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, 2006

 


 

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 January 27, 2006, Nucor Corporation issued a news release reporting its financial results for the year ended December 31, 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 January 27, 2006

 

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/ Terry S. Lisenby


    Terry S. Lisenby
   

Chief Financial Officer, Treasurer and

Executive Vice President

 

Dated: January 27, 2006

 

3


INDEX TO EXHIBITS

 

Exhibit No.

 

Description


99.1   News Release of Nucor Corporation, issued January 27, 2006

 

4

Press Release

Exhibit 99.1

 

LOGO   News Release

 

NUCOR REPORTS RECORD RESULTS FOR 2005

 

CHARLOTTE, NORTH CAROLINA, January 27, 2006 – Nucor Corporation (NYSE: NUE) announced today record consolidated net earnings and sales for 2005. Nucor’s consolidated net earnings for 2005 were $1.31 billion ($8.26 per diluted share), an increase of 17% over net earnings of $1.12 billion ($7.02 per diluted share) in 2004. Consolidated net earnings of $341.0 million ($2.18 per diluted share) in this year’s fourth quarter were flat compared with $341.4 million ($2.12 per diluted share) earned in the fourth quarter of 2004 and increased 17% from the $291.9 million ($1.86 per diluted share) earned in the third quarter of 2005. Fourth quarter earnings per share improved 3% over the fourth quarter of 2004 primarily due to a smaller number of shares outstanding during the quarter.

 

Nucor’s consolidated net sales for 2005 increased 12% to $12.70 billion, compared with $11.38 billion in 2004. Average sales price per ton increased 4% while total tons shipped to outside customers increased 7% from 2004. In the fourth quarter of 2005, Nucor’s consolidated net sales increased 4% to $3.21 billion, compared with $3.09 billion in the fourth quarter of 2004 and increased 6% compared with $3.03 billion from the third quarter of 2005. Average sales price per ton decreased 10% from the fourth quarter of 2004 and increased 10% from the third quarter of 2005. Total tons shipped to outside customers were 5,089,000 tons in the fourth quarter of 2005, an increase of 15% over the fourth quarter of 2004 and a decrease of 4% from the third quarter of 2005.

 

The average scrap and scrap substitute cost per ton used increased 3% from $238 in 2004 to $244 in 2005, decreased 14% from $278 in the fourth quarter of 2004 to $240 in the fourth quarter of 2005, and increased 11% from $217 in the third quarter of 2005. Total energy costs increased approximately $7 per ton from 2004 to 2005, increased approximately $10 per ton from the fourth quarter of 2004 to the fourth quarter of 2005, and increased approximately $3 per ton from the third quarter of 2005 to the fourth quarter of 2005. Nucor is partially hedged against exposure to increases in energy costs.

 

Nucor incurred a credit to value inventories using the last-in, first-out (LIFO) method of accounting of $151.6 million in 2005, compared with a charge of $375.9 million in 2004. In the fourth quarter of 2005, the LIFO credit was $3.6 million, compared with a charge of $152.5 million in the fourth quarter of 2004, and a credit of $52.0 million in the third quarter of 2005. The fourth quarter LIFO credit was well below our forecast of $50.0 million.

 

In 2005, Nucor established company records in its steel mills segment for steel production, total steel shipments and steel sales to outside customers. Steel production was 20,332,000 tons, compared with 19,737,000 tons produced in 2004, an increase of 3%. Total steel shipments increased 6% to 20,669,000 tons in 2005, compared with 19,464,000 tons in 2004. Based on the strength of our bar, plate and beam products, steel shipments to outside customers increased 7% to 19,020,000 tons in 2005, compared with 17,787,000 tons in 2004. In the steel products segment, steel joist production during 2005 increased to 554,000 tons, compared with 522,000 tons in 2004. Steel deck sales increased to a record 380,000 tons in 2005, compared with 364,000 tons in 2004. Cold finished steel sales increased to a record 342,000 tons, compared with 271,000 tons in 2004.

 

Page 1 of 5

 

Nucor Executive Offices:        2100 Rexford Road, Charlotte, North Carolina 28211

Phone 704-366-7000        Fax 704-362-4208        www.nucor.com


 

LOGO   News Release

 

NUCOR REPORTS RECORD RESULTS FOR 2005 (Continued)

 

In 2005, Nucor increased its base dividend and paid a quarterly supplemental dividend, resulting in dividend payments tripling from $69.7 million in 2004 to $209.8 million in 2005. We recently announced an additional increase in the supplemental dividend to $0.50 per share for a total dividend of $0.65 per share to be paid in the first quarter of 2006, compared with the total dividend of $0.40 per share paid in the fourth quarter of 2005.

 

Nucor repurchased approximately 845,000 shares of Nucor’s common stock at a cost of approximately $46.1 million under a publicly announced stock repurchase program during the fourth quarter of 2005, and repurchased approximately 5.6 million shares at a cost of about $291.2 million during 2005. Approximately 12.9 million shares remain authorized for repurchase.

 

Nucor expects that the first quarter of 2006 will be another strong quarter, as we continue to benefit from product line diversification. We expect that overall demand and margins for our products will remain strong and that earnings will be in the range of $1.90 to $2.10 per diluted share.

 

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 fourth quarter results on January 27, 2006 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 Executive Offices:        2100 Rexford Road, Charlotte, North Carolina 28211

Phone 704-366-7000        Fax 704-362-4208        www.nucor.com


LOGO   News Release

 

NUCOR REPORTS RECORD RESULTS FOR 2005 (Continued)

 

Unaudited figures are as follows:

 

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (Unaudited)

(In thousands, except per share data)

 

     Year Ended December 31,

    Quarter Ended December 31,

     2005

    2004

    2005

    2004

NET SALES

     $12,700,999       $11,376,828       $3,207,464       $3,088,998
    


 


 


 

COSTS, EXPENSES AND OTHER:

                              

Cost of products sold

     10,085,396       9,128,872       2,509,400       2,445,069

Marketing, administrative and

                              

other expenses

     493,560       415,030       147,382       96,052

Interest expense (income), net

     4,201       22,352       (3,195 )     4,521

Minority interests

     110,674       80,894       34,079       20,547

Other income

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


 


 


 

       10,684,631       9,645,552       2,687,666       2,566,189
    


 


 


 

EARNINGS BEFORE

                              

INCOME TAXES

     2,016,368       1,731,276       519,798       522,809

Provision for income taxes

     706,084       609,791       178,764       181,391
    


 


 


 

NET EARNINGS

   $ 1,310,284     $ 1,121,485     $ 341,034     $ 341,418
    


 


 


 

NET EARNINGS PER SHARE:

                              

Basic

   $ 8.34     $ 7.08     $ 2.20     $ 2.14
    


 


 


 

Diluted

   $ 8.26     $ 7.02     $ 2.18     $ 2.12
    


 


 


 

AVERAGE SHARES OUTSTANDING:

                              

Basic

     157,128       158,383       154,941       159,268

Diluted

     158,565       159,754       156,433       160,777

 

Page 3 of 5

 

Nucor Executive Offices: 2100 Rexford Road, Charlotte, North Carolina 28211

Phone 704-366-7000 Fax 704-362-4208 www.nucor.com

 

 


LOGO   News Release

 

 

NUCOR REPORTS RECORD RESULTS FOR 2005 (Continued)

 

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)

(In thousands)

 

     Dec. 31, 2005

    Dec. 31, 2004

 

Assets

                

CURRENT ASSETS:

                

Cash and short-term investments

   $ 1,837,510     $ 779,049  

Accounts receivable

     1,000,629       962,755  

Inventories

     945,054       1,239,888  

Other current assets

     288,360       193,256  
    


 


Total current assets

     4,071,553       3,174,948  

PROPERTY, PLANT AND EQUIPMENT

     2,855,717       2,818,307  

OTHER ASSETS

     211,517       139,952  
    


 


TOTAL ASSETS

   $ 7,138,787     $ 6,133,207  
    


 


Liabilities and stockholders' equity

                

CURRENT LIABILITIES:

                

Long-term debt due within one year

   $ 1,250     $  

Accounts payable

     501,624       471,549  

Federal income taxes payable

     —         28,957  

Salaries, wages and related accruals

     368,568       320,276  

Accrued expenses and other current liabilities

     384,257       245,008  
    


 


Total current liabilities

     1,255,699       1,065,790  
    


 


LONG-TERM DEBT DUE AFTER ONE YEAR

     922,300       923,550  
    


 


DEFERRED CREDITS AND OTHER LIABILITIES

     486,910       514,569  
    


 


MINORITY INTERESTS

     194,090       173,313  
    


 


STOCKHOLDERS' EQUITY:

                

Common stock

     74,120       73,753  

Additional paid-in capital

     191,850       147,206  

Retained earnings

     4,709,111       3,688,555  

Unearned compensation

     (3,287 )     (392 )

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

     46,600       (1,177 )
    


 


       5,018,394       3,907,945  

Treasury stock

     (738,606 )     (451,960 )
    


 


Total stockholders' equity

     4,279,788       3,455,985  
    


 


TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

   $ 7,138,787     $ 6,133,207  
    


 


 

Page 4 of 5

 

Nucor Executive Offices: 2100 Rexford Road, Charlotte, North Carolina 28211

Phone 704-366-7000 Fax 704-362-4208 www.nucor.com


LOGO   News Release

 

 

NUCOR REPORTS RECORD RESULTS FOR 2005 (Continued)

 

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

(In thousands)

 

     Year Ended December 31,

 
     2005

    2004

 

Operating activities:

                

Net earnings

   $ 1,310,284     $ 1,121,485  

Adjustments:

                

Depreciation

     375,054       383,305  

Impairment of assets

     —         13,200  

Deferred income taxes

     (29,379 )     6,693  

Minority interests

     110,663       80,892  

Settlement of natural gas hedges

     12,365       —    

Changes in (exclusive of acquisitions):

                

Accounts receivable

     (19,425 )     (354,897 )

Inventories

     337,862       (635,641 )

Accounts payable

     17,259       130,604  

Federal income taxes

     (68,331 )     35,403  

Salaries, wages and related accruals

     46,376       228,203  

Other

     43,887       15,509  
    


 


Cash provided by operating activities

     2,136,615       1,024,756  
    


 


Investing activities:

                

Capital expenditures

     (331,466 )     (285,925 )

Investment in affiliates

     (41,903 )     (82,458 )

Disposition of plant and equipment

     752       3,094  

Acquisitions (net of cash acquired)

     (154,864 )     (169,646 )
    


 


Cash used in investing activities

     (527,481 )     (534,935 )
    


 


Financing activities:

                

Proceeds from long-term debt

     —         20,000  

Issuance of common stock

     40,209       68,630  

Distributions to minority interests

     (89,886 )     (84,858 )

Cash dividends

     (209,752 )     (69,676 )

Acquisition of treasury stock

     (291,244 )     —    

Termination of interest rate swap agreement

     —         4,800  
    


 


Cash used in financing activities

     (550,673 )     (61,104 )
    


 


Increase in cash and short-term investments

     1,058,461       428,717  

Cash and short-term investments—beginning of year

     779,049       350,332  
    


 


Cash and short-term investments—end of year

   $ 1,837,510     $ 779,049  
    


 


 

Page 5 of 5

 

Nucor Executive Offices: 2100 Rexford Road, Charlotte, North Carolina 28211

Phone 704-366-7000 Fax 704-362-4208 www.nucor.com