CHICAGO RIVET & MACHINE CO
For the period ended Mar 31, 2026. Filed May 8, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed May 8, 2026
CVR$10.51+0.1%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-07.
0000019871-25-000008
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-08.
0000019871-26-000014
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 19 previous paragraphs and 25 current paragraphs.
4 unchanged; 10 reworded; 8 added; 5 removed; 0 previous and 3 current paragraphs rearranged.
Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (8)
Current report
Sales for the three months ended March 31, 2026 were $6,851,517 compared to $7,245,635 for the three months ended March 31, 2025, a decrease of $394,118, or 5.4%. The quarter-over-quarter decrease in sales was primarily driven by lower order volumes from our fastener customers, reflecting softer demand across key end markets and broader macroeconomic conditions. Customers exhibited more cautious purchasing behavior during the period amid elevated interest rates, inflationary pressures, a renewed shortage in semiconductor supply, and ongoing economic uncertainty.
Current report
Gross margins for the three months ended March 31, 2026 were $958,459 compared to $1,657,741 for the three months ended March 31, 2025, a decrease of $699,282, or 42.2%. The decrease in gross margin was primarily driven by lower sales volumes, which reduced the absorption of fixed manufacturing costs, as well as an unfavorable sales mix.
Current report
Net loss for the three months ended March 31, 2026 was $362,015, or $0.37 per share, compared to net income of $401,022, or $0.42 per share for the three months ended March 31, 2025, a decrease of $763,037, or 190.3%. The decrease was primarily driven by lower sales volumes, reduced absorption of fixed manufacturing costs, and an unfavorable product mix partially offset by reductions in sales and administrative expenses. Operating results were impacted by weakened demand across automotive and general industrial markets, coupled with a more cautious customer ordering environment. Higher borrowing costs, persistent inflation, and general economic and geopolitical uncertainty contributed to delayed purchasing decisions and lower overall activity levels. Results for the current quarter were further affected by the absence of a $339,520 gain on the sale of the Albia facility recognized in the prior-year period.
Current report
Assembly equipment segment sales were $1,052,899 for the three months ended March 31, 2026 compared to $1,086,664 for the three months ended March 31, 2025, a decrease of $33,765, or 3.1%.
Current report
The March 2025 Credit Agreement maturity date is August 31, 2026.
Current report
The March 2025 Credit Agreement includes certain financial covenants such as minimum profitability for the twelve months ended December 31, 2025, and minimum tangible net worth. As of December 31, 2025 and March 31, 2026, the Company was not in compliance with all such financial covenants. Specifically, the Company was not in compliance with the minimum annual profitability covenant, however, the Company was in compliance with the other financial covenants contained in the credit agreement. On February 27, 2026, the lender waived this covenant violation, and no new covenants were added to the credit agreement. As of March 31, 2026, the Company was not in compliance with the
Current report
minimum net worth covenant, and the lender waived this covenant violation on May 6, 2026. As of March 31, 2026, the Company has made all required principal and interest payments under the March 2025 Credit Agreement.
Current report
(d) evaluation of other financing sources in addition to the March 2025 Credit Agreement, including exploring the potential for a real estate sale leaseback or similar transaction, or seeking to potentially raise additional capital.
Removed paragraphs (5)
Previous report
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.
Previous report
Sales for the three months ended September 30, 2025 were $7,360,284 compared to $6,969,921 for the three months ended September 30, 2024, an increase of $390,363, or 5.6%. The quarter-over-quarter increase in sales was primarily driven by higher order volumes from our H & L Tool automotive customers, following a modest rebound in production among select Original Equipment Manufacturers ("OEMs"). This uptick occurred despite persistent industry headwinds. Sales for the nine months ended September 30, 2025 were $21,903,997 compared to $22,882,579 for the nine months ended September 30, 2024, a decrease of $978,582, or 4.3%. The year-over-year decrease in sales reflects the broader challenges facing the automotive sector, including softening consumer demand, the impact of recent tariff announcements, ongoing global economic uncertainty, and, most recently, a renewed shortage in semiconductor supply. Year-over-year, H & L Tool continued to experience a significant decline in sales volume, particularly early in the year, as key automotive customers reduced schedules in response to these pressures.
Previous report
Gross margins for the three months ended September 30, 2025 were $1,329,496 compared to $694,987 for the three months ended September 30, 2024, an increase of $634,509, or 91.3%. The quarter-over-quarter improvement was driven by a combination of favorable product mix, including the sale of a greater number of higher-margin assembly equipment units, and continued progress in operational efficiency. Gross margins for the nine months ended September 30, 2025 were $3,962,300 compared to $2,854,995 for the nine months ended September 30, 2024, an increase of $1,107,305, or 38.8%. The year-over-year results benefited from price increases which took effect during the current year and helped offset margin pressures despite lower overall sales volumes. Although price increases were secured in both 2024 and 2025, the timing lag between rising input costs and the implementation of new pricing, particularly at H & L Tool, resulted in margin compression during 2024. Inflationary pressures on wages, transportation, energy, and outsourced processing services took effect immediately, while the benefit of revised pricing only materialized in 2025, contributing to the stronger margin performance in the current year. Additional margin expansion was achieved through sustained cost containment efforts and the consolidation of the Albia operations into the Tyrone manufacturing facility, which yielded savings in labor, overhead, and facility expenses. These initiatives were partially offset by lower year-over-year order volumes from automotive customers, which reduced operating leverage, particularly at H & L Tool, where more than 80% of revenue is tied to automotive supply contracts. When production levels drop, it becomes more difficult to absorb fixed costs such as labor, facility expenses, and depreciation, all of which weigh heavily on gross margin.
Previous report
Net income for the three months ended September 30, 2025 was $67,572, or $0.07 per share, compared to net loss of $1,446,621, or $1.50 per share for the three months ended September 30, 2024, an increase of $1,514,193, or 104.7%. The return to profitability in the third quarter of 2025 was driven by higher gross margins, disciplined cost management, and, the absence of prior year charges associated with the closure of the Company's manufacturing facility in Albia, Iowa. Net income for the nine months ended September 30, 2025 was $73,615, or $0.08 per share, compared to a net loss of $2,002,484, or $2.07 per share for the nine months ended September 30, 2024, an increase of $2,076,099, or 103.7%. Despite significant headwinds, year-to-date results improved meaningfully compared to the prior year. This reflects stronger performance in the third quarter, the benefit of previously implemented price increases, and the sale of Albia manufacturing facility, which resulted in the recording of a one-time gain of $339,520. It also highlights the Company’s progress in managing cost pressures and stabilizing operations in a difficult environment. Looking ahead, we remain focused on improving profitability through a combination of targeted customer engagement, pricing strategies, and operational efficiencies. However, we recognize that industry headwinds including inflation, supply chain complexity, and changing customer demand patterns may continue to affect our near-term financial performance.
Previous report
Assembly equipment segment sales were $926,335 for the three months ended September 30, 2025 compared to $1,042,605 for the three months ended September 30, 2024, a decrease of $116,270, or 11.2%. Assembly equipment segment sales were $2,913,861 for the nine months ended September 30, 2025 compared to $3,321,859 for the nine months ended September 30, 2024, a decrease of $407,998, or 12.3%. Both automotive and non-automotive assembly equipment sales decreased in this segment. These declines reflect timing-related factors in customer purchasing cycles as well as project delays stemming from cautious capital investment trends across multiple industries. Although sales declined year-over-year, the assembly equipment gross margin increased by $715,056 during the year-to-date period. This margin expansion reflects the Company’s ongoing efforts to enhance operational efficiency and reduce its cost structure, with the consolidation of the Albia operations into the Tyrone manufacturing facility yielding meaningful cost savings through streamlined workflows, increased capacity utilization, and reduced overhead.
Reworded paragraphs (10)
Previous wording
The following discussion and analysis contains certain "forward-looking statements" which are inherently subject to risks and uncertainties that may cause actual events to differ materially from those discussed herein. Factors which may cause such differences in events include those disclosed under the section captioned “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024, and in other fillings we make with the Securities and Exchange Commission. These factors include, among other things: risk related to the Company's ability to continue as a going concern, conditions in the domestic and international automotive industry, upon which we rely for sales revenue, the intense competition in our markets, the concentration of our sales with major customers, risks related to export sales, including the imposition of tariffs, the price and availability of raw materials, supply chain disruptions, labor relations issues and rising costs, losses related to product liability, warranty and recall claims, costs relating to compliance with environmental laws and regulations, information systems disruptions and the threat of cyber attacks, the loss of the services of our key employees, our indebtedness which could affect our financial flexibility, financial condition and competitive position, and our internal control over financial reporting where a material weakness was identified. Many of these factors are beyond our ability to control or predict. Readers are cautioned not to place undue reliance on these forward-looking statements. We undertake no obligation to publish revised forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events unless required under the federal securities laws.
Current wording
The following discussion and analysis contains certain "forward-looking statements" which are inherently subject to risks and uncertainties that may cause actual events to differ materially from those discussed herein. Factors which may cause such differences in events include those disclosed under the section captioned “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025, and in other fillings we make with the Securities and Exchange Commission. These factors include, among other things: risk related to the Company's ability to continue as a going concern, conditions in the domestic and international automotive industry, upon which we rely for sales revenue, the intense competition in our markets, the concentration of our sales with major customers, risks related to export sales, including the imposition of tariffs, the price and availability of raw materials, supply chain disruptions, labor relations issues and rising costs, losses related to product liability, warranty and recall claims, costs relating to compliance with environmental laws and regulations, information systems disruptions and the threat of cyber-attacks, geo-political events and disruptions, including the engagement of the U.S. in hostilities abroad and the resulting effect on supply chains, cost of raw materials and export sales, the loss of the services of our key employees, our indebtedness which could affect our financial flexibility, financial condition and competitive position, and our internal control over financial reporting where a material weakness was identified. Many of these factors are beyond our ability to control or predict. Readers are cautioned not to place undue reliance on these forward-looking statements. We undertake no obligation to publish revised forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events unless required under the federal securities laws.
Previous wording
Fastener segment sales were $6,433,949 for the three months ended September 30, 2025 compared to $5,927,316 for the three months ended September 30, 2024, an increase of $506,633, or 8.5%. Fastener segment sales were $18,990,136 for the nine months ended September 30, 2025 compared to $19,560,720 for the nine months ended September 30, 2024, a decline of $570,584, or 2.9%. The automotive sector is the primary market for our fastener segment products, and sales to automotive customers were $4,228,502 for the three months ended September 30, 2025 compared to $3,578,390 for the three months ended September 30, 2024, an increase of $650,112, or 18.2%. Sales to automotive customers were $11,876,239 for the nine months ended September 30, 2025 compared to $13,050,096 for the nine months ended September 30, 2024, a decline of $1,173,857, or 9.0% primarily due to a slowdown in North American vehicle production and continued volatility across the Midwest automotive manufacturing sector. Industry-wide production fell sharply in January 2025, leading to reduced order volumes from key original equipment manufacturers. In addition, elevated interest rates and ongoing economic uncertainty contributed to softer consumer demand, prompting inventory adjustments and cautious procurement behavior among our automotive customers. In contrast, fastener segment sales to non-automotive customers, including those in the construction and electronics industries, were $2,205,447 for the three months ended September 30, 2025 compared to $2,348,926 for the three months ended September 30, 2024, a decrease of $143,479, or 6.1%, and $7,113,897 for the nine months ended September 30, 2025 compared to $6,510,624 for the nine months ended September 30, 2024, an increase of $603,273, or 9.3%, reflecting the successful execution of a strategic pivot by our sales team. In response to softening demand in the automotive sector, the sales team proactively expanded outreach to customers in industrial, construction, and consumer goods markets, which are segments that have historically demonstrated more stable demand profiles amid broader economic headwinds.
Current wording
Fastener segment sales were $5,798,618 for the three months ended March 31, 2026 compared to $6,158,971 for the three months ended March 31, 2025, a decrease of $360,353, or 5.9%. The automotive sector is the primary market for our fastener segment products, and sales to automotive customers were $3,589,765 for the three months ended March 31, 2026 compared to $3,798,658 for the three months ended March 31, 2025, a decrease of $208,893, or 5.5% primarily due to further slowdown in North American vehicle production and continued volatility across the Midwest automotive manufacturing sector. Industry-wide production fell in January 2026, leading to reduced order volumes from key original equipment manufacturers. In addition, elevated interest rates and ongoing economic uncertainty contributed to softer consumer demand, prompting inventory adjustments and cautious procurement behavior among our automotive customers. Fastener segment sales to non-automotive customers, including those in the construction and electronics industries, were $2,208,853 for the three months ended March 31, 2026 compared to $2,360,313 for the three months ended March 31, 2025, a decrease of $151,460, or 6.4%.
Previous wording
Selling and administrative expenses were $1,264,926 for the three months ended September 30, 2025 compared to $1,518,558 for the three months ended September 30, 2024, a decrease of $253,632, or 16.7%. Selling and administrative expenses were $4,244,987 for the nine months ended September 30, 2025 compared to $4,474,310 for the nine months ended September 30, 2024, a decrease of $229,323, or 5.1%, primarily due to reduced salaries, commissions and provision for contingencies. Selling and administrative expenses were 17.2% and 21.8% of sales in the three months ended September 30, 2025 and 2024, respectively, and 19.4% and 19.6% of sales in the nine months ended September 30, 2025 and 2024, respectively. The Company believes that it has made substantial progress in continuing to implement its plans to reduce costs and improve efficiency and will continue to do so for the remainder of the year.
Current wording
Selling and administrative expenses were $1,340,050 for the three months ended March 31, 2026 compared to $1,587,567 for the three months ended March 31, 2025, a decrease of $247,517, or 15.6%, primarily due to reduced salaries, and reduced outside consulting and accounting fees. Selling and administrative expenses were 19.6% and 21.9% of sales in the three months ended March 31, 2026 and 2025, respectively. The Company believes that it has made substantial progress in continuing to implement its plans to reduce costs and improve efficiency and will continue to do so for the remainder of the year.
Previous wording
Other income for the three months ended September 30, 2025 was $2,711 compared to $28,146 for the three months ended September 30, 2024, a decrease of $25,435, or 90.4%. The decrease was primarily attributable to lower interest income earned on short-term investments, which declined due to a reduction in the average balance of such investments during the current period. Other income for the nine months ended September 30, 2025 was $356,302 compared to $102,570 for the nine months ended September 30, 2024, an increase of $253,732 primarily driven by the sale of the Albia manufacturing facility which resulted in the recording of a one-time gain of $339,520.
Current wording
Other income for the three months ended March 31, 2026 was $1,933 compared to $11,687 for the three months ended March 31, 2025, a decrease of $9,754, or 83.5%. The decrease was primarily attributable to lower interest income earned on short-term investments, which declined due to a reduction in the average balance of such investments during the current period.
Previous wording
The Company’s effective tax rates were zero and (32.0)% for the nine months ended September 30, 2025 and 2024, respectively. See Note 5. Income taxes to the Condensed Consolidated Financial Statements included herein for additional information.
Current wording
The Company’s effective tax rates were 4.6% and 4.9% for the three months ended March 31, 2026 and 2025, respectively. See Note 5. Income taxes to the Condensed Consolidated Financial Statements included herein for additional information.
Previous wording
Working capital was $11,271,780 as of September 30, 2025, compared to $10,371,215 at the beginning of the year, an increase of $900,565, or 8.7%.
Current wording
Working capital was $9,480,063 as of March 31, 2026, compared to $9,894,317 at the beginning of the year, a decrease of $414,254, or 4.2%.
Previous wording
While the results for the third quarter 2025 were positive, the Company has incurred significant recurring operating losses over the last two years, primarily driven by a continuous decline in revenues, recurring negative cash flows from operations and continued reduction in liquidity. The Company reported operating income of $64,570 and operating loss of $823,571 for the three months ended September 30, 2025 and 2024, respectively. The Company reported operating losses of $282,687 and $1,619,315 for the nine months ended September 30, 2025 and 2024, respectively. The Company’s liquid assets at September 30, 2025 consisted of cash and cash equivalents totaling $1,682,919. The Company’s declining revenues, recurring operating losses and negative cash flows, and continued reduction in liquidity, raise substantial doubt about the Company's ability to continue as a going concern within one year after the issuance date of these financial statements. In response, the Company has taken various strategic actions including (i) investing resources in the Company's sales efforts to increase revenues, including the recent hiring of Mr. James T. Tanner as the Company's new Senior Vice President of Sales and Marketing. Mr. Tanner brings over 30 years of sales and leadership experience in manufacturing and spent over 10 years in the fastener industry, (ii) executing on the sale of Albia real estate in February 2025, which generated net cash proceeds of approximately $678,000, and the October 2024 consolidation of the Albia operations into the Tyrone manufacturing facility, enhancing economies of scale and contributing towards improved margins from cost reductions, and (iii) entering into a one-year, $3,000,000 operating credit agreement, renewable annually, and consisting of a (a) $2,500,000 revolving line of credit, and (b) $500,000 non-revolving line of credit, bearing interest at a fluctuating rate per annum equal to 1% plus the applicable prime rate, with a floor of 7% (the loan can be prepaid without penalty). The Company will continue to seek to enhance its sales efforts to further improve revenue, improve operating efficiency and enhance liquidity. The Company believes that if it successfully implements the foregoing strategic actions, it will mitigate the factors giving rise to substantial doubt, however, there is no guarantee that the Company will successfully implement these strategic actions. As a result, there remains substantial doubt regarding the Company’s ability to continue as a going concern.
Current wording
On March 6, 2025, the Company entered into a one-year $3,000,000 operating credit agreement (the “March 2025 Credit Agreement”), renewable annually, and consisting of a: (a) $2,500,000 revolving line of credit, and (b) $500,000 non-revolving line of credit. The non-revolving line of credit expired on December 31, 2025 and was not renewed. Borrowings under the March 2025 Credit Agreement bear interest at a fluctuating rate per annum equal to 1% plus the applicable prime rate subject to a 7% floor. The agreement can be early terminated and amounts due repaid, at the Company's discretion, without prepayment penalties. As of March 31, 2026, there was $1,000,000 in borrowings outstanding under the revolving line of credit and no borrowings under the non-revolving line of credit.
Previous wording
On May 2, 2025, the Company borrowed $500,000 under its revolving line of credit to support working capital and general corporate purposes. As of September 30, 2025, the Company had an aggregate borrowing capacity under its committed revolving credit facility of $2,500,000. This facility includes certain financial covenants such as minimum profitability for the twelve months ending December 31, 2025, and minimum tangible net worth. As of September 30, 2025, the Company was in compliance with all such financial covenants. See Note 10. Debt to the Condensed Consolidated Financial Statements included herein for additional information.
Current wording
See Note 10. Debt to the Condensed Consolidated Financial Statements included herein for additional information.
Previous wording
The Company also had outstanding total operating lease obligations of $448,344 of which $102,811 were classified as current within Other current liabilities in the Condensed Consolidated Balance Sheets at September 30, 2025. See Note 7. Leases to the Condensed Consolidated Financial Statements included herein for additional information.
Current wording
The Company also had outstanding total operating lease obligations of $404,395 of which $104,333 were classified as current within Other current liabilities in the Condensed Consolidated Balance Sheets at March 31, 2026.
Previous wording
With respect to the Outlook for the remainder of 2025, the economic environment remains challenging. Our order volume continued to show improvement in the third quarter of 2025 compared to the fourth quarter of 2024 but it is not yet at the year-to-date levels we experienced in the third quarter of 2024. Significant uncertainty remains in the manufacturing sector as companies like ours continue to navigate the potential impacts of new tariffs and numerous market factors that may impact our business and the business of our customers. In particular, we have taken the uncertainty created by tariffs as an opportunity to actively engage with both current and potential customers on ways in which we can work with them to help meet their needs in the current economic environment. We remain actively engaged with current and potential customers to help strengthen relationships with existing customers and build relationships with new customers. In addition, the Company believes the actions taken in 2024 and throughout 2025 to reduce costs have better positioned the Company to manage the uncertainty noted above, and we will continue to seek efficiency improvements in our operations as well as appropriate price adjustments from customers while aggressively pursuing new sales opportunities to drive volume back to historic levels. We will also continue to actively monitor and analyze potential impacts from tariffs and other external factors so that we are positioned to take actions promptly and as necessary to address such potential impacts. We believe that our recent efficiency improvements and our focus on driving new sales, as well as our long term operating history in a very competitive global marketplace, quality products, and customer service, will provide the foundation for improved operating results in the future.
Current wording
Fiscal 2026 guidance remains subject to ongoing macroeconomic uncertainty. We expect production volumes in the segments we serve to increase slightly with the added benefit of new customer awards ramping up in the second half of 2026. Our order volume is showing improvement in the first quarter of 2026 compared to the fourth quarter of 2025 but is not yet back to the levels we experienced in the past. Significant uncertainty remains in the manufacturing sector as companies like ours continue to navigate the potential impacts of tariffs and numerous market factors and geopolitical events that may impact our business in the coming year. The Company believes all of the actions to reduce costs in 2025 continue to better position us to manage this uncertainty, and we will continue to push efficiency improvements in the operations as well as seek appropriate price adjustments from customers and aggressively pursue new sales opportunities to drive volume back to historic levels. In addition, we will actively monitor and analyze potential impacts from tariffs and other external factors, including both challenges and opportunities resulting from tariffs and external factors, so that we are positioned to take actions promptly and as necessary to address such potential impacts. We believe our continued focus on efficiency improvements and driving new sales, as well as our long term operating experience, quality products, and customer service in a very competitive global marketplace will provide the foundation for improved operating results in the future.
Rearranged current paragraphs (3)
Current report — wording carried from elsewhere
See Note 7. Leases to the Condensed Consolidated Financial Statements included herein for additional information.
Current report — wording carried from elsewhere
The Company has incurred significant recurring operating losses over the last two years, primarily driven by a continuous decline in revenues, recurring negative cash flows from operations and continued reduction in liquidity. The Company reported operating loss of $381,591 and operating income of $409,694 for the three months ended March 31, 2026 and 2025, respectively. The Company’s liquid assets at March 31, 2026 consisted of cash and cash equivalents totaling $1,446,794. The Company’s declining revenues, recurring operating losses and negative cash flows, and continued reduction in liquidity, raise substantial doubt about the Company's ability to continue as a going concern within one year after the issuance date of these financial statements. In response, the Company has taken various strategic actions including (a) taking action to sell in the first half of 2026 certain H&L assets and in connection with such anticipated sale, the Company classified these assets in the amount of $179,254 as Assets held for sale in the Consolidated Balance Sheets at December 31, 2025, (b) renewal of the March 2025 Credit Agreement revolving line of credit with a borrowing capacity of $2,500,000 to continue to finance operations, (c) leveraging the Company’s sales team to identify and execute on new sales opportunities and increase revenue; and
Current report — wording carried from elsewhere
The Company will continue to seek to enhance its sales efforts to further improve revenue, improve operating efficiency and enhance liquidity. The Company believes that if it successfully implements the foregoing strategic actions, it will mitigate the factors giving rise to substantial doubt, however, there is no guarantee that the Company will successfully implement these strategic actions. As a result, there remains substantial doubt regarding the Company’s ability to continue as a going concern.