UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to .
Commission File Number:
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation or organization) |
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(I.R.S. Employer Identification No.) |
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(Address of principal executive offices) |
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(Zip Code) |
(
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Accelerated filer |
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Non-accelerated filer |
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Smaller reporting company |
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Emerging growth company |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes ☐ No
Nucor Corporation
Quarterly Report on Form 10-Q
For the Three Months and Six Months Ended June 29, 2024
Table of Contents
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1 |
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2 |
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Condensed Consolidated Balance Sheets – June 29, 2024 and December 31, 2023 |
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5 |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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i
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Nucor Corporation Condensed Consolidated Statements of Earnings (Unaudited)
(In thousands, except per share amounts)
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Three Months (13 Weeks) Ended |
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Six Months (26 Weeks) Ended |
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June 29, 2024 |
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July 1, 2023 |
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June 29, 2024 |
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July 1, 2023 |
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Net sales |
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$ |
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$ |
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$ |
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$ |
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Costs, expenses and other: |
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Cost of products sold |
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Marketing, administrative and other expenses |
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Equity in earnings of unconsolidated affiliates |
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( |
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( |
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( |
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Interest (income) expense, net |
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( |
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Earnings before income taxes and noncontrolling interests |
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Provision for income taxes |
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Net earnings before noncontrolling interests |
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Earnings attributable to noncontrolling interests |
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Net earnings attributable to Nucor stockholders |
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$ |
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$ |
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$ |
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$ |
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Net earnings per share: |
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Basic |
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$ |
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$ |
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$ |
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$ |
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Diluted |
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$ |
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$ |
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$ |
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$ |
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Average shares outstanding: |
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Basic |
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Diluted |
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See notes to condensed consolidated financial statements.
1
Nucor Corporation Condensed Consolidated Statements of Comprehensive Income (Unaudited)
(In thousands)
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Three Months (13 Weeks) Ended |
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Six Months (26 Weeks) Ended |
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June 29, 2024 |
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July 1, 2023 |
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June 29, 2024 |
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July 1, 2023 |
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Net earnings before noncontrolling interests |
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$ |
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$ |
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$ |
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$ |
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Other comprehensive (loss) income: |
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Net unrealized income (loss) on hedging derivatives, |
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( |
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( |
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( |
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Reclassification adjustment for settlement of hedging |
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Foreign currency translation (loss) gain, net of income |
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( |
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( |
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( |
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( |
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Comprehensive income |
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Comprehensive income attributable to noncontrolling |
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Comprehensive income attributable to Nucor stockholders |
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$ |
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$ |
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$ |
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$ |
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See notes to condensed consolidated financial statements.
2
Nucor Corporation Condensed Consolidated Balance Sheets (Unaudited)
(In thousands)
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June 29, 2024 |
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Dec. 31, 2023 |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
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$ |
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Short-term investments |
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Accounts receivable, net |
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Inventories, net |
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Other current assets |
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Total current assets |
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Property, plant and equipment, net |
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Restricted cash and cash equivalents |
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- |
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Goodwill |
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Other intangible assets, net |
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Other assets |
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Total assets |
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$ |
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$ |
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LIABILITIES |
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Current liabilities: |
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Short-term debt |
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$ |
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$ |
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Current portion of long-term debt and finance lease obligations |
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Accounts payable |
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Salaries, wages and related accruals |
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Accrued expenses and other current liabilities |
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Total current liabilities |
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Long-term debt and finance lease obligations due after one year |
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Deferred credits and other liabilities |
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Total liabilities |
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EQUITY |
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Nucor stockholders' equity: |
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Common stock |
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Additional paid-in capital |
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Retained earnings |
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Accumulated other comprehensive loss, |
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( |
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( |
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Treasury stock |
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( |
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( |
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Total Nucor stockholders' equity |
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Noncontrolling interests |
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Total equity |
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Total liabilities and equity |
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$ |
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$ |
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See notes to condensed consolidated financial statements.
3
Nucor Corporation Condensed Consolidated Statements of Cash Flows (Unaudited)
(In thousands)
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Six Months (26 Weeks) Ended |
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June 29, 2024 |
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July 1, 2023 |
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Operating activities: |
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Net earnings before noncontrolling interests |
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$ |
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$ |
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Adjustments: |
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Depreciation |
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Amortization |
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Stock-based compensation |
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Deferred income taxes |
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( |
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( |
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Distributions from affiliates |
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Equity in earnings of unconsolidated affiliates |
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( |
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( |
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Changes in assets and liabilities (exclusive of acquisitions and dispositions): |
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Accounts receivable |
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( |
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( |
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Inventories |
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( |
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Accounts payable |
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( |
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Federal income taxes |
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Salaries, wages and related accruals |
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( |
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( |
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Other operating activities |
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Cash provided by operating activities |
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Investing activities: |
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Capital expenditures |
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( |
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( |
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Investment in and advances to affiliates |
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( |
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( |
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Disposition of plant and equipment |
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Acquisitions (net of cash acquired) |
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( |
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- |
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Purchases of investments |
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( |
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( |
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Proceeds from the sale of investments |
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Other investing activities |
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- |
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Cash used in investing activities |
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( |
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( |
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Financing activities: |
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Net change in short-term debt |
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( |
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Repayment of long-term debt |
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( |
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( |
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Proceeds from exercise of stock options |
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Payment of tax withholdings on certain stock-based compensation |
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( |
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( |
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Distributions to noncontrolling interests |
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( |
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( |
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Cash dividends |
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( |
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( |
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Acquisition of treasury stock |
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( |
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( |
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Other financing activities |
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( |
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( |
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Cash used in financing activities |
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( |
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( |
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Effect of exchange rate changes on cash |
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( |
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(Decrease) increase in cash and cash equivalents and |
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( |
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Cash and cash equivalents and restricted cash and cash |
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Cash and cash equivalents and restricted cash and cash |
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$ |
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$ |
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Non-cash investing activity: |
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Change in accrued plant and equipment purchases |
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$ |
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$ |
( |
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See notes to condensed consolidated financial statements.
4
Nucor Corporation – Notes to Condensed Consolidated Financial Statements (Unaudited)
1. Basis of Interim Presentation
The information furnished in this Item 1 reflects all adjustments which are, in the opinion of management, necessary to make a fair statement of the results for the interim periods presented and are of a normal and recurring nature unless otherwise noted. The information furnished has not been audited; however, the December 31, 2023 condensed consolidated balance sheet data was derived from audited financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America. The unaudited condensed consolidated financial statements included in this Item 1 should be read in conjunction with the audited consolidated financial statements and the notes thereto included in Nucor’s Annual Report on Form 10-K for the year ended December 31, 2023.
Recent Accounting Pronouncements
In November 2023, new accounting guidance was issued that updates reportable segment disclosure requirements by requiring disclosures of significant reportable segment expenses that are regularly provided to the Chief Operating Decision Maker (the “CODM”) and included within each reported measure of a segment's profit or loss. This new guidance also requires disclosure of the title and position of the individual identified as the CODM and an explanation of how the CODM uses the reported measures of a segment’s profit or loss in assessing segment performance and deciding how to allocate resources. The new guidance is effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The new guidance is required to be applied retrospectively to all prior periods presented in the financial statements. Early adoption is also permitted. This new guidance will likely result in additional required disclosures when adopted. The Company is evaluating the impact that the adoption of this new guidance will have on its consolidated financial statements.
2. Inventories
Inventories consisted of approximately
3. Property, Plant and Equipment
Property, plant and equipment is recorded net of accumulated depreciation of $
Included within property, plant and equipment, net, of the steel mills segment at June 29, 2024 is $
5
4. Goodwill and Other Intangible Assets
The change in the net carrying amount of goodwill for the six months ended June 29, 2024 by segment was as follows (in thousands):
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Steel Mills |
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Steel Products |
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Raw Materials |
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Total |
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Balance at December 31, 2023 |
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$ |
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$ |
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$ |
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$ |
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Acquisitions |
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- |
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( |
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Translation |
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- |
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( |
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- |
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( |
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Balance at June 29, 2024 |
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$ |
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$ |
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$ |
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$ |
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Nucor completed its most recent annual goodwill impairment testing as of the first day of the fourth quarter of 2023 and concluded that as of such date there was
Intangible assets with estimated useful lives of to
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June 29, 2024 |
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December 31, 2023 |
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Gross Amount |
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Accumulated |
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Gross Amount |
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Accumulated |
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Customer relationships |
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$ |
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$ |
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$ |
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$ |
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Trademarks and trade names |
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Other |
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$ |
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$ |
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$ |
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$ |
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Intangible asset amortization expense in the second quarter of 2024 and 2023 was $
5. Current Liabilities
6
6. Fair Value Measurements
The following table summarizes information regarding Nucor’s financial assets and financial liabilities that were measured at fair value as of June 29, 2024 and December 31, 2023 (in thousands). Nucor does not have any non-financial assets or non-financial liabilities that are measured at fair value on a recurring basis.
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Fair Value Measurements at Reporting Date Using |
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Description |
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Carrying |
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Quoted Prices |
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Significant |
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Significant |
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As of June 29, 2024 |
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Assets: |
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Cash equivalents |
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$ |
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$ |
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$ |
- |
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$ |
- |
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Short-term investments |
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- |
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- |
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Derivative contracts |
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- |
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- |
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Other assets |
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- |
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Total assets |
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$ |
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$ |
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$ |
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$ |
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Liabilities: |
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Derivative contracts |
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$ |
( |
) |
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$ |
- |
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$ |
( |
) |
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$ |
- |
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As of December 31, 2023 |
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Assets: |
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Cash equivalents |
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$ |
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$ |
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$ |
- |
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$ |
- |
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Short-term investments |
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- |
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- |
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Restricted cash and cash equivalents |
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- |
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- |
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Derivative contracts |
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- |
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- |
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- |
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- |
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Other assets |
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- |
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|||
Total assets |
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$ |
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$ |
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$ |
- |
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|||
Liabilities: |
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|
||||
Derivative contracts |
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$ |
( |
) |
|
$ |
- |
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$ |
( |
) |
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$ |
- |
|
Fair value measurements for Nucor’s cash equivalents, short-term investments and restricted cash and cash equivalents and an investment in a publicly traded nuclear power equipment manufacturer are classified under Level 1 because such measurements are based on quoted market prices in active markets for identical assets. Fair value measurements for Nucor’s derivatives, which are typically commodity or foreign exchange contracts, are classified under Level 2 because such measurements are based on published market prices for similar assets or are estimated based on observable inputs such as interest rates, yield curves, credit risks, spot and future commodity prices, and spot and future exchange rates. Fair value measurements for Nucor's investments in privately held companies, most of which are in a nuclear fusion technology company, are classified under Level 3 because such measurements are based on unobservable inputs that indicate a change in fair value, including the transaction price in the event of a change in ownership of the investee (e.g., the sale of other investors' interest in the company) or the transaction price in the event of additional equity issuances of the investee. There were no transfers between levels in the fair value hierarchy for the periods presented.
The fair value of short-term and long-term debt, including current maturities, was approximately $
7. Contingencies
We are from time to time a party to various lawsuits, claims and other legal proceedings that arise in the ordinary course of business. With respect to all such lawsuits, claims and proceedings, we record reserves when it is probable a liability has been incurred and the amount of loss can be reasonably estimated. We do not believe that any of these proceedings, individually or in the aggregate, would be expected to have a material adverse effect on our results of operations, financial position or cash flows. Nucor maintains liability insurance with self-insurance limits for certain risks.
7
8. Stock-Based Compensation
Stock Options
A summary of activity under Nucor’s stock option plans for the first six months of 2024 is as follows (shares and aggregate intrinsic value in thousands):
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Weighted- |
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Weighted- |
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Average |
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Average |
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Aggregate |
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Exercise |
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Remaining |
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Intrinsic |
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Shares |
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Price |
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Contractual Life |
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Value |
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Number of shares under stock options: |
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Outstanding at beginning of year |
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$ |
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Granted |
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$ |
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Exercised |
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( |
) |
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$ |
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$ |
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Canceled |
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( |
) |
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$ |
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Outstanding at June 29, 2024 |
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$ |
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$ |
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Stock options exercisable at June 29, 2024 |
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$ |
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$ |
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For the 2024 stock option grant, the grant date fair value of $
Exercise price |
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$ |
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Expected dividend yield |
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% |
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Expected stock price volatility |
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% |
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Risk-free interest rate |
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% |
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Expected life (in years) |
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Compensation expense for stock options was $
Restricted Stock Units
A summary of Nucor’s restricted stock unit (“RSU”) activity for the first six months of 2024 is as follows (shares in thousands):
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Shares |
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Grant Date |
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Restricted stock units: |
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Unvested at beginning of year |
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$ |
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Granted |
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$ |
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Vested |
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( |
) |
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$ |
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Canceled |
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( |
) |
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$ |
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Unvested at June 29, 2024 |
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$ |
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Compensation expense for RSUs was $
8
Restricted Stock Awards
A summary of Nucor’s restricted stock activity under the Nucor Corporation Senior Officers Annual Incentive Plan (a supplement to the Nucor Corporation 2014 Omnibus Incentive Compensation Plan, the “AIP”) and the Nucor Corporation Senior Officers Long-Term Incentive Plan (a supplement to the Nucor Corporation 2014 Omnibus Incentive Compensation Plan, the “LTIP”) for the first six months of 2024 is as follows (shares in thousands):
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Grant Date |
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Shares |
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Fair Value |
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Restricted stock units and restricted stock awards: |
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Unvested at beginning of year |
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$ |
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Granted |
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$ |
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Vested |
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( |
) |
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$ |
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Canceled |
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- |
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$ |
- |
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Unvested at June 29, 2024 |
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$ |
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Compensation expense for common stock and common stock units awarded under the AIP and the LTIP is recorded over the performance measurement and vesting periods based on the anticipated number and market value of shares of common stock and common stock units to be awarded. Compensation expense for anticipated awards based upon Nucor’s financial performance, exclusive of amounts payable in cash, was $
9. Employee Benefit Plan
Nucor makes contributions to a Profit Sharing and Retirement Savings Plan for qualified employees based on the profitability of the Company. Nucor’s expense for these benefits totaled $
10. Interest (Income) Expense
The components of net interest (income) expense for the second quarter and first six months of 2024 and 2023 are as follows (in thousands):
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Three Months (13 Weeks) Ended |
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Six Months (26 Weeks) Ended |
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June 29, 2024 |
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July 1, 2023 |
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June 29, 2024 |
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July 1, 2023 |
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Interest expense |
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$ |
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$ |
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$ |
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$ |
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||||
Interest income |
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( |
) |
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( |
) |
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( |
) |
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( |
) |
Interest (income) expense, net |
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$ |
( |
) |
|
$ |
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$ |
( |
) |
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$ |
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11. Income Taxes
The effective tax rate for the second quarter of 2024 was
The Internal Revenue Service (the “IRS”) is currently examining Nucor’s 2015, 2019, and 2020 federal income tax returns. Nucor has concluded U.S. federal income tax matters for the tax years through 2014, and for the tax years 2016 and 2018. The tax years 2017, 2021, and 2022 remain open to examination by the IRS. The 2015 through 2021 Canadian income tax returns for Nucor Rebar Fabrication Group Inc. (formerly known as Harris Steel Group Inc.) and certain related affiliates are currently under examination by the Canada Revenue Agency. The tax years 2016 through 2023 remain open to examination by other major taxing jurisdictions to which Nucor is subject (primarily Canada, Trinidad & Tobago, and other state and local jurisdictions).
9
Non-current deferred tax assets included in other assets in the condensed consolidated balance sheets were $
10
12. Stockholders’ Equity
The following tables reflect the changes in stockholders’ equity attributable to Nucor and the noncontrolling interests of Nucor’s joint ventures - Nucor-Yamato Steel Company (Limited Partnership) (“NYS”), California Steel Industries, Inc. (“CSI”) and NJSM - in each of which Nucor owns
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Three Months (13 Weeks) Ended June 29, 2024 |
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Accumulated |
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Total |
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Additional |
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Other |
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Treasury Stock |
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Nucor |
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Common Stock |
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Paid-in |
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Retained |
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Comprehensive |
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(at cost) |
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Stockholders' |
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Noncontrolling |
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Total |
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Shares |
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Amount |
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Capital |
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Earnings |
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Income (Loss) |
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Shares |
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Amount |
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Equity |
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Interests |
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BALANCES, March 30, 2024 |
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$ |
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|
$ |
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|
$ |
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|
$ |
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|
$ |
( |
) |
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