-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GjP5fKM8Oyl0vCSySqgyPHpsVd85mc+dfBWREFl1I0+SJSso5tyoEWrL++QLL1pM lBWNcwICBguQVZOnRmiVMg== 0000096313-02-000023.txt : 20020414 0000096313-02-000023.hdr.sgml : 20020414 ACCESSION NUMBER: 0000096313-02-000023 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020228 GROUP MEMBERS: CYRUS W. SPURLINO GROUP MEMBERS: SILVER STATE MATERIALS CORP. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MEADOW VALLEY CORP CENTRAL INDEX KEY: 0000934749 STANDARD INDUSTRIAL CLASSIFICATION: WATER, SEWER, PIPELINE, COMM AND POWER LINE CONSTRUCTION [1623] IRS NUMBER: 880328443 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-49294 FILM NUMBER: 02560975 BUSINESS ADDRESS: STREET 1: 4411 S 40TH ST STREET 2: STE D-11 CITY: PHOENIX STATE: AZ ZIP: 85040 BUSINESS PHONE: 6024375400 MAIL ADDRESS: STREET 1: 4411 S 40TH ST STREET 2: STE D-11 CITY: PHOENIX STATE: AZ ZIP: 85040 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SILVER STATE MATERIALS CORP CENTRAL INDEX KEY: 0001122077 IRS NUMBER: 880230835 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 4005 INDUSTRIAL ROAD CITY: LAS VEGAS STATE: NV ZIP: 89103 BUSINESS PHONE: 7028936557 MAIL ADDRESS: STREET 1: 4005 INDUSTRIAL ROAD CITY: LAS VEGAS STATE: NV ZIP: 89103 SC 13D/A 1 ss13d7.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 7)* Under the Securities Exchange Act of 1934 Meadow Valley Corporation ------------------------------------------- (Name of Issuer) Common Stock, $.001 par value ------------------------------- (Title of Class of Securities) 583185103 -------------- (CUSIP Number) Steven D. Hill 4005 Industrial Road Las Vegas, Nevada 89103 Telephone 702-893-6557 -------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) February 13, 2002 ----------------------------------------------------- (Date of Event that Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box. / / Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent. * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Page 2 of 6 (1) Names and I.R.S. Identification Numbers of Reporting Person Steven D. Hill (2) Check the Appropriate Box if a Member of a Group (a) / / (b) /x / (3) SEC Use Only (4) Source of Funds OO (5) Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) / / (6) Citizenship or Place of Organization United States of America (7) Sole Voting Power Number of 0 Shares Beneficially (8) Shared Voting Power Owned By 512,300 Each Reporting (9) Sole Dispositive Power Person 0 With (10) Shared Dispositive Power 512,300 (11) Aggregate Amount Beneficially Owned by Each Reporting Person 512,300(1) (12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares / / (13) Percent of Class Represented by Amount in Row (11) 14.4%(2) (14) Type of Reporting Person IN - -------- (1) Includes 512,200 shares held of record by SSMC. Mr. Hill disclaims any beneficial ownership of such shares. (2) These percentages reflect the percentage share ownership with respect to 3,559,938 shares, the number of shares of Issuer's common stock outstanding as of October 31, 2001, as reported by Issuer in its Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on November 13, 2001. Page 3 of 6 (1) Names and I.R.S. Identification Numbers of Reporting Person Silver State Materials Corp. (2) Check the Appropriate Box if a Member of a Group (a) / / (b) /x / (3) SEC Use Only (4) Source of Funds OO (5) Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) / / (6) Citizenship or Place of Organization Nevada (7) Sole Voting Power Number of 0 Shares Beneficially (8) Shared Voting Power Owned By 512,300 Each Reporting (9) Sole Dispositive Power Person 0 With (10) Shared Dispositive Power 512,300 (11) Aggregate Amount Beneficially Owned by Each Reporting Person 512,300 (12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares / / (13) Percent of Class Represented by Amount in Row (11) 14.4%(1) (14) Type of Reporting Person CO - ---------- (1) These percentages reflect the percentage share ownership with respect to 3,559,938 shares, the number of shares of Issuer's common stock outstanding as of October 31, 2001, as reported by Issuer in its Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on November 13, 2001. Page 4 of 6 (1) Names and I.R.S. Identification Numbers of Reporting Person Cyrus W. Spurlino (2) Check the Appropriate Box if a Member of a Group (a) / / (b) /x / (3) SEC Use Only (4) Source of Funds PF (5) Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) / / (6) Citizenship or Place of Organization United States of America (7) Sole Voting Power Number of 47,800 Shares Beneficially (8) Shared Voting Power Owned By 512,300 Each Reporting (9) Sole Dispositive Power Person 47,800 With (10) Shared Dispositive Power 512,300 (11) Aggregate Amount Beneficially Owned by Each Reporting Person 560,100(1) (12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares / / (13) Percent of Class Represented by Amount in Row (11) 15.7%(2) (14) Type of Reporting Person IN - ---------- (1) Includes (a) 47,800 shares held of record by Mr. Spurlino individually and (b) 512,300 shares held of record by SSMC, of which Mr. Spurlino serves as Chairman and Treasurer. Mr. Spurlino disclaims any beneficial ownership of the 512,300 shares of the Issuer held of record by SSMC. (2) These percentages reflect the percentage share ownership with respect to 3,559,938 shares, the number of shares of Issuer's common stock outstanding as of October 31, 2001, as reported by Issuer in its Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on November 13, 2001. Page 5 of 6 Item 1. Security and Issuer. This statement relates to shares of Common Stock, par value $0.001 per share (the "Common Stock"), of Meadow Valley Corporation (the "Issuer"), a Nevada corporation. The principal executive offices of the Issuer are located at 4411 South 40th St., Suite D-11 Phoenix, Arizona 85040. Item 2. Identity and Background. This statement is filed pursuant to Regulation 13D-G of the General Rules and Regulations under the Act, by the following: Steve D. Hill, an individual ("Hill"), Silver State Materials Corp., a Nevada corporation ("SSMC") and Cyrus W. Spurlino, an individual ("Spurlino"). Hill, SSMC and Spurlino are sometimes hereinafter referred to as the "Reporting Persons." The Reporting Persons are making this Amendment No. 7 to Schedule 13D (this "Amendment") to amend the Schedule 13D of SSMC and Mr. Spurlino as filed with the Securities and Exchange Commission on September 21, 2000 and as amended on December 8, 2000 ("Amendment No. 1"), on December 15, 2000 ("Amendment No. 2"), February 6, 2001 ("Amendment No. 3") November 15, 2001 ("Amendment No. 4"), November 20, 2001 ("Amendment No. 5"), and December 12, 2001 ("Amendment No. 6") (together the "Schedule 13D"). This Amendment No. 7 is filed for the purpose of amending Item 6 to reflect a change in circumstances. (a) - (e) Except as noted above, as reported on the Schedule 13D Item 3. Source and Amount of Funds or Other Consideration. As originally reported on the Schedule 13D. Item 4. Purpose of Transaction. Item 4 is hereby amended by adding the following as a new paragraph at the end of the Item as reported on the Schedule 13D: "The Reporting Persons have informally notified the Issuer of their willingness to agree to settle their disputes with the Issuer on mutually acceptable terms subject to certain customary conditions. The Reporting Persons have also informally notified the Issuer of their willingness to return all of their common stock to the Issuer contemporaneously with the Issuer's consummation of a transaction contemplated by the Issuer involving sale of one of its subsidiaries to a third party reported in Item 6." Item 5. Interest in Securities of the Issuer. As reported on the Schedule 13D. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. The Issuer and a third party have entered into a non-binding letter of intent (the "Letter") in which the Issuer and the third party contemplate the sale of all of the capital stock and business of the Issuer's wholly owned subsidiary, Ready Mix, Inc., a Nevada corporation ("Ready Mix"), to the third party. The Letter conditions the transaction on, among other things, a consensual retirement of all of the common stock in the Issuer beneficially owned by the Reporting Persons. Item 7. Material to be Filed as Exhibits. None. Page 6 of 6 After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. DATED, February 13, 2002 STEVEN D. HILL, An Individual By: /s/ Steven D. Hill ____________________________ Steven D. Hill SILVER STATE MATERIALS CORP. By: /s/ Steven D. Hill ____________________________ Steven D. Hill, Its President. CYRUS W. SPURLINO An individual By: /s/ Steven D. Hill ____________________________ Steven D. Hill, Attorney-in-Fact for Cyrus W. Spurlino, an individual(1) - ---------- (1) On December 21, 2000, Cyrus W. Spurlino executed a power of attorney in favor of Steven D. Hill. -----END PRIVACY-ENHANCED MESSAGE-----