##### 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 June 30, 2007
 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.)
 1330 Win Hentschel Blvd., Ste. 250, West Lafayette, IN 47906
 (765) 807-2640
 Yes þ No o
 o o þ
 Yes o No þ




---



##### 



PageNumberPART I. Financial InformationItem 1. Financial Statements (unaudited)Condensed Consolidated Statements of Operations  Three and Six Months Ended June 30, 2007 and July 1, 2006
    
    
    3Condensed Consolidated Balance Sheets  June 30, 2007, July 1, 2006 and December 31, 2006
    
    
    4Condensed Consolidated Statements of Cash Flows  Six Months Ended June 30, 2007 and July 1, 2006
    
    
    5Condensed Consolidated Statement of Stockholders Equity  Six Months Ended June 30, 2007
    
    
    6Notes to Condensed Consolidated Financial Statements
    
    
    7Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    11Item 3. Quantitative and Qualitative Disclosures About Market Risk
    
    
    15Item 4. Controls and Procedures
    
    
    15PART II. Other InformationItem 1A. Risk Factors
    
    
    15Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    16Item 4. Submission of Matters to a Vote of Security Holders
    
    
    16Item 5. Other Information
    
    
    17Item 6. Exhibits
    
    
    18SIGNATURES
    
    
    18Exhibit 10.21Exhibit 31.1Exhibit 31.2Exhibit 32.1
   2




---



##### Table of Contents



Item 1. Financial Statements
 
 
 Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    July 1,
    
    
    June 30,
    
    
    July 1,2007
    
    
    2006
    
    
    2007
    
    
    2006Sales
    
    $
    32,769
    
    
    $
    40,320
    
    
    $
    66,616
    
    
    $
    86,241Cost of sales
    
    
    30,480
    
    
    
    32,205
    
    
    
    58,837
    
    
    
    69,114Gross margin
    
    
    2,289
    
    
    
    8,115
    
    
    
    7,779
    
    
    
    17,127Selling, general and administrative expenses
    
    
    7,566
    
    
    
    6,922
    
    
    
    15,032
    
    
    
    14,048Operating income (loss)
    
    
    (5,277
    )
    
    
    1,193
    
    
    
    (7,253
    )
    
    
    3,079Interest (income) expense, net
    
    
    (22
    )
    
    
    53
    
    
    
    (40
    )
    
    
    130Earnings (loss) before income tax expense
(benefit)
    
    
    (5,255
    )
    
    
    1,140
    
    
    
    (7,213
    )
    
    
    2,949Income tax expense (benefit)
    
    
    (1,954
    )
    
    
    464
    
    
    
    (2,734
    )
    
    
    1,144Net earnings (loss)
    
    $
    (3,301
    )
    
    $
    676
    
    
    $
    (4,479
    )
    
    $
    1,805Earnings (loss) per share of common stockBasic
    
    $
    (.73
    )
    
    $
    .15
    
    
    $
    (1.00
    )
    
    $
    .41Diluted
    
    $
    (.73
    )
    
    $
    .15
    
    
    $
    (1.00
    )
    
    $
    .40Shares used in computing earnings (loss) per shareBasic
    
    
    4,493
    
    
    
    4,406
    
    
    
    4,485
    
    
    
    4,398Diluted
    
    
    4,493
    
    
    
    4,467
    
    
    
    4,485
    
    
    
    4,460
 See accompanying notes to condensed consolidated financial statements.
  3




---



##### Table of Contents



June 30,
    
    
    July 1,
    
    
    Dec. 31,2007
    
    
    2006
    
    
    2006AssetsCash and cash equivalents
    
    $
    7,927
    
    
    $
    2,755
    
    
    $
    8,418Accounts receivable
    
    
    17,189
    
    
    
    19,112
    
    
    
    19,072Refundable income taxes
    
    
    2,276
    
    
    
    
    
    
    
    Inventories
    
    
    26,124
    
    
    
    37,174
    
    
    
    28,667Assets held for sale
    
    
    2,166
    
    
    
    
    
    
    
    5,068Deferred income taxes and prepaid expenses
    
    
    3,169
    
    
    
    1,770
    
    
    
    3,104Current assets
    
    
    58,851
    
    
    
    60,811
    
    
    
    64,329Property, plant and equipment, net
    
    
    17,746
    
    
    
    29,375
    
    
    
    19,212Deferred income taxes and other assets
    
    
    3,149
    
    
    
    924
    
    
    
    2,277Total assets
    
    $
    79,746
    
    
    $
    91,110
    
    
    $
    85,818Liabilities and Stockholders EquityAccounts payable
    
    $
    4,652
    
    
    $
    4,604
    
    
    $
    5,144Accrued liabilities
    
    
    6,394
    
    
    
    8,278
    
    
    
    7,534Current liabilities
    
    
    11,046
    
    
    
    12,882
    
    
    
    12,678Deferred compensation
    
    
    1,309
    
    
    
    1,813
    
    
    
    1,918Other long-term liabilities
    
    
    991
    
    
    
    1,267
    
    
    
    804Total liabilities
    
    
    13,346
    
    
    
    15,962
    
    
    
    15,400Stockholders equity
    
    
    66,400
    
    
    
    75,148
    
    
    
    70,418Total liabilities and stockholders equity
    
    $
    79,746
    
    
    $
    91,110
    
    
    $
    85,818
 See accompanying notes to condensed consolidated financial statements.
  4




---



##### Table of Contents



Six Months EndedJune 30,
    
    
    July 1,2007
    
    
    2006Operating ActivitiesNet earnings (loss)
    
    $
    (4,479
    )
    
    $
    1,805Adjustments to reconcile net earnings (loss) to net
cash provided by (used in) operating activitiesDepreciation and amortization expense
    
    
    966
    
    
    
    1,668Deferred income taxes
    
    
    (384
    )
    
    
    62Non-cash asset impairment charges
    
    
    1,100
    
    
    
    Non-cash ESOP compensation expense
    
    
    286
    
    
    
    438Non-cash stock compensation expense
    
    
    175
    
    
    
    243Non-cash inventory write-downs
    
    
    2,400
    
    
    
    312Provision for doubtful accounts
    
    
    209
    
    
    
    176(Gain) loss on disposal of assets
    
    
    (283
    )
    
    
    19Changes in operating assets and liabilitiesAccounts receivable
    
    
    1,674
    
    
    
    (553
    )Refundable income taxes
    
    
    (2,276
    )
    
    
    Inventories
    
    
    143
    
    
    
    (477
    )Prepaid expenses
    
    
    40
    
    
    
    152Accounts payable
    
    
    (492
    )
    
    
    (844
    )Accrued liabilities
    
    
    (1,155
    )
    
    
    909Deferred compensation
    
    
    (609
    )
    
    
    (673
    )Other long-term liabilities and assets
    
    
    (391
    )
    
    
    306Cash provided by (used in) operating activities
    
    
    (3,076
    )
    
    
    3,543Investing ActivitiesCapital expenditures
    
    
    (351
    )
    
    
    (793
    )Proceeds on disposal of assets
    
    
    2,936
    
    
    
    5Cash provided by (used in) investing activities
    
    
    2,585
    
    
    
    (788
    )Financing ActivitiesCash provided by (used in) financing activities
    
    
    
    
    
    
    Change in cash and cash equivalents
    
    
    (491
    )
    
    
    2,755Cash and cash equivalents at beginning of the period
    
    
    8,418
    
    
    
    Cash and cash equivalents at end of the period
    
    $
    7,927
    
    
    $
    2,755
 See accompanying notes to condensed consolidated financial statements.
  5




---



##### Table of Contents



Capital in
    
    
    Unearned
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    TotalCommon Stock
    
    
    Excess of
    
    
    ESOP
    
    
    Retained
    
    
    Treasury Stock
    
    
    Stockholders'Shares
    
    
    Amount
    
    
    Par Value
    
    
    Shares
    
    
    Earnings
    
    
    Shares
    
    
    Amount
    
    
    EquityBalance at January 1, 2007
    
    
    7,944,163
    
    
    $
    80
    
    
    $
    18,075
    
    
    $
    (16,708
    )
    
    $
    89,971
    
    
    
    (1,776,287
    )
    
    $
    (21,000
    )
    
    $
    70,418Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (4,479
    )
    
    
    
    
    
    
    
    
    
    
    (4,479
    )ESOP compensation expense
    
    
    
    
    
    
    
    
    
    
    (52
    )
    
    
    338
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    286Issuance of restricted stock awards
    
    
    13,100
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Amortization of unearned compensation
of restricted stock awards
    
    
    
    
    
    
    
    
    
    
    155
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    155Stock option compensation expense
    
    
    
    
    
    
    
    
    
    
    20
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    20Balance at June 30, 2007
    
    
    7,957,263
    
    
    $
    80
    
    
    $
    18,198
    
    
    $
    (16,370
    )
    
    $
    85,492
    
    
    
    (1,776,287
    )
    
    $
    (21,000
    )
    
    $
    66,400
   6




---



##### Table of Contents



Note 1. Basis of Presentation
     Note 2. Restructuring and Asset Impairment Charges
   (In thousands)Restructuring charges:Costs to shut down, vacate and prepare for sale
    
    $
    329One-time termination benefits
    
    
    78407Asset impairment charges
    
    
    1,045$
    1,452Statements of Operations classification:Gross margin
    
    $
    1,237Selling, general and administrative expenses
    
    
    215$
    1,452
  7




---



##### Table of Contents



(In thousands)2007Year Ended
    
    
    Six Months Ended
    
    
    RemainingDec. 31, 2006
    
    
    June 30, 2007
    
    
    Six Months
    
    
    TotalCosts to shut down, vacate
and prepare for sale
    
    $
    479
    
    
    $
    329
    
    
    $
    86
    
    
    $
    894One-time termination benefits
    
    
    463
    
    
    
    78
    
    
    
    
    
    
    
    541$
    942
    
    
    $
    407
    
    
    $
    86
    
    
    $
    1,435
  (In thousands)Six Months Ended June 30, 2007Charges
    
    
    
    
    
    
    AssetDec. 31,
    
    
    to
    
    
    Cash
    
    
    Impairments,
    
    
    June 30,2006
    
    
    Expense
    
    
    Payments
    
    
    Net
    
    
    2007Costs to shut down,
vacate and
prepare for sale
    
    $
    29
    
    
    $
    329
    
    
    $
    (358
    )
    
    $
    
    
    
    $
    One time
termination
benefits
    
    
    260
    
    
    
    78
    
    
    
    (338
    )
    
    
    
    
    
    
    Asset impairment
charges
    
    
    
    
    
    
    1,045
    
    
    
    
    
    
    
    (1,045
    )
    
    
    $
    289
    
    
    $
    1,452
    
    
    $
    (696
    )
    
    $
    (1,045
    )
    
    $
    
  Note 3. Inventories
  (In thousands)June 30,
    
    
    July 1,
    
    
    Dec. 31,2007
    
    
    2006
    
    
    2006Raw materials
    
    $
    9,045
    
    
    $
    10,998
    
    
    $
    10,876Work-in-process
    
    
    3,468
    
    
    
    5,434
    
    
    
    3,488Finished goods
    
    
    17,244
    
    
    
    23,946
    
    
    
    17,72629,757
    
    
    
    40,378
    
    
    
    32,090LIFO reserve
    
    
    (3,633
    )
    
    
    (3,204
    )
    
    
    (3,423
    )$
    26,124
    
    
    $
    37,174
    
    
    $
    28,667
  8




---



##### Table of Contents



Note 4. Property, Plant and Equipment
  (In thousands)June 30,
    
    
    July 1,
    
    
    Dec. 31,2007
    
    
    2006
    
    
    2006Land
    
    $
    925
    
    
    $
    2,231
    
    
    $
    925Buildings and improvements
    
    
    26,023
    
    
    
    34,830
    
    
    
    25,989Machinery and equipment
    
    
    39,442
    
    
    
    52,298
    
    
    
    41,059Leasehold improvements
    
    
    635
    
    
    
    984
    
    
    
    1,059Construction in progress
    
    
    84
    
    
    
    666
    
    
    
    11667,109
    
    
    
    91,009
    
    
    
    69,148Less accumulated depreciation
and amortization
    
    
    (49,363
    )
    
    
    (61,634
    )
    
    
    (49,936
    )$
    17,746
    
    
    $
    29,375
    
    
    $
    19,212
 Note 5. Assets Held for Sale
  (In thousands)June 30,
    
    
    July 1,
    
    
    Dec. 31,2007
    
    
    2006
    
    
    2006Land and buildings
    
    $
    2,062
    
    
    $
    
    
    
    $
    4,690Machinery and equipment
    
    
    104
    
    
    
    
    
    
    
    378$
    2,166
    
    
    $
    
    
    
    $
    5,068
 Note 6. Accrued Liabilities
  (In thousands)June 30,
    
    
    July 1,
    
    
    Dec. 31,2007
    
    
    2006
    
    
    2006Employee-related benefits
    
    $
    1,682
    
    
    $
    2,593
    
    
    $
    1,945Compensation related
    
    
    859
    
    
    
    502
    
    
    
    408Deferred compensation
    
    
    759
    
    
    
    964
    
    
    
    1,071Sales commissions
    
    
    652
    
    
    
    780
    
    
    
    708Other accrued liabilities
    
    
    2,442
    
    
    
    3,439
    
    
    
    3,402$
    6,394
    
    
    $
    8,278
    
    
    $
    7,534
  9




---



##### Table of Contents



Note 7. Employee Stock Ownership Plan
 Accounting for Employee Stock
Ownership Plans
 (In thousands)June 30,
    
    
    July 1,
    
    
    Dec. 31,2007
    
    
    2006
    
    
    2006Allocated shares
    
    
    262
    
    
    
    244
    
    
    
    296Committed to be released shares
    
    
    34
    
    
    
    34
    
    
    
    Unearned ESOP shares
    
    
    1,637
    
    
    
    1,705
    
    
    
    1,671Total ESOP shares
    
    
    1,933
    
    
    
    1,983
    
    
    
    1,967Unearned ESOP shares, at cost
    
    $
    16,370
    
    
    $
    17,047
    
    
    $
    16,708Fair value of unearned ESOP shares
    
    $
    12,261
    
    
    $
    19,792
    
    
    $
    14,353
 Note 8. Earnings per Share of Common Stock
  Note 9. Income Taxes
 Accounting for Uncertainty in Income Taxes
   10




---



##### Table of Contents



Item 2. Managements Discussion and Analysis of Financial Condition and Results of
Operations
 Overview
      11




---



##### Table of Contents



Results of Operations
  Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    July 1,
    
    
    June 30,
    
    
    July 1,2007
    
    
    2006
    
    
    2007
    
    
    2006Sales
    
    
    100.0
    %
    
    
    100.0
    %
    
    
    100.0
    %
    
    
    100.0
    %Cost of sales
    
    
    93.0
    
    
    
    79.9
    
    
    
    88.3
    
    
    
    80.1Gross margin
    
    
    7.0
    
    
    
    20.1
    
    
    
    11.7
    
    
    
    19.9Selling, general and administrative expenses
    
    
    23.1
    
    
    
    17.1
    
    
    
    22.6
    
    
    
    16.3Operating income (loss)
    
    
    (16.1
    )
    
    
    3.0
    
    
    
    (10.9
    )
    
    
    3.6Interest (income) expense, net
    
    
    (0.1
    )
    
    
    0.2
    
    
    
    (0.1
    )
    
    
    0.2Earnings (loss) before income tax
expense (benefit)
    
    
    (16.0
    )
    
    
    2.8
    
    
    
    (10.8
    )
    
    
    3.4Income tax expense (benefit)
    
    
    (5.9
    )
    
    
    1.1
    
    
    
    (4.1
    )
    
    
    1.3Net earnings (loss)
    
    
    (10.1
    )%
    
    
    1.7
    %
    
    
    (6.7
    )%
    
    
    2.1
    %
     12




---



##### Table of Contents



Liquidity and Capital Resources
     13




---



##### Table of Contents



Recently Issued Accounting Standards
 Fair Value
Measurements
 The Fair Value
Option for Financial Assets and Financial Liabilities  including an amendment of FASB No. 115
 Forward-Looking Statements
     14




---



##### Table of Contents



Item 3. Quantitative and Qualitative Disclosures About Market Risk
    
 Item 4. Controls and Procedures
   
  
 Item 1A. Risk Factors
 We may have difficulty returning to profitability.
  We may not be able to effectively source our products competitively.
   15




---



##### Table of Contents



Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
  Purchase of Equity Securities
 Total number
    
    
    Maximum numberof shares
    
    
    (or approximatepurchased as
    
    
    dollar value) ofTotal
    
    
    Average
    
    
    part of publicly
    
    
    shares that may yetnumber
    
    
    price
    
    
    announced
    
    
    be purchasedof shares
    
    
    paid
    
    
    plans or
    
    
    under the plans orPeriod
    
    purchased
    
    
    per share
    
    
    programs
    
    
    programs (1)April 1, 2007 to April 28, 2007
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    702,965April 29, 2007 to May 26, 2007
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    702,965May 27, 2007 to June 30, 2007
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    702,965Total
    
    
    
    
    
    
    
    
    
    
    
 (1)
    
    The Company has maintained a share repurchase program since 1997, which has no
expiration date.
 
 Item 4. Submission of Matters to a Vote of Security Holders
 (a)
    
    Chromcraft Revington held its annual meeting of stockholders on May 9, 2007.(b)
    
    All directors nominated were elected to serve until the next annual meeting of
stockholders and until their successors are duly elected and qualified. Set forth below
are the votes cast for each director.
 VotesDirectors
    
    For
    
    
    WithheldBenjamin M. Anderson-Ray
    
    
    5,000,704
    
    
    
    490,566Ronald H. Butler
    
    
    5,012,416
    
    
    
    478,854John R. Hesse
    
    
    5,014,689
    
    
    
    476,581David L. Kolb
    
    
    5,012,140
    
    
    
    479,130Larry P. Kunz
    
    
    5,015,949
    
    
    
    475,321Theodore L. Mullett
    
    
    4,792,509
    
    
    
    698,761Craig R. Stokely
    
    
    5,011,509
    
    
    
    479,761John D. Swift
    
    
    5,014,246
    
    
    
    477,024
  16




---



##### Table of Contents



(c)
    
    The following matter also was voted upon at the annual meeting of stockholders. Set
forth below is the vote tabulation regarding such matter.
 Votes Cast
    
    
    
    
    
    
    BrokerFor
    
    
    Against
    
    
    Abstain
    
    
    Non-voteApproval of the
Chromcraft Revington,
Inc.Executive Incentive Plan
    
    
    3,235,082
    
    
    
    1,810,491
    
    
    
    5,814
    
    
    
    439,883
 
 Item 5. Other Information
     17




---



##### Table of Contents



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 December 12, 2005, is incorporated herein by reference.10.21
    
    Loan and Security Agreement, dated June 22, 2007, between the Registrant, CR Chromcraft,
Inc., CR Home Occasional, Inc., CR Home, Inc., and Bank of America, N.A. (filed herewith).10.57
    
    Chromcraft Revington, Inc. 2007 Executive Incentive Plan, effective January 1, 2007, filed
as Appendix A to the Registrants Proxy Statement dated
April 11, 2007, 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 Chief 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 Chief Financial Officer required pursuant to 18
U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002 (furnished
herewith).
 
   Chromcraft Revington, Inc. 
(Registrant)Date: August 13, 2007
    By:
    /s/ Frank T. KaneFrank T. KaneSr. Vice President-Finance and
Chief Financial Officer
(duly authorized officer and principal
accounting and financial officer)  18