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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):
January 29, 1998
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 January 29, 1998, Airgas, Inc. reported its third quarter earnings for
the quarter ended December 31, 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 January 29, 1998
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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: February 2, 1998
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EXHIBIT 99.1
For More Information:
Thomas C. Deas, Jr.
Jeffrey P. Cornwell
687-5253
AIRGAS, INC. REPORTS EARNINGS AND RECORD CASH FLOW
IN THIRD QUARTER
RADNOR, Pennsylvania, January 29, l998 -- Airgas, Inc. (NYSE-ARG) today
reported financial results for its third quarter ended December 31, l997.
For the third quarter, sales increased 24% to a record $367.8 million
from $297.2 million in the third quarter last year. After-tax cash flow (net
earnings plus depreciation, depletion, amortization and deferred income taxes)
increased by 15% to a record $34.4 million, or $.48 per share, compared to
$29.9 million, or $.43 per share for the same quarter last year. Net
earnings increased by 8% to $11.8 million, or $.17 per share, compared to
$11.0 million, or $.16 per share, a year ago.
For the nine months ended December 31, l997, after-tax cash flow, before
non-recurring gains, increased by 15% to a record $99.2 million or $1.41 per
share, compared to $86.4 million, or $1.27 per share in the same period last
year. Net earnings (before non-recurring gains) increased 6% to $35.3
million or $.50 per share, compared to net earnings of $33.4 million or $.49
per share last year. Sales for the period increased 25% to $1,059.6 million.
Including non-recurring gains, after-tax cash flow and net earnings for the
nine months ended December 31, 1997, were $116.3 million or $1.64 per share
and $45.7 million or $.65 per share, respectively.
Since April 1, 1997, Airgas has completed the acquisition of seventeen
industrial gas distributors with aggregate annual sales of approximately $60
million, including two large regional distributors, Industrial Gas Products
and JWS Technologies, Inc. Airgas has also acquired two industrial products
distributors with combined annual sales of approximately $106 million, and
four carbon dioxide distributors with combined annual sales of approximately
$74 million.
Peter McCausland, Airgas' Chairman and Chief Executive Officer, said
"Given all the consolidation, integration, and repositioning going on at
Airgas, I am very pleased with our performance, which was highlighted by solid
gas sales growth, strong cash flow growth, continued growth in key national
and regional gas accounts, extension of our carbon dioxide and dry ice
capabilities, and growth in the tools and safety product lines. We are now
the third largest safety-products distributor in the U.S. Our industrial
products distribution businesses grew sales at a 16% annual rate and
contributed to cash flow as well as earnings this quarter. We achieved this
while simultaneously initiating a tremendous effort to reposition Airgas for
higher future growth. We are combining 34 hubs into 16 regional companies,
establishing a national infrastructure for purchasing and logistics which
involves building five large distribution centers, reorganizing certain
non-core businesses, standardizing our information systems, and hiring product
specialists to increase sales of safety equipment,
tools, and other Airgas strategic products."
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The non-recurring gains included in Airgas' results for the nine months
ended December 31, 1997 were generated by the sale of a non-core business and
a partial recovery of previously reported refrigerant losses.
Airgas, Inc. is the largest distributor of industrial, medical and
specialty gases and related equipment in North America. Its distributor
network includes approximately 700 locations in 42 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 pursue claims and recoveries 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 Nine Months Ended
December 31, December 31,
1997 1996 (a) 1997 1996 (a)
____ ____ ____ ____
Net sales:
Distribution $272,958 $251,582 $812,395 $741,309
Direct Industrial 61,372 29,556 159,433 66,445
Manufacturing 33,480 16,065 87,750 42,259
_______ _______ _________ _______
Total net sales 367,810 297,203 1,059,578 850,013
_______ _______ _________ _______
Costs and expenses:
Cost of products sold
(excluding depreciation,
depletion and amortization)
Distribution 136,309 126,363 408,783 372,811
Direct Industrial 43,795 20,481 114,766 49,450
Manufacturing 15,847 9,449 41,537 25,521
Selling, distribution and
administrative expenses 118,939 94,991 338,481 270,722
Depreciation, depletion and
amortization 20,218 16,540 56,809 45,801
Recovery of refrigerant
losses (b) - - (14,500) -
_______ _______ _______ _______
Total costs and expenses 335,108 267,824 945,876 764,305
_______ _______ _______ _______
Operating income:
Distribution 26,902 25,668 82,778 76,396
Direct Industrial 2,463 990 4,911 2,172
Manufacturing 3,337 2,721 11,513 7,140
Recovery of refrigerant
losses (b) - - 14,500 -
______ ______ _______ ______
Total operating income 32,702 29,379 113,702 85,708
Interest expense, net (13,456) (10,385) (39,234) (28,419)
Other income, net 442 213 2,488 564
Equity (loss) in earnings of
unconsolidated affiliates 943 (106) 1,262 8
Minority interest (219) (177) (837) (558)
______ ______ ______ ______
Earnings before income taxes 20,412 18,924 77,381 57,303
Income tax expense 8,586 7,964 31,654 23,883
______ ______ ______ ______
Net earnings $ 11,826 $ 10,960 $ 45,727 $33,420
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Net earnings (excluding
non-recurring gain and recovery
of refrigerant losses)(c) $ 35,320 $33,420
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Diluted earnings per share (d) $ .17 $ .16 $ .65 $ .49
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Diluted earnings per share
(excluding non-recurring
gain and recovery of
refrigerant losses) (c), (d) $ .50 $ .49
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Weighted average shares 71,500 70,200 70,500 68,200
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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 nine months ended December 31, 1997 include a $14.5
million ($9.4 million after-tax) gain from a partial recovery of
refrigerant losses.
(c) The results for the nine months ended December 31, 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.
(d) Effective with its third quarter ended December 31, 1997, Airgas
implemented SFAS No. 128 which establishes new standards for computing and
presenting earnings per share (EPS) and requires the disclosure of Basic
and Diluted EPS. For Airgas, Diluted EPS is the same as Airgas'
previously reported EPS amounts. All prior periods have been restated to
conform to the new rules. Basic EPS amounts were $.17 and $.67 for the
third quarter and nine months ended December 31, 1997, respectively ($.16
and $.51 for the same periods in the prior year). Excluding the
non-recurring gain and recovery of refrigerant losses, Basic EPS was $.52
for the nine months ended December 31, 1997.
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