Form 10-Q 3-31-07


UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

[X]
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2007

or

[ ]
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
 
(Exact name of registrant as specified in its charter)

Delaware
35-1848094
(State or other jurisdiction of
(IRS Employer Identification No.)
incorporation or organization)
 

1330 Win Hentschel Blvd., Ste. 250, West Lafayette, IN 47906
(Address, including zip code, of registrant’s principal executive offices)

(765) 807-2640
(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

The number of shares outstanding for each of the registrant’s classes of common stock, as of the latest practicable date:

Common Stock, $.01 par value - 6,167,876 shares as of May 2, 2007


 

INDEX 

     
Page
     
Number
       
PART I. Financial Information
 
       
 
Item 1. Financial Statements (unaudited)
   
   
Condensed Consolidated Statements of Operations -
Three Months Ended March 31, 2007 and April 1, 2006
 
3
       
   
Condensed Consolidated Balance Sheets - March 31, 2007,
April 1, 2006 and December 31, 2006
 
4
       
   
Condensed Consolidated Statements of Cash Flows -
Three Months Ended March 31, 2007 and April 1, 2006
 
5
       
    Condensed Consolidated Statement of Stockholders’
Equity - Three Months Ended March 31, 2007
 
6
       
   
Notes to Condensed Consolidated Financial Statements
8
       
 
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
12
     
 
Item 3. Quantitative and Qualitative Disclosures About Market Risk
15
     
 
Item 4. Controls and Procedures
16
     
PART II. Other Information
     
 
Item 1A. Risk Factors
16
     
 
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
17
     
 
Item 6. Exhibits
17
     
SIGNATURES
18
 
 
2

PART I.

Item 1. Financial Statements

Condensed Consolidated Statements of Operations (unaudited)
Chromcraft Revington, Inc.
(In thousands, except per share data)
 

   
 Three Months Ended
 
   
March 31,
2007
 
April 1,
2006
 
               
Sales
 
$
33,847
 
$
45,921
 
Cost of sales
   
28,357
   
36,909
 
Gross margin
   
5,490
   
9,012
 
Selling, general and administrative expenses
   
7,466
   
7,126
 
Operating income (loss)
   
(1,976
)
 
1,886
 
Interest (income) expense, net
   
(18
)
 
77
 
Earnings (loss) before income tax expense (benefit)
   
(1,958
)
 
1,809
 
Income tax expense (benefit)
   
(780
)
 
680
 
Net earnings (loss)
 
$
(1,178
)
$
1,129
 
Earnings (loss) per share of common stock
             
    Basic
 
$
(.26
)
$
.26
 
    Diluted
 
$
(.26
)
$
.25
 
Shares used in computing earnings (loss) per share
             
    Basic
   
4,471
   
4,389
 
    Diluted
   
4,471
   
4,453
 
               
See accompanying notes to condensed consolidated financial statements.
 
 
3

Condensed Consolidated Balance Sheets (unaudited)
Chromcraft Revington, Inc.
(In thousands)
 

   
 March 31,
2007
 
 April 1,
2006
 
 Dec. 31,
2006
 
Assets
               
                 
Cash and cash equivalents
 
$
11,002
 
$
3,137
 
$
8,418
 
Accounts receivable
   
18,352
   
20,176
   
19,072
 
Inventories
   
26,429
   
35,956
   
28,667
 
Assets held for sale
   
2,932
   
-
   
5,068
 
Deferred income taxes and prepaid expenses
   
3,616
   
1,321
   
3,104
 
                     
    Current assets
   
62,331
   
60,590
   
64,329
 
                     
Property, plant and equipment, net
   
18,867
   
29,675
   
19,212
 
Deferred income taxes and other assets
   
2,443
   
1,413
   
2,277
 
                     
    Total assets
 
$
83,641
 
$
91,678
 
$
85,818
 
                     
Liabilities and Stockholders' Equity
                   
                     
Accounts payable
 
$
4,587
 
$
4,798
 
$
5,144
 
Accrued liabilities
   
6,761
   
8,988
   
7,534
 
                     
    Current liabilities
   
11,348
   
13,786
   
12,678
 
                     
Deferred compensation
   
1,830
   
2,491
   
1,918
 
Other long-term liabilities
   
984
   
1,263
   
804
 
                     
    Total liabilities
   
14,162
   
17,540
   
15,400
 
                     
Stockholders' equity
   
69,479
   
74,138
   
70,418
 
                     
    Total liabilities and stockholders’ equity
 
$
83,641
 
$
91,678
 
$
85,818
 
                     
 See accompanying notes to condensed consolidated financial statements.    
 
 
4
 
Condensed Consolidated Statements of Cash Flows (unaudited)
Chromcraft Revington, Inc.
(In thousands)
 
 
   
 Three Months Ended
 
   
 March 31,
2007
 
 April 1,
2006
 
Operating Activities
          
   Net earnings (loss)
 
$
(1,178
)
$
1,129
 
      Adjustments to reconcile net earnings (loss) to net
         cash provided by operating activities
             
        Depreciation and amortization expense
   
487
   
833
 
        Deferred income taxes
   
96
   
(94
)
        Non-cash ESOP compensation expense
   
144
   
223
 
        Non-cash stock compensation expense
   
95
   
124
 
        Non-cash inventory write-downs
   
384
   
211
 
        Provision for doubtful accounts
   
174
   
28
 
        (Gain) loss on disposal of assets
   
(357
)
 
12
 
        Changes in operating assets and liabilities
             
        Accounts receivable
   
546
   
(1,469
)
        Inventories
   
1,854
   
842
 
        Prepaid expenses
   
(497
)
 
601
 
        Accounts payable
   
(557
)
 
(650
)
        Accrued liabilities
   
(788
)
 
1,648
 
        Deferred compensation and other long-term liabilities
           and assets
   
(170
)
 
(55
)
               
    Cash provided by operating activities
   
233
   
3,383
 
               
Investing Activities
             
    Capital expenditures
   
(167
)
 
(249
)
    Proceeds on disposal of assets
   
2,518
   
3
 
               
        Cash provided by (used in) investing activities
   
2,351
   
(246
)
               
Financing Activities
             
        Cash provided by (used in) financing activities
   
-
   
-
 
               
Change in cash and cash equivalents
   
2,584
   
3,137
 
               
Cash and cash equivalents at beginning of the period
   
8,418
   
-
 
               
Cash and cash equivalents at end of the period
 
$
11,002
 
$
3,137
 
               
See accompanying notes to condensed consolidated financial statements.
 

5
 
Condensed Consolidated Statement of Stockholders’ Equity (unaudited)
Three Months Ended March 31, 2007
Chromcraft Revington, Inc.
(In thousands, except share data)
 

            
Capital in
 
   
Common Stock
 
Excess of
 
   
Shares
 
Amount
 
Par Value
 
                 
Balance at January 1, 2007
   
7,944,163
 
$
80
 
$
18,075
 
                     
Net loss
    -     -     -  
                     
ESOP compensation expense
    -     -    
(25
)
                     
Amortization of unearned compensation
    - restricted stock grants
    -     -    
75
 
                     
Stock option compensation expense
    -     -    
20
 
                     
 Balance at March 31, 2007    
7,944,163
 
$
80
 
$
18,145
 
                     
  See accompanying notes to condensed consolidated financial statements.      
 
 
6
 
 
 
 
 

 
   
Unearned 
 
 
 
 
 
Total
 
 
 
ESOP 
 
Retained
 
Treasury Stock
 
Stockholders'
 
 
 
Shares 
 
Earnings
 
Shares
 
Amount
 
 Equity
 
                           
   
$
(16,708
)
$
89,971
   
(1,776,287
)
$
(21,000
)
$
70,418
 
                                 
 
    -    
(1,178
)
  -     -    
(1,178
)
                                 
     
169
    -     -     -    
144
 
                                 
 
    -     -     -     -    
75
 
                                 
 
    -     -     -     -    
20
 
                                 
   
$
(16,539
)
$
88,793
   
(1,776,287
)
$
(21,000
)
$
69,479
 
 
 
7

Notes to Condensed Consolidated Financial Statements (unaudited)
Chromcraft Revington, Inc.

Note 1. Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statement presentation.
 
In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three month period ended March 31, 2007 are not necessarily indicative of the results that may be expected for the year ending December 31, 2007.

The balance sheet at December 31, 2006 has been derived from the audited financial statements at that date but does not include all information and footnotes required by generally accepted accounting principles for complete financial statements.

For further information, refer to the consolidated financial statements and footnotes thereto included in Chromcraft Revington’s annual report on Form 10-K for the year ended December 31, 2006.

Note 2. Restructuring and Asset Impairment Charges

In 2006, the board of directors of the Company approved the restructuring of certain of the Company’s operations. The restructuring program included the shut down, relocation, consolidation, and outsourcing of certain furniture manufacturing and distribution operations, and is expected to be completed during 2007. The purposes of the restructuring program are to reduce fixed costs, to improve the utilization of a global supply chain, and to increase asset utilization.

Restructuring charges recorded for the three months ended March 31, 2007 were as follows:

   
(In thousands)
 
       
Restructuring charges:
      
    Costs to shut down, vacate and prepare for sale
 
$
287
 
    One-time termination benefits
   
78
 
     
365
 
Asset impairment
   
(7
)
   
$
358
 
         
Statements of Operations classification:
       
    Gross margin
 
$
178
 
    Selling, general and administrative expenses
   
180
 
   
$
358
 
 
 
8

The Company expects to incur total restructuring costs of $1,466,000 for one-time termination benefits and costs to shut down, vacate and prepare the facilities for sale as follows:


   
 (In thousands)
 
       
 2007
     
   
 Year Ended
Dec. 31,
2006
 
 Three
Months
Ended
March 31,
2007
 
 Remaining
Nine
Months
 
 Total
 
                      
Costs to shut down, vacate
   and prepare for sale
 
$
479
 
$
287
 
$
159
 
$
925
 
One-time termination benefits
   
463
   
78
    -    
541
 
   
$
942
 
$
365
 
$
159
 
$
1,466
 

Charges to expense, cash payments or adjustments for the three months ended March 31, 2007 and the restructuring liabilities at March 31, 2007 were as follows:

   
 (In thousands)
 
       
 Three Months Ended March 31, 2007
     
   
 Dec. 31,
2006
 
 Charges to
Expense
 
 Cash
Payments
 
Adjustments
 
 March 31,
2007
 
                           
Costs to shut down, vacate and
   prepare for sale
 
$
29
 
$
287
 
$
(286
)
$ -  
$
30
 
One time termination benefits
   
260
   
78
   
(176
)
  -    
162
 
Asset impairment
   
-
   
(7
)
  -    
7
   
-
 
   
$
289
 
$
358
 
$
(462
)
$
7
 
$
192
 

In the first quarter of 2007, the Company recorded a gain of $357,000 pre-tax primarily due to the disposal of assets held for sale as part of the 2006 restructuring program.
 
Note 3. Inventories

Inventories consisted of the following:

   
(In thousands)
 
   
March 31,
 
April 1,
 
Dec. 31,
 
   
2007
 
2006
 
2006
 
                  
Raw materials
 
$
10,125
 
$
11,308
 
$
10,876
 
Work-in-process
   
3,607
   
6,060
   
3,488
 
Finished goods
   
16,205
   
21,700
   
17,726
 
     
29,937
   
39,068
   
32,090
 
LIFO reserve
   
(3,508
)
 
(3,112
)
 
(3,423
)
   
$
26,429
 
$
35,956
 
$
28,667
 
 
 
9

Note 4. Property, Plant and Equipment

Property, plant and equipment consisted of the following:

   
(In thousands)
 
   
March 31,
 
April 1,
 
Dec. 31,
 
   
2007
 
2006
 
2006
 
                  
Land
 
$
925
 
$
2,231
 
$
925
 
Buildings and improvements
   
26,013
   
34,740
   
25,989
 
Machinery and equipment
   
40,736
   
52,309
   
41,059
 
Leasehold improvements
   
1,273
   
966
   
1,059
 
Construction in progress
   
167
   
387
   
116
 
     
69,114
   
90,633
   
69,148
 
Less accumulated depreciation
  and amortization
   
(50,247
)
 
(60,958
)
 
(49,936
)
   
$
18,867
 
$
29,675
 
$
19,212
 

Note 5. Accrued Liabilities

Accrued liabilities at March 31, 2007 consisted of the following:

   
(In thousands)
 
   
March 31,
 
April 1,
 
Dec. 31,
 
   
2007
 
2006
 
2006
 
                  
Employee-related benefits
 
$
1,971
 
$
2,712
 
$
1,945
 
Deferred compensation
   
1,029
   
1,043
   
1,071
 
Sales commissions
   
690
   
858
   
708
 
Other accrued liabilities
   
3,071
   
4,375
   
3,810
 
                     
   
$
6,761
 
$
8,988
 
$
7,534
 

Note 6. Employee Stock Ownership Plan

Chromcraft Revington sponsors a leveraged employee stock ownership plan (“ESOP”) that covers substantially all employees who have completed six months of service. Chromcraft Revington makes annual contributions to the ESOP Trust equal to the ESOP Trust’s repayment of its loan from the Company. As the ESOP loan is repaid, shares are released and allocated to ESOP accounts of active employees based on the proportion of debt service paid in the year. Chromcraft Revington accounts for its ESOP in accordance with AICPA Statement of Position 93-6, Accounting for Employee Stock Ownership Plans. Accordingly, unearned ESOP shares are reported as a reduction of stockholders’ equity as reflected in the Condensed Consolidated Statement of Stockholders’ Equity of the Company. As shares are committed to be released, Chromcraft Revington reports compensation expense equal to the current market price of the shares, and the shares become outstanding for earnings (loss) per share computations. ESOP compensation expense, a non-cash charge, for the
 
 
10

three months ended March 31, 2007 and April 1, 2006 was $144,000 and $223,000, respectively. ESOP shares consisted of the following:

   
(In thousands) 
 
   
March 31,
2007 
 
April 1,
2006 
 
Dec. 31,
2006 
 
                 
Allocated shares
   
266
   
244
   
296
 
Committed to be released shares
   
17
   
17
   
-
 
Unearned ESOP shares
   
1,654
   
1,722
   
1,671
 
Total ESOP shares
   
1,937
   
1,983
   
1,967
 
                     
Unearned ESOP shares, at cost
 
$
16,540
 
$
17,216
 
$
16,708
 
Fair value of unearned ESOP shares
 
$
15,911
 
$
23,173
 
$
14,353
 

Note 7. Earnings per Share of Common Stock

Due to the net loss in the three months ended March 31, 2007, loss per share, basic and diluted, are the same, as the effect of potential common shares would be antidilutive. For the three months ended April 1, 2006, weighted average shares used in the calculation of diluted earnings per share included dilutive potential common shares of approximately 64,000.

Note 8. Income Taxes

The Company adopted the provisions of Financial Accounting Standards Board (“FASB”) Interpretation No. 48, Accounting for Uncertainty in Income Taxes (“FIN 48”), on January 1, 2007. The implementation of FIN 48 did not result in recognition of previously unrecognized tax benefits. At January 1, 2007 and March 31, 2007, the Company had $270,000 of unrecognized tax benefits, all of which would affect the effective tax rate if recognized.

The Company or its subsidiaries file income tax returns in the U.S. federal and various state jurisdictions. The Internal Revenue Service concluded an examination of the Company’s U.S. income tax return for the year ended December 31, 2002, with no proposed adjustments. With few exceptions, the Company is no longer subject to state or local income tax examinations by tax authorities for years before 2003.

The Company recognizes interest and penalties related to unrecognized tax benefits as a component of income tax expense in the consolidated financial statements. During the quarter ended March 31, 2007, the Company paid and recognized approximately $4,000 in interest and penalties.

 
11

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Overview

In recent years, the value chain of the furniture industry has rapidly shifted to a global marketplace. This dramatic shift toward imported products has been a powerful driver of improved consumer value. It has also created a highly dynamic retail environment of changing buying power and channel concentrations. In the wake of this upheaval, many U.S. based furniture manufacturing plants have been closed. To adapt to this new global marketplace reality, the Company is in the process of redefining its value proposition and organizational structure to serve the evolving furniture marketplace.

Chromcraft Revington’s business strategy is to develop products based on consumer research utilizing a global supply chain and U.S.-based built-to-order manufacturing capabilities. Recently, the Company began a transformation to a more integrated organizational model by appointing senior managers to lead its sales, marketing and product development, supply chain and finance functions. Under this centralized functional structure, the Company recently converted its multi-line sales representation to a unified exclusive sales force and combined its various product development and marketing brand organizations. In addition, the Company is in the process of shifting its U.S. manufacturing operations to greater use of a global supply chain and built-to-order capabilities. The Company believes these actions are necessary to effectively compete in the global furniture industry.

In addition, the Company implemented a restructuring program in 2006 that included the shut down, relocation, consolidation and outsourcing of certain manufacturing and distribution operations. The purposes of the restructuring were to improve the utilization of a global supply chain, to reduce fixed costs and to increase asset utilization. Two manufacturing plants and one stand-alone distribution center were closed in 2006.

Chromcraft Revington recorded a net loss of $1,178,000 for the first quarter of 2007 as compared to net earnings of $1,129,000 for the prior year period. During the first three months of 2007, the Company’s cash position increased $2,584,000 to $11,002,000 at March 31, 2007. The increase in cash was primarily due to proceeds received from asset sales as part of the 2006 restructuring program. At March 31, 2007, the Company had no bank indebtedness.

As the Company continues to adapt to the global furniture marketplace and integrates functions common to its various products, additional restructuring charges, asset impairments, duplicate costs, reduced revenues, increased operating expenses and disruptions to the organization may occur.
 

12

Results of Operations

The following table sets forth the Condensed Consolidated Statements of Operations of Chromcraft Revington for the three months ended March 31, 2007 and April 1, 2006 expressed as a percentage of sales.

   
Three Months Ended
 
   
March 31,
 
April 1,
 
   
2007
 
2006
 
Sales
   
100.0
%
 
100.0
%
Cost of sales
   
83.8
   
80.4
 
Gross margin
   
16.2
   
19.6
 
Selling, general and administrative expenses
   
22.1
   
15.5
 
Operating income (loss)
   
(5.9
)
 
4.1
 
Interest (income) expense, net
   
(0.1
)
 
0.2
 
Earnings (loss) before income tax
   expense (benefit)
   
(5.8
)
 
3.9
 
Income tax expense (benefit)
   
(2.3
)
 
1.4
 
Net earnings (loss)
   
(3.5
)%
 
2.5
%

Consolidated sales for the three months ended March 31, 2007 of $33,847,000 represented a 26.3% decrease from $45,921,000 reported for the prior year period. Shipments for the current quarter were lower as compared to the prior year period primarily due to competitive pressure from imports, a soft furniture retail environment, and the impact of a major change to the Company’s sales structure. All residential furniture product category shipments, particularly in occasional furniture, were lower in the first quarter as compared to the same period last year. Commercial furniture shipments were higher as compared to the same period in the prior year. During the first quarter, the Company restructured and realigned its residential sales organizations. As part of its ongoing transformation, the Company combined its residential sales management and shifted to exclusive sales representation of its brands. In the past, the Company used multi-line independent representatives who carried other furniture companies' products. These sales representatives were managed by separate divisions of Chromcraft Revington. This divisional structure made it difficult for the Company to coordinate activities between its brands.
 
The consolidated sales decrease in the first quarter of 2007 was primarily due to lower unit volume.
 
Gross margin decreased $3,522,000 to $5,490,000, or 16.2% of sales, for the first three months of 2007 from $9,012,000, or 19.6% of sales, for the prior year period. The lower gross margin in 2007 was primarily due to a lower sales volume, which impacted fixed cost absorption and manufacturing efficiencies, and an unfavorable sales mix. In addition, gross margin in 2007 included a charge of $178,000 pre-tax for restructuring related costs in connection with the Company’s 2006 restructuring program. In the three month period ended March 31, 2007, the Company recognized a $357,000 pre-tax gain on asset sales, which favorably impacted gross margin.

 
13

Selling, general and administrative expenses as a percentage of sales, were 22.1% for the first quarter of 2007 as compared to 15.5% for the prior year period. The higher percentage in 2007 was primarily due to fixed selling and administrative costs spread over a lower sales volume. In addition, product development and marketing costs were higher in the first quarter of 2007 as compared to the same period last year. Selling, general and administrative expenses for the three month period ended March 31, 2007 also included a charge of $180,000 pre-tax for restructuring related costs in connection with the Company's 2006 restructuring program.
 
Net interest income was $18,000 in the first quarter of 2007 as compared to net interest expense of $77,000 in the prior year period. Net interest income for the three months ended March 31, 2007 was primarily due to an increase in cash equivalents investments as compared to the year earlier period.
 
Chromcraft Revington’s effective income tax (benefit) rate was (39.8%) for the first three months of 2007 as compared to 37.6% for the prior year period. The higher effective tax rate for the quarter ended March 31, 2007 reflects the impact of book income not subject to tax.

Liquidity and Capital Resources

Operating activities provided cash of $233,000 for the three months ended March 31, 2007 as compared to $3,383,000 for the same period last year. The decrease in cash from operating activities in 2007 as compared to the prior year period was primarily due to an operating loss in the current period.

Investing activities generated cash of $2,351,000 in the first quarter of 2007 as compared to $246,000 of cash used in the prior year period. During the first quarter of 2007, the Company received cash proceeds of $2,518,000 on asset sales as part of the 2006 restructuring program. Cash used for capital expenditures was $167,000 during the first three months of 2007, as compared to $249,000 spent during the same period last year. The Company plans to implement a new enterprise resource planning application software in 2007. Vendor selection and costs have not been determined for this project; however, the Company expects that capital expenditures in 2007 will exceed the 2006 capital expenditures level.

The Company’s primary sources of liquidity are cash from operating activities, cash on hand, cash proceeds from assets held for sale and its external borrowing capacity. At March 31, 2007 the Company had approximately $2.5 million in availability under its unsecured bank credit facility and no borrowings. Availability under the bank credit facility is based on a multiple of trailing twelve months cash flow and, therefore, has been limited based on the Company’s recent operating performance. The Company is in the process of replacing its bank credit facility with a secured asset based bank credit facility that is expected to provide credit availability in excess of $20 million. Management believes that its internal cash resources and external borrowing capacity are adequate to meet its short and long term liquidity requirements.

Recently Issued Accounting Standards

In September 2006, FASB issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements (“FAS 157”), which is effective prospectively for the fiscal year beginning after November 15, 2007. FAS 157 provides a single authoritative definition of fair
 
 
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value, a framework for measuring fair value, and requires additional disclosure about fair value measurements. Although the Company has not completed its analysis of FAS 157, it is not expected to have a material impact.

In February 2007, FASB issued Statement of Financial Accounting Standards No. 159, The Fair Value Option for Financial Assets and Financial Liabilities - including an amendment of FASB No. 115 (“FAS 159”), which is effective prospectively for the fiscal year beginning after November 15, 2007. FAS 159 permits entities to measure many financial instruments and certain other items at fair value, expanding the use of fair value measurement consistent with FAS No. 157. Although no material impact is expected, the Company has not yet completed its analysis of FAS 159.

Forward-Looking Statements 

Certain information and statements contained in this report, including, without limitation, in the section captioned “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements can be generally identified as such because they include future tense or dates, or are not historical or current facts, or include words such as “believes,” “may,” “expects,” “intends,” “plans,” or words of similar import. Forward-looking statements are not guarantees of performance or outcomes and are subject to certain risks and uncertainties that could cause actual results or outcomes to differ materially from those reported, expected, or anticipated as of the date of this report.

Among the risks and uncertainties that could cause actual results or outcomes to differ materially from those reported, expected or anticipated are general economic conditions; import and domestic competition in the furniture industry; ability of the Company to execute its business strategies and implement its new business model; market interest rates; consumer confidence levels; cyclical nature of the furniture industry; consumer and business spending; changes in relationships with customers; customer acceptance of existing and new products; new home and existing home sales; other factors that generally affect business; and the risk factors set forth in this Form 10-Q and the  Company's annual report on Form 10-K for the year ended December 31, 2006.

The Company does not undertake any obligation to update or revise publicly any forward-looking statements to reflect information, events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events or circumstances.

Item 3. Quantitative and Qualitative Disclosures About Market Risk
 
The Company had no bank indebtedness in the first quarter of 2007 and, therefore, no interest rate risk.

The Company sources certain raw materials and finished furniture, primarily from China. These purchases are fixed price contracts payable in U.S. dollars and, therefore, the Company has no material foreign exchange rate risk exposure.

 
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As part of the 2006 restructuring program, certain inventories were written down to anticipated net realizable value, and assets held for sale were recorded at fair value. These assets are subject to market changes, which may require the Company to make further write-downs or may result in further impairments.

Item 4. Controls and Procedures

Chromcraft Revington’s principal executive officer and principal financial officer have concluded, based upon their evaluation, that the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended), were effective as of the end of the period covered by this Form 10-Q.

There have been no significant changes in Chromcraft Revington’s internal control over financial reporting that occurred during the first quarter of 2007 that may have materially affected, or are reasonably likely to materially affect, Chromcraft Revington’s internal control over financial reporting.

PART II.

Item 1A. Risk Factors

We may have difficulty returning to profitability.

The Company incurred an operating loss in the first quarter of 2007. The Company will need to increase sales, reduce expenses, and/or improve manufacturing processes in order to return to profitability in future periods.

We may not be able to effectively source our products competitively.

The continued transformation of the business will require enhanced global sourcing capabilities. To respond to competitive pressures and customer requirements, the Company will need to develop new and better products and source effectively in lower labor cost areas, such as China. Without an improvement in these capabilities sales and operating results can be negatively impacted.

 
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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The following table represents information with respect to shares of Chromcraft Revington common stock repurchased by the Company during the quarter ended March 31, 2007.

Purchase of Equity Securities

           
 
 
Maximum
 
           
 
 
number (or
 
           
Total number
 
approximate
 
           
of shares
 
dollar value)
 
   
 
 
 
 
purchased 
 
of shares that 
 
   
 
 
 
 
as part
 
may yet be
 
   
Total 
 
Average
 
of publicly 
 
purchased 
 
   
number
 
price
 
announced
 
under the 
 
   
of shares
 
 paid
 
 plans or
 
 plans or
 
Period
 
purchased
 
per share
 
programs
 
programs (1)
 
                   
January 1, 2007 to January 27, 2007
   
-
   
-
   
-
   
702,965
 
January 28, 2007 to February 24, 2007
   
-
   
-
   
-
   
702,965
 
February 25, 2007 to March 31, 2007
   
-
   
-
   
-
   
702,965
 
                           
Total
   
-
   
-
   
-
       
    
    (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 December 12, 2005, 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 (filed herewith).

 
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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, Chromcraft Revington, Inc. has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 

       
Chromcraft Revington, Inc.
       
(Registrant)
         
         
Date:
May 14, 2007
 
By:
/s/ Frank T. Kane
       
Frank T. Kane
Sr. Vice President-Finance
(Duly Authorized Officer and Principal Accounting and Financial Officer)
 
 
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