CHICAGO RIVET & MACHINE CO - Quarter Report: 2021 March (Form 10-Q)

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

FORM 10-Q

 

 

(Mark One)

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

For the quarterly period ended March 31, 2021

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 000-01227

 

 

Chicago Rivet & Machine Co.

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Illinois		36-0904920
(State or Other Jurisdiction of		(I.R.S. Employer
Incorporation or Organization)		Identification No.)
901 Frontenac Road, Naperville, Illinois		60563
(Address of Principal Executive Offices)		(Zip Code)

(630) 357-8500

Registrant’s Telephone Number, Including Area Code

 

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $1.00 per share		CVR		NYSE American (Trading privileges only, not registered)

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  ☒    No  ☐

Indicate by check mark whether the registrant has submitted electronically, every interactive data file required to be submitted pursuant to Rule 405 of Regulation S-T (section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes  ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer		☐		Accelerated filer		☐
Non-accelerated filer		☒		Smaller reporting company		☒
				Emerging growth company		☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

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

As of May 3, 2021, there were 966,132 shares of the registrant’s common stock outstanding.

 

 

 

CHICAGO RIVET & MACHINE CO.

INDEX

 

		Page
PART I. FINANCIAL INFORMATION (Unaudited)
Condensed Consolidated Balance Sheets at March  31, 2021 and December 31, 2020			2-3
Condensed Consolidated Statements of Income for the Three Months Ended March 31, 2021 and 2020			4
Condensed Consolidated Statements of Shareholders’ Equity for the Three Months Ended March 31, 2021 and 2020			5
Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2021 and 2020			6
Notes to the Condensed Consolidated Financial Statements			7-10
Management’s Discussion and Analysis of Financial Condition and Results of Operations			11-12
Risk Factors and Controls and Procedures			13
PART II. OTHER INFORMATION			14

 

1

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements.

CHICAGO RIVET & MACHINE CO.

Condensed Consolidated Balance Sheets

March 31, 2021 and December 31, 2020

 

		March 31, 2021				December 31, 2020
		(Unaudited)
Assets
Current Assets:
Cash and cash equivalents		$	3,075,766			$	2,567,731
Certificates of deposit			2,990,000				4,733,000
Accounts receivable—Less allowances of $170,000			6,869,891				5,163,450
Inventories, net			6,311,960				5,153,294
Prepaid income taxes			—				85,940
Other current assets			384,811				383,772
Total current assets			19,632,428				18,087,187
Property, Plant and Equipment:
Land and improvements			1,636,749				1,636,749
Buildings and improvements			8,449,768				8,440,738
Production equipment and other			36,344,494				36,333,550
			46,431,011				46,411,037
Less accumulated depreciation			33,509,910				33,260,153
Net property, plant and equipment			12,921,101				13,150,884
Total assets		$	32,553,529			$	31,238,071

See Notes to the Condensed Consolidated Financial Statements

 

2

CHICAGO RIVET & MACHINE CO.

Condensed Consolidated Balance Sheets

March 31, 2021 and December 31, 2020

 

		March 31, 2021				December 31, 2020
		(Unaudited)
Liabilities and Shareholders’ Equity
Current Liabilities:
Accounts payable		$	1,135,304			$	466,424
Accrued wages and salaries			686,571				482,008
Other accrued expenses			317,568				322,968
Unearned revenue and customer deposits			205,774				249,498
Federal and state income taxes			194,560				—
Total current liabilities			2,539,777				1,520,898
Deferred income taxes			980,084				1,011,084
Total liabilities			3,519,861				2,531,982
Commitments and contingencies (Note 3)
Shareholders’ Equity:
Preferred stock, no par value, 500,000 shares authorized: none outstanding			—				—
Common stock, $1.00 par value, 4,000,000 shares authorized: 1,138,096 shares issued; 966,132 shares outstanding			1,138,096				1,138,096
Additional paid-in capital			447,134				447,134
Retained earnings			31,370,536				31,042,957
Treasury stock, 171,964 shares at cost			(3,922,098	)			(3,922,098	)
Total shareholders’ equity			29,033,668				28,706,089
Total liabilities and shareholders’ equity		$	32,553,529			$	31,238,071

See Notes to the Condensed Consolidated Financial Statements

 

3

CHICAGO RIVET & MACHINE CO.

Condensed Consolidated Statements of Income

For the Three Months Ended March 31, 2021 and 2020

(Unaudited)

 

		2021				2020
Net sales		$	9,304,949			$	7,576,455
Cost of goods sold			7,270,512				6,266,028
Gross profit			2,034,437				1,310,427
Selling and administrative expenses			1,362,201				1,285,334
Operating profit			672,236				25,093
Other income			17,892				46,475
Income before income taxes			690,128				71,568
Provision for income taxes			150,000				15,000
Net income		$	540,128			$	56,568
Per share data, basic and diluted:
Net income per share		$	0.56			$	0.06
Average common shares outstanding			966,132				966,132
Cash dividends declared per share		$	0.22			$	0.22

See Notes to the Condensed Consolidated Financial Statements

 

4

CHICAGO RIVET & MACHINE CO.

Condensed Consolidated Statements of Shareholders’ Equity

For the Three Months Ended March 31, 2021 and 2020

(Unaudited)

 

		Preferred Stock								Common Stock								Additional Paid-				Retained				Less Treasury Stock, at Cost
		Shares				Amount				Shares				Amount				in Capital				Earnings				Shares				Amount				Total
Balance, December 31, 2020			—			$	—				966,132			$	1,138,096			$	447,134			$	31,042,957				171,964			$	(3,922,098	)		$	28,706,089
Net Income																						$	540,128											$	540,128
Dividends Declared ($0.22 per share)																						$	(212,549	)										$	(212,549	)
Balance, March 31, 2021			—			$	—				966,132			$	1,138,096			$	447,134			$	31,370,536				171,964			$	(3,922,098	)		$	29,033,668
Balance, December 31, 2019			—			$	—				966,132			$	1,138,096			$	447,134			$	31,494,895				171,964			$	(3,922,098	)		$	29,158,027
Net Income																						$	56,568											$	56,568
Dividends Declared ($0.22 per share)																						$	(212,549	)										$	(212,549	)
Balance, March 31, 2020			—			$	—				966,132			$	1,138,096			$	447,134			$	31,338,914				171,964			$	(3,922,098	)		$	29,002,046

See Notes to the Condensed Consolidated Financial Statements

 

5

CHICAGO RIVET & MACHINE CO.

Condensed Consolidated Statements of Cash Flows

For the Three Months Ended March 31, 2021 and 2020

(Unaudited)

 

		2021				2020
Cash flows from operating activities:
Net income		$	540,128			$	56,568
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation			330,165				337,356
Loss on disposal of equipment			16,081				—
Deferred income taxes			(31,000	)			(24,000	)
Changes in operating assets and liabilities:
Accounts receivable			(1,706,441	)			(894,369	)
Inventories			(1,158,666	)			(227,204	)
Other current assets			84,901				(225	)
Accounts payable			668,880				437,728
Accrued wages and salaries			204,563				(15,892	)
Other accrued expenses			189,160				(115,663	)
Unearned revenue and customer deposits			(43,724	)			(44,338	)
Net cash used in operating activities			(905,953	)			(490,039	)
Cash flows from investing activities:
Capital expenditures			(116,463	)			(166,667	)
Proceeds from certificates of deposit			1,743,000				2,241,000
Purchases of certificates of deposit			—				(1,743,000	)
Net cash provided by investing activities			1,626,537				331,333
Cash flows from financing activities:
Cash dividends paid			(212,549	)			(212,549	)
Net cash used in financing activities			(212,549	)			(212,549	)
Net increase (decrease) in cash and cash equivalents			508,035				(371,255	)
Cash and cash equivalents at beginning of period			2,567,731				1,429,454
Cash and cash equivalents at end of period		$	3,075,766			$	1,058,199
Supplemental schedule of non-cash investing activities:
Capital expenditures in accounts payable		$	—			$	1,330

See Notes to the Condensed Consolidated Financial Statements

 

6

CHICAGO RIVET & MACHINE CO.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1. In the opinion of the Company, the accompanying unaudited interim financial statements contain all adjustments necessary to present fairly the financial position of the Company as of March 31, 2021 (unaudited) and December 31, 2020 (audited) and the results of operations and changes in cash flows for the indicated periods. Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted from these unaudited financial statements in accordance with applicable rules. Please refer to the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020.

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The results of operations for the three month period ended March 31, 2021 are not necessarily indicative of the results to be expected for the year.

2. The Company extends credit on the basis of terms that are customary within our markets to various companies doing business primarily in the automotive industry. The Company has a concentration of credit risk primarily within the automotive industry and in the Midwestern United States.

3. The Company is, from time to time, involved in litigation, including environmental claims and contract disputes, in the normal course of business. While it is not possible at this time to establish the ultimate amount of liability with respect to contingent liabilities, including those related to legal proceedings, management is of the opinion that the aggregate amount of any such liabilities, for which provision has not been made, will not have a material adverse effect on the Company’s financial position.

4. Revenue—The Company operates in the fastener industry and is in the business of manufacturing and selling rivets, cold-formed fasteners and parts, screw machine products, automatic rivet setting machines and parts and tools for such machines. Revenue is recognized when control of the promised goods or services is transferred to our customers, generally upon shipment of goods or completion of services, in an amount that reflects the consideration we expect to receive in exchange for those goods or services. For certain assembly equipment segment transactions, revenue is recognized based on progress toward completion of the performance obligation using a labor-based measure. Labor incurred and specific material costs are compared to milestone payments per sales contract. Based on our experience, this method most accurately reflects the transfer of goods under such contracts. During the first quarter of 2021, the Company realized $235,210 related to such contracts and $120,879 is the remaining performance obligation under such contracts which the Company expects to recognize as revenue in the second quarter.

Sales taxes we may collect concurrent with revenue producing activities are excluded from revenue. Revenue is recognized net of certain sales adjustments to arrive at net sales as reported on the statement of income. These adjustments primarily relate to customer returns and allowances. The Company records a liability and reduction in sales for estimated product returns based upon historical experience. If we determine that our obligation under warranty claims is probable and subject to reasonable determination, an estimate of that liability is recorded as an offset against revenue at that time. As of March 31, 2021 and December 31, 2020 reserves for warranty claims were not material. Cash received by the Company prior to shipment is recorded as unearned revenue.

Shipping and handling fees billed to customers are recognized in net sales, and related costs as cost of sales, when incurred.

Sales commissions are expensed when incurred because the amortization period is less than one year. These costs are recorded within selling and administrative expenses in the statement of income.

 

7

The following table presents revenue by segment, further disaggregated by end-market:

 

		Fastener				Assembly Equipment				Consolidated
Three Months Ended March 31, 2021:
Automotive			5,059,469				32,973				5,092,442
Non-automotive			3,089,209				1,123,298				4,212,507
Total net sales			8,148,678				1,156,271				9,304,949
Three Months Ended March 31, 2020:
Automotive			4,413,737				33,459				4,447,196
Non-automotive			2,323,660				805,599				3,129,259
Total net sales			6,737,397				839,058				7,576,455

The following table presents revenue by segment, further disaggregated by location:

 

		Fastener				Assembly Equipment				Consolidated
Three Months Ended March 31, 2021:
United States			6,437,852				1,130,360				7,568,212
Foreign			1,710,826				25,911				1,736,737
Total net sales			8,148,678				1,156,271				9,304,949
Three Months Ended March 31, 2020:
United States			5,740,925				748,486				6,489,411
Foreign			996,472				90,572				1,087,044
Total net sales			6,737,397				839,058				7,576,455

5. The Company’s effective tax rates were approximately 21.7% and 21.0% for the first quarter of 2021 and 2020, respectively.

The Company’s federal income tax returns for the 2017 through 2020 tax years are subject to examination by the Internal Revenue Service (“IRS”). While it may be possible that a reduction could occur with respect to the Company’s unrecognized tax benefits as an outcome of an IRS examination, management does not anticipate any adjustments that would result in a material change to the results of operations or financial condition of the Company. No statutes have been extended on any of the Company’s federal income tax filings. The statute of limitations on the Company’s 2017 through 2020 federal income tax returns will expire on September 15, 2021 through 2024, respectively.

The Company’s state income tax returns for the 2017 through 2020 tax years remain subject to examination by various state authorities with the latest closing period on October 31, 2024. The Company is not currently under examination by any state authority for income tax purposes and no statutes for state income tax filings have been extended.

6. Inventories are stated at the lower of cost or net realizable value, cost being determined by the first-in, first-out method. A summary of inventories is as follows:

 

		March 31, 2021				December 31, 2020
Raw material		$	2,734,512			$	2,245,709
Work-in-process			2,081,169				1,410,868
Finished goods			2,095,279				2,096,717
Inventories, gross			6,910,960				5,753,294
Valuation reserves			(599,000	)			(600,000	)
Inventories, net		$	6,311,960			$	5,153,294

 

8

7. Segment Information—The Company operates in two business segments as determined by its products. The fastener segment includes cold-formed parts, rivets and screw machine products. The assembly equipment segment includes automatic rivet setting machines and parts and tools for such machines. Information by segment is as follows:

 

		Fastener				Assembly Equipment				Other				Consolidated
Three Months Ended March 31, 2021:
Net sales		$	8,148,678			$	1,156,271			$	—			$	9,304,949
Depreciation			291,183				33,533				5,449				330,165
Segment operating profit			927,158				296,700				—				1,223,858
Selling and administrative expenses			—				—				(543,772	)			(543,772	)
Interest income			—				—				10,042				10,042
Income before income taxes														$	690,128
Capital expenditures			104,524				—				11,939				116,463
Segment assets:
Accounts receivable, net			6,222,588				647,303				—				6,869,891
Inventories, net			5,055,332				1,256,628				—				6,311,960
Property, plant and equipment, net			10,276,980				1,535,329				1,108,792				12,921,101
Other assets			—				—				6,450,577				6,450,577
														$	32,553,529
Three Months Ended March 31, 2020:
Net sales		$	6,737,397			$	839,058			$	—			$	7,576,455
Depreciation			296,110				32,869				8,377				337,356
Segment operating profit			404,018				184,571				—				588,589
Selling and administrative expenses			—				—				(550,896	)			(550,896	)
Interest income			—				—				33,875				33,875
Income before income taxes														$	71,568
Capital expenditures			167,997				—				—				167,997
Segment assets:
Accounts receivable, net			5,106,941				396,742				—				5,503,683
Inventories, net			4,195,183				983,198				—				5,178,381
Property, plant and equipment, net			10,919,327				1,653,895				931,472				13,504,694
Other assets			—				—				7,619,802				7,619,802
														$	31,806,560

 

9

8. COVID-19—In March 2020, the World Health Organization characterized the novel coronavirus (“COVID-19”) a pandemic and the President of the United States declared the COVID-19 outbreak a national emergency. The rapid spread of the virus and the response domestically and internationally to combat it has had a significant negative impact on the global economy, including the automotive industry upon which we rely for sales. Beginning in March 2020, most states issued executive orders which temporarily closed businesses deemed non-essential in an effort to limit the spread of the coronavirus. Similar measures also took place in foreign markets we serve. As a result, our operations and the operations of our customers and suppliers were adversely affected. Since some of our customers are classified as essential businesses and were allowed to continue to operate during this period, we were able to continue our operations, but at a significantly reduced level, in order to service those customers. Our automotive customers were particularly affected, as much of the industry was idled for an extended period of time during the second quarter of 2020 due to employee safety concerns. While most shut-down orders were lifted late in that quarter, various work-related restrictions remained in place and the economic fallout lingers. Due to the rapidly changing business environment and heightened degree of uncertainty resulting from COVID-19, we took measures to reduce expenses and conserve capital during this period, including reduced work schedules, delayed capital expenditures and a reduction in dividend payments. In the second half of 2020, we experienced improved demand as government-imposed restrictions were relaxed. However, the timing and sustainability of any broad economic recovery is uncertain and will likely be tied to the course of the pandemic. As we cannot predict the duration or scope of the COVID-19 pandemic, or its broader impact on the global economy, including the demand for automobiles, it is unknown what the impact of COVID-19 and its related effects will be on our business, results of operations or financial condition, but the impact could be material and last for an extended period of time.

 

10

CHICAGO RIVET & MACHINE CO.

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

Results of Operations

Net sales for the first quarter of 2021 were $9,304,949 compared to $7,576,455 in the first quarter of 2020, an increase of $1,728,494, or 22.8%. The increase was the result of greater demand in both our fastener segment and our assembly equipment segment as the outlook for the global economy improved and the post-pandemic recovery appears to be underway. The increase in sales resulted in net income of $540,128, or $0.56 per share, in the first quarter of this year compared to $56,568, or $0.06 per share, in the first quarter of 2020. Improved operating conditions in the current year allowed for the restoration of the regular quarterly dividend to $0.22 per share after being reduced at the onset of the pandemic in 2020.

Fastener segment revenues were $8,148,678 in the first quarter of 2021 compared to $6,737,397 in the first quarter of 2020, an increase of $1,411,281, or 20.9%. The automotive sector is the primary market for our fastener segment products and sales to automotive customers were $5,059,469 in the first quarter this year compared to $4,413,737 in the first quarter of 2020, an increase of $645,732, or 14.6%. This compares favorably to the first quarter increase in U.S. light-vehicle sales of 11.8%. Fastener segment sales to non-automotive customers were $3,089,209 in the first quarter of this year compared to $2,323,660 in the first quarter of 2020, an increase of $765,549 or 32.9%. The spread of the coronavirus pandemic late in the first quarter of 2020 was the primary factor in the lower sales reported that quarter as nearly all the markets we serve were negatively impacted. The increase in sales in the first quarter of 2021 was the primary factor contributing to the $564,678 increase in fastener segment gross margins to $1,656,629 from $1,091,951 in the first quarter of 2020. While the improvement in gross margins was significant, we have experienced price increases in various manufacturing costs, including steel, our primary raw material, which has increased approximately 11% compared to the first quarter of 2020. Labor costs, which have been held down due to the pandemic, are also expected to increase in the near-term.

Assembly equipment segment revenues were $1,156,271 in the first quarter of 2021 compared to $839,058 in the first quarter of 2020, an increase of $317,213, or 37.8%. The increase in sales in the current year is primarily due to an increase in the number and average selling price of machines sold in the current year as well as improved tool sales. The increase in net sales contributed to a $159,332 increase in segment gross margin from $218,476 in 2020 to $377,808 in 2021.

Selling and administrative expenses during the first quarter of 2021 were $1,362,201 compared to $1,285,334 recorded in the first quarter of 2020, an increase of $76,867, or 6.0%. The increase was primarily due to a $57,000 increase in profit sharing expense related to improved operating profit in the current year quarter and a $15,000 increase in sales commissions due to greater sales in the current year. Selling and administrative expenses were 14.6% and 17.0% of net sales in the first quarter of 2021 and 2020, respectively.

Other Income

Other income in the first quarter of 2021 was $17,892 compared to $46,475 in the first quarter of 2020. The decrease is primarily related to a reduction in interest income on certificates of deposit due to lower interest rates in the current year.

Income Tax Expense

The Company’s effective tax rates were approximately 21.7% and 21.0% for the first quarter of 2021 and 2020, respectively.

Liquidity and Capital Resources

Working capital improved to $17,092,651 as of March 31, 2021 compared to $16,566,289 at the beginning of the year. During the quarter, accounts receivable increased by $1,706,441, due to the greater sales activity during the quarter compared to the fourth quarter of 2020, and inventory increased by $1,158,666 as material purchases were accelerated in advance of higher prices. Partially offsetting these changes were increases in accounts payable and accrued expenses related to the greater level of operating activity during the first quarter. Other items impacting working capital in the first quarter were capital expenditures of $116,463, which consisted primarily of equipment used in fastener production activities, and dividends paid of $212,549. The net result of these changes and other cash flow activity was to

 

11

leave cash, cash equivalents and certificates of deposit at $6,065,766 as of March 31, 2021 compared to $7,300,731 as of the beginning of the year. Management believes that current cash, cash equivalents and operating cash flow will provide adequate working capital for the next twelve months.

Results of Operations Summary

Results in the first quarter improved dramatically compared to the first quarter of 2020, when the COVID-19 pandemic and the resultant widespread shut-downs started to push the global economy into recession. While the pandemic is not entirely under control, the wider availability of vaccines has allowed for fewer COVID-related restrictions and an improved economic outlook. We will continue to monitor the impact of the pandemic on all aspects of our operations and act as necessary in the best interests of our employees and the Company. While demand improved in the first quarter, some automobile manufacturers have recently reduced operations due to shortages of critical components. These disruptions could result in reduced demand for our products. We have also experienced higher prices for various commodities compared to last year and longer lead times for certain items. Cost increases can be difficult to recover and further increases are expected. These factors, as well as the uncertainties related to COVID-19, are expected to continue to present challenges in the near-term. As we face these challenges, we will make adjustments to our activities which we believe are necessary based on market conditions, while continuing to pursue opportunities to develop new customer relationships and build on existing ones in all the markets we serve.

Forward-Looking Statements

This discussion 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 “Risk Factors” in our Annual Report on Form 10-K and in the other filings we make with the United States Securities and Exchange Commission. These factors, include among other things: risk related to the COVID-19 pandemic and its related adverse effects, conditions in the domestic 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, the price and availability of raw materials, supply chain disruptions, labor relations issues, losses related to product liability, warranty and recall claims, costs relating to environmental laws and regulations, information systems disruptions, the loss of the services of our key employees and difficulties in achieving cost savings. 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.

 

12

CHICAGO RIVET & MACHINE CO.

Item 4. Controls and Procedures.

(a) Disclosure Controls and Procedures. The Company’s management, with the participation of the Company’s Chief Executive Officer and President, Chief Operating Officer and Treasurer (the Company’s principal financial officer), has evaluated the effectiveness of the Company’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of the period covered by this report. Based on such evaluation, the Company’s Chief Executive Officer and President, Chief Operating Officer and Treasurer have concluded that, as of the end of such period, the Company’s disclosure controls and procedures are effective in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act.

(b) Internal Control Over Financial Reporting. There have not been any changes in the Company’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal quarter to which this report relates that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

 

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PART II — OTHER INFORMATION

Item 6. Exhibits

 

31		Rule 13a-14(a) or 15d-14(a) Certifications
31.1		Certification Pursuant to Rule 13a-14(a) or 15d-14(a), as Adopted Pursuant to Section  302 of the Sarbanes-Oxley Act of 2002.
31.2		Certification Pursuant to Rule 13a-14(a) or 15d-14(a), as Adopted Pursuant to Section  302 of the Sarbanes-Oxley Act of 2002.
32		Section 1350 Certifications
32.1		Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2		Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101		Interactive Data File. Includes the following financial and related information from Chicago Rivet & Machine Co.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021 formatted in Extensible Business Reporting Language (XBRL): (1) Condensed Consolidated Balance Sheets, (2) Condensed Consolidated Statements of Income, (3) Condensed Consolidated Statements of Shareholders’ Equity, (4) Condensed Consolidated Statements of Cash Flows, and (5) Notes to Condensed Consolidated Financial Statements.

 

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SIGNATURES

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

 

						CHICAGO RIVET & MACHINE CO.
						(Registrant)
Date: May 7, 2021
						/s/ Walter W. Morrissey
						Walter W. Morrissey
						Chairman of the Board of Directors
						and Chief Executive Officer
						(Principal Executive Officer)
Date: May 7, 2021
						/s/ Michael J. Bourg
						Michael J. Bourg
						President, Chief Operating
						Officer and Treasurer
						(Principal Financial Officer)

 

 

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