Table of Contents

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM10-Q

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2017April 4, 2020

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file numberFile Number: 1-4119

 

NUCOR CORPORATION

(Exact name of registrant as specified in its charter)

 

 

Delaware

 

13-1860817

Delaware13-1860817

(State or other jurisdiction of

(I.R.S. Employer

incorporation or organization)

(I.R.S. Employer

Identification No.)

1915 Rexford Road, Charlotte, North Carolina

28211

(Address of principal executive offices)

(Zip Code)

(704)366-7000

(Registrant’s telephone number, including area code)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.40 per share

NUE

New York Stock Exchange

Indicate by check mark whether the registrant:registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes      No  

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of RegulationS-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

    Yes   No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, anon-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule12b-2 of the Exchange Act. (Check one):

 

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  

Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act).    Yes      No  

317,916,674301,134,738 shares of the registrant’s common stock were outstanding at September 30, 2017.April 4, 2020.

 

 

 


Table of Contents

Nucor Corporation

Quarterly Report on Form 10-Q

September 30, 2017For the Three Months Ended April 4, 2020

TABLE OF CONTENTS

 

Page

INDEX

Part I

Financial Information

Page

Part I Financial Information

Item 1

Financial Statements (Unaudited)

Condensed Consolidated Statements of Earnings—Earnings – Three Months (13 Weeks) Ended April 4, 2020 and Nine Months (39 Weeks) Ended SeptemberMarch 30, 2017 and October 1, 20162019

1

Condensed Consolidated Statements of Comprehensive Income—(Loss) Income – Three Months (13 Weeks) Ended April 4, 2020 and Nine Months (39 Weeks) Ended SeptemberMarch 30, 2017 and October 1, 20162019

2

Condensed Consolidated Balance Sheets—September 30, 2017Sheets – April 4, 2020 and December 31, 20162019

3

Condensed Consolidated Statements of Cash Flows—NineFlows – Three Months (39(13 Weeks) Ended SeptemberApril 4, 2020 and March 30, 2017 and October 1, 20162019

4

Notes to Condensed Consolidated Financial Statements

5

Item 2

Management’s Discussion and Analysis of Financial Condition and Results of Operations

21

17

Item 3

Quantitative and Qualitative Disclosures About Market Risk

30

24

Item 4

Controls and Procedures

31

25

Part II

Other Information

Item 1

Legal Proceedings

31

26

Item 1A

Risk Factors

31

26

Item 2

Unregistered Sales of Equity Securities and Use of Proceeds

32

27

Item 6

Exhibits

33

28

Signatures

29

34

i


Table of Contents

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Nucor Corporation Condensed Consolidated Statements of Earnings (Unaudited)

(In thousands, except per share amounts)

 

  Three Months (13 Weeks) Ended Nine Months (39 Weeks) Ended 

 

Three Months (13 Weeks) Ended

 

  Sept. 30, 2017 Oct. 1, 2016 Sept. 30, 2017 Oct. 1, 2016 

 

April 4, 2020

 

 

March 30, 2019

 

Net sales

  $5,170,117  $4,290,236  $15,160,065  $12,251,584 

 

$

5,624,337

 

 

$

6,096,624

 

  

 

  

 

  

 

  

 

 

Costs, expenses and other:

     

 

 

 

 

 

 

 

 

Cost of products sold

   4,591,153   3,608,000   13,111,226   10,669,103 

 

 

4,995,069

 

 

 

5,200,732

 

Marketing, administrative and other expenses

   172,792   169,223   519,429   440,679 

 

 

153,392

 

 

 

180,739

 

Equity in earnings of unconsolidated affiliates

   (7,743  (14,168  (29,801  (30,232

Equity in losses (earnings) of unconsolidated affiliates

 

 

823

 

 

 

(2,906

)

Losses on assets

 

 

287,846

 

 

 

-

 

Interest expense, net

   43,310   43,009   131,495   128,415 

 

 

40,910

 

 

 

28,443

 

  

 

  

 

  

 

  

 

 
  4,799,512 3,806,064 13,732,349 11,207,965 
  

 

  

 

  

 

  

 

 

 

 

5,478,040

 

 

 

5,407,008

 

Earnings before income taxes and noncontrolling interests

   370,605   484,172   1,427,716   1,043,619 

 

 

146,297

 

 

 

689,616

 

Provision for income taxes

   104,500   152,807   442,239   318,388 

 

 

91,918

 

 

 

158,823

 

  

 

  

 

  

 

  

 

 

Net earnings

   266,105   331,365   985,477   725,231 

 

 

54,379

 

 

 

530,793

 

Earnings attributable to noncontrolling interests

   11,255   25,918   50,680   88,599 

 

 

34,048

 

 

 

28,987

 

  

 

  

 

  

 

  

 

 

Net earnings attributable to Nucor stockholders

  $254,850  $305,447  $934,797  $636,632 

 

$

20,331

 

 

$

501,806

 

  

 

  

 

  

 

  

 

 

Net earnings per share:

     

 

 

 

 

 

 

 

 

Basic

  $0.79  $0.95  $2.91  $1.99 

 

$

0.07

 

 

$

1.63

 

Diluted

  $0.79  $0.95  $2.90  $1.99 

 

$

0.07

 

 

$

1.63

 

Average shares outstanding:

     

 

 

 

 

 

 

 

 

Basic

   320,096   319,737   320,253   319,444 

 

 

302,909

 

 

 

306,585

 

Diluted

   320,763   320,028   321,045   319,632 

 

 

302,932

 

 

 

307,180

 

Dividends declared per share

  $0.3775  $0.3750  $1.1325  $1.1250 

See notes to condensed consolidated financial statements.

1


Table of Contents

 

1


Nucor Corporation Condensed Consolidated Statements of Comprehensive (Loss) Income (Unaudited)

(In thousands)

 

  Three Months (13 Weeks) Ended  Nine Months (39 Weeks) Ended 
  Sept. 30, 2017  Oct. 1, 2016  Sept. 30, 2017  Oct. 1, 2016 

Net earnings

 $266,105  $331,365  $985,477  $725,231 
 

 

 

  

 

 

  

 

 

  

 

 

 

Other comprehensive income (loss):

    

Net unrealized income (loss) on hedging derivatives, net of income taxes of $300 and ($300) for the third quarter of 2017 and 2016, respectively, and ($700) and $600 for the first nine months of 2017 and 2016, respectively

  405   (600  (1,301  912 

Reclassification adjustment for loss on settlement of hedging derivatives included in net income, net of income taxes of $0 and $1,200 for the third quarter of 2017 and 2016, respectively, and $300 and $4,800 for the first nine months of 2017 and 2016, respectively

  195   2,000   851   8,288 

Foreign currency translation gain (loss), net of income taxes of $0 for the third quarter of 2017 and 2016, and $0 for the first nine months of 2017 and 2016

  74,479   (8,606  100,437   53,578 
 

 

 

  

 

 

  

 

 

  

 

 

 
  75,079   (7,206  99,987   62,778 
 

 

 

  

 

 

  

 

 

  

 

 

 

Comprehensive income

  341,184   324,159   1,085,464   788,009 

Comprehensive income attributable to noncontrolling interests

  (11,255  (25,918  (50,680  (88,599
 

 

 

  

 

 

  

 

 

  

 

 

 

Comprehensive income attributable to Nucor stockholders

 $329,929  $298,241  $1,034,784  $699,410 
 

 

 

  

 

 

  

 

 

  

 

 

 

 

 

Three Months (13 Weeks) Ended

 

 

 

April 4, 2020

 

 

March 30, 2019

 

Net earnings

 

$

54,379

 

 

$

530,793

 

Other comprehensive (loss) income:

 

 

 

 

 

 

 

 

Net unrealized (loss) income on hedging derivatives, net of

   income taxes of $(800) and $200 for the first

   quarter of 2020 and 2019, respectively

 

 

(2,256

)

 

 

731

 

Reclassification adjustment for settlement of hedging

   derivatives included in net income, net of income

   taxes of $700 and $(200) for the first quarter of 2020

   and 2019, respectively

 

 

2,056

 

 

 

(631

)

Foreign currency translation loss, net of income

   taxes of $0 for the first quarter of 2020 and 2019

 

 

(64,461

)

 

 

(6,640

)

 

 

 

(64,661

)

 

 

(6,540

)

Comprehensive (loss) income

 

 

(10,282

)

 

 

524,253

 

Comprehensive (loss) attributable to noncontrolling

   interests

 

 

(34,048

)

 

 

(28,987

)

Comprehensive (loss) income attributable to Nucor stockholders

 

$

(44,330

)

 

$

495,266

 

See notes to condensed consolidated financial statements.

2


Table of Contents

 

2


Nucor Corporation Condensed Consolidated Balance Sheets (Unaudited)

(In thousands)

 

  Sept. 30, 2017 Dec. 31, 2016 

 

April 4, 2020

 

 

December 31, 2019

 

ASSETS

   

 

 

 

 

 

 

 

 

Current assets:

   

 

 

 

 

 

 

 

 

Cash and cash equivalents

  $1,575,944  $2,045,961 

 

$

1,245,157

 

 

$

1,534,605

 

Short-term investments

   50,000   150,000 

 

 

146,000

 

 

 

300,040

 

Accounts receivable, net

   2,113,890   1,631,676 

 

 

2,273,157

 

 

 

2,160,102

 

Inventories, net

   3,522,199   2,479,958 

 

 

3,875,590

 

 

 

3,842,095

 

Other current assets

   238,614   198,798 

 

 

307,347

 

 

 

389,528

 

  

 

  

 

 

Total current assets

   7,500,647   6,506,393 

 

 

7,847,251

 

 

 

8,226,370

 

Property, plant and equipment, net

   5,095,880   5,078,650 

 

 

6,416,959

 

 

 

6,178,555

 

Goodwill

   2,208,246   2,052,728 

 

 

2,182,994

 

 

 

2,201,063

 

Other intangible assets, net

   940,305   866,835 

 

 

718,006

 

 

 

742,186

 

Other assets

   758,756   718,912 

 

 

700,851

 

 

 

996,492

 

  

 

  

 

 

Total assets

  $16,503,834  $15,223,518 

 

$

17,866,061

 

 

$

18,344,666

 

  

 

  

 

 

LIABILITIES

   

 

 

 

 

 

 

 

 

Current liabilities:

   

 

 

 

 

 

 

 

 

Short-term debt

  $50,370  $17,959 

 

$

53,261

 

 

$

62,444

 

Long-term debt due within one year

   1,100,000   600,000 

Current portion of long-term debt and finance lease obligations

 

 

29,397

 

 

 

29,264

 

Accounts payable

   1,312,817   838,109 

 

 

1,189,638

 

 

 

1,201,698

 

Salaries, wages and related accruals

   499,177   428,829 

 

 

286,749

 

 

 

510,844

 

Accrued expenses and other current liabilities

   593,102   505,069 

 

 

659,527

 

 

 

659,524

 

  

 

  

 

 

Total current liabilities

   3,555,466   2,389,966 

 

 

2,218,572

 

 

 

2,463,774

 

Long-term debt due after one year

   3,241,488   3,739,141 

Long-term debt and finance lease obligations due after one year

 

 

4,243,181

 

 

 

4,291,301

 

Deferred credits and other liabilities

   861,066   839,703 

 

 

808,239

 

 

 

798,415

 

  

 

  

 

 

Total liabilities

   7,658,020   6,968,810 

 

 

7,269,992

 

 

 

7,553,490

 

  

 

  

 

 

EQUITY

   

 

 

 

 

 

 

 

 

Nucor stockholders’ equity:

   

Nucor stockholders' equity:

 

 

 

 

 

 

 

 

Common stock

   151,943   151,734 

 

 

152,061

 

 

 

152,061

 

Additionalpaid-in capital

   2,013,158   1,974,672 

 

 

2,119,370

 

 

 

2,107,646

 

Retained earnings

   8,201,667   7,630,916 

 

 

11,012,690

 

 

 

11,115,056

 

Accumulated other comprehensive loss, net of income taxes

   (217,856  (317,843

 

 

(367,627

)

 

 

(302,966

)

Treasury stock

   (1,643,527  (1,559,614

 

 

(2,748,290

)

 

 

(2,713,931

)

  

 

  

 

 

Total Nucor stockholders’ equity

   8,505,385   7,879,865 

Total Nucor stockholders' equity

 

 

10,168,204

 

 

 

10,357,866

 

Noncontrolling interests

   340,429   374,843 

 

 

427,865

 

 

 

433,310

 

  

 

  

 

 

Total equity

   8,845,814   8,254,708 

 

 

10,596,069

 

 

 

10,791,176

 

  

 

  

 

 

Total liabilities and equity

  $16,503,834  $15,223,518 

 

$

17,866,061

 

 

$

18,344,666

 

  

 

  

 

 

See notes to condensed consolidated financial statements.

3


Table of Contents

 

3


Nucor Corporation Condensed Consolidated Statements of Cash Flows (Unaudited)

(In thousands)

 

  Nine Months (39 Weeks) Ended 

 

Three Months (13 Weeks) Ended

 

  Sept. 30, 2017 Oct. 1, 2016 

 

April 4, 2020

 

 

March 30, 2019

 

Operating activities:

   

 

 

 

 

 

 

 

 

Net earnings

  $985,477  $725,231 

 

$

54,379

 

 

$

530,793

 

Adjustments:

   

 

 

 

 

 

 

 

 

Depreciation

   474,822   459,109 

 

 

175,767

 

 

 

158,171

 

Amortization

   68,394   54,066 

 

 

21,508

 

 

 

21,500

 

Stock-based compensation

   51,227   44,210 

 

 

10,017

 

 

 

12,492

 

Deferred income taxes

   (38,335  86,821 

 

 

15,557

 

 

 

19,948

 

Distributions from affiliates

   48,037   38,474 

 

 

2,000

 

 

 

26,034

 

Equity in earnings of unconsolidated affiliates

   (29,801  (30,232

Equity in losses (earnings) of unconsolidated affiliates

 

 

823

 

 

 

(2,906

)

Losses on assets

 

 

287,846

 

 

 

-

 

Changes in assets and liabilities (exclusive of acquisitions and dispositions):

   

 

 

 

 

 

 

 

 

Accounts receivable

   (406,582  (328,000

 

 

(124,036

)

 

 

21,958

 

Inventories

   (957,029  (289,257

 

 

(41,993

)

 

 

107,907

 

Accounts payable

   451,774   216,218 

 

 

(28,033

)

 

 

(11,397

)

Federal income taxes

   (30,859  28,915 

 

 

55,987

 

 

 

105,573

 

Salaries, wages and related accruals

   70,231   103,324 

 

 

(216,736

)

 

 

(325,866

)

Other operating activities

   75,137   73,211 

 

 

(11,880

)

 

 

(13,499

)

  

 

  

 

 

Cash provided by operating activities

   762,493   1,182,090 

 

 

201,206

 

 

 

650,708

 

  

 

  

 

 

Investing activities:

   

 

 

 

 

 

 

 

 

Capital expenditures

   (292,312  (327,436

 

 

(416,557

)

 

 

(288,786

)

Investment in and advances to affiliates

   (19,000  (48,167

 

 

(3,152

)

 

 

(29

)

Divestiture of affiliates

 

 

-

 

 

 

67,591

 

Disposition of plant and equipment

   19,420   14,883 

 

 

10,256

 

 

 

12,910

 

Acquisitions (net of cash acquired)

   (543,153  (48,105

 

 

-

 

 

 

(9,495

)

Purchases of investments

   (50,000  (650,000

Purchase of investments

 

 

(24,746

)

 

 

(50,000

)

Proceeds from the sale of investments

   150,000   100,000 

 

 

178,787

 

 

 

-

 

Other investing activities

   (1,455  13,350 

 

 

535

 

 

 

2,176

 

  

 

  

 

 

Cash used in investing activities

   (736,500  (945,475

 

 

(254,877

)

 

 

(265,633

)

  

 

  

 

 

Financing activities:

   

 

 

 

 

 

 

 

 

Net change in short-term debt

   32,409   (21,520

 

 

(9,183

)

 

 

13,568

 

Issuance of common stock

   9,492   5,727 

Proceeds from long-term debt, net of discount

 

 

32,000

 

 

 

3,137

 

Repayment of long-term debt

 

 

(47,000

)

 

 

-

 

Payment of tax withholdings on certain stock-based compensation

   (13,960  (10,410

 

 

(209

)

 

 

(1,364

)

Excess tax benefits from stock-based compensation

   —     1,507 

Distributions to noncontrolling interests

   (85,094  (86,808

 

 

(39,493

)

 

 

(50,402

)

Cash dividends

   (364,302  (360,675

 

 

(122,940

)

 

 

(123,400

)

Acquisition of treasury stock

   (90,305  (5,173

 

 

(39,499

)

 

 

(72,830

)

Other financing activities

   (1,703  (5,212

 

 

(2,290

)

 

 

(1,947

)

  

 

  

 

 

Cash used in financing activities

   (513,463  (482,564

 

 

(228,614

)

 

 

(233,238

)

  

 

  

 

 

Effect of exchange rate changes on cash

   17,453   11,187 

 

 

(7,163

)

 

 

84

 

  

 

  

 

 

Decrease in cash and cash equivalents

   (470,017  (234,762

Cash and cash equivalents—beginning of year

   2,045,961   1,939,469 
  

 

  

 

 

Cash and cash equivalents—end of nine months

  $1,575,944  $1,704,707 
  

 

  

 

 

(Decrease) increase in cash and cash equivalents

 

 

(289,448

)

 

 

151,921

 

Cash and cash equivalents - beginning of year

 

 

1,534,605

 

 

 

1,398,866

 

Cash and cash equivalents - end of three months

 

$

1,245,157

 

 

$

1,550,787

 

Non-cash investing activity:

   

 

 

 

 

 

 

 

 

Change in accrued plant and equipment purchases and assets acquired by capital lease arrangements

  $42,810  $140,347 
  

 

  

 

 

Change in accrued plant and equipment purchases

 

$

17,756

 

 

$

12,925

 

See notes to condensed consolidated financial statements.

4


Table of Contents

 

4


Nucor Corporation – Notes to Condensed Consolidated Financial Statements (Unaudited)

1. Basis of Interim Presentation

1.BASIS OF INTERIM PRESENTATION: The information included

The information furnished in this Item 1 reflects all adjustments which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented and are of a normal and recurring nature unless otherwise noted. The information furnished has not been audited; however, the December 31, 2016 condensed consolidated balance sheet data was derived from audited financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America. The unaudited condensed consolidated financial statements in this Item 1 should be read in conjunction with the audited consolidated financial statements and the notes thereto included in Nucor’s Annual Report on Form10-K for the year ended December 31, 2016.

Recently Adopted Accounting Pronouncements –In the first quarter of 2017, Nucor adopted new accounting guidance that amends the accounting for employee share-based payment transactions. The new guidance requires income statement recognition of all tax effects, including all excess tax benefits and tax deficiencies, resulting from the settlement of share-based awards in the reporting periodopinion of management, necessary to a fair statement of the results for the interim periods presented and are of a normal and recurring nature unless otherwise noted. The information furnished has not been audited; however, the December 31, 2019 condensed consolidated balance sheet data was derived from audited financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America. The unaudited condensed consolidated financial statements included in this Item 1 should be read in conjunction with the audited consolidated financial statements and the notes thereto included in Nucor’s Annual Report on Form 10-K for the year ended December 31, 2019.

2. Inventories

Inventories consisted of approximately 42% raw materials and supplies and 58% finished and semi-finished products at both April 4, 2020 and December 31, 2019. Nucor’s manufacturing process consists of a continuous, vertically integrated process from which they occur. The new guidance also requires that alltax-related cash flows resulting from share-based payments, includingproducts are sold to customers at various stages throughout the excess tax benefits and tax deficiencies related to the settlement of stock-based awards,process. Since most steel products can be classified as cash flows from operating activities,either finished or semi-finished products, these two categories of inventory are combined.

3. Property, Plant and that cash paid by directly withholding shares for tax purposes be classified as a financing activity in the statement of cash flows. The new guidance also allows companies to make an accounting policy election to either estimate the number of awards that are expected to vest, consistent with current guidance, or account for forfeitures as they occur. This new guidance, with the exception of the presentation of cash paid by directly withholding shares for tax purposes on the statement of cash flows,Equipment

Property, plant and equipment is applied prospectively for the Company beginning on January 1, 2017. The presentation of cash paid by directly withholding shares for tax purposes on the statement of cash flows as a financing activity requires retrospective application beginning January 1, 2017. As a result of the retrospective application of this new guidance, $10.4 million was reclassified from other operating activities to payment of tax withholdings on certain stock-based compensation in the condensed consolidated statement of cash flows for the nine months ended October 1, 2016. The adoption of this new guidance did not have a material effect on the Company’s consolidated financial statements. There is no change to our accounting policy with respect to the estimation of awards that are expected to vest.

In January 2017, new guidance was issued regarding the simplification of the test for goodwill impairment. The new guidance eliminates Step 2 from the goodwill impairment test and will require an entity to perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. The new guidance is effective for the Company for annual and interim reporting periods beginning after December 15, 2019, with early adoption permitted. The Company early adopted this new guidance in the first quarter of 2017. The adoption of this new guidance did not have a material impact on the Company’s consolidated financial statements.

In August 2017, new guidance was issued regarding improvements to accounting and reporting for hedging activities to better reflect the economic results of an entity’s risk management activities. The new guidance reduces limitations on hedge designation and updates measurement guidance for qualifying hedging relationships. The new guidance also simplifies financial statement reporting for qualifying hedging relationships and aligns the recognition and presentation of the effects of the hedging instrument and hedged item within the financial statements. The new guidance is effective for the Company for annual and interim reporting periods beginning after December 15, 2018, with early adoption permitted. The Company early adopted this new guidance in the third quarter of 2017. The adoption of this new guidance did not have a material impact on the Company’s consolidated financial statements.

5


Recently Issued Accounting Pronouncements – In May 2014, new accounting guidance was issued that will supersede nearly all existing accounting guidance related to revenue recognition. The new guidance provides that an entity recognizes revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new guidance also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments, and assets recognized from costs incurred to obtain or fulfill a contract. The Financial Accounting Standards Board has also issued a number of updates to this new accounting guidance. The Company will adopt the new revenue recognition guidance effective January 1, 2018. Using the modified retrospective approach, the Company will recognize the cumulative effect of the adoption, if any, as an adjustment to the opening balance of retained earnings. The Company does not expect the adoption of this new guidance to have a material effect on the Company’s consolidated financial statements.

In January 2016, new accounting guidance was issued regarding the recognition and measurement of financial assets and financial liabilities. Changes to the current accounting guidance primarily affect the accounting for equity investments, financial liabilities under the fair value option, and the presentation and disclosure requirements for financial instruments. In addition, the Financial Accounting Standards Board clarified guidance related to the valuation allowance assessment when recognizing deferred tax assets resulting from unrealized losses onavailable-for-sale debt securities. The accounting for other financial instruments, such as loans, investments in debt securities and financial liabilities, is largely unchanged. The new guidance is effective for the Company for annual and interim reporting periods beginning after December 15, 2017. The Company does not expect the adoption of this new guidance to have a material effect on the Company’s consolidated financial statements.

In February 2016, new accounting guidance was issued regarding the accounting for leases. The new guidance requires all lessees to recognize on the balance sheet right to use assets and lease liabilities for the rights and obligations created by lease arrangements with terms greater than 12 months. The new guidance is effective for the Company for annual and interim reporting periods beginning after December 15, 2018. The Company is evaluating the impact that the adoption of this new guidance will have on its consolidated financial statements, but it expects that assets and liabilities will increase on the consolidated balance sheet.

In August 2016, new accounting guidance was issued regarding the presentation and classification of certain cash receipts and cash payments in the statement of cash flows. The new guidance addresses specific cash flow presentation issues in order to reduce diversity in existing practice. The new guidance is effective for the Company for annual and interim reporting periods beginning after December 15, 2017. The Company is evaluating the impact that the adoption of this new guidance will have on its consolidated financial statements.

In October 2016, new accounting guidance was issued regarding intra-entity transfers of assets other than inventory. The new guidance requires that an entity should recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. The new guidance is effective for the Company for annual and interim reporting periods beginning after December 15, 2017. The Company is evaluating the impact that the adoption of this new guidance will have on its consolidated financial statements.

Prior Year Change in Accounting Principle –In the fourth quarter of 2016, the Company changed its accounting method for valuing its inventories held by the parent company and Nucor-Yamato Steel Company to thefirst-in,first-out (FIFO) method of accounting from thelast-in,first-out (LIFO) method. All inventories held by other subsidiaries of the parent company were previously and continue to be valued using the FIFO method.

6


The effects of the change in accounting principle from LIFO to FIFO have been retrospectively applied to all periods presented. As a result of the retrospective application of the change in accounting principle, certain financial statement line items in the Company’s condensed consolidated statements of earnings for the three- and nine-month periods ended October 1, 2016 and condensed consolidated statement of cash flows (no impact on total cash provided by operating activities) for the nine-month period ended October 1, 2016 were adjusted as follows:

(in thousands, except per share data)  As Originally Reported  Effect of Change  As Currently Reported 

Condensed Consolidated Statement of Earnings for the Three Months (13 Weeks) Ended October 1, 2016:

    

Cost of products sold

  $3,665,900  $(57,900 $3,608,000 

Provision for income taxes

   131,788   21,019   152,807 

Net earnings

   294,484   36,881   331,365 

Earnings attributable to noncontrolling interests

   24,448   1,470   25,918 

Net earnings attributable to Nucor stockholders

   270,036   35,411   305,447 

Net earnings per share:

    

Basic

  $0.84  $0.11  $0.95 

Diluted

  $0.84  $0.11  $0.95 
(in thousands, except per share data)  As Originally Reported  Effect of Change  As Currently Reported 

Condensed Consolidated Statement of Earnings for the Nine Months (39 Weeks) Ended October 1, 2016:

    

Cost of products sold

  $10,774,040  $(104,937 $10,669,103 

Provision for income taxes

   281,401   36,987   318,388 

Net earnings

   657,281   67,950   725,231 

Earnings attributable to noncontrolling interests

   82,719   5,880   88,599 

Net earnings attributable to Nucor stockholders

   574,562   62,070   636,632 

Net earnings per share:

    

Basic

  $1.79  $0.20  $1.99 

Diluted

  $1.79  $0.20  $1.99 
(in thousands)          

Condensed Consolidated Statement of Cash Flows for the Nine Months (39 Weeks) Ended October 1, 2016:

    

Net earnings

  $657,281  $67,950  $725,231 

Changes in inventories

   (184,320  (104,937  (289,257

Changes in deferred income taxes

   49,834   36,987   86,821 

2.ACQUISITIONS AND DISPOSITIONS: On January 20, 2017, Nucor used cash on hand to acquire Republic Conduit (Republic) for a purchase price of $331.6 million. Republic produces steel electrical conduit primarily used to protect and route electrical wiring in various nonresidential structures such as hospitals, office buildings and stadiums. With its two facilities located in Kentucky and Georgia, Republic’s annual shipment volume has averaged 146,000 tons during the past two years. This acquisition not only further expands Nucor’s product portfolio to include steel electrical conduit but the Company also believes it will be an important, value-added channel to market for Nucor’s sheet mills. Republic’s financial results are included as part of the steel mills segment (see Note 16).

We have allocated the purchase price for Republic to its individual assets acquired and liabilities assumed. While the purchase price allocation is substantially complete, it is still preliminary and subject to change.

7


The following table summarizes the fair values of the assets acquired and liabilities assumed of Republic as of the date of acquisition (in thousands):

Cash

  $206 

Accounts receivable

   39,177 

Inventory

   33,561 

Other current assets

   1,101 

Property, plant and equipment

   67,412 

Goodwill

   115,562 

Other intangible assets

   89,200 

Other assets

   3,118 
  

 

 

 

Total assets acquired

   349,337 
  

 

 

 

Current liabilities

   17,743 
  

 

 

 

Total liabilities assumed

   17,743 
  

 

 

 

Net assets acquired

  $331,594 
  

 

 

 

The following table summarizes the purchase price allocation to the identifiable intangible assets of Republic as of the date of acquisition (in thousands, except years):

       Weighted -
Average Life
 

Customer relationships

  $80,800    12 years 

Trademarks and trade names

   8,400    13 years 
  

 

 

   
  $89,200   
  

 

 

   

The goodwill of approximately $115.6 million is calculated as the excess of the purchase price over the fair values of the assets acquired and liabilities assumed and has been allocated to the steel mills segment (see Note 5). Goodwill recognized for tax purposes was $118.6 million, all of which is deductible for such purposes.

Other acquisitions, exclusive of purchase price adjustments of acquisitions made andrecorded net of cash acquired, totaled $212.7 million in the first nine monthsaccumulated depreciation of 2017$9.56 billion at April 4, 2020 ($48.1 million in the first nine months of 2016). Included in the 2017 amount is the January 9, 2017 acquisition of Southland Tube (Southland) and the September 1, 2017 acquisition of St. Louis Cold Drawn, Inc. (St. Louis Cold Drawn). Nucor used cash on hand to acquire Southland and St. Louis Cold Drawn for purchase prices of approximately $130 million and $60 million, respectively. Southland is a manufacturer of hollow structural section tubing, which is primarily used in nonresidential construction markets. Southland had shipments of approximately 240,000 tons in 2016 and has one manufacturing facility in Birmingham, Alabama. St. Louis Cold Drawn is a manufacturer of cold drawn rounds, hexagons, squares, and special sections that mainly serves the U.S. and Mexican automotive and industrial markets. St. Louis Cold Drawn has two manufacturing locations, one in St. Louis, Missouri and the other in Monterrey, Mexico, that have a combined annual capacity of 200,000 tons.

3.INVENTORIES: Inventories consisted of approximately 43% raw materials and supplies and 57% finished and semi-finished products at September 30, 2017 (37% and 63%, respectively, at December 31, 2016). Nucor’s manufacturing process consists of a continuous, vertically integrated process from which products are sold to customers at various stages throughout the process. Since most steel products can be classified as either finished or semi-finished products, these two categories of inventory are combined. Use of the lower of cost or market methodology reduced inventories by $1.9

million at September 30, 2017 ($2.2 million9.42 billion at December 31, 2016)2019).

8


4.PROPERTY, PLANT AND EQUIPMENT: Property, plant and equipment is recorded net of accumulated depreciation of $8.61 billion at September 30, 2017 ($8.16 billion at December 31, 2016).

Given the natural gas pricing environment, Nucor performed an impairment assessment of its proved producing natural gas well assets in December 2016.the fourth quarter of 2019. One of the main assumptions that most significantly affects the undiscounted cash flows determination is management’s estimate of future pricing of natural gas prices.and natural gas liquids. The pricing used in thisthe impairment assessment was developed by management based on projected natural gas market supply and demand dynamics, in conjunction with a review of projections by numerous sources of market data. This analysisanalysts. Management also makes key estimates on the expected reserve levels and on the expected lease operating costs. The impairment assessment was performed on each of Nucor’s three groups (“fields”) of wells, with each groupfield defined by common geographic location. Each

As a result of Nucor’s three groupsthe impairment assessment, Nucor recorded a non-cash impairment charge of $35.0 million relating to one field of wells passedin the impairment test. Onefourth quarter of the groups of wells had estimated undiscounted cash flows that were noticeably closer to its carrying value, which was $80.8 million as of December 31, 2016, than the other groups of wells.2019. The post-impairment carrying value of that group of wellsthis field was $74.0$12.0 million at April 4, 2020 ($12.3 million at September 30, 2017.December 31, 2019). The remaining two fields were not impaired as a result of the assessment and had a combined carrying value of the other groups of wells was $183.9$65.3 million as of September 30, 2017. at April 4, 2020 ($66.6 million at December 31, 2019). Changes in the natural gas industry or a prolonged low pricelow-price environment beyond what had already been assumed in the analysisassessments could cause management to revise the natural gas and natural gas liquids price assumptions, whichthe estimated reserves or the estimated lease operating costs. Unfavorable revisions to these assumptions or estimates could possibly result in anfurther impairment of some or all of the groupsfields of proved well assets.

 

5.GOODWILL AND OTHER INTANGIBLE ASSETS: The change in the net carrying amount of goodwill for the nine months ended September 30, 2017, by segment is as follows (in thousands):

 

   Steel Mills   Steel Products   Raw Materials   Total 

Balance at December 31, 2016

  $620,156   $702,995   $729,577   $2,052,728 

Acquisitions

   125,328    7,157    —      132,485 

Translation

   —      23,033    —      23,033 
  

 

 

   

 

 

   

 

 

   

 

 

 

Balance at September 30, 2017

  $745,484   $733,185   $729,577   $2,208,246 
  

 

 

   

 

 

   

 

 

   

 

 

 

4. Goodwill and Other Intangible Assets

The change in the net carrying amount of goodwill for the three months ended April 4, 2020 by segment was as follows (in thousands):

 

 

Steel Mills

 

 

Steel Products

 

 

Raw Materials

 

 

Total

 

Balance at December 31, 2019

 

$

591,986

 

 

$

879,500

 

 

$

729,577

 

 

$

2,201,063

 

Other

 

 

-

 

 

 

(671

)

 

 

-

 

 

 

(671

)

Translation

 

 

-

 

 

 

(17,398

)

 

 

-

 

 

 

(17,398

)

Balance at April 4, 2020

 

$

591,986

 

 

$

861,431

 

 

$

729,577

 

 

$

2,182,994

 

Nucor completed its most recent annual goodwill impairment testing during the fourth quarter of 20162019 and concluded that as of such time there was no0 impairment of goodwill for any of its reporting units.

The assessment performed in 2019 used forward-looking projections and included expected improvements in the future cash flows of one of the Company’s reporting units, Rebar Fabrication. The fair value of this reporting unit exceeded its carrying value by approximately 56% in the most recent assessment. The reporting unit’s profitability in the first quarter of 2020 significantly increased from the first quarter of 2019. We expect the 2020 operating results of the Rebar Fabrication

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Table of Contents

reporting unit will continue to improve compared to 2019. If our assessment of the relevant facts and circumstances changes, or the actual performance of this reporting unit falls short of expected results, non-cash impairment charges may be required. Total goodwill associated with the Rebar Fabrication reporting unit was $341.5  million as of April 4, 2020 ($356.6 million as of December 31, 2019). An impairment of goodwill may also lead us to record an impairment of other intangible assets. Total finite-lived intangible assets associated with the Rebar Fabrication reporting unit were $62.8  million as of April 4, 2020 ($67.2  million as of December 31, 2019). There have been no triggering events requiring an interim assessment for impairment of the Rebar Fabrication reporting unit since the most recent annual goodwill impairment testing date.

Due to lower than expected operating results and anticipated changes to the Grating reporting unit’s business strategy and structure, the Company determined a triggering event occurred in the third quarter of 2019 and performed an impairment assessment. The fair value of the Grating reporting unit exceeded its carrying value by approximately 17% in that assessment. If our assessment of the relevant facts and circumstances changes, or the actual performance of this reporting unit falls short of expected results, noncash impairment charges may be required. Total goodwill associated with the Grating reporting unit was $36.2 million as of April 4, 2020 ($36.8 million as of December 31, 2019).

Intangible assets with estimated useful lives of five to 22 years are amortized on a straight-line or accelerated basis and were comprised of the following as of September 30, 2017April 4, 2020 and December 31, 20162019 (in thousands):

 

  September 30, 2017   December 31, 2016 

 

April 4, 2020

 

 

December 31, 2019

 

  Gross
Amount
   Accumulated
Amortization
   Gross
Amount
   Accumulated
Amortization
 

 

Gross Amount

 

 

Accumulated

Amortization

 

 

Gross Amount

 

 

Accumulated

Amortization

 

Customer relationships

  $1,422,569   $622,440   $1,295,803   $566,884 

 

$

1,410,717

 

 

$

785,850

 

 

$

1,412,954

 

 

$

767,532

 

Trademarks and trade names

   176,950    74,551    161,851    66,494 

 

 

161,748

 

 

 

94,271

 

 

 

162,183

 

 

 

92,258

 

Other

   62,807    25,030    62,807    20,248 

 

 

63,822

 

 

 

38,160

 

 

 

63,807

 

 

 

36,968

 

  

 

   

 

   

 

   

 

 

 

$

1,636,287

 

 

$

918,281

 

 

$

1,638,944

 

 

$

896,758

 

  $1,662,326   $722,021   $1,520,461   $653,626 
  

 

   

 

   

 

   

 

 

Intangible asset amortization expense in both the thirdfirst quarter of 20172020 and 20162019 was $23.0 million and $18.5 million, respectively, and was $68.4 million and $54.1 million in the first nine months of 2017 and 2016, respectively.$21.5 million. Annual amortization expense is estimated to be $91.2 million in 2017; $89.6 million in 2018; $86.7 million in 2019; $84.4$83.5 million in 2020; and $83.1$82.3 million in 2021.

2021; $80.7 million in 2022; $80.0 million in 2023; and $79.2 million in 2024.

5. Equity Investments

9The carrying value of our equity investments in domestic and foreign companies was $533.9 million at April 4, 2020 ($793.2 million at December 31, 2019) and is recorded in other assets in the condensed consolidated balance sheets.


6.EQUITY INVESTMENTS: The carrying value of our equity investments in domestic and foreign companies was $695.2 million at September 30, 2017 ($663.4 million at December 31, 2016) and is recorded in other assets in the condensed consolidated balance sheets.

NUMITNuMit

Nucor hasowns a 50% economic and voting interest in NuMit LLC (NuMit)(“NuMit”). NuMit owns 100% of the equity interest in Steel Technologies LLC, an operator of 2526 sheet processing facilities located throughout the United States, Canada and Mexico. Nucor accounts for the investment in NuMit (on aone-month lag basis) under the equity method, as control and risk of loss are shared equally between the members. Nucor’s investment in NuMit was $323.2 million at September 30, 2017 was $311.9 millionApril 4, 2020 ($325.1319.8 million at December 31, 2016)2019). Nucor received distributions of $2.0 million and $26.0 million from NuMit of $0.1 million during the third quarter of 2017 and $47.0 million during the first nine months of 2017. NuMit distributions were $0.5 million during the third quarter of 20162020 and $37.5 million during the first nine months of 2016.2019, respectively.

DUFERDOFIN NUCORDuferdofin Nucor

Nucor owns a 50% economic and voting interest in Duferdofin Nucor S.r.l. (Duferdofin Nucor)(“Duferdofin Nucor”), an Italian steel manufacturer, and accounts for the investment (on aone-month lag basis) under the equity method, as control and risk of loss are shared equally between the members.

Nucor’s investment in Duferdofin Nucor was $2.3 million at September 30, 2017 was $280.8 millionApril 4, 2020 ($256.6263.0 million at December 31, 2016)2019). Nucor’s 50% share of the total net assets of Duferdofin Nucor was $112.6$110.9 million at September 30, 2017,April 4, 2020, resulting in a negative basis difference of $168.2 million$108.6 million. This is due to the $250.0 million impairment charge taken against the Company’s investment in Duferdofin Nucor in the first quarter of 2020 as discussed below, offset by the step-up to fair value of certain assets and liabilities attributable to Duferdofin Nucor as well as the identification of goodwill ($91.0 million)86.5 million at December 31, 2019) and finite-lived intangible assets. This basis difference prior to the impairment charge, excluding the portion attributable to goodwill, iswas being amortized based on the remaining estimated useful lives of the various underlying net assets, as appropriate. Amortization expense associated with the fair valuestep-up was $2.3 million and $2.2 million in both the thirdfirst quarter of 20172020 and 2016, respectively, and was $6.6 million in the first nine months of 2017 and 2016.2019.  

As of September 30, 2017,April 4, 2020, Nucor had outstanding notes receivable of €35.0 million ($41.337.8 million) from Duferdofin Nucor (€35.0 million, or $36.9$39.3 million, as of December 31, 2016)2019). The notes receivable bear interest at 0.83% and reseta rate that resets annually

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Table of Contents

on September 30 to the 12-month Euro Interbank Offered Rate (Euribor) plus 1%0.75% per year. The maturity date of the principal amounts are due onis January 31, 2019.2022. As of September 30, 2017April 4, 2020 and December 31, 2016,2019, the notes receivable were classified in other assets in the condensed consolidated balance sheets. These notes were fully reserved in connection with the $250.0 million impairment charge taken against the Company’s investment in Duferdofin Nucor in the first quarter of 2020 as discussed below.

Nucor has issued a guarantee the fair value of which is immaterial, for its ownership percentage (50%) of Duferdofin Nucor’s borrowings under Facility A of a Structured Trade Finance Facilities Agreement (Facility A)(“Facility A”). The fair value of the guarantee is immaterial. In April 2018, Duferdofin Nucor amended and extended Facility A to mature on April 16, 2021. The maximum amount Duferdofin Nucor could have borrowedborrow under Facility A was €122.5€160.0 million ($144.6173.0 million) as of September 30, 2017.at April 4, 2020. As of September 30, 2017,April 4, 2020, there was €122.5€147.0 million ($144.6159.0 million) outstanding under that facility (€107.0147.0 million, or $112.7$164.9 million, as of December 31, 2016)2019). Facility A was amended in 2015 to extend the maturity date to October 12, 2018. If Duferdofin Nucor fails to pay when due any amounts for which it is obligated under Facility A, Nucor could be required to pay 50% of such amounts pursuant to and in accordance with the terms of its guarantee. Any indebtedness of Duferdofin Nucor to Nucor is effectively subordinated to the indebtedness of Duferdofin Nucor under Facility A. Nucor has not recorded any liability associated with this guarantee.

Nucor-JFE

Nucor owns a 50% economic and voting interest in Nucor-JFE Steel Mexico, S. de R.L. de C.V. (“Nucor-JFE”), a 50-50 joint venture with JFE Steel Corporation of Japan, to build and operate a galvanized sheet steel plant in central Mexico. Nucor-JFE plant construction is complete and operations started in the first quarter of 2020. Nucor accounts for the investment in Nucor-JFE (on a one-month lag basis) under the equity method, as control and risk of loss are shared equally between the members. Nucor’s investment in Nucor-JFE was $160.4 million at April 4, 2020 ($163.2 million at December 31, 2019).

10On January 16, 2019, Nucor entered into an agreement to guarantee a percentage, equal to its ownership percentage (50%), of Nucor-JFE’s borrowings under the General Financing Agreement and Promissory Note (the “Facility”). The fair value of the guarantee is immaterial. Nucor’s guarantee expires on April 30, 2020. Under the Facility, the maximum amount Nucor-JFE could borrow was $65.0 million as of April 4, 2020. The Facility is uncommitted. As of April 4, 2020, there was $20.0 million outstanding under the Facility (0ne as of December 31, 2019). If Nucor-JFE fails to pay when due any amounts for which it is obligated under the Facility, Nucor could be required to pay 50% of such amounts pursuant to and in accordance with the terms of its guarantee. Nucor has not recorded any liability associated with this guarantee.


Nucor-JFE has other credit facilities that Nucor has agreed to guarantee. The principal amount subject to guarantee by Nucor for these other credit facilities was $25.0 million as of April 4, 2020 and December 31, 2019. The fair value of the guarantees is immaterial. If Nucor-JFE fails to pay when due any amounts for which it is obligated, Nucor could be required to pay such amounts pursuant to and in accordance with the terms of its guarantee. Nucor has not recorded any liability associated with these guarantees.

ALL EQUITY INVESTMENTSAll Equity Investments

Nucor reviews its equity investments for impairment if and when circumstances indicate that a decline in fair value below their carrying amounts may have occurred. Nucor last assesseddetermined that a triggering event occurred in the first quarter of 2020 with respect to its equity method investment in Duferdofin Nucor for impairment in 2015 due to adverse developments in the protracted challenging steel market conditions causedjoint venture’s commercial outlook, which have been exacerbated by excess global overcapacity,the COVID-19 pandemic, all of which increased in 2015, andhave negatively impacted the difficult economic environment in Europe.joint venture’s strategic direction. After completing its impairment assessment, the CompanyNucor determined that the carrying amount exceeded its estimated fair value and incurredthe impairment condition was considered to be other than temporary. Therefore, Nucor recorded a partial$250.0 million impairment ofcharge against its investment. While the operating performance ofinvestment in Duferdofin Nucor showed meaningful improvement in 2016the first quarter of 2020. Additionally, the Company fully reserved its €35.0 million ($37.8 million) outstanding note receivable from Duferdofin Nucor due to an assessment of the likelihood of collection in light of these adverse developments and its effective subordination to Facility A, these charges are included in losses on assets in the condensed consolidated statements of earnings. The assumptions that most significantly affect the fair value determination include projected cash flows and the first nine months of 2017, steeldiscount rate. The Company-specific inputs for measuring fair value are considered “Level 3” or unobservable inputs that are not corroborated by market conditions in Europe have continued to be challenging. Therefore, itdata under applicable fair value authoritative guidance, as quoted market prices are not available.

It is reasonably possible that material deviation of future performance from the estimates used in our most recent valuation could result in further impairment of our investment in Duferdofin Nucor. We will continue to monitor forNucor and affect any potential triggering events that could affectliability associated with the carrying valueCompany’s guarantees of our investment inthe indebtedness of Duferdofin Nucor as a result of future market conditions and any changes in our business strategy.

7.CURRENT LIABILITIES: Book overdrafts, included in accounts payable in the condensed consolidated balance sheets, were $125.3 million at September 30, 2017 ($61.3 million at December 31, 2016). Dividends payable, included in accrued expenses and other current liabilities in the condensed consolidated balance sheets, were $121.0 million at September 30, 2017 ($121.3 million at December 31, 2016).

8.FAIR VALUE MEASUREMENTS: The following table summarizes information regarding Nucor’s financial assets and financial liabilities that are measured at fair value as of September 30, 2017 and December 31, 2016 (in thousands). Nucor does not have anynon-financial assets ornon-financial liabilities that are measured at fair value on a recurring basis.

       Fair Value Measurements at Reporting Date Using 

Description

  Carrying
Amount in
Condensed
Consolidated
Balance Sheets
   Quoted Prices
in Active
Markets for
Identical Assets
(Level 1)
   Significant
Other
Observable
Inputs
(Level 2)
   Significant
Unobservable
Inputs
(Level 3)
 

As of September 30, 2017

        

Assets:

        

Cash equivalents

  $1,143,259   $1,143,259   $—     $—   

Short-term investments

   50,000    50,000    —      —   

Commodity contracts

   400    —      400    —   
  

 

 

   

 

 

   

 

 

   

 

 

 

Total assets

  $1,193,659   $1,193,259   $400   $—   
  

 

 

   

 

 

   

 

 

   

 

 

 

Liabilities:

        

Commodity and foreign exchange contracts

  $(2,318  $—     $(2,318  $—   
  

 

 

   

 

 

   

 

 

   

 

 

 

As of December 31, 2016

        

Assets:

        

Cash equivalents

  $1,609,523   $1,609,523   $—     $—   

Short-term investments

   150,000    150,000    —      —   

Commodity and foreign exchange contracts

   2,029    —      2,029    —   
  

 

 

   

 

 

   

 

 

   

 

 

 

Total assets

  $1,761,552   $1,759,523   $2,029   $—   
  

 

 

   

 

 

   

 

 

   

 

 

 

Liabilities:

        

Commodity contracts

  $(605  $—     $(605  $—   
  

 

 

   

 

 

   

 

 

   

 

 

 
discussed above.

 

116. Current Liabilities

Book overdrafts, included in accounts payable in the condensed consolidated balance sheets, were $117.0 million at April 4, 2020 ($116.4 million at December 31, 2019). Dividends payable, included in accrued expenses and other current liabilities in the condensed consolidated balance sheets, were $122.7 million at April 4, 2020 ($122.9 million at

7


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December 31, 2019).Accrued vacation and holiday pay, included in salaries, wages and related accruals in the condensed consolidated balance sheets, were $111.6 million at April 4, 2020 ($106.2 million at December 31, 2019).

7. Fair Value Measurements

The following table summarizes information regarding Nucor’s financial assets and financial liabilities that were measured at fair value as of April 4, 2020 and December 31, 2019 (in thousands). Nucor does not have any non-financial assets or non-financial liabilities that are measured at fair value on a recurring basis.

 

 

 

 

 

 

Fair Value Measurements at Reporting Date Using

 

Description

 

Carrying

Amount in

Condensed

Consolidated

Balance

Sheets

 

 

Quoted Prices

in Active

Markets for

Identical

Assets

(Level 1)

 

 

Significant

Other

Observable

Inputs

(Level 2)

 

 

Significant

Unobservable

Inputs

(Level 3)

 

As of April 4, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents

 

$

920,226

 

 

$

920,226

 

 

$

-

 

 

$

-

 

Short-term investments

 

 

146,000

 

 

 

146,000

 

 

 

-

 

 

 

-

 

Derivative contracts

 

 

4,685

 

 

 

-

 

 

 

4,685

 

 

 

-

 

Total assets

 

$

1,070,911

 

 

$

1,066,226

 

 

$

4,685

 

 

$

-

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivative contracts

 

$

(18,700

)

 

$

-

 

 

$

(18,700

)

 

$

-

 

As of December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents

 

$

1,229,000

 

 

$

1,229,000

 

 

$

-

 

 

$

-

 

Short-term investments

 

 

300,040

 

 

 

300,040

 

 

 

-

 

 

 

-

 

Total assets

 

$

1,529,040

 

 

$

1,529,040

 

 

$

-

 

 

$

-

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivative contracts

 

$

(19,599

)

 

$

-

 

 

$

(19,599

)

 

$

-

 

Fair value measurements for Nucor’s cash equivalents and short-term investments are classified under Level 1 because such measurements are based on quoted market prices in active markets for identical assets. Our short-term investments are held in similar short-term investment instruments as described in Noteat April 4, to the audited consolidated financial statements included in Nucor’s Annual Report on Form10-K for the year ended December 31, 2016.2020 consisted of certificates of deposit, commercial paper and corporate notes. Fair value measurements for Nucor’s derivatives are classified under Level 2 because such measurements are based on published market prices for similar assets or are estimated based on observable inputs such as interest rates, yield curves, credit risks, spot and future commodity prices, and spot and future exchange rates.

The fair value of short-term and long-term debt, including current maturities, was approximately $4.75$4.55 billion at September 30, 2017April 4, 2020 ($4.704.81 billion at December 31, 2016)2019). The debt fair value estimates are classified under Level 2 because such estimates are based on readily available market prices of our debt at September 30, 2017April 4, 2020 and December 31, 2016,2019, or similar debt with the same maturities, ratings and interest rates.

Disclosures are required for certain assets and liabilities that are measured at fair value, but are recognized and disclosed on a nonrecurring basis in periods subsequent to initial recognition. For Nucor, our equity investment in Duferdofin Nucor was measured at fair value as a result of the impairment recorded in the first quarter of 2020 (see Note 5).

9.CONTINGENCIES: Nucor is subject to environmental laws and regulations established by federal, state and local authorities and, accordingly, makes provision for the estimated costs of compliance. Of the undiscounted total of $18.7 million of accrued environmental costs at September 30, 2017 ($21.9 million at December 31, 2016), $6.3 million was classified in accrued expenses and other current liabilities ($9.5 million at December 31, 2016) and $12.4 million was classified in deferred credits and other liabilities ($12.4 million at December 31, 2016). Inherent uncertainties exist in these estimates primarily due to unknown conditions, evolving remediation technology and changing governmental regulations and legal standards.

8. Contingencies

Nucor is subject to environmental laws and regulations established by federal, state and local authorities and, accordingly, makes provisions for the estimated costs of compliance. Of the undiscounted total of $16.5 million of accrued environmental costs at April 4, 2020 ($16.4 million at December 31, 2019), $5.1 million was classified in accrued expenses and other current liabilities ($4.1 million at December 31, 2019) and $11.4 million was classified in deferred credits and other liabilities ($12.3 million at December 31, 2019). Inherent uncertainties exist in these estimates primarily due to unknown conditions, evolving remediation technology and changing governmental regulations, legal standards and enforcement priorities.

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Table of Contents

We are from time to time a party to various lawsuits, claims and other legal proceedings that arise in the ordinary course of business. With respect to all such lawsuits, claims and proceedings, we record reserves when it is probable a liability has been incurred and the amount of loss can be reasonably estimated. We do not believe that any of these proceedings, individually or in the aggregate, would be expected to have a material adverse effect on our results of operations, financial position or cash flows. Nucor maintains liability insurance with self-insurance limits for certain risks that is subjectrisks.

9. Stock-Based Compensation

Overview

The Company maintains the Nucor Corporation 2014 Omnibus Incentive Compensation Plan (the “Omnibus Plan”) under which the Company may award stock-based compensation to certain self-insurance limits.key employees, officers and non-employee directors. The Company’s stockholders approved the Omnibus Plan on May 8, 2014. The Omnibus Plan permits the award of stock options, restricted stock units, restricted shares and other stock-based awards for up to 13.0 million shares of the Company’s common stock. As of April 4, 2020, 3.4 million shares remained available for award under the Omnibus Plan.

The Company also maintains a number of inactive plans under which stock-based awards remain outstanding but no further awards may be made. As of April 4, 2020, 1.1 million shares were reserved for issuance upon the future settlement of outstanding awards under such inactive plans.

10.STOCK-BASED COMPENSATION:Stock Options– Stock options may be granted to Nucor’s key employees, officers andnon-employee directors with exercise prices at 100% of the market value on the date of the grant. The stock options granted are generally exercisable at the end of three years and have a term of 10 years. New shares are issued upon exercise of stock options.

Stock Options

Stock options may be granted to Nucor’s key employees, officers and non-employee directors with exercise prices at 100% of the market value on the date of the grant. The stock options granted are generally exercisable at the end of three years and have a term of 10 years.

A summary of activity under Nucor’s stock option plans for the first nine monthsquarter of 20172020 is as follows (in thousands, except years and per share amounts)(shares in thousands):

 

   Shares   Weighted -
Average
Exercise
Price
   Weighted -
Average
Remaining
Contractual Life
   Aggregate
Intrinsic
Value
 

Number of shares under stock options:

        

Outstanding at beginning of year

   3,591   $45.32     

Granted

   698   $59.07     

Exercised

   (144  $37.54     $3,618 

Canceled

   —      —       
  

 

 

       

Outstanding at September 30, 2017

   4,145   $47.90    7.1 years   $35,842 
  

 

 

       

Stock options exercisable at September 30, 2017

   1,848   $43.37    5.2 years   $23,415 
  

 

 

       

 

 

 

 

 

 

Weighted-

 

 

Weighted-

 

 

 

 

 

 

 

 

 

 

Average

 

 

Average

 

Aggregate

 

 

 

 

 

 

 

Exercise

 

 

Remaining

 

Intrinsic

 

 

 

Shares

 

 

Price

 

 

Contractual Life

 

Value

 

Number of shares under stock options:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding at beginning of year

 

 

3,892

 

 

$

50.78

 

 

 

 

 

 

 

Granted

 

 

-

 

 

$

-

 

 

 

 

 

 

 

Exercised

 

 

-

 

 

$

-

 

 

 

 

$

-

 

Canceled

 

 

-

 

 

$

-

 

 

 

 

 

 

 

Outstanding at April 4, 2020

 

 

3,892

 

 

$

50.78

 

 

5.6 years

 

$

-

 

Stock options exercisable at April 4, 2020

 

 

3,276

 

 

$

49.79

 

 

5.1 years

 

$

-

 

 

12


Stock options granted to employees who are eligible for retirement on the date of the grant are expensed immediately since these awards vest upon retirement from the Company. Retirement, for purposes of vesting in these stock options, means termination of employment after satisfying age and years of service requirements. Similarly, stock options granted to employees who will become retirement-eligible prior to the end of the vesting term are expensed over the period through which the employee will become retirement-eligible. Compensation expense for stock options granted to employees who will not become retirement-eligible prior to the end of the vesting term is recognized on a straight-line basis over the vesting period. Compensation expense for stock options was $0.4 million and $0.3 million in the thirdfirst quarter of 2017both 2020 and 2016, respectively, and $7.9 million and $7.6 million in the first nine months of 2017 and 2016, respectively.2019. As of September 30, 2017,April 4, 2020, unrecognized compensation expense related to stock options was $2.5$0.9 million, which is expected to be recognized over a weighted-average period of 2.21.6 years.

Restricted Stock Units

Nucor annually grants restricted stock units (RSUs)(“RSUs”) to key employees, officers andnon-employee directors. The RSUs typicallygranted to key employees and officers vest and are converted to common stock in three equal installments on each of the first three anniversaries of the grant date. Adate provided that a portion of the RSUs awarded to an officer vestsprior to 2018 vest only upon the officer’s retirement. Retirement, for purposes of vesting in these RSUs only, means termination of employment with approval of the Compensation and Executive Development Committee of the Board of Directors after satisfying age and years of service requirements. RSUs granted to anon-employee director are fully vested on the grant date and are payable to thenon-employee director in the form of common stock after the termination of the director’s service on the Board of Directors.

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Table of Contents

RSUs granted to employees who are eligible for retirement on the date of the grant are expensed immediately, and RSUs granted to employees who will become retirement-eligible prior to the end of the vesting term are expensed over the period through which the employee will become retirement-eligible since these awards vest upon retirement from the Company. Compensation expense for RSUs granted to employees who will not become retirement-eligible prior to the end of the vesting term is recognized on a straight-line basis over the vesting period.

Cash dividend equivalents are paid to holders of RSUs each quarter. Dividend equivalents paid on RSUs expected to vest are recognized as a reduction in retained earnings.

The fair value of an RSU is determined based on the closing stock price of Nucor’s common stock on the date of the grant.grant.

A summary of Nucor’s RSU activity for the first nine monthsquarter of 20172020 is as follows (shares in thousands):

 

  Shares   Grant Date
Fair Value
 

 

Shares

 

 

Grant Date

Fair Value

 

Restricted stock units:

    

 

 

 

 

 

 

 

 

Unvested at beginning of year

   1,040   $48.47 

 

 

1,776

 

 

$

52.60

 

Granted

   721   $59.07 

 

 

-

 

 

$

-

 

Vested

   (634  $53.21 

 

 

(11

)

 

$

53.19

 

Canceled

   (13  $50.21 

 

 

(8

)

 

$

53.77

 

  

 

   

Unvested at September 30, 2017

   1,114   $52.61 
  

 

   

Shares reserved for future grants (stock options and RSUs)

   7,268   
  

 

   

Unvested at April 4, 2020

 

 

1,757

 

 

$

52.59

 

Compensation expense for RSUs was $6.1 million and $5.7 million in the third quarter of 2017 and 2016, respectively, and $32.2 million and $28.9$10.0 million in the first nine monthsquarter of 2017 and 2016, respectively.2020 ($6.8 million in the first quarter of 2019). As of September 30, 2017,April 4, 2020, unrecognized compensation expense related to unvested RSUs was $40.4$50.5 million, which is expected to be recognized over a weighted-average period of 2.31.2 years.

13


Restricted Stock AwardsNucor’s

Prior to their expiration effective December 31, 2017, the Nucor Corporation Senior Officers Long-Term Incentive Plan (LTIP) and the Nucor Corporation Senior Officers Annual Incentive Plan (AIP) authorizeauthorized the award of shares of common stock to officers subject to certain conditions and restrictions. Effective January 1, 2018, the Company adopted supplements to the Omnibus Plan with terms that permit the award of shares of common stock to officers subject to the conditions and restrictions described below, which are substantially similar to those of the expired Senior Officers Long-Term Incentive Plan and Senior Officers Annual Incentive Plan. The expired Senior Officers Long-Term Incentive Plan, together with the applicable supplement, is referred to below as the “LTIP,” and the expired Senior Officers Annual Incentive Plan, together with the applicable supplement, is referred to below as the “AIP.”

The LTIP provides for the award of shares of restricted common stock at the end of each LTIP performance measurement period at no cost to officers if certain financial performance goals are met during the period.One-third of the LTIP restricted stock award vests upon each of the first three anniversaries of the award date or, if earlier, upon the officer’s attainment of age 55 while employed by Nucor. Although participants are entitled to cash dividends and may vote such awarded shares, the sale or transfer of such shares is limited during the restricted period.

The AIP provides for the payment of annual cash incentive awards. An AIP participant may elect, however, to defer payment of up toone-half of an AIP award. In such event, the deferred AIP award is converted into common stock units and credited with a deferral incentive, in the form of additional common stock units, equal to 25% of the number of common stock units attributable to the deferred AIP award. Common stock units attributable to deferred AIP awards are fully vested. Common stock units credited as a deferral incentive vest upon the AIP participant’s attainment of age 55 while employed by Nucor. Vested common stock units are paid to AIP participants in the form of shares of common stock following their termination of employment with Nucor.

A summary of Nucor’s restricted stock activity under the AIP and the LTIP for the first nine monthsquarter of 20172020 is as follows (shares in thousands):

 

 

 

 

 

 

Grant Date

 

 

 

Shares

 

 

Fair Value

 

Restricted stock units and restricted stock awards:

 

 

 

 

 

 

 

 

Unvested at beginning of year

 

 

147

 

 

$

60.81

 

Granted

 

 

348

 

 

$

36.15

 

Vested

 

 

(344

)

 

$

40.56

 

Canceled

 

 

-

 

 

$

-

 

Unvested at April 4, 2020

 

 

151

 

 

$

50.07

 

 

   Shares   Grant Date
Fair Value
 

Restricted stock awards and units:

    

Unvested at beginning of year

   67   $45.77 

Granted

   172   $60.62 

Vested

   (144  $51.69 

Canceled

   —      —   

Unvested at September 30, 2017

   95   $54.45 
  

 

 

   

Shares reserved for future grants

   683   
  

 

 

   

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Table of Contents

Compensation expense for common stock and common stock units awarded under the AIP and the LTIP is recorded over the performance measurement and vesting periods based on the anticipated number and market value of shares of common stock and common stock units to be awarded. Compensation expense for anticipated awards based upon Nucor’s financial performance, exclusive of amounts payable in cash, was $3.6 million and $0.7 million in the third quartera credit of 2017 and 2016, respectively, and $11.1 million and $7.7$0.3 million in the first nine monthsquarter of 2017 and 2016, respectively.2020 ($5.4 million of expense in the first quarter of 2019). As of September 30, 2017,April 4, 2020, unrecognized compensation expense related to unvested restricted stock awards was $1.3$2.5 million, which is expected to be recognized over a weighted-average period of 1.92.0 years.

10. Employee Benefit Plan

11.EMPLOYEE BENEFIT PLAN: Nucor makes contributions to a Profit Sharing and Retirement Savings Plan for qualified employees based on the profitability of the Company. Nucor’s expense for these benefits totaled $35.7 million and $38.5 million in the third quarter of 2017 and 2016, respectively, and was $138.2 million and $86.3 million in the first nine months of 2017 and 2016, respectively. The related liability for these benefits is included in salaries, wages and related accruals in the condensed consolidated balance sheets.

Nucor makes contributions to a Profit Sharing and Retirement Savings Plan for qualified employees based on the profitability of the Company. Nucor’s expense for these benefits totaled $11.6 million and $71.2 million in the first quarter of 2020 and 2019, respectively. The related liability for these benefits is included in salaries, wages and related accruals in the condensed consolidated balance sheets.

11. Interest Expense (Income):

The components of net interest expense for the first quarter of 2020 and 2019 are as follows (in thousands):

 

14


12.INTEREST EXPENSE (INCOME): The components of net interest expense for the third quarter and first nine months of 2017 and 2016 are as follows (in thousands):

 

 

Three Months (13 Weeks) Ended

 

 

 

April 4, 2020

 

 

March 30, 2019

 

Interest expense

 

$

47,596

 

 

$

37,062

 

Interest income

 

 

(6,686

)

 

 

(8,619

)

Interest expense, net

 

$

40,910

 

 

$

28,443

 

 

   Three Months (13 Weeks) Ended   Nine Months (39 Weeks) Ended 
   Sept. 30, 2017   Oct. 1, 2016   Sept. 30, 2017   Oct. 1, 2016 

Interest expense

  $47,621   $46,519   $141,486   $137,370 

Interest income

   (4,311   (3,510   (9,991   (8,955
  

 

 

   

 

 

   

 

 

   

 

 

 

Interest expense, net

  $43,310   $43,009   $131,495   $128,415 
  

 

 

   

 

 

   

 

 

   

 

 

 

12. Income Taxes

13.INCOME TAXES: The effective tax rate for the third quarter of 2017 was 28.2% compared to 31.6% for the third quarter of 2016. The decrease in the effective tax rate for the third quarter of 2017 as compared to the third quarter of 2016 was primarily due to a net tax benefit totaling $13.2 million related to a return to provision change in estimate and state tax credits included during the third quarter of 2017.

The effective tax rate for the first quarter of 2020 was 62.8% as compared to 23.0% for the first quarter of 2019. The increase in the effective tax rate between 2019 and 2020 is primarily due to the $250.0 million financial statement impairment of our equity method investment in Duferdofin Nucor the first quarter of 2020. The impairment had no corresponding impact to the provision for income taxes.

Nucor has concluded U.S. federal income tax matters for years through 2013.2014. The tax years 20142015 through 20162018 remain open to examination by the Internal Revenue Service. The Canada Revenue Agency has substantially concluded its examination of the 20122015 Canadian income tax returns for Harris Steel Group Inc. and certain related affiliates and is now examiningare currently under examination by the 2013 Canadian returns.Canada Revenue Agency. The tax years 20102013 through 20162018 remain open to examination by other major taxing jurisdictions to which Nucor is subject (primarily Canada and other state and local jurisdictions).

Non-current deferred tax assets included in other assets in the condensed consolidated balance sheets were $0.6 million at September 30, 2017 (none at December 31, 2016).Non-current deferred tax liabilities included in deferred credits and other liabilities in the condensed consolidated balance sheets were $516.0$446.5 million at September 30, 2017April 4, 2020 ($558.6431.0 million at December 31, 2016)2019).

 

1511



14.STOCKHOLDERS’ EQUITY: The following tables reflect the changes in stockholders’ equity attributable to both Nucor and the noncontrolling interests of Nucor’s joint ventures, primarily Nucor-Yamato Steel Company, of which Nucor owns 51%, for the nine months ended September 30, 2017 and October 1, 2016 (in thousands):
Table of Contents

 

   Attributable to
Nucor Corporation
   Attributable to
Noncontrolling Interests
   Total 

Stockholders’ equity at December 31, 2016

  $7,879,865   $374,843   $8,254,708 

Total comprehensive income

   1,034,784    50,680    1,085,464 

Stock options

   13,300    —      13,300 

Issuance of stock under award plans, net of forfeitures

   30,787    —      30,787 

Amortization of unearned compensation

   1,000    —      1,000 

Treasury stock acquired

   (90,305   —      (90,305

Dividends declared

   (364,046   —      (364,046

Distributions to noncontrolling interests

   —      (85,094   (85,094
  

 

 

   

 

 

   

 

 

 

Stockholders’ equity at September 30, 2017

  $8,505,385   $340,429   $8,845,814 
  

 

 

   

 

 

   

 

 

 
   Attributable to
Nucor Corporation
   Attributable to
Noncontrolling Interests
   Total 

Stockholders’ equity at December 31, 2015

  $7,477,816   $372,061   $7,849,877 

Total comprehensive income

   699,410    88,599    788,009 

Stock options

   13,229    —      13,229 

Issuance of stock under award plans, net of forfeitures

   25,929    —      25,929 

Amortization of unearned compensation

   600    —      600 

Treasury stock acquired

   (5,173   —      (5,173

Dividends declared

   (360,955   —      (360,955

Distributions to noncontrolling interests

   —      (86,808   (86,808

Other

   (602   (1,776   (2,378
  

 

 

   

 

 

   

 

 

 

Stockholders’ equity at October 1, 2016

  $7,850,254   $372,076   $8,222,330 
  

 

 

   

 

 

   

 

 

 

In

13. Stockholders’ Equity

The following tables reflect the changes in stockholders’ equity attributable to both Nucor and the noncontrolling interests of Nucor’s joint ventures, primarily Nucor-Yamato Steel Company (Limited Partnership) of which Nucor owns 51%, for the three months ended April 4, 2020 and March 30, 2019 (in thousands):

 

 

 

 

 

 

Three Months (13 Weeks) Ended April 4, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additional

 

 

 

 

 

 

Other

 

 

Treasury Stock

 

 

Nucor

 

 

 

 

 

 

 

 

 

 

 

Common Stock

 

 

Paid-in

 

 

Retained

 

 

Comprehensive

 

 

(at cost)

 

 

Stockholders'

 

 

Noncontrolling

 

 

 

Total

 

 

Shares

 

 

Amount

 

 

Capital

 

 

Earnings

 

 

Income (Loss)

 

 

Shares

 

 

Amount

 

 

Equity

 

 

Interests

 

BALANCES, December 31, 2019

 

 

10,791,176

 

 

 

380,154

 

 

$

152,061

 

 

$

2,107,646

 

 

$

11,115,056

 

 

$

(302,966

)

 

 

78,342

 

 

$

(2,713,931

)

 

$

10,357,866

 

 

$

433,310

 

Net earnings

 

 

54,379

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

20,331

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

20,331

 

 

 

34,048

 

Other comprehensive income (loss)

 

 

(64,661

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(64,661

)

 

 

-

 

 

 

-

 

 

 

(64,661

)

 

 

-

 

Stock options exercised

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Stock option expense

 

 

275

 

 

 

-

 

 

 

-

 

 

 

275

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

275

 

 

 

-

 

Issuance of stock under award plans,

   net of forfeitures

 

 

16,189

 

 

 

-

 

 

 

-

 

 

 

11,049

 

 

 

-

 

 

 

-

 

 

 

(148

)

 

 

5,140

 

 

 

16,189

 

 

 

-

 

Amortization of unearned

   compensation

 

 

400

 

 

 

-

 

 

 

-

 

 

 

400

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

400

 

 

 

-

 

Treasury stock acquired

 

 

(39,499

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

825

 

 

 

(39,499

)

 

 

(39,499

)

 

 

-

 

Cash dividends declared

 

 

(122,697

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(122,697

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(122,697

)

 

 

-

 

Distributions to noncontrolling

   interests

 

 

(39,493

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(39,493

)

BALANCES, April 4, 2020

 

$

10,596,069

 

 

 

380,154

 

 

$

152,061

 

 

$

2,119,370

 

 

$

11,012,690

 

 

$

(367,627

)

 

 

79,019

 

 

$

(2,748,290

)

 

$

10,168,204

 

 

$

427,865

 

 

 

 

 

 

 

Three Months (13 Weeks) Ended March 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additional

 

 

 

 

 

 

Other

 

 

Treasury Stock

 

 

Nucor

 

 

 

 

 

 

 

 

 

 

 

Common Stock

 

 

Paid-in

 

 

Retained

 

 

Comprehensive

 

 

(at cost)

 

 

Stockholders'

 

 

Noncontrolling

 

 

 

Total

 

 

Shares

 

 

Amount

 

 

Capital

 

 

Earnings

 

 

Income (Loss)

 

 

Shares

 

 

Amount

 

 

Equity

 

 

Interests

 

BALANCES, December 31, 2018

 

 

10,201,968

 

 

 

380,154

 

 

$

152,061

 

 

$

2,073,715

 

 

$

10,337,445

 

 

$

(304,133

)

 

 

74,562

 

 

$

(2,467,010

)

 

$

9,792,078

 

 

$

409,890

 

Net earnings

 

 

530,793

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

501,806

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

501,806

 

 

 

28,987

 

Other comprehensive income (loss)

 

 

(6,540

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(6,540

)

 

 

-

 

 

 

-

 

 

 

(6,540

)

 

 

-

 

Stock options exercised

 

 

3,136

 

 

 

-

 

 

 

-

 

 

 

233

 

 

 

-

 

 

 

-

 

 

 

(88

)

 

 

2,903

 

 

 

3,136

 

 

 

-

 

Stock option expense

 

 

312

 

 

 

-

 

 

 

-

 

 

 

312

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

312

 

 

 

-

 

Issuance of stock under award plans,

   net of forfeitures

 

 

18,715

 

 

 

-

 

 

 

-

 

 

 

8,479

 

 

 

-

 

 

 

-

 

 

 

(306

)

 

 

10,236

 

 

 

18,715

 

 

 

-

 

Amortization of unearned

   compensation

 

 

600

 

 

 

-

 

 

 

-

 

 

 

600

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

600

 

 

 

-

 

Treasury stock acquired

 

 

(72,830

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

1,200

 

 

 

(72,830

)

 

 

(72,830

)

 

 

-

 

Cash dividends declared

 

 

(123,086

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(123,086

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(123,086

)

 

 

-

 

Distributions to noncontrolling

   interests

 

 

(50,402

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(50,402

)

Other

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(1,886

)

 

 

1,886

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

BALANCES, March 30, 2019

 

$

10,502,666

 

 

 

380,154

 

 

$

152,061

 

 

$

2,083,339

 

 

$

10,714,279

 

 

$

(308,787

)

 

 

75,368

 

 

$

(2,526,701

)

 

$

10,114,191

 

 

$

388,475

 

12


Table of Contents

Dividends declared per share were $0.4025 per share in the first quarter of 2020 ($0.40 per share in the first quarter of 2019).

On September 2015,6, 2018, the Company announced that the Board of Directors had approved a stocknew share repurchase program under which the Company is authorized to repurchase up to $900 million$2.0 billion of the Company’s common stock. This $900 million share repurchase program has no stated expirationstock and replacedterminated any previously authorized share repurchase programs. As of September 30, 2017, the Company had approximately $738.0 million remaining available under the program. The Company expects any shareShare repurchases towill be made through purchases from time to time in the open market at prevailing market prices or through private transactions or block trades. The timing and amount of any repurchases will depend on market conditions, share price, applicable legal requirements and other factors. The share repurchase authorization is discretionary and has no expiration date. As of April 4, 2020, the Company had approximately $1.20 billion remaining available for share repurchases under the program.

14. Accumulated Other Comprehensive Income (Loss)

The following tables reflect the changes in accumulated other comprehensive income (loss) by component for the three months ended April 4, 2020 and March 30, 2019 (in thousands):

 

 

Three-Month (13-Week) Period Ended

 

 

 

April 4, 2020

 

 

 

Gains and (Losses) on

 

 

Foreign Currency

 

 

Adjustment to Early

 

 

 

 

 

 

 

Hedging Derivatives

 

 

Gain (Loss)

 

 

Retiree Medical Plan

 

 

Total

 

Accumulated other comprehensive

  income (loss) at December 31, 2019

 

$

(14,000

)

 

$

(296,773

)

 

$

7,807

 

 

$

(302,966

)

Other comprehensive income (loss)

   before reclassifications

 

 

(2,256

)

 

 

(64,461

)

 

 

-

 

 

 

(66,717

)

Amounts reclassified from accumulated

   other comprehensive income (loss)

   into earnings (1)

 

 

2,056

 

 

 

-

 

 

 

-

 

 

 

2,056

 

Net current-period other comprehensive

   income (loss)

 

 

(200

)

 

 

(64,461

)

 

 

-

 

 

 

(64,661

)

Accumulated other comprehensive

   income (loss) at April 4, 2020

 

$

(14,200

)

 

$

(361,234

)

 

$

7,807

 

 

$

(367,627

)

 

 

Three-Month (13-Week) Period Ended

 

 

 

March 30, 2019

 

 

 

Gains and (Losses) on

 

 

Foreign Currency

 

 

Adjustment to Early

 

 

 

 

 

 

 

Hedging Derivatives

 

 

Gain (Loss)

 

 

Retiree Medical Plan

 

 

Total

 

Accumulated other comprehensive

  income (loss) at December 31, 2018

 

$

(6,500

)

 

$

(304,646

)

 

$

7,013

 

 

$

(304,133

)

Other comprehensive income (loss)

   before reclassifications

 

 

731

 

 

 

(6,640

)

 

 

-

 

 

 

(5,909

)

Amounts reclassified from accumulated

   other comprehensive income (loss)

   into earnings (1)

 

 

(631

)

 

 

-

 

 

 

-

 

 

 

(631

)

Net current-period other comprehensive

   income (loss)

 

 

100

 

 

 

(6,640

)

 

 

-

 

 

 

(6,540

)

Other

 

 

-

 

 

 

-

 

 

 

1,886

 

 

 

1,886

 

Accumulated other comprehensive

   income (loss) at March 30, 2019

 

$

(6,400

)

 

$

(311,286

)

 

$

8,899

 

 

$

(308,787

)

(1)   Includes $2,056 and $(631) of accumulated other comprehensive income (loss) reclassifications into cost of products sold for net losses on commodity contracts in the first quarter of 2020 and 2019, respectively. The tax impact of those reclassifications was $700 and $(200) in the first quarter of 2020 and 2019, respectively.

 

16Included in the $361.2 million foreign currency losses at April 4, 2020 are $191.6 million of losses related to our equity method investment in Duferdofin Nucor and $169.6 million of losses related primarily to our Canadian operations.

13


15.ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS): The following tables reflect the changes in accumulated other comprehensive income (loss) by component for the three- and nine-month periods ended September 30, 2017 and October 1, 2016 (in thousands):

   

Three-Month (13 Week) Period Ended

September 30, 2017

 
   Gains and Losses on
Hedging Derivatives
  Foreign Currency
Gain (Loss)
  Adjustment to Early
Retiree Medical Plan
   Total 

Accumulated other comprehensive loss at July 1, 2017

  $(300 $(300,212 $7,577   $(292,935

Other comprehensive income (loss) before reclassifications

   405   74,479   —      74,884 

Amounts reclassified from accumulated other comprehensive income (loss) into earnings(1)

   195   —     —      195 
  

 

 

  

 

 

  

 

 

   

 

 

 

Net current-period other comprehensive income (loss)

   600   74,479   —      75,079 
  

 

 

  

 

 

  

 

 

   

 

 

 

Accumulated other comprehensive loss at September 30, 2017

  $300  $(225,733 $7,577   $(217,856
  

 

 

  

 

 

  

 

 

   

 

 

 
   

Nine-Month (39 Week) Period Ended

September 30, 2017

 
   Gains and Losses on
Hedging Derivatives
  Foreign Currency
Gain (Loss)
  Adjustment to Early
Retiree Medical Plan
   Total 

Accumulated other comprehensive loss at December 31, 2016

  $750  $(326,170 $7,577   $(317,843

Other comprehensive income (loss) before reclassifications

   (1,301  100,437   —      99,136 

Amounts reclassified from accumulated other comprehensive income (loss) into earnings(1)

   851   —     —      851 
  

 

 

  

 

 

  

 

 

   

 

 

 

Net current-period other comprehensive income (loss)

   (450  100,437   —      99,987 
  

 

 

  

 

 

  

 

 

   

 

 

 

Accumulated other comprehensive loss at September 30, 2017

  $300  $(225,733 $7,577   $(217,856
  

 

 

  

 

 

  

 

 

   

 

 

 

(1)Includes $195 and $851 of accumulated other comprehensive income reclassifications into cost of products sold for net losses on commodity contracts in the third quarter and first nine months of 2017, respectively. The tax impacts of those reclassifications were $0 and $300, respectively.
Table of Contents

 

1715. Segments


   

Three-Month (13 Week) Period Ended

October 1, 2016

 
   Gains and Losses on
Hedging Derivatives
  Foreign Currency
Gain (Loss)
  Adjustment to Early
Retiree Medical Plan
   Total 

Accumulated other comprehensive loss at July 2, 2016

  $(3,900 $(289,481 $12,003   $(281,378

Other comprehensive income (loss) before reclassifications

   (600  (8,606  —      (9,206

Amounts reclassified from accumulated other comprehensive income (loss) into earnings(2)

   2,000   —     —      2,000 
  

 

 

  

 

 

  

 

 

   

 

 

 

Net current-period other comprehensive income (loss)

   1,400   (8,606  —      (7,206
  

 

 

  

 

 

  

 

 

   

 

 

 

Accumulated other comprehensive loss at October 1, 2016

  $(2,500 $(298,087 $12,003   $(288,584
  

 

 

  

 

 

  

 

 

   

 

 

 
   

Nine-Month (39 Week) Period Ended

October 1, 2016

 
   Gains and Losses on
Hedging Derivatives
  Foreign Currency
Gain (Loss)
  Adjustment to Early
Retiree Medical Plan
   Total 

Accumulated other comprehensive loss at December 31, 2015

  $(11,700 $(351,665 $12,003   $(351,362

Other comprehensive income (loss) before reclassifications

   912   53,578   —      54,490 

Amounts reclassified from accumulated other comprehensive income (loss) into earnings(2)

   8,288   —     —      8,288 
  

 

 

  

 

 

  

 

 

   

 

 

 

Net current-period other comprehensive income (loss)

   9,200   53,578   —      62,778 
  

 

 

  

 

 

  

 

 

   

 

 

 

Accumulated other comprehensive loss at October 1, 2016

  $(2,500 $(298,087 $12,003   $(288,584
  

 

 

  

 

 

  

 

 

   

 

 

 

Nucor reports its results in the following segments: steel mills, steel products and raw materials. The steel mills segment includes carbon and alloy steel in sheet, bars, structural and plate; steel trading businesses; rebar distribution businesses; and Nucor’s equity method investments in Duferdofin Nucor, NuMit and Nucor-JFE. The steel products segment includes steel joists and joist girders, steel deck, fabricated concrete reinforcing steel, cold finished steel, precision castings, steel fasteners, metal building systems, steel grating, tubular products businesses, piling products business, and wire and wire mesh. The raw materials segment includes The David J. Joseph Company and its affiliates (“DJJ”), primarily a scrap broker and processor; Nu-Iron Unlimited and Nucor Steel Louisiana, two facilities that produce direct reduced iron (“DRI”) used by the steel mills; and our natural gas production operations.

(2)Includes $2,000 and $8,288 of accumulated other comprehensive income reclassifications into cost of products sold for net losses on commodity contracts in the third quarter and first nine months of 2016, respectively. The tax impacts of those reclassifications were $1,200 and $4,800, respectively.

18


16.SEGMENTS: Nucor reports its results in the following segments: steel mills, steel products and raw materials. The steel mills segment includes carbon and alloy steel in sheet, bars, structural and plate; steel foundation distributors; tubular products businesses; steel trading businesses; rebar distribution businesses; and Nucor’s equity method investments in Duferdofin Nucor and NuMit. The steel products segment includes steel joists and joist girders, steel deck, fabricated concrete reinforcing steel, cold finished steel, steel fasteners, metal building systems, steel grating and wire and wire mesh. The raw materials segment includes The David J. Joseph Company and its affiliates, primarily a scrap broker and processor;Nu-Iron Unlimited and Nucor Steel Louisiana, two facilities that produce direct reduced iron used by the steel mills; our natural gas production operations; and Nucor’s equity method investment in Hunter Ridge Energy Services LLC (Hunter Ridge). Nucor sold its 50% interest in Hunter Ridge during the third quarter of 2016. The steel mills, steel products and raw materials segments are consistent with the way Nucor manages its business, which is primarily based upon the similarity of the types of products produced and sold by each segment.

Net interest expense other income,on long-term debt, charges and credits associated with changes in allowances to eliminate intercompany profit in inventory, profit sharing expense and stock-based compensation are shown under Corporate/eliminations. Corporate assets primarily include cash and cash equivalents, short-term investments, allowances to eliminate intercompany profit in inventory, deferred income tax assets, federal and state income taxes receivable and investments in and advances to affiliates. The balance of earnings (loss) before income taxes and noncontrolling interests as of and for the periods ended October 1, 2016 was adjusted due to the change in accounting principle from LIFO to FIFO for certain inventories (see Note 1).

Nucor’s results by segment for the thirdfirst quarter of 2020 and first nine months of 2017 and 20162019 were as follows (in thousands):

 

  Three Months (13 Weeks) Ended   Nine Months (39 Weeks) Ended 

 

Three Months (13 Weeks) Ended

 

  Sept. 30, 2017   Oct. 1, 2016   Sept. 30, 2017   Oct. 1, 2016 

 

April 4, 2020

 

 

March��30, 2019

 

Net sales to external customers:

        

 

 

 

 

 

 

 

 

Steel mills

  $3,639,488   $2,960,642   $10,982,636   $8,611,553 

 

$

3,519,270

 

 

$

3,949,402

 

Steel products

   1,089,519    1,011,602    2,919,992    2,763,335 

 

 

1,726,854

 

 

 

1,654,522

 

Raw materials

   441,110    317,992    1,257,437    876,696 

 

 

378,213

 

 

 

492,700

 

  

 

   

 

   

 

   

 

 

 

$

5,624,337

 

 

$

6,096,624

 

  $5,170,117   $4,290,236   $15,160,065   $12,251,584 
  

 

   

 

   

 

   

 

 

Intercompany sales:

        

 

 

 

 

 

 

 

 

Steel mills

  $767,268   $567,854   $2,189,123   $1,592,512 

 

$

869,092

 

 

$

902,224

 

Steel products

   28,537    31,117    80,652    80,277 

 

 

83,369

 

 

 

62,805

 

Raw materials

   2,333,840    1,774,538    6,971,831    4,717,370 

 

 

2,423,805

 

 

 

2,423,869

 

Corporate/eliminations

   (3,129,645   (2,373,509   (9,241,606   (6,390,159

 

 

(3,376,266

)

 

 

(3,388,898

)

  

 

   

 

   

 

   

 

 
  $—     $—     $—     $—   
  

 

   

 

   

 

   

 

 

 

$

-

 

 

$

-

 

Earnings (loss) before income taxes and noncontrolling interests:

        

 

 

 

 

 

 

 

 

Steel mills

  $432,718   $591,799   $1,734,245   $1,402,898 

 

$

156,506

 

 

$

689,398

 

Steel products

   59,225    72,578    131,956    197,891 

 

 

162,559

 

 

 

77,433

 

Raw materials

   9,957    14,313    102,575    (76,240

 

 

(7,911

)

 

 

53,223

 

Corporate/eliminations

   (131,295   (194,518   (541,060   (480,930

 

 

(164,857

)

 

 

(130,438

)

  

 

   

 

   

 

   

 

 

 

$

146,297

 

 

$

689,616

 

  $370,605   $484,172   $1,427,716   $1,043,619 
  

 

   

 

   

 

   

 

 
  Sept. 30, 2017   Dec. 31, 2016         

Segment assets:

        

Steel mills

  $9,272,209   $8,084,773     

Steel products

   2,893,703    2,544,344     

Raw materials

   3,462,340    3,235,237     

Corporate/eliminations

   875,582    1,359,164     
  

 

   

 

     
  $16,503,834   $15,223,518     
  

 

   

 

     

 

 

April 4, 2020

 

 

Dec. 31, 2019

 

Segment assets:

 

 

 

 

 

 

 

 

Steel mills

 

$

9,405,870

 

 

$

9,283,216

 

Steel products

 

 

4,523,621

 

 

 

4,610,628

 

Raw materials

 

 

3,311,176

 

 

 

3,316,479

 

Corporate/eliminations

 

 

625,394

 

 

 

1,134,343

 

 

 

$

17,866,061

 

 

$

18,344,666

 

 

19


17.EARNINGS PER SHARE: The computations of basic and diluted net earnings per share for the third quarter and first nine months of 2017 and 2016 are as follows (in thousands, except per share amounts):

 

   Three Months (13 Weeks) Ended   Nine Months (39 Weeks) Ended 
   Sept. 30, 2017   Oct. 1, 2016   Sept. 30, 2017   Oct. 1, 2016 

Basic net earnings per share:

        

Basic net earnings

  $254,850   $305,447   $934,797   $636,632 

Earnings allocated to participating securities

   (900   (1,034   (3,239   (2,115
  

 

 

   

 

 

   

 

 

   

 

 

 

Net earnings available to common stockholders

  $253,950   $304,413   $931,558   $634,517 
  

 

 

   

 

 

   

 

 

   

 

 

 

Average shares outstanding

   320,096    319,737    320,253    319,444 
  

 

 

   

 

 

   

 

 

   

 

 

 

Basic net earnings per share

  $0.79   $0.95   $2.91   $1.99 
  

 

 

   

 

 

   

 

 

   

 

 

 

Diluted net earnings per share:

        

Diluted net earnings

  $254,850   $305,447   $934,797   $636,632 

Earnings allocated to participating securities

   (899   (1,034   (3,233   (2,116
  

 

 

   

 

 

   

 

 

   

 

 

 

Net earnings available to common stockholders

  $253,951   $304,413   $931,564   $634,516 
  

 

 

   

 

 

   

 

 

   

 

 

 

Diluted average shares outstanding:

        

Basic shares outstanding

   320,096    319,737    320,253    319,444 

Dilutive effect of stock options and other

   667    291    792    188 
  

 

 

   

 

 

   

 

 

   

 

 

 
   320,763   320,028   321,045   319,632 
  

 

 

   

 

 

   

 

 

   

 

 

 

Diluted net earnings per share

  $0.79   $0.95   $2.90   $1.99 
  

 

 

   

 

 

   

 

 

   

 

 

 

14


Table of Contents

16. Revenue

The following tables disaggregate our revenue by major source for the first quarter of 2020 and 2019 (in thousands):

 

 

Three Months (13 Weeks) Ended April 4, 2020

 

 

 

Steel

Mills

 

 

Steel

Products

 

 

Raw

Materials

 

 

Total

 

Sheet

 

$

1,578,429

 

 

$

-

 

 

$

-

 

 

$

1,578,429

 

Bar

 

 

1,062,666

 

 

 

-

 

 

 

-

 

 

 

1,062,666

 

Structural

 

 

450,499

 

 

 

-

 

 

 

-

 

 

 

450,499

 

Plate

 

 

427,676

 

 

 

-

 

 

 

-

 

 

 

427,676

 

Tubular Products

 

 

-

 

 

 

305,057

 

 

 

-

 

 

 

305,057

 

Rebar Fabrication

 

 

-

 

 

 

423,316

 

 

 

-

 

 

 

423,316

 

Other Steel Products

 

 

-

 

 

 

998,481

 

 

 

-

 

 

 

998,481

 

Raw Materials

 

 

-

 

 

 

-

 

 

 

378,213

 

 

 

378,213

 

 

 

$

3,519,270

 

 

$

1,726,854

 

 

$

378,213

 

 

$

5,624,337

 

 

 

Three Months (13 Weeks) Ended March 30, 2019

 

 

 

Steel

Mills

 

 

Steel

Products

 

 

Raw

Materials

 

 

Total

 

Sheet

 

$

1,807,303

 

 

$

-

 

 

$

-

 

 

$

1,807,303

 

Bar

 

 

1,115,130

 

 

 

-

 

 

 

-

 

 

 

1,115,130

 

Structural

 

 

433,929

 

 

 

-

 

 

 

-

 

 

 

433,929

 

Plate

 

 

593,040

 

 

 

-

 

 

 

-

 

 

 

593,040

 

Tubular Products

 

 

-

 

 

 

329,871

 

 

 

-

 

 

 

329,871

 

Rebar Fabrication

 

 

-

 

 

 

342,055

 

 

 

-

 

 

 

342,055

 

Other Steel Products

 

 

-

 

 

 

982,596

 

 

 

-

 

 

 

982,596

 

Raw Materials

 

 

-

 

 

 

-

 

 

 

492,700

 

 

 

492,700

 

 

 

$

3,949,402

 

 

$

1,654,522

 

 

$

492,700

 

 

$

6,096,624

 

Contract liabilities are primarily related to deferred revenue resulting from cash payments received in advance from customers to protect against credit risk. Contract liabilities totaled $121.5 million as of April 4, 2020 ($108.6 million as of December 31, 2019), and are included in accrued expenses and other current liabilities in the condensed and consolidated balance sheets.

15


Table of Contents

17. Earnings Per Share

The computations of basic and diluted net earnings per share for the first quarter of 2020 and 2019 are as follows (in thousands, except per share amounts):

 

 

Three Months (13 Weeks) Ended

 

 

 

April 4, 2020

 

 

March 30, 2019

 

Basic net earnings per share:

 

 

 

 

 

 

 

 

Basic net earnings

 

$

20,331

 

 

$

501,806

 

Earnings allocated to participating securities

 

 

(630

)

 

 

(1,968

)

Net earnings available to common stockholders

 

$

19,701

 

 

$

499,838

 

Average shares outstanding

 

 

302,909

 

 

 

306,585

 

Basic net earnings per share

 

$

0.07

 

 

$

1.63

 

Diluted net earnings per share:

 

 

 

 

 

 

 

 

Diluted net earnings

 

$

20,331

 

 

$

501,806

 

Earnings allocated to participating securities

 

 

(630

)

 

 

(1,964

)

Net earnings available to common stockholders

 

$

19,701

 

 

$

499,842

 

Diluted average shares outstanding:

 

 

 

 

 

 

 

 

Basic shares outstanding

 

 

302,909

 

 

 

306,585

 

Dilutive effect of stock options and other

 

 

23

 

 

 

595

 

 

 

 

302,932

 

 

 

307,180

 

Diluted net earnings per share

 

$

0.07

 

 

$

1.63

 

The following stock options were excluded from the computation of diluted net earnings per share for the thirdfirst quarter of 2020 and first nine months of 2017 and 20162019 because their effect would have been anti-dilutive (in thousands, except per share amounts)(shares in thousands):

 

   Three Months (13 Weeks) Ended   Nine Months (39 Weeks) Ended 
   Sept. 30, 2017   Oct. 1, 2016   Sept. 30, 2017   Oct. 1, 2016 

Anti-dilutive stock options:

        

Weighted-average shares

   698    —      309    1,254 
  

 

 

   

 

 

   

 

 

   

 

 

 

Weighted-average exercise price

  $59.07   $—     $59.07   $47.04 
  

 

 

   

 

 

   

 

 

   

 

 

 

18.SUBSEQUENT EVENTS: We evaluate events occurring after the date of our accompanying consolidated balance sheets for potential recognition or disclosure in our financial statements. Subsequent to September 30, 2017, we changed our estimate of potential liabilities related to certain legal matters that existed as of September 30, 2017. As a result of this change in estimate, we recorded a $0.05 per diluted share expense related to these legal matters. The expense is included in marketing, administrative and other expenses on the condensed consolidated statements of earnings for the three month and nine month periods ended September 30, 2017. The accrual related to this expense is included in accrued expenses and other current liabilities on the condensed consolidated balance sheets as of September 30, 2017.

The developments that led to this change in estimate occurred after the Company issued a news release announcing the preliminary financial results for the third quarter and first nine months of 2017, which release was included as an exhibit to the Current Report on Form 8-K furnished with the Securities and Exchange Commission on October 19, 2017.

 

 

Three Months (13 Weeks) Ended

 

 

 

April 4, 2020

 

 

March 30, 2019

 

Anti-dilutive stock options:

 

 

 

 

 

 

 

 

Weighted-average shares

 

 

3,701

 

 

 

963

 

Weighted-average exercise price

 

$

51.38

 

 

$

60.92

 

 

2016



Table of Contents

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Certain statements made in this quarterly reportQuarterly Report on Form 10-Q, or in other public filings, press releases, or other written or oral communications made by Nucor, which are not historical facts are forward-looking statements thatsubject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve risks and uncertainties.uncertainties which we expect will or may occur in the future and may impact our business, financial condition and results of operations. The words “anticipate,” “believe,” “expect,” “project,” “may,” “will,” “should,” “could” and similar expressions are intended to identify those forward-looking statements. These forward-looking statements reflect the Company’s best judgment based on current information, and, although we base these statements on circumstances that we believe to be reasonable when made, there can be no assurance that future events will not affect the accuracy of such forward-looking information. As such, the forward-looking statements are not guarantees of future performance, and actual results may vary materially from the projected results and expectations discussed in this report. Factors that might cause the Company’s actual results to differ materially from those anticipated in forward-looking statements include, but are not limited to: (1) competitive pressure on sales and pricing, including pressure from imports and substitute materials; (2) U.S. and foreign trade policies affecting steel imports or exports; (3) the sensitivity of the results of our operations to prevailing market steel prices and changes in the supply and cost of raw materials, including pig iron, iron ore and scrap steel; (4) the availability and cost of electricity and natural gas which could negatively affect our cost of steel production or could result in a delay or cancelationcancellation of existing or future drilling within our natural gas drilling programs; (5) critical equipment failures and business interruptions; (6) market demand for steel products, which, in the case of many of our products, is driven by the level of nonresidential construction activity in the U.S.;United States, as well as prevailing domestic prices for oil and gas; (7) impairment in the recorded value of inventory, equity investments, fixed assets, goodwill or other long-lived assets; (8) uncertainties surrounding the global economy, including the severe economic downturn in construction markets and excess world capacity for steel production; (9) fluctuations in currency conversion rates; (10) significant changes in laws or government regulations affecting environmental compliance, including legislation and regulations that result in greater regulation of greenhouse gas emissions that could increase our energy costs and our capital expenditures and operating costs or cause one or more of our permits to be revoked or make it more difficult to obtain permit modifications; (11) the cyclical nature of the steel industry; (12) capital investments and their impact on our performance; and (13) our safety performance.performance; (14) the impact of the COVID-19 pandemic; and (15) the risks discussed in “Item 1A. Risk Factors” of the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 and in “Item 1A. Risk Factors” of this report and elsewhere herein.

Caution should be taken not to place undue reliance on the forward-looking statements included in this report. We assume no obligation to update any forward-looking statements except as may be required by law. In evaluating forward-looking statements, these risks and uncertainties should be considered, together with the other risks described from time to time in our reports and other filings with the Securities and Exchange Commission.

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the unaudited condensed consolidated financial statements and the notes thereto included elsewhere in this report, as well as the audited consolidated financial statements and the notes thereto, “Item 1A. Risk Factors” and “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained in Nucor’s Annual Report on Form10-K for the year ended December 31, 2016.2019.

Overview

Nucor and its affiliates manufacture steel and steel products. Nucor also produces direct reduced iron (DRI)DRI for use in its steel mills. Through The David J. Joseph Company and its affiliates (DJJ),DJJ, the Company also processes ferrous and nonferrous metals and brokers ferrous and nonferrous metals, pig iron, hot briquetted iron (HBI) and DRI. Most of Nucor’s operating facilities and customers are located in North America. Nucor’s operations include international trading and sales companies that buy and sell steel and steel products manufactured by the Company and others. Nucor is North America’s largest recycler, using scrap steel as the primary raw material in producing steel and steel products.

Nucor reports its results in threethe following segments: steel mills, steel products and raw materials. In the steel mills segment, Nucor produces sheet steel(hot-rolled, cold-rolled and galvanized), hollow structural section (HSS) tubing, electrical conduit, plate steel, structural steel (wide-flange beams, beam blanks,H-piling and sheet piling) and bar steel (blooms, billets, concrete reinforcing bar, merchant bar and special bar quality). Nucor manufactures steel principally from scrap steel and scrap steel substitutes using electric arc furnaces, continuous casting and automated rolling mills. The steel mills segment also includes carbon and alloy steel in sheet, bars, structural and plate; steel trading businesses; rebar distribution businesses; and Nucor’s equity method investments in Duferdofin Nucor, S.r.l. (Duferdofin Nucor)NuMit and NuMit LLC (NuMit), as well as Nucor’s steel trading businesses and rebar distribution businesses. In theNucor-JFE. The steel products segment Nucor producesincludes steel joists and joist girders, steel deck, fabricated concrete reinforcing steel, cold finished steel, precision castings, steel fasteners, metal building systems, steel grating, and expanded

21


metal,tubular products businesses, piling products business, and wire and wire mesh. In the raw materials segment, Nucor produces DRI; brokers ferrous and nonferrous metals, pig iron, HBI and DRI; supplies ferro-alloys; and processes ferrous and nonferrous scrap metal. The raw materials segment also includes DJJ, primarily a scrap broker and processor; Nu-Iron Unlimited and Nucor Steel Louisiana, two facilities that produce DRI used by the steel mills; and our natural gas drillingproduction operations.

The average utilization rates of all operating facilities in the steel mills, steel products and raw materials segments were approximately 86%89%, 64%73% and 64%73%, respectively, in the first nine monthsquarter of 2017,2020 compared with 80%approximately 87%, 63%67% and 64%71%, respectively, in the first nine monthsquarter of 2016. 2019.

17


Table of Contents

COVID-19 Update

The COVID-19 pandemic began to impact Nucor’s operations in the final weeks of the first quarter of 2020 and has rapidly become the most significant ongoing event impacting almost all aspects of our business. Our most important value is the health and safety of our teammates, their families and the communities where we operate. We have formed several internal task forces to closely monitor developments related to the pandemic and provide guidance to Nucor facilities. Our facilities around the country are each taking steps to respond to COVID-19 based on the nature of their operations and the actions being taken by their state and local governments. We have restricted travel, upgraded the cleaning practices at our facilities and offices, implemented remote work for teammates wherever possible, and instituted social distancing measures throughout the Company. Across Nucor, we remain committed to protecting our teammates while minimizing disruptions to our customers and supply chain.

Shelter-in-place or stay-at-home orders have been implemented in most of the states where we operate production facilities. In all of these jurisdictions, Nucor has been deemed an essential or life-sustaining operation. Accordingly, we are maintaining production operations sufficient to meet our customers’ ongoing needs. Our DRI facility in Trinidad stopped production on March 30 to comply with the country’s stay-at-home orders. Our DRI facility in Louisiana halted production on April 2 in response to market conditions and out of concern for the health and safety of our teammates in an area of the country that has experienced a particularly aggressive outbreak of COVID-19 cases. The Louisiana DRI facility resumed production operations on April 25 with additional procedures in place to help protect our teammates at that facility.

Results of Operations

Nucor reported net earnings of $20.3 million, or $0.07 per diluted share in the first quarter of 2020, a significant decrease from the first quarter of 2019 earnings of $501.8 million, or $1.63 per diluted share. The first quarter of 2019 earnings were the highest quarterly earnings of 2019 as market conditions for the remainder of 2019 were negatively impacted by inventory destocking. The first quarter of 2020 started off with strong performance from our steel mills segment’sproducts segment and an 89% utilization rate for the first nine months of 2016 was revised as part of our updated analysis of steel mill capacity performed inmills segment, showing an upward trajectory from the fourth quarter of 2016. The utilization rates2019.

However, the first quarter of 2020 ended with the rapidly intensifying impact of the steel mills segmentCOVID-19 pandemic which began affecting our business late in the quarter. Adverse developments in the commercial outlook for Duferdofin Nucor, an Italian joint venture in which we have an equity method investment, were exacerbated by the COVID-19 pandemic. We determined these negative impacts on the joint venture’s strategic direction was a triggering event that resulted in a $250.0 million impairment charge related to our investment. In addition to the impairment charge, we fully reserved the €35.0 million ($37.8 million) outstanding note receivable from the joint venture, resulting in $287.8 million in total losses on assets related to Duferdofin Nucor in the first nine monthsquarter of 20172020.

The following discussion will provide greater quantitative and qualitative analysis of Nucor’s performance in the first nine monthsquarter of 2016 are calculated using the same steel mill capacity2020 as calculated from that updated analysis.

On January 9, 2017, Nucor used cash on handcompared to acquire Southland Tube (Southland) for a purchase price of approximately $130 million. Southland is a manufacturer of HSS tubing, which is primarily used in nonresidential construction markets. Southland had shipments of approximately 240,000 tons in 2016 and has one manufacturing facility in Birmingham, Alabama.

Nucor further expanded its value-added product offerings to its customers within the pipe and tube market through the January 20, 2017 acquisition of Republic Conduit (Republic) for a purchase price of $331.6 million. Republic produces steel electrical conduit primarily used to protect and route electrical wiring in various nonresidential structures such as hospitals, office buildings and stadiums. With its two facilities located in Kentucky and Georgia, Republic’s annual shipment volume has averaged 146,000 tons during the past two years.

In March 2017, Nucor announced an investment of $85 million to upgrade the rolling mill at its steel bar mill in Marion, Ohio in order to maintain a cost competitive position by reducing operating costs.

In May 2017, Nucor announced that it is investing an estimated $176 million to build a hot band galvanizing and pickling line at its sheet mill in Ghent, Kentucky. The new galvanizing line will expand Nucor Steel Gallatin’s product capabilities and should have an annual capacity of 500,000 tons. Once the necessary approvals are obtained, it is expected to take two years to construct the galvanizing line and begin operations.

On September 1, 2017, Nucor completed its acquisition of St. Louis Cold Drawn, Inc. (St. Louis Cold Drawn) for a purchase price of approximately $60 million. St. Louis Cold Drawn is a manufacturer of cold drawn rounds, hexagons, squares and special sections that mainly serves the U.S. and Mexican automotive and industrial markets. St. Louis Cold Drawn employs 125 people and has two manufacturing locations, one in St. Louis, Missouri and the other in Monterrey Mexico, that have a combined annual capacity of 200,000 tons. The addition of these facilities increased the total capacity of Nucor’s cold finished bar and wire facilities to more than 1.1 million tons annually and helps advance our goal of growing our sales to automotive customers.

In September 2017, Nucor’s Board of Directors approved investments in Nucor’s bar mill business, including micro mill investments and the expansion of its existing merchant bar operations. Both of these projects are part of Nucor’s strategy for long-term, profitable growth. By leveraging Nucor’s existing operating abilities, we expect that these projects will help to maintain our position as alow-cost producer and will allow us to better serve our customers.

Nucor’s consolidated net earnings of $2.90 per diluted share for the first nine monthsquarter of 2017 exceed the reported annual diluted earnings per share for each of the previous eight years. The results achieved during the past nine months are due to the ongoing execution of our strategy for long-term, profitable growth. In addition, conditions in the overall economy and many of the markets we serve are much improved from the depressed levels in the years that followed the Great Recession. Our business is cyclical and market conditions can change very rapidly, but Nucor’s steady, long-term focus provides for strong financial performance that takes advantage of improved market conditions.2019.

Net Sales

 

22


Results of Operations

Net SalesNet sales to external customers by segment for the thirdfirst quarter of 2020 and first nine months of 2017 and 20162019 were as follows (in thousands):

 

  Three Months (13 Weeks) Ended Nine Months (39 Weeks) Ended 

 

Three Months (13 Weeks) Ended

  Sept. 30, 2017   Oct. 1, 2016   % Change Sept. 30, 2017   Oct. 1, 2016   % Change 

 

April 4, 2020

 

March 30, 2019

 

% Change

Steel mills

  $3,639,488   $2,960,642    23 $10,982,636   $8,611,553    28

 

$3,519,270

 

$3,949,402

 

-11%

Steel products

   1,089,519    1,011,602    8  2,919,992    2,763,335    6

 

1,726,854

 

1,654,522

 

4%

Raw materials

   441,110    317,992    39  1,257,437    876,696    43

 

378,213

 

492,700

 

-23%

  

 

   

 

    

 

   

 

   

Net sales

  $5,170,117   $4,290,236    21 $15,160,065   $12,251,584    24
  

 

   

 

    

 

   

 

   

Total net sales

 

$5,624,337

 

$6,096,624

 

-8%

Net sales for the thirdfirst quarter of 2017 increased 21%2020 decreased 8% from the thirdfirst quarter of 2016.2019. Average sales price per ton increased 7%decreased 13% from $729$901 in the thirdfirst quarter of 20162019 to $781$783 in the thirdfirst quarter of 2017.2020. Total tons shipped to outside customers in the thirdfirst quarter of 20172020 were 6,618,000,7,187,000 tons, a 12% increase from the third quarter of 2016.

Net sales for the first nine months of 2017 increased 24% from the first nine months of 2016. Average sales price per ton increased 15% from $662 in the first nine months of 2016 to $760 in the first nine months of 2017, while total tons shipped to outside customers in the first nine months of 2017 were 19,950,000, an 8%6% increase from the first nine monthsquarter of 2016.2019.

In the steel mills segment, sales tons for the thirdfirst quarter of 2020 and first nine months of 2017 and 20162019 were as follows (in thousands):

 

  Three Months (13 Weeks) Ended Nine Months (39 Weeks) Ended 

 

Three Months (13 Weeks) Ended

  Sept. 30, 2017   Oct. 1, 2016   % Change Sept. 30, 2017   Oct. 1, 2016   % Change 

 

April 4, 2020

 

March 30, 2019

 

% Change

Outside steel shipments

   5,096    4,465    14  15,620    14,446    8

 

5,182

 

4,772

 

9%

Inside steel shipments

   1,069    748    43  3,039    2,344    30

 

1,316

 

1,217

 

8%

  

 

   

 

    

 

   

 

   

Total steel shipments

   6,165    5,213    18  18,659    16,790    11

 

6,498

 

5,989

 

8%

  

 

   

 

    

 

   

 

   

18


Table of Contents

Net sales for the steel mills segment decreased 11% in the thirdfirst quarter of 2017 increased 23%2020 from the thirdfirst quarter of 20162019, due primarily to a 14% increasean 18% decrease in tons shipped to outside customers and an 8% increase inthe average sales price per ton from $664$826 to $715. Our sheet, bar and plate products all experienced higher average$680 which was partially offset by a 9% increase in tons sold to outside customers. Average selling prices decreased across all product groups within the steel mills segment in the thirdfirst quarter and first nine months of 20172020 as compared to the respective prior year periods, withfirst quarter of 2019.

Outside sales tonnage for the most significantyear-to-date increases at our sheetsteel products segment for the first quarter of 2020 and plate mills. Steel mills net2019 was as follows (in thousands):

 

 

Three Months (13 Weeks) Ended

 

 

April 4, 2020

 

March 30, 2019

 

% Change

Joist sales

 

131

 

110

 

19%

Deck sales

 

125

 

106

 

18%

Cold finished sales

 

126

 

143

 

-12%

Fabricated concrete reinforcing steel sales

 

311

 

259

 

20%

Piling products sales

 

180

 

138

 

30%

Tubular products sales

 

287

 

263

 

9%

Other steel products sales

 

99

 

99

 

-

Total steel products sales

 

1,259

 

1,118

 

13%

Net sales for the steel products segment increased 28%4% in the first nine monthsquarter of 2017 from2020 compared to the first ninequarter of months of 20162019, due primarily due to an 18% increase in average sales price per ton and an 8% increase in outside shipments. Thea 13% increase in tons sold to outside customers for the third quarter and first nine months of 2017 compared to the respective prior year periods iswhich was partially due to the acquisitions of our tubular products businesses that occurred during the fourth quarter of 2016 and first quarter of 2017. The addition of the tubular products businesses also contributed to the increase in average sales price per ton for the steel mills segmentoffset by a 7% decrease in the third quarter and first nine months of 2017 as compared to the same periods in the prior year as those products have higher average selling prices.

Imports continue to negatively impact the U.S. steel industry. Through the first nine months of 2017, finished steel imports accounted for an estimated 27% share of the U.S. market and have increased an estimated 15.1% compared to the same period last year. The industry continues to pursue trade cases to combat unfairly traded imports. Final determinations issued earlier this year againstcut-to-length steel plate imports from 12 countries are having a positive impact as steel imports of these products have decreased in the first nine months of this year compared to the same period last year. The U.S. Department of Commerce has made several rulings imposing duties on additional steel products since the beginning of the year that are favorable to the domestic steel industry. Although slower than we would like, we are encouraged by the steady progress that we are achieving through the prosecution of product and country specific trade cases. We believe this success is due to the overwhelming evidence that our foreign competitors receive support from illegal subsidies.

23


Tonnage data for the steel products segment for the third quarter and first nine months of 2017 and 2016 was as follows (in thousands):

   Three Months (13 Weeks) Ended  Nine Months (39 Weeks) Ended 
   Sept. 30, 2017   Oct. 1, 2016   % Change  Sept. 30, 2017   Oct. 1, 2016   % Change 

Joist sales

   127    129    -2  332    322    3

Deck sales

   119    123    -3  329    332    -1

Cold finish sales

   119    99    20  361    328    10

Fabricated concrete reinforcing steel sales

   319    311    3  857    857    0

The 8% increase in the steel products segment’s sales for the third quarter of 2017 from the third quarter of 2016 was due to a 5% increase in average sales price per ton from $1,299$1,480 to $1,361, and a 3% increase in volume. The 6% increase in$1,372. Tons sold to outside customers increased across most businesses within the steel products segment’s sales forsegment in the first nine monthsquarter of 2017 from2020 as compared to the first nine monthsquarter of 2016 was due to a 3% increase in average2019, with the most notable exception being our cold finish business.

Net sales price per ton from $1,286 to $1,331, and a 2% increase in volume.

Sales for the raw materials segment increased 39% and 43%decreased 23% in the thirdfirst quarter andof 2020 compared to the first nine monthsquarter of 2017, respectively, from the respective prior year periods. The increases are2019, due primarily due to significantly higherdecreased average selling prices inand volumes at DJJ’s brokerage operations and, to a lesser extent, increaseddecreased volumes in bothat DJJ’s brokerage and scrap processing operations. In the thirdfirst quarter of 2017,2020, approximately 88% of outside sales for the raw materials segment were from DJJ’sthe brokerage operations of DJJ, and approximately 10%9% of outside sales were from DJJ’sthe scrap processing operations (90% and 7%, respectively, in the third quarter of 2016). In the first nine months of 2017, approximately 87% of outside sales for the raw materials segment were from DJJ’s brokerage operations and approximately 10% of outside sales were from DJJ’s scrap processing operationsDJJ (89% and 8%10%, respectively, in the first nine monthsquarter of 2016)2019).

GrossGross Margins

Nucor recorded gross margins of $579.0$629.3 million (11%) forin the thirdfirst quarter of 2017,2020, which was a decrease compared with $682.2$895.9 million (16%(15%) in the thirdfirst quarter of 2016:

2019.

The primary driver for the decrease in gross margin in the third quarter of 2017 as compared to the third quarter of 2016 was decreased metal margins per ton in the steel mills segment, particularly at our sheet and structural mills. Metal margin is the difference between the selling price of steel and the cost of scrap and scrap substitutes. The average scrap and scrap substitute cost per ton used in the third quarter of 2017 was $317, a 26% increase from $252 in the third quarter of 2016. The increase in the average scrap and scrap substitute cost per ton used in the third quarter of 2017 as compared to the third quarter of 2016 outpaced the increase in average sales price per ton for the same periods.

The primary driver for the decrease in gross margins in the first quarter of 2020 as compared to the first quarter of 2019 was decreased metal margin in the steel mills segment. Metal margin is the difference between the selling price of steel and the cost of scrap and scrap substitutes. The average scrap and scrap substitute cost per gross ton used in the first quarter of 2020 was $293, a 17% decrease compared to $352 in the first quarter of 2019. Despite the decrease in average scrap and scrap substitute cost per gross ton used and increased volumes, metal margin in the steel mills segment decreased due to lower average selling prices.

Scrap prices are driven by the global supply and demand for scrap and other iron-based raw materials used to make steel. Scrap prices increased duringAs we begin the first halfsecond quarter of 2017 with prices leveling out during the third quarter. We do not2020, we expect significantelevated volatility in scrap prices as we approachdue to uncertainties caused by the endCOVID-19 pandemic.

Pre-operating and start-up costs of new facilities increased to approximately $29 million in the first quarter of 2020 from approximately $20 million in the first quarter of 2019. The increase in pre-operating and start-up costs was due to increased costs at the bar mills being built in Missouri and Florida, increased costs for the merchant bar quality mill expansion at our bar mill in Illinois and increased costs related to the expansion at our sheet mill in Kentucky. Nucor defines pre-operating and start-up costs, all of which are expensed, as the losses attributable to facilities or major projects that are either under construction or in the early stages of operation. Once these facilities or projects have attained a utilization rate that is consistent with our similar operating facilities, they are no longer considered by Nucor to be in start-up.

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Table of the year.Contents

 

Steel mill energy costs increased approximately $1 per ton in the third quarter of 2017 compared with the third quarter of 2016, primarily due to higher electricity unit costs.

Gross margins in the steel products segment increased in the first quarter of 2020 as compared to the first quarter of 2019. The primary driver was the increased margins across most of our steel product businesses which were partially offset by decreased margins at our cold finish business. The largest increases in gross margin were at our tubular products and rebar fabrication businesses. Led by large commercial, warehouse and data center projects, demand in nonresidential construction markets continues to be healthy. As we enter the second quarter of 2020, backlogs for the steel products segment are strong.

Gross margins in the raw materials segment decreased in the first quarter of 2020 as compared to the first quarter of 2019, primarily due to margin contraction at our DRI facilities. Decreased margins related to DJJ’s brokerage operations were partially offset by increased margins at DJJ’s scrap processing operations.

Gross margins in the steel products segment for the third quarter of 2017 decreased compared to the third quarter of 2016 due to margin compression resulting from higher steel input costs. In particular, our rebar fabrication operations have experienced significant declines in performance due to a combination of margin compression caused by higher steel input costs and delays on larger, more profitable projects. The performance of our downstream steel products segment improved in the third quarter of 2017 as compared to the second quarter of 2017 due to higher volumes and higher average selling prices.

24


Gross margins in the raw materials segment for the third quarter of 2017 were negatively impacted by the unplanned outages experienced at Nucor Steel Louisiana for most of the quarter. The facility stopped production in late July to make repairs to its materials handling systems and to address other equipment issues. Nucor Steel Louisiana resumed operations on October 3, 2017.

Gross margins for DJJ’s scrap processing operations for the third quarter of 2017 increased compared to the third quarter of 2016 due to increased volumes that resulted in lower expenses per ton. Gross margins related to DJJ’s brokerage operations for the third quarter of 2017 increased compared to the third quarter of 2016 due to increased volumes.

For the first nine months of 2017, Nucor recorded gross margins of $2.05 billion (14%), which was an increase compared with $1.58 billion (13%) for the first nine months of 2016:

The primary driver for the increase in gross margin in the first nine months of 2017 as compared to the first nine months of 2016 was increased metal margins per ton in the steel mills segment, particularly at our sheet mills. The average scrap and scrap substitute cost per ton used in the first nine months of 2017 was $304, a 35% increase from $225 in the first nine months of 2016. Despite this increase in the average scrap and scrap substitute cost per ton used, total metal margin dollars increased in the first nine months of 2017 compared to the first nine months of 2016 due to the increases in average selling prices and volumes as previously discussed.

Steel mill energy costs for the first nine months of 2017 increased approximately $2 per ton from the first nine months of 2016, primarily due to higher electricity and natural gas unit costs.

Gross margins in the steel products segment decreased in the first nine months of 2017 as compared to the first nine months of 2016 due to a highly competitive market environment and margin compression resulting from higher steel input costs.

Gross margins in the raw materials segment for the first nine months of 2017 benefitted from higher gross margins at DJJ’s brokerage and scrap processing operations as a result of improved scrap selling prices and volumes. The raw materials segment also benefitted from the profitable performance of our Trinidad DRI facility, while being negatively impacted by unplanned outages at Nucor Steel Louisiana during the first and third quarters of 2017.

Marketing, Administrative and Other Expenses

A major component of marketing, administrative and other expenses is profit sharing and other incentive compensation costs. These costs, which are based upon and fluctuate with Nucor’s financial performance, increased $4.4 million in the third quarter of 2017 compared to the third quarter of 2016 primarily due to other incentive compensation costs related to management compensation plans. Profit sharing and other incentive compensation costs increased $62.9decreased by $67.3 million in the first nine monthsquarter of 20172020 as compared to the first nine monthsquarter of 2016 due2019.

Included in marketing, administrative and other expenses in the first quarter of 2019 was a benefit of $33.7 million related to the increased profitabilitygain on the sale of an equity method investment in the Company. Profit sharing and other incentive compensation costs decreased $25.3raw materials segment.

Equity in Losses (Earnings) of Unconsolidated Affiliates

Equity in losses of unconsolidated affiliates was $0.8 million in the thirdfirst quarter of 20172020, which compared to the second quarter of 2017 due to the annual restricted stock unit and stock option grants that occurred in the second quarter of 2017.

25


Equity in Earnings of Unconsolidated Affiliates –Equityequity in earnings of unconsolidated affiliates was $7.7 million and $14.2 million in the third quarter of 2017 and 2016, respectively, and $29.8 million and $30.2$2.9 million in the first nine monthsquarter of 2017 and 2016, respectively.2019. The decreases in equity method investment earnings arefrom the first quarter of 2020 to the first quarter of 2019 was primarily due to decreased earningsincreased losses at NuMit during both the third quarterDuferdofin-Nucor and Nucor JFE.

Losses on Assets

Included in the first nine monthsquarter of 2017 from the comparable prior year periods. Additionally, included in2020 earnings were losses on assets of $287.8 million related to our equity method investment earningsin Duferdofin Nucor. Nucor determined that a triggering event occurred in the first nine monthsquarter of 2016 is a $5.7 million benefit, $5.0 million2020 due to adverse developments in the joint venture’s commercial outlook, which has been exacerbated by the COVID19 pandemic, all of which isout-of-period, athave negatively impacted the joint venture’s strategic direction.

As a part of the losses on assets, Nucor recorded a noncash impairment charge of $250.0 million on its equity method investment in Duferdofin Nucor primarily related to a changethat is included in the Italian income tax rate. Theout-of-period adjustment was not material to any previously reported periods.steel mills segment earnings. Additionally, the Company fully reserved its €35.0 million ($37.8 million) outstanding note receivable with Duferdofin Nucor. This impact is recorded in the corporate/eliminations line.

Interest Expense (Income)

Net interest expense for the thirdfirst quarter of 2020 and first nine months of 2017 and 20162019 was as follows (in thousands):

 

  Three Months (13 Weeks) Ended   Nine Months (39 Weeks) Ended 

 

Three Months (13 Weeks) Ended

 

  Sept. 30, 2017   Oct. 1, 2016   Sept. 30, 2017   Oct. 1, 2016 

 

April 4, 2020

 

 

March 30, 2019

 

Interest expense

  $47,621   $46,519   $141,486   $137,370 

 

$

47,596

 

 

$

37,062

 

Interest income

   (4,311   (3,510   (9,991   (8,955

 

 

(6,686

)

 

 

(8,619

)

  

 

   

 

   

 

   

 

 

Interest expense, net

  $43,310   $43,009   $131,495   $128,415 

 

$

40,910

 

 

$

28,443

 

  

 

   

 

   

 

   

 

 

Interest expense forincreased in the thirdfirst quarter and first nine months of 2017 increased slightly2020 as compared to the respective prior year periodsfirst quarter of 2019 due to minor increasesa significant decrease in bothcapitalized interest. Several capital projects that were under construction in the first quarter of 2019 have been completed and are no longer subject to having interest capitalized. Interest expense also increased due to higher interest expense related to our industrial development revenue bonds (“IDRBs”).

Interest income decreased in the first quarter of 2020 as compared to the first quarter of 2019 due to a decrease in average interest rates on our variable rate debt and average debt outstanding, as well as decreased capitalized interest. Interest income for the third quarter and first nine monthsinvestments.

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Table of 2017 increased compared to the respective prior year periods due to higher average interest rates on investments offset by significantly decreased average investment levels.Contents

Earnings (Loss) Before Income Taxes and Noncontrolling Interests

Earnings (loss) before income taxes and noncontrolling interests by segment for the thirdfirst quarter of 2020 and first nine months of 2017 and 20162019 were as follows (in thousands):

 

 

Three Months

 

  Three Months (13 Weeks) Ended   Nine Months (39 Weeks) Ended 

 

(13 Weeks) Ended

 

  Sept. 30, 2017   Oct. 1, 2016   Sept. 30, 2017   Oct. 1, 2016 

 

April 4, 2020

 

 

March 30, 2019

 

Steel mills

  $432,718   $591,799   $1,734,245   $1,402,898 

 

$

156,506

 

 

$

689,398

 

Steel products

   59,225    72,578    131,956    197,891 

 

 

162,559

 

 

 

77,433

 

Raw materials

   9,957    14,313    102,575    (76,240

 

 

(7,911

)

 

 

53,223

 

Corporate/eliminations

   (131,295   (194,518   (541,060   (480,930

 

 

(164,857

)

 

 

(130,438

)

  

 

   

 

   

 

   

 

 

 

$

146,297

 

 

$

689,616

 

  $370,605   $484,172   $1,427,716   $1,043,619 
  

 

   

 

   

 

   

 

 

Earnings before income taxes and noncontrolling interests for the steel mills segment in the thirdfirst quarter of 20172020 decreased compared to the prior year period due to compressed margins, particularly at our sheet and structural mills. Despite high utilization rates at our sheet mills, continued pressure from imports prevented prices from keeping pace with increasing raw material costs in the third quarter of 2017. These conditions, along with the decreased profitability of our plate mills, also caused earnings before income taxes and noncontrolling interests in the third quarter of 2017 to decrease from the second quarter of 2017. The increase in earnings in the steel mills segment in the first nine months of 2017significantly as compared to the first nine monthsquarter of 2016 was2019, primarily due to improveda $250.0 million loss on assets related to our equity method investment in Duferdofin Nucor as well as the previously mentioned lower average selling prices and metal margins experienced in the first half of the year. Though the profitability of the steel mills segment decreased in the third quarter of 2017 as compared to the third quarter of 2016 and second quarter of 2017, we expect stable conditions to continue through 2017 for most end markets that the steel mills segment serves.margin.

In the steel products segment, earnings before income taxes and noncontrolling interests increased in the thirdfirst quarter and first nine months of 2017 decreased2020 as compared to the respective prior year periodsfirst quarter of 2019, primarily due to margin compression resulting from higher steel input costs and highly competitive markets, particularly for our rebar fabrication operations. The performance of our joist, grating and rebar fabrication operations declined in the third quarter and first nine months of 2017 from the comparable prior year periods. The performance of our deck operations in the third quarter of 2017 improved significantly

26


compared to the third quarter of 2016, whileyear-to-date performance was flat compared with the prior year period. Our building systems operations improved in the third quarter of 2017, but declinedyear-to-date compared to the respective prior year periods. The performance of our cold finish operations improved in the third quarter and first nine months of 2017 compared to the respective prior year periods.reasons discussed above.

The profitabilityperformance of our raw materials segment decreased in the third quarter decreased as compared to the thirdfirst quarter of 2016 and second quarter of 2017 due to the previously mentioned unplanned outages at our Louisiana DRI facility for most of the third quarter of 2017. Our raw materials segment performance for the first nine months of 2017 improved significantly2020 as compared to the first nine monthsquarter of 20162019, primarily due to the significantly increased profitabilityabsence of the $33.7 million benefit related to the gain on the sale of an equity method investment in the first quarter of 2019 as well as decreased performance from our DRI facilities and DJJ’s brokerage and scrap processing operations and the profitable performance of our Trinidad DRI facility.operations.

The decrease in losses in Corporate/eliminations in the third quarter of 2017 as compared to the third quarter of 2016 was driven primarily by less profit being eliminated related to intercompany inventory on hand at the end of the third quarter of 2017. The increase in losses in Corporate/the loss of the corporate/eliminations line in the first nine monthsquarter of 20172020 as compared to the first nine monthsquarter of 2016 is2019 was primarily due to increased incentive compensation costs, primarily profit sharing expense.the Company fully reserving its €35.0 million ($37.8 million) outstanding note receivable with Duferdofin Nucor.

Noncontrolling Interests

Noncontrolling interests represent the income attributable to the noncontrolling partners of Nucor’s joint ventures, primarily Nucor-Yamato Steel Company (NYS),(Limited Partnership) (“NYS”) of which Nucor owns 51%. The decreaseincrease in earnings attributable to noncontrolling interests in the thirdfirst quarterof 20172020 as compared to the thirdfirst quarterof 20162019 was primarily attributabledue to the decreasedincreased earnings of NYS, which were due to decreased metal margin per ton and lowerwas a result of increased sales volumes in the third quarter of 2017 as compared to the third quarter of 2016. The decrease in earnings attributable to noncontrolling interestsvolume in the first nine monthsquarter of 20172020 as compared to the first nine monthsquarter of 2016 is mainly the result of lower metal margins caused by higher scrap costs.2019. Under the NYS limited partnership agreement, the minimum amount of cash to be distributed each year to the partners is the amount needed by each partner to pay applicable U.S. federal and state income taxes. In the first nine monthsquarter of 2017,both 2020 and 2019, the amount of cash distributed to noncontrolling interest holders exceeded the earnings attributable to noncontrolling interests based on mutual agreement of the general partners; however, the cumulative amount of cash distributed to partners was less than the cumulative net earnings of the partnership.partners.

Provision for Income Taxes

Theeffective tax rate for the thirdfirst quarter of 20172020 was 28.2%62.8% as compared to 31.6%23.0% for the thirdfirst quarter of 2016. We expect that2019. The increase in the effective tax rate between 2019 and 2020 is primarily due to the $250.0 million financial statement impairment of our equity method investment in Duferdofin Nucor in the first quarter of 2020. The impairment had no corresponding impact to the provision for income taxes. The expected effective rate for the full year of 2017 will be2020 is approximately 31.3%34.3% as compared with 30.7%to 23.1% for the full year of 2016. The decrease in the effective tax rate for the third quarter of 2017 as compared to the third quarter of 2016 was primarily due to a net tax benefit totaling $13.2 million related to a return to provision change in estimate and state tax credits included during the third quarter of 2017.2019.

We estimate that in the next 12 months our gross unrecognized tax benefits, which totaled $48.2$53.9 million at September 30, 2017,April 4, 2020, exclusive of interest, could decrease by as much as $9.5$7.1 million as a result of the expiration of the statute of limitations and closures of examinations, substantially all of which would impact the effective tax rate.

Nucor has concluded U.S. federal income tax matters for years through 2013.2014. The tax years 20142015 through 20162018 remain open to examination by the Internal Revenue Service. The Canada Revenue Agency has substantially concluded its examination of the 20122015 Canadian income tax returns for Harris Steel Group Inc. and certain related affiliates and is now examiningare currently under examination by the 2013 Canadian returns.Canada Revenue Agency. The tax years 20102013 through 20162018 remain open to examination by other major taxing jurisdictions to which Nucor is subject (primarily Canada and other state and local jurisdictions).

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Table of Contents

Net Earnings Attributable to Nucor Stockholders and Return on Equity

Nucor reported consolidated net earnings of $254.9$20.3 million, or $0.79$0.07 per diluted share, in the thirdfirst quarter of 20172020 as compared withto consolidated net earnings of $305.4$501.8 million, or $0.95$1.63 per diluted share, in the thirdfirst quarter of 2016.2019. Net earnings attributable to Nucor stockholders as a percentage of net sales was 5%were 0.4% and 7% in the third quarter of 2017 and 2016, respectively.

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Nucor reported consolidated net earnings of $934.8 million, or $2.90 per diluted share,8.2% in the first nine monthsquarter of 2017 compared with consolidated net earnings of $636.6 million, or $1.99 per diluted share, in the first nine months of 2016. Net earnings attributable to Nucor stockholders as a percentage of net sales was 6%2020 and 5% in the first nine months of 2017 and 2016,2019, respectively. Annualized return on average stockholders’ equity was 15%0.8% and 11%20.2% in the first nine monthsquarter of 20172020 and 2016,2019, respectively.


Outlook
Approaching

The COVID-19 pandemic’s impact on market conditions has been varied across our different product groups. While the automotive and energy markets have seen the sharpest decline, nonresidential construction, which is our largest end of 2017,market, has shown resiliency moving through this pandemic. Where we are encouraged byhave seen impact on nonresidential construction activity, the sentiment is projects would be delayed rather than cancelled. It is also worth noting that there has been a fairly significant supply side response to the pandemic, with a number of positive factors impacting our markets going into 2018. We see generally stable or improvingcompetitors having idled capacity in response to these challenging conditions.

It is likely that the Company will report a loss in the second quarter of 2020. While the economic outlook is highly uncertain at the present, with the duration of the COVID-19 induced downturn difficult to predict, we currently believe that market conditions for nonresidential construction, automotive, energy, heavy equipmentthe steel industry will bottom in the second quarter and agriculture. Although illegally traded imports remain at unacceptable levels, we are encouraged by the cumulative benefits of the domestic steel industry’s successful trade cases. We expect fourth quarter of 2017 earnings to be similar to slightly decreased from the third quarter of 2017, exclusive of the legal charges and tax benefits related to aNucor will return to provision change in estimate and state tax credits recognizedprofitability in the third quartersecond half of 2017. We expect much improved performance by the raw materials segment driven by more consistent DRI production. The downstream steel products segment is also likely to benefit from margin improvement. We expect the steel mills segment to see some decline mainly due to weakness in plate steel and typical seasonality.this year.

Nucor’s largest exposure to market risk is via our steel mills and steel products segments. Our largest single customer in the first nine monthsquarter of 20172020 represented approximately 5% of sales and has consistently paid within terms. In the raw materials segment, we are exposed to price fluctuations related to the purchase of scrap and scrap substitutes, pig iron and iron ore. Our exposure to market risk is mitigated by the fact that our steel mills use a significant portion of the products of thisthe raw materials segment.

Liquidity and capital resourcesCapital Resources

Cash provided by operating activities was $762.5 million in the first nine months of 2017 compared with $1.18 billion in the first nine months of 2016. The primary reason for the decrease in cash provided by operating activities is that changes in operating assets and operating liabilities (exclusive of acquisitions) used cash of $797.3 million in the first nine months of 2017 compared with $195.6 million of cash used in the first nine months of last year. The funding of our working capital in the first nine months of 2017 increased over the prior year period due mainly to increases in accounts receivable and inventories, partially offset by increases in accounts payable. Accounts receivable increased in the third quarter of 2017 from the fourth quarter of 2016 due toAs a 14% increase in tons shipped to outside customers and a 15% increase in average sales price per ton. Inventories and accounts payable increased due to the 29% increase in the cost of scrap and scrap substitutes in inventory, as well as the 21% increase in tons of inventory on hand fromyear-end 2016 to the endresult of the third quarter of 2017COVID-19 pandemic and the significant uncertainty it will have on Nucor and our stakeholders, we have instituted enterprise-wide efforts to enhance our liquidity and support higher operating rates. Another factor leading to the decrease in cash provided by operating activities was the $125.2 million decrease in deferred income taxes. Partially offsetting the decrease in cash generated from changes in operating assets and operating liabilities and changes in deferred taxes was a $260.2 million increase in net earnings over the first nine months of 2016.

The current ratio was 2.1 at the end of the third quarter of 2017 and 2.7 atyear-end 2016. The current ratio was negatively impacted by a 57% increase in accounts payable as compared toyear-end 2016 due to the reasons cited above. The current ratio was also negatively impacted by a decrease in cash and cash equivalents and short-term investments and an increase in long-term debt due within one year. The $570.0 million decrease in cash and cash equivalents and short-term investments fromyear-end 2016 was primarily due to the funding of working capital, acquisitions, dividends, capital expenditures and common stock repurchases, partially offset by cash generated from operating activities. Accounts receivable and inventories increased 30% and 42%, respectively, sinceyear-end 2016 due to the reasons cited above. In the third quarters of both 2017 and 2016, total accounts receivable turned approximately every five weeks and inventories turned approximately every nine weeks. The increase in long-term debt due within one year resulted from the reclassification of $500.0 million of debt due in June 2018 fromnon-current to current liabilities.

28


Cash used in investing activities during the first nine months of 2017 was $736.5 million compared to $945.5 million from the prior year period. The primary driver for the decrease in cash used in investing activities was that cash used to purchase investments decreased from $650.0 million in the first nine months of 2016 to $50.0 million in the first nine months of 2017. Cash used for capital expenditures also experienced a small decrease from the first nine months of the prior year. Those decreases in cash used in investing activities were partially offset by a $495.0 million increase in cash used to fund acquisitions, mainly the purchases of Republic and Southland in January 2017 and St. Louis Cold Drawn in September 2017.

Cash used in financing activities in the first nine months of 2017 was $513.5 million compared with $482.6 million in the prior year period. The majority of the change related to the fact that cash used to fund the repurchase of shares of our common stock increased by $85.1 million over the prior year period. Partially offsetting the increase in cash used to repurchase shares of our common stock was a net increase in short-term debt associated with trade credit arrangements used to finance the business of Nucor Trading S.A. over the prior year period.teammates, which include, among other things:

Capital Expenditures – We have reviewed our capital expenditures budget and decided to freeze spending on certain capital projects currently in process and delay capital projects that have not begun. As a result, we have revised our 2020 capital expenditures estimate down to less than $1.50 billion from our initial projection of approximately $2.0 billion for the year.

Working Capital – Our net working capital position is expected to contract and provide a source of incremental liquidity as business activity has slowed significantly in recent weeks. In addition, we are taking deliberate steps to reduce raw material inventory, bringing it more in line with our anticipated near-term production requirements.

Pay & Benefits – We expect a significant decrease in compensation expense in 2020 as almost all of our remuneration plans are heavily weighted toward incentive compensation which rewards productivity and profitability. We have implemented a temporary compensation floor for production and non-production hourly teammates and have committed to offering their normal benefits during the crisis. Nucor’s executive compensation program intentionally sets base salaries below the market median for similar size industrial and materials companies. With much lower profitability expected in 2020, we expect our executive leadership will incur a significant reduction in earned incentive compensation on an absolute dollar and percentage basis compared to compensation attributable to 2019 performance.

Nucor’s conservative financial practices have served us well in the past and are servingwe believe that our financial strength will be a critical factor in helping us well today.overcome this sudden economic downturn. Our cash and cash equivalents and short-term investments position remained strong at $1.63$1.39 billion as of April 4, 2020. Additionally, Nucor has no significant debt maturities until September 30, 2017. 2022.

Nucor’s financial strength allowsstrong cash and cash equivalents and short-term investments position provides many opportunities for a consistent approachprudent deployment of our capital. We have three approaches to capital allocation throughout the business cycle.allocating our capital. Nucor’s highest capital allocation priority is to invest forreinvest in our business to ensure our continued profitable long-term growth throughover the long term. We have historically done this by investing to optimize our multi-pronged strategy of optimizing existing operations, acquisitionsinitiate greenfield expansions and greenfield expansions.make acquisitions. Our second priority is to provide our stockholders with cash dividends that are consistent with our success in delivering long-term earnings growth. Our third priority is to opportunistically repurchasesupplement our base dividend with additional returns of capital to our stockholders when both our earnings and financial condition are strong. We intend to return a minimum of 40% of our net earnings to our

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Table of Contents

stockholders while maintaining a debt-to-capital ratio that supports a strong investment grade credit rating. We will use stock repurchases or supplemental dividends to reach this 40% return level when our cash positionbase dividend is strongnot sufficient to meet this goal. The primary factor we will use to decide between share repurchases and attractively priced growth opportunities are limited.supplemental dividends will be our assessment of the intrinsic value of a Nucor share. In September 2015,2018, Nucor’s Board of Directors approved a stockshare repurchase program under which the Company is authorized to repurchase up to $900 million$2.00 billion of its common stock. As of September 30, 2017,April 4, 2020, the Company had approximately $738.0 million$1.16 billion remaining availablefor share repurchases under the program.

Cash provided by operating activities was $201.2 million in the first quarter of 2020 as compared to $650.7 million in the first quarter of 2019. Net earnings declined by $476.4 million over the prior year period, which included a $287.8 million non-cash loss on assets related to our equity method investment in Duferdofin Nucor. In addition, changes in operating assets and operating liabilities (exclusive of acquisitions) used cash of $366.7 million in the first quarter of 2020 compared with $115.3 million of cash used in the first quarter of 2019. The funding of our working capital in the first quarter of 2020 increased over the first quarter of 2019 due to increases in accounts receivable and inventories and decreases in salaries, wages and related accruals from year-end 2019, as compared to the decreases in accounts receivable and inventories that occurred in the same prior year period. Accounts receivable increased in the first quarter of 2020 from the fourth quarter of 2019 due to an 11% increase in tons shipped to outside customers. Inventories increased due to a 4% increase in the cost of scrap and scrap substitutes in inventory on hand from year-end 2019 to the end of the first quarter of 2020. Comparatively, the average scrap and scrap substitutes cost per ton in inventory decreased 7% and total inventory tons on hand decreased 4% at the end of the first quarter of 2019 from year-end 2018. The decrease in cash used to fund salaries, wages and related accruals is primarily attributable to the decreased payout of accrued profit sharing and other incentive compensation costs in the first quarter of 2020 as compared to the payouts in the first quarter of 2019. The 2019 payments were based on Nucor’s financial performance in 2018, which was a record earnings year.

The current ratio was 3.5 at the end of the first quarter of 2020 and 3.3 at year-end 2019. The current ratio was positively impacted by the 44% decrease in salaries, wages and related accruals and the 5% increase in accounts receivable from year-end 2019 due to the reasons cited above. In the first three months of 2020, accounts receivable turned approximately every five weeks and inventories turned approximately every 10 weeks, compared to approximately every five weeks and 11 weeks, respectively, in the first three months of 2019.

Cash used in investing activities during the first three months of 2020 was $254.9 million as compared to $265.6 million in the prior year period. In the first quarter of 2020, cash used for capital expenditures increased by 44%, or $127.8 million, from the same period in 2019. The higher levels of capital expenditures were primarily related to the sheet mill expansion at Nucor Steel Gallatin and the new micro mill greenfield expansion in Frostproof, Florida. Offsetting the increase in cash used for capital expenditures was the sale of $178.8 million in investments. Additionally, the first quarter of 2019 benefitted from cash provided by the divestiture of an affiliate of $67.6 million related to the sale of an equity method investment.

Cash used in financing activities during the first three months of 2020 was $228.6 million as compared to $233.2 million in the prior year period. In the first quarter of 2020, one of the remarketing agents for Nucor’s IDRBs put a portion of two bonds to us, resulting in repayment of $32.0 million in long-term debt. We subsequently remarketed the bonds and received $32.0 million in proceeds. Nucor’s IDRBs are variable rate tax-exempt bonds which have interest rates that reset on a weekly basis through an ongoing remarketing process. We currently expect our bonds to be successfully placed with investors at the market driven rates in the future. However, there have been times in severe economic downturns, as was the case during the first quarter of 2020 as a result of the economic impacts of COVID-19, that a remarketing agent is unable to remarket Nucor’s bonds successfully and is unwilling to temporarily hold the bonds. In that situation, which has been rare in our experience, it is possible that the bonds could be put back to us in the future. In this instance during the first quarter, the IDRBs were remarketed successfully in a short period of time. However, in the event of a prolonged failed remarketing we have, among other options, availability under our $1.5 billion revolver credit facility to repurchase the IDRBs until they are remarketed successfully. In general, Nucor has an undrawn $1.5the ability and intent to refinance the IDRB debt on a long-term basis, therefore we classify the IDRBs as a long-term liability. The remaining $15.0 million of debt that was repaid during the first quarter of 2020 was related to a different tranche of Nucor’s IDRBs that were repurchased as part of our investment strategy. Finally, treasury stock repurchases were $39.5 million in the first three months of 2020 as compared to $72.8 million in the first three months of 2019.

Nucor’s $1.50 billion revolving credit facility that does not mature untilis undrawn and was amended and restated in April 2021.2018 to extend the maturity date to April 2023. We believe our financial strength is a key strategic advantage among domestic steel producers, particularly during recessionary business cycles. We carry the highest credit ratings of any steel producer headquartered in North America, with anA- long-term rating from Standard and& Poor’s and a Baa1 long-term rating from Moody’s. Our credit ratings are dependent, however, upon a number of factors, both qualitative and quantitative, and are subject to change at any time. The disclosure of our credit ratings is made in order to enhance investors’ understanding of our sources of liquidity and the impact of our credit ratings on our cost of funds. Based upon the preceding factors, we expect to continue to have adequate access to the capital markets at a reasonable cost

23


Table of funds for liquidity purposes when needed.Contents

Our credit facility includes only one financial covenant, which is a limit of 60% on the ratio of funded debt to total capitalization. In addition, the credit facility contains customarynon-financial covenants, including a limit on Nucor’s ability to pledge the Company’s assets and a limit on consolidations, mergers and sales of assets. As of September 30, 2017,April 4, 2020, our funded debt to total capital ratio was 33%,29% and we were in compliance with allnon-financial covenants under our credit facility. No borrowings were outstanding under the credit facility as of September 30, 2017.

April 4, 2020.

29


Our financial strength allows a number of capital preservation options. Nucor’s robust capital investment and maintenance practices give us the flexibility to reduce spending by prioritizing our capital projects, potentially rescheduling certain projects and selectively allocating capital to investments with the greatest impact on our long-term earnings power. Capital expenditures for 20172020 are expectedestimated to be approximately $500.0 millionless than $1.50 billion as compared to $617.7 million$1.48 billion in 2016.2019. The decrease in projected 2017projects that we anticipate will have the largest capital expenditures is primarily due toin 2020 are the fact that several majorhot band galvanizing line at Nucor Steel Arkansas, the sheet mill expansion projects were completed or near completion byat Nucor Steel Gallatin, the end of 2016. Those projects include NYS’s quench and self-tempering project to become the sole North American producer of high-strength,low-alloy beams; the heat treat facility addition at our Memphis, Tennessee SBQmicro mill to expand our participationgreenfield expansion in energy, automotive, heavy equipment and service center markets; an upgraded finishing end at our Auburn, New York bar mill;Frostproof, Florida, and the installation of DRI handling equipment at our Gallatin, Kentucky sheet mill. Additionally,plate mill greenfield expansion in 2016, Nucor purchased 49% of Encana Oil & Gas (USA) Inc.’s leasehold interest covering approximately 54,000 acres in the South Piceance Basin for $165.0 million.Brandenburg, Kentucky.

In September 2017,February 2020, Nucor’s Board of Directors declared a quarterly cash dividend on Nucor’s common stock of $0.3775$0.4025 per share payable on November 9, 2017May 11, 2020 to stockholders of record on September 29, 2017.March 31, 2020. This dividend is Nucor’s 178th188th consecutive quarterly cash dividend.

Funds provided from operations, cash and cash equivalents, short-term investments and new borrowings under our existing credit facilities are expected to be adequate to meet future capital expenditure and working capital requirements for existing operations for at least the next 24 months.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

In the ordinary course of business, Nucor is exposed to a variety of market risks. We continually monitor these risks and develop appropriate strategies to manage them.

Interest Rate Risk

Nucor manages interest rate risk by using a combination of variable-rate and fixed-rate debt. Nucor also occasionally makes use of interest rate swaps to manage net exposure to interest rate changes. Management does not believe that Nucor’s exposure to interest rate market risk has significantly changed since December 31, 2016.2019. There were no interest rate swaps outstanding at September 30, 2017.April 4, 2020.

Commodity Price Risk

In the ordinary course of business, Nucor is exposed to market risk for price fluctuations of raw materials and energy, principally scrap steel, other ferrous and nonferrous metals, alloys and natural gas. We attempt to negotiate the best prices for our raw material and energy requirements and to obtain prices for our steel products that match market price movements in response to supply and demand. In periods of strong or stable demand for our products, we are more likely to be able to effectively reduce the normal time lag in passing through higher raw material costs so that we can maintain our gross margins. When demand for our products is weaker, this becomes more challenging. Our DRI facilities in Trinidad and Louisiana provide us with flexibility in managing our input costs. DRI is particularly important for operational flexibility when demand for prime scrap increases due to increased domestic steel production.

Natural gas produced by Nucor’s drilling operations is being sold to third parties to offset our exposure to changes in the price of natural gas consumed by our Louisiana DRI facility and our steel mills in the United States. For the nine months ended September 30, 2017, the volume of natural gas sold from our drilling operations was approximately 21% of the volume of natural gas purchased for consumption in our domestic steelmaking and DRI facilities.

Nucor also periodically uses derivative financial instruments to hedge a portion of our exposure to price risk related to natural gas purchases used in the production process and to hedge a portion of our scrap, aluminum and copper purchases and sales. Gains and losses from derivatives designated as hedges are deferred in accumulated other comprehensive income (loss),loss, net of income taxes on the condensed consolidated balance sheets and recognized into earnings in the same period as the underlying physical transaction. At September 30, 2017,April 4, 2020, accumulated other comprehensive income (loss),loss, net of income taxes included $0.3$14.2 million in unrealizednet-of-tax gains losses for the fair value of these derivative instruments. Changes in the fair valuesvalue of derivatives not designated as hedges are recognized

30


in net earnings each period. The following table presents the negative effect onpre-tax earnings of a hypothetical change in the fair value of derivative instruments outstanding at September 30, 2017,April 4, 2020, due to an assumed 10% and 25% change in the market price of each of the indicated commodities (in thousands):

 

Commodity Derivative

  10% Change   25% Change 

Natural gas

  $7,390   $18,470 

Aluminum

   3,938    8,634 

Copper

   2,740    6,829 

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Table of Contents

Commodity Derivative

 

10% Change

 

 

25% Change

 

Natural gas

 

$

7,379

 

 

$

18,450

 

Aluminum

 

$

2,000

 

 

$

4,985

 

Copper

 

$

617

 

 

$

1,539

 

Any resulting changes in fair value would be recorded as adjustments to accumulated other comprehensive income (loss),loss, net of income taxes or recognized in net earnings, as appropriate. These hypothetical losses would be partially offset by the benefit of lower prices paid or higher prices received for the physical commodities.

Foreign Currency Risk -

Nucor is exposed to foreign currency risk primarily through its operations in Canada, Europe and Mexico. We periodically use derivative contracts to mitigate the risk of currency fluctuations. Open foreign currency derivative contracts at September 30, 2017April 4, 2020 were insignificant.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

As of the end of the period covered by this report, the Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures. Based upon that evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of the evaluation date.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting during the quarter ended September 30, 2017,April 4, 2020 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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Table of Contents

PART II. OTHER INFORMATION

Nucor is from time to time a party to various lawsuits, claims and other legal proceedings that arise in the ordinary course of business. With respect to all such lawsuits, claims and proceedings, we record reserves when it is probable a liability has been incurred and the amount of loss can be reasonably estimated. We do not believe that any of these proceedings, individually or in the aggregate, would be expected to have a material adverse effect on our results of operations, financial position or cash flows. Nucor maintains liability insurance with self-insurance limits for certain risksrisks.

Nucor Steel Louisiana, LLC (“NSLA”), our DRI facility located in St. James Parish, Louisiana, has received a Consolidated Compliance Order and Notice of Potential Penalty from the Office of Environmental Enforcement of the Louisiana Department of Environmental Quality (“LDEQ”) related to emissions issues that is subjectthe facility voluntarily reported to certain self-insurance limits.LDEQ. NSLA and LDEQ are in discussions regarding a Consolidated Settlement Agreement with LDEQ, but no penalty has been finalized. We believe the aggregate civil penalty for these compliance issues will not be material to Nucor but will likely exceed $100,000.

Item 1A.Risk1A. Risk Factors

There have been no material changes in Nucor’s risk factors from those included in “Item 1A. Risk Factors” in Nucor’s Annual Report on Form10-K for the year ended December 31, 2016.2019, except as follows:

The COVID-19 pandemic, as well as similar epidemics and public health emergencies in the future, could have a material adverse effect on our business, results of operations, financial condition and cash flows.

Our operations expose us to risks associated with pandemics, epidemics and other public health emergencies, such as the recent COVID-19 pandemic which has spread from China to many other countries including the United States. In March 2020, the World Health Organization characterized the outbreak of COVID-19 as a pandemic, and the President of the United States declared the COVID-19 pandemic a national emergency.

We are a company operating in a critical infrastructure industry, as defined by the U.S. Department of Homeland Security. Shelterinplace or stayathome orders have been implemented in most of the jurisdictions in the United States where we operate production facilities. In all these jurisdictions, Nucor has been deemed an essential or lifesustaining operation and, accordingly, we are maintaining operations sufficient to meet our customers’ ongoing needs. In spite of our continued operations, the COVID-19 pandemic has begun to have and may have further negative impacts on our operations, supply chain, transportation networks and customers, which may compress our margins, including as a result of preventative and precautionary measures that we, other businesses and governments are taking. The COVID-19 pandemic is a widespread public health crisis that is adversely affecting financial markets and the economies of many countries. Any resulting economic downturn could adversely affect demand for our products and contribute to volatile supply and demand conditions affecting prices and volumes in the markets for our products and raw materials. The progression of the COVID-19 pandemic could also negatively impact our business or results of operations through the temporary closure of our operating facilities or those of our customers or suppliers

In addition, the ability of our teammates and our suppliers’ and customers’ teammates to work may be significantly impacted by individuals contracting or being exposed to COVID-19 or, as a result of the control measures noted above, which may significantly impact our production throughout the supply chain and constrict sales channels. Our customers may be directly impacted by business interruptions or weak market conditions and may not be willing or able to fulfill their contractual obligations. Furthermore, the progression of and global response to the COVID-19 pandemic has begun to cause and increases the risk of further delays in construction activities and equipment deliveries related to our capital projects, including potential delays in obtaining permits from government agencies. The extent of such delays and other effects of COVID-19 on our capital projects, certain of which are outside of our control, is unknown, but they could impact or delay the timing of anticipated benefits on capital projects.

The extent to which COVID-19 may adversely impact our business depends on future developments, which are highly uncertain and unpredictable, including new information concerning the severity of the pandemic and the effectiveness of actions globally to contain or mitigate its effects. While we expect the COVID-19 pandemic to negatively impact our results of operations, cash flows and financial position, the current level of uncertainty over the economic and operational impacts of COVID-19 means the related financial impact cannot be reasonably estimated at this time.

 

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Table of Contents

Item 2.Unregistered2. Unregistered Sales of Equity Securities and Use of Proceeds

Our share repurchase program activity for each of the three months and the quarter ended September 30, 2017April 4, 2020 was as follows (in thousands, except per share amounts):

 

   Total Number
of Shares
Purchased
   Average Price
Paid per Share
(1)
   Total Number
of Shares
Purchased as
Part of
Publicly
Announced
Plans or
Programs
(2)
   Approximate
Dollar Value of
Shares that
May Yet Be
Purchased
Under the
Plans or
Programs
(2)
 

July 2, 2017 - July 29, 2017

   491   $59.28    491   $799,226 

July 30, 2017 - August 26, 2017

   300   $57.19    300    782,069 

August 27, 2017 - September 30, 2017

   800   $55.05    800    738,029 
  

 

 

   

 

 

   

 

 

   

 

 

 

For the Quarter Ended September 30, 2017

   1,591   $56.76    1,591   $738,029 
  

 

 

   

 

 

   

 

 

   

 

 

 

 

 

Total

Number

of Shares

Purchased

 

 

Average

Price Paid

per Share (1)

 

 

Total Number of

Shares Purchased

as Part of Publicly

Announced Plans

or Programs (2)

 

 

Approximate

Dollar Value of

Shares that

May Yet Be

Purchased

Under the

Plans or

Programs (2)

 

January 1, 2020 - February 1, 2020

 

 

825

 

 

$

47.88

 

 

 

825

 

 

$

1,159,357

 

February 2, 2020 - February 29, 2020

 

 

-

 

 

 

-

 

 

 

-

 

 

 

1,159,357

 

March 1, 2020 - April 4, 2020

 

 

-

 

 

 

-

 

 

 

-

 

 

 

1,159,357

 

For the Quarter Ended April 4, 2020

 

 

825

 

 

 

 

 

 

 

825

 

 

 

 

 

 

(1)

Includes commissions of $0.02 per share.

(2)

On September 2, 2015,6, 2018, the Company announced that the Board of Directors had approved a stocknew share repurchase program under which the Company is authorized to repurchase up to $900 million$2.0 billion of the Company’s common stock. The new $900 million share repurchase program replacedstock and terminated any previously authorized share repurchase programs.program. The share repurchase authorization is discretionary and has no expiration date.


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32Table of Contents


Item 6. Exhibits

 

Exhibit No.

Description of Exhibit

3

Restated Certificate of Incorporation of Nucor Corporation (incorporated by reference to Exhibit 3.3 to the Current Report on Form8-K filed September 14, 2010 (FileNo. 001-04119))

3.1

Bylaws of Nucor Corporation, as amended and restated September 15, 2016 (incorporated by reference to Exhibit 3.1 to the Current Report on Form8-K filed September 20, 2016 (FileNo. 001-04119))

12*

10

Computation of Ratio of EarningsNucor Corporation Severance Plan for Vice Presidents and General Managers (incorporated by reference to Fixed ChargesExhibit 10.1 to the Current Report on Form 8-K filed February 19, 2020 (File No. 001-04119)) (#)

31*

10.1

Nucor Corporation Supplemental Retirement Plan for Executive Officers (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed February 19, 2020 (File No. 001-04119)) (#)

10.2

Executive Employment Agreement of Craig A. Feldman (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K filed February 19, 2020 (File No. 001-04119)) (#)

10.3

Executive Employment Agreement of James D. Frias (incorporated by reference to Exhibit 10.4 to the Current Report on Form 8-K filed February 19, 2020 (File No. 001-04119)) (#)

10.4

Executive Employment Agreement of Ladd R. Hall (incorporated by reference to Exhibit 10.5 to the Current Report on Form 8-K filed February 19, 2020 (File No. 001-04119)) (#)

10.5

Executive Employment Agreement of Raymond S. Napolitan, Jr. (incorporated by reference to Exhibit 10.6 to the Current Report on Form 8-K filed February 19, 2020 (File No. 001-04119)) (#)

10.6

Executive Employment Agreement of MaryEmily Slate (incorporated by reference to Exhibit 10.7 to the Current Report on Form 8-K filed February 19, 2020 (File No. 001-04119)) (#)

10.7

Executive Employment Agreement of David A. Sumoski (incorporated by reference to Exhibit 10.8 to the Current Report on Form 8-K filed February 19, 2020 (File No. 001-04119)) (#)

10.8

Executive Employment Agreement of Leon J. Topalian (incorporated by reference to Exhibit 10.9 to the Current Report on Form 8-K filed February 19, 2020 (File No. 001-04119)) (#)

10.9

Executive Employment Agreement of D. Chad Utermark (incorporated by reference to Exhibit 10.10 to the Current Report on Form 8-K filed February 19, 2020 (File No. 001-04119)) (#)

31*

Certification of Principal Executive Officer Pursuant to Rule13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.1*

Certification of Principal Financial Officer Pursuant to Rule13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32**

Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.1**

Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101*

Financial statements (unaudited)Statements (Unaudited) from the quarterly reportQuarterly Report on Form10-Q of Nucor Corporation for the quarter ended September 30, 2017,April 4, 2020, filed on November 8, 2017,May 13, 2020, formatted in Inline XBRL: (i) the Condensed Consolidated Statements of Earnings, (ii) the Condensed Consolidated Statements of Comprehensive (Loss) Income, (iii) the Condensed Consolidated Balance Sheets, (iv) the Condensed Consolidated Statements of Cash Flows and (v) the Notes to Condensed Consolidated Financial Statements.

104*

Cover Page from the Quarterly Report on Form 10-Q of Nucor Corporation for the quarter ended April 4, 2020, filed on May 13, 2020, formatted in Inline XBRL (included in Exhibit 101).

 

*

Filed herewith.

**

Furnished (and not filed) herewith pursuant to Item 601(b)(32)(ii) of RegulationS-K.

(#)

Indicates a management contract or compensatory plan or arrangement.

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33


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

NUCOR CORPORATION

NUCOR CORPORATION

By:

/s/ James D. Frias

By:

James D. Frias

Chief Financial Officer, Treasurer

and Executive

Vice President

Dated: November 8, 2017

 

34Dated: May 13, 2020

29