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): January 27, 2015

 

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 2.02Results of Operations and Financial Condition

 

On January 27, 2015, Nucor Corporation issued a news release reporting its financial results for the year ended December 31, 2014. 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.

 

 

Item 9.01Financial Statements and Exhibits

 

(d)Exhibits

 

99.1News Release of Nucor Corporation, issued January 27, 2015

 

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: January 27, 2015

 

2
 

 

INDEX TO EXHIBITS

 

 

 Exhibit No.Description
   
99.1News Release of Nucor Corporation, issued January 27, 2015

 

3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exhibit 99.1
 

Nucor Reports Results For Fourth Quarter And Year Ended 2014

CHARLOTTE, N.C., Jan. 27, 2015 /PRNewswire/ -- Nucor Corporation (NYSE: NUE) announced today consolidated net earnings of $713.9 million, or $2.22 per diluted share, for the full year 2014, an improvement of 46% compared with consolidated net earnings of $488.0 million, or $1.52 per diluted share, for the full year 2013. Nucor reported consolidated net earnings of $210.4 million, or $0.65 per diluted share, for the fourth quarter of 2014. By comparison, Nucor reported net earnings of $245.4 million, or $0.76 per diluted share, in the third quarter of 2014 and net earnings of $170.5 million, or $0.53 per diluted share, in the fourth quarter of 2013.

Nucor's results include a credit of $57.3 million for the fourth quarter and full year 2014 ($0.11 per diluted share) to value inventories using the last-in, first-out (LIFO) method of accounting. These credits are compared with a charge of $17.4 million ($0.04 per diluted share) for the fourth quarter and full year 2013, and a credit of $14.5 million ($0.03 per diluted share) in the third quarter of 2014.

Third quarter of 2014 results included a $12.5 million charge ($0.03 per diluted share) related to the partial write down of assets within the steel mills segment. The fourth quarter of 2013 results were impacted by an out-of-period non-cash gain of $21.3 million ($0.07 per diluted share) related to a correction of deferred tax balances.

For the full year 2014, Nucor's consolidated net sales increased 11% to $21.11 billion, compared with $19.05 billion for 2013. Average sales price per ton increased 3%. Total tons shipped to outside customers in 2014 were 25,413,000, an increase of 7% from the full year 2013.

Nucor's consolidated net sales decreased 12% to $5.00 billion in the fourth quarter of 2014 compared with $5.70 billion in the third quarter of 2014 and increased 2% compared with $4.89 billion in the fourth quarter of 2013. Average sales price per ton decreased 2% from the third quarter of 2014 and increased 1% from the fourth quarter of 2013. Total tons shipped to outside customers were 6,070,000 tons in the fourth quarter of 2014, an 11% decrease from the third quarter of 2014 and a 1% increase over the fourth quarter of 2013. Total fourth quarter steel mill shipments decreased 7% from the third quarter of 2014 and increased 2% over the fourth quarter of 2013. Fourth quarter downstream steel products shipments to outside customers decreased 17% from the third quarter of 2014 and increased 3% over the fourth quarter of 2013.

The average scrap and scrap substitute cost per ton used for the full year 2014 was $381, an increase of 1% from $376 in 2013. The average scrap and scrap substitute cost per ton used in the fourth quarter of 2014 was $363, a decrease of 4% from $379 in the third quarter of 2014 and $377 in the fourth quarter of 2013.

Overall operating rates at our steel mills increased to 78% for the full year 2014 from 74% for the full year 2013. Steel mill utilization rates in the fourth quarter (76%) decreased compared to the third quarter of 2014 (81%) and increased compared to the fourth quarter of 2013 (75%).

For the full year 2014, total steel mill energy costs increased approximately $2 per ton from the prior year primarily due to higher unit costs for natural gas and electricity. In the fourth quarter of 2014, total steel mill energy costs decreased approximately $3 per ton from the third quarter of 2014 due primarily to lower electricity unit costs, and increased approximately $1 per ton from the fourth quarter of 2013.

Cash and cash equivalents and short-term investments totaled $1.12 billion as of the end of the fourth quarter of 2014. During the fourth quarter of 2014, Nucor closed on its purchase of all the equity of Gallatin Steel Company for approximately $779 million, which was paid for in cash. Nucor issued approximately $300 million of commercial paper in the fourth quarter of 2014 to partially fund the Gallatin transaction. At December 31, 2014, Nucor had approximately $151 million of commercial paper outstanding. Nucor's liquidity position remains strong after the Gallatin acquisition, and our undrawn $1.5 billion revolving credit facility does not expire until August 2018.

In December, Nucor's board of directors declared a cash dividend of $0.3725 per share payable on February 11, 2015 to stockholders of record on December 31, 2014. This dividend is Nucor's 167th consecutive quarterly cash dividend, and it marks 42 consecutive years of an increased base dividend.

As expected, overall operating performance at our steel mills segment and downstream products segment for the fourth quarter of 2014 decreased compared to the third quarter of 2014 due to seasonality that is typical in the fourth quarter. Imports remain at exceptionally high levels, which contributed to the downward pressure on the performance of the steel mills segment. The steel mills segment experienced some margin compression from the third quarter of 2014, as well as a decrease in volume. Newly acquired Nucor Steel Gallatin contributed profitable performance in the fourth quarter of 2014, as profits more than offset the $8.9 million ($0.02 per diluted share) of non-cash inventory related purchase accounting charges incurred during the quarter. The operating performance of the raw materials segment was negatively impacted by an operating loss of approximately $35 million ($0.07 per diluted share) at Nucor Steel Louisiana and the decreased performance of our scrap processing business. For the full year 2014, Nucor Steel Louisiana had an operating loss of approximately $135 million ($0.28 per diluted share).

The production operations of Nucor Steel Louisiana have remained suspended since the equipment failure related to the process gas heater occurred on November 2, 2014. We are continuing to make the necessary repairs to the process gas heater. We estimate that Nucor Steel Louisiana will not be operational until late in the first quarter of 2015. We expect a small reduction in the operating loss of Nucor Steel Louisiana in the first quarter of 2015.

We currently expect that first quarter of 2015 earnings will decrease from the fourth quarter of 2014 to a level slightly exceeding the first quarter of 2014. Market conditions in the steel mills segment in the first quarter of 2015 will be impacted by challenges in energy markets due to customer inventory reductions caused by the recent collapse in oil prices. We do expect improvement in energy demand once inventory destocking is complete. Additionally, from a long-term macroeconomic perspective, we believe lower energy prices are good for the domestic economy and therefore good for Nucor. Import levels have continued to increase in 2015, and we expect imports to remain at high levels throughout the first quarter. The performance of our downstream products businesses is expected to decrease from the fourth quarter of 2014 due to typical seasonality experienced in the first quarter, and then to improve as we enter the construction season in the second quarter. We continue to see positive trends in nonresidential construction markets which should benefit our steel mills and fabricated construction products businesses as the year progresses.

Nucor and 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 expanded metal; 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) 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; (2) market demand for steel products; (3) energy costs and availability; and (4) competitive pressure on sales and pricing, including competition from imports and substitute materials. These and other factors are discussed in Nucor's regulatory filings with the Securities and Exchange Commission, including those in Nucor's December 31, 2013 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 fourth quarter results on January 27, 2015 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)


















Quarter Ended December 31,


Year Ended December 31,




2014


2013


Percentage Change


2014


2013


Percentage Change

Steel mills production


5,205


4,988


4%


21,135


19,900


6%

Steel mills total shipments


5,317


5,191


2%


21,967


20,650


6%















Sales tons to outside customers:












Steel mills


4,584


4,485


2%


18,681


17,733


5%


Joist


104


94


11%


421


342


23%


Deck


95


92


3%


396


334


19%


Cold finished


104


115


-10%


504


474


6%


Fabricated concrete














reinforcing steel


283


252


12%


1,185


1,065


11%


Other


900


981


-8%


4,226


3,782


12%




6,070


6,019


1%


25,413


23,730


7%















CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (Unaudited)

(In thousands, except per share data)










Quarter Ended December 31,


Year Ended December 31,










2014


2013


2014


2013









Net sales

$    5,003,753


$     4,894,750


$      21,105,141


$ 19,052,046









Costs, expenses and other:








  Cost of products sold

4,489,882


4,509,009


19,198,615


17,641,421

  Marketing, administrative and other expenses

127,347


117,403


546,198


481,904

  Equity in earnings of








unconsolidated affiliates

(3,477)


(6,632)


(13,505)


(9,297)

  Interest expense, net

38,775


37,709


169,256


146,895


4,652,527


4,657,489


19,900,564


18,260,923

Earnings before income taxes and








noncontrolling interests

351,226


237,261


1,204,577


791,123

Provision for income taxes

106,268


46,845


388,787


205,594

Net earnings

244,958


190,416


815,790


585,529

Earnings attributable to








noncontrolling interests

34,531


19,922


101,844


97,504

Net earnings attributable to 








Nucor stockholders

$       210,427


$        170,494


$          713,946


$      488,025









Net earnings per share:








  Basic

$0.66


$0.53


$2.22


$1.52

  Diluted

$0.65


$0.53


$2.22


$1.52









Average shares outstanding:








  Basic

320,157


319,361


319,838


319,077

  Diluted

320,449


319,652


320,127


319,266



 CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) 

 (In thousands) 














Dec. 31, 2014


Dec. 31, 2013

 ASSETS 






 Current assets: 






 Cash and cash equivalents 


$    1,024,144


$   1,483,252


 Short-term investments 


100,000


28,191


 Accounts receivable, net 


2,068,298


1,810,987


 Inventories, net 


2,745,032


2,605,609


 Other current assets 


504,414


482,007











 Total current assets 


6,441,888


6,410,046









 Property, plant and equipment, net 


5,287,639


4,917,024

















 Goodwill 



2,068,664


1,973,608









 Other intangible assets, net 


862,093


874,154









 Other assets 


955,643


1,028,451











 Total assets 


$  15,615,927


$ 15,203,283









 LIABILITIES 





 Current liabilities: 






 Short-term debt 


$      207,476


$       29,202


 Long-term debt due within one year 


16,335


3,300


 Accounts payable 


993,872


1,117,078


 Salaries, wages and related accruals 


352,488


282,860


 Accrued expenses and other current liabilities 


527,605


527,776











 Total current liabilities 


2,097,776


1,960,216









 Long-term debt due after one year 


4,360,600


4,376,900









 Deferred credits and other liabilities 


1,082,433


955,889











 Total liabilities 


7,540,809


7,293,005









 EQUITY 






 Nucor stockholders' equity: 






 Common stock 


151,237


151,010


 Additional paid-in capital 


1,883,356


1,843,353


 Retained earnings 


7,378,214


7,140,440


 Accumulated other comprehensive (loss) income, 







 net of income taxes 


(145,708)


9,080


 Treasury stock 


(1,494,629)


(1,498,114)



 Total Nucor stockholders' equity 


7,772,470


7,645,769









 Noncontrolling interests 


302,648


264,509











 Total equity 


8,075,118


7,910,278











 Total liabilities and equity 


$  15,615,927


$ 15,203,283









 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) 

 (In thousands) 
















Year Ended December 31,
















2014


2013










Operating activities:







Net earnings 



$               815,790


$               585,529


Adjustments:








Depreciation



652,000


535,852



Amortization



72,423


74,356



Stock-based compensation

46,384


47,450



Deferred income taxes


90,864


56,564



Distributions from affiliates

53,738


8,708



Equity in earnings of unconsolidated affiliates

(13,505)


(9,297)



Loss on assets


25,393


14,000



Changes in assets and liabilities (exclusive of






     acquisitions and dispositions):







Accounts receivable


(179,181)


(103,649)




Inventories


(45,963)


(298,074)




Accounts payable


(111,859)


39,489




Federal income taxes


(111,687)


77,950




Salaries, wages and related accruals

67,973


7,155




Other operating activities

(19,472)


41,916










Cash provided by operating activities

1,342,898


1,077,949










Investing activities:







Capital expenditures


(667,982)


(1,196,952)


Investment in and advances to affiliates

(97,841)


(85,053)


Repayment of advances to affiliates

122,000


54,500


Disposition of plant and equipment

36,563


34,097


Acquisitions (net of cash acquired)

(768,581)


-


Purchases of investments


(100,000)


(19,349)


Proceeds from the sale of investments

27,529


92,761


Proceeds from the sale of restricted investments

-


148,725


Changes in restricted cash


-


126,438


Other investing activities


10,250


4,863










Cash used in investing activities


(1,438,062)


(839,970)










Financing activities:







Net change in short-term debt


178,308


(671)


Proceeds from long-term debt, net of discount

-


999,100


Repayment of long-term debt


(5,358)


(250,000)


Bond issuance costs


-


(7,625)


Issuance of common stock


5,614


-


Excess tax benefits from stock-based compensation

3,400


2,955


Distributions to noncontrolling interests

(63,705)


(76,798)


Cash dividends



(475,123)


(471,028)


Other financing activities


(2,183)


111










Cash (used in) provided by financing activities 

(359,047)


196,044










Effect of exchange rate changes on cash

(4,897)


(3,633)










(Decrease) increase in cash and cash equivalents

(459,108)


430,390










Cash and cash equivalents - beginning of year

1,483,252


1,052,862










Cash and cash equivalents - end of year

$            1,024,144


$            1,483,252










Non-cash investing activity:






Change in accrued plant and equipment purchases

$               (99,115)


$                 33,467












CONTACT: Nucor Executive Offices, +1-704-366-7000, or fax, +1-704-362-4208