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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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):
February 28, 2005
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North American Galvanizing & Coatings, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 1-3920 71-0268502
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(State or other (Commission (IRS Employer
jurisdiction File Number) Identification Number)
of incorporation)
2250 East 73rd Street
Tulsa, Oklahoma 74136-6832
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (918) 494-0964
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Not applicable
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(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 (SEE General Instruction A.2. below):
[_] 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))
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ITEM 1.01 - ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On February 28, 2005, North American Galvanizing & Coatings, Inc. (the
"Company") entered into Amendment Five ("Amendment Five") to the Company's
Amended and Restated Credit Agreement (the "Credit Facility"), by and among the
Company and North American Galvanizing Company, a wholly owned subsidiary of the
Company, as borrowers, and JP Morgan Chase Bank, N.A., as the lender (the
"Lender"). Pursuant to the terms of Amendment Five, the maximum amount the
Company may draw against the revolving portion of the Credit Facility increased
from $7.0 million to $8.0 million and the maturity date for this portion of the
Credit Facility was extended from December 15, 2007 to February 28, 2008. In
addition, Amendment Five increased the outstanding term loan portion of the
Credit Facility from approximately $2.9 million to $5.0 million and the maturity
date for this portion of the Credit Facility was extended from December 15, 2007
to February 28, 2008. The Company paid a 0.5% fee on this additional increase of
the term loan portion of the Credit Facility. The Credit Facility still contains
a sub-limit of $1.0 million with regard to letters of credit. The bond letter of
credit portion of the Credit Facility was amended to reflect a face amount of
approximately $6.9 million and to extend the expiry date from December 15, 2007
to February 28, 2008.]
Further, pursuant to the Credit Facility the Company's hot-dip galvanizing
facilities located in St. Louis, Missouri, Houston, Texas and Hurst, Texas are
mortgaged facilities and as such, may be liquidated to remedy any outstanding
amounts owed to the Lender upon a default. As reported on a Current Report on
Form 8-K filed by the Company on March 2, 2005, the Company, acting through a
subsidiary, acquired certain hot-dip galvanizing facilities from Gregory
Industries, Inc. located in Canton, Ohio. Amendment Five adds these Canton, Ohio
facilities to the list of mortgage facilities.
ITEM 9.01 - FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
10.1 Amendment Five to Amended and Restated Credit Agreement, dated
February 28, 2005, by and among North American Galvanizing &
Coatings, Inc., North American Galvanizing Company and JP Morgan
Chase Bank, N.A.
SIGNATURES
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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.
NORTH AMERICAN GALVANIZING & COATINGS, INC.
Date: March 4, 2005 By: /s/ Paul R. Chastain
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Name: Paul R. Chastain
Title: Vice President and Chief
Financial Officer
EXHIBIT INDEX
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10.1 Amendment Five to Amended and Restated Credit Agreement, dated
February 28, 2005, by and among North American Galvanizing &
Coatings, Inc., North American Galvanizing Company and JP Morgan
Chase Bank, N.A.