UNITED STATES

 SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

-------------------------

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): April 21, 2016

 

 

NUCOR CORPORATION

 (Exact name of registrant as specified in its charter)

 

Delaware

(State or other jurisdiction of incorporation)

 

 

 

1-4119   13-1860817
(Commission File Number)   (IRS Employer Identification No.)

 

1915 Rexford Road, Charlotte, North Carolina 28211
(Address of principal executive offices) (Zip Code)

 

Registrant's telephone number, including area code: (704) 366-7000

 

 

N/A

(Former name or former address, if changed since last report.)

 

-------------------------

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

  

 

 

Item 2.02   Results of Operations and Financial Condition

 

On April 21, 2016, Nucor Corporation issued a news release reporting its financial results for the quarter ended April 2, 2016. A copy of the news release is furnished as Exhibit 99.1 and incorporated herein by reference.

 

The information contained in this Current Report on Form 8-K, including the exhibit attached hereto, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. Furthermore, the information contained in this Current Report on Form 8-K shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended.

 

The Company reports its financial results in accordance with accounting principles generally accepted in the United States (GAAP). However, management believes that the adjusted net earnings and adjusted net earnings per diluted share non-GAAP financial measures included within the news release provides users with additional meaningful financial information that should be considered when assessing the Company’s ongoing performance. The results for the quarter ended December 31, 2015, included two atypical impairment charges; accordingly, management believes that the adjusted net earnings and adjusted net earnings per share numbers which exclude those two impairment charges better reflect ongoing financial results. Management also uses these non-GAAP financial measures in making financial, operating and planning decisions and in evaluating the Company’s performance. The non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company’s reported results prepared in accordance with GAAP. The Company’s non-GAAP financial information does not represent a comprehensive basis of accounting.

 

Item 9.01   Financial Statements and Exhibits
     
(d)           Exhibits
     
    99.1      News Release of Nucor Corporation, issued April 21, 2016

 

 

2 

 

 

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 hereunto duly authorized.

 

 

  NUCOR CORPORATION
   
  By:   /s/ James D. Frias  
  James D. Frias
  Chief Financial Officer, Treasurer and
Executive Vice President

 

 

Dated: April 21, 2016

 

3 

 

INDEX TO EXHIBITS

 

 

Exhibit No.Description
  
99.1News Release of Nucor Corporation, issued April 21, 2016

 

 

 

 

4 

 

Exhibit 99.1

Nucor Reports Results for First Quarter of 2016

CHARLOTTE, N.C., April 21, 2016 /PRNewswire/ -- Nucor Corporation (NYSE: NUE) announced today consolidated net earnings of $70.8 million, or $0.22 per diluted share, for the first quarter of 2016. By comparison, Nucor reported net earnings of $67.8 million, or $0.21 per diluted share, for the first quarter of 2015 and adjusted net earnings of $144.7 million, or $0.45 per diluted share, for the fourth quarter of 2015. Fourth quarter of 2015 adjusted net earnings excludes a $153.0 million ($0.47 per diluted share) impairment charge related to our Duferdofin Nucor S.r.l. joint venture and an $84.1 million ($0.17 per diluted share) impairment charge on assets related to a blast furnace project that will not be utilized in the future. Including these impairment charges, Nucor's net loss for the fourth quarter of 2015 was $62.0 million, or $0.19 per diluted share.

Earnings (loss) before income taxes and noncontrolling interests by segment were as follows for the first quarter of 2016 and 2015 (in thousands):








Three Months (13 Weeks) Ended



April 2, 2016


April 4, 2015






Steel mills


$              279,835


$                    217,128

Steel products


42,367


32,458

Raw materials


(63,372)


(41,497)

Corporate/eliminations


(117,304)


(89,044)



$              141,526


$                    119,045

Nucor's first quarter of 2016 results include a charge of $27.5 million ($0.05 per diluted share) to value inventories using the last-in, first-out (LIFO) method of accounting. The charge is compared with a credit of $16.5 million ($0.03 per diluted share) in the first quarter of 2015 and a credit of $217.8 million ($0.41 per diluted share) in the fourth quarter of 2015. The LIFO charge taken in the first quarter of 2016 was above our quantitative guidance of $15.0 million ($0.03 per diluted share) as recent increases in scrap prices affected our estimate of expected inventory values at the end of 2016. Also included in the first quarter of 2016 earnings are out-of-period non-cash gains totaling $13.4 million ($0.04 per diluted share) related to a noncontrolling interest adjustment and to tax adjustments.

Nucor's consolidated net sales decreased 16% to $3.72 billion in the first quarter of 2016 from $4.40 billion in the first quarter of 2015 and increased 7% compared with $3.46 billion in the fourth quarter of 2015. Average sales price per ton in the first quarter of 2016 decreased 23% from the first quarter of 2015 and decreased 11% from the fourth quarter of 2015. Total tons shipped to outside customers were 6,148,000 tons in the first quarter of 2016, a 9% increase from the first quarter of 2015 and a 20% increase from the fourth quarter of 2015. Total first quarter steel mill shipments increased 16% from the first quarter of 2015 and increased 27% from the fourth quarter of 2015. First quarter downstream steel products shipments to outside customers decreased 1% from the first quarter of 2015 and decreased 6% from the fourth quarter of 2015.

The average scrap and scrap substitute cost per ton used during the first quarter of 2016 was $193, a decrease of 40% from $324 in the first quarter of 2015 and a decrease of 12% compared to $219 in the fourth quarter of 2015.

Overall operating rates at our steel mills increased to 74% in the first quarter of 2016 as compared to 65% in the first quarter of 2015 and 63% in the fourth quarter of 2015.

Total steel mill energy costs in the first quarter of 2016 decreased approximately $7 per ton compared to the first quarter of 2015 and decreased approximately $2 per ton compared to the fourth quarter of 2015. The decrease from the first quarter of 2015 was due to significantly lower electricity and natural gas unit costs and improved productivity from higher steel production volumes. The decrease from the fourth quarter of 2015 was due to improved productivity from higher steel production volumes and lower natural gas unit costs.

Our liquidity position remains strong with $2.33 billion in cash and cash equivalents and short-term investments. Subsequent to the end of the first quarter, we amended and extended our undrawn $1.5 billion line of credit to mature in April 2021.

In February, Nucor's board of directors declared a cash dividend of $0.375 per share payable on May 11, 2016 to stockholders of record on March 31, 2016. This dividend is Nucor's 172nd consecutive quarterly cash dividend, a record we expect to continue.

As expected, operating performance at the steel mills segment for the first quarter of 2016 increased compared to the fourth quarter of 2015. First quarter performance benefited from a lower average cost of inventory at the beginning of the quarter and improved market conditions. Positive market factors included a small decline in import volumes and more balanced inventory levels at service center customers. Energy, heavy equipment and agricultural markets remain weak. The automotive markets remain strong.

Imports continue to impact the U.S. steel industry. Several important trade cases are in progress, and the Department of Commerce has announced preliminary duties. We are confident that once all the facts are known, final determinations by the Department of Commerce will fully address all dumping and subsidies associated with these cases.

The performance of our downstream products segment decreased from the fourth quarter of 2015 due to typical first quarter seasonality in nonresidential construction markets, but increased compared to the first quarter of 2015. We expect nonresidential construction activity to outpace 2015 levels for the balance of the year.

The performance of the raw materials segment improved from the fourth quarter of 2015 primarily due to improved performance at our scrap processing businesses. Nucor Steel Louisiana completed a planned maintenance outage in the fourth quarter of 2015, and the facility did not immediately resume operations until late January due to market conditions. The profitability of both of our direct reduced iron (DRI) facilities has been negatively impacted by the depressed levels of pricing for alternative raw materials.

We expect earnings in the second quarter of 2016 to be significantly improved from the first quarter of 2016. Performance of the steel mills segment is expected to improve in the second quarter of 2016 as compared to the first quarter of 2016 as recently announced price increases for many of our products are being accepted in the market. This improved performance by the steel mills segment in the second quarter of 2016 will be tempered by rising scrap prices. We expect increased profitability for our downstream products segment in the second quarter of 2016 as compared to the first quarter of 2016 due to seasonal factors as improving weather conditions benefit nonresidential construction markets. The performance of the raw materials segment is expected to improve in the second quarter of 2016 as compared to the first quarter of 2016 due to improved pricing at both our scrap processing businesses and DRI facilities.

Nucor and its affiliates are manufacturers of steel products, with operating facilities primarily in the U.S. and Canada. Products produced include: carbon and alloy steel -- in bars, beams, sheet and plate; steel piling; 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. Nucor, through The David J. Joseph Company, also brokers ferrous and nonferrous metals, pig iron and HBI/DRI; supplies ferro-alloys; and processes ferrous and nonferrous scrap. Nucor is North America's largest recycler.

Certain statements contained in this news release are "forward-looking statements" that involve risks and uncertainties. The words "believe," "expect," "project," "will," "should," "could" and similar expressions are intended to identify those forward-looking statements. 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 competition from imports and substitute materials; (2) the sensitivity of the results of our operations to prevailing steel prices and the changes in the supply and cost of raw materials, including scrap steel; (3) market demand for steel products; and (4) energy costs and availability. These and other factors are discussed in Nucor's regulatory filings with the Securities and Exchange Commission, including those in Nucor's fiscal 2015 Annual Report on Form 10-K, Item 1A. Risk Factors. The forward-looking statements contained in this news release speak only as of this date, and Nucor does not assume any obligation to update them.

You are invited to listen to the live broadcast of Nucor's conference call in which management will discuss Nucor's first quarter results on April 21, 2016 at 2:00 p.m. eastern time. The conference call will be available over the Internet at www.nucor.com, under Investor Relations.

 TONNAGE DATA 

 (In thousands) 












 Three Months (13 Weeks) Ended 




April 2, 2016


April 4, 2015


Percentage
Change

Steel mills production


5,390


4,758


13%

Steel mills total shipments


5,647


4,887


16%









Sales tons to outside customers:








Steel mills


4,899


4,165


18%


Joist


98


89


10%


Deck


101


82


23%


Cold finished


119


130


-8%


Fabricated concrete








reinforcing steel


242


262


-8%


Other


689


907


-24%




6,148


5,635


9%

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (Unaudited)

(In thousands, except per share data)






  Three Months (13 Weeks) Ended  






April 2, 2016


April 4, 2015





Net sales

$   3,715,576


$         4,399,440





Costs, expenses and other:




  Cost of products sold

3,428,628


4,111,158

  Marketing, administrative and other expenses

109,745


124,561

  Equity in (earnings) losses of unconsolidated affiliates

(9,245)


259

  Interest expense, net

44,922


44,417


3,574,050


4,280,395

Earnings before income taxes and




noncontrolling interests

141,526


119,045

Provision for income taxes

37,065


34,753

Net earnings

104,461


84,292

Earnings attributable to




noncontrolling interests

33,707


16,492

Net earnings attributable to 




Nucor stockholders

$         70,754


$               67,800





Net earnings per share:




  Basic

$0.22


$0.21

  Diluted

$0.22


$0.21





Average shares outstanding:




  Basic

319,240


320,315

  Diluted

319,294


320,483

 CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) 

 (In thousands) 














April 2, 2016


Dec. 31, 2015

 ASSETS 






 Current assets: 






 Cash and cash equivalents 


$      2,278,488


$     1,939,469


 Short-term investments 


50,000


100,000


 Accounts receivable, net 


1,493,892


1,383,823


 Inventories, net 


2,007,879


2,145,444


 Other current assets 


175,890


185,644











 Total current assets 


6,006,149


5,754,380









 Property, plant and equipment, net 


4,813,565


4,891,153









 Goodwill 



2,025,380


2,011,278









 Other intangible assets, net 


756,724


770,672









 Other assets 


793,286


799,461











 Total assets 


$    14,395,104


$   14,226,944









 LIABILITIES 






 Current liabilities: 






 Short-term debt 


$            36,655


$           51,315


 Accounts payable 


758,703


566,527


 Salaries, wages and related accruals 


237,107


289,004


 Accrued expenses and other current liabilities 


517,665


478,327











 Total current liabilities 


1,550,130


1,385,173









 Long-term debt due after one year 


4,337,875


4,337,145









 Deferred credits and other liabilities 


729,027


718,613











 Total liabilities 


6,617,032


6,440,931









 EQUITY 






 Nucor stockholders' equity: 






 Common stock 


151,426


151,426


 Additional paid-in capital 


1,925,255


1,918,970


 Retained earnings 


7,206,570


7,255,972


 Accumulated other comprehensive loss, 







 net of income taxes 


(296,164)


(351,362)


 Treasury stock 


(1,560,619)


(1,558,128)



 Total Nucor stockholders' equity 


7,426,468


7,416,878









 Noncontrolling interests 


351,604


369,135











 Total equity 


7,778,072


7,786,013











 Total liabilities and equity 


$    14,395,104


$   14,226,944

 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) 

 (In thousands) 
















Three Months (13 Weeks) Ended
















April 2, 2016


April 4, 2015










Operating activities:







Net earnings 



$                       104,461


$                          84,292


Adjustments:








Depreciation



152,249


157,934



Amortization



18,112


18,655



Stock-based compensation


7,300


6,453



Deferred income taxes


5,529


(10,173)



Distributions from affiliates


36,015


-



Equity in (earnings) losses of unconsolidated affiliates

(9,245)


259



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







Accounts receivable


(104,252)


343,497




Inventories



142,516


330,842




Accounts payable


197,350


(237,847)




Federal income taxes


23,273


39,397




Salaries, wages and related accruals

(49,453)


(122,226)




Other operating activities


27,004


(47,389)










Cash provided by operating activities


550,859


563,694










Investing activities:







Capital expenditures



(80,697)


(77,523)


Investment in and advances to affiliates

(6,098)


(20,776)


Disposition of plant and equipment


5,309


2,604


Acquisitions (net of cash acquired)


(1,386)


-


Purchases of investments


(50,000)


(111,927)


Proceeds from the sale of investments


100,000


100,000


Other investing activities


792


1,870










Cash used in investing activities


(32,080)


(105,752)










Financing activities:







Net change in short-term debt


(14,671)


(180,239)


Issuance of common stock


-


423


Excess tax benefits from stock-based compensation

353


200


Distributions to noncontrolling interests

(49,853)


(24,981)


Cash dividends



(120,153)


(119,712)


Acquisition of treasury stock


(5,173)


-


Other financing activities


(559)


(536)










Cash used in financing activities 


(190,056)


(324,845)










Effect of exchange rate changes on cash


10,296


(3,304)










Increase in cash and cash equivalents


339,019


129,793










Cash and cash equivalents - beginning of year

1,939,469


1,024,144










Cash and cash equivalents - end of three months

$                   2,278,488


$                   1,153,937










Non-cash investing activity:







Change in accrued plant and equipment purchases

$                           (4,949)


$                           (7,812)




CONTACT: For Investor/Analyst Inquiries: Gregg Lucas, 704-972-1841; For Media Inquiries: Katherine Miller, 704-353-9015