| 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) June 30, 2010 | |||||
| SYNALLOY CORPORATION | |||||
| (Exact name of registrant as specified in its charter) | |||||
| Delaware | 0-19687 | 57-0426694 | |||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | |||
| Croft Industrial Park, P.O. Box 5627, Spartanburg, SC 29304 | 29304 | ||||
| (Address of principal executive offices) | (Zip Code) | ||||
Registrant's telephone number, including area code: (864) 585-3605 | |||||
| INAPPLICABLE | |||||
| (Former name or former address if changed since last report) | |||||
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)) | |||||
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| ITEM 1.01. | ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT On June 30, 2010, the Company entered into a Credit Agreement with a regional bank to provide a $20,000,000 line of credit that expires on June 30, 2013. The Company’s previous debt facility, with a different lender, was going to expire at the end of 2010. Interest on the new Credit Agreement is calculated using the One Month LIBOR Rate, plus a pre-defined spread, which is determined by the Company’s Total Funded Debt to EBITDA ratio. Borrowings under the line of credit are limited to an amount equal to a borrowing base calculation that includes eligible accounts receivable, inventories and cash surrender value of the Company’s life insurance. Additionally, the credit facility requires an agreement not to pledge the fixed assets of the Company. Covenants under the new agreement include maintaining a certain Funded Debt to EBITDA ratio, a minimum tangible net worth, and total liabilities to tangible net worth ratio. The Company will also be limited to a maximum amount of capital expenditures per year, which is in line with the Company’s currently projected needs. Management does not believe that these covenants and restrictions will have an adverse effect on its operations. |
| ITEM 2.03. | CREATION OF MATERIAL DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT See disclosure under Item 1.01. |
| ITEM 9.01. | FINANCIAL STATEMENTS AND EXHIBITS Ex 10.13 Loan Agreement Between Branch Banking and Trust Company and Registrant dated June 30, 2010 |
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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 behalf by the undersigned hereunto duly authorized.
| SYNALLOY CORPORATION |
By: /s/ Richard D. Sieradzki |
| Richard D. Sieradzki |
| Chief Financial Officer and Principal Accounting Officer |
Dated: July 6, 2010
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| Exhibit Number | Name |
| -------------------- | -------- |
10.13 | Loan Agreement Between Branch Banking and Trust Company and Synalloy Corporation |
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