UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) December 19, 2012 (December 17, 2012)
STEEL DYNAMICS, INC.
(Exact name of registrant as specified in its charter)
Indiana |
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0-21719 |
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35-1929476 |
(State or other jurisdiction |
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(Commission File Number) |
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(IRS Employer |
of incorporation) |
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Identification No.) |
7575 West Jefferson Blvd, Fort Wayne, Indiana 46804
(Address of principal executive offices) (Zip Code)
Registrants telephone number, including area code: 260-969-3500
Not Applicable
(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 8.01. Other Events.
On December 17, 2012, Steel Dynamics, Inc. issued a press release titled Steel Dynamics Provides Fourth Quarter 2012 Earnings Guidance and Announces Fourth Quarter Cash Dividends. The full text of the press release is furnished herewith as Exhibit 99.1, shall not be deemed filed for purposes of Section 18 of the Securities and Exchange Act of 1954, as amended, and shall not be deemed 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.
(d) Exhibits.
The following exhibit is furnished with this report:
Exhibit Number |
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Description |
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99.1 |
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A press release dated December 17, 2012, titled Steel Dynamics Provides Fourth Quarter 2012 Earnings Guidance and Announces Fourth Quarter Cash Dividends. |
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 hereto duly authorized.
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STEEL DYNAMICS, INC. |
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/s/Theresa E. Wagler |
Date: December 19, 2012 |
By: |
Theresa E. Wagler |
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Title: |
Chief Financial Officer |
Exhibit 99.1
Press Release |
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December 17, 2012 |
7575 W. Jefferson Blvd. |
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Fort Wayne, IN 46804 |
Steel Dynamics Provides Fourth Quarter 2012 Earnings Guidance and
Announces Fourth Quarter Cash Dividends
FORT WAYNE, INDIANA, December 17, 2012 / PRNewswire / Steel Dynamics, Inc. (NASDAQ/GS: STLD) today provided fourth quarter earnings guidance in the range of $0.18 to $0.22 per diluted share, which includes an expected favorable tax adjustment of approximately $0.06 per diluted share. Excluding the tax adjustment, fourth quarter 2012 estimated results would have been in the range of $0.12 to $0.16 per diluted share, comparable to the companys third quarter adjusted 2012 earnings of $0.15 per diluted share, before charges of $0.09 per diluted share related to refinancing and asset impairment charges. The company reported earnings of $0.14 per diluted share in the fourth quarter of 2011.
Fourth quarter overall steel shipments are expected to be fairly flat in comparison to the third quarter, as increases in sheet volume are expected to be somewhat offset by decreased shipments at the Roanoke Bar and Engineered Bar divisions, with customers continuing to maintain tight control over inventory. The combination of global economic and political uncertainty continues to impact customer confidence and buying patterns.
Metals recycling financial results are expected to show some improvement for the fourth quarter 2012, compared to the sequential quarter, as an anticipated decrease in ferrous shipments is expected to be more than offset by improved ferrous metal margins. Although at slightly lower levels, the companys fabrication operations are still expected to remain profitable for the quarter.
Dividends
The companys board of directors has declared a quarterly cash dividend of $0.10 per common share. The dividend is payable to shareholders of record at the close of business on December 31, 2012, and is payable on or about January 11, 2013.
About Steel Dynamics, Inc.
Steel Dynamics, Inc. is one of the largest domestic steel producers and metals recyclers in the United States based on estimated annual steelmaking and metals recycling capability, with annual sales of $8.0 billion in 2011, over 6,500 employees, and manufacturing facilities primarily located throughout the United States (including five steel mills, six steel processing facilities, two iron production facilities, over 70 metals recycling locations and six steel fabrication plants).
Forward-Looking Statement
This press release contains some predictive statements about future events, including statements related to conditions in the steel and metallic scrap markets, Steel Dynamics revenues, costs of purchased materials, future profitability and earnings, and the operation of new or existing facilities. These statements are intended to be made as forward-looking, subject to many risks and uncertainties, within the safe harbor protections of the Private Securities Litigation Reform Act of 1995. These statements speak only as of this date and are based upon information and assumptions, which we consider reasonable as of this date, concerning our businesses and the environments in which they operate. Such predictive statements are not guarantees of future performance, and we undertake no duty to update or revise any such statements. Some factors that could cause such forward-looking statements to turn out differently than anticipated include: (1) the effects of a prolonged or deepening recession on industrial demand; (2) changes in economic conditions, either generally or in any of the steel or scrap-consuming sectors which affect demand for our products, including the strength of the non-residential and
residential construction, automotive, appliance, and other steel-consuming industries; (3) fluctuations in the cost of key raw materials (including steel scrap, iron units, and energy costs) and our ability to pass-on any cost increases; (4) the impact of domestic and foreign import price competition; (5) risks and uncertainties involving product and/or technology development; and (6) occurrences of unexpected plant outages or equipment failures.
More specifically, we refer you to SDIs more detailed explanation of these and other factors and risks that may cause such predictive statements to turn out differently, as set forth in, our most recent Annual Report on Form 10-K; our quarterly reports on Form 10-Q; or, in other reports, which we file from time to time with the Securities and Exchange Commission. These are available publicly on the SEC Web site, www.sec.gov, and on the Steel Dynamics Web site, www.steeldynamics.com.
Contact: Marlene Owen, Director Investor Relations +1.260.969.3500