-----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, VWRp0XMEmsyFS+i37DQ6gv9vKI4LvTHviINj7/D0P9XC1lpxnpCal2d1FsGW1hkK jhuRkojFqQDCJI1+DmwKww== 0001072613-04-000914.txt : 20040504 0001072613-04-000914.hdr.sgml : 20040504 20040504080812 ACCESSION NUMBER: 0001072613-04-000914 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040503 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20040504 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORTH AMERICAN GALVANIZING & COATINGS INC CENTRAL INDEX KEY: 0000055805 STANDARD INDUSTRIAL CLASSIFICATION: COATING, ENGRAVING & ALLIED SERVICES [3470] IRS NUMBER: 710268502 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03920 FILM NUMBER: 04775305 BUSINESS ADDRESS: STREET 1: 2250 EAST 73RD STREET STREET 2: SUITE 300 CITY: TULSA STATE: OK ZIP: 74136-6832 BUSINESS PHONE: (918)494-0964 MAIL ADDRESS: STREET 1: 2250 EAST 73RD STREET STREET 2: SUITE 300 CITY: TULSA STATE: OK ZIP: 74136-6832 FORMER COMPANY: FORMER CONFORMED NAME: KINARK CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: KIN ARK OIL CO DATE OF NAME CHANGE: 19690601 FORMER COMPANY: FORMER CONFORMED NAME: KIN ARK OIL & GAS CO DATE OF NAME CHANGE: 19680906 8-K 1 form8-k_12649.txt FORM 8-K DATED MAY 3, 2004 ================================================================================ 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 3, 2004 NORTH AMERICAN GALVANIZING & COATINGS, INC. (Exact name of registrant as specified in charter) DELAWARE 1-3920 71-0268502 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 2250 EAST 73RD STREET, OKLAHOMA 74136-6832 (Address of principal executive offices) (Zip Code) (Registrant's telephone number, including area code): (918) 494-0964 NOT APPLICABLE (Former name or former address, if changed since last report.) ================================================================================ ITEM 9. REGULATION FD DISCLOSURE On May 3, 2004, North American Galvanizing & Coatings, Inc. issued a press release in the form attached as Exhibit 99.1, which is incorporated herein by reference. The furnishing of this information shall not be deemed an admission as to the materiality of the information included in this Current Report. This information is not filed but is furnished pursuant to Regulation FD. 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 3, 2004 North American Galvanizing & Coatings, Inc. By: /s/ Paul R. Chastain ------------------------------------- Paul R. Chastain Vice President and Chief Financial Officer EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99.1 Press release, dated May 3, 2004, of North American Galvanizing & Coatings, Inc. EX-99.1 2 exhibit99-1_12649.txt PRESS RELEASE DATED MAY 3, 2004 EXHIBIT 99.1 ------------ NORTH AMERICAN GALVANIZING & COATINGS REPORTS INCREASE IN SALES, NET EARNINGS AND EARNINGS PER SHARE FOR THE FIRST QUARTER SETS ANNUAL MEETING DATE FOR JUNE TULSA, OKLAHOMA, May 3, 2004 - North American Galvanizing & Coatings, Inc. (AMEX-NGA) announced today an increase in sales, net earnings and earnings per share for the first quarter of 2004. The Company's net sales for the three months ended March 31, 2004 rose 6.4% to $8,558,000 compared to sales of $8,040,000 for the first quarter a year ago. Net earnings for the first quarter of 2004 were $210,000, or $.03 per share, fully diluted. The Company also announced that it would hold its Annual Meeting of Stockholders on June 30, 2004. The Company's president and chief executive officer, Ronald J. Evans, noted a modest increase in capital goods spending and construction- related demand for galvanizing in the current first quarter. Mr. Evans expressed confidence that North American Galvanizing is positioned to take advantage of its streamlined cost structure as the economy improves, and emphasized that the Company will continue to address improving operating efficiencies. For the first quarter of 2004, improved gross margins from cost efficiencies and a favorable insurance premium adjustment were a significant factor in the Company's increased operating earnings. For the same period a year ago, the Company reported a net loss of $327,000, or $.05 per share, which included a $38,000 loss related to the closing of an abandoned galvanizing plant. The Company is a leading provider of hot dip galvanizing and coatings for corrosion protection of fabricated steel products through its North American Galvanizing Company subsidiary. The Company conducts its galvanizing and coatings business through a network of plants located in Denver, Hurst (Dallas/Fort Worth), Houston, Kansas City, Louisville, Nashville, St. Louis and the Tulsa area. Hot dip galvanizing provides metals corrosion protection for many product applications used in commercial, construction and industrial markets. Our home page is: www.nagalv.com. Cautionary Statement. Statements in this news release that are not strictly historical and may be "forward looking" statements, which involve risks and uncertainties. These include economic and regulatory conditions, issues with suppliers, market demand, pricing and competitive factors, among others, which are set forth in the Company's Securities and Exchange filings. - MORE - NORTH AMERICAN GALVANIZING & COATINGS, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) THREE MONTHS ENDED MARCH 31 ------------------------ (DOLLARS IN THOUSANDS EXCEPT PER SHARE AMOUNTS) 2004 2003 - ------------------------------------------------------------------------------- SALES $ 8,558 $ 8,040 Cost of sales 6,005 6,003 Selling, general & administrative expenses 1,395 1,452 Depreciation expense 684 775 ---------- ---------- TOTAL COSTS AND EXPENSES 8,084 8,230 ---------- ---------- OPERATING INCOME (LOSS) 474 (190) Other (income), net (25) -- Interest expense, net 161 308 ---------- ---------- Income (Loss) from continuing operations before income taxes 338 (498) Income tax expense (benefit) 128 (209) ---------- ---------- INCOME (LOSS) FROM CONTINUING OPERATIONS 210 (289) Loss from discontinued operations, net -- (38) ---------- ---------- NET INCOME (LOSS) $ 210 $ (327) ========== ========== NET INCOME (LOSS) PER COMMON SHARE Continuing Operations: Basic and Diluted $ .03 $ (.04) Discontinued Operations: Basic and Diluted $ -- $ (.01) Net Income (Loss): Basic and Diluted $ .03 $ (.05) - END - -----END PRIVACY-ENHANCED MESSAGE-----