ITEM 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT

North American Galvanizing & Coatings, Inc. ("the Company') completed its previously reported private placement of 10% subordinated notes and warrants to purchase shares of common stock, effective August 21, 2009. The Company raised $7.3 million in gross subscription proceeds.

The private placement was offered to a group of current large shareholders and a limited number of other accredited investors who had expressed an interest in investing in the Company. The Company placed $7.3 million in principal of 10% subordinated notes and warrants to purchase 1,095,000 shares of common stock. The strike price of the warrants was set at $5.20 per share of common stock. The 10% subordinated notes have a five year maturity and the warrants are immediately exercisable, for a period of up to seven years.

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