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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 April 4, 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)
 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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##### 



PageNumberPART I. Financial InformationItem 1. Financial Statements (unaudited)Condensed Consolidated Statements of Operations 
Three Months Ended April 4, 2009 and March 29, 2008
    
    
    3Condensed Consolidated Balance Sheets 
April 4, 2009
and December 31, 2008
    
    
    4Condensed Consolidated Statements of Cash Flows 
 Three Months Ended April 4, 2009 and March 29, 2008
    
    
    5Condensed Consolidated Statement of Stockholders
Equity  Three Months Ended April 4, 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 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    19Item 6. Exhibits
    
    
    19SIGNATURES
    
    
    20Exhibit 31.1Exhibit 31.2Exhibit 32.1
   2




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Three Months EndedApril 4,
    
    
    March 29,2009
    
    
    2008Sales
    
    $
    16,653
    
    
    $
    27,463Cost of sales
    
    
    15,571
    
    
    
    23,014Gross margin
    
    
    1,082
    
    
    
    4,449Selling, general and administrative expenses
    
    
    4,157
    
    
    
    6,635Operating loss
    
    
    (3,075
    )
    
    
    (2,186
    )Interest expense, net
    
    
    (77
    )
    
    
    (59
    )Net loss
    
    $
    (3,152
    )
    
    $
    (2,245
    )Basic and diluted loss per share of common stock
    
    $
    (.69
    )
    
    $
    (.49
    )Shares used in computing loss per share
    
    
    4,594
    
    
    
    4,562
 See accompanying notes to condensed consolidated financial statements.
  3




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April 4,
    
    
    December 31,2009
    
    
    2008AssetsCash and cash equivalents
    
    $
    5,223
    
    
    $
    879Accounts receivable
    
    
    7,966
    
    
    
    11,655Inventories
    
    
    16,269
    
    
    
    21,726Prepaid expenses and other
    
    
    1,102
    
    
    
    1,490Current assets
    
    
    30,560
    
    
    
    35,750Property, plant and equipment, net
    
    
    9,359
    
    
    
    9,549Other assets
    
    
    660
    
    
    
    688Total assets
    
    $
    40,579
    
    
    $
    45,987Liabilities and Stockholders EquityAccounts payable
    
    $
    2,523
    
    
    $
    3,684Accrued liabilities
    
    
    5,405
    
    
    
    6,410Current liabilities
    
    
    7,928
    
    
    
    10,094Deferred compensation
    
    
    691
    
    
    
    795Other long-term liabilities
    
    
    1,670
    
    
    
    1,667Total liabilities
    
    
    10,289
    
    
    
    12,556Stockholders equity
    
    
    30,290
    
    
    
    33,431Total liabilities and stockholders equity
    
    $
    40,579
    
    
    $
    45,987
 See accompanying notes to condensed consolidated financial statements.
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##### Table of Contents



Three Months EndedApril 4,
    
    
    March 29,2009
    
    
    2008Operating ActivitiesNet loss
    
    $
    (3,152
    )
    
    $
    (2,245
    )Adjustments to reconcile net loss to
net cash provided by (used in) operating activitiesDepreciation and amortization expense
    
    
    263
    
    
    
    435Loss on disposal of assets
    
    
    
    
    
    
    4Non-cash ESOP compensation expense
    
    
    41
    
    
    
    83Non-cash stock compensation expense
    
    
    6
    
    
    
    24Provision for doubtful accounts
    
    
    116
    
    
    
    148Non-cash inventory write-downs
    
    
    163
    
    
    
    550Non-cash asset impairment charges
    
    
    6
    
    
    
    210Changes in operating assets and liabilitiesAccounts receivable
    
    
    3,573
    
    
    
    (1,997
    )Inventories
    
    
    5,294
    
    
    
    442Prepaid expenses and other
    
    
    (102
    )
    
    
    173Accounts payable and accrued liabilities
    
    
    (2,202
    )
    
    
    (1,088
    )Long-term liabilities and assets
    
    
    (73
    )
    
    
    (270
    )Cash provided by (used in) operating activities
    
    
    3,933
    
    
    
    (3,531
    )Investing ActivitiesCapital expenditures
    
    
    (73
    )
    
    
    (398
    )Proceeds on disposal of assets
    
    
    484
    
    
    
    455Cash provided by investing activities
    
    
    411
    
    
    
    57Change in cash and cash equivalents
    
    
    4,344
    
    
    
    (3,474
    )Cash and cash equivalents at beginning of the period
    
    
    879
    
    
    
    8,785Cash and cash equivalents at end of the period
    
    $
    5,223
    
    
    $
    5,311
 See accompanying notes to condensed consolidated financial statements.
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##### 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, 2009
    
    
    7,945,363
    
    
    $
    80
    
    
    $
    17,688
    
    
    $
    (15,356
    )
    
    $
    52,179
    
    
    
    (1,819,154
    )
    
    $
    (21,160
    )
    
    $
    33,431ESOP compensation
expense
    
    
    
    
    
    
    
    
    
    
    (164
    )
    
    
    169
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    5Amortization of unearned
compensation of restricted
stock awards
    
    
    
    
    
    
    
    
    
    
    6
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    6Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,152
    )
    
    
    
    
    
    
    
    
    
    
    (3,152
    )Balance at April 4, 2009
    
    
    7,945,363
    
    
    $
    80
    
    
    $
    17,530
    
    
    $
    (15,187
    )
    
    $
    49,027
    
    
    
    (1,819,154
    )
    
    $
    (21,160
    )
    
    $
    30,290
 See accompanying notes to condensed consolidated financial statements.
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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 EndedApril 4,
    
    
    March 29,2009
    
    
    2008Restructuring charges (credits):Exit and disposal activities
    
    $
    199
    
    
    $
    One-time termination benefits
    
    
    (239
    )
    
    
    Inventory write-downs
    
    
    
    
    
    
    520Total restructuring costs (credits)
    
    
    (40
    )
    
    
    520Asset impairment charges
    
    
    6
    
    
    
    210$
    (34
    )
    
    $
    730Statements of Operations classification:Gross margin
    
    $
    228
    
    
    $
    730Selling, general and administrative expenses
    
    
    (262
    )
    
    
    $
    (34
    )
    
    $
    730
  (In thousands)2009Year Ended
    
    
    Three Months
    
    
    RemainingDecember 31,
    
    
    Ended
    
    
    Nine2008
    
    
    April 4
    
    
    Months
    
    
    TotalExit and disposal activities
    
    $
    246
    
    
    $
    199
    
    
    $
    64
    
    
    $
    509One-time termination benefits
    
    
    2,051
    
    
    
    (239
    )
    
    
    95
    
    
    
    1,907Inventory write-downs
    
    
    2,495
    
    
    
    
    
    
    
    
    
    
    
    2,495$
    4,792
    
    
    $
    (40
    )
    
    $
    159
    
    
    $
    4,911
  8




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(In thousands)Three Months Ended April 4, 2009Balance
    
    
    Charges
    
    
    
    
    
    
    
    
    
    
    BalanceJanuary 1,
    
    
    to Expense
    
    
    Cash
    
    
    Asset
    
    
    April 4,2009
    
    
    (Credits)
    
    
    Payments
    
    
    Write-downs
    
    
    2009Exit and disposal activities
    
    $
    (127
    )
    
    $
    199
    
    
    $
    (76
    )
    
    $
    
    
    
    $
    (4
    )One-time termination benefits
    
    
    1,029
    
    
    
    (239
    )
    
    
    (49
    )
    
    
    
    
    
    
    741Inventory write-downs
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Asset impairment charges
    
    
    
    
    
    
    6
    
    
    
    
    
    
    
    (6
    )
    
    
    $
    902
    
    
    $
    (34
    )
    
    $
    (125
    )
    
    $
    (6
    )
    
    $
    737
 (In thousands)Balance
    
    
    Three Months Ended March 29, 2008
    
    
    BalanceJanuary 1,
    
    
    Charges
    
    
    Cash
    
    
    Asset
    
    
    March 29,2008
    
    
    to Expense
    
    
    Payments
    
    
    Write-downs
    
    
    2008Exit and disposal activities
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    One-time termination benefits
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Inventory write-downs
    
    
    
    
    
    
    520
    
    
    
    
    
    
    
    (520
    )
    
    
    Asset impairment charges
    
    
    
    
    
    
    210
    
    
    
    
    
    
    
    (210
    )
    
    
    $
    
    
    
    $
    730
    
    
    $
    
    
    
    $
    (730
    )
    
    $
    
 Note 4. Inventories
  (In thousands)April 4,
    
    
    December 31,2009
    
    
    2008Raw materials
    
    $
    3,015
    
    
    $
    3,827Work-in-process
    
    
    1,595
    
    
    
    1,471Finished goods
    
    
    11,659
    
    
    
    16,428$
    16,269
    
    
    $
    21,726
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Note 5. Property, Plant and Equipment
  (In thousands)April 4,
    
    
    December 31,2009
    
    
    2008Land
    
    $
    324
    
    
    $
    324Buildings and improvements
    
    
    18,431
    
    
    
    18,431Machinery and equipment
    
    
    23,324
    
    
    
    23,309Leasehold improvements
    
    
    696
    
    
    
    696Construction in progress
    
    
    1,018
    
    
    
    96043,793
    
    
    
    43,720Less accumulated depreciation
and amortization
    
    
    (34,434
    )
    
    
    (34,171
    )$
    9,359
    
    
    $
    9,549
  Note 6. Accrued Liabilities
  (In thousands)April 4,
    
    
    December 31,2009
    
    
    2008Property tax
    
    $
    340
    
    
    $
    520Employee-related benefits
    
    
    789
    
    
    
    835Deferred compensation and severance
    
    
    1,302
    
    
    
    1,740Other accrued liabilities
    
    
    2,974
    
    
    
    3,315$
    5,405
    
    
    $
    6,410
 Note 7. Bank Debt
    10




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Note 8. Employee Stock Ownership Plan
  Employers Accounting for Employee Stock Ownership Plans
  11




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(In thousands)April 4,
    
    
    December 31,2009
    
    
    2008Allocated shares
    
    
    268
    
    
    
    255Unearned ESOP shares
    
    
    1,519
    
    
    
    1,536Total ESOP shares
    
    
    1,787
    
    
    
    1,791Unearned ESOP shares, at cost
    
    $
    15,187
    
    
    $
    15,356Fair value of unearned ESOP shares
    
    $
    592
    
    
    $
    599
 
  Note 9. Income Taxes
  Note 10. Loss per Share of Common Stock
  Note 11. Recently Issued Accounting Standards
 Fair Value Measurements
  12




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Business Combinations
 Noncontrolling Interests in Consolidated Financial Statements  An Amendment of ARB No. 51
 Note 12. Subsequent Events
     13




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Item 2. Managements Discussion and Analysis of Financial Condition and Results of
Operations
 Overview
    14




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Results of Operations
  Three Months EndedApril 4,
    
    
    March 29,2009
    
    
    2008Sales
    
    
    100.0
    %
    
    
    100.0
    %Cost of sales
    
    
    93.5
    
    
    
    83.8Gross margin
    
    
    6.5
    
    
    
    16.2Selling, general and administrative expenses
    
    
    25.0
    
    
    
    24.2Operating loss
    
    
    (18.5
    )
    
    
    (8.0
    )Interest expense
    
    
    (0.4
    )
    
    
    (0.2
    )Net loss
    
    
    (18.9
    )%
    
    
    (8.2
    )%
    15




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Liquidity and Capital Resources
     16




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Recently Issued Accounting Standards
 Fair Value Measurements
 Business Combinations
  17




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Noncontrolling Interests in Consolidated Financial Statements  An Amendment of ARB No. 51
 Forward-Looking Statements
    
 Item 4T. Controls and Procedures
 Form 10-Q.
   18




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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
  Purchases of Equity Securities by the Issuer
  Total number of
    
    
    Maximum number (orTotal
    
    
    Average
    
    
    shares purchased
    
    
    approximate dollar value)number
    
    
    price
    
    
    as part of publicly
    
    
    of shares that may yetof shares
    
    
    paid
    
    
    announced
    
    
    be purchased underPeriod
    
    purchased
    
    
    per share
    
    
    plans or programs
    
    
    the plans or programs (1)January 1, 2009 to January 31, 2009
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    660,098February 1, 2009 to February 28, 2009
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    660,098March 1, 2009 to April 4, 2009
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    660,098Total
    
    
    
    
    
    $
    
    
    
    
    
 (1)
    
    The Company has maintained a share repurchase program since 1997. 
 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 April 7, 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).
  19




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SIGNATURES
  Chromcraft Revington, Inc.
(Registrant)Date: May 19, 2009
    
    By:
    
    /s/ Ronald H. ButlerRonald H. Butler,Chairman and Chief Executive
OfficerDate: May 19, 2009
    
    By:
    
    /s/ Myron D. HamasMyron D. Hamas,Vice President - Finance andPrincipal Financial Officer
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EXHIBIT INDEX
 ExhibitNo.
    
    Description31.1
    
    
    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).
  21