-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KcV54TnhJ0m09+WJFp1wCfJMjQTTNWE0/QY2q0iM08n4UEE4ldDQHOOuO4nOMR1c gUFpsr9yZ3d0kbqWqTEvug== 0000950168-00-000669.txt : 20000324 0000950168-00-000669.hdr.sgml : 20000324 ACCESSION NUMBER: 0000950168-00-000669 CONFORMED SUBMISSION TYPE: 10-K PUBLIC DOCUMENT COUNT: 7 CONFORMED PERIOD OF REPORT: 19991231 FILED AS OF DATE: 20000323 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NUCOR CORP CENTRAL INDEX KEY: 0000073309 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES ROLLING MILLS (COKE OVENS) [3312] IRS NUMBER: 131860817 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K SEC ACT: SEC FILE NUMBER: 001-04119 FILM NUMBER: 576451 BUSINESS ADDRESS: STREET 1: 2100 REXFORD RD CITY: CHARLOTTE STATE: NC ZIP: 28211 BUSINESS PHONE: 7043667000 MAIL ADDRESS: STREET 1: 2100 REXFORD ROAD CITY: CHARLOTTE STATE: NC ZIP: 28211 FORMER COMPANY: FORMER CONFORMED NAME: NUCLEAR CORP OF AMERICA INC DATE OF NAME CHANGE: 19680911 FORMER COMPANY: FORMER CONFORMED NAME: AZTEC MECHANICAL CONTRACTORS INC DATE OF NAME CHANGE: 19660629 10-K 1 NUCOR CORPORATION 10-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For fiscal year ended December 31, 1999 Commission file number 1-4119 ----------------- ------ NUCOR CORPORATION - -------------------------------------------------------------------------------- (Exact name of Registrant as specified in its charter) Delaware 13-1860817 - --------------------------------------------- ------------------- (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) 2100 Rexford Road, Charlotte, North Carolina 28211 - -------------------------------------------- ---------------- (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (704) 366-7000 ---------------------- Securities registered pursuant to Section 12(b) of the Act: Name of each exchange Title of each class on which registered ------------------- ------------------------- Common stock, par value $.40 per share New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None Indication 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 twelve months, and (2) has been subject to such filing requirements for the past 90 days: Yes X No ----- ----- Indication by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of Registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K: ____________ Aggregate market value of common stock held by non-affiliates was $4,105,357,996 at February 29, 2000. 86,360,986 shares of common stock were outstanding at February 29, 2000. Documents incorporated by reference include: Portions of 1999 annual report (Parts I, II, III and IV), and proxy statement for 2000 annual stockholders' meeting (Part III). -1- PART I Item 1. Business - ------------------ Nucor Corporation was incorporated in Delaware in 1958. The business of Nucor Corporation and its subsidiaries is, and for a number of years has been, the manufacture and sale of steel products, which accounted for all of sales and earnings in 1999, 1998 and 1997. Nucor reports in one segment. Principal steel products are hot-rolled steel (angles, rounds, flats, channels, sheet, wide-flange beams, pilings, billets, blooms and beam blanks), cold-rolled steel, cold finished steel, steel joists and joist girders, steel deck, steel fasteners and steel grinding balls. Hot-rolled steel is manufactured principally from scrap, utilizing electric furnaces, continuous casting and automated rolling mills. Cold-rolled steel, cold finished steel, steel joists and joist girders, steel fasteners and steel grinding balls are manufactured by further processing of hot-rolled steel. Steel deck is manufactured from cold-rolled steel. Hot-rolled steel, cold-rolled steel, cold finished steel, steel fasteners and steel grinding balls are manufactured in standard sizes and inventories are maintained. In 1999, approximately 84% of hot and cold-rolled steel production was sold to non-affiliated customers; the remainder was used in the manufacture of other steel products as described above. Hot-rolled steel, cold-rolled steel and cold finished steel are sold primarily to steel service centers, fabricators and manufacturers. Steel fasteners are sold to distributors and manufacturers, and steel grinding balls are sold primarily to the mining industry. Steel joists and joist girders, and steel deck are sold to general contractors and fabricators throughout the United States. Substantially all work is to order and no unsold inventories of finished products are maintained. All sales contracts are firm-fixed-price contracts and are normally competitively bid against other suppliers. The primary raw material is ferrous scrap, which is acquired from numerous sources throughout the country. The operating facilities are large consumers of electricity and gas. Supplies of raw materials and energy have been, and are expected to be, adequate to operate the facilities. Steel products are marketed principally through in-house sales forces. The principal competitive factors are price and service. Considerable competition exists from numerous domestic manufacturers and foreign imports. During 1998 and the first half of 1999, imports of steel increased significantly, much of it at dumping prices. The effects of the dumped imports decreased during the latter part of 1999. Nucor believes that the most significant factor with respect to its competitive position is its low cost and efficiency of its production processes. The markets that Nucor serves are tied to capital and durable goods spending and are affected by changes in economic conditions. Nucor's backlog of orders was about $1,033,000,000 at December 31, 1999, and about $710,000,000 at December 31, 1998 (all of which are normally filled within one year). Nucor is highly decentralized and has 30 employees in its executive offices. All of Nucor's 7,500 employees are engaged in its steel products business. Additional information on Nucor's business is incorporated by reference to Nucor's 1999 annual report, pages 5, 8, 9, 10, 11 and 12. -2- Item 2. Properties - ------------------- Principal operating facilities are as follows:
Approximate square footage Principal Location of facilities products -------- -------------- --------- Blytheville-Hickman, Arkansas 3,340,000 Steel shapes, flat-rolled steel Norfolk-Stanton, Nebraska 2,380,000 Steel shapes, joists, deck Brigham City-Plymouth, Utah 1,910,000 Steel shapes, joists Darlington-Florence, South Carolina 1,650,000 Steel shapes, joists, deck Grapeland-Jewett, Texas 1,510,000 Steel shapes, joists, deck Crawfordsville, Indiana 1,410,000 Flat-rolled steel Berkeley, South Carolina 1,900,000 Steel shapes, flat-rolled steel
Additional operating facilities are located in Fort Payne, Alabama, St. Joe and Waterloo, Indiana, Wilson, North Carolina and Swansea, South Carolina, all engaged in the manufacture of steel products. During 1999, the average utilization rate of all operating facilities was more than 80% of production capacity. Item 3. Legal Proceedings - -------------------------- Involvement in various judicial and administrative proceedings, as both plaintiff and defendant, is considered immaterial, and includes matters relating to contracts, torts, taxes and insurance. In the fourth quarter of 1999, Nucor paid $340,000 for violation of air emissions standards at its facility in Blytheville, Arkansas. Nucor works with Federal and State Agencies in on-going assessments of environmental matters at Nucor plant sites. Nucor cannot estimate the costs to comply with any regulatory findings, but does not believe that there will be any material effect on its financial condition. Item 4. Submission of Matters to a Vote of Security Holders - ------------------------------------------------------------ None during quarter ended December 31, 1999. PART II Item 5. Market for Registrant's Common Stock and Related Stockholder Matters - ------------------------------------------------------------------------------ Item 6. Selected Financial Data - -------------------------------- Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations - ------------------------------------------------------- Incorporated by reference to Nucor's 1999 annual report, pages 19 and 13, 13, and 12, respectively. Item 7A. Quantitative and Qualitative Disclosures about Market Risk - -------------------------------------------------------------------- None. Item 8. Financial Statements and Supplementary Data - ------------------------------------------------------ Incorporated by reference to Nucor's 1999 annual report, pages 14 to 18. Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosures - ---------------------------------------------------------- None. -3- PART III Item 10. Directors and Executive Officers - ------------------------------------------- Item 11. Executive Compensation - -------------------------------- Item 12. Security Ownership of Certain Beneficial Owners and Management - ------------------------------------------------------------------------- Incorporated by reference to Nucor's proxy statement for 2000 annual stockholders' meeting, and page 19 of Nucor's 1999 Annual Report. Item 13. Certain Relationships and Related Transactions - -------------------------------------------------------- None. PART IV Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K - --------------------------------------------------------------------------- Financial Statements and Supplementary Data: Consolidated balance sheets........................ (Incorporated ) Consolidated statements of earnings................ (by reference ) Consolidated statements of stockholders' equity.... (to Nucor ) Consolidated statements of cash flows.............. (Corporation's 1999 ) Notes to consolidated financial statements......... (annual report, ) Independent accountants report..................... (pages 14 to 18 ) Financial Statement Schedules: All schedules are omitted because they are not required, not applicable, or the information is furnished in the consolidated financial statements or notes. Exhibits: 3 - Restated Certificate of Incorporation (incorporated by reference to Form 10-K for year ended December 31, 1990) 3(i) - Certificate of amendment dated May 14, 1992, to Restated Certificate of Incorporation (incorporated by reference to Form 10-K for year ended December 31, 1992) 3(ii) - By-Laws as amended January 1, 1996 (incorporated by reference to form 10-K for year ended December 31, 1996) 3(iii)- Certificate of amendment dated May 14, 1998, to Restated Certificate of Incorporation (incorporated by reference to Form 10-K for year ended December 31, 1998) 11 - Computation of net earnings per share 13 - 1999 annual report (portions incorporated by reference) 21 - Subsidiaries 23 - Independent accountants consent 24 - Powers of attorney 27 - Financial data schedule Reports on Form 8-K: None filed during the quarter ended December 31, 1999. -4- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed (1) by the Registrant, and (2) on behalf of the Registrant, by its principal executive, financial and accounting officers, and its directors. NUCOR CORPORATION By /s/ H. David Aycock * PETER C. BROWNING --------------------------------- -------------------------- H. David Aycock Peter C. Browning Chairman, President and Director Chief Executive Officer /s/ H. David Aycock * HARVEY B. GANTT ------------------------------------ ------------------------ H. David Aycock Harvey B. Gantt Chairman, President, Director Chief Executive Officer and Director /s/ Terry S. Lisenby * VICTORIA F. HAYNES ------------------------------------ --------------------------- Terry S. Lisenby Victoria F. Haynes Chief Financial Officer, Treasurer Director and Executive Vice President /s/ K. Rex Query * JAMES D. HLAVACEK ------------------------------------ -------------------------- K. Rex Query James D. Hlavacek Corporate Controller and Director General Manager * SAMUEL SIEGEL ---------------------------- Samuel Siegel Vice Chairman and Director *By /s/ Terry S. Lisenby ------------------------------ Terry S. Lisenby Attorney-in-fact Dated: March 22, 2000 -5- EX-11 2 COMPUTATION OF NET EARNINGS EXHIBIT 11 - COMPUTATION OF NET EARNINGS PER SHARE - --------------------------------------------------
Year Ended December 31, ----------------------------------- 1999 1998 1997 ------------ ------------ -------- BASIC: Basic net earnings......................... $244,589,094 $263,708,596 $294,482,440 ============ ============ ============ Average shares outstanding................. 87,247,160 87,861,501 87,872,485 ========== ========== ========== Basic net earnings per share............... $2.8034 $3.0014 $3.3512 ======= ======= ======= DILUTED: Diluted net earnings....................... $244,589,094 $263,708,596 $294,482,440 ============ ============ ============ Diluted average shares outstanding: Basic shares outstanding................. 87,247,160 87,861,501 87,872,485 Dilutive effect of employee stock options 40,116 16,693 49,832 ---------- ---------- ---------- 87,287,276 87,878,194 87,922,317 ========== ========== ========== Diluted net earnings per share............. $2.8021 $3.0008 $3.3493 ======= ======= =======
EX-13 3 ANNUAL REPORT BUSINESS REVIEW Nucor's business is the manufacture of steel products. During the last five years, the sales of Nucor have increased 35%, from $2,976,000,000 in 1994 to $4,009,000,000 in 1999. All of this growth has been internally generated. NUCOR STEEL NUCOR-YAMATO STEEL COMPANY Nucor operates scrap-based steel mills in eight locations. These mills utilize modern steelmaking techniques and produce steel at a cost competitive with steel manufactured anywhere in the world. Production in 1999 was a record 10,376,000 tons, an 8% increase from 9,642,000 tons in 1998. Annual production capacity has grown from 120,000 tons in 1970 to a present total of about 12,000,000 tons. Steel sales to outside customers in 1999 were 8,734,000 tons, 7% higher than the 8,162,000 tons in 1998. This represented about 84% of the eight mills' production; the balance was used by the Vulcraft, Nucor Cold Finish, Nucor Building Systems, Nucor Grinding Balls and Nucor Fastener operations. VULCRAFT Vulcraft is the nation's largest producer of steel joists and joist girders. These products are produced and marketed nationally through six Vulcraft facilities. Steel joists and joist girders are part of support systems used extensively in industrial, commercial and institutional buildings and, to a lesser extent, in high-rise office buildings, apartment buildings and single-family dwellings. In 1999, Vulcraft produced 616,000 tons of steel joists and joist girders, 3% more than the 600,000 tons in 1998. Current annual production capacity is more than 650,000 tons. Nucor is also the nation's largest producer of steel deck. The Vulcraft facilities in South Carolina, Nebraska, Alabama, Texas and Indiana produce steel deck. This product is used extensively for floor and roof systems. In 1999, Vulcraft's steel deck sales were 375,000 tons, a 10% increase from the 342,000 tons produced in 1998. Sales of steel joists, joist girders and steel deck are dependent on the non-residential building construction market. NUCOR COLD FINISH Nucor Cold Finish has facilities in Nebraska, South Carolina and Utah. These facilities produce cold finished steel bars used extensively for shafting and machined precision parts. The expanded facility in Nebraska also produces turned, ground and polished steel bars. Sales in 1999 were 243,000 tons, a decrease of 7% from the 261,000 tons sold in 1998. NUCOR BUILDING SYSTEMS Nucor Building Systems has modern facilities to produce metal buildings and components in Indiana and South Carolina. Construction is nearly complete on Nucor's third building systems facility, located in Terrell, Texas, with start-up anticipated in the second quarter of 2000. NUCOR GRINDING BALLS Nucor Grinding Balls produces steel grinding balls in Utah for the mining industry, and accounts for a small percentage of Nucor's sales. NUCOR BEARING PRODUCTS This North Carolina facility produces steel bearings and machined steel parts, and accounts for a small percentage of Nucor's sales. NUCOR FASTENER Nucor Fastener's state-of-the-art steel bolt-making facility in Indiana has an annual capacity of close to 75,000 tons. During 1999, the Fastener facility in Arkansas was consolidated with the facility in Indiana. FINANCES Capital expenditures are primarily for new facilities and expansion of existing facilities. These expenditures were $374,700,000 in 1999 and are anticipated to be more than $400,000,000 in 2000. Funds are provided from operations and new long-term debt. In 1999 the ratio of long-term debt to total capital (long-term debt plus minority interests plus stockholders' equity) was 13%, compared with 8% in 1998. Nucor's objective is to maintain a strong balance sheet. Nucor has the financial ability to borrow significant additional funds and still maintain reasonable leverage. EARNINGS Net earnings of $2.80 per share in 1999 decreased 7% from $3.00 per share in 1998. Earnings were 11% of average equity in 1999, compared with 13% in 1998. 5 NUCOR STEEL DIVISIONS Darlington, South Carolina Norfolk, Nebraska Jewett, Texas Plymouth, Utah Crawfordsville, Indiana Hickman, Arkansas Berkeley County, South Carolina The manufacture of steel is a major area of operations for Nucor. Nucor Steel produces bars, angles, light structural, sheet and special steel products. In addition to selling steel on the open market, these steel mills assure an economical supply of steel for the Vulcraft, Nucor Cold Finish, Nucor Building Systems, Nucor Grinding Balls and Nucor Fastener operations. NUCOR-YAMATO STEEL COMPANY Blytheville, Arkansas Nucor-Yamato Steel Company produces wide-flange steel beams, pilings and heavy structural steel products. OPERATIONS There are four Nucor Steel mills that produce bar and light structural carbon and alloy steels. Three of Nucor Steel's mills produce sheet steel. In addition, the mill in Berkeley County, South Carolina produces steel beams. All of the steel mills are among the most modern and efficient mills in the United States. Steel scrap is melted in electric arc furnaces and poured into continuous casting systems. Highly sophisticated rolling mills convert the billets and slabs into angles, rounds, channels, flats, sheet, beams and other products. The operations in the rolling mills are highly automated and require fewer operating employees than older mills. In constructing Nucor Steel mills, capital cost per ton of capacity has been lower than the capital cost generally required for other steel mills. The first Nucor Steel bar mill was constructed in 1969 and has been extensively modernized. The next three bar mills were constructed between 1973 and 1981. The total capital cost of all four bar mills averaged less than $170 per ton of current annual capacity. Total capacity of the four bar mills exceeds 3,000,000 tons per year. The Nucor Steel sheet mills were constructed between 1989 and 1996. The total cost of these sheet mills averaged less than $300 per ton of current annual capacity. The sheet mills utilize thin slab casters to produce hot and cold-rolled sheet steel. Nucor's sheet mills have a lower capital cost than integrated steel mills producing these products. Total capacity of the sheet mills is about 5,900,000 tons per year. All Nucor Steel mills have high productivity, which results in employment costs of approximately 10% of the sales dollar. This is lower than the employment costs of integrated steel companies producing comparable products. Employee turnover in all mills is extremely low. All employees have a significant part of their compensation based on their productivity. Production employees work under group incentives that provide increased earnings for increased production. This additional compensation is paid weekly. Steel mills are large consumers of electricity and gas. However, because of the high efficiency of Nucor Steel mills, these energy costs were less than 10% of the sales dollar in 1999. Scrap and scrap substitutes are the most significant element in the total cost of steel. Their average cost decreased to less than $115 per gross ton in 1999 from about $145 per gross ton in 1998. MARKETS About 80% of the seven mills' production in 1999 was sold to outside customers and the balance was used internally by the steel joist, steel deck, cold finish, building systems, grinding ball and fastener operations. In recent years, Nucor Steel's product line has been broadened to include a wider range of chemistries and sizes of coiled sheet, angles, straight-length and coiled rounds, channels, flats, forging billets and special small shapes. These steel products have wide usage, including pipe, farm equipment, oil and gas equipment, mobile homes, transmission towers, bed frames, hand tools, automotive parts, highway signs, building construction, machinery and industrial equipment. Nucor Steel's customers are primarily manufacturers and steel service centers. [GRAPHIC OMITTED] 8 MARKETING Nucor Steel uses a simpler, highly competitive pricing system than the complicated pricing structure traditional in the steel industry. All customers in a region are charged the same published price. This allows customers to maintain the lowest practical inventory. NEWER FACILITIES AND EXPANSIONS In 1998, Nucor Steel substantially completed construction and started operations of a major addition to Nucor's Hickman, Arkansas steel sheet mill. This addition includes an 800,000 tons-per-year cold rolling facility; a 500,000 tons-per-year galvanizing facility; and associated pickling, oiling and annealing facilities. During 1999, Nucor Steel completed construction and started operations of Nucor's 500,000 tons-per-year steel beam mill in Berkeley County, South Carolina. Construction is continuing satisfactorily on the second caster addition at the steel sheet mill in Berkeley County, South Carolina. This addition will cost more than $40,000,000 and will increase this mill's hot-band capacity from 1,500,000 tons to 2,300,000 tons per year. Start-up is expected in the third quarter of 2000. Construction will begin soon on a second cold rolling facility at Berkeley County, increasing this mill's cold rolled steel capacity from 750,000 tons to 1,500,000 tons per year, at a cost of about $40,000,000. Start-up should be late in 2000. Construction is continuing satisfactorily at Nucor's 1,000,000 tons-per-year steel plate mill in Hertford County, North Carolina. This facility will cost over $350,000,000, and start-up is expected early in the third quarter of 2000. NUCOR-YAMATO STEEL COMPANY In 1988, Nucor and Yamato Kogyo, one of Japan's major producers of wide-flange beams, completed construction and started operation of a steel mill to produce wide-flange beams, pilings and heavy structural steel products near Blytheville, Arkansas. This mill uses a special continuous casting method that produces a beam blank closer in shape to that of the finished beam than traditional methods. In 1993, Nucor-Yamato Steel completed construction and started operation of a major addition to its steel mill to produce larger-depth wide-flange beams. This expansion increased annual capacity by about 80%. This steel mill, in which Nucor has a 51% interest, now has an annual capacity of more than 2,400,000 tons. In 1999, Nucor-Yamato Steel shipped approximately 2,200,000 tons of finished and semi-finished steel products. OUTLOOK FOR THE FUTURE The manufacture of steel will continue to be a key factor in Nucor's future performance. Total steel production is anticipated to increase significantly over the next several years from the 10,376,000 tons produced in 1999. Nucor anticipates additional steel mill expansions and the construction of additional steel mills, which could increase annual capacity to more than 13,000,000 tons per year. Nucor expects to continue to generate above-average earnings from its steelmaking operations in the future. [GRAPHIC OMITTED] 9 VULCRAFT DIVISIONS Florence, South Carolina Norfolk, Nebraska Fort Payne, Alabama Grapeland, Texas St. Joe, Indiana Brigham City, Utah Vulcraft produces steel joists, joist girders and steel deck for building construction. This is a major area of operations for Nucor. OPERATIONS There are six Vulcraft operations with total joist and joist girder production capacity of about 650,000 tons per year. The production of joists by Vulcraft in 1999 was 616,000 tons, an increase from the 600,000 tons produced in 1998. Materials, primarily steel, were about 40% of the joist sales dollar in 1999. Vulcraft obtained almost 90% of its steel requirements from Nucor Steel. For 1999, freight costs for joists and joist girders were less than 10% of the sales dollar. Vulcraft maintains an extensive fleet of trucks to ensure and control on-time delivery. Almost all of the production employees of Vulcraft work with a group incentive system, which provides increased compensation each week for increased performance. Steel deck is manufactured by the five Vulcraft operations in South Carolina, Nebraska, Alabama, Texas and Indiana. Total deck production capacity for these facilities is about 375,000 tons per year. Vulcraft steel deck sales increased to 375,000 tons in 1999 from 342,000 tons in 1998. Coiled sheet steel was about 60% of the steel deck sales dollar in 1999. MARKETS Joists and joist girders are used extensively as part of the support systems in manufacturing buildings, retail stores, shopping centers, warehouses, schools, churches, hospitals and, to a lesser extent, in multi-story buildings, apartments and single-family dwellings. Building support systems using joists and joist girders are frequently more economical than other systems. Steel joists and joist girder sales are obtained by competitive bidding. Vulcraft quotes on an estimated 80% to 90% of the domestic buildings using steel joists and joist girders as part of the support systems. In 1999, Vulcraft supplied more than an estimated 40% of total domestic sales of these products. Steel deck is used extensively in floors and roofs. Steel deck is specified in the vast majority of buildings using steel joists and joist girders. OUTLOOK FOR THE FUTURE The increased level of construction in recent years has favorably impacted the volume of non-residential buildings supplied by Vulcraft. Nucor is actively searching for a site for a Vulcraft facility in the northeast United States to produce steel joists, joist girders and steel deck. This facility should cost about $50,000,000 and construction will start after satisfactory resolution of site location, regulatory approvals, tax matters, utility contracts and equipment contracts. [GRAPHIC OMITTED] 10 NUCOR COLD FINISH DIVISIONS Norfolk, Nebraska Darlington, South Carolina Brigham City, Utah Nucor Cold Finish has three facilities producing cold drawn and turned, ground and polished steel bars. Total capacity of all three facilities is about 350,000 tons per year. Cold finished steel products are used extensively for shafting and machined precision parts. Nucor Cold Finish produces rounds, hexagons, flats and squares in carbon and alloy steels. All three facilities are among the most modern in the world and use in-line electronic testing to ensure outstanding quality. Nucor Cold Finish obtains most of its steel from nearby Nucor Steel mills. This factor, along with its efficient newer facilities, results in highly competitive pricing. 1999 sales of cold finished steel products were 243,000 tons, a decrease of 7% from 1998's 261,000 tons. The market for these products is estimated at more than 1,000,000 tons. Nucor Cold Finish anticipates increases in sales and earnings during the next several years. NUCOR BUILDING SYSTEMS DIVISIONS Waterloo, Indiana Swansea, South Carolina Nucor Building Systems produces pre-engineered metal building systems and has an annual capacity of more than 100,000 tons. The size of the buildings that can be produced ranges from less than 500 square feet to more than 1,000,000 square feet. The buildings are sold through a builder distribution network in order to provide fast-track, customized solutions for building owners. Building systems sales in 1999 were 66,000 tons, 6% less than the 70,000 tons in 1998. Nucor Building Systems has the flexibility to provide buildings with either solid-web or open-web framing systems. The primary markets are commercial, industrial and institutional buildings. Nucor Building Systems obtains a significant portion of its steel requirements from Nucor Steel. Construction is nearly complete on Nucor's third building systems facility, located in Terrell, Texas, with start-up anticipated in the second quarter of 2000. NUCOR GRINDING BALLS DIVISION Brigham City, Utah Nucor Grinding Balls produces steel grinding balls for the mining industry, which consumes them in processing copper, iron, zinc, lead, gold, silver and other ores. This facility is favorably located to efficiently service its primary market in the western United States. A high degree of automation results in low costs and highly competitive sales prices. Nucor Grinding Balls' total sales account for a small percentage of Nucor's sales. NUCOR BEARING PRODUCTS DIVISION Wilson, North Carolina Nucor Bearing Products produces steel bearing components in heat-treated, fully machined, or as-forged condition. The facility uses just-in-time production methods to support low inventory levels and short lead times to meet customers' delivery requirements. Quality control systems consistent with QS-9000 are implemented to assure customers of continuous improvement and high quality products. Products manufactured have a wide variety of applications, including automotive, office equipment, electric motors, farm equipment and materials handling equipment. All of Nucor Bearing Products sales are to the larger industrial companies in the United States. Nucor Bearing Products serves industry's growing need to source high volume bearing components from outside vendors. In 1998, Nucor Bearing Products completed construction on an expansion that increased capacity by more than 250%. [GRAPHIC OMITTED] 11 NUCOR FASTENER DIVISION St. Joe, Indiana Nucor Fastener produces standard steel hexhead cap screws hex bolts, socket head cap screws and structural bolts. Annual capacity is more than 75,000 tons. Nucor Fastener obtains much of its steel from Nucor Steel. The Nucor Fastener facility is among the most modern in the world and allows Nucor Fastener to maintain highly competitive pricing in a market currently dominated by foreign suppliers. This operation is highly automated and has fewer employees than comparable facilities. Fasteners are used in a broad range of markets, including automotive, machine tools, farm implements, construction and military applications. Nucor Fastener's production capacity is less than an estimated 20% of the total market for these products. During 1999, the Fastener facility in Arkansas was consolidated with the facility in Indiana. ANALYSIS OF OPERATIONS AND FINANCES OPERATIONS The decrease in 1999 and 1998 sales resulted from decreased sales prices. During 1998 and the first two quarters of 1999, imports of steel increased significantly, much of it at dumping prices. The effects of the dumped imports decreased during the latter part of 1999. The increase in 1997 sales resulted primarily from increased volume. The major component of cost of products sold is raw material costs. The average price of raw materials decreased by 20% in 1999, and was substantially unchanged in 1998 and 1997. The major components of marketing, administrative and other expenses are freight and profit sharing costs. Unit freight costs were substantially unchanged in 1999, increased slightly in 1998, and decreased slightly in 1997. Profit sharing costs decreased by about 17% in 1999, decreased by about 15% in 1998, and increased by about 30% in 1997. Profit sharing costs are based upon and fluctuate with pre-tax earnings. Interest income, net of interest expense, increased in 1999 and 1998 due to an increase in average short-term investments. The 1997 decrease resulted from increased borrowings. The decrease in 1999 earnings resulted primarily from decreased sales prices. The decrease in 1998 earnings resulted primarily from decreased margins and increased pre-operating and start-up costs of new facilities. The increase in 1997 earnings resulted primarily from increased sales due to increased volume. LIQUIDITY AND CAPITAL RESOURCES In 1999 working capital increased 57% to $1 billion, due primarily to increased cash and short-term investments provided by the issuance of long-term debt. The current ratio was 2.9 in 1999, 2.3 in 1998, and 2.1 in 1997. The increase in 1999 and 1998 inventories was due primarily to an increase in quantities of work-in-process and finished goods. The increase in 1997 inventories was mainly due to increased prices and increased production levels. Capital expenditures were $375 million in 1999, $503 million in 1998, and $307 million in 1997. Capital expenditures are currently projected to be more than $400 million in 2000. Funds provided from operations, existing credit facilities and new borrowings are expected to be adequate to meet future capital expenditure and working capital requirements. Net long-term debt borrowings were $175 million in 1999, $47 million in 1998, and $15 million in 1997. Unused long-term credit facilities total $248 million at the end of 1999. The percentage of long-term debt to total capital was 13% in 1999, 8% in 1998, and 7% in 1997. Nucor's directors have approved the purchase of up to 5,000,000 shares of Nucor common stock. During 1998 and 1999, Nucor repurchased approximately 1,100,000 shares at a cost of approximately $46,000,000. 12
SIX-YEAR FINANCIAL REVIEW 1999 1998 FOR THE YEAR Net sales ........................... $4,009,346,082 $4,151,232,283 Costs and expenses: Cost of products sold .............. 3,480,478,687 3,591,782,838 Marketing, administrative and other expenses ................ 154,773,600 147,973,101 Interest expense (income) .......... (5,095,299) (3,832,252) -------------- -------------- 3,630,156,988 3,735,923,687 Earnings before federal income taxes ............... 379,189,094 415,308,596 Federal income taxes ................ 134,600,000 151,600,000 -------------- -------------- Net earnings ........................ 244,589,094 263,708,596 Net earnings per share .............. 2.80 3.00 Dividends declared per share ........ .52 .48 Percentage of earnings to sales ..... 6.1% 6.4% Return on average equity ............ 11.3% 13.4% Capital expenditures ................ 374,717,759 502,910,263 Depreciation ........................ 256,637,460 253,118,608 Sales per employee .................. 547,762 591,596 AT YEAR END Current assets ...................... $1,538,508,511 $1,129,467,383 Current liabilities ................. 531,030,898 486,897,157 -------------- -------------- Working capital ..................... 1,007,477,613 642,570,226 Current ratio ...................... 2.9 2.3 Property, plant and equipment ....... 2,191,339,477 2,097,078,473 Total assets ........................ 3,729,847,988 3,226,545,856 Long-term debt ...................... 390,450,000 215,450,000 Percentage of debt to capital ...... 13.3% 8.4% Stockholders' equity ................ 2,262,247,906 2,072,551,781 Per share .......................... 25.96 23.73 Shares outstanding .................. 87,133,737 87,352,906 Stockholders ........................ 55,000 62,000 Employees ........................... 7,500 7,200 SIX-YEAR FINANCIAL REVIEW 1997 1996 1995 1994 FOR THE YEAR Net sales ........................... $4,184,497,854 $3,647,030,387 $3,462,045,648 $ 2,975,596,456 Costs and expenses: Cost of products sold .............. 3,578,941,039 3,139,157,919 2,900,168,171 2,491,759,846 Marketing, administrative and other expenses ................ 145,409,693 120,387,357 130,677,162 113,388,724 Interest expense (income) .......... (35,318) (283,837) (1,134,190) 13,515,042 -------------- -------------- -------------- --------------- 3,724,315,414 3,259,261,439 3,029,711,143 2,618,663,612 Earnings before federal income taxes ............... 460,182,440 387,768,948 432,334,505 356,932,844 Federal income taxes ................ 165,700,000 139,600,000 157,800,000 130,300,000 -------------- -------------- -------------- --------------- Net earnings ........................ 294,482,440 248,168,948 274,534,505 226,632,844 Net earnings per share .............. 3.35 2.83 3.14 2.60 Dividends declared per share ........ .40 .32 .28 .18 Percentage of earnings to sales ..... 7.0% 6.8% 7.9% 7.6% Return on average equity ............ 16.9% 16.6% 21.9% 22.4% Capital expenditures ................ 306,749,422 537,438,406 263,421,786 185,324,442 Depreciation ........................ 218,764,101 182,232,851 173,887,657 157,652,083 Sales per employee .................. 622,554 572,038 570,353 502,507 AT YEAR END Current assets ...................... $1,125,508,464 $ 828,380,585 $ 830,741,318 $ 638,701,397 Current liabilities ................. 524,453,610 465,652,755 447,136,311 382,465,202 -------------- -------------- -------------- --------------- Working capital ..................... 601,054,854 362,727,830 383,605,007 256,236,195 Current ratio ...................... 2.1 1.8 1.9 1.7 Property, plant and equipment ....... 1,858,874,894 1,791,152,821 1,465,400,015 1,363,218,768 Total assets ........................ 2,984,383,358 2,619,533,406 2,296,141,333 2,001,920,165 Long-term debt ...................... 167,950,000 152,600,000 106,850,000 173,000,000 Percentage of debt to capital ...... 7.2% 7.5% 6.2% 11.8% Stockholders' equity ................ 1,876,425,866 1,609,290,193 1,382,112,159 1,122,610,257 Per share .......................... 21.32 18.33 15.78 12.85 Shares outstanding .................. 87,996,583 87,795,947 87,598,517 87,333,313 Stockholders ........................ 50,000 39,000 39,000 38,000 Employees ........................... 6,900 6,600 6,200 5,900
13
Year Ended CONSOLIDATED STATEMENTS OF EARNINGS December 31, 1999 1998 1997 Net sales ................................................. $4,009,346,082 $4,151,232,283 $4,184,497,854 -------------- -------------- -------------- Costs and expenses: Cost of products sold .................................... 3,480,478,687 3,591,782,838 3,578,941,039 Marketing, administrative and other expenses ............. 154,773,600 147,973,101 145,409,693 Interest expense (income) (Note 8) ....................... (5,095,299) (3,832,252) (35,318) -------------- -------------- -------------- 3,630,156,988 3,735,923,687 3,724,315,414 -------------- -------------- -------------- Earnings before federal income taxes ...................... 379,189,094 415,308,596 460,182,440 Federal income taxes (Note 9) ............................ 134,600,000 151,600,000 165,700,000 -------------- -------------- -------------- Net earnings .............................................. $ 244,589,094 $ 263,708,596 $ 294,482,440 ============== ============== ============== Net earnings per share (Note 6) .......................... $ 2.80 $ 3.00 $ 3.35 ==== ====== ====== See notes to consolidated financial statements. CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY Additional Paid-in Treasury Stock Common Stock Capital (at cost) Retained Shares Amount Earnings Shares Amount Balances, December 31, 1996 .......... 89,877,286 $35,950,914 $55,047,610 $1,535,948,490 2,081,339 $ 17,656,821 Net earnings in 1997 ................. 294,482,440 Employee stock options ............... 109,822 43,929 3,355,047 Employee stock compensation and service awards .................. 3,638,631 (90,814) (770,103) Cash dividends ($.40 per share)....... (35,154,477) ------------ ----------- ----------- -------------- ----------- ------------ Balances, December 31, 1997 .......... 89,987,108 35,994,843 62,041,288 1,795,276,453 1,990,525 16,886,718 Net earnings in 1998 ................. 263,708,596 Employee stock options ............... 64,677 25,871 2,943,785 Employee stock compensation and service awards .................. 2,267,863 (81,346) (1,324,800) Treasury stock acquired .............. 789,700 32,016,119 Cash dividends ($.48 per share) ...... (42,128,881) ------------ ----------- ----------- -------------- ----------- ------------ Balances, December 31, 1998 .......... 90,051,785 36,020,714 67,252,936 2,016,856,168 2,698,879 47,578,037 Net earnings in 1999 ................. 244,589,094 Employee stock options ............... 50,733 20,293 2,347,053 Employee stock compensation and service awards .................. 1,785,220 (53,396) (1,070,449) Treasury stock acquired .............. (478,642) 323,298 14,283,103 Cash dividends ($.52 per share)....... (45,354,239) ------------ ----------- ----------- -------------- ----------- ------------ Balances, December 31, 1999 .......... 90,102,518 $36,041,007 $70,906,567 $2,216,091,023 2,968,781 $ 60,790,691 ============ =========== =========== ============== =========== ============
See notes to consolidated financial statements. 14
CONSOLIDATED BALANCE SHEETS December 31, 1999 1998 ASSETS Current assets: Cash and short-term investments ............................ $ 572,185,451 $ 308,696,460 Accounts receivable (Note 2) ............................... 393,763,651 299,244,794 Inventories (Note 3) ....................................... 464,983,651 435,884,838 Other current assets (Note 9) .............................. 107,575,758 85,641,291 ---------------- --------------- Total current assets ...................................... 1,538,508,511 1,129,467,383 Property, plant and equipment (Note 4) ...................... 2,191,339,477 2,097,078,473 ---------------- --------------- $3,729,847,988 $3,226,545,856 ================ =============== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable ........................................... $ 255,229,202 $ 198,329,771 Federal income taxes ....................................... 2,455,851 26,090,271 Salaries, wages and related accruals ....................... 116,749,067 113,619,322 Accrued expenses and other current liabilities ............. 156,596,778 148,857,793 ---------------- --------------- Total current liabilities ................................. 531,030,898 486,897,157 ---------------- --------------- Long-term debt due after one year (Note 5) .................. 390,450,000 215,450,000 ---------------- --------------- Deferred credits and other liabilities (Note 9) ............. 265,247,949 169,250,449 ---------------- --------------- Minority interests .......................................... 280,871,235 282,396,469 ---------------- --------------- Stockholders' equity (Note 6): Common stock ............................................... 36,041,007 36,020,714 Additional paid-in capital ................................. 70,906,567 67,252,936 Retained earnings .......................................... 2,216,091,023 2,016,856,168 ---------------- --------------- 2,323,038,597 2,120,129,818 Treasury stock ............................................. (60,790,691) (47,578,037) ---------------- --------------- 2,262,247,906 2,072,551,781 ---------------- --------------- $3,729,847,988 $3,226,545,856 ================ ===============
See notes to consolidated financial statements. 15
Year Ended CONSOLIDATED STATEMENTS December 31, OF CASH FLOWS 1999 1998 1997 OPERATING ACTIVITIES: Net earnings .................................................. $ 244,589,094 $ 263,708,596 $ 294,482,440 Adjustments: Depreciation ................................................. 256,637,460 253,118,608 218,764,101 Deferred federal income taxes ................................ 10,600,000 (1,000,000) (4,000,000) Minority interests ........................................... 85,651,646 102,469,931 90,355,944 Changes in: Accounts receivable ......................................... (94,518,857) 87,107,818 (93,714,694) Inventories ................................................. (29,098,813) (38,836,459) (11,249,489) Accounts payable ............................................ 56,899,431 (61,938,344) 35,898,172 Federal income taxes ........................................ (23,634,420) 16,101,428 (296,986) Other ....................................................... 97,708,808 21,167,751 47,086,715 --------------- --------------- --------------- Cash provided by operating activities ......................... 604,834,349 641,899,329 577,326,203 --------------- --------------- --------------- INVESTING ACTIVITIES: Capital expenditures .......................................... (374,717,759) (502,910,263) (306,749,422) Disposition of plant and equipment ............................ 442,250 2,924,833 770,406 --------------- --------------- --------------- Cash used in investing activities ............................. (374,275,509) (499,985,430) (305,979,016) --------------- --------------- --------------- FINANCING ACTIVITIES: Increase in long-term debt .................................... 175,000,000 47,250,000 14,850,000 Issuance of common stock ...................................... 5,223,015 6,562,319 7,807,710 Distributions to minority interests ........................... (87,176,880) (96,265,895) (79,869,868) Cash dividends ................................................ (45,354,239) (42,128,881) (35,154,477) Acquisition of treasury stock ................................. (14,761,745) (32,016,119) - --------------- --------------- --------------- Cash provided by (used in) financing activities ............... 32,930,151 (116,598,576) (92,366,635) --------------- --------------- --------------- INCREASE IN CASH AND SHORT-TERM INVESTMENTS .................... 263,488,991 25,315,323 178,980,552 CASH AND SHORT-TERM INVESTMENTS - BEGINNING OF YEAR ............ 308,696,460 283,381,137 104,400,585 --------------- --------------- --------------- CASH AND SHORT-TERM INVESTMENTS - END OF YEAR .................. $ 572,185,451 $ 308,696,460 $ 283,381,137 =============== =============== ===============
See notes to consolidated financial statements. 16 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Years Ended December 31, 1999, 1998 and 1997 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Nucor is a manufacturer of steel products, and reports in one segment. The consolidated financial statements include Nucor and all of its subsidiaries. The minority interests in operations of less than 100%-owned subsidiaries are included in cost of products sold. All significant intercompany transactions are eliminated. Short-term investments are recorded at cost plus accrued interest, which approximates market, and will be converted into cash within three months from date of purchase. Inventories are stated at the lower of cost or market. Cost is determined principally using the last-in, first-out (LIFO) method of accounting. Property, plant and equipment are stated at cost. Depreciation is provided on a straight-line basis over the estimated useful lives of the assets. Liabilities are recorded for the estimated costs of complying with various regulations and involvement in judicial and administrative proceedings, including matters related to contracts, torts, environment, taxes and insurance. Actual costs could differ from these estimates. 2. ACCOUNTS RECEIVABLE: Accounts receivable are stated net of the allowance for doubtful accounts of $21,093,233 in 1999 ($16,275,198 in 1998 and $17,975,596 in 1997). 3. INVENTORIES: Inventories consist of approximately 50% raw materials and supplies, and 50% finished and semi-finished products in 1999 and 1998. Inventories valued using the last-in, first-out (LIFO) method of accounting represent approximately 85% of total inventories in 1999 and 1998. If the first-in, first-out (FIFO) method of accounting had been used, inventories would have been $28,590,595 higher in 1999 ($5,120,960 higher in 1998). Use of the lower of cost or market reduced inventories by $319,625 in 1999 ($25,059,973 in 1998). 4. PROPERTY, PLANT AND EQUIPMENT:
December 31, 1999 1998 Land and improvements ................. $ 69,626,548 $ 68,946,393 Buildings and improvements ............ 313,624,168 313,508,450 Machinery and equipment ............... 3,003,385,098 2,937,690,089 Construction in process and equipment deposits .............. 293,286,692 77,622,926 -------------- -------------- 3,679,922,506 3,397,767,858 Less accumulated depreciation ......... 1,488,583,029 1,300,689,385 -------------- -------------- $2,191,339,477 $2,097,078,473 ============== ============== The average annual depreciation rate was 7.7% in 1999 (8.3% in 1998 and 8.1% in 1997). 5. LONG-TERM DEBT AND FINANCING ARRANGEMENTS: December 31, 1999 1998 Industrial revenue bonds, 3.9% to 8%, due from 2003 to 2031 ............. $215,450,000 $215,450,000 Notes payable, 6%, due 2009 ......... 175,000,000 - ------------ ------------ $390,450,000 $215,450,000 ============ ============
Seven banks are committed to lend Nucor a total of $248,000,000 (nothing has been borrowed), with borrowings, if any, repayable in 2003 ($10,000,000), 2004 ($30,000,000) and 2005 ($208,000,000). These commitments cannot be withdrawn unless there is non-compliance under the loan agreements. Annual aggregate long-term debt maturities are: none in 2001 and 2002; $300,000 in 2003; and $300,000 in 2004. 6. CAPITAL STOCK: The par value of Nucor's common stock is $.40 per share and there are 200,000,000 shares authorized. Nucor's Key Employees' Incentive Stock Option Plans provide that common stock options may be granted to key employees and officers at 100% of the market value on the date of the grant. During 1999, options were granted for 209,459 shares (203,812 in 1998 and 153,205 in 1997); and options for 111,407 shares (99,182 in 1998 and 2,401 in 1997) expired or were canceled. At December 31, 1999, options for 685,317 shares (637,998 in 1998 and 598,045 in 1997) were outstanding at an aggregate exercise price of $33,137,733 ($32,345,526 in 1998 and $31,344,381 in 1997); options for 583,619 shares (525,203 in 1998 and 527,439 in 1997) were exercisable; and 2,607,413 shares (2,805,106 in 1998 and 3,000,000 in 1997) were reserved for future grants. 250,000 shares of preferred stock, par value of $4.00 per share, are authorized, with preferences, rights and restrictions as may be fixed by Nucor's Board of Directors. No shares of preferred stock have been issued since their authorization in 1964. Nucor's basic earnings per share of common stock are based on 87,247,160 average shares outstanding in 1999 (87,861,501 in 1998 and 87,872,485 in 1997). If all employee stock options were exercised, diluted earnings per share would not be materially different than basic earnings per share. 7. EMPLOYEE BENEFIT PLAN: Nucor has a Profit Sharing and Retirement Savings Plan for qualified employees. Nucor's expense for these benefits was $39,195,491 in 1999 ($47,379,373 in 1998 and $47,749,262 in 1997). 17 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) 8. INTEREST EXPENSE (INCOME): Interest expense is stated net of interest income of $25,610,881 in 1999 ($13,832,452 in 1998 and $9,317,247 in 1997). Interest paid was $14,692,106 in 1999 ($9,362,617 in 1998 and $8,730,817 in 1997). 9. FEDERAL INCOME TAXES:
1999 1998 1997 Currently payable ......... $124,000,000 $152,600,000 $169,700,000 Deferred .................. 10,600,000 (1,000,000) (4,000,000) ------------ ------------- ------------- $134,600,000 $151,600,000 $165,700,000 ============ ============= ============= Current deferred federal income tax assets of approximately $90,400,000 in 1999 ($85,000,000 in 1998) relate primarily to differences between financial and tax reporting of inventories and accrued expenses. Non-current deferred federal income tax liabilities of approximately $101,000,000 in 1999 ($85,000,000 in 1998) relate primarily to differences between financial and tax reporting of depreciation. Federal income taxes paid were $147,400,000 in 1999 ($158,700,000 in 1998 and $175,900,000 in 1997). 10. QUARTERLY INFORMATION (UNAUDITED): First Second Third Fourth 1999 Quarter Quarter Quarter Quarter Net sales ............ $ 893,822,996 $ 997,166,323 $1,026,687,893 $ 1,091,668,870 Gross margin ......... 74,916,287 112,796,954 150,359,993 190,794,161 Net earnings ......... 28,173,392 50,647,213 68,161,966 97,606,523 Net earnings per share .......... .32 .58 .78 1.12 1998 Net sales ............ $1,138,862,155 $1,128,350,083 $1,010,961,380 $ 873,058,665 Gross margin ......... 139,356,182 152,045,575 141,508,686 126,539,002 Net earnings ......... 65,137,513 72,226,010 65,125,913 61,219,160 Net earnings per share .......... .74 .82 .74 .70
INDEPENDENT ACCOUNTANTS REPORT PRICEWATERHOUSECOOPERS LLP February 9, 2000 Stockholders and Board of Directors Nucor Corporation In our opinion, the accompanying consolidated balance sheets and the related consolidated statements of earnings, stockholders' equity and cash flows present fairly, in all material respects, the financial position of Nucor Corporation and subsidiaries as of December 31, 1999 and 1998, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 1999, in conformity with accounting principles generally accepted in the United States. These financial statements are the responsibility of Nucor's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with auditing standards generally accepted in the United States which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for the opinion expressed above. /s/ PRICEWATERHOUSECOOPERS LLP - ------------------------------ Charlotte, North Carolina 18 Board of Directors and Executive Management Board of Directors H. David Aycock Chairman, President and Chief Executive Officer Nucor Corporation Peter C. Browning President and Chief Executive Officer Sonoco Products Company Harvey B. Gantt Partner, Gantt Huberman Architects Victoria F. Haynes President Research Triangle Institute James D. Hlavacek Managing Director Market Driven Management Samuel Siegel Vice Chairman and Former Chief Financial Officer Nucor Corporation Executive Management Executive Offices H. David Aycock Chairman, President and Chief Executive Officer Terry S. Lisenby Chief Financial Officer, Treasurer and Executive Vice President Daniel R. DiMicco Executive Vice President Hamilton Lott, Jr. Executive Vice President D. Michael Parrish Executive Vice President Joseph A. Rutkowski Executive Vice President James M. Coblin Vice President Human Resources LeRoy C. Prichard Vice President Steel and Metallics Development Operations James R. Beard Vice President, General Manager Vulcraft Division Brigham City, Utah A. Jay Bowcutt Vice President, General Manager Nucor Steel Division Plymouth, Utah James E. Campbell Vice President, General Manager Vulcraft Division Fort Payne, Alabama David L. Chase General Manager Nucor Steel Division Hickman, Arkansas James R. Darsey Vice President, General Manager Nucor Steel Division Jewett, Texas Giffin F. Daughtridge General Manager Nucor Steel Division Hertford County, North Carolina Jerry V. DeMars Vice President, General Manager Nucor Fastener Division St. Joe, Indiana John J. Ferriola Vice President, General Manager Nucor Steel Division Crawfordsville, Indiana Robert M. Haisten General Manager Nucor Building Systems Division Swansea, South Carolina Ladd R. Hall Vice President, General Manager Nucor Steel Division Berkeley County, South Carolina Gus S. Hiller General Manager Nucor Steel Division Norfolk, Nebraska Donald N. Holloway Vice President, General Manager Vulcraft Division Norfolk, Nebraska Henry A. Jackson General Manager Nucor Steel Division Darlington, South Carolina Douglas J. Jellison General Manager Nucor Bearing Products Division Wilson, North Carolina James R. Landrum General Manager Vulcraft Division Grapeland, Texas Harry R. Lowe Vice President, General Manager Nucor Building Systems Division Waterloo, Indiana Ray Napolitan, Jr. General Manager Nucor Building Systems Division Terrell, Texas James W. Ronner Vice President, General Manager Vulcraft Division St. Joe, Indiana R. Joseph Stratman Vice President, General Manager Nucor-Yamato Steel Company Blytheville, Arkansas Lynn E. Strock General Manager Vulcraft Division Florence, South Carolina Corporate and Stock Data Executive Offices 2100 Rexford Road Charlotte, North Carolina 28211 Phone 704/366-7000 Fax 704/362-4208 Annual Meeting Place -- Chase Manhattan Bank 270 Park Avenue (between 47th and 48th Streets) Room C on 11th Floor New York City Time/Date-- 1:30 P.M., Thursday, May 11, 2000 Stock Transfers Dividend Disbursing Dividend Reinvestment American Stock Transfer & Trust Company 40 Wall Street New York, New York 10005 Phone 800/937-5449 Fax 718/236-2641 Stock Listing New York Stock Exchange Trading Symbol - NUE Stock Price and Dividends Paid: First Second Third Fourth Quarter Quarter Quarter Quarter 1999 Stock Price: High $50.25 $61.81 $53.00 $57.44 Low 41.63 44.56 44.25 40.00 Dividends Paid .12 .13 .13 .13 1998 Stock Price: High $57.38 $60.63 $46.50 $48.38 Low 44.06 44.75 35.25 37.50 Dividends Paid .10 .12 .12 .12 10-K and 11-Year Data Copies of (1) Form 10-K for 1999 filed with the Securities and Exchange Commission, and (2) various financial and statistical data for the years 1989 to 1999, are available on request. Internet Data Various data is available at www.nucor.com 19 EX-21 4 SUBSIDIARIES EXHIBIT 21 - SUBSIDIARIES - ------------------------- Nucor-Yamato Steel Company, A Delaware limited partnership. All other subsidiaries are not significant. EX-23 5 ACCOUNTANTS CONSENT PricewaterhouseCoopers LLP Bank of America Corporate Center 100 N. Tryon Street Suite 5400 Charlotte, NC 28202 Telephone (704) 344-7500 CONSENT OF INDEPENDENT ACCOUNTANTS ---------------------------------- We hereby consent to the incorporation by reference in the Registration Statement on Form S-8, Numbers 2-84117 (including 2-50058), 2-51735, 33-27120 (including 2-55941 and 2-69914), 33-56649 and 333-85375, of Nucor Corporation of our report dated February 9, 2000 relating to the financial statements, which appears in the Annual Report to Shareholders, which is incorporated in this Annual Report on Form 10-K. /s/ PricewaterhouseCoopers LLP March 22, 2000 EX-24 6 POWERS OF ATTORNEY EXHIBIT 24 LIMITED POWER OF ATTORNEY NUCOR CORPORATION FORM 10-K ANNUAL REPORTS KNOW ALL MEN BY THESE PRESENTS: That I, Peter C. Browning, the grantor, do by these presents hereby make, constitute and appoint H. David Aycock and Terry S. Lisenby, or either of them, true and lawful attorneys-in-fact for me and in my name, place and stead, to sign my name in the capacity stated and where required to all Form 10-K Annual Reports of Nucor Corporation (commencing with the Report for calendar year 1999) filed with the Securities and Exchange Commission, and any and all amendments thereto. Granting and giving unto my attorneys-in-fact authority and power to do and perform any and all other acts necessary or incident to the performance and execution of the powers herein expressly granted, with power to do and perform all acts authorized hereby, as fully as to all intents and purposes as I, the grantor, might or could do if personally present, with full power of substitution. IN WITNESS WHEREOF, I have hereunto set my hand as of the 8th day of March, 2000. /s/ PETER C. BROWNING ----------------------------- Peter C. Browning STATE OF North Carolina ) ) ss: COUNTY OF Mecklenburg ) I, Kelly J. Wilmoth, a Notary Public in and for the State and County aforesaid, do hereby certify that Peter C. Browning, the grantor of the foregoing Limited Power of Attorney, bearing date on the 8th day of March, 2000, personally appeared before me in this jurisdiction, being personally well known to me as the person who executed the said instrument, and acknowledged the same to be the act and deed of the grantor. Given under my hand and seal this 8th day of March, 2000. /s/ KELLY J. WILMOTH ------------------------------ Notary Public (seal) My commission expires on August 23, 2003 LIMITED POWER OF ATTORNEY NUCOR CORPORATION FORM 10-K ANNUAL REPORTS KNOW ALL MEN BY THESE PRESENTS: That I, Harvey B. Gantt, the grantor, do by these presents hereby make, constitute and appoint H. David Aycock and Terry S. Lisenby, or either of them, true and lawful attorneys-in-fact for me and in my name, place and stead, to sign my name in the capacity stated and where required to all Form 10-K Annual Reports of Nucor Corporation (commencing with the Report for calendar year 1999) filed with the Securities and Exchange Commission, and any and all amendments thereto. Granting and giving unto my attorneys-in-fact authority and power to do and perform any and all other acts necessary or incident to the performance and execution of the powers herein expressly granted, with power to do and perform all acts authorized hereby, as fully as to all intents and purposes as I, the grantor, might or could do if personally present, with full power of substitution. IN WITNESS WHEREOF, I have hereunto set my hand as of the 8th day of March, 2000. /s/ HARVEY B. GANTT ----------------------------- Harvey B. Gantt STATE OF North Carolina ) ) ss: COUNTY OF Mecklenburg ) I, Kelly J. Wilmoth, a Notary Public in and for the State and County aforesaid, do hereby certify that Harvey B. Gantt, the grantor of the foregoing Limited Power of Attorney, bearing date on the 8th day of March, 2000, personally appeared before me in this jurisdiction, being personally well known to me as the person who executed the said instrument, and acknowledged the same to be the act and deed of the grantor. Given under my hand and seal this 8th day of March, 2000. /s/ KELLY J. WILMOTH ------------------------------ Notary Public (seal) My commission expires on August 23, 2003 LIMITED POWER OF ATTORNEY NUCOR CORPORATION FORM 10-K ANNUAL REPORTS KNOW ALL MEN BY THESE PRESENTS: That I, Victoria F. Haynes, the grantor, do by these presents hereby make, constitute and appoint H. David Aycock and Terry S. Lisenby, or either of them, true and lawful attorneys-in-fact for me and in my name, place and stead, to sign my name in the capacity stated and where required to all Form 10-K Annual Reports of Nucor Corporation (commencing with the Report for calendar year 1999) filed with the Securities and Exchange Commission, and any and all amendments thereto. Granting and giving unto my attorneys-in-fact authority and power to do and perform any and all other acts necessary or incident to the performance and execution of the powers herein expressly granted, with power to do and perform all acts authorized hereby, as fully as to all intents and purposes as I, the grantor, might or could do if personally present, with full power of substitution. IN WITNESS WHEREOF, I have hereunto set my hand as of the 8th day of March, 2000. /s/ VICTORIA F. HAYNES ----------------------------- Victoria F. Haynes STATE OF North Carolina ) ) ss: COUNTY OF Mecklenburg ) I, Kelly J. Wilmoth, a Notary Public in and for the State and County aforesaid, do hereby certify that Victoria F. Haynes, the grantor of the foregoing Limited Power of Attorney, bearing date on the 8th day of March, 2000, personally appeared before me in this jurisdiction, being personally well known to me as the person who executed the said instrument, and acknowledged the same to be the act and deed of the grantor. Given under my hand and seal this 8th day of March, 2000. /s/ KELLY J. WILMOTH ------------------------------ Notary Public (seal) My commission expires on August 23, 2003 LIMITED POWER OF ATTORNEY NUCOR CORPORATION FORM 10-K ANNUAL REPORTS KNOW ALL MEN BY THESE PRESENTS: That I, James D. Hlavacek, the grantor, do by these presents hereby make, constitute and appoint H. David Aycock and Terry S. Lisenby, or either of them, true and lawful attorneys-in-fact for me and in my name, place and stead, to sign my name in the capacity stated and where required to all Form 10-K Annual Reports of Nucor Corporation (commencing with the Report for calendar year 1999) filed with the Securities and Exchange Commission, and any and all amendments thereto. Granting and giving unto my attorneys-in-fact authority and power to do and perform any and all other acts necessary or incident to the performance and execution of the powers herein expressly granted, with power to do and perform all acts authorized hereby, as fully as to all intents and purposes as I, the grantor, might or could do if personally present, with full power of substitution. IN WITNESS WHEREOF, I have hereunto set my hand as of the 8th day of March, 2000. /s/ JAMES D. HLAVACEK ----------------------------- James D. Hlavacek STATE OF North Carolina ) ) ss: COUNTY OF Mecklenburg ) I, Kelly J. Wilmoth, a Notary Public in and for the State and County aforesaid, do hereby certify that James D. Hlavacek, the grantor of the foregoing Limited Power of Attorney, bearing date on the 8th day of March, 2000, personally appeared before me in this jurisdiction, being personally well known to me as the person who executed the said instrument, and acknowledged the same to be the act and deed of the grantor. Given under my hand and seal this 8th day of March, 2000. /s/ KELLY J. WILMOTH ------------------------------ Notary Public (seal) My commission expires on August 23, 2003 LIMITED POWER OF ATTORNEY NUCOR CORPORATION FORM 10-K ANNUAL REPORTS KNOW ALL MEN BY THESE PRESENTS: That I, Samuel Siegel, the grantor, do by these presents hereby make, constitute and appoint H. David Aycock and Terry S. Lisenby, or either of them, true and lawful attorneys-in-fact for me and in my name, place and stead, to sign my name in the capacity stated and where required to all Form 10-K Annual Reports of Nucor Corporation (commencing with the Report for calendar year 1999) filed with the Securities and Exchange Commission, and any and all amendments thereto. Granting and giving unto my attorneys-in-fact authority and power to do and perform any and all other acts necessary or incident to the performance and execution of the powers herein expressly granted, with power to do and perform all acts authorized hereby, as fully as to all intents and purposes as I, the grantor, might or could do if personally present, with full power of substitution. IN WITNESS WHEREOF, I have hereunto set my hand as of the 8th day of March, 2000. /s/ SAMUEL SIEGEL ----------------------------- Samuel Siegel STATE OF North Carolina ) ) ss: COUNTY OF Mecklenburg ) I, Kelly J. Wilmoth, a Notary Public in and for the State and County aforesaid, do hereby certify that Samuel Siegel, the grantor of the foregoing Limited Power of Attorney, bearing date on the 8th day of March, 2000, personally appeared before me in this jurisdiction, being personally well known to me as the person who executed the said instrument, and acknowledged the same to be the act and deed of the grantor. Given under my hand and seal this 8th day of March, 2000. /s/ KELLY J. WILMOTH ------------------------------ Notary Public (seal) My commission expires on August 23, 2003 EX-27 7 FDS
5 12-MOS DEC-31-1999 DEC-31-1999 572,185,451 0 393,763,651 21,093,233 464,983,651 1,538,508,511 2,191,339,477 1,488,583,029 3,729,847,988 531,030,898 390,450,000 36,041,007 0 0 2,226,206,899 3,729,847,988 4,009,346,082 4,009,346,082 3,480,478,687 3,480,478,687 154,773,600 0 (5,095,299) 379,189,094 134,600,000 244,589,094 0 0 0 244,589,094 2.80 2.80
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