form8k.htm
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): December 24, 2007
STERLING
CONSTRUCTION COMPANY, INC.
(Exact name of registrant as
specified in its charter)
Delaware
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1-31993
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25-1655321
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(State
or other jurisdiction of incorporation or organization)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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20810
Fernbush Lane Houston, Texas
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77073
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (281)
821-9091
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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):
¨
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 142-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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Item
7.01
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Regulation
FD Disclosure
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On
December 26, 2007, the Company announced the completion on December 24, 2007
of
its offering of 1,600,000 shares of its common stock, $0.01 par value per share,
that had been announced on December 19, 2007, as well as the completion of
the
sale of an additional 240,000 shares of its common stock resulting from the
exercise of an over-allotment option by the underwriter of the
offering.
The
offering is described in the Company’s registration statement on Form S-3
(Registration No. 333-147593) and the related final prospectus dated December
18, 2007 filed with the Securities and Exchange Commission under Rule 424(b)
of
the Securities Act of 1933 on December 19, 2007. A copy of the press
release is furnished as Exhibit 99.1 hereto and is incorporated herein by
reference.
In
accordance with General Instruction B.2 of Form 8-K, the press release shall
not
be deemed "filed" for the purposes of Section 18 of the Exchange Act of 1934,
or
otherwise subject to the liabilities of that section, nor shall such information
and exhibit be deemed incorporated by reference into any filing under the
Securities Act of 1933 or the Securities Exchange Act of 1934 except as shall
be
expressly set forth by specific reference in such a filing.
Item
9.01
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Financial
Statements and Other Exhibits
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99.1
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Press
Release, dated December 26, 2007 (furnished herewith).
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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:
December 26, 2007
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Sterling
Construction Company,
Inc.
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/s/
Roger M. Barzun
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Roger
M. Barzun
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Senior
Vice President
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Press
Release, dated December 26, 2007 (furnished herewith).
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