UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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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:
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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 2.02. | Results of Operations and Financial Condition. |
On April 21, 2022, Nucor Corporation issued a news release reporting its financial results for the quarter ended April 2, 2022. A copy of the news release is furnished as Exhibit 99.1 and incorporated herein by reference.
Item 9.01. | Financial Statements and Exhibits. |
(d) | Exhibits |
99.1 |
News Release of Nucor Corporation dated April 21, 2022 | |
104 |
Cover Page from this Current Report on Form 8-K, formatted in Inline XBRL |
The information contained in this Current Report on Form 8-K, including the exhibits attached hereto, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. Furthermore, the information contained in this Current Report on Form 8-K shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such registration statement or other document.
2
SIGNATURES
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 hereunto duly authorized.
NUCOR CORPORATION | ||||||
Date: April 21, 2022 | By: | /s/ Stephen D. Laxton | ||||
Stephen D. Laxton | ||||||
Chief Financial Officer, Treasurer and Executive Vice President |
3
Exhibit 99.1
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News Release |
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Nucor Reports Results for the First Quarter of 2022
CHARLOTTE, N.C. April 21, 2022 Nucor Corporation (NYSE: NUE) today announced consolidated net earnings of $2.10 billion, or $7.67 per diluted share, for the first quarter of 2022, making it the most profitable first quarter in the Companys history. By comparison, Nucor reported consolidated net earnings of $2.25 billion, or $7.97 per diluted share, for the fourth quarter of 2021 and $942.4 million, or $3.10 per diluted share, for the first quarter of 2021.
Im incredibly proud of the Nucor Teams exceptional focus on delivering world class performance in the first quarter of 2022, especially our record results in Safety and first quarter profitability. We are grateful for the trust our customers place in the Nucor Team with every order as we strive to offer exceptional value by delivering the cleanest and most sustainable steel solutions in the world. Our key forward looking indicators for 2022 remain favorable and we expect another strong year in both earnings and cash generation, said Leon Topalian, Nucors President and Chief Executive Officer.
Selected Segment Data
Earnings (loss) before income taxes and noncontrolling interests by segment for the first quarter of 2022 and 2021 were as follows (in thousands):
Three Months (13 Weeks) Ended | ||||||||
April 2, 2022 | April 3, 2021 | |||||||
Steel mills |
$ | 2,578,854 | $ | 1,314,974 | ||||
Steel products |
684,867 | 211,812 | ||||||
Raw materials |
95,853 | 223,235 | ||||||
Corporate/eliminations |
(461,459 | ) | (451,775 | ) | ||||
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$ | 2,898,115 | $ | 1,298,246 | |||||
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Financial Review
Nucors consolidated net sales increased 1% to $10.49 billion in the first quarter of 2022 compared with $10.36 billion in the fourth quarter of 2021 and increased 50% compared with $7.02 billion in the first quarter of 2021. Average sales price per ton in the first quarter of 2022 increased 2% compared with the fourth quarter of 2021 and increased 68% compared with the first quarter of 2021. A total of 6,394,000 tons were shipped to outside customers in the first quarter of 2022, which was similar to the fourth quarter of 2021 and decreased 11% as compared to the first quarter of 2021. Total steel mill shipments in the first quarter of 2022 decreased 1% as compared to the fourth quarter of 2021 and decreased 11% as compared to the first quarter of 2021. Steel mill shipments to internal customers represented 22% of total steel mill shipments in the first quarter of 2022, compared with 22% in the fourth quarter of 2021 and 21% in the first quarter of 2021. Downstream steel product shipments to outside customers in the first quarter of 2022 increased 7% from the fourth quarter of 2021 and increased 2% from the first quarter of 2021.
Page 1 of 8
Nucor Executive Offices: 1915 Rexford Road, Charlotte, North Carolina 28211
Phone 704-366-7000 Fax 704-362-4208 www.nucor.com
News Release |
Nucor Reports Results for the First Quarter of 2022 (Continued)
The average scrap and scrap substitute cost per gross ton used in the first quarter of 2022 was $495, a 3% decrease compared to $508 in the fourth quarter of 2021 and a 22% increase compared to $405 in the first quarter of 2021.
Pre-operating and start-up costs related to the Companys growth projects were approximately $62 million, or $0.17 per diluted share, in the first quarter of 2022, compared with approximately $54 million, or $0.15 per diluted share, in the fourth quarter of 2021 and approximately $19 million, or $0.05 per diluted share, in the first quarter of 2021.
Overall operating rates at the Companys steel mills decreased to 77% in the first quarter of 2022 as compared to 89% in the fourth quarter of 2021 and 95% in the first quarter of 2021.
Financial Strength
At the end of the first quarter of 2022, we had $4.26 billion in cash and cash equivalents, short-term investments and restricted cash and cash equivalents on hand. The Companys $1.75 billion revolving credit facility remains undrawn and does not expire until November 2026. Nucor continues to have the strongest credit rating in the North American steel sector (Baa1/A-) with stable outlooks at both Moodys and Standard & Poors.
Commitment to Returning Capital to Stockholders
During the first quarter of 2022, Nucor repurchased approximately 7.0 million shares of its common stock at an average price of $128.45 per share. As of April 2, 2022, Nucor had approximately 266,000,000 shares outstanding and approximately $2.94 billion remaining for repurchases under its existing authorized share repurchase program. This share repurchase authorization is discretionary and has no scheduled expiration date.
On February 22, 2022, Nucors board of directors declared a cash dividend of $0.50 per share. This cash dividend is payable on May 11, 2022 to stockholders of record as of March 31, 2022 and is Nucors 196th consecutive quarterly cash dividend.
Page 2 of 8
Nucor Executive Offices: 1915 Rexford Road, Charlotte, North Carolina 28211
Phone 704-366-7000 Fax 704-362-4208 www.nucor.com
News Release |
Nucor Reports Results for the First Quarter of 2022 (Continued)
First Quarter of 2022 Analysis
Steel mill segment earnings in the first quarter of 2022 decreased from the fourth quarter of 2021, primarily due to the decreased profitability of the sheet mills. While end market demand remains strong, average realized selling prices in sheet softened during the first quarter reflecting increased import volumes coupled with modest destocking. The steel products segment generated increased earnings in the first quarter of 2022 relative to the fourth quarter of 2021 due to continued strong nonresidential construction related demand and expanded profit margins. Earnings for the raw materials segment increased in the first quarter of 2022 as compared to the fourth quarter of 2021 due to improving selling prices for raw materials at the end of the quarter.
Second Quarter of 2022 Outlook
End use market demand remains strong for steel and steel products, and we remain confident that 2022 will be another year of very strong earnings and cash flow for Nucor.
We expect that the second quarter of 2022 will be the most profitable quarter in Nucors history, surpassing the previous record set in the fourth quarter of 2021.
Second quarter earnings will be driven by increased profitability in the steel products segment, which continues to benefit from robust demand in nonresidential construction markets. In addition, the steel mills segment earnings are expected to strengthen due primarily to increased profitability at our sheet and plate mills. Similarly, Nucors raw materials segment is expected to generate increased profits in the second quarter due to relatively higher selling prices for raw materials.
Earnings Conference Call
You are invited to listen to the live broadcast of Nucors conference call during which management will discuss Nucors first quarter results on April 21, 2022 at 2:00 p.m. Eastern Time. The conference call will be available over the Internet at www.nucor.com, under Investors.
About Nucor
Nucor and its affiliates are manufacturers of steel and steel products, with operating facilities in the United States, Canada and Mexico. Products produced include: carbon and alloy steel in bars, beams, sheet and plate; hollow structural section tubing; electrical conduit; steel racking; steel piling; steel joists and joist girders; steel deck; fabricated concrete reinforcing steel; cold finished steel; precision castings; steel fasteners; metal building systems; insulated metal panels; steel grating; and wire and wire mesh. Nucor, through The David J. Joseph Company, also brokers ferrous and nonferrous metals, pig iron and hot briquetted iron / direct reduced iron; supplies ferro-alloys; and processes ferrous and nonferrous scrap. Nucor is North Americas largest recycler.
Page 3 of 8
Nucor Executive Offices: 1915 Rexford Road, Charlotte, North Carolina 28211
Phone 704-366-7000 Fax 704-362-4208 www.nucor.com
News Release |
Nucor Reports Results for the First Quarter of 2022 (Continued)
Forward-Looking Statements
Certain statements contained in this news release are forward-looking statements that involve risks and uncertainties which we expect will or may occur in the future and may impact our business, financial condition and results of operations. The words anticipate, believe, expect, intend, project, may, will, should, could and similar expressions are intended to identify those forward-looking statements. These forward-looking statements reflect the Companys best judgment based on current information, and, although we base these statements on circumstances that we believe to be reasonable when made, there can be no assurance that future events will not affect the accuracy of such forward-looking information. As such, the forward-looking statements are not guarantees of future performance, and actual results may vary materially from the projected results and expectations discussed in this news release. Factors that might cause the Companys actual results to differ materially from those anticipated in forward-looking statements include, but are not limited to: (1) competitive pressure on sales and pricing, including pressure from imports and substitute materials; (2) U.S. and foreign trade policies affecting steel imports or exports; (3) the sensitivity of the results of our operations to prevailing market steel prices and changes in the supply and cost of raw materials, including pig iron, iron ore and scrap steel; (4) the availability and cost of electricity and natural gas, which could negatively affect our cost of steel production or result in a delay or cancellation of existing or future drilling within our natural gas drilling programs; (5) critical equipment failures and business interruptions; (6) market demand for steel products, which, in the case of many of our products, is driven by the level of nonresidential construction activity in the United States; (7) impairment in the recorded value of inventory, equity investments, fixed assets, goodwill or other long-lived assets; (8) uncertainties surrounding the global economy, including excess world capacity for steel production, inflation and interest rate changes; (9) fluctuations in currency conversion rates; (10) significant changes in laws or government regulations affecting environmental compliance, including legislation and regulations that result in greater regulation of greenhouse gas emissions that could increase our energy costs, capital expenditures and operating costs or cause one or more of our permits to be revoked or make it more difficult to obtain permit modifications; (11) the cyclical nature of the steel industry; (12) capital investments and their impact on our performance; (13) our safety performance; and (14) the impact of the COVID-19 pandemic and any variants of the virus. These and other factors are discussed in Nucors regulatory filings with the United States Securities and Exchange Commission, including those in Item 1A. Risk Factors of Nucors Annual Report on Form 10-K for the year ended December 31, 2021. The forward-looking statements contained in this news release speak only as of this date, and Nucor does not assume any obligation to update them, except as may be required by applicable law.
Contact Information
For Investor/Analyst Inquiries Paul Donnelly, 704-264-8807, or Gregg Lucas, 704-972-1841
For Media Inquiries Katherine Miller, 704-353-9015
Page 4 of 8
Nucor Executive Offices: 1915 Rexford Road, Charlotte, North Carolina 28211
Phone 704-366-7000 Fax 704-362-4208 www.nucor.com
News Release |
Nucor Reports Results for the First Quarter of 2022 (Continued)
Tonnage Data
(In thousands)
Three Months (13 Weeks) Ended | ||||||||||||
April 2, 2022 | April 3, 2021 | Percent Change | ||||||||||
Steel mills total shipments: |
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Sheet |
2,385 | 2,927 | -19 | % | ||||||||
Bars |
2,286 | 2,319 | -1 | % | ||||||||
Structural |
640 | 623 | 3 | % | ||||||||
Plate |
398 | 596 | -33 | % | ||||||||
Other |
105 | 79 | 33 | % | ||||||||
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5,814 | 6,544 | -11 | % | |||||||||
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Sales tons to outside customers: |
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Steel mills |
4,539 | 5,190 | -13 | % | ||||||||
Joist |
179 | 172 | 4 | % | ||||||||
Deck |
136 | 135 | 1 | % | ||||||||
Cold finished |
133 | 132 | 1 | % | ||||||||
Rebar fabrication products |
291 | 282 | 3 | % | ||||||||
Piling |
111 | 136 | -18 | % | ||||||||
Tubular products |
255 | 250 | 2 | % | ||||||||
Other steel products |
130 | 100 | 30 | % | ||||||||
Raw materials |
620 | 779 | -20 | % | ||||||||
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6,394 | 7,176 | -11 | % | |||||||||
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Page 5 of 8
Nucor Executive Offices: 1915 Rexford Road, Charlotte, North Carolina 28211
Phone 704-366-7000 Fax 704-362-4208 www.nucor.com
News Release |
Nucor Reports Results for the First Quarter of 2022 (Continued)
Condensed Consolidated Statements of Earnings (Unaudited)
(In thousands, except per share data)
Three Months (13 Weeks) Ended | ||||||||
April 2, 2022 | April 3, 2021 | |||||||
Net sales |
$ | 10,493,282 | $ | 7,017,140 | ||||
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Costs, expenses and other: |
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Cost of products sold |
7,035,143 | 5,394,703 | ||||||
Marketing, administrative and other expenses |
524,584 | 291,124 | ||||||
Equity in earnings of unconsolidated affiliates |
(7,695 | ) | (13,239 | ) | ||||
Losses on assets |
| 6,662 | ||||||
Interest expense, net |
43,135 | 39,644 | ||||||
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7,595,167 | 5,718,894 | |||||||
Earnings before income taxes and noncontrolling interests |
2,898,115 | 1,298,246 | ||||||
Provision for income taxes |
671,000 | 310,732 | ||||||
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Net earnings |
2,227,115 | 987,514 | ||||||
Earnings attributable to noncontrolling interests |
131,492 | 45,082 | ||||||
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Net earnings attributable to Nucor stockholders |
$ | 2,095,623 | $ | 942,432 | ||||
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Net earnings per share: |
||||||||
Basic |
$ | 7.69 | $ | 3.10 | ||||
Diluted |
$ | 7.67 | $ | 3.10 | ||||
Average shares outstanding: |
||||||||
Basic |
271,564 | 301,846 | ||||||
Diluted |
272,094 | 302,518 |
Page 6 of 8
Nucor Executive Offices: 1915 Rexford Road, Charlotte, North Carolina 28211
Phone 704-366-7000 Fax 704-362-4208 www.nucor.com
News Release |
Nucor Reports Results for the First Quarter of 2022 (Continued)
Condensed Consolidated Balance Sheets (Unaudited)
(In thousands)
April 2, 2022 | Dec 31, 2021 | |||||||
ASSETS |
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Current assets: |
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Cash and cash equivalents |
$ | 3,725,266 | $ | 2,364,858 | ||||
Short-term investments |
446,868 | 253,005 | ||||||
Accounts receivable, net |
4,111,478 | 3,853,972 | ||||||
Inventories, net |
6,245,679 | 6,011,182 | ||||||
Other current assets |
252,060 | 316,540 | ||||||
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Total current assets |
14,781,351 | 12,799,557 | ||||||
Property, plant and equipment, net |
8,921,263 | 8,114,818 | ||||||
Restricted cash and cash equivalents |
88,242 | 143,800 | ||||||
Goodwill |
2,904,134 | 2,827,344 | ||||||
Other intangible assets, net |
1,063,210 | 1,103,759 | ||||||
Other assets |
874,668 | 833,794 | ||||||
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Total assets |
$ | 28,632,868 | $ | 25,823,072 | ||||
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LIABILITIES |
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Current liabilities: |
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Short-term debt |
$ | 86,521 | $ | 107,723 | ||||
Current portion of long-term debt and finance lease obligations |
629,536 | 615,678 | ||||||
Accounts payable |
1,900,536 | 1,974,041 | ||||||
Salaries, wages and related accruals |
832,999 | 1,495,166 | ||||||
Accrued expenses and other current liabilities |
1,081,706 | 964,805 | ||||||
Federal income taxes payable |
602,537 | | ||||||
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Total current liabilities |
5,133,835 | 5,157,413 | ||||||
Long-term debt and finance lease obligations due after one year |
6,112,331 | 4,961,410 | ||||||
Deferred credits and other liabilities |
1,243,582 | 1,100,455 | ||||||
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Total liabilities |
12,489,748 | 11,219,278 | ||||||
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EQUITY |
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Nucor stockholders equity: |
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Common stock |
152,061 | 152,061 | ||||||
Additional paid-in capital |
2,163,129 | 2,140,608 | ||||||
Retained earnings |
19,635,277 | 17,674,100 | ||||||
Accumulated other comprehensive loss, net of income taxes |
(44,504 | ) | (115,282 | ) | ||||
Treasury stock |
(6,701,401 | ) | (5,835,098 | ) | ||||
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Total Nucor stockholders equity |
15,204,562 | 14,016,389 | ||||||
Noncontrolling interests |
938,558 | 587,405 | ||||||
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Total equity |
16,143,120 | 14,603,794 | ||||||
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Total liabilities and equity |
$ | 28,632,868 | $ | 25,823,072 | ||||
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Page 7 of 8
Nucor Executive Offices: 1915 Rexford Road, Charlotte, North Carolina 28211
Phone 704-366-7000 Fax 704-362-4208 www.nucor.com
News Release |
Nucor Reports Results for the First Quarter of 2022 (Continued)
Condensed Consolidated Statements of Cash Flows (Unaudited)
(In thousands)
Three Months (13 Weeks) Ended | ||||||||
April 2, 2022 | April 3, 2021 | |||||||
Operating activities: |
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Net earnings |
$ | 2,227,115 | $ | 987,514 | ||||
Adjustments: |
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Depreciation |
195,478 | 179,820 | ||||||
Amortization |
41,411 | 21,130 | ||||||
Stock-based compensation |
26,422 | 19,859 | ||||||
Deferred income taxes |
(18,764 | ) | 62,705 | |||||
Distributions from affiliates |
1,500 | 180 | ||||||
Equity in earnings of unconsolidated affiliates |
(7,695 | ) | (13,239 | ) | ||||
Losses on assets |
| 6,662 | ||||||
Changes in assets and liabilities (exclusive of acquisitions and dispositions): |
||||||||
Accounts receivable |
(92,394 | ) | (524,570 | ) | ||||
Inventories |
124,201 | (795,940 | ) | |||||
Accounts payable |
(165,476 | ) | 225,333 | |||||
Federal income taxes |
672,142 | 200,888 | ||||||
Salaries, wages and related accruals |
(658,267 | ) | 69,780 | |||||
Other operating activities |
126,495 | 90,289 | ||||||
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Cash provided by operating activities |
2,472,168 | 530,411 | ||||||
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Investing activities: |
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Capital expenditures |
(447,682 | ) | (313,510 | ) | ||||
Investment in and advances to affiliates |
(63 | ) | (118 | ) | ||||
Disposition of plant and equipment |
7,288 | 5,735 | ||||||
Acquisitions (net of cash acquired) |
(347,177 | ) | 300 | |||||
Purchase of investments |
(274,197 | ) | (214,427 | ) | ||||
Proceeds from the sale of investments |
80,333 | 219,777 | ||||||
Other investing activities |
(183 | ) | 249 | |||||
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Cash used in investing activities |
(981,681 | ) | (301,994 | ) | ||||
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Financing activities: |
||||||||
Net change in short-term debt |
(21,202 | ) | (1,607 | ) | ||||
Proceeds from long-term debt, net of discount |
1,093,059 | | ||||||
Repayment of long-term debt |
(2,500 | ) | | |||||
Bond issuance related costs |
(8,388 | ) | | |||||
Proceeds from exercise of stock options |
16,586 | 107,524 | ||||||
Payment of tax withholdings on certain stock-based compensation |
(8,512 | ) | (14,521 | ) | ||||
Distributions to noncontrolling interests |
(211,558 | ) | (73,795 | ) | ||||
Cash dividends |
(137,587 | ) | (123,901 | ) | ||||
Acquisition of treasury stock |
(905,324 | ) | (301,859 | ) | ||||
Other financing activities |
(3,883 | ) | (2,505 | ) | ||||
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Cash used in financing activities |
(189,309 | ) | (410,664 | ) | ||||
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Effect of exchange rate changes on cash |
3,672 | 3,307 | ||||||
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Increase (decrease) in cash and cash equivalents and restricted cash and cash equivalents |
1,304,850 | (178,940 | ) | |||||
Cash and cash equivalents and restricted cash and cash equivalents beginning of year |
2,508,658 | 2,754,929 | ||||||
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Cash and cash equivalents and restricted cash and cash equivalents end of three months |
$ | 3,813,508 | $ | 2,575,989 | ||||
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Non-cash investing activity: |
||||||||
Change in accrued plant and equipment purchases |
$ | (7,789 | ) | $ | 4,461 | |||
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Page 8 of 8
Nucor Executive Offices: 1915 Rexford Road, Charlotte, North Carolina 28211
Phone 704-366-7000 Fax 704-362-4208 www.nucor.com
Document and Entity Information |
Apr. 21, 2022 |
---|---|
Cover [Abstract] | |
Entity Registrant Name | NUCOR CORP |
Amendment Flag | false |
Entity Central Index Key | 0000073309 |
Document Type | 8-K |
Document Period End Date | Apr. 21, 2022 |
Entity Incorporation State Country Code | DE |
Entity File Number | 1-4119 |
Entity Tax Identification Number | 13-1860817 |
Entity Address, Address Line One | 1915 Rexford Road |
Entity Address, City or Town | Charlotte |
Entity Address, State or Province | NC |
Entity Address, Postal Zip Code | 28211 |
City Area Code | (704) |
Local Phone Number | 366-7000 |
Written Communications | false |
Soliciting Material | false |
Pre Commencement Tender Offer | false |
Pre Commencement Issuer Tender Offer | false |
Security 12b Title | Common Stock, par value $0.40 per share |
Trading Symbol | NUE |
Security Exchange Name | NYSE |
Entity Emerging Growth Company | false |
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