Notes to Financial Statements | |
| 6 Months Ended
Jul. 04, 2009
USD / shares
|
Notes to Financial Statements [Abstract] | |
1.BASIS OF INTERIM PRESENTATION: |
1. BASIS OF INTERIM PRESENTATION: The information furnished in Item I reflects all adjustments which are, in the opinion of management, necessary to a fair statement of the results for the interim periods and are of a normal and recurring nature. The information furnished has not been audited; however, the December31, 2008 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 condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in Nucors annual report for the fiscal year ended December31, 2008. Certain amounts for the prior year have been reclassified to conform to the 2009 presentation. The Company has evaluated subsequent events through August11, 2009, the date these financial statements were issued.
Recently Adopted Accounting Pronouncements - In January 2009, Nucor adopted Financial Accounting Standards Board (FASB) Statement No.160, Noncontrolling Interests in Consolidated Financial Statements, an amendment of Accounting Research Bulletin No.51 (SFAS 160), which amends current accounting and reporting for a noncontrolling interest in a subsidiary and the deconsolidation of a subsidiary. Upon adoption of this standard, noncontrolling interest of $327.5 million was reclassified to equity as of December31, 2008 and the corresponding earnings attributable to noncontrolling interests for the periods ended June28, 2008 have been presented as reconciling items in the consolidated statements of earnings.
In January 2009, Nucor adopted FASB Staff Position (FSP) Emerging Issues Task Force 03-6-1, Determining Whether Instruments Granted in Share-Based Payment Transactions Are Participating Securities. This FSP provides that unvested share-based payment awards that contain nonforfeitable rights to dividends or dividend equivalents, whether paid or unpaid, are participating securities and shall be included in the computation of both basic and diluted earnings per share. The impact to diluted and basic earnings per share for the prior year periods due to adoption of this FSP was not significant.
In the second quarter of 2009, Nucor adopted FSP FAS 107-1 and Accounting Principles Bulletin (APB) 28-1, Interim Disclosures about Fair Value of Financial Instruments, which requires disclosures about the fair value of financial instruments for publicly traded companies for both interim and annual periods. This FSP is effective for interim reporting periods ending after June15, 2009 and did not have a material impact on Nucors consolidated financial statements. See Note 8, Fair Value Measurements, for the relevant disclosures.
Also in the second quarter of 2009, Nucor adopted SFAS No.165, Subsequent Events, which establishes the accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued or are available to be issued. SFAS 165 requires the disclosure of the date through which an entity has evaluated subsequent events. See Note |
2.INVENTORIES: |
2. INVENTORIES: Inventories consist of approximately 44% raw materials and supplies and 56% finished and semi-finished products at July4, 2009 (47% and 53%, respectively, at December31, 2008). Nucors 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.
Inventories valued using the last-in, first-out (LIFO) method of accounting represent approximately 55% of total inventories as of July4, 2009 (65% as of December31, 2008). If the first-in, first-out (FIFO) method of accounting had been used, inventories would have been $693.4 million higher at July4, 2009 ($923.4 million higher at December31, 2008). Use of the lower of cost or market reduced inventories by $33.3 million at July4, 2009 ($51.3 million at December31, 2008). |
3.PROPERTY, PLANT AND EQUIPMENT: |
3. PROPERTY, PLANT AND EQUIPMENT: Property, plant and equipment is recorded net of accumulated depreciation of $4.56 billion at July4, 2009 ($4.35 billion at December31, 2008). |
4.GOODWILL AND OTHER INTANGIBLE ASSETS: |
4. GOODWILL AND OTHER INTANGIBLE ASSETS: The change in the net carrying amount of goodwill for the six months ended July4, 2009 by segment is as follows (in thousands):
Steel Mills SteelProducts RawMaterials All Other Total
Balance at December31, 2008 $ 208,466 $ 755,562 $ 665,075 $ 102,942 $ 1,732,045
Purchase price adjustments of previous acquisitions 60,000 (19,979 ) (14,090 ) 25,931
Translation 18,231 18,231
Balance at July 4, 2009 $ 268,466 $ 753,814 $ 665,075 $ 88,852 $ 1,776,207
During the second quarter of 2009, $35.3 million of the goodwill originally allocated to the steel products segment and $24.7 million of the goodwill originally allocated to the steel trading businesses included in the all other category for the 2008 acquisition of Ambassador Steel Corporation was reallocated to the steel mills segment, for a total of $60.0 million. The reallocation was made on the basis that certain cost synergies will benefit the steel mills.
Nucor completed its annual goodwill impairment testing during the fourth quarter of 2008. Based on the results of that evaluation, the Company concluded that there was no impairment of goodwill for any of its reporting units. The annual evaluation performed in 2008 used forward-looking projections and included significant expected improvements in the future cash flows of the Companys reporting units. Based on an ongoing evaluation of relevant facts and circumstances, including recent performance below expected results, the Company performed an evaluation of the Buildings Group and Cold Finish reporting units during the second quarter of 2009. The evaluation indicated that there was no goodwill impairment at this time. As a result of the global economic recession, operating results of the each of these reporting units have fallen in recent months. Nucor expects operating results to improve when general economic conditions improve. If our assessment of the relevant facts and circumstances changes, economic conditions fail to improve, or actual performance in any of these reporting units falls short of expected results, noncash impairment charges may be required. Total goodwill amounts associated with the Buildings Group and Cold Finish reporting units as of July4, 2009 were $165.3 million and $41.2 million, respectively.
Intangible assets with estimated lives of five to 22 years are amortized on a straight-line or accelerated basis and are comprised of the following (in thousands):
July4, 2009 December31, 2008
Gross Amount Accumulated Amortization Gross Amount Accumulated Amortization
Customer relationships $ 907,886 $ 111,274 $ 897,477 $ 80,235
Trademarks and trade names 120,120 10,164 118,734 7,150
Other 27,869 12,097 27,869 10,150
$ 1,055,875 $ 133,535 $ 1,044,080 $ 97,535
Intangible asset amortization expense was |
5.EQUITY INVESTMENTS: |
5. EQUITY INVESTMENTS: The carrying value of our equity investments in domestic and foreign companies was $580.2 million at July4, 2009 ($626.4 million at December31, 2008) and is recorded in other assets in the consolidated balance sheets. Our equity method investment losses were $21.8 million and $7.1 million in the second quarter of 2009 and 2008, respectively, and were $59.8 million and $18.4 million in the first half of 2009 and 2008, respectively. The results of our equity investments are included in marketing, administrative, and other expenses in the consolidated statements of earnings.
Nucors most significant equity method investment includes a 50% economic and voting interest in Duferdofin-Nucor S.r.l., a steel manufacturer with three structural mills located in Italy. Nucor accounts for the investment in Duferdofin-Nucor (on a one-month lag basis) under the equity method, as control and risk of loss are shared equally between the partners. Duferdofin-Nucor losses attributable to Nucor included a pre-tax charge to write down inventories to the lower of cost or market of $15.4 million in the second quarter of 2009 and $48.9 million in the first six months of 2009.
Nucors investment in Duferdofin-Nucor at July4, 2009 was $536.3 million ($581.9 million at December31, 2008). Nucors 50% share of the total net assets of Duferdofin-Nucor on a historical basis was $47.4 million, resulting in a basis difference of $488.9 million due to the step-up to fair value of certain assets and liabilities attributable to Duferdofin-Nucor as well as the identification of goodwill and definite-lived intangible assets. This basis difference, excluding the portion attributable to goodwill, is being amortized based on the remaining estimated useful lives of the various underlying net assets, as appropriate.
As of July4, 2009, Nucor held a 30million Euro-denominated ($47.5 million) note receivable from Duferdofin-Nucor. This note receivable bears interest at the Euro Interbank Offered Rate (Euribor) twelve month rate as of the date of the note plus 1%per year. The interest rate will reset on September30, 2009 to the Euribor twelve month rate plus 1%per year as of that date. The principal amount is due on September30, 2010. Accordingly, this note receivable has been classified in other assets in the consolidated balance sheet. |
6.CURRENT LIABILITIES: |
6. CURRENT LIABILITIES: Book overdrafts, included in accounts payable in the consolidated balance sheet, were $24.5 million at July4, 2009 ($62.1 million at December31, 2008). Accrued vacation, included in salaries, wages and related accruals in the consolidated balance sheet, was $67.1 million at July4, 2009 ($73.1 million at December31, 2008). Dividends payable, included in accrued expenses and other current liabilities in the consolidated balance sheet, was $111.0 million at July4, 2009 ($110.5 million at December31, 2008). |
7.DERIVATIVES: |
7. DERIVATIVES: Nucor uses derivative financial instruments from time-to-time primarily to partially manage its exposure to price risk related to natural gas purchases used in the production process as well as copper and aluminum purchased for resale to its customers. In addition, Nucor uses derivatives from time-to-time to partially manage its exposure to changes in interest rates on outstanding debt instruments and uses forward foreign exchange contracts to hedge cash flows associated with certain assets and liabilities, firm commitments and anticipated transactions.
Nucor recognizes all derivative instruments in the condensed consolidated balance sheets at fair value. Any resulting changes in fair value are recorded as adjustments to other comprehensive income (loss), net of tax, or recognized in net earnings, as appropriate.
At July4, 2009, natural gas swaps covering 53.3million MMBTUs and foreign currency contracts with a notional value of $31.9 million were outstanding.
The following tables summarize information regarding Nucors derivative instruments (in thousands):
Fair Values of Derivative Instruments
July4, 2009
Balance Sheet Location Fair Value
Liability derivatives designated as hedging instruments under SFAS 133:
Commodity contracts Accruedexpensesandothercurrentliabilities $ 50,500
Commodity contracts Deferred credits and other liabilities 73,900
Total liability derivatives designated as hedging instruments under SFAS 133 124,400
Liability derivatives not designated as hedging instruments under SFAS 133:
Commodity contracts Accrued expenses and other current liabilities 1,232
Foreign exchange contracts Accrued expenses and other current liabilities 1,093
Total liability derivatives not designated as hedging instruments under SFAS 133 2,325
Total liability derivatives $ 126,725
The Effect of Derivative Instruments on the Condensed Consolidated Statements of Earnings
Derivatives in SFAS 133 Cash Flow Hedging Relationships AmountofGainor (Loss) Recognized in OCI on Derivative (EffectivePortion) Three Months (13 Weeks) EndedJuly4,2009 LocationofGainor (Loss) Reclassified from Accumulated OCI into Income (EffectivePortion) AmountofGainor (Loss) Reclassified from Accumulated OCI into Income (Effective Portion) Three Months (13Weeks) EndedJuly4,2009 LocationofGainor (Loss) Recognized in Income on Derivative (IneffectivePortion) AmountofGainor (Loss) Recognized in Income on Derivative (IneffectivePortion) Three Months (13Weeks) EndedJuly4, 2009
Commodity contracts $ 838 Costofproductssold $ (10,689 ) Costofproductssold $ 300
$ 838 $ (10,689 ) $ 300
Derivatives in SFAS 133 Cash Flow Hedging Relationships AmountofGainor (Loss) Recognized in OCI on Derivative (Effective Portion) Six Months (26 Weeks) EndedJuly4, 2009 Location of Gain or (Loss) Reclassified from Accumulated OCI into |
8.FAIR VALUE MEASUREMENTS: |
8. FAIR VALUE MEASUREMENTS: The following table summarizes information regarding Nucors financial assets and financial liabilities that are measured at fair value as of July4, 2009 (in thousands). Nucor does not currently have any non-financial assets or liabilities that are measured at fair value on a recurring basis.
Carrying Amount in Consolidated BalanceSheet FairValueMeasurementsatReportingDateUsing
Description QuotedPrices in ActiveMarketsfor IdenticalAssets (Level1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level3)
Assets:
Cash equivalents $ 1,996,282 $ 1,996,282 $ $
Short-term investments 136,389 136,389
Total assets $ 2,132,671 $ 2,132,671 $ $
Liabilities:
Derivatives $ (126,725 ) $ $ (126,725 ) $
Fair value measurements for Nucors 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. Fair value measurements for Nucors 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 long-term debt, including current maturities, was approximately $3.18 billion at July4, 2009 ($3.13 billion at December31, 2008). The fair value estimates were based on readily available market prices of our debt at July4, 2009 and December31, 2008, or similar debt with the same maturities, rating, and interest rates. |
9.CONTINGENCIES: |
9. CONTINGENCIES: Nucor has been named, along with other major steel producers, as a co-defendant in several related antitrust class-action complaints filed by Standard Iron Works and other steel purchasers in the United States District Court for the Northern District of Illinois. The cases are filed as class actions. The plaintiffs allege that from January 2005 to the present, eight steel manufacturers, including Nucor, engaged in anticompetitive activities with respect to the production and sale of steel. The plaintiffs seek monetary and other relief. Although we believe the plaintiffs claims are without merit and will vigorously defend against them, we cannot at this time predict the outcome of this litigation or determine Nucors potential exposure.
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 $38.8 million of accrued environmental costs at July4, 2009 ($27.1 million at December31, 2008), $21.8 million was classified in accrued expenses and other current liabilities ($16.1 million at December31, 2008) and $17.0 million was classified in deferred credits and other liabilities ($11.0 million at December31, 2008).
Other contingent liabilities with respect to product warranties, legal proceedings and other matters arise in the normal course of business. In the opinion of management, no such matters exist that, individually or in the aggregate, would have a material effect on the consolidated financial statements.
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10.STOCK-BASED COMPENSATION: |
10. STOCK-BASED COMPENSATION: Stock Options A summary of activity under Nucors stock option plans for the six months ended July4, 2009 is as follows (in thousands, except year and per share amounts):
Shares Weighted- Average Exercise Price Weighted - Average Remaining ContractualLife Aggregate Intrinsic Value
Number of shares under option:
Outstanding at beginning of year 1,299 $ 20.80
Exercised (93 ) $ 16.91 $ 2,455
Canceled
Outstanding at July4, 2009 1,206 $ 21.10 2years $ 25,458
Options exercisable at July4, 2009 1,206 $ 21.10 2 years $ 25,458
As of March1, 2006, all outstanding options were vested; therefore, no compensation expense related to stock options was recorded in the first six months of 2009 or 2008. The amount of cash received from the exercise of stock options totaled $0.5 million and $1.5 million in the second quarter and first half of 2009, respectively.
Restricted Stock Awards Nucors Senior Officers Annual Incentive Plan (the AIP) and Long-Term Incentive Plan (the LTIP) authorize the award of shares of common stock to officers subject to certain conditions and restrictions. 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 officers attainment of age fifty-five 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 to one-half of an annual incentive 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 participants attainment of age fifty-five 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 Nucors restricted stock activity under the AIP and LTIP for the first six months of 2009 is as follows (shares in thousands):
Shares GrantDate Fair Value
Restricted stock awards and units:
Unvested at beginning of year 375 $ 61.57
Granted 256 $ 32.16
Vested (353 ) $ 48.60
Canceled
Unvested at July4, 2009 278 $ 50.97
Shares reserved for future grants 1,731
Compen |
11.EMPLOYEE BENEFIT PLAN: |
11. EMPLOYEE BENEFIT PLAN: Nucor has a Profit Sharing and Retirement Savings Plan for qualified employees. Nucors expense for these benefits was $1.8 million and $88.3 million in the second quarter of 2009 and 2008, respectively, and was $5.5 million and $156.1 million in the first half of 2009 and 2008, respectively. |
12.INTEREST EXPENSE: |
12. INTEREST EXPENSE: The components of net interest expense are as follows (in thousands):
ThreeMonths(13Weeks)Ended SixMonths(26Weeks)Ended
July4,2009 June28,2008 July4,2009 June28,2008
Interest expense $ 35,477 $ 34,288 $ 75,159 $ 64,072
Interest income (3,520 ) (7,554 ) (10,837 ) (18,993 )
Interest expense, net $ 31,957 $ 26,734 $ 64,322 $ 45,079
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13.INCOME TAXES: |
13. INCOME TAXES: The Internal Revenue Service (IRS) is currently examining Nucors 2005 and 2006 federal income tax returns.Management believes that the Company has adequately provided for any adjustments that may arise from this audit.Nucor has substantially concluded U.S. federal income tax matters for years through 2004.The 2007 and 2008 tax years are open to examination by the IRS.The tax years 2003 through 2008 remain open to examination by other major taxing jurisdictions to which Nucor is subject. |
14.COMPREHENSIVE INCOME: |
14. COMPREHENSIVE INCOME: The components of total comprehensive income are as follows (in thousands):
ThreeMonths(13Weeks)Ended SixMonths(26Weeks)Ended
July4, 2009 June28,2008 July4, 2009 June28,2008
Net earnings (loss) $ (127,769 ) $ 668,690 $ (318,294 ) $ 1,170,215
Net unrealized gain (loss) on hedging derivatives, net of income taxes 838 67,040 (35,292 ) 102,796
Reclassification adjustment for (gain) loss on settlement of hedging derivatives included in net income, net of income taxes 10,689 (7,249 ) 19,828 (7,066 )
Foreign currency translation gain, net of income taxes 86,429 13,983 54,607 1,135
Comprehensive income (loss) (29,813 ) 742,464 (279,151 ) 1,267,080
Comprehensive income attributable to noncontrolling interests (5,672 ) (87,944 ) (4,772 ) (179,672 )
Comprehensive income (loss) attributable to Nucor stockholders $ (35,485 ) $ 654,520 $ (283,923 ) $ 1,087,408
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15.SEGMENTS: |
15. 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, and Nucors equity investment in Duferdofin-Nucor. The steel products segment includes steel joists and joist girders, steel deck, fabricated concrete reinforcing steel, cold finished steel, steel fasteners, metal building systems, light gauge steel framing, steel grating and expanded metal, and wire and wire mesh. The raw materials segment includes The David J. Joseph Company, the scrap broker and processor that Nucor acquired on February29, 2008; Nu-Iron Unlimited, a facility that produces direct reduced iron used by the steel mills; and certain equity method investments. The All other category primarily includes Novosteel S.A., a steel trading business. The 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, profit sharing expense, stock-based compensation, gains on foreign currency exchanges contracts and changes in the LIFO reserve are shown under Corporate/eliminations. Corporate assets primarily include cash and cash equivalents, short-term investments, allowances to eliminate intercompany profit in inventory, fair value of natural gas hedges, deferred income tax assets and investments in and advances to affiliates.
The companys results by segment were as follows (in thousands):
ThreeMonths(13Weeks)Ended Six Months (26 Weeks) Ended
July4, 2009 June28, 2008 July4, 2009 June28, 2008
Net sales to external customers:
Steel mills $ 1,429,284 $ 4,893,137 $ 3,085,524 $ 8,652,590
Steel products 693,934 1,119,271 1,407,762 2,004,778
Raw materials 277,869 927,029 514,799 1,162,258
All other 76,941 151,162 124,262 245,242
$ 2,478,028 $ 7,090,599 $ 5,132,347 $ 12,064,868
Intercompany sales:
Steel mills $ 207,213 $ 576,189 $ 427,761 $ 1,062,744
Steel products 7,321 12,673 13,341 20,971
Raw materials 391,899 3,002,239 959,863 3,670,566
All other 2,787 1,849 5,342 2,191
Corporate/eliminations (609,220 ) (3,592,950 ) (1,406,307 ) (4,756,472 )
$ $ $ $
Earnings (loss) before income taxes and noncontrolling interests:
Steel mills $ (205,426 ) $ 1,040,582 $ (432,301 ) $ 1,839,866
Steel products (17,649 ) 100,263 (51,225 ) 150,449
Raw materials (31,621 ) 115,624 (63,158 ) 132,200
All other (3,282 ) 17,448 (13,401 ) 20,216
Corporate/eliminations 57,220 (309,879 ) 77,581 |
16.EARNINGS PER SHARE: |
16. EARNINGS PER SHARE: The computations of basic and diluted net earnings per share are as follows (in thousands, except per share amounts):
ThreeMonths(13Weeks)Ended SixMonths(26Weeks)Ended
July4, 2009 June28,2008 July4, 2009 June28,2008
Basic net earnings per share:
Basic net earnings (loss) $ (133,337 ) $ 580,754 $ (322,982 ) $ 990,508
Earnings allocated to participating securities (543 ) (2,287 ) (912 ) (3,547 )
Net earnings (loss) available to common stockholders $ (133,880 ) $ 578,467 $ (323,894 ) $ 986,961
Average shares outstanding 314,752 298,262 314,532 293,291
Basic net earnings per share $ (0.43 ) $ 1.94 $ (1.03 ) $ 3.37
Diluted net earnings per share:
Diluted net earnings (loss) $ (133,337 ) $ 580,754 $ (322,982 ) $ 990,508
Earnings allocated to participating securities (543 ) (2,284 ) (912 ) (3,542 )
Net earnings (loss) available to common stockholders $ (133,880 ) $ 578,470 $ (323,894 ) $ 986,966
Diluted average shares outstanding:
Basic shares outstanding 314,752 298,262 314,532 293,291
Dilutive effect of stock options and other 406 760
314,752 298,668 314,532 294,051
Diluted net earnings per share $ (0.43 ) $ 1.94 $ (1.03 ) $ 3.36
The number of shares that were not included in the diluted net earnings per share calculation because to do so would have been antidilutive was immaterial for all periods presented. |