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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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):
October 23, 1997
AIRGAS, INC.
______________________________________________________
(Exact name of registrant as specified in its charter)
Delaware 1-9344 56-0732648
_______________ _______________________ _____________
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of Identification
incorporation) No.)
259 Radnor-Chester Road, Suite 100
Radnor, PA 19087
_______________________________________
(Address of principal executive offices)
Registrant's telephone number, including area code: (610) 687-5253
_______________
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Item 5. Other Events.
____________
On October 23, 1997, Airgas, Inc. reported its second quarter earnings for
the quarter ended September 30, 1997, as described in the press release
attached as Exhibit 99 and incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
__________________________________________________________________
(a) None
(b) None
(c) Exhibits.
99 Press Release dated October 23, 1997
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Signatures
__________
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
AIRGAS, INC.
BY: /s/ Thomas C. Deas, Jr.
_______________________
Vice President &
Chief Financial Officer
DATED: October 24, 1997
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EXHIBIT 99.1
For More Information:
James N. Borum
Thomas C. Deas, Jr.
(610) 687-5253
AIRGAS, INC. REPORTS CASH FLOW AND EARNINGS
IN SECOND QUARTER
RADNOR, Pennsylvania, October 23, l997 -- Airgas, Inc. (NYSE-ARG) today
reported financial results for its second quarter ended September 30, l997.
For the second quarter ended September 30, 1997, after-tax cash flow (net
earnings plus depreciation, depletion, amortization and deferred income
taxes), before non-recurring gains on the sale of a non-core business and a
partial recovery of refrigerant losses, increased by 13% to a record $32.4
million, or $.46 per share, compared to $28.7 million, or $.42 per share for
the same quarter last year. Sales increased 29% to $360.4 million from $278.7
million. Net earnings (before non-recurring gains) were $11.3 million, or
$.16 per share, compared to $11.3 million, or $.17 per share, a year ago,
principally the result of flat August sales in the Distribution Group. The
UPS strike had a direct adverse effect on Airgas' distribution businesses with
reduced shipments to customers and increased distribution expenses, as well as
indirect effects, including slowdowns in our customers' businesses. Including
a $1.5 million ( $980 thousand after-tax) gain on the sale of a non-core
business, and a $14.5 million ($9.4 million after-tax) gain from the partial
recovery of refrigerant losses, net earnings for the second quarter were $21.7
million, or $.31 per share.
For the six months ended September 30, l997, after-tax cash flow (before
non-recurring gains), increased 15% to a record $64.7 million, or $.92 per
share, compared to $56.5 million, or $.84 per share in the same period last
year. Net earnings (before non-recurring gains) increased to $23.5 million or
$.34 per share, and sales increased 25% to $691.8 million. Net earnings were
$22.5 million or $.33 per share, on sales of $552.8 million last year.
Including the non-recurring gains, net earnings for the six months ended
September 30, 1997, were $33.9 million, or $.48 per share.
Peter McCausland, Airgas' Chairman and Chief Executive Officer, said "We
continue to achieve strong cash flow growth while we simultaneously pursue an
aggressive acquisition program, the build out of a logistics and information
infrastructure and the repositioning of Airgas for internal growth. These
investments will support the growth of our distribution sales through multiple
channels and will make Airgas the leader in service and the low cost supplier
to our customer segments. Over the last 4 1/2 years, we've acquired $950
million in annual sales in 135 separate transactions without taking any
special charges for merger or integration expenses. During this period Airgas
has maintained an annual compounded after-tax cash flow growth rate in excess
of 25% by successfully integrating acquisitions andachieving significant
improvements in operations. We continue to invest and manage with the
building of a world-class, multi-billion dollar distribution company as our
primary operating objective and incremental increases in our cash flow stream
as our primary financial objective."
The Company previously announced that its Board of Directors approved the
repurchase of up to an additional 2,000,000 shares of Airgas common stock from
time-to-time to offset share issuances for stock options, the Company's
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Employee Stock Purchase Plan, and acquisitions. Together with previously
granted authority, this increases the total repurchase program to a potential
2,646,000 shares.
Airgas, Inc. is the largest distributor of industrial, medical and
specialty gases and related equipment in North America. Its distributor
network includes approximately 640 locations in 41 states, Canada and Mexico.
Airgas can be visited on the Internet at http://www.airgas.com.
Forward-Looking Statements
This press release may contain statements that are forward-looking, as
that term is defined by the Private Securities Litigation Reform Act of 1995
or by the Securities and Exchange Commission in its rules, regulations and
releases. The Company intends that such forward-looking statements be subject
to the safe harbors created thereby. All forward-looking statements are based
on current expectations regarding important risk factors. Accordingly, actual
results may differ materially from those expressed in the forward-looking
statements, and the making of such statements should not be regarded as a
representation by the Company or any other person that the results expressed
therein will be achieved. Important risk factors include, but are not limited
to, the Company's ability to consolidate and integrate new acquisitions,
expenses associated with the Company's new ADI Division, the Company's ability
to recover assets in connection with the fraudulent breach of contract related
to refrigerant R-12 purchases and other factors described in the Company's
1997 Form 10-K filed with the Securities and Exchange Commission.
Consolidated statements of earnings follow on page 3.
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AIRGAS, INC.
CONSOLIDATED STATEMENTS OF EARNINGS
(Amounts in thousands, except per share data)
(Unaudited)
Three Months Ended Six Months Ended
September 30, September 30,
1997 1996 (a) 1997 1996 (a)
____ ________ ____ ________
Net sales:
Distribution $268,168 $244,701 $539,437 $487,755
Direct Industrial 61,216 20,437 98,061 36,889
Manufacturing 30,972 13,574 54,270 28,166
_______ _______ _______ _______
Total net sales 360,356 278,712 691,768 552,810
_______ _______ _______ _______
Costs and expenses:
Cost of products sold (excluding
depreciation, depletion and
amortization)
Distribution 135,011 121,490 272,474 245,305
Direct Industrial 44,966 15,537 70,971 28,969
Manufacturing 14,404 8,110 25,690 17,215
Selling, distribution and
administrative expenses 114,199 89,544 219,542 175,731
Depreciation, depletion and
amortization 18,776 15,023 36,591 29,261
Recovery of refrigerant
losses (b) (14,500) - (14,500) -
_______ _______ _______ _______
Total costs and expenses 312,856 249,704 610,768 496,481
_______ _______ _______ _______
Operating income:
Distribution 27,182 26,133 55,876 50,888
Direct Industrial 1,343 638 2,448 1,014
Manufacturing 4,475 2,237 8,176 4,427
Recovery of refrigerant losses
(b) 14,500 - 14,500 -
_______ _______ _______ _______
Total operating income 47,500 29,008 81,000 56,329
Interest expense, net (13,670) (9,753) (25,778) (18,034)
Other income, net 1,573 70 2,046 351
Equity in earnings of unconsolidated
affiliates 434 114 319 114
Minority interest (309) (152) (618) (381)
_______ _______ _______ _______
Earnings before income taxes 35,528 19,287 56,969 38,379
Income tax expense 13,853 7,977 23,068 15,919
_______ _______ _______ _______
Net earnings $ 21,675 $ 11,310 $ 33,901 $22,460
Net earnings (excluding
non-recurring gain and recovery
of refrigerant losses)(c) $ 11,268 $ 11,310 $ 23,494 $22,460
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Earnings per share $ .31 $ .17 $ .48 $ .33
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Earnings per share (excluding
non-recurring gain and recovery
of refrigerant losses) (c) $ .16 $ .17 $ .34 $ .33
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Weighted average shares 70,950 67,660 70,100 67,350
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(a) Certain reclassifications have been made to previously issued financial
statements to conform to the current presentation.
(b) The results for the second quarter and year-to-date ended September 30,
1997 include a $14.5 million ($9.4 million after-tax) gain from a partial
recovery of refrigerant losses.
(c) The results for the second quarter and year-to-date ended September 30,
1997 excluding the after-tax effect of the gain from partial recovery of
refrigerant losses noted in footnote (b) and the after-tax gain of $980
thousand related to the sale of a non-core business.
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