UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported)
February 26, 2020 (
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including
area code:
Securities registered pursuant to Section 12(b) of the Act.
Title of each class | Trading Symbol | Name of each exchange on which registered |
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:
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ¨
Item 8.01. Other Events.
On February 26, 2020, Steel Dynamics, Inc. issued a press release titled “Steel Dynamics Announces First Quarter 2020 Cash Dividend Increase and Additional Share Repurchase Authorization.” A copy of that press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) | Exhibits. |
The following exhibit is filed with this report: |
Exhibit Number | Description | ||
99.1 | A press release dated February 26, 2020, titled “Steel Dynamics Announces First Quarter 2020 Cash Dividend Increase and Additional Share Repurchase Authorization.” | ||
104 | Cover Page Interactive Data File – the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. |
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.
STEEL DYNAMICS, INC. | |
/s/Theresa E. Wagler | ||
Date: February 26, 2020 | By: | Theresa E. Wagler |
Title: | Executive Vice President and | |
Chief Financial Officer |
Exhibit 99.1
Press Release February 26, 2020 |
7575 W. Jefferson Blvd.
Fort Wayne, IN
46804
Steel Dynamics Announces First Quarter
2020 Cash Dividend Increase and
Additional Share Repurchase Authorization
FORT WAYNE, INDIANA, February 26, 2020 / PRNewswire / Steel Dynamics, Inc. (NASDAQ/GS: STLD) today announced that the company’s board of directors declared a first quarter cash dividend of $0.25 per common share, a four percent increase over the company's 2019 quarterly rate. The dividend is payable to shareholders of record at the close of business on March 31, 2020 and is payable on or about April 10, 2020.
The board of directors also authorized an additional share repurchase program of up to $500 million of the company’s common stock. The authorization is effective immediately and is additive to the previous $750 million program, which had $51 million remaining authorized and available for repurchase at December 31, 2019.
“These actions reflect the Board’s and management’s continued confidence in our ability to consistently generate industry-leading strong free cash flow throughout weak and strong market environments,” stated Mark D. Millett, President and Chief Executive Officer. “We are committed to delivering shareholder value creation through profitable growth, while also utilizing other available tools. We believe the strength of our operating model, foundational capital structure, and liquidity profile provide us the unique ability to strategically grow, while also returning value to our shareholders, and remaining committed to maintaining our investment grade credit ratings.”
Under the company’s share repurchase program, purchases take place as and when determined by the company in open market or private transactions, including transactions that may be effected pursuant to Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. Pursuant to this program, purchases of shares of the company’s common stock, are made based upon the market price of the company’s common stock, the nature of other investment and growth opportunities, expected free cash flow, and general economic conditions. The share repurchase program does not require the company to acquire any specific number of shares and may be modified, suspended, extended or terminated by the company at any time without prior notice.
About Steel Dynamics, Inc.
Steel Dynamics 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 facilities located throughout the United States, and in Mexico. Steel Dynamics produces steel products, including hot roll, cold roll, and coated sheet steel, structural steel beams and shapes, rail, engineered special-bar-quality steel, cold finished steel, merchant bar products, specialty steel sections and steel joists and deck. In addition, the company produces liquid pig iron and processes and sells ferrous and nonferrous scrap.
Forward-Looking Statements
This press release contains some predictive statements about future events, including statements related to conditions in domestic or global economies, conditions in steel and recycled metals market places, Steel Dynamics' revenues, costs of purchased materials, future profitability and earnings, and the operation of new, existing or planned facilities. These statements, which we generally precede or accompany by such typical conditional words as "anticipate", "intend", "believe", "estimate", "plan", "seek", "project", or "expect", or by the words "may", "will", or "should", 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 uncertain economic conditions; (2) cyclical and changing industrial demand; (3) changes in conditions in any of the steel or scrap-consuming sectors of the economy which affect demand for our products, including the strength of the non-residential and residential construction, automotive, manufacturing, appliance, pipe and tube, and other steel-consuming industries; (4) fluctuations in the cost of key raw materials and supplies (including steel scrap, iron units, zinc, graphite electrodes, and energy costs) and our ability to pass on any cost increases; (5) the impact of domestic and foreign imports, including trade policy, restrictions, or agreements; (6) unanticipated difficulties in integrating or starting up new, acquired or planned businesses or assets; (7) risks and uncertainties involving product and/or technology development; and (8) occurrences of unexpected plant outages or equipment failures.
More specifically, we refer you to Steel Dynamics' 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 under the headings Special Note Regarding Forward-Looking Statements and Risk Factors, in our quarterly reports on Form 10-Q or in other reports which we from time to time file with the Securities and Exchange Commission. These are available publicly on the SEC website, www.sec.gov, and on the Steel Dynamics website, www.steeldynamics.com: Investors: SEC Filings.
Contact: Tricia Meyers, Investor Relations Manager— +1.260.969.3500
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Cover |
Feb. 20, 2020 |
---|---|
Cover [Abstract] | |
Document Type | 8-K |
Amendment Flag | false |
Document Period End Date | Feb. 20, 2020 |
Entity File Number | 0-21719 |
Entity Registrant Name | STEEL DYNAMICS, INC. |
Entity Central Index Key | 0001022671 |
Entity Tax Identification Number | 35-1929476 |
Entity Incorporation, State or Country Code | IN |
Entity Address, Address Line One | 7575 West Jefferson Blvd |
Entity Address, City or Town | Fort Wayne |
Entity Address, State or Province | IN |
Entity Address, Postal Zip Code | 46804 |
City Area Code | 260 |
Local Phone Number | 969-3500 |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Title of 12(b) Security | Common Stock voting, $0.025 par value |
Trading Symbol | STLD |
Security Exchange Name | NASDAQ |
Entity Emerging Growth Company | false |