Attached files
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| EX-10.2 - BUSINESS LOAN AGREEMENT DATED APRIL 16, 2020, RELATEDTO THE PROMISSORY NOTE DATE - SMITH MIDLAND CORP | businessloanagreement.htm |
| EX-10.1 - PROMISSORY NOTE DATED APRIL 16, 2020, IN THE AMOUNT OF $2,691,700 - SMITH MIDLAND CORP | promissorynote.htm |
UNITED
STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
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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): April 16, 2020
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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)
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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 April 16, 2020, Smith-Midland Corporation (the "Company")
completed a note payable secured under the Paycheck Protection
Program (the "PPP") to Summit Community Bank (the "Bank") in the
amount of $2,691,700. The interest rate per the Promissory Note,
dated April 16, 2020 and executed by the Company in favor of the
Bank (the "Promissory Note"), is fixed at 1.00% per annum, with
principal and interest payments starting November 16, 2020, payable
monthly over 18 months in the amount of $151,508. The loan matures
on April 16, 2022. The proceeds of the loan must be utilized
pursuant to the requirements of the PPP, and all or a portion of
the loan may be forgiven in accordance with the PPP applicable
rules, regulations, and guidelines. Pursuant to the Business Loan
Agreement, dated April 16, 2020, executed by the Company in favor
of the Bank (the "Business Loan Agreement"), the Bank may
accelerate the loan in the event of a default under the foregoing
loan documents or any other loan agreement with the Bank. Under the
current loan covenants with the Bank, the Company is limited to
annual capital expenditures of $3.5 million and must maintain
tangible equity of $10.0 million. The foregoing does not purport to
be complete and is qualified in its entirety to Promissory Note and
the Business Loan Agreement, attached hereto as Exhibits 10.1 and
10.2, 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 April 16, 2020, in the
amount of $2,691,700 issued by the Company to Summit Community
Bank.
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Business Loan Agreement
related to the Promissory Note dated April 16,
2020.
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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: April 16,
2020
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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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