##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 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 October 3, 2009
 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 1-13970
 CHROMCRAFT REVINGTON, INC.
  Delaware
    
    35-1848094(State or other jurisdiction of 
incorporation or organization)
    
    (IRS Employer Identification No.)
  (Address, including zip code, of registrants principal executive offices)
  (Registrants telephone number, including area code)
 Yes þ No 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




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##### 



PageNumberPART I. Financial InformationItem 1. Financial Statements (unaudited)Condensed Consolidated Statements of Operations -
Three and Nine Months Ended October 3, 2009 and September 27, 2008
    
    
    3Condensed Consolidated Balance Sheets -
October 3, 2009 and December 31, 2008
    
    
    4Condensed Consolidated Statements of Cash Flows -
Nine Months Ended October 3, 2009 and September 27, 2008
    
    
    5Condensed Consolidated Statement of Stockholders Equity - Nine Months Ended October 3, 2009
    
    
    6Notes to Condensed Consolidated Financial Statements
    
    
    7Item 2. Managements Discussion and Analysis of Financial Condition
and Results of Operations
    
    
    14Item 4T. Controls and Procedures
    
    
    18PART II. Other InformationItem 6. Exhibits
    
    
    18SIGNATURES
    
    
    19Exhibit 31.1Exhibit 31.2Exhibit 32.1
   2




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Item 1.
    
    Financial Statements
 
 
 Three Months Ended
    
    
    Nine Months EndedOctober 3,
    
    
    September 27,
    
    
    October 3,
    
    
    September 27,2009
    
    
    2008
    
    
    2009
    
    
    2008Sales
    
    $
    16,030
    
    
    $
    23,071
    
    
    $
    47,281
    
    
    $
    76,139Cost of sales
    
    
    13,155
    
    
    
    26,683
    
    
    
    41,649
    
    
    
    73,255Gross margin (expense)
    
    
    2,875
    
    
    
    (3,612
    )
    
    
    5,632
    
    
    
    2,884Selling, general and administrative expenses
    
    
    3,776
    
    
    
    6,225
    
    
    
    11,994
    
    
    
    20,829Operating loss
    
    
    (901
    )
    
    
    (9,837
    )
    
    
    (6,362
    )
    
    
    (17,945
    )Interest expense
    
    
    (78
    )
    
    
    (128
    )
    
    
    (233
    )
    
    
    (303
    )Loss before income tax expense
    
    
    (979
    )
    
    
    (9,965
    )
    
    
    (6,595
    )
    
    
    (18,248
    )Income tax expense
    
    
    
    
    
    
    (202
    )
    
    
    
    
    
    
    (202
    )Net loss
    
    $
    (979
    )
    
    $
    (10,167
    )
    
    $
    (6,595
    )
    
    $
    (18,450
    )Basic and diluted loss per share of common stock
    
    $
    (0.21
    )
    
    $
    (2.23
    )
    
    $
    (1.43
    )
    
    $
    (4.04
    )Shares used in computing loss per share
    
    
    4,633
    
    
    
    4,561
    
    
    
    4,613
    
    
    
    4,568
 See accompanying notes to condensed consolidated financial statements.
  3




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October 3,
    
    
    December 31,2009
    
    
    2008AssetsCash and cash equivalents
    
    $
    3,171
    
    
    $
    879Accounts receivable, less allowance of $700 in 2009 and $825 in 2008
    
    
    8,408
    
    
    
    11,655Inventories
    
    
    14,217
    
    
    
    21,726Assets held for sale
    
    
    
    
    
    
    490Prepaid expenses and other
    
    
    1,265
    
    
    
    1,000Current assets
    
    
    27,061
    
    
    
    35,750Property, plant and equipment, net
    
    
    8,947
    
    
    
    9,549Other assets
    
    
    703
    
    
    
    688Total assets
    
    $
    36,711
    
    
    $
    45,987Liabilities and Stockholders EquityAccounts payable
    
    $
    3,072
    
    
    $
    3,684Accrued liabilities
    
    
    4,414
    
    
    
    6,410Current liabilities
    
    
    7,486
    
    
    
    10,094Deferred compensation
    
    
    633
    
    
    
    795Other long-term liabilities
    
    
    1,713
    
    
    
    1,667Total liabilities
    
    
    9,832
    
    
    
    12,556Stockholders equity
    
    
    26,879
    
    
    
    33,431Total liabilities and stockholders equity
    
    $
    36,711
    
    
    $
    45,987
 See accompanying notes to condensed consolidated financial statements.
  4




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Nine Months EndedOctober 3,
    
    
    September 27,2009
    
    
    2008Operating ActivitiesNet loss
    
    $
    (6,595
    )
    
    $
    (18,450
    )Adjustments to reconcile net loss to cash provided by (used in) operating activitiesDepreciation and amortization expense
    
    
    775
    
    
    
    1,175Deferred income taxes
    
    
    
    
    
    
    202Non-cash share based and ESOP compensation expense
    
    
    73
    
    
    
    249Provision for doubtful accounts
    
    
    316
    
    
    
    641Non-cash inventory write-downs
    
    
    698
    
    
    
    4,880Non-cash asset impairment charges
    
    
    3
    
    
    
    4,610Changes in operating assets and liabilitiesAccounts receivable
    
    
    2,931
    
    
    
    (1,330
    )Inventories
    
    
    6,811
    
    
    
    (4,484
    )Prepaid expenses and other
    
    
    (265
    )
    
    
    922Accounts payable and accrued liabilities
    
    
    (2,638
    )
    
    
    480Long-term liabilities and assets
    
    
    (131
    )
    
    
    (150
    )Cash provided by (used in) operating activities
    
    
    1,978
    
    
    
    (11,255
    )Investing ActivitiesCapital expenditures
    
    
    (173
    )
    
    
    (1,290
    )Proceeds on disposal of assets
    
    
    487
    
    
    
    1,120Cash provided by (used in) investing activities
    
    
    314
    
    
    
    (170
    )Financing ActivitiesNet borrowing under a bank revolving credit line
    
    
    
    
    
    
    2,818Stock repurchase from related party
    
    
    
    
    
    
    (156
    )Purchase of common stock by ESOP trust
    
    
    
    
    
    
    (22
    )Cash provided by financing activities
    
    
    
    
    
    
    2,640Change in cash and cash equivalents
    
    
    2,292
    
    
    
    (8,785
    )Cash and cash equivalents at beginning of the period
    
    
    879
    
    
    
    8,785Cash and cash equivalents at end of the period
    
    $
    3,171
    
    
    $
    
 See accompanying notes to condensed consolidated financial statements.
  5




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Capital in
    
    
    Unearned
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    TotalCommon Stock
    
    
    Excess of
    
    
    ESOP
    
    
    Retained
    
    
    Treasury Stock
    
    
    StockholdersShares
    
    
    Amount
    
    
    Par Value
    
    
    Shares
    
    
    Earnings
    
    
    Shares
    
    
    Amount
    
    
    EquityBalance at January 1, 2009
    
    
    7,945,363
    
    
    $
    80
    
    
    $
    17,688
    
    
    $
    (15,356
    )
    
    $
    52,179
    
    
    
    (1,819,154
    )
    
    $
    (21,160
    )
    
    $
    33,431ESOP compensation
expense
    
    
    
    
    
    
    
    
    
    
    (474
    )
    
    
    508
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    34Issuance of restricted stock
awards
    
    
    3,840
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Share based compensation
    
    
    
    
    
    
    
    
    
    
    9
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    9Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (6,595
    )
    
    
    
    
    
    
    
    
    
    
    (6,595
    )Balance at October 3, 2009
    
    
    7,949,203
    
    
    $
    80
    
    
    $
    17,223
    
    
    $
    (14,848
    )
    
    $
    45,584
    
    
    
    (1,819,154
    )
    
    $
    (21,160
    )
    
    $
    26,879
 See accompanying notes to condensed consolidated financial statements.
  6




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Note 1. Basis of Presentation
     Note 2. Cash and Cash Equivalents
   Note 3. Asset Impairment and Restructuring Charges
   7




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(In thousands)Three Months Ended
    
    
    Nine Months EndedOctober 3,
    
    
    September 27,
    
    
    October 3,
    
    
    September 27,2009
    
    
    2008
    
    
    2009
    
    
    2008Restructuring charges:Exit and disposal activities
    
    $
    
    
    
    $
    35
    
    
    $
    292
    
    
    $
    81One-time termination benefits
    
    
    
    
    
    
    295
    
    
    
    (189
    )
    
    
    1,542Inventory write-downs
    
    
    
    
    
    
    1,901
    
    
    
    
    
    
    
    2,414Total restructuring costs
    
    
    
    
    
    
    2,231
    
    
    
    103
    
    
    
    4,037Asset impairment charges
    
    
    
    
    
    
    4,400
    
    
    
    3
    
    
    
    4,610$
    
    
    
    $
    6,631
    
    
    $
    106
    
    
    $
    8,647Statements of Operations classification:Gross margin
    
    $
    
    
    
    $
    5,926
    
    
    $
    330
    
    
    $
    7,019Selling, general and administrative expenses
    
    
    
    
    
    
    705
    
    
    
    (224
    )
    
    
    1,628$
    
    
    
    $
    6,631
    
    
    $
    106
    
    
    $
    8,647
  (In thousands)Year Ended
    
    
    Nine MonthsDecember 31,
    
    
    Ended2008
    
    
    October 3, 2009
    
    
    TotalExit and disposal activities
    
    $
    246
    
    
    $
    292
    
    
    $
    538One-time termination benefits
    
    
    2,051
    
    
    
    (189
    )
    
    
    1,862Inventory write-downs
    
    
    2,495
    
    
    
    
    
    
    
    2,495$
    4,792
    
    
    $
    103
    
    
    $
    4,895
  8




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(In thousands)Balance
    
    
    Nine Months Ended October 3, 2009
    
    
    BalanceDecember 31,
    
    
    Charges to
    
    
    Cash
    
    
    Asset
    
    
    October 3,2008
    
    
    Expense
    
    
    Payments
    
    
    Write-downs
    
    
    2009Exit and disposal activities
    
    $
    (127
    )
    
    $
    292
    
    
    $
    (165
    )
    
    $
    
    
    
    $
    One-time termination benefits
    
    
    1,029
    
    
    
    (189
    )
    
    
    (478
    )
    
    
    
    
    
    
    362Asset impairment charges
    
    
    
    
    
    
    3
    
    
    
    
    
    
    
    (3
    )
    
    
    $
    902
    
    
    $
    106
    
    
    $
    (643
    )
    
    $
    (3
    )
    
    $
    362
 (In thousands)Balance
    
    
    Nine Months Ended September 27, 2008
    
    
    BalanceJanuary 1,
    
    
    Charges to
    
    
    Cash
    
    
    Asset
    
    
    September 27,2008
    
    
    Expense
    
    
    Payments
    
    
    Write-downs
    
    
    2008Exit and disposal activities
    
    $
    
    
    
    $
    81
    
    
    $
    (81
    )
    
    $
    
    
    
    $
    One-time termination benefits
    
    
    
    
    
    
    1,542
    
    
    
    (539
    )
    
    
    
    
    
    
    1,003Inventory write-downs
    
    
    
    
    
    
    2,414
    
    
    
    
    
    
    
    (2,414
    )
    
    
    Asset impairment charges
    
    
    
    
    
    
    4,610
    
    
    
    
    
    
    
    (4,610
    )
    
    
    $
    
    
    
    $
    8,647
    
    
    $
    (620
    )
    
    $
    (7,024
    )
    
    $
    1,003
 Note 4. Inventories
  (In thousands)October 3,
    
    
    December 31,2009
    
    
    2008Raw materials
    
    $
    4,172
    
    
    $
    3,827Work-in-process
    
    
    658
    
    
    
    1,471Finished goods
    
    
    9,387
    
    
    
    16,428$
    14,217
    
    
    $
    21,726
   9




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Note 5. Property, Plant and Equipment
  (In thousands)October 3,
    
    
    December 31,2009
    
    
    2008Land
    
    $
    324
    
    
    $
    324Buildings and improvements
    
    
    18,431
    
    
    
    18,431Machinery and equipment
    
    
    23,017
    
    
    
    23,309Leasehold improvements
    
    
    707
    
    
    
    696Construction in progress
    
    
    847
    
    
    
    96043,326
    
    
    
    43,720Less accumulated depreciation
and amortization
    
    
    (34,379
    )
    
    
    (34,171
    )$
    8,947
    
    
    $
    9,549
  Note 6. Accrued Liabilities
  (In thousands)October 3,
    
    
    December 31,2009
    
    
    2008Property tax
    
    $
    351
    
    
    $
    520Employee-related benefits
    
    
    834
    
    
    
    835Deferred compensation and severance
    
    
    786
    
    
    
    1,740Other accrued liabilities
    
    
    2,443
    
    
    
    3,315$
    4,414
    
    
    $
    6,410
 Note 7. Bank Debt
   10




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Note 8. Employee Stock Ownership Plan
   (In thousands)October 3,
    
    
    December 31,2009
    
    
    2008Allocated shares
    
    
    302
    
    
    
    255Unearned ESOP shares
    
    
    1,485
    
    
    
    1,536Total ESOP shares
    
    
    1,787
    
    
    
    1,791Unearned ESOP shares, at cost
    
    $
    14,848
    
    
    $
    15,356Fair value of unearned ESOP shares
    
    $
    2,346
    
    
    $
    599
   11




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Note 9. Income Taxes
  Note 10. Loss per Share of Common Stock
  Note 11. Recently Issued Accounting Standards
      12




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Note 12. Subsequent Events
    13




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Item 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of
Operations
 Overview
    Results of Operations
  Three Months Ended
    
    
    Nine Months EndedOctober 3,
    
    
    September 27,
    
    
    October 3,
    
    
    September 27,2009
    
    
    2008
    
    
    2009
    
    
    2008Sales
    
    
    100.0
    %
    
    
    100.0
    %
    
    
    100.0
    %
    
    
    100.0
    %Cost of sales
    
    
    82.1
    
    
    
    115.7
    
    
    
    88.1
    
    
    
    96.2Gross margin (expense)
    
    
    17.9
    
    
    
    (15.7
    )
    
    
    11.9
    
    
    
    3.8Selling, general and administrative
expenses
    
    
    23.5
    
    
    
    27.0
    
    
    
    25.4
    
    
    
    27.4Operating loss
    
    
    (5.6
    )
    
    
    (42.7
    )
    
    
    (13.5
    )
    
    
    (23.6
    )Interest expense
    
    
    (0.5
    )
    
    
    (0.5
    )
    
    
    (0.5
    )
    
    
    (0.4
    )Loss before income tax expense
    
    
    (6.1
    )
    
    
    (43.2
    )
    
    
    (14.0
    )
    
    
    (24.0
    )Income tax expense
    
    
    
    
    
    
    (0.9
    )
    
    
    
    
    
    
    (0.2
    )Net loss
    
    
    (6.1
    )%
    
    
    (44.1
    )%
    
    
    (14.0
    )%
    
    
    (24.2
    )%
  14




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15




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Liquidity and Capital Resources
       16




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Recently Issued Accounting Standards
  Forward-Looking Statements
     17




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Item 4T.
    
    Controls and Procedures
 Form 10-Q.
  
  
 Item 6.
    
    Exhibits
 3.1
    
    
    Certificate of Incorporation of the Registrant, as amended, filed as Exhibit 3.1 to Form S-1,
registration number 33-45902, as filed with the Securities and Exchange Commission on February
21, 1992, is incorporated herein by reference.3.2
    
    
    By-laws of the Registrant, as amended, filed as Exhibit 3.2 to Form 8-K, as filed with the
Securities and Exchange Commission on October 16, 2009, is incorporated herein by reference.31.1
    
    
    Certification of Chief Executive Officer required pursuant to 18 U.S.C. § 1350, as adopted
pursuant to § 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).31.2
    
    
    Certification of Vice President  Finance and Principal Financial Officer required pursuant
to 18 U.S.C. § 1350, as adopted pursuant to § 302 of the Sarbanes-Oxley Act of 2002 (filed
herewith).32.1
    
    
    Certifications of Chief Executive Officer and Vice President  Finance and Principal
Financial Officer required pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the
Sarbanes-Oxley Act of 2002 (filed herewith).
  18




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SIGNATURES
  Chromcraft Revington, Inc.
(Registrant)Date: November 17, 2009
    By:
    /s/ Ronald H. ButlerRonald H. Butler,Chairman and Chief Executive OfficerDate: November 17, 2009
    By:
    /s/ Myron D. HamasMyron D. Hamas,Vice President  Finance and

Principal Financial Officer  19