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): June 28, 2006
SCOTT'S LIQUID GOLD-INC.
(Exact name of Registrant as specified in its charter)
Colorado 001-13458 84-0920811
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
4880 Havana Street, Denver, CO 80239
(Address of principal executive offices) (Zip Code)
Registrant's telephone number: (303) 373-4860
Check the appropriate box below if the Form 8-K is intended to
simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
[ ] 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))
Item 1.01 Entry into a Material Definitive Agreement.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation
under an Off-Balance Sheet Arrangement of a Registrant.
We have reported on the Form 8-K Current Report, filed with the
Securities and Exchange Commission on June 12, 2006, that we entered
into a new loan with Citywide Banks for up to $5,156,641, secured by
the land, building and fixtures at our Denver, Colorado facilities and
that the new bank loan had a six-month draw period. On June 28, 2006,
we made our final draw on the new bank loan, which resulted in the
full amount of $5,156,641 having been borrowed by us from Citywide
Bank and being outstanding.
On that same date, pursuant to a Change in Terms Agreement, attached
hereto as an exhibit, we extended the maturity date of the new loan
to June 28, 2021 (from June 7, 2021), provided that the promissory note
interest rate stated in the promissory note to Citywide Banks continues
to be at the prime rate published in The Wall Street Journal, and
provided that the interest rate will not be changed more often than each
year. As a result of the draw on June 28, 2006, the interest rate on
the bank loan is 8.00% per annum for the next 12 months. In the Change
in Terms Agreement, we also stated the specific amount of monthly
payments required under the promissory note; we are required to repay
the promissory note in 179 payments of $49,532.68 and a last payment
estimated at $49,535.58. The first payment is due on July 7, 2006 and
the final payment will be due on June 28, 2021. We further executed a
replacement Business Loan Agreement, with the same terms as the original
business loan agreement (dated June 7, 2006), for the new loan. See our
Form 8-K Current Report filed on June 12, 2006 for additional information
on other terms of the new bank loan, which information is incorporated by
reference, and for other significant bank loan documents.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
The following is an exhibit to this Report:
Exhibit No. Document
10.1 Change in Terms Agreement with Citywide Banks, dated
June 28, 2006, between us and Citywide Banks.
10.2 Business Loan Agreement dated June 28, 2006 between us
and Citywide Banks.
10.3 Addendum to Loan documents, dated June 28, 2006.
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.
SCOTT'S LIQUID GOLD-INC.
(Registrant)
Date: June 30, 2006 /s/ Jeffry B. Johnson
-----------------------------
By: Jeffry B. Johnson
Chief Financial Officer and
Treasurer
EXHIBIT INDEX
Exhibit
Number Document
10.1 Change in Terms Agreement with Citywide Banks, dated
June 28, 2006, between us and Citywide Banks.
10.2 Business Loan Agreement dated June 28, 2006 between us
and Citywide Banks.
10.3 Addendum to Loan documents, dated June 28, 2006.