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 19, 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.)
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:

 

¨ 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 19, 2006, Nucor Corporation issued a news release reporting its financial results for the fiscal quarter ended September 30, 2006. 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 9.01 Financial Statements and Exhibits

 

  (c) Exhibits

 

99.1    News Release of Nucor Corporation, issued October 19, 2006

 

2


SIGNATURE

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 thereunto duly authorized.

 

NUCOR CORPORATION

By:

 

/s/ Terry S. Lisenby

 

Terry S. Lisenby

  Chief Financial Officer, Treasurer and
Executive Vice President

Dated: October 19, 2006

 

3


INDEX TO EXHIBITS

 

Exhibit No.   

Description

99.1    News Release of Nucor Corporation, issued October 19, 2006

 

4

News Release of Nucor Corporation, issued October 19, 2006

Exhibit 99.1

 

LOGO    News Release

NUCOR REPORTS RECORD RESULTS FOR FIRST NINE MONTHS AND THIRD QUARTER OF 2006

CHARLOTTE, NORTH CAROLINA, October 19, 2006 – Nucor Corporation (NYSE: NUE) announced today record consolidated net earnings and sales for the first nine months and the third quarter of 2006. Net earnings through the first nine months of 2006 exceeded 2005’s previous record annual earnings. Nucor’s consolidated net earnings for the first nine months of 2006 were $1.35 billion ($4.33 per diluted share), an increase of 39% over net earnings of $969.3 million ($3.04 per diluted share) in last year’s first nine months. Consolidated net earnings of $517.6 million ($1.68 per diluted share) in this year’s third quarter increased 77% compared with $291.9 million ($0.93 per diluted share) earned in the third quarter of 2005 and increased 14% from the $452.8 million ($1.45 per diluted share) earned in the second quarter of 2006.

In the first nine months of 2006, Nucor’s consolidated net sales increased 19% to $11.28 billion, compared with $9.49 billion in last year’s first nine months. Average sales price per ton increased 7% while total tons shipped to outside customers increased 11% from the first nine months of 2005. In the third quarter of 2006, Nucor’s consolidated net sales increased 30% to $3.93 billion, compared with $3.03 billion in the third quarter of 2005 and increased 3% compared with $3.81 billion in the second quarter of 2006. Average sales price per ton increased 23% from the third quarter of 2005 and increased 7% from the second quarter of 2006. Total tons shipped to outside customers were 5,603,000 tons in the third quarter of 2006, an increase of 6% over the third quarter of 2005 and a decrease of 4% from the second quarter of 2006.

The average scrap and scrap substitute cost per ton used increased 1% from $245 in the first nine months of 2005 to $247 in the first nine months of 2006, increased 18% from $217 in the third quarter of 2005 to $257 in the third quarter of 2006, and increased 4% from $247 in the second quarter of 2006. Total energy costs increased approximately $1 per ton from the first nine months of 2005 to the first nine months of 2006, decreased approximately $4 per ton from the third quarter of 2005 to the third quarter of 2006, and increased approximately $3 per ton from the second quarter of 2006 to the third quarter of 2006.

Nucor incurred a charge to value inventories using the last-in, first-out (LIFO) method of accounting of $45.0 million in the first nine months of 2006, compared with a credit of $148.0 million in the first nine months of 2005. In the third quarter of 2006, the LIFO charge was $20.5 million, compared with a credit of $52.0 million in the third quarter of 2005 and a charge of $15.5 million in the second quarter of 2006.

In the steel mills segment, steel production increased 14% to 17,318,000 tons in the first nine months of 2006, compared with 15,136,000 tons produced in the first nine months of 2005. Total steel shipments increased 11% to 17,286,000 tons in the first nine months of 2006, compared with 15,504,000 tons in last year’s first nine months. Steel shipments to outside customers increased 11% to 15,936,000 tons in the first nine months of 2006, compared with 14,295,000 tons in last year’s first nine months. In the steel products segment, steel joist production during the first nine months of 2006 increased to 433,000 tons, compared with 413,000 tons in the first nine months of 2005. Steel deck sales decreased to 284,000 tons in the first nine months of 2006, compared with 285,000 tons in last year’s first nine months. Cold finished steel sales remained flat at 261,000 tons when compared with the first nine months of 2005.

In September 2006, Nucor’s Board of Directors declared a supplemental dividend of $0.50 per share in addition to the $0.10 per share base dividend. The total dividend of $0.60 per share is payable on November 10, 2006 to stockholders of record on September 29, 2006. Nucor’s dividends paid to stockholders have increased more than nine-fold since 2003: $62 million paid in 2003, $70 million paid in 2004, $210 million paid in 2005, and $580 million to be paid in 2006.

 

Page 1 of 5

Nucor Executive Offices: 1915 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 FIRST NINE MONTHS AND THIRD QUARTER OF 2006

(Continued)

 

Nucor repurchased approximately 6.3 million shares of its common stock at a cost of approximately $318.3 million under a publicly announced stock repurchase program during the third quarter of 2006, and repurchased approximately 10.1 million shares at a cost of about $515.0 million during the first nine months of 2006. Approximately 15.7 million shares remain authorized for repurchase under the current program. Since the first quarter of 2005, Nucor has repurchased approximately 21.3 million shares of common stock.

In September 2006, Nucor announced an agreement to purchase substantially all of the assets of Verco Manufacturing Company (“Verco”) for a cash purchase price of approximately $180 million. This transaction is expected to close during the fourth quarter of 2006 and is expected to be immediately accretive to earnings. This facility produces steel floor and roof decking in three locations in the western United States. With the addition of the Verco facilities, Nucor’s total annual deck capacity will exceed 500,000 tons.

Earnings for the fourth quarter will be strong, but they will be impacted by lower shipments due to normal seasonal issues and to the current inventory destocking by our service center customers. These high inventories are due in part to the unexpected continued high levels of imports in the third quarter. We expect margins to be strong in the fourth quarter. Margins will be negatively impacted by lower spot market prices for sheet and bars, but they will benefit from anticipated lower scrap costs. We will provide numerical guidance near the midpoint of the interval between quarterly earnings reports.

Nucor and affiliates are manufacturers of steel products, with operating facilities in seventeen 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, 2005 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 19, 2006 at 2:00 p.m. eastern time. The conference call will be available over the Internet at www.nucor.com, under Investor Relations.

 

Page 2 of 5

Nucor Executive Offices: 1915 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 FIRST NINE MONTHS AND THIRD QUARTER OF 2006

(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
     Sept. 30, 2006     Oct. 1, 2005     Sept. 30, 2006     Oct. 1, 2005

NET SALES

   $ 11,282,680     $ 9,493,535     $ 3,931,233     $ 3,025,911
                              

COSTS, EXPENSES AND OTHER:

        

Cost of products sold

     8,631,598       7,598,996       2,926,581       2,445,676

Marketing, administrative and other expenses

     450,266       323,178       160,464       107,730

Interest (income) expense, net

     (25,753 )     7,396       (10,433 )     922

Minority interests

     148,036       76,595       59,104       24,915

Other income

     —         (9,200 )     —         —  
                              
     9,204,147       7,996,965       3,135,716       2,579,243
                              

EARNINGS BEFORE

        

INCOME TAXES

     2,078,533       1,496,570       795,517       446,668

Provision for income taxes

     729,011       527,320       277,939       154,791
                              

NET EARNINGS

   $ 1,349,522     $ 969,250     $ 517,578     $ 291,877
                              

NET EARNINGS PER SHARE:

        

Basic

   $ 4.37     $ 3.07     $ 1.70     $ 0.94

Diluted

   $ 4.33     $ 3.04     $ 1.68     $ 0.93

AVERAGE SHARES OUTSTANDING:

        

Basic

     308,569       315,730       304,835       311,665

Diluted

     311,420       318,632       307,553       314,471

 

Page 3 of 5

Nucor Executive Offices: 1915 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 FIRST NINE MONTHS AND THIRD QUARTER OF 2006

(Continued)

 

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)

(In thousands)

 

     Sept. 30, 2006     Dec. 31, 2005  

Assets

    

CURRENT ASSETS:

    

Cash and cash equivalents

   $ 832,597     $ 980,150  

Short-term Investments

     1,388,938       857,360  

Accounts receivable, net

     1,230,899       1,000,629  

Inventories

     1,154,243       945,054  

Other current assets

     225,343       288,360  
                

Total current assets

     4,832,020       4,071,553  

PROPERTY, PLANT AND EQUIPMENT, NET

     2,835,690       2,855,717  

OTHER ASSETS

     227,957       211,517  
                

TOTAL ASSETS

   $ 7,895,667     $ 7,138,787  
                

Liabilities and stockholders’ equity

    

CURRENT LIABILITIES:

    

Long-term debt due within one year

   $ —       $ 1,250  

Accounts payable

     679,128       501,624  

Federal income taxes payable

     45,981       —    

Salaries, wages and related accruals

     437,116       368,568  

Accrued expenses and other current liabilities

     496,455       384,257  
                

Total current liabilities

     1,658,680       1,255,699  
                

LONG-TERM DEBT DUE AFTER ONE YEAR

     922,300       922,300  
                

DEFERRED CREDITS AND OTHER LIABILITIES

     458,546       486,910  
                

MINORITY INTERESTS

     190,701       194,090  
                

STOCKHOLDERS’ EQUITY:

    

Common stock

     148,833       74,120  

Additional paid-in capital

     177,736       191,850  

Retained earnings

     5,581,878       4,709,111  

Unearned compensation

     —         (3,287 )

Accumulated other comprehensive income, net of income taxes

     4,321       46,600  
                
     5,912,768       5,018,394  

Treasury stock

     (1,247,328 )     (738,606 )
                

Total stockholders’ equity

     4,665,440       4,279,788  
                

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

   $ 7,895,667     $ 7,138,787  
                

 

Page 4 of 5

Nucor Executive Offices: 1915 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 FIRST NINE MONTHS AND THIRD QUARTER OF 2006

(Continued)

 

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

(In thousands)

 

     Nine Months (39 Weeks) Ended  
     Sept. 30, 2006     Oct. 1, 2005  

Operating activities:

    

Net earnings

   $ 1,349,522     $ 969,250  

Adjustments:

    

Depreciation

     273,678       281,499  

Deferred income taxes

     (44,200 )     (44,910 )

Minority interests

     148,022       76,583  

Settlement of natural gas hedges

     (3,668 )     —    

Changes in (exclusive of acquisitions):

    

Accounts receivable

     (214,474 )     (36,696 )

Inventories

     (181,482 )     331,773  

Accounts payable

     157,668       89,111  

Federal income taxes

     106,955       (63,310 )

Salaries, wages and related accruals

     67,481       13,990  

Other

     30,920       110,037  
                

Cash provided by operating activities

     1,690,422       1,727,327  
                

Investing activities:

    

Capital expenditures

     (240,175 )     (222,629 )

Investment in affiliates

     (34,241 )     (37,450 )

Disposition of plant and equipment

     1,978       709  

Acquisitions (net of cash acquired)

     (43,879 )     (154,864 )

Purchases of short-term investments

     (803,253 )     (112,590 )

Proceeds from sales of short-term investments

     271,675       —    
                

Cash used in investing activities

     (847,895 )     (526,824 )
                

Financing activities:

    

Repayment of long-term debt

     (1,250 )     —    

Issuance of common stock

     46,373       29,768  

Excess tax benefits from stock-based compensation

     12,200       —    

Distributions to minority interests

     (151,411 )     (80,639 )

Cash dividends

     (395,793 )     (188,875 )

Acquisition of treasury stock

     (500,199 )     (245,158 )
                

Cash used in financing activities

     (990,080 )     (484,904 )
                

Increase (decrease) in cash and cash equivalents

     (147,553 )     715,599  

Cash and cash equivalents - beginning of year

     980,150       779,049  
                

Cash and cash equivalents - end of nine months

   $ 832,597     $ 1,494,648  
                

 

Page 5 of 5

Nucor Executive Offices: 1915 Rexford Road, Charlotte, North Carolina 28211

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