Exhibit 5.1
[Letterhead of Moore & Van Allen PLLC]
May 22, 2020
Nucor Corporation
1915 Rexford Road
Charlotte, North Carolina 28211
Ladies and Gentlemen:
We have acted as counsel to Nucor Corporation, a Delaware corporation (the “Company”), in connection with the Company’s offer and sale of $500,000,000 aggregate principal amount of 2.000% Notes due 2025 (the “2025 Notes”) and $500,000,000 aggregate principal amount of 2.700% Notes due 2030 (the “2030 Notes” and, together with the 2025 Notes, the “Notes”) pursuant to the registration statement on FormS-3 (RegistrationNo. 333-220010) (the “Registration Statement”) filed by the Company with the Securities and Exchange Commission (the “SEC”) under the Securities Act of 1933, as amended (the “Securities Act”), and as described in the prospectus, dated August 17, 2017 (the “Base Prospectus”), and the prospectus supplement, dated May 20, 2020 (the “Prospectus Supplement” and, together with the Base Prospectus, the “Prospectus”). The Company agreed to sell the Notes to a group of underwriters pursuant to an underwriting agreement, dated May 20, 2020 (the “Underwriting Agreement”), among the Company and the representatives of the several underwriters named therein.
The Notes are governed by and were issued pursuant to the terms of an indenture, dated as of August 19, 2014 (the “Base Indenture”), between the Company and U.S. Bank National Association, as trustee (the “Trustee”), as amended or supplemented by a first supplemental indenture, dated as of April 26, 2018, between the Company and the Trustee (the “First Supplemental Indenture”) and a second supplemental indenture, dated as of May 22, 2020, between the Company and the Trustee (the “Second Supplemental Indenture” and, together with the Base Indenture as amended or supplemented by the First Supplemental Indenture, the “Indenture”).
In connection with this opinion letter, we have (i) investigated such questions of law; (ii) examined originals or copies, certified or otherwise identified to our satisfaction, of such agreements, instruments, documents and records of the Company (including, without limitation, the Underwriting Agreement, the Indenture, the global certificates evidencing the Notes in the forms executed and delivered by the Company to, and authenticated by, the Trustee, resolutions of the Board of Directors adopted on May 13, 2020, the action of pricing committee, dated May 20, 2020, and the Certificate of Incorporation and the Bylaws of the Company, as amended and restated through the date hereof), such certificates of public officials and such other documents; and (iii) received such information from officers and representatives of the Company and others, in each case, as we have deemed necessary or appropriate for the purposes of the opinions hereafter expressed. In all such investigations and examinations and for purposes of rendering these opinions, we have assumed the legal capacity and competency of all natural persons executing documents and certificates submitted to us, the genuineness of all signatures, the authenticity of original and certified documents submitted to us, the conformity to original or certified documents of all copies submitted to us as conformed or reproduction copies and that any certificate or document upon which we have relied and which was given or dated earlier than the date of this opinion letter continues to remain accurate, insofar as relevant to the