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):     October 20, 2005

 

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.)

 

2100 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:

 

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

 

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

 

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

 

  ¨ Pre-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 October 20, 2005, Nucor Corporation issued a news release reporting its financial results for the fiscal quarter ended October 1, 2005. A copy of the news release is attached hereto as Exhibit 99.1.

 

Item 9.01 Financial Statements and Exhibits

 

  (c) Exhibits

 

99.1    News Release of Nucor Corporation, issued October 20, 2005

 

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/ Terry S. Lisenby

   

Terry S. Lisenby

Chief Financial Officer, Treasurer and

Executive Vice President

 

Dated: October 20, 2005

 

 

2


INDEX TO EXHIBITS

 

 

Exhibit No.

  

Description


99.1    News Release of Nucor Corporation, issued October 20, 2005

 

 

3

News Release

Exhibit 99.1

 


NUCOR    News Release

 

NUCOR REPORTS RESULTS FOR FIRST NINE MONTHS AND THIRD QUARTER OF 2005

 

CHARLOTTE, NORTH CAROLINA, October 20, 2005 – Nucor Corporation (NYSE: NUE) announced today record consolidated net earnings for the first nine months of 2005. Nucor’s consolidated net earnings for the first nine months of 2005 were $969.3 million ($6.08 per diluted share), an increase of 24% over net earnings of $780.1 million ($4.90 per diluted share) in last year’s first nine months. Consolidated net earnings of $291.9 million ($1.86 per diluted share) in this year’s third quarter decreased 30% compared with $415.4 million ($2.59 per diluted share) earned in the third quarter of 2004 and decreased 10% from the $322.7 million ($2.03 per diluted share) earned in the second quarter of 2005.

 

In the first nine months of 2005, Nucor’s consolidated net sales increased 15% to $9.49 billion, compared with $8.29 billion in last year’s first nine months. Average sales price per ton increased 9% while total tons shipped to outside customers increased 5% from the first nine months of 2004. In the third quarter of 2005, Nucor’s consolidated net sales decreased 7% to $3.03 billion, compared with $3.24 billion in the third quarter of 2004 and decreased 4% compared with $3.15 billion in the second quarter of 2005. Average sales price per ton decreased 15% from the third quarter of 2004 and decreased 8% from the second quarter of 2005. Total tons shipped to outside customers were a record 5,298,000 tons in the third quarter of 2005, an increase of 9% over the third quarter of 2004 and an increase of 5% over the second quarter of 2005.

 

The average scrap and scrap substitute cost per ton used increased 9% from $225 in the first nine months of 2004 to $245 in the first nine months of 2005, decreased 13% from $248 in the third quarter of 2004 to $217 in the third quarter of 2005, and decreased 12% from $246 in the second quarter of 2005. Total energy costs increased approximately $6 per ton from the first nine months of 2004 to the first nine months of 2005, increased approximately $12 per ton from the third quarter of 2004 to the third quarter of 2005, and increased approximately $6 per ton from the second quarter of 2005 to the third quarter of 2005.

 

Nucor incurred a credit to value inventories using the last-in, first-out (LIFO) method of accounting of $148.0 million in the first nine months of 2005, compared with a charge of $223.4 million in the first nine months of 2004. In the third quarter of 2005, the LIFO credit was $52.0 million, compared with a charge of $124.1 million in the third quarter of 2004 and a credit of $69.9 million in the second quarter of 2005.

 

In the steel mills segment, steel production remained flat at 15,136,000 tons in the first nine months of 2005, compared with 15,153,000 tons produced in the first nine months of 2004. Total steel shipments increased 3% to 15,504,000 tons in the first nine months of 2005, compared with 15,018,000 tons in last year’s first nine months. Steel shipments to outside customers increased 5% to 14,295,000 tons in the first nine months of 2005, compared with 13,674,000 tons in last year’s first nine months. In the steel products segment, steel joist production during the first nine months of 2005 increased to 413,000 tons, compared with 396,000 tons in the first nine months of 2004. Steel deck sales increased to 285,000 tons in the first nine months of 2005, compared with 271,000 tons in last year’s first nine months. Cold finished steel sales increased to 261,000 tons, compared with 211,000 tons in the first nine months of 2004.

 

 

Page 1 of 5



NUCOR    News Release

 

NUCOR REPORTS RESULTS FOR FIRST NINE MONTHS AND THIRD QUARTER OF 2005 (Continued)

 

In the steel mills segment, steel production increased 3% from 4,943,000 tons in the second quarter of 2005 to 5,085,000 tons in the third quarter of 2005. Steel shipments to outside customers increased 5% to 4,914,000 tons in the third quarter of 2005, compared with 4,693,000 tons in the second quarter of the year. The increase in production and shipments over the prior year and over the second quarter reflects stronger business conditions in long products and plate products, as well as acquisitions made in 2004 and 2005.

 

Nucor repurchased approximately 722,000 shares of Nucor’s common stock at a cost of approximately $39.3 million under a publicly announced stock repurchase program during the third quarter of 2005, and repurchased approximately 4.7 million shares at a cost of about $245.2 million during the first nine months of 2005. Approximately 3.8 million shares remain authorized for repurchase under the current program.

 

Our earnings guidance for the fourth quarter of $1.70 to $1.90 per diluted share is consistent with our view that business conditions will remain strong through the fourth quarter of 2005 and into the first quarter of 2006. The biggest threats to this guidance are related to three important issues: import levels, energy costs and availability, and a significant slowdown in our economy.

 

Nucor and affiliates are manufacturers of steel products, with operating facilities in sixteen states. Products produced are: carbon and alloy steel – in bars, beams, sheet and plate; steel joists and joist girders; steel deck; cold finished steel; steel fasteners; metal building systems; and light gauge steel framing. Nucor is the nation’s largest recycler.

 

Certain statements contained in this news release are “forward-looking statements” that involve risks and uncertainties. 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; (4) competitive pressure on sales and pricing, including pressure from imports and substitute materials; and (5) capital investments and their impact on our performance. These and other factors are outlined in Nucor’s regulatory filings with the Securities and Exchange Commission, including those in Nucor’s December 31, 2004 Annual Report on Form 10-K. 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 third quarter results on October 20, 2005 at 2:00 pm eastern time. The conference call will be available over the Internet at www.nucor.com, under Investor Relations/Investor Information.

 

 

Page 2 of 5



NUCOR    News Release

 

NUCOR REPORTS RESULTS FOR FIRST NINE MONTHS AND THIRD QUARTER OF 2005 (Continued)

 

Unaudited figures are as follows:

 

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (Unaudited)

(In thousands, except per share data)

 

     Nine Months (39 Weeks) Ended

    Three Months (13 Weeks) Ended

     Oct. 1, 2005

    Oct. 2, 2004

    Oct. 1, 2005

   Oct. 2, 2004

NET SALES

   $ 9,493,535     $ 8,287,830     $ 3,025,911    $ 3,239,592
    


 


 

  

COSTS, EXPENSES AND OTHER:

                             

Cost of products sold

     7,582,395       6,683,803       2,441,675      2,433,518

Marketing, administrative and

                             

other expenses

     339,779       318,978       111,731      131,573

Interest expense, net

     7,396       17,831       922      5,053

Minority interests

     76,595       60,347       24,915      34,061

Other income

     (9,200 )     (1,596 )     —        —  
    


 


 

  

       7,996,965       7,079,363       2,579,243      2,604,205
    


 


 

  

EARNINGS BEFORE INCOME TAXES

     1,496,570       1,208,467       446,668      635,387

Provision for income taxes

     527,320       428,400       154,791      220,000
    


 


 

  

NET EARNINGS

   $ 969,250     $ 780,067     $ 291,877    $ 415,387
    


 


 

  

NET EARNINGS PER SHARE:

                             

Basic

   $ 6.14     $ 4.93     $ 1.87    $ 2.62

Diluted

   $ 6.08     $ 4.90     $ 1.86    $ 2.59

AVERAGE SHARES OUTSTANDING:

                             

Basic

     157,865       158,094       155,832      158,796

Diluted

     159,316       159,347       157,236      160,229

 

 

 

Page 3 of 5



NUCOR    News Release

 

NUCOR REPORTS RESULTS FOR FIRST NINE MONTHS AND THIRD QUARTER OF 2005 (Continued)

 

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)

(In thousands)

 

     Oct. 1, 2005

    Dec. 31, 2004

 

Assets

                

CURRENT ASSETS:

                

Cash and short-term investments

   $ 1,607,238     $ 779,049  

Accounts receivable

     1,017,900       962,755  

Inventories

     951,143       1,239,888  

Other current assets

     228,729       193,256  
    


 


Total current assets

     3,805,010       3,174,948  

PROPERTY, PLANT AND EQUIPMENT

     2,845,587       2,818,307  

OTHER ASSETS

     308,278       139,952  
    


 


TOTAL ASSETS

   $ 6,958,875     $ 6,133,207  
    


 


Liabilities and stockholders' equity

                

CURRENT LIABILITIES:

                

Long-term debt due within one year

   $ 1,250     $ —    

Accounts payable

     573,477       471,549  

Federal income taxes payable

     —         28,957  

Salaries, wages and related accruals

     336,032       320,276  

Accrued expenses and other current liabilities

     348,836       245,008  
    


 


Total current liabilities

     1,259,595       1,065,790  
    


 


LONG-TERM DEBT DUE AFTER ONE YEAR

     922,300       923,550  
    


 


DEFERRED CREDITS AND OTHER LIABILITIES

     517,971       514,569  
    


 


MINORITY INTERESTS

     169,257       173,313  
    


 


STOCKHOLDERS' EQUITY:

                

Common stock

     73,987       73,753  

Additional paid-in capital

     172,241       147,206  

Retained earnings

     4,468,930       3,688,555  

Unearned compensation

     (3,887 )     (392 )

Accumulated other comprehensive income (loss), net of income taxes

     71,100       (1,177 )
    


 


       4,782,371       3,907,945  

Treasury stock

     (692,619 )     (451,960 )
    


 


Total stockholders' equity

     4,089,752       3,455,985  
    


 


TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

   $ 6,958,875     $ 6,133,207  
    


 


 

Page 4 of 5



 

NUCOR

   News Release

 

NUCOR REPORTS RESULTS FOR FIRST NINE MONTHS AND THIRD QUARTER OF 2005 (Continued)

 

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

(In thousands)

 

     Nine Months (39 Weeks) Ended

 
      

Oct. 1, 2005

 

   

Oct. 2, 2004

 

Operating activities:

                

Net earnings

   $ 969,250     $ 780,067  

Adjustments:

                

Depreciation

     281,499       291,805  

Impairment of assets

     —         13,200  

Deferred income taxes

     (44,910 )     (52,900 )

Minority interests

     76,583       60,345  

Changes in (exclusive of acquisitions):

                

Current assets

     280,213       (832,629 )

Current liabilities

     176,316       631,457  

Other

     (11,624 )     3,972  
    


 


Cash provided by operating activities

     1,727,327       895,317  
    


 


Investing activities:

                

Capital expenditures

     (222,629 )     (198,007 )

Investment in affiliates

     (37,450 )     (68,550 )

Disposition of plant and equipment

     709       2,813  

Acquisitions (net of cash acquired)

     (154,864 )     (169,646 )
    


 


Cash used in investing activities

     (414,234 )     (433,390 )
    


 


Financing activities:

                

Proceeds from long-term debt

     —         20,000  

Issuance of common stock

     29,768       46,769  

Distributions to minority interests

     (80,639 )     (71,775 )

Cash dividends

     (188,875 )     (53,901 )

Acquisition of treasury stock

     (245,158 )     —    

Termination of interest rate swap agreement

     —         4,800  
    


 


Cash used in financing activities

     (484,904 )     (54,107 )
    


 


Increase in cash and short-term investments

     828,189       407,820  

Cash and short-term investments—beginning of year

     779,049       350,332  
    


 


Cash and short-term investments—end of nine months

   $ 1,607,238     $ 758,152  
    


 


 

Page 5 of 5