-----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, M8WW5Z5OitbZKGsS7WVdBrqnjoI6x50I5fqENuX9uG6o9eQLHSjbHrPEToV/NapZ RH+xUSR1B8wuIvHI3GPtuA== 0000804212-97-000028.txt : 19970812 0000804212-97-000028.hdr.sgml : 19970812 ACCESSION NUMBER: 0000804212-97-000028 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970811 ITEM INFORMATION: Other events FILED AS OF DATE: 19970811 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: AIRGAS INC CENTRAL INDEX KEY: 0000804212 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-CHEMICALS & ALLIED PRODUCTS [5160] IRS NUMBER: 560732648 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09344 FILM NUMBER: 97656038 BUSINESS ADDRESS: STREET 1: 100 MATSONFORD RD STE 550 STREET 2: 5 RADNOR CORPORATE CENTER CITY: RADNOR STATE: PA ZIP: 19087 BUSINESS PHONE: 2156875253 MAIL ADDRESS: STREET 1: 5 RADNOR CORPORATE CENTER, STE 550 STREET 2: 100 MATSONFORD ROAD CITY: RADNOR STATE: PA ZIP: 19087 8-K 1 FORM 8-K 1 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): July 24, 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 _______________ 2 Item 5. Other Events. ____________ On July 24, 1997, Airgas, Inc. reported its financial performance for its first quarter ended June 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 July 24, 1997 3 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 and Chief Financial Officer DATED: August 11, 1997 EX-99 2 EX-99.1 - PRESS RELEASE 4 For More Information: James N. Borum Thomas C. Deas, Jr. (610) 687-5253 AIRGAS, INC. REPORTS RECORD EARNINGS AND CASH FLOW IN FIRST QUARTER RADNOR, Pennsylvania, July 24, l997 -- Airgas, Inc. (NYSE-ARG) today reported record financial performance for its first quarter ended June 30, l997. For the first quarter, sales increased 21% to a record $331.4 million from $274.1 million in the first quarter last year. After-tax cash flow (net earnings plus depreciation, depletion, amortization and deferred income taxes) increased by 16% to a record $32.3 million, or $.47 per share, compared to $27.8 million, or $.41 per share for the same quarter last year. Net earnings for the first quarter of fiscal 1998 were also at record levels, increasing by 10% to $12.2 million, or $.18 per share, compared to $11.2 million, or $.17 per share, a year ago. Since April 1, 1997, Airgas has completed the acquisition of eight industrial gas distributors with aggregate annual sales of approximately $23 million, Carbonic Industries Corporation, a CO2 manufacturing concern with annual sales in excess of $48 million, and two industrial products distributors, Kendeco Industrial Supply and Lyons Safety, Inc., with combined annual sales of approximately $100 million. Peter McCausland, Airgas' Chairman and Chief Executive Officer, said "Our first quarter results put us on track for a very successful year. Business is generally healthy. We've already acquired $170 million of sales this year, and we expect acquisition activity to increase after Congress and the President resolve the capital gains tax issue. Our Southern Division showed real improvement in the first quarter, and we expect further progress as the year unfolds. National account activity is very strong, and Airgas Direct Industrial is performing well. We look forward to a good year." 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 via 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 5 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. 6 AIRGAS, INC. CONSOLIDATED STATEMENTS OF EARNINGS (Amounts in thousands, except per share data) (Unaudited) Three Months Ended June 30, 1997 1996 ---- ---- Net sales: Distribution $279,288 $248,129 Direct Industrial 36,845 16,452 Manufacturing 15,279 9,517 ------- ------- Total net sales 331,412 274,098 ------- ------- Costs and expenses: Cost of products sold (excluding depreciation, depletion and amortization) Distribution 140,020 126,590 Direct Industrial 26,005 13,432 Manufacturing 8,729 6,330 Selling, distribution and administrative expenses 105,343 86,187 Depreciation, depletion and amortization 17,815 14,238 ------- ------- Total costs and expenses 297,912 246,777 ------- ------- Operating income: Distribution 29,659 24,944 Direct Industrial 1,104 544 Manufacturing 2,737 1,833 ------- ------- Total operating income 33,500 27,321 Interest expense, net (12,108) (8,281) Other income, net 473 281 Equity in loss of unconsolidated affiliates (115) - Minority interest (309) (229) ------- ------- Earnings before income taxes 21,441 19,092 Income tax expense 9,215 7,942 ------- ------- Net earnings $ 12,226 $ 11,150 ======= ======= Earnings Per share $ .18 $ .17 ======= ======= Weighted average shares 69,420 67,095 ======= ======= -----END PRIVACY-ENHANCED MESSAGE-----