UNITED
STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
FORM 8-K
CURRENT
REPORT
Pursuant to Section 13 or
15(d) of the
Securities Exchange Act of
1934
Date of Report (Date of
Earliest Event Reported): October 17, 2019
SMITH-MIDLAND
CORPORATION
(Exact Name of Registrant as
Specified in Charter)
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Delaware
(State or Other
Jurisdiction of Incorporation)
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1-13752
(Commission File
Number)
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54-1727060
(I.R.S. Employer
Identification Number)
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P.O. Box 300, 5119
Catlett Road
Midland, Virginia
22728
(Address of principal
executive offices)
(504)
439-3266
(Registrant’s
telephone number, including area code)
Check the appropriate
box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2.
below):
☐ Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
☐ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
☐ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
☐ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Securities Registered Pursuant to Section 12(b) of the
Act:
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Title of each
class
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Trading
Symbol
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Name of each
exchange on which registered
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Common Stock, $0.01
par value per share
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SMID
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OTCQX
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Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this
chapter).
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. ◻
ITEM
1.01 Entry into a Material Definitive
Agreement.
The disclosures set forth in Item
2.03 are incorporated by reference to this item.
ITEM 2.03 Creation of a
Direct Financial Obligation or an Obligation under an Off-Balance
Sheet Arrangement of a Regisrant.
Note Payable
On October 11, 2019, Smith-Midland Corporation (the "Company")
completed the financing for the construction of it's new North
Carolina facility with a note payable to Summit Community Bank (the
"Bank") in the amount of $2,228,000. The loan is collateralized by
a first lien position on the North Carolina property, building, and
assets. The interest rate per the Promissory Note Rate Conversation
Agreement is fixed at 3.64% per annum, with principal and interest
payments payable monthly over 120 months in the amount of
$22,232.51. The loan matures on October 10, 2029. Under the loan
covenants with the Bank, the Company is limited to annual capital
expenditures of $3.5 million. The foregoing does not purport to be
complete and is qualified in its entirety to Promissory Note dated
October 11, 2019, issued by the Company to the Bank, the Deed of
Trust, dated October 11, 2019, and the Commercial Security
Agreement, dated October 11, 2019, attached as Exhibits 10.1, 10.2,
and 10.3, respectively, and incorporated herein by
reference.
ITEM 9.01
Financial Statements and
Exhibits.
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Exhibit No
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Exhibit
Description
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Promissory Note, dated October 11, 2019, in the
amount of $2,228,000 issued by the Company to Summit Community
Bank.
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Deed of Trust dated
October 11, 2019, related to the Promissory Note dated October 11,
2019.
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Commercial Security
Agreement related to the Promissory Note dated October 11,
2019.
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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 hereunto duly authorized.
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Date: October 17,
2019
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SMITH-MIDLAND
CORPORATION
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By: /s/ Adam J.
Krick
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Adam J.
Krick
Chief Financial
Officer
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