8-K

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): May 14, 2020 

SMITH-MIDLAND CORPORATION

(Exact Name of Registrant as Specified in Charter)

Delaware (State or Other Jurisdiction of Incorporation) 1-13752 (Commission File Number) 54-1727060 (I.R.S. Employer Identification Number)

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:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, $0.01 par value per share	SMID	OTCQX

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 2.02 Results of Operations and Financial Condition

On May 14, 2020 Smith-Midland Corporation issued a press release announcing its financial results for the quarter ended March 31, 2020.

A copy of the press release is attached hereto as Exhibit 99.1.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d)           Exhibits

Exhibit No	Exhibit Description
99.1	Press release, dated May 14, 2020

The information filed as an exhibit to this Form 8-K is being furnished in accordance with Item 2.02 and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

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.

Date: May 14, 2020
	SMITH-MIDLAND CORPORATION
	By: /s/ Adam J. Krick
	Adam J. Krick Chief Financial Officer

EX-99.1

Exhibit 99.1

Smith-Midland Announces First Quarter 2020 Results

MIDLAND, VA. – Smith-Midland Corporation (the Company) (OTCQX: SMID), which develops, manufactures, licenses, rents, and sells a broad array of precast concrete products for use primarily in the construction, transportation, and utilities industries, today announced results for the quarter ended March 31, 2020.

First Quarter 2020 Results

The Company reported first quarter revenues of $9.8 million for 2020 and $10.2 million for the comparable quarter of 2019, a decrease of $0.4 million, or 4%. The pre-tax loss for the first quarter of 2020 was $0.1 million compared to pre-tax income of $0.4 million in 2019, a decrease of $0.5 million. The Company had a net loss for the first quarter of 2020 in the amount of $0.1 million compared to net income of $0.3 million in 2019, a decrease of $0.4 million. The basic and diluted loss per share was $0.01 for the first quarter 2020, while the basic and diluted income per share was $0.06 for the first quarter 2019.

COVID-19 Update

Smith-Midland is closely monitoring the current and potential impact of the COVID-19 outbreak on its operations, employees, customers, and supply chain. Although the Company’s three manufacturing facilities remain operational, the Company has adopted virus-prevention protocols consistent with the recommendations provided by the U.S. Centers for Disease Control and Prevention. The Company’s facilities are currently operational with the industry classified under essential businesses.

CEO Commentary

Ashley Smith, CEO stated, “The first quarter of 2020 started off slower than expected with short-term delays in project approvals. However, the increase in the barrier rental fleet during the fourth quarter 2019 proved to be instrumental in the Company landing a $1.1 million highway project, in which deliveries began during the second quarter of this year. The project duration is estimated at 2-3 years, and the Company will recognize the related revenues over the same period. The Company continues to shift its focus from barrier sales to barrier rentals, which remains one of the highest margin revenue streams.

“Also during the first quarter, the Company secured a large architectural project valued near $8.3 million with the Army Corp of Engineers. The design-assist project is located at an undisclosed military base in Maryland, with production planned out of the Virginia plant. Production is set to begin during the third quarter 2020, and projected to continue through the second quarter 2021.

“The new facility in North Carolina has increased production during the second quarter 2020, manufacturing a large, custom retaining wall order, and is expected to continue production through the third quarter 2020. The South Carolina plant received its first MASH TL3 barrier order, which is set to begin production during the latter half of the second quarter 2020. The Company is aggressively bidding on highway projects at both locations in order to fill the available capacity.

“Although there has been a slowdown in highway bidding due to the COVID-19 outbreak, the Company is still seeing demand for the patented SlenderWall system with increasing budget requests. As jobsites continue to evolve, with additional restrictions put in place, SlenderWall proves to fit the needs of our customers. When the country recovers from the pandemic, we believe that the long-term demand will continue to move to offsite modular construction, creating a greater need for our proprietary system.

“Despite continued operations under the essential business classification, significant uncertainty remains as to how the novel coronavirus may impact bidding, customers’ ability to pay, supply chains, and our ability to maintain production in our plants in the coming months. We are starting to see the impacts of the COVID-19 outbreak, but the Company is committed to doing everything in our control to protect our associates, community, and shareholders through this pandemic.”

Balance Sheet and Liquidity

As of March 31, 2020, the Company had cash and investments totaling $3.4 million. Accounts receivable decreased to $9.4 million at March 31, 2020. Total outstanding debt on notes payable increased to $5.5 million at the recent quarter end. With the economic uncertainty due to the COVID-19 outbreak, the Company received a Paycheck Protection Plan loan in the amount of $2.7 million subsequent to the end of the first quarter 2020.

About Smith-Midland

Smith-Midland develops, manufactures, licenses, rents, and sells a broad array of precast concrete products for use primarily in the construction, transportation and utilities industries. Management and the Board own approximately 20% of SMID stock, aligning with shareholder values.

Forward-Looking Statements

This announcement contains forward-looking statements, which involve risks and uncertainties. The Company's actual results may differ significantly from the results discussed in the forward-looking statements. Factors which might cause such a difference include, but are not limited to, the risk that the COVID-19 outbreak may significantly adversely affect future operations, product demand, the impact of competitive products and pricing, capacity and supply constraints or difficulties, general business and economic conditions, our debt exposure, the effect of the Company's accounting policies and other risks detailed in the Company's Annual Report on Form 10-K and other filings with the Securities and Exchange Commission.

For more complete information on Smith-Midland Corporation, visit the Company’s website at SMITHMIDLAND.com. The “Investor Relations” area will include the Company’s Form 10-K.

Media Inquiries:

AJ Krick, CFO

540-439-3266

investors@smithmidland.com

Sales Inquiries:

info@smithmidland.com