
    
    
    37
    
    
    
    (30
    )
    
    
    87Income (loss) before
income tax expense
    
    
    1,720
    
    
    
    (7,648
    )
    
    
    3,885
    
    
    
    (5,019
    )Income tax expense
    
    
    598
    
    
    
    526
    
    
    
    1,409
    
    
    
    1,532Income (loss) from
continuing operations
    
    
    1,122
    
    
    
    (8,174
    )
    
    
    2,476
    
    
    
    (6,551
    )Income (loss) from
discontinued operations 
net of income taxes
    
    
    (9
    )
    
    
    (4
    )
    
    
    (22
    )
    
    
    27Net income (loss)
    
    $
    1,113
    
    
    $
    (8,178
    )
    
    $
    2,454
    
    
    $
    (6,524
    )Weighted average shares
outstanding  basic
    
    
    9,167
    
    
    
    9,265
    
    
    
    9,186
    
    
    
    9,353Weighted average shares
outstanding  diluted
    
    
    9,271
    
    
    
    9,265
    
    
    
    9,287
    
    
    
    9,353Basic earnings (loss) per
share:Income (loss) from
continuing operations
    
    $
    0.12
    
    
    $
    (0.88
    )
    
    $
    0.27
    
    
    $
    (0.70
    )Income (loss) from
discontinued operations
 net of income taxes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total basic
earnings (loss) per
share
    
    $
    0.12
    
    
    $
    (0.88
    )
    
    $
    0.27
    
    
    $
    (0.70
    )Diluted earnings (loss)
per share:Income (loss) from
continuing operations
    
    $
    0.12
    
    
    $
    (0.88
    )
    
    $
    0.26
    
    
    $
    (0.70
    )Income (loss) from
discontinued operations
 net of income taxes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total diluted
earnings (loss) per
share
    
    $
    0.12
    
    
    $
    (0.88
    )
    
    $
    0.26
    
    
    $
    (0.70
    )
 See notes to unaudited condensed consolidated financial statements.
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Nine Months EndedDecember 27, 2009
    
    
    December 28, 2008Operating activities:Net income (loss)
    
    $
    2,454
    
    
    $
    (6,524
    )Adjustments to reconcile net income to net cash
provided by operating activities:Depreciation of property, plant and equipment
    
    
    220
    
    
    
    225Amortization of intangibles
    
    
    1,265
    
    
    
    1,311Goodwill impairment charge
    
    
    
    
    
    
    9,000Deferred income taxes
    
    
    176
    
    
    
    (288
    )Gain on sale of property, plant and equipment
    
    
    
    
    
    
    (65
    )Discount accretion
    
    
    195
    
    
    
    182Stock-based compensation
    
    
    617
    
    
    
    542Changes in assets and liabilities:Accounts receivable
    
    
    5,955
    
    
    
    3,861Inventories, net
    
    
    (994
    )
    
    
    (952
    )Prepaid expenses
    
    
    (835
    )
    
    
    (83
    )Temporary investments  restricted
    
    
    (3
    )
    
    
    Other assets
    
    
    47
    
    
    
    (84
    )Accounts payable
    
    
    1,930
    
    
    
    1,165Accrued liabilities
    
    
    (146
    )
    
    
    846Net cash provided by operating activities
    
    
    10,881
    
    
    
    9,136Investing activities:Capital expenditures
    
    
    (132
    )
    
    
    (158
    )Purchase of temporary investments
    
    
    (500
    )
    
    
    Proceeds from disposition of assets
    
    
    
    
    
    
    86Payment to acquire the assets of Neat Solutions, Inc., net of liabilities assumed
    
    
    (4,434
    )
    
    
    Net cash used in investing activities
    
    
    (5,066
    )
    
    
    (72
    )Financing activities:Payments on long-term debt
    
    
    (1,667
    )
    
    
    (1,879
    )Repayments under revolving line of credit, net
    
    
    (18,118
    )
    
    
    (1,935
    )Purchase of treasury stock
    
    
    (524
    )
    
    
    (985
    )Issuance of common stock
    
    
    165
    
    
    
    19Net cash used in financing activities
    
    
    (20,144
    )
    
    
    (4,780
    )Net (decrease) increase in cash and cash equivalents
    
    
    (14,329
    )
    
    
    4,284Cash and cash equivalents at beginning of period
    
    
    15,249
    
    
    
    7,930Cash and cash equivalents at end of period
    
    $
    920
    
    
    $
    12,214Supplemental cash flow information:Income taxes paid
    
    $
    1,943
    
    
    $
    1,218Interest paid
    
    
    384
    
    
    
    626Noncash investing activity:Adjustment to purchase price of Springs Baby Products from resolution of pre-acquisition contingency
    
    
    
    
    
    
    (58
    )
 See notes to unaudited condensed consolidated financial statements.
  3




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Note 1  Summary of Significant Accounting Policies
 Basis of Presentation: FASB Accounting Standards Codification )
 Use of Estimates:
 Cash and Cash Equivalents:
 Financial Instruments:
 
    
    Cash and cash equivalents, accounts receivable and accounts payable  For those
short-term instruments, the carrying value is a reasonable estimate of fair value.
    
    Long-term debt  The carrying value of the Companys long-term debt approximates
fair value because interest rates under the Companys borrowings are variable, based on
prevailing market rates.
 Provisions for Income Taxes:
   4




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Segment and Related Information:
 Revenue Recognition:
 Allowances Against Accounts Receivable
    Depreciation and Amortization:
 Valuation of Long-lived and Identifiable Intangible Assets:
 Royalty Payments:
 Earnings Per Share: Earnings per Share
  5




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##### Table of Contents



Three-Months Ended
    
    
    Nine-Months EndedDecember 27, 2009
    
    
    December 28, 2008
    
    
    December 27, 2009
    
    
    December 28, 2008(Amounts in thousands, except per share data)Income (loss) from continuing operations
    
    $
    1,122
    
    
    $
    (8,174
    )
    
    $
    2,476
    
    
    $
    (6,551
    )Income (loss) from discontinued operations
    
    
    (9
    )
    
    
    (4
    )
    
    
    (22
    )
    
    
    27Net income (loss)
    
    $
    1,113
    
    
    $
    (8,178
    )
    
    $
    2,454
    
    
    $
    (6,524
    )Weighted average number of common shares outstandingBasic
    
    
    9,167
    
    
    
    9,265
    
    
    
    9,186
    
    
    
    9,353Effect of dilutive securities
    
    
    104
    
    
    
    
    
    
    
    101
    
    
    
    Diluted
    
    
    9,271
    
    
    
    9,265
    
    
    
    9,287
    
    
    
    9,353Basic earnings (loss) per common shareContinuing operations
    
    $
    0.12
    
    
    $
    (0.88
    )
    
    $
    0.27
    
    
    $
    (0.70
    )Discontinued operations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total
    
    $
    0.12
    
    
    $
    (0.88
    )
    
    $
    0.27
    
    
    $
    (0.70
    )Diluted earnings (loss) per common shareContinuing operations
    
    $
    0.12
    
    
    $
    (0.88
    )
    
    $
    0.26
    
    
    $
    (0.70
    )Discontinued operations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total
    
    $
    0.12
    
    
    $
    (0.88
    )
    
    $
    0.26
    
    
    $
    (0.70
    )
 Recently Issued Accounting Standards: Fair Value Measurements and Disclosures,
 Fair
Value Measurements and Disclosures (Topic 820): Improving Disclosures about Fair Value
Measurements.
 Financial Instruments
 Business Combinations
  6




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Subsequent Events
 Generally Accepted Accounting Principles
 Note 2  Acquisition
 ® ®
 AmountTangible assets:Accounts receivable
    
    $
    837Inventory
    
    
    548Prepaid expenses
    
    
    52Fixed assets
    
    
    12Other assets
    
    
    2Total tangible assets
    
    
    1,451Amortizable intangible assets:Trademarks
    
    
    892Designs
    
    
    33Non-compete covenant
    
    
    241Customer relationships
    
    
    1,302Total amortizable intangible assets
    
    
    2,468Goodwill
    
    
    864Total acquired assets
    
    
    4,783Liabilities assumed  accounts payable
    
    
    349Net acquisition cost
    
    $
    4,434
 Note 3  Temporary Investments  Restricted
  Note 4  Stock-based Compensation
   7




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Compensation 
Stock Compensation
 Stock Options:
 Weighted-Average
    
    
    Number of OptionsExercise Price
    
    
    OutstandingOutstanding at March 29, 2009
    
    $
    2.54
    
    
    
    819,831Granted
    
    
    3.02
    
    
    
    170,000Exercised
    
    
    (1.03
    )
    
    
    (160,499
    )Forfeited
    
    
    (0.53
    )
    
    
    (3,500
    )Outstanding at December 27, 2009
    
    
    2.94
    
    
    
    825,832Exercisable at December 27, 2009
    
    
    2.80
    
    
    
    555,832
  Options Issued
    
    
    170,000Dividend Yield
    
    
    Expected Volatility
    
    
    50.00
    %Risk free interest rate
    
    
    2.70
    %Expected life in years
    
    
    5.75Forfeiture rate
    
    
    5.00
    %
  Three-month period
    
    
    Nine-month periodCost of
    
    
    Marketing &
    
    
    
    
    
    
    Cost of
    
    
    Marketing &Products
    
    
    Administrative
    
    
    Total
    
    
    Products
    
    
    Administrative
    
    
    TotalSold
    
    
    Expenses
    
    
    Expense
    
    
    Sold
    
    
    Expenses
    
    
    ExpenseOptions granted in fiscal year
2008
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    16
    
    
    $
    41
    
    
    $
    57Options granted in fiscal year
2009
    
    
    11
    
    
    
    33
    
    
    
    44
    
    
    
    37
    
    
    
    111
    
    
    
    148Options granted in fiscal year
2010
    
    
    9
    
    
    
    20
    
    
    
    29
    
    
    
    13
    
    
    
    31
    
    
    
    44Total stock option compensation
    
    $
    20
    
    
    $
    53
    
    
    $
    73
    
    
    $
    66
    
    
    $
    183
    
    
    $
    249
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##### Table of Contents



Three-month period
    
    
    Nine-month periodCost of
    
    
    Marketing &
    
    
    
    
    
    
    Cost of
    
    
    Marketing &Products
    
    
    Administrative
    
    
    Total
    
    
    Products
    
    
    Administrative
    
    
    TotalSold
    
    
    Expenses
    
    
    Expense
    
    
    Sold
    
    
    Expenses
    
    
    ExpenseOptions granted in fiscal year
2007
    
    $
    
    
    
    $
    (2
    )
    
    $
    (2
    )
    
    $
    23
    
    
    $
    71
    
    
    $
    94Options granted in fiscal year
2008
    
    
    9
    
    
    
    25
    
    
    
    34
    
    
    
    29
    
    
    
    74
    
    
    
    103Options granted in fiscal year
2009
    
    
    10
    
    
    
    31
    
    
    
    41
    
    
    
    25
    
    
    
    75
    
    
    
    100Total stock option compensation
    
    $
    19
    
    
    $
    54
    
    
    $
    73
    
    
    $
    77
    
    
    $
    220
    
    
    $
    297
 Non-vested Stock:
     Note 5  Inventories
  December 27, 2009
    
    
    March 29, 2009Raw Materials
    
    $
    40
    
    
    $
    30Finished Goods
    
    
    13,253
    
    
    
    11,721Total inventory
    
    $
    13,293
    
    
    $
    11,751
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Note 6  Financing Arrangements
 Factoring Agreements:
 Notes Payable and Other Credit Facilities:
 December 27, 2009
    
    
    March 29, 2009Revolving line of credit
    
    $
    1,944
    
    
    $
    20,062Term loan
    
    
    
    
    
    
    1,667Non-interest bearing notes
    
    
    4,000
    
    
    
    4,000Original issue discount
    
    
    (299
    )
    
    
    (494
    )5,645
    
    
    
    25,235Less current maturities
    
    
    3,861
    
    
    
    1,667$
    1,784
    
    
    $
    23,568
  Revolving Line of Credit
  Subordinated Notes
  FiscalYear
    
    Revolver
    
    
    Term Loan
    
    
    Sub Notes
    
    
    Total2010
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    2011
    
    
    1,944
    
    
    
    
    
    
    
    2,000
    
    
    
    3,9442012
    
    
    
    
    
    
    
    
    
    
    2,000
    
    
    
    2,000Total
    
    $
    1,944
    
    
    $
    
    
    
    $
    4,000
    
    
    $
    5,944
  10




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Note 7  Goodwill and Other Intangible Assets
 Goodwill: Intangibles  Goodwill and
Other
  Other Intangible Assets:
 Estimated
    
    
    
    
    
    
    Amortization ExpenseCarrying
    
    
    Useful
    
    
    Accumulated
    
    
    Three-month periods ended
    
    
    Nine-month periods endedAmount
    
    
    Life
    
    
    Amortization
    
    
    December 27, 2009
    
    
    December 28, 2008
    
    
    December 27, 2009
    
    
    December 28, 2008Kimberly Grant acquisition on December 29, 2006:Tradename
    
    $
    466
    
    
    15 years
    
    $
    93
    
    
    $
    8
    
    
    $
    8
    
    
    $
    24
    
    
    $
    24Existing designs
    
    
    36
    
    
    1 year
    
    
    36
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Non-compete covenant
    
    
    98
    
    
    15 years
    
    
    19
    
    
    
    2
    
    
    
    2
    
    
    
    4
    
    
    
    5Total Kimberly Grant acquisition
    
    
    600
    
    
    
    
    
    
    
    148
    
    
    
    10
    
    
    
    10
    
    
    
    28
    
    
    
    29Springs Baby Products acquisition on November 5, 2007:Licenses & existing designs
    
    
    1,655
    
    
    2 years
    
    
    1,655
    
    
    
    69
    
    
    
    207
    
    
    
    483
    
    
    
    621Licenses & future designs
    
    
    1,847
    
    
    4 years
    
    
    1,000
    
    
    
    115
    
    
    
    115
    
    
    
    346
    
    
    
    346Non-compete covenant
    
    
    115
    
    
    4 years
    
    
    62
    
    
    
    7
    
    
    
    7
    
    
    
    21
    
    
    
    21Customer relationships
    
    
    3,781
    
    
    10 years
    
    
    822
    
    
    
    95
    
    
    
    94
    
    
    
    284
    
    
    
    285Total Springs Baby acquisition
    
    
    7,398
    
    
    
    
    
    
    
    3,539
    
    
    
    286
    
    
    
    423
    
    
    
    1,134
    
    
    
    1,273Neat Solutions acquisition on July 2, 2009:Trademarks
    
    
    892
    
    
    15 years
    
    
    29
    
    
    
    14
    
    
    
    
    
    
    
    29
    
    
    
    Designs
    
    
    33
    
    
    4 years
    
    
    4
    
    
    
    2
    
    
    
    
    
    
    
    4
    
    
    
    Non-compete covenant
    
    
    241
    
    
    5 years
    
    
    24
    
    
    
    12
    
    
    
    
    
    
    
    24
    
    
    
    Customer relationships
    
    
    1,302
    
    
    16 years
    
    
    40
    
    
    
    20
    
    
    
    
    
    
    
    40
    
    
    
    Total Neat Solutions acquisition
    
    
    2,468
    
    
    
    
    
    
    
    97
    
    
    
    48
    
    
    
    
    
    
    
    97
    
    
    
    Internally developed intangible assets
    
    
    96
    
    
    10 years
    
    
    23
    
    
    
    2
    
    
    
    1
    
    
    
    6
    
    
    
    9Total other intangible assets
    
    $
    10,562
    
    
    
    
    
    
    $
    3,807
    
    
    $
    346
    
    
    $
    434
    
    
    $
    1,265
    
    
    $
    1,311
 Note 8  Discontinued Operations
  Note 9  Subsequent Events
   11




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##### Table of Contents



ITEM 2.
    
    MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
        Three-Month Period Ended
    
    
    
    
    
    
    
    
    
    
    Nine-month period endedDecember 27, 2009
    
    
    December 28, 2008
    
    
    Change
    
    
    Change
    
    
    December 27, 2009
    
    
    December 28, 2008
    
    
    Change
    
    
    ChangeNet sales by categoryBedding, blankets and accessories
    
    $
    15,802
    
    
    $
    16,305
    
    
    $
    (503
    )
    
    
    -3.1
    %
    
    $
    46,608
    
    
    $
    52,683
    
    
    $
    (6,075
    )
    
    
    -11.5
    %Bibs, bath and mess protection products
    
    
    4,844
    
    
    
    3,011
    
    
    
    1,833
    
    
    
    60.9
    %
    
    
    13,486
    
    
    
    10,147
    
    
    
    3,339
    
    
    
    32.9
    %Total net sales
    
    
    20,646
    
    
    
    19,316
    
    
    
    1,330
    
    
    
    6.9
    %
    
    
    60,094
    
    
    
    62,830
    
    
    
    (2,736
    )
    
    
    -4.4
    %Cost of products sold
    
    
    16,008
    
    
    
    15,519
    
    
    
    489
    
    
    
    3.2
    %
    
    
    46,973
    
    
    
    49,940
    
    
    
    (2,967
    )
    
    
    -5.9
    %Gross profit
    
    
    4,638
    
    
    
    3,797
    
    
    
    841
    
    
    
    22.1
    %
    
    
    13,121
    
    
    
    12,890
    
    
    
    231
    
    
    
    1.8
    %% of net sales
    
    
    22.5
    %
    
    
    19.7
    %
    
    
    
    
    
    
    
    
    
    
    21.8
    %
    
    
    20.5
    %Marketing and administrative expenses
    
    
    2,746
    
    
    
    2,217
    
    
    
    529
    
    
    
    23.9
    %
    
    
    8,625
    
    
    
    8,096
    
    
    
    529
    
    
    
    6.5
    %% of net sales
    
    
    13.3
    %
    
    
    11.5
    %
    
    
    
    
    
    
    
    
    
    
    14.4
    %
    
    
    12.9
    %Goodwill impairment charge
    
    
    
    
    
    
    9,000
    
    
    
    (9,000
    )
    
    
    -100.0
    %
    
    
    
    
    
    
    9,000
    
    
    
    (9,000
    )
    
    
    -100.0
    %Interest expense
    
    
    181
    
    
    
    265
    
    
    
    (84
    )
    
    
    -31.7
    %
    
    
    581
    
    
    
    900
    
    
    
    (319
    )
    
    
    -35.4
    %Other income (expense)
    
    
    9
    
    
    
    37
    
    
    
    (28
    )
    
    
    -75.7
    %
    
    
    (30
    )
    
    
    87
    
    
    
    (117
    )
    
    
    -134.5
    %Income tax expense
    
    
    598
    
    
    
    526
    
    
    
    72
    
    
    
    13.7
    %
    
    
    1,409
    
    
    
    1,532
    
    
    
    (123
    )
    
    
    -8.0
    %Income (loss) from continuing operations after taxes
    
    
    1,122
    
    
    
    (8,174
    )
    
    
    9,296
    
    
    
    -113.7
    %
    
    
    2,476
    
    
    
    (6,551
    )
    
    
    9,027
    
    
    
    -137.8
    %Discontinued operations  net of taxes
    
    
    (9
    )
    
    
    (4
    )
    
    
    (5
    )
    
    
    125.0
    %
    
    
    (22
    )
    
    
    27
    
    
    
    (49
    )
    
    
    -181.5
    %Net income (loss)
    
    
    1,113
    
    
    
    (8,178
    )
    
    
    9,291
    
    
    
    -113.6
    %
    
    
    2,454
    
    
    
    (6,524
    )
    
    
    8,978
    
    
    
    -137.6
    %% of net sales
    
    
    5.4
    %
    
    
    -42.3
    %
    
    
    
    
    
    
    
    
    
    
    4.1
    %
    
    
    -10.4
    %
 Net Sales:
   12




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##### Table of Contents



Gross Profit:
  Marketing and Administrative Expenses:
 Interest Expense:
      13




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##### Table of Contents



14




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##### Table of Contents



ITEM 4T.
    
    CONTROLS AND PROCEDURES
   
  
 ITEM 1.
    
    LEGAL PROCEEDINGS
  
 ITEM 1A.
    
    RISK FACTORS
  
 ITEM 2.
    
    UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
   Approximate DollarTotal Number of
    
    
    Value of Shares ThatShares Purchased as
    
    
    May Yet beTotal Number of
    
    
    
    
    
    
    Part of Publicly
    
    
    PurchasedShares
    
    
    Average Price
    
    
    Announced Plans or
    
    
    Under the Plans orPeriod
    
    Purchased (1)
    
    
    Paid Per Share
    
    
    Programs (2)
    
    
    Programs (2)September 28, 2009
through November 1,
2009
    
    
    0
    
    
    $
    0
    
    
    
    0
    
    
    $
    1,928,000November 2, 2009
through November
29, 2009
    
    
    0
    
    
    $
    0
    
    
    
    0
    
    
    $
    1,928,000November 30, 2009
through December
27, 2009
    
    
    92,054
    
    
    $
    2.68
    
    
    
    0
    
    
    $
    1,928,000Total
    
    
    92,054
    
    
    $
    2.68
    
    
    
    0
    
    
    $
    1,928,000
 (1)
    
    The shares purchased from November 30, 2009 through
December 27, 2009 consist of shares of common stock
surrendered to the Company in payment of the exercise
price and income tax withholding obligations relating
to the exercise of stock options.(2)
    
    In July 2009, the Board of Directors of the Company
authorized a share repurchase program, pursuant to
which the Company could spend up to $2.0 million in
the aggregate to repurchase from its stockholders
shares of the outstanding common stock of the Company
from July 7, 2009 through December 31, 2009, and
further authorized the Company to determine the terms
and conditions under which any such repurchases would
be made. During the three-month period ended December
27, 2009, no shares were repurchased under the terms
of the share repurchase program.  15




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##### Table of Contents



ITEM 3.
    
    DEFAULTS UPON SENIOR SECURITIES
  
 ITEM 4.
    
    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
  
 ITEM 5.
    
    OTHER INFORMATION
  
 ITEM 6.
    
    EXHIBITS
  ExhibitNo.
    
    Exhibit31.1
    
    
    Rule 13a-14(a)/15d-14(a) Certification by the Companys Chief Executive Officer (1)31.2
    
    
    Rule 13a-14(a)/15d-14(a) Certification by the Companys Chief Financial Officer (1)32.1
    
    
    Section 1350 Certification by the Companys Chief Executive Officer (1)32.2
    
    
    Section 1350 Certification by the Companys Chief Financial Officer (1)
 (1)
    
    Filed herewith. 
   CROWN CRAFTS, INC.Date:  February 10, 2010
    /s/ Olivia W. ElliottOLIVIA W. ELLIOTTChief Financial Officer
(Principal Financial Officer and
Principal Accounting Officer)  16




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##### Table of Contents



Index to Exhibits
 ExhibitNo.
    
    Exhibit31.1
    
    
    Rule 13a-14(a)/15d-14(a) Certification by the Companys Chief Executive Officer (1)31.2
    
    
    Rule 13a-14(a)/15d-14(a) Certification by the Companys Chief Financial Officer (1)32.1
    
    
    Section 1350 Certification by the Companys Chief Executive Officer (1)32.2
    
    
    Section 1350 Certification by the Companys Chief Financial Officer (1)
 (1)
    
    Filed herewith.  17