-----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, CWml5MFI6k8Ep3e0De9gxtd4tCJClBw+AOVAWarEvaQfBFWMJaDgXbcO0dW7NY6p Ke8cg9uoYr0kNWh9oSMsjg== 0000804212-04-000009.txt : 20040304 0000804212-04-000009.hdr.sgml : 20040304 20040304135731 ACCESSION NUMBER: 0000804212-04-000009 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040302 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040304 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AIRGAS INC CENTRAL INDEX KEY: 0000804212 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-INDUSTRIAL MACHINERY & EQUIPMENT [5084] 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: 04648344 BUSINESS ADDRESS: STREET 1: 259 N. RADNOR-CHESTER ROAD STREET 2: SUITE 100 CITY: RADNOR STATE: PA ZIP: 19087 BUSINESS PHONE: 6106875253 MAIL ADDRESS: STREET 1: 259 N. RADNOR-CHESTER ROAD STREET 2: SUITE 100 CITY: RADNOR STATE: PA ZIP: 19087 8-K 1 form8-k.txt FORM 8-K - ITEM 5 - NOTE OFFERING ANNOUNCEMENT UNITED STATES 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): March 2, 2004 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 No.) incorporation) 259 North Radnor-Chester Road, Suite 100 Radnor, PA 19087-5283 _________________________________________ (Address of principal executive offices) Registrant's telephone number, including area code: (610) 687-5253 _____________ Item 5. Other Events ____________ On March 2, 2004, Airgas, Inc. announced its intent to commence an offering of $150 million of a new series of senior subordinated notes due 2014, as described in the press release attached as Exhibit 99.1 and incorporated herein by reference. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits __________________________________________________________________ (a) None (b) None (c) Exhibits. 99.1 - Press Release dated March 2, 2004 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. ____________ (Registrant) BY: /s/ Robert M. McLaughlin _______________________________ Robert M. McLaughlin Vice President & Controller DATED: March 4, 2004 EX-99 3 exh99-1.txt EXHIBIT 99.1 - 3-02-04 PRESS RELEASE Airgas, Inc. 259 N. Radnor-Chester Road Suite 100 Radnor, PA 19087-5283 www.airgas.com AIRGAS NEWS RELEASE - ------------------------------------------------------------------------------ Exhibit 99.1 - ------------ Investor Contact: Media Contact: - ---------------- ------------- Melissa Nigro (610) 902-6206 James Ely (610) 902-6010 melissa.nigro@airgas.com jim.ely@airgas.com For release: IMMEDIATELY AIRGAS ANNOUNCES $150 MILLION NOTE OFFERING RADNOR, PA - March 2, 2004 -- Airgas, Inc. (NYSE: ARG) announced today its intent to commence an offering of $150,000,000 of a new series of senior subordinated notes due 2014. Net proceeds from the offering will be used to redeem in their entirety the $75 million in 7.14% medium term notes due this month and reduce the outstanding balance under Airgas' existing revolving credit facility. The notes are being sold in the United States to qualified institutional buyers in reliance on Rule 144A, and outside the United States in compliance with Regulation S, under the Securities Act of 1933, as amended. These notes have not been registered under the Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. This announcement shall not constitute an offer to sell or a solicitation of an offer to buy the securities. ABOUT AIRGAS, INC. Airgas, Inc. (NYSE: ARG) is the largest U.S. distributor of industrial, medical and specialty gases, welding, safety and related products. Its integrated network of nearly 800 locations includes branches, retail stores, gas fill plants, specialty gas labs, production facilities and distribution centers. Airgas also distributes its products and services through eBusiness, catalog and telesales channels. Its national scale and strong local presence offer a competitive edge to its diversified customer base. FORWARD-LOOKING STATEMENTS This press release contains forward-looking statements about Airgas within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding Airgas' intent to sell senior subordinated notes; redeem a medium term note; and reduce borrowings under the revolving credit facility. These forward-looking statements involve risks and uncertainties. Factors that could cause actual results to differ materially from those predicted in any such forward-looking statements include Airgas' ability to sell the notes; general economic conditions; and other factors described in the Company's reports, including its Form 10-K dated March 31, 2003 and Forms 10-Q dated June 30, 2003, September 30, 2003 and December 31, 2003, filed by the Company with the Securities and Exchange Commission. ### -----END PRIVACY-ENHANCED MESSAGE-----