-----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, C0abDaiI94VilWyBROlHgV7dKAK1XrhHID4KhbihU5YkfRCozHwcgZZPuf8yN+hE 37KO9p60GRiaSnp704BUqQ== 0001072613-04-002066.txt : 20041110 0001072613-04-002066.hdr.sgml : 20041110 20041109175933 ACCESSION NUMBER: 0001072613-04-002066 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041109 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20041110 DATE AS OF CHANGE: 20041109 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: 041130921 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_13087.txt N. A. GALVANIZING & COATINGS, IN. FORM 8-K ================================================================================ 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): November 9, 2004 NORTH AMERICAN GALVANIZING & COATINGS, INC. (Exact name of registrant as specified in charter) DELAWARE 1-3920 71-0268502 (State or other jurisdiction of (Commission File Number) (IRS Employer 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 7.01 REGULATION FD DISCLOSURE On November 9, 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: November 9, 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 November 9, 2004, of North American Galvanizing & Coatings, Inc. EX-99.1 2 exhibit99-1_13087.txt PRESS RELEASE DATED NOVEMBER 9, 2004 EXHIBIT 99.1 ------------ NORTH AMERICAN GALVANIZING & COATINGS REPORTS IMPROVED RESULTS FOR THIRD QUARTER AND NINE MONTHS Tulsa, Oklahoma, November 9, 2004 - North American Galvanizing & Coatings, Inc. (AMEX-NGA) announced today a continuing improvement in sales, net earnings and earnings per share for the third quarter and nine months of 2004 over the comparable periods of 2003. The Company's net earnings for the third quarter of 2004 were $229,000, an increase of 154% over net earnings of $90,000 for the third quarter of 2003. Earnings per share for the third quarter were $.03 compared to earnings per share of $.01 for the same period a year ago, fully diluted. Sales for the three months ended September 30, 2004, were $9,348,000, an increase of 9.8% over sales of $8,516,000 for the third quarter a year ago. North American Galvanizing & Coatings' sales for the nine months ended September 30, 2004, were $27,239,000, an increase of 9.2% over sales of $24,954,000 for the same period a year ago. Income from continuing operations of $545,000 for the first nine months of 2004 compared to a loss from continuing operations of $123,000 for the same period of 2003. Net earnings for the ninemonth period were $545,000, or $.07 per share compared to a net loss of $954,000, or $.14 per share for the year-ago period, fully diluted. Commenting on the results for the quarter and nine months, Ronald J. Evans, president and chief executive officer, said, "We are pleased with the improved results, which marks three consecutive quarters of increased sales and earnings. A number of factors contributed to the Company's improvement, including a modest but continuing increase in production tonnage, higher operating margins and reductions in administrative expenses." 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.naqalv.com. -------------- Cautionary Statement. Statements in this news release that are not strictly historical may be "forward looking" statements, which involve risks and uncertainties. Certain factors may cause actual results to differ materially from those contained in the forward looking statements, including economic and regulatory conditions, issues with suppliers, market demand, pricing and competitive factors, among others, which are set forth in the Company's Form 10-K and other filings with the Securities and Exchange Commission. - MORE - NORTH AMERICAN GALVANIZING & COATINGS, INC. AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME UNAUDITED
THREE MONTHS ENDED NINE MONTHS ENDED SEPTEMBER 30 SEPTEMBER 30 -------------------------- -------------------------- (DOLLARS IN THOUSANDS EXCEPT PER SHARE AMOUNTS) 2004 2003 2004 2003 ---------- ---------- ---------- ---------- SALES $ 9,348 $ 8,516 $ 27,239 $ 24,954 Cost of sales 6,725 6,122 19,365 17,959 Selling, general & administrative expenses 1,370 1,597 4,387 4,463 Depreciation expense 686 717 2,068 2,188 ---------- ---------- ---------- ---------- TOTAL COSTS AND EXPENSES 8,781 8,436 25,820 24,610 ---------- ---------- ---------- ---------- OPERATING INCOME 567 80 1,419 344 Other income -- -- (25) -- Interest (income) expense, net 198 (109) 565 498 ---------- ---------- ---------- ---------- Income (loss) from Continuing Operations before income taxes 369 189 879 (154) Income tax expense (benefit) 140 99 334 (31) ---------- ---------- ---------- ---------- INCOME (LOSS) FROM CONTINUING OPERATIONS 229 90 545 (123) Discontinued Operations: Loss on discontinued operations, net -- -- -- (77) Loss on write-off of assets of discontinued operations, net -- -- -- (754) ---------- ---------- ---------- ---------- NET INCOME (LOSS) $ 229 $ 90 $ 545 $ (954) ---------- ---------- ---------- ---------- OTHER COMPREHENSIVE INCOME Unrealized holding gain on investment -- -- 12 -- Reclassification adjustment for realized gain included in net income -- -- (16) -- ---------- ---------- ---------- ---------- OTHER COMPREHENSIVE INCOME $ -- $ -- $ (4) $ -- ---------- ---------- ---------- ---------- COMPREHENSIVE INCOME (LOSS) $ 229 $ 90 $ 541 $ (954) ---------- ---------- ---------- ---------- NET INCOME (LOSS) PER COMMON SHARE Continuing Operations: Basic $ 0.03 $ 0.01 $ 0.08 $ (0.04) Diluted $ 0.03 $ 0.01 $ 0.07 $ (0.04) Discontinued Operations: Basic and Diluted $ -- $ -- $ -- $ (0.12) Net Income (Loss): Basic $ 0.03 $ (0.01) $ 0.08 $ (0.14) Diluted $ 0.03 $ (0.01) $ 0.07 $ (0.14)
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