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Acquisitions and Dispositions
12 Months Ended
Dec. 31, 2012
Acquisitions and Dispositions
3. Acquisitions and Dispositions

2012

On June 20, 2012, Nucor completed the acquisition of the entire equity interest in Skyline Steel LLC (Skyline) and its subsidiaries for the cash purchase price of approximately $675.4 million. No cash was received nor was any debt assumed as a result of the acquisition. Skyline’s financial results are included as part of the steel mills segment (see Note 22).

Skyline is a steel foundation manufacturer and distributor serving the U.S., Canada, Mexico and the Caribbean. Skyline’s steel products are used in marine construction, bridge and highway construction, heavy civil construction, storm protection, underground commercial parking and environmental containment projects in the infrastructure and construction industries. Skyline is a significant consumer of H-piling and sheet piling from Nucor-Yamato Steel Company, and it will become a larger downstream consumer of Nucor’s coiled plate and sheet products.

We have allocated the purchase price for Skyline to its individual assets acquired and liabilities assumed. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed of Skyline as of the date of acquisition (in thousands):

 

Accounts receivable

     $ 128,004     

Inventory

     260,473     

Other current assets

     4,410     

Property, plant and equipment

     70,100     

Goodwill

     138,579     

Other intangible assets

     215,600     
  

 

 

 

Total assets acquired

     817,166     
  

 

 

 

Current liabilities

     137,654     

Deferred credits and other liabilities

     4,078     
  

 

 

 

Total liabilities assumed

     141,732     
  

 

 

 

Net assets acquired

     $      675,434     
  

 

 

 

 

The purchase price allocation to the identifiable intangible assets is as follows (in thousands, except years):

 

As of the date of acquisition          Weighted -
    Average Life    

Customer relationships

    $ 184,500        17 years

Trademarks and trade names

     28,500        20 years

Other

     2,600        3 years
  

 

 

   
    $ 215,600       
  

 

 

   

The goodwill of $138.6 million is primarily attributed to the synergies expected to arise after the acquisition and has been allocated to the steel mills segment (see Note 9). Approximately $128.2 million of the goodwill recognized is expected to be deductible for tax purposes.

In August 2012, Nucor sold the assets of Nucor Wire Products Pennsylvania, Inc., resulting in a loss of $17.6 million. This charge is included in marketing, administrative and other expenses in the consolidated statement of earnings.

In November 2012, Nucor acquired a 50% economic and voting interest in Hunter Ridge Energy Services LLC (Hunter Ridge). Hunter Ridge provides services for the gathering, separation and compression of energy products including natural gas produced by Nucor’s working interest drilling program. Nucor accounts for the investment (on a one-month lag basis) under the equity method (see Note 10). As of December 31, 2012, our investment in Hunter Ridge was $95.4 million.

2010

In April 2010, Nucor acquired a 50% economic and voting interest in NuMit LLC (NuMit) for a purchase price of approximately $221.3 million. NuMit owns 100% of the equity interest in Steel Technologies LLC, an operator of 25 sheet processing facilities throughout the U.S., Canada and Mexico. Nucor accounts for the investment using the equity method (see Note 10).

All Years

Other minor acquisitions, exclusive of purchase price adjustments of acquisitions made in prior years, totaled $85.4 million in 2012 ($4.0 million in 2011 and $64.8 million in 2010).