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):   May 12, 2008 

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:

 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 


Item 1.01
 Entry into a Material Definitive Agreement.

On May 12, 2008, a wholly-owned indirect subsidiary of Nucor entered into an agreement with Duferco Italia Holding S.p.A to acquire 50% of the equity of Duferdofin S.p.A. for a price of €423.5 million (approximately US$652.6 million), subject to adjustment after the closing based upon the net working capital and long-term liabilities of Duferdofin at closing. Duferdofin operates four long product manufacturing facilities and two distribution companies in Italy. The obligations of buyer under the agreement are guaranteed by Nucor and the obligations of seller are guaranteed by Duferco Participations Holding Ltd., the ultimate parent of the Duferco group of companies.

Prior to closing, Duferdofin and its corporate subsidiaries will be converted into limited liability companies and the name of Duferdofin will be changed to Duferdofin-Nucor S.r.l. Closing is expected to occur in the third quarter of 2008 after satisfactory resolution of regulatory approvals, transfer of appropriate permits and contracts, and other closing conditions.
 
A copy of the press release issued by Nucor on May 13, 2008 concerning the transaction is filed herewith as Exhibit 99.1 and is incorporated herein by reference.
 
Item 9.01
Financial Statements and Exhibits

 
(c)
Exhibits

 
99.1
News Release of Nucor Corporation, issued May 13, 2008
 
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: May 15, 2008
 
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INDEX TO EXHIBITS
 
Exhibit No.
Description
   
99.1
News Release of Nucor Corporation, issued May 13, 2008

3


 
NUCOR TO FORM ITALIAN JOINT VENTURE WITH DUFERCO
 
CHARLOTTE, NORTH CAROLINA, May 13, 2008 - Nucor Corporation (NYSE: NUE) announced today that it has entered into an agreement to acquire 50% of Duferdofin-Nucor S.r.l., a new joint venture being created with Duferco S.A. for the production of beams in Italy and the distribution of beams in Europe and North Africa. The joint venture will include the Duferco Group’s Italian long product production assets and associated distribution companies.
 
Nucor will pay €423.5 million (approximately $658 million) for its 50% equity stake in Duferdofin-Nucor. Formation of Duferdofin-Nucor and finalization of the acquisition of the 50% stake by Nucor will occur after satisfactory resolution of any regulatory approvals, the transfer of appropriate permits and other contracts and other closing conditions. The transaction is expected to close during the third quarter of 2008. The investment by Nucor values the new venture at around 6.3 times adjusted EBITDA.

Duferdofin-Nucor will be the leader in beam production in Italy and Southern Europe. Production of beams and other long products from Duferdofin-Nucor’s plants in San Zeno, Pallanzeno and Giamorro (all in Italy) exceeded 900,000 MT in 2007. A new merchant bar mill is under construction in Giamorro and is expected to be operational in late 2008. Additional investments in the Italian operations are under review by the two companies.
 
Nucor is the largest producer of beams in North America, with a 2007 total production of approximately three million tons. Nucor is recognized as a world leader in the efficient combination of technology and people to serve its customers with the highest quality products and service. As part of the contemplated joint venture, Nucor will bring its considerable technical and commercial expertise.
 
“Since our earliest contacts with Nucor, we have experienced a complete agreement on business vision, which is a fundamental basis for the success of any venture. Nucor's recognized operating skills will greatly assist in further improving the industrial performance of the joint venture and also assist in the future industrial design of the plants. We are very excited by the prospects of this joint venture and look forward to close cooperation with Nucor," declared the Chairman of Duferco, Bruno Bolfo.
 
Dan DiMicco, Nucor’s CEO and Chairman, noted, “Our teams have worked together smoothly from the development of the memorandum of understanding through execution of the definitive agreements. Both companies have a similar focus on both customer service and working together as a team. We look forward to working even more intensively together through the closing of this deal and into the exciting times ahead. We are convinced that, working together, Nucor and Duferco will reach new heights of achievement in customer service for the full range of beam and structural products.”
Nucor Executive Offices: 1915 Rexford Road, Charlotte, North Carolina 28211
Phone 704-366-7000    Fax 704-362-4208    www.nucor.com

 
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NUCOR TO FORM ITALIAN JOINT VENTURE WITH DUFERCO (Continued)
 

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 are outlined in Nucor’s regulatory filings with the Securities and Exchange Commission, including those in Nucor’s December 31, 2007 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.
Nucor Executive Offices: 1915 Rexford Road, Charlotte, North Carolina 28211
Phone 704-366-7000    Fax 704-362-4208    www.nucor.com
 
 
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