ITEM 2 — MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Overview

Huttig is a distributor of a broad array of building material products used principally in new residential construction, home improvement, and remodeling and repair projects. We distribute our products through 27 distribution centers serving 41 states and sell primarily to building materials dealers, national buying groups, home centers and industrial users, including makers of manufactured homes.

The following table sets forth our sales from continuing operations, by product classification as a percentage of total sales:

Industry Conditions

The prolonged downturn in the residential construction market has become one of the most severe housing downturns in U.S. history with significant challenges still remaining for the U.S. economy. Our sales depend heavily on the strength of local and national new residential construction, as well as the home improvement and remodeling markets. Beginning in 2006, our results of operations have been adversely affected by the severe downturn in new housing activity in the United States. Though we expect the severe downturn in new residential construction to continue to adversely affect our operating results through the remainder of 2011, and while housing starts remain well below long-term historical levels, the decline in annualized housing starts appears to have leveled off since 2008. Through September 2011, however, based on the most recent data provided by the United States Census Bureau, total housing starts are running approximately 2% behind 2010 levels.

In reaction to the housing downturn, the Company has been restructuring its operations since the second quarter of 2006. Since then, the Company closed, consolidated or sold 20 distribution centers. Additionally, the Company reduced its workforce by approximately 1,200, with less than 1,000 employees at September 30, 2011. We continue to review our operating expenses and implement cost savings actions. We believe that through our aggressive restructuring and ongoing cost control activities, we are able to mitigate the impact of the severe downturn in the housing market while providing a more scalable cost structure to support future growth opportunities.

Various factors historically have caused our results of operations to fluctuate from period to period. These factors include levels of construction, home improvement and remodeling activity, weather, prices of commodity wood and steel products, interest rates, competitive pressures, availability of credit and other local, regional, national and economic conditions. Many of these factors are cyclical or seasonal in nature. We anticipate that further fluctuations in operating results from period to

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period will continue in the future. Our first quarter and fourth quarter are generally adversely affected by winter weather patterns in the Midwest, Northeast and Northwest, which typically result in seasonal decreases in levels of construction activity in these areas. Because much of our overhead and expenses remain relatively fixed throughout the year, our operating profits tend to be lower during the first and fourth quarters.

We believe we have the product offerings, warehouse and support facilities, personnel, systems infrastructure and financial and competitive resources necessary for continued business success. Our future revenues, costs and profitability, however, are all likely to be influenced by a number of risks and uncertainties, including those discussed under “Cautionary Statement” below.

Critical Accounting Policies

We prepare our condensed consolidated financial statements in accordance with U.S. generally accepted accounting principles, which require management to make estimates and assumptions. Management bases these estimates and assumptions on historical results and known trends as well as management forecasts. Actual results could differ from these estimates and assumptions. For a discussion of our significant accounting policies and estimates, see our Annual Report on Form 10-K for the year ended December 31, 2010 in Part II, Item 7 — “Management’s Discussion and Analysis of Financial Condition and Results of Operations-Critical Accounting Policies.” There were no material changes to the critical accounting policies and estimates discussed in our Annual Report on Form 10-K for the year ended December 31, 2010.

Results of Operations

Three Months Ended September 30, 2011 Compared to Three Months Ended September 30, 2010

Net sales were $135.5 million in 2011, which is $8.3 million, or approximately 6.5%, higher than in 2010. This increase is primarily due to the increase in our roofing business and a 6% increase in housing starts in third quarter 2011 over third quarter 2010.

Sales increased in each product category in 2011 from 2010. Millwork sales increased approximately 1% in 2011 to $59.1 million. Building product sales increased approximately 14% in 2011 to $62.4 million. Wood products sales increased approximately 1% to $14.0 million in 2011.

Gross margin increased approximately 10% to $25.0 million, or 18.5% of sales, in 2011 as compared to $22.8 million, or 17.9% of sales, in 2010. The increase in gross margin percentage in 2011 over 2010 was primarily due to higher margins on millwork sales. Additionally, we believe gross margins were adversely impacted in the second half of last year as the market declined with the expiration of the home buyer tax credit in the second quarter of 2010. We continue to see competitive pricing pressure brought by the down housing market, which we expect to continue for the remainder of 2011.

Operating expenses decreased $1.2 million to $25.4 million, or 18.7% of sales, in 2011, compared to $26.6 million, or 20.9% of sales, in 2010. The reduction in operating expenses is primarily due to lower personnel costs.

During the third quarter of 2011, we determined that, based on a further decline in actual and forecasted operating results at one of our reporting units, an interim test for goodwill impairment was necessary for the impacted unit. This test resulted in a goodwill impairment charge of $0.3 million, which was recorded in the Consolidated Statements of Operations.

Net interest expense was $0.7 million in both 2011 and 2010.

We did not recognize a tax benefit from the additional net operating losses generated as we have fully reserved all net operating loss carry-forwards in 2011.

As a result of the foregoing factors, we incurred a loss from continuing operations of $1.4 million in 2011 as compared to a loss of $4.4 million in 2010.

Nine Months Ended September 30, 2011 Compared to Nine Months Ended September 30, 2010

Net sales were $365.6 million in 2011, which is $1.0 million, or approximately 0.3%, higher than in 2010. This increase is primarily due to the increase in our roofing business partially offset by declines in certain other product categories brought by the down housing market.

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Sales declined in the millwork category but increased in both building products and in the wood product category in 2011 from 2010. Millwork sales decreased approximately 6% in 2011 to $161.9 million. Building product sales increased approximately 6% in 2011 to $162.0 million. Wood products sales increased approximately 6% to $41.7 million in 2011.

Gross margin for both 2011 and 2010 was $66.7 million, or 18.2% of sales in 2011 and 18.3% of sales in 2010. Gross margin was flat from 2011 compared to 2010 which is in line with overall sales volume.

Operating expenses decreased $4.3 million to $74.3 million, or 20.3% of sales, in 2011, compared to $78.6 million, or 21.6% of sales, in 2010. The reduction in operating expenses is primarily due to lower personnel costs and fuel costs.

Net interest expense was $2.0 million in 2011, compared to $1.5 million in 2010, due to higher debt levels and higher interest rates in 2011.

We did not recognize a tax benefit from the additional net operating losses generated as we have fully reserved all net operating loss carry-forwards in 2011.

As a result of the foregoing factors, we incurred a loss from continuing operations of $9.9 million in 2011 as compared to a loss of $13.3 million in 2010.

Discontinued Operations

We recorded a $0.4 million after tax loss from discontinued operations in the first nine months of 2011 compared to a $0.7 million after tax gain in the first nine months of 2010, primarily related to sale of a facility in the first quarter of 2010.

Liquidity and Capital Resources

We depend on cash flow from operations and funds available under our revolving credit facility to finance seasonal working capital needs, capital expenditures and any acquisitions that we may undertake. Our working capital requirements are generally greatest in the second and third quarters, which reflect the seasonal nature of our business. The second and third quarters are also typically our strongest operating quarters, largely due to more favorable weather throughout many of our markets compared to the first and fourth quarters. We typically generate cash from working capital reductions in the fourth quarter of the year and build working capital during the first quarter in preparation for our second and third quarters. We also maintain relatively larger inventories through peak periods to better position us to meet the rapid delivery requirements of our customers and to enable us to obtain more favorable pricing, delivery and service terms with our suppliers. Accounts receivable also typically increase during peak periods commensurate with the sales increase. At September 30, 2011, December 31, 2010 and September 30, 2010, inventories and accounts receivable constituted approximately 72%, 66% and 71% of our total assets, respectively. We also closely monitor operating expenses and inventory levels during seasonally affected periods and, to the extent possible, manage variable operating costs to minimize seasonal effects on our profitability.

Operations .    Cash used in operating activities increased by $5.2 million to $20.3 million in the first nine months of 2011, compared to a usage of $15.1 million in the first nine months of 2010. In 2011, our net loss decreased $2.3 million compared to 2010. Accounts receivable increased by $18.1 million during 2011, compared to an increase of $9.5 million a year ago. Days sales outstanding were relatively flat at 37.2 days at September 30, 2011 as compared to 36.8 days at September 30, 2010 based on annualized third quarter sales and quarter end accounts receivable balances for the respective periods. The increase in accounts receivable is commensurate with the seasonality of our sales. Inventory increased by $7.7 million in 2011 compared to an increase of $8.6 million in 2010. Our inventory turns increased to 7.8 turns in 2011 from 7.3 turns in 2010 based on annualized third quarter costs of goods sold and average inventory balances for the respective quarters. The increase in inventories represents normal seasonal build. Accounts payable increased by $12.1 million during 2011, compared to a $7.0 million increase in the year ago period. The increase is primarily a result of our seasonal inventory build. Days payable outstanding increased to 31.5 days at September 30, 2011 from 28.8 days at September 30, 2010 based on annualized third quarter costs of goods sold and quarter end accounts payable balances for the respective periods. The Company also received a $3.1 million Federal income tax refund in 2010.

Investing.     In 2011, net cash used in investing activities was $1.8 million which compares to net cash provided from investing activities of $0.6 million in 2010. In 2011, the Company invested $1.0 in a new facility and invested $0.8 million in machinery and equipment at various locations. In 2010, the Company invested $0.7 million in machinery and equipment at various locations and received $1.3 million primarily from the sale of real estate from previously closed facilities related to discontinued operations.

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Financing.     Cash provided from financing activities of $23.5 million in 2011 and $14.3 million in 2010 reflects net debt borrowings from our credit facility in each period.

Credit Agreement — We have a $120.0 million asset based senior secured revolving credit facility (“credit facility”). In October 2011, we amended our credit facility to, among other things, amend the cash dominion threshold. Borrowing availability under the credit facility is based on eligible accounts receivable, inventory and real estate. The real estate component of the borrowing base amortizes monthly over ten years on a straight-line basis. Borrowings under the credit facility are collateralized by substantially all of our assets and are subject to certain operating limitations applicable to a loan of this type, which, among other things, place limitations on indebtedness, liens, investments, mergers and acquisitions, dispositions of assets, cash dividends and transactions with affiliates. The entire unpaid balance under the credit facility is due and payable on September 3, 2014, the maturity date of the credit agreement.

At September 30, 2011, under the credit facility, we had revolving credit borrowings of $65.3 million outstanding at a weighted average interest rate of 3.07%, letters of credit outstanding totaling $5.2 million, primarily for health and workers’ compensation insurance, and $29.6 million of additional committed borrowing capacity. We pay an unused commitment fee in the range of 0.30% to 0.375% per annum. In addition, we had $0.2 million of capital lease and other obligations outstanding at September 30, 2011.

The sole financial covenant in the credit facility is the fixed charge coverage ratio (“FCCR”) that must be tested by us if the excess borrowing availability falls below a range of $10.0 million to $15.0 million depending on our borrowing base and must also be tested on a pro forma basis prior to consummation of certain significant business transactions outside our ordinary course of business, as defined in the agreement. The FCCR is 1.25:1.00. At September 30, 2011, the FCCR testing threshold was $11.9 million and we had $29.6 million of excess availability. In addition to the sole financial covenant, the credit facility, as amended, gives the lenders the right to dominion of our bank accounts should excess borrowing availability fall below $5.0 million over the FCCR testing threshold, or $16.9 million at September 30, 2011. This right does not change our ability to borrow on the credit facility in any manner nor does it make the underlying debt callable by the lender, however, under ASC 470, “Debt”, if the excess availability were to fall below the dominion threshold, we would be required to reclassify long-term debt to current debt on its balance sheet.

We believe that cash generated from its operations and funds available under the credit facility will provide sufficient funds to meet its currently anticipated short-term and long-term liquidity and capital expenditure requirements. In the first nine months of 2011, the minimum FCCR was not required to be tested as excess borrowing availability was greater than the minimum threshold. However, if availability would have fallen below that threshold, we would not have met the minimum FCCR. If we are unable to maintain excess borrowing availability of more than the applicable amount in the range of $10.0 million to $15.0 million and were also unable to comply with this financial covenant, our lenders would have the right, but not the obligation, to terminate the loan commitments and accelerate the repayment of the entire amount outstanding under the credit facility. The lenders could also foreclose on our assets that secure the credit facility. In that event, we would be forced to seek alternative sources of financing, which may not be available on terms acceptable to it, or at all.

Off-Balance Sheet Arrangements

In addition to funds available from operating cash flows and the credit facility as described above, we use operating leases as a principal off-balance sheet financing technique. Operating leases are employed as an alternative to purchasing certain property, plant and equipment. For a discussion of our off-balance sheet arrangements, see our Annual Report on Form 10-K for the year ended December 31, 2010 in Part II, Item 7 — “Management’s Discussion and Analysis of Financial Condition and Results of Operations-Commitments and Contingencies.” There were no material changes to our off-balance sheet arrangements discussed in our Annual Report on Form 10-K for the year ended December 31, 2010.

Contingencies

We carry insurance policies on insurable risks with coverage and other terms that we believe to be appropriate. We generally have self-insured retention limits and have obtained fully insured layers of coverage above such self-insured retention limits. Accruals for self-insurance losses are made based on claims experience. Liabilities for existing and unreported claims are accrued for when it is probable that future costs will be incurred and can be reasonably estimated.

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In 1995, we were identified as a potentially responsible party in connection with the clean up of contamination at a formerly owned property in Montana that was used for the manufacture of wood windows. We are voluntarily remediating this property under the oversight of and in cooperation with the Montana Department of Environmental Quality (“Montana DEQ”) and are complying with a 1995 unilateral administrative order of the Montana DEQ to complete a remedial investigation and feasibility study. The remedial investigation was completed and approved in 1998 by the Montana DEQ, which has issued its final risk assessment of this property. In March 2003, the Montana DEQ approved Huttig’s work plan for conducting a feasibility study to evaluate alternatives for cleanup. In July 2004, we submitted the feasibility study report, which evaluated several potential remedies, including continuation and enhancement of remedial measures already in place and operating. Huttig also submitted plans for testing a newer technology that could effectively remediate the site. The Montana DEQ approved these plans and a pilot test of the remediation technology was completed in July 2007. The Montana DEQ is in the process of reviewing the results of the pilot test. After evaluating the results of the pilot test, the Montana DEQ will comment on the feasibility study report and its recommended remedy, and then will select a final remedy, publish a record of decision and negotiate with us for an administrative order of consent on the implementation of the final remedy. We spent less than $0.4 million on remediation costs at this site for the nine months ended September 30, 2011 and 2010. The annual level of future remediation expenditures is difficult to estimate because of the uncertainty relating to the final remedy to be selected by the Montana DEQ. As of September 30, 2011, the Company has accrued $0.7 million in “Other non-current liabilities” for future costs of remediating this site, which management believes represents a reasonable estimate, based on current facts and circumstances, of the currently expected costs of remediation. Until the Montana DEQ selects a final remedy, however, management cannot estimate the top of the range of loss or cost to Huttig of the final remediation order.

In addition, some of our current and former distribution centers are located in areas of current or former industrial activity where environmental contamination may have occurred, and for which we, among others, could be held responsible. We currently believe that there are no material environmental liabilities at any of our distribution center locations.

In October 2011, one of the Company’s vehicles was involved in an accident resulting in two fatalities. As of the date of the filing of this report, the Company’s investigation into the scope of its liability, if any, in connection with the accident is in the preliminary stages. In addition, as of the date of the filing of this report, to the Company’s knowledge, no lawsuits have been filed against the Company relating to the accident, and no claims otherwise have been overtly asserted against the Company. In the event that the Company were to incur any liability as a result of the accident, the Company believes that its financial exposure, if any, would be covered by the Company’s insurance policies and limited by the underlying deductibles on those policies.

We accrue expenses for contingencies when it is probable that an asset has been impaired or a liability has been incurred and management can reasonably estimate the expense. Contingencies for which we have made accruals include environmental, product liability and other legal matters. It is possible, however, that future results of operations for any particular quarter or annual period and our financial condition could be materially affected by changes in assumptions or other circumstances related to these matters.

Cautionary Statement

Certain statements in this Quarterly Report on Form 10-Q contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including but not limited to statements regarding:

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The words or phrases “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimate,” “project”, “believe” or similar expressions identify “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.

These statements present management’s expectations, beliefs, plans and objectives regarding our future business and financial performance. These forward-looking statements are based on current projections, estimates, assumptions and judgments, and involve known and unknown risks and uncertainties. There are a number of factors that could cause our actual results to differ materially from those expressed or implied in the forward-looking statements. These factors include, but are not limited to, the following:

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We disclaim any obligation to publicly update or revise any of these forward-looking statements.

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