-----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, UEpr8DLBaohSQJ6TCy9oS9oV4N1iwk9UOH21hsx0whY8Ps3RxKJUY+fxZteCt4Kc 6SpAbReCWb34JRCsjhQ6mA== 0001072613-06-000979.txt : 20060427 0001072613-06-000979.hdr.sgml : 20060427 20060427160900 ACCESSION NUMBER: 0001072613-06-000979 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060426 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060427 DATE AS OF CHANGE: 20060427 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: 06785356 BUSINESS ADDRESS: STREET 1: 5314 S YALE AVENUE STREET 2: SUITE 1000 CITY: TULSA STATE: OK ZIP: 74135 BUSINESS PHONE: (918)494-0964 MAIL ADDRESS: STREET 1: 5314 S YALE AVENUE STREET 2: SUITE 1000 CITY: TULSA STATE: OK ZIP: 74135 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 form-8k_14321.txt N.A. GALVANIZING & COATINGS, INC. 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: APRIL 26, 2006) 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.) 5314 S YALE AVENUE, TULSA, OKLAHOMA 74135 ------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE): (918) 494-0964 2250 EAST 73rd STREET, TULSA, OKLAHOMA 74136-6832 ------------------------------------------------------------------------- (Former name or former address, if changed since last report) 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: [_] 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 7.01 REGULATON FD DISCLOSURE On April 26, 2006, 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: April 27, 2006 North American Galvanizing & Coatings, Inc. By: /s/ Beth B. Hood ---------------------------- Beth B. Hood Vice President and Chief Financial Officer EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99.1 Press release, dated April 26, 2006, of North American Galvanizing & Coatings, Inc. EX-99.1 2 exh99-1_14321.txt PRESS RELEASE DATED APRIL 26, 2006 EXHIBIT 99.1 ------------ NEWS RELEASE NORTH AMERICAN GALVANIZING & COATINGS, INC. 5314 South Yale Avenue, Suite 1000 Tulsa, OK 74135 (918) 494-0964 Fax: (918) 494-3999 FOR IMMEDIATE RELEASE Contact: Beth B. Hood Phone: (918) 524-1512 NORTH AMERICAN GALVANIZING & COATINGS ------------------------------------- REPORTS RECORD FIRST QUARTER 2006 EARNINGS ------------------------------------------ Tulsa, Oklahoma, April 26, 2006 - North American Galvanizing & Coatings, Inc. (AMEX: NGA) today reported quarterly net income of $982,000, or $.14 per basic share and $.13 per diluted share, for the first quarter of 2006, compared to net income of $97,000 or $.01 per basic and diluted share for the first quarter of 2005. Sales for the period were $15.4 million compared to $9.2 million for the prior year, a 66% increase. Commenting on the results of the first quarter 2006, Ronald J. Evans, president and chief executive officer, said "We are very pleased with the operational, commercial, and financial results of the first quarter which all set records for NGA. I commend our employees for their efforts and performance which together with the strengthening economy drove this quarter's results." Most plants experienced increased volumes in the first quarter of 2006. General improvement in the economy plus non-routine projects related to highways and electrical distribution contributed to the volume increase in the first three months of this year. First quarter 2006 volumes are 41% higher than the first quarter of 2005 and 18% higher than the 4th quarter of 2005. Sales prices have increased in the quarter primarily related to industry pass-through of higher costs of zinc and energy. In the three-months ended March 31, 2006, average selling prices for galvanizing and related coating services were 18% higher than the prior year first quarter and 9% higher than 4th quarter 2005. The gross profit percentage increased 2.3% for the first quarter of 2006 versus the first quarter of 2005. Higher selling prices contributed 15.2% to the gross profit percentage, compared to the prior year first quarter. During the first quarter of 2006, zinc costs rose dramatically. The London Metals Exchange (LME) market price for zinc for the first quarter of 2006 averaged $1.02 per pound, compared to $.59 per pound in the first quarter of 2005. At March 31, 2006, the LME market price for zinc was $1.22 per pound. The Company's purchasing strategy resulted in raw material cost increases being limited to a negative 8.8% impact on gross profit percentage, compared to the prior year first quarter. Other cost increases, including natural gas, resulted in a negative 2.5% impact on the gross profit percentage, when comparing the first quarter of 2006 to 2005. Finally, the increased costs in the Canton, Ohio galvanizing facility compared to same plants resulted in negative 1.6% impact on the gross profit percentage, when comparing the first quarter of 2006 to 2005. Commenting further, Mr. Evans said, "First quarter volume improvement reflects the increase in capital goods spending and general improvement in the economy. Additionally, our employees' focus on customer service and quality is showing positive results. However, with continuing increases in zinc pricing, the market could react by substituting other corrosion protection alternatives, such as paint, or by postponing projects. The Company cannot be assured that continuing zinc price increases will be absorbed by the market." - MORE - North American Galvanizing is a leading provider of hot-dip galvanizing and coatings for corrosion protection of fabricated steel products. The Company conducts its galvanizing and coating business through a network of plants located in Canton, Ohio; Denver, Hurst (Dallas/Forth 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. This press release contains statements, estimates, or projections that constitute "forward-looking statements" as defined under U.S. securities laws, including, but not limited to, statements made concerning the acquisition of assets from Gregory Galvanizing and the financial impacts thereof. Forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from such forward-looking statements and management's present expectations or projections. These risks and uncertainties include the risk factors described in the Company's SEC filings including the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 10, 2006. NORTH AMERICAN GALVANIZING & COATINGS, INC. CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) THREE MONTHS ENDED MARCH 31, 2006 AND 2005 (In thousands, except per share amounts) - -------------------------------------------------------------------------------- 2006 2005 ---------- ---------- SALES $ 15,411 $ 9,280 COSTS AND EXPENSES: Cost of sales 10,996 6,842 Selling, general and administrative expenses 1,841 1,448 Depreciation and amortization 647 619 ---------- ---------- Total costs and expenses 13,484 8,909 ---------- ---------- OPERATING INCOME 1,927 371 INTEREST EXPENSE 241 225 ---------- ---------- INCOME FROM OPERATIONS BEFORE INCOME TAXES 1,686 146 INCOME TAX EXPENSE 704 49 ---------- ---------- NET INCOME $ 982 $ 97 ========== ========== NET INCOME PER COMMON SHARE: Net income Basic $ 0.14 $ 0.01 Diluted $ 0.13 $ 0.01 -----END PRIVACY-ENHANCED MESSAGE-----