Crystal Rock (CRVP) 10-Q 16 Mar 17 2017 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Jan. 31, 2017	Mar. 10, 2017
Document And Entity Information
Entity Registrant Name	Crystal Rock Holdings, Inc.
Entity Central Index Key	1,123,316
Document Type	10-Q
Document Period End Date	Jan. 31, 2017
Amendment Flag	false
Current Fiscal Year End Date	--10-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		21,358,411
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2,017

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($)	Jan. 31, 2017	Oct. 31, 2016
ASSETS:
Cash and cash equivalents	$ 3,371,042	$ 5,553,815
Accounts receivable, trade - net of reserve of $221,016 and $268,711 for 2017 and 2016, respectively	7,716,091	8,022,952
Inventories	2,261,356	2,061,713
Other current assets	818,455	901,374
TOTAL CURRENT ASSETS	14,166,944	16,539,854
PROPERTY AND EQUIPMENT - net	6,752,119	6,768,185
OTHER ASSETS:
Goodwill	12,156,790	12,156,790
Other intangible assets - net	1,323,357	1,493,694
Deferred tax asset	692,373	692,373
Other assets	264,473	278,633
TOTAL OTHER ASSETS	14,436,993	14,621,490
TOTAL ASSETS	35,356,056	37,929,529
LIABILITIES AND STOCKHOLDERS' EQUITY
Current portion of long term debt	1,599,996	1,599,996
Accounts payable	2,205,874	3,268,951
Accrued expenses	2,061,628	3,087,566
Current portion of customer deposits	646,844	647,460
Current portion of unrealized loss on derivatives	10,317	24,793
TOTAL CURRENT LIABILITIES	6,524,659	8,628,766
Long term debt, less current portion	7,733,344	8,133,343
Deferred tax liability	4,472,100	4,472,100
Subordinated debt	9,000,000	9,000,000
Customer deposits, less current portion	2,528,925	2,529,300
Long term portion of unrealized loss on derivatives	0	7,660
TOTAL LIABILITIES	30,259,028	32,771,169
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Common stock - $.001 par value, 50,000,000 authorized shares, 21,960,229 issued and 21,358,411 outstanding shares as of January 31, 2017 and October 31, 2016	21,960	21,960
Additional paid in capital	58,464,742	58,464,742
Treasury stock, at cost, 601,818 shares as of January 31, 2017 and October 31, 2016	(900,360)	(900,360)
Accumulated deficit	(52,483,123)	(52,408,509)
Accumulated other comprehensive loss	(6,191)	(19,473)
TOTAL STOCKHOLDERS' EQUITY	5,097,028	5,158,360
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 35,356,056	$ 37,929,529

CONDENSED CONSOLIDATED BALANCE3

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jan. 31, 2017	Oct. 31, 2016
STOCKHOLDERS' EQUITY:
Common stock, par value	$ 0.001	$ 0.001
Common stock, Authorized	50,000,000	50,000,000
Common stock, Issued	21,960,229	21,960,229
Common stock, outstanding	21,358,411	21,358,411

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF (LOSS) INCOME (Unaudited) - USD ($)	3 Months Ended
	Jan. 31, 2017	Jan. 31, 2016
Condensed Consolidated Statements Of Loss Income
NET SALES	$ 14,650,146	$ 16,131,560
COST OF GOODS SOLD	6,956,412	8,542,117
GROSS PROFIT	7,693,734	7,589,443
OPERATING EXPENSES:
Selling, general and administrative expenses	7,171,804	6,948,863
Advertising expenses	119,439	135,969
Amortization	170,337	159,272
Gain on disposal of property and equipment	0	(3,300)
TOTAL OPERATING EXPENSES	7,461,580	7,240,804
INCOME FROM OPERATIONS	232,154	348,639
OTHER EXPENSE:
Interest expense	350,590	397,445
LOSS BEFORE INCOME TAXES	(118,436)	(48,806)
INCOME TAX BENEFIT	(43,822)	(19,278)
NET INCOME (LOSS)	$ (74,614)	$ (29,528)
NET INCOME (LOSS) PER SHARE - BASIC	$ (.00)	$ (.00)
NET INCOME (LOSS) PER SHARE - DILUTED	$ (.00)	$ (.00)
WEIGHTED AVERAGE SHARES USED IN COMPUTATION - BASIC	21,358,411	21,358,411
WEIGHTED AVERAGE SHARES USED IN COMPUTATION - DILUTED	21,358,411	21,358,411

CONDENSED CONSOLIDATED STATEME5

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($)	3 Months Ended
	Jan. 31, 2017	Jan. 31, 2016
Condensed Consolidated Statements Of Comprehensive Income
NET INCOME (LOSS)	$ (74,614)	$ (29,528)
Cash Flow Hedges:
Unrealized gain (loss) on derivatives designated as cash flow hedges, net of tax	13,282	(27,726)
Other Comprehensive Income (Loss), net of tax	13,282	(27,726)
TOTAL COMPREHENSIVE LOSS	$ (61,332)	$ (57,254)

CONDENSED CONSOLIDATED STATEME6

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)	3 Months Ended
	Jan. 31, 2017	Jan. 31, 2016
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$ (74,614)	$ (29,528)
Adjustments to reconcile net income (loss) to net cash provided (used) by operating activities:
Depreciation	654,427	681,764
Provision for bad debts on accounts receivable	89,129	48,654
Amortization	170,337	159,272
Non cash interest expense	0	276,480
Gain on disposal of property and equipment	0	(3,300)
Non cash share-based compensation	0	(1,580)
Changes in assets and liabilities:
Accounts receivable	217,732	414,294
Inventories	(199,643)	92,765
Other current assets	74,065	181,911
Other assets	14,160	0
Accounts payable	(1,063,077)	(56,636)
Accrued expenses	(1,025,938)	(551,656)
Customer deposits	(991)	23,656
NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES	(1,144,413)	1,236,096
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment	(638,361)	(395,638)
Proceeds from sale of property and equipment	0	3,300
NET CASH USED IN INVESTING ACTIVITIES	(638,361)	(392,338)
CASH FLOWS FROM FINANCING ACTIVITIES:
Principal payments on long term debt	(399,999)	(399,999)
NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES	(399,999)	(399,999)
NET (DECREASE) INCREASE IN CASH	(2,182,773)	443,759
CASH AND CASH EQUIVALENTS - beginning of period	5,553,815	3,091,471
CASH AND CASH EQUIVALENTS - end of period	3,371,042	3,535,230
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid for interest	371,800	112,720
Cash paid for income taxes	249,850	6,450
NON-CASH FINANCING AND INVESTING ACTIVITIES:
Notes payable issued in acquisitions	$ 0	$ 276,480

1. BASIS OF PRESENTATION

1. BASIS OF PRESENTATION	3 Months Ended
	Jan. 31, 2017
Accounting Policies [Abstract]
1. Basis Of Presentation	The accompanying unaudited consolidated financial statements have been prepared in accordance with Form 10-Q instructions and in the opinion of management contain all adjustments (consisting of only normal recurring accruals) necessary to present fairly the consolidated financial position, results of operations, and cash flows for the periods presented. The results have been determined on the basis of generally accepted accounting principles and practices of the United States of America (“GAAP”), applied consistently with the Annual Report on Form 10-K of Crystal Rock Holdings, Inc. (the “Company”) for the year ended October 31, 2016. Certain information and footnote disclosures normally included in audited consolidated financial statements presented in accordance with GAAP have been condensed or omitted. The accompanying consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended October 31, 2016. The results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year. The financial statements herewith reflect the consolidated operations and financial condition of Crystal Rock Holdings, Inc. and its wholly owned subsidiary Crystal Rock LLC.

2. GOODWILL AND OTHER INTANGIBL

2. GOODWILL AND OTHER INTANGIBLE ASSETS	3 Months Ended
	Jan. 31, 2017
Goodwill and Intangible Assets Disclosure [Abstract]
2. Goodwill and Other Intangilbe Assets	Major components of intangible assets consisted of: January 31, 2017 October 31, 2016 Gross Carrying Amount Accumulated Amortization Wgt. Avg. Amort. Years Gross Carrying Amount Accumulated Amortization Wgt. Avg. Amort. Years Amortized Intangible Assets: Covenants Not to Compete $ 2,536,488 $ 2,460,558 1.63 $ 2,536,488 $ 2,444,293 1.80 Customer Lists 10,313,819 9,363,125 1.80 10,313,819 9,217,143 2.02 Other Identifiable Intangibles 608,393 311,660 22.80 608,393 303,570 23.04 Total $ 13,458,700 $ 12,135,343 $ 13,458,700 $ 11,965,006 Amortization expense for the three month periods ending January 31, 2017 and 2016 was $170,337 and $159,272, respectively. There were no changes in the carrying amount of goodwill for the three months ending January 31, 2017.

3. DEBT

3. DEBT	3 Months Ended
	Jan. 31, 2017
Debt Disclosure [Abstract]
3. Debt	On May 20, 2015 the Company amended its Credit Agreement (the “Agreement”) with Bank of America to provide a senior financing facility consisting of term debt and a revolving line of credit. Under the Agreement, the Company became obligated on $12,000,000 of debt in the form of a term note to refinance the previous senior term debt and to fund repayment of a portion of its outstanding subordinated debt. Additionally, the Agreement includes a $5,000,000 revolving line of credit that can be used for the purchase of fixed assets, to fund acquisitions, to collateralize letters of credit, and for operating capital. The Agreement amortizes the term debt over a five year period with 59 equal monthly installments of $133,333 and a final payment of $4,133,333 due in May 2020. The revolving line of credit matures in May 2018. There are various restrictive covenants under the Agreement, and the Company is prohibited from entering into other debt agreements without the bank’s consent. The Agreement also prohibits the Company from paying dividends without the prior consent of the bank. At January 31, 2017, there was no balance outstanding on the line of credit and a letter of credit issued for $1,415,000 to collateralize the Company’s liability insurance program as of that date. Consequently, as of January 31, 2017, there was $3,585,000 available to borrow from the revolving line of credit. There was $9,333,000 outstanding on the term note as of January 31, 2017. Effective September 12, 2016, the Company amended its Credit Agreement with Bank of America (the “Second Amendment”). Under the Second Amendment, interest is paid at a rate of one-month LIBOR plus a margin based on the achievement of a specified leverage ratio. As of January 31, 2017, the margin was 2.50% for the term note and 2.25% for the revolving line of credit. The Company fixed the interest rate on a portion of its term debt by entering into an interest rate swap. As of January 31, 2017, the Company had $4,667,000 of the term debt subject to variable interest rates. The one-month LIBOR was 0.77% on January 31, 2017 resulting in total variable interest rates of 3.27% and 3.02%, for the term note and the revolving line of credit, respectively, as of January 31, 2017. The Second Amendment requires the Company to be in compliance with certain financial covenants as follows: (i) a maximum annual limit for capital expenditures of $4,000,000 each fiscal year, (ii) consolidated adjusted operating cash flows to consolidated total debt service ratio, as defined, to be no less than 1.5 to 1 for any reference period ending on or after October 31, 2016 and (iii) senior funded debt to consolidated adjusted EBITDA, as defined, to be no greater than 2.5 to 1 as of the end of any fiscal quarter ending on or after October 31, 2016. As of January 31, 2017, the Company was in compliance with these financial covenants. In addition to the senior debt, as of January 31, 2017, the Company has subordinated debt owed to Henry, Peter and John Baker in the aggregate principal amount of $9,000,000 that is due November 20, 2020. The interest rate on each of these notes is 12% per annum. The notes are secured by all of the assets of the Company but specifically subordinated, with a separate agreement between the debt holders, to the senior financing facility described above.

4. INVENTORIES

4. INVENTORIES	3 Months Ended
	Jan. 31, 2017
Inventory Disclosure [Abstract]
4. Inventories	Inventories consisted of the following at: January 31, October 31, 2017 2016 Finished Goods $ 2,282,759 $ 2,117,241 Raw Materials 182,993 178,134 Inventory reserve (204,396 ) (233,662 ) Total Inventories $ 2,261,356 $ 2,061,713 Finished goods inventory consists of products that the Company sells such as, but not limited to, coffee, cups, soft drinks, and snack foods. Raw material inventory consists primarily of bottle caps. The amount of raw and bottled water on hand does not represent a material amount of inventory. The Company estimates that value as of January 31, 2017 and October 31, 2016 to be $44,000 and $47,000, respectively. This value includes the cost of allocated overhead. Bottles are accounted for as fixed assets.

5. ON-BALANCE SHEET DERIVATIVE

5. ON-BALANCE SHEET DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES	3 Months Ended
	Jan. 31, 2017
Derivative Instruments and Hedging Activities Disclosure [Abstract]
5. On-Balance Sheet Derivative Instruments and Hedging Activities	Derivative Financial Instruments The Company has stand-alone derivative financial instruments in the form of interest rate swap agreements, which derive their value from underlying interest rates. These transactions involve both credit and market risk. The notional amount is an amount on which calculations, payments, and the value of the derivative are based. The notional amount does not represent direct credit exposure. Direct credit exposure is limited to the net difference between the calculated amount to be received and paid, if any. Such difference, which represents the fair value of the derivative instrument, is reflected on the Company’s consolidated balance sheet as an unrealized gain or loss on derivatives. The Company is also exposed to credit-related losses in the event of nonperformance by the counterparties to these agreements. The Company controls the credit risk of its financial contracts through credit approvals, limits and monitoring procedures, and currently has no reason to believe that any counterparties will fail to fulfill their obligations. This interest rate swap agreement is considered a cash flow hedge to hedge against the variability of interest rates on outstanding debt. The net unrealized loss relating to interest rate swaps was recorded in current and long term liabilities with an offset to other comprehensive income for the effective portion of the hedge. At January 31, 2017, these cash flow hedges were deemed 100% effective. The portion of the net unrealized loss in current liabilities is the amount expected to be reclassified to income within the next twelve months. The following information pertains to the Company's outstanding interest rate swap at January 31, 2017. The pay rate is fixed and the receive rate is one month LIBOR. Instrument Notional Amount Pay Rate Receive Rate Interest rate swap $ 4,666,668 1.25 % 0.77 % The table below details the adjustments to other comprehensive income (loss), on a before tax and net-of tax basis, for the fiscal quarters ended January 31, 2017 and 2016. Before-Tax Tax Benefit Net-of-Tax Three Months Ended January 31, 2016 Loss on interest rate swap $ (51,043 ) $ 20,417 $ (30,626 ) Reclassification adjustment for loss in income 4,833 (1,933 ) 2,900 Net unrealized loss $ (46,210 ) $ 18,484 $ (27,726 ) Three Months Ended January 31, 2017 Gain on interest rate swap $ 15,121 $ (6,048 ) $ 9,073 Reclassification adjustment for loss in income 7,015 (2,806 ) 4,209 Net unrealized gain $ 22,136 $ (8,854 ) $ 13,282 The reclassification adjustments of $7,015 and $4,833 represent interest the Company paid in excess of the amount that would have been paid without the interest rate swap agreement during the quarters ended January 31, 2017 and 2016, respectively. These amounts were reclassified from accumulated other comprehensive loss and recorded in consolidated statements of operations as interest expense. No other material amounts were reclassified during the quarters ended January 31, 2017 and 2016.

6. FAIR VALUE OF ASSETS AND LIA

6. FAIR VALUE OF ASSETS AND LIABILITIES	3 Months Ended
	Jan. 31, 2017
Fair Value Disclosures [Abstract]
6. Fair Value of Assets and Liabilities	Fair Value Hierarchy The Company’s assets and liabilities measured at fair value on a recurring basis are as follows: Level 1 Level 2 Level 3 Liabilities: January 31, 2017 Unrealized loss on derivatives $ - $ 10,317 $ - October 31, 2016 Unrealized loss on derivatives $ - $ 32,453 $ - In determining the fair value, the Company uses a model that calculates a present value of the payments as they amortize through the life of the loan (float) based on the variable rate and compares them to the calculated value of the payment based on the fixed rate (fixed) defined in the swap. In calculating the present value, in addition to the term, the model relies on other data – the “rate” and the “discount factor.” § In the “float” model, the rate reflects where the market expects LIBOR to be for the respective period and is based on the Eurodollar futures market. § The discount factor is a function of the volatility of LIBOR. Payments are calculated by applying the rate to the notional amount and adjusting for the term. Then the present value is calculated by using the discount factor. There were no assets or liabilities measured at fair value on a nonrecurring basis.

7. INCOME (LOSS) PER SHARE AND

7. INCOME (LOSS) PER SHARE AND WEIGHTED AVERAGE SHARES	3 Months Ended
	Jan. 31, 2017
Earnings Per Share [Abstract]
7. Income (Loss) Per Share And Weighted Average Shares	The Company considers outstanding in-the-money stock options as potential common stock in its calculation of diluted earnings per share, unless the effect would be anti-dilutive, and uses the treasury stock method to calculate the applicable number of shares. The following calculation provides the reconciliation of the denominators used in the calculation of basic and fully diluted earnings per share: Three Months Ended January 31, 2017 2016 Net Loss $ (74,614 ) $ (29,528 ) Denominator: Basic Weighted Average Shares Outstanding 21,358,411 21,358,411 Dilutive effect of Stock Options - - Diluted Weighted Average Shares Outstanding 21,358,411 21,358,411 Basic Loss Per Share $ (.00 ) $ (.00 ) Diluted Loss Per Share $ (.00 ) $ (.00 ) As of January 31, 2017 and 2016 there were no options outstanding.

8. COMPENSATION PLANS

8. COMPENSATION PLANS	3 Months Ended
	Jan. 31, 2017
Compensation and Retirement Disclosure [Abstract]
8. Compensation Plans	The Company measures the cost of employee services received in exchange for an award of equity instruments based on the grant date fair value of the award. That cost is recognized over the period during which an employee is required to provide services in exchange for the award, the requisite service period (usually the vesting period). The Company provides an estimate of forfeitures at the initial date of grant. In April 2014, the Company’s stockholders approved the 2014 Stock Incentive Plan. The plan provided for issuances of awards of up to 500,000 restricted or unrestricted shares of the Company’s common stock, or incentive or non-statutory stock options to purchase such common stock. Of the total amount of shares authorized under this plan, no options have been granted and 500,000 shares are available for grant at January 31, 2017. The options issued under the plans generally vest in periods up to five years based on the continuous service of the recipient and have 10 year contractual terms. Share awards generally vest over one year. Option and share awards provide for accelerated vesting if there is a change in control of the Company (as defined in the plans). There was one option grant, for a total of 10,000 shares that was forfeited in the first three months of 2016. Other than this forfeiture, there was no activity related to stock options and outstanding stock option balances during the three month periods ended January 31, 2017 and 2016. Compensation is determined using the Black-Scholes model and the simplified method to derive the expected term of the options and historical volatility over the past five years.

9. RECENT ACCOUNTING PRONOUNCEM

9. RECENT ACCOUNTING PRONOUNCEMENTS	3 Months Ended
	Jan. 31, 2017
Accounting Changes and Error Corrections [Abstract]
9. Recent Accounting Pronouncements	In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606)”, which stipulates that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve this core principle, an entity should apply the following steps: (1) identify the contract(s) with a customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract and (5) recognize revenue when (or as) the entity satisfies a performance obligation. In August 2015, the FASB issued ASU 2015-14, which deferred the effective date of the ASU to fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted for fiscal years beginning after December 15, 2016. Companies may use either a full retrospective or a modified retrospective approach to adopt this ASU. The Company is currently evaluating the transition methods and the impact of the standard on its consolidated financial statements. In July 2015, the FASB issued ASU 2015-11, “Simplifying the Measurement of Inventory”. The ASU requires entities using the first-in, first-out (FIFO) inventory costing method to subsequently value inventory at the lower of cost and net realizable value. The ASU defines net realizable value as the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. This ASU requires prospective application and is effective for fiscal years beginning after December 15, 2016 and interim periods within those fiscal years, with early adoption permitted. The adoption of this guidance by the Company is not expected to have a material impact on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, "Leases", which is intended to improve financial reporting about leasing transactions. This ASU requires that leased assets be recognized as assets on the balance sheet and the liabilities for the obligations under the lease also be recognized on the balance sheet. This ASU requires disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. The required disclosures include qualitative and quantitative requirements. This ASU is effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. Early adoption is permitted. The new standard must be adopted using a modified retrospective transition, and provides for certain practical expedients. Transition will require application of the new guidance at the beginning of the earliest comparative period presented. We are currently in the process of evaluating our adoption timing and the impact of this new pronouncement on our consolidated financial position and results of operations. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which requires financial assets measured at amortized cost basis to be presented at the net amount expected to be collected. The measurement of expected credit losses will be based on historical experience, current conditions, and reasonable and supportable forecasts that impact the collectability of the reported amount. The standard is effective for annual reporting periods beginning after December 15, 2019, including interim periods within those fiscal years. The Company is currently evaluating the impact the standard will have on the consolidated financial statements and related disclosures. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230), which addresses eight specific cash flow issues and is intended to reduce diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The guidance is effective for interim and annual periods beginning after December 15, 2017, and early adoption is permitted. The adoption of this guidance is not expected to have a material impact on its consolidated financial statements. In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230), which addresses presentations of total cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The amendments apply to all entities that have restricted cash or restricted cash equivalents and are required to present a statement of cash flows. In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350), to simplify the process used to test for goodwill. Under the new standard, if “the carrying amount of a reporting unit exceeds its fair value, an impairment loss shall be recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to that reporting unit.” For public companies, the ASU is effective for annual and any interim impairment tests for periods beginning after December 15, 2019. Early adoption is permitted for impairment tests that occur after January 1, 2017. The Company is currently evaluating this guidance and the impact it will have on its consolidated financial statements.

10. ACCOUNTS RECEIVABLE

10. ACCOUNTS RECEIVABLE	3 Months Ended
	Jan. 31, 2017
Accounting Policies [Abstract]
10. Accounts Receivable	Trade Accounts Receivable - Uncollectible individual accounts receivable are written off when deemed uncollectible, with any future recoveries recorded as income when received. For more details regarding the Company’s accounts receivable polices refer to Note 2, Significant Accounting Policies, in the financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended October 31, 2016.

1. BASIS OF PRESENTATION (Polic

1. BASIS OF PRESENTATION (Policies)	3 Months Ended
	Jan. 31, 2017
Accounting Policies [Abstract]
BASIS OF PRESENTATION	The accompanying unaudited consolidated financial statements have been prepared in accordance with Form 10-Q instructions and in the opinion of management contain all adjustments (consisting of only normal recurring accruals) necessary to present fairly the consolidated financial position, results of operations, and cash flows for the periods presented. The results have been determined on the basis of generally accepted accounting principles and practices of the United States of America (“GAAP”), applied consistently with the Annual Report on Form 10-K of Crystal Rock Holdings, Inc. (the “Company”) for the year ended October 31, 2016. Certain information and footnote disclosures normally included in audited consolidated financial statements presented in accordance with GAAP have been condensed or omitted. The accompanying consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended October 31, 2016. The results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year. The financial statements herewith reflect the consolidated operations and financial condition of Crystal Rock Holdings, Inc. and its wholly owned subsidiary Crystal Rock LLC.

2. GOODWILL AND OTHER INTANGI18

2. GOODWILL AND OTHER INTANGIBLE ASSETS (Tables)	3 Months Ended
	Jan. 31, 2017
Goodwill and Intangible Assets Disclosure [Abstract]
Major Components of Intangible Assets	January 31, 2017 October 31, 2016 Gross Carrying Amount Accumulated Amortization Wgt. Avg. Amort. Years Gross Carrying Amount Accumulated Amortization Wgt. Avg. Amort. Years Amortized Intangible Assets: Covenants Not to Compete $ 2,536,488 $ 2,460,558 1.63 $ 2,536,488 $ 2,444,293 1.80 Customer Lists 10,313,819 9,363,125 1.80 10,313,819 9,217,143 2.02 Other Identifiable Intangibles 608,393 311,660 22.80 608,393 303,570 23.04 Total $ 13,458,700 $ 12,135,343 $ 13,458,700 $ 11,965,006

4. INVENTORIES (Tables)

4. INVENTORIES (Tables)	3 Months Ended
	Jan. 31, 2017
Inventory Disclosure [Abstract]
Schedule of Inventories	January 31, October 31, 2017 2016 Finished Goods $ 2,282,759 $ 2,117,241 Raw Materials 182,993 178,134 Inventory reserve (204,396 ) (233,662 ) Total Inventories $ 2,261,356 $ 2,061,713

5. ON-BALANCE SHEET DERIVATIV20

5. ON-BALANCE SHEET DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Tables)	3 Months Ended
	Jan. 31, 2017
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Outstanding interest rate swaps	Instrument Notional Amount Pay Rate Receive Rate Interest rate swap $ 4,666,668 1.25 % 0.77 %
Schedule of Other Comprehensive Income	Before-Tax Tax Benefit Net-of-Tax Three Months Ended January 31, 2016 Loss on interest rate swap $ (51,043 ) $ 20,417 $ (30,626 ) Reclassification adjustment for loss in income 4,833 (1,933 ) 2,900 Net unrealized loss $ (46,210 ) $ 18,484 $ (27,726 ) Three Months Ended January 31, 2017 Gain on interest rate swap $ 15,121 $ (6,048 ) $ 9,073 Reclassification adjustment for loss in income 7,015 (2,806 ) 4,209 Net unrealized gain $ 22,136 $ (8,854 ) $ 13,282

6. FAIR VALUE OF ASSETS AND L21

6. FAIR VALUE OF ASSETS AND LIABILITIES (Tables)	3 Months Ended
	Jan. 31, 2017
Fair Value, Measurements, Recurring [Member]
Schedule of Fair Value of Assets and Liabilities	Level 1 Level 2 Level 3 Liabilities: January 31, 2017 Unrealized loss on derivatives $ - $ 10,317 $ - October 31, 2016 Unrealized loss on derivatives $ - $ 32,453 $ -

7. INCOME (LOSS) PER SHARE AN22

7. INCOME (LOSS) PER SHARE AND WEIGHTED AVERAGE SHARES (Tables)	3 Months Ended
	Jan. 31, 2017
Earnings Per Share [Abstract]
Reconciliation of Denominators Used in Calculation of Basic and Fully Diluted Earnings Per Share	Three Months Ended January 31, 2017 2016 Net Loss $ (74,614 ) $ (29,528 ) Denominator: Basic Weighted Average Shares Outstanding 21,358,411 21,358,411 Dilutive effect of Stock Options - - Diluted Weighted Average Shares Outstanding 21,358,411 21,358,411 Basic Loss Per Share $ (.00 ) $ (.00 ) Diluted Loss Per Share $ (.00 ) $ (.00 )

2. GOODWILL AND OTHER INTANGI23

2. GOODWILL AND OTHER INTANGIBLE ASSETS (Details) - USD ($)	3 Months Ended	12 Months Ended
	Jan. 31, 2017	Oct. 31, 2016
Carrying Amount-Gross	$ 13,458,700	$ 13,458,700
Accumulated Amortization	12,135,343	11,965,006
Covenant Not To Compete
Carrying Amount-Gross	2,536,488	2,536,488
Accumulated Amortization	$ 2,460,558	$ 2,444,293
Weighted Average Amortized-Years	1 year 7 months 17 days	1 year 9 months 18 days
Customer Lists
Carrying Amount-Gross	$ 10,313,819	$ 10,313,819
Accumulated Amortization	$ 9,363,125	$ 9,217,143
Weighted Average Amortized-Years	1 year 9 months 18 days	2 years 7 days
Other Identifiable Intangibles
Carrying Amount-Gross	$ 608,393	$ 608,393
Accumulated Amortization	$ 311,660	$ 303,570
Weighted Average Amortized-Years	22 years 9 months 18 days	23 years 14 days

2. GOODWILL AND OTHER INTANGI24

2. GOODWILL AND OTHER INTANGIBLE ASSETS (Details Narrative) - USD ($)	3 Months Ended
	Jan. 31, 2017	Jan. 31, 2016
Level 2 [Default Label]
Amortization Expense	$ 170,337	$ 159,272

4. INVENTORIES (Details)

4. INVENTORIES (Details) - USD ($)	Jan. 31, 2017	Oct. 31, 2016
Loss On Interest Rate Swap
Finished Goods	$ 2,282,759	$ 2,117,241
Raw Materials	182,993	178,134
Inventory reserve	(204,396)	(233,662)
Total Inventories	$ 2,261,356	$ 2,061,713

4. INVENTORIES (Details Narrati

4. INVENTORIES (Details Narrative) - USD ($)	Jan. 31, 2017	Oct. 31, 2016
Net Unrealized Gain
Estimated value of Inventory	$ 44,000	$ 47,000

5. ON-BALANCE SHEET DERIVATIV27

5. ON-BALANCE SHEET DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Details) - Interest Rate Swap [Member]	Jan. 31, 2017USD ($)
Notional Amount	$ 4,666,668
Pay Rate	1.25%
Receive Rate	0.77%

5. ON-BALANCE SHEET DERIVATIV28

5. ON-BALANCE SHEET DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Details1) - USD ($)	3 Months Ended
	Jan. 31, 2017	Jan. 31, 2016
Gain (Loss) On Interest Rate Swap
Before Tax	$ 15,121	$ (51,043)
Tax Benefit (Expense)	(6,048)	20,417
Net of Tax	9,073	(30,626)
Reclassification Adjustment For Loss In Income
Before Tax	7,015	4,833
Tax Benefit (Expense)	(2,806)	(1,933)
Net of Tax	4,209	2,900
Net Unrealized Gain (Loss)
Before Tax	22,136	(46,210)
Tax Benefit (Expense)	(8,854)	18,484
Net of Tax	$ 13,282	$ (27,726)

6. FAIR VALUES OF ASSETS AND LI

6. FAIR VALUES OF ASSETS AND LIABILITIES (Details) - USD ($)	Jan. 31, 2017	Oct. 31, 2016
Level 1
Liabilities:
Unrealized loss on derivatives	$ 0	$ 0
Level 2
Liabilities:
Unrealized loss on derivatives	10,317	32,453
Level 3
Liabilities:
Unrealized loss on derivatives	$ 0	$ 0

7. INCOME (LOSS) PER SHARE AND

7. INCOME (LOSS) PER SHARE AND WEIGHTED AVERAGE SHARES (Details) - USD ($)	3 Months Ended
	Jan. 31, 2017	Jan. 31, 2016
Other Identifiable Intangibles [Default Label]
Net Loss	$ (74,614)	$ (29,528)
Denominator:
Basic Weighted Average Shares Outstanding	21,358,411	21,358,411
Dilutive effect of Stock Options	0	0
Diluted Weighted Average Shares Outstanding	21,358,411	21,358,411
Basic Loss Per Share	$ (.00)	$ (.00)
Diluted Loss Per Share	$ (.00)	$ (.00)

7. INCOME (LOSS) PER SHARE A31

7. INCOME (LOSS) PER SHARE AND WEIGHTED AVERAGE SHARES (Detail Narrative) - shares	Jan. 31, 2017	Jan. 31, 2016
Net of Tax [Default Label]
Options outstanding	0	0