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1993
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, 1993 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: X
Aggregate market value of common stock held by non-affiliates was
$4,840,906,860 at February 28, 1994.
87,112,673 shares of common stock were outstanding at February 28, 1994.
Documents incorporated by reference include: Portions of 1993 annual report
(Parts II and IV), and proxy statement for 1994 annual stockholders' meeting
(Part III).
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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 1993, 1992 and 1991.
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 and steel grinding balls. Hot rolled steel is manufactured from scrap,
utilizing electric furnaces, continuous casting and automated rolling mills.
Cold rolled steel, cold finished steel, steel joists and joist girders, 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 and steel grinding
balls are manufactured in standard sizes and inventories are maintained. In
1993, approximately 85% 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 nationally, primarily to steel service centers,
fabricators and manufacturers. 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. 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 which Nucor serves are tied to capital and durable goods spending and
are affected by changes in general economic conditions.
The backlog of orders was about $445,000,000 at December 31, 1993, and about
$276,000,000 at December 31, 1992.
All 5,900 employees are employed in the steel products business.
- 2-
Item 2. Properties
Principal operating facilities are as follows:
Approximate
square footage Principal
Location of facilities products
Blytheville-Hickman, Arkansas 2,600,000 Steel shapes, flat-rolled steel
Norfolk-Stanton, Nebraska 1,930,000 Steel shapes, joists and deck
Brigham City-Plymouth, Utah 1,700,000 Steel shapes, joists and
grinding balls
Darlington-Florence, South Carolina 1,540,000 Steel shapes, joists and deck
Grapeland-Jewett, Texas 1,340,000 Steel shapes, joists and deck
Crawfordsville, Indiana 1,100,000 Flat-rolled steel
Additional operating facilities are located in Fort Payne, Alabama, Saint
Joe and Waterloo, Indiana, and Wilson, North Carolina, all engaged in the
manufacture of steel products. During 1993, the average utilization rate of
all operating facilities was approximately 90% 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, environment, taxes, and insurance.
Item 4. Submission of Matters to a Vote of Security Holders
None during quarter ended December 31, 1993.
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 Corporation's 1993 annual report,
pages 19, 13, and 12, respectively.
Item 8. Financial Statements and Supplementary Data
Incorporated by reference to Nucor Corporation's 1993 annual report,
pages 14 to 18. The Report and Consent of Independent Accountants is
submitted on Page 6.
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 Corporation's proxy statement for 1994
annual stockholders' meeting, and page 19 of Nucor Corporation's 1993 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: Page
Independent auditors report and consent.................................. 6
Consolidated balance sheets........................ (Incorporated by )
Consolidated statements of earnings................ (reference to )
Consolidated statements of stockholders' equity.... (Nucor Corporation's)
Consolidated statements of cash flows.............. (1993 annual report,)
Notes to consolidated financial statements......... (pages 14 to 18 )
Financial Statement Schedules:
Schedule V - Property, plant and equipment........................... 7
Schedule VI - Accumulated depreciation of
property, plant and equipment......................... 7
Schedule VIII - Allowance for doubtful accounts......................... 8
Schedule X - Supplementary expense information....................... 8
All other 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 and by-laws (incorporated by
reference to Form 10-K for year ended December 31, 1990)
3(a)- 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)
11 - Computation of net earnings per share
12 - Computation of ratio of earnings to fixed charges
13 - 1993 annual report (portions incorporated by reference)
21 - Subsidiaries
22 - Proxy statement for 1994 annual stockholders' meeting
24 - Powers of attorney (incorporated by reference to Form 10-K
for year ended December 31, 1990)
Reports on Form 8-K:
None filed during the quarter ended December 31, 1993.
- 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 F. KENNETH IVERSON * H. DAVID AYCOCK
F. Kenneth Iverson H. David Aycock
Chairman and Director
Chief Executive Officer
F. KENNETH IVERSON * JAMES W. CUNNINGHAM
F. Kenneth Iverson James W. Cunningham
Chairman, Chief Executive Officer Director
and Director
SAMUEL SIEGEL * RICHARD N. VANDEKIEFT
Samuel Siegel Richard N. Vandekieft
Vice Chairman, Director
Chief Financial Officer,
Treasurer, Secretary and Director
JOHN D. CORRENTI *By SAMUEL SIEGEL
John D. Correnti Samuel Siegel
President, Chief Operating Officer Attorney-in-fact
and Director
TERRY S. LISENBY
Terry S. Lisenby
Vice President and
Corporate Controller
Dated: March 25, 1994
- 5 -
Report and Consent of Independent Accountants
Stockholders and Board of Directors
Nucor Corporation
Charlotte, North Carolina
We have audited the consolidated financial statements of Nucor Corporation
and subsidiaries as of December 31, 1993 and 1992, and for each of the three
years in the period ended December 31, 1993, which financial statements are
included on pages 14 through 18 of the 1993 Annual Report to Shareholders of
Nucor Corporation and incorporated by reference herein. We have also audited
the financial statement schedules listed in Item 14 of this Form 10-K. These
financial statements and financial statement schedules are the responsibility
of Nucor's management. Our responsibility is to express an opinion on these
financial statements and financial statement schedules based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards 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. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the consolidated financial position of Nucor
Corporation and subsidiaries as of December 31, 1993 and 1992, and the
consolidated results of their operations and their cash flows for each of the
three years in the period ended December 31, 1993, in conformity with
generally accepted accounting principles. In addition, in our opinion, the
financial statement schedules referred to above, when considered in relation
to the basic financial statements taken as a whole, present fairly, in all
material respects, the information required to be included therein.
We consent to the incorporation by reference in the Registration Statements
of Nucor Corporation on Form S-8, Numbers 2-84117 (including 2-50058),
2-51735, and 33-27120 (including 2-55941 and 2-69914), and Form S-3, Number
33-47313 of this report on our audits of the consolidated financial statements
and financial statement schedules of Nucor Corporation as of December 31, 1993
and 1992, and for the years ended December 31, 1993, 1992, and 1991.
Coopers & Lybrand
Charlotte, North Carolina
February 21, 1994
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Plant Office Construction
Land Buildings machinery and in process
and and and transportation and equipment
improvements improvements equipment equipment deposits Total
SCHEDULE V - PROPERTY, PLANT AND EQUIPMENT
Balance at
Dec. 31, 1990 $30,642,736 $125,917,477 $ 905,687,289 $14,961,929 $ 9,154,660 $1,086,364,091
1991 additions
at cost...... 6,513,402 5,979,070 53,218,584 3,451,753 148,558,276 217,721,085
1991 sales or
retirements.. (5,684,381) (387,678) (33,681,369) (2,799,195) - (42,552,623)
Balance at
Dec. 31, 1991 31,471,757 131,508,869 925,224,504 15,614,487 157,712,936 1,261,532,553
1992 additions
at cost...... 1,583,138 25,759,749 392,599,989 4,243,023 (45,061,513) 379,124,386
1992 sales or
retirements.. (235,638) (2,367,473) (62,833,507) (1,119,682) - (66,556,300)
Balance at
Dec. 31, 1992 32,819,257 154,901,145 1,254,990,986 18,737,828 112,651,423 1,574,100,639
1993 additions
at cost...... 9,011,516 28,817,914 325,959,451 465,113 (93,532) 364,160,462
1993 sales or
retirements.. (546,647) (2,737,602) (110,555,049) (3,433,082) - (117,272,380)
Balance at
Dec. 31, 1993 $41,284,126 $180,981,457 $1,470,395,388 $15,769,859 $112,557,891 $1,820,988,721
SCHEDULE VI - ACCUMULATED DEPRECIATION OF PROPERTY, PLANT AND EQUIPMENT
Balance at
Dec. 31, 1990 $9,110,564 $42,142,098 $305,715,142 $ 6,147,713 $363,115,517
1991 additions
charged
to earnings.. 1,528,560 6,794,053 82,039,023 3,215,990 93,577,626
1991 sales or
retirements.. (5,679,081) (378,338) (33,681,369) (2,705,356) (42,444,144)
Balance at
Dec. 31, 1991 4,960,043 48,557,813 354,072,796 6,658,347 414,248,999
1992 additions
charged
to earnings.. 1,344,244 7,555,031 85,189,251 3,690,942 97,779,468
1992 sales or
retirements.. (7,181) (2,367,474) (60,199,160) (1,119,528) (63,693,343)
Balance at
Dec. 31, 1992 6,297,106 53,745,370 379,062,887 9,229,761 448,335,124
1993 additions
charged
to earnings.. 1,536,860 8,473,576 108,685,591 3,569,421 122,265,448
1993 sales or
retirements.. (215,376) (2,737,602) (104,908,266) (2,787,047) (110,648,291)
Balance at
Dec. 31, 1993 $7,618,590 $59,481,344 $382,840,212 $10,012,135 $459,952,281
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SCHEDULE VIII - ALLOWANCE FOR DOUBTFUL ACCOUNTS
Balance at December 31, 1990........................................... 8,467,257
1991 reductions credited to earnings................................... (927,685)
1991 accounts written off in excess of recoveries...................... (1,149,504)
Balance at December 31, 1991........................................... 6,390,068
1992 additions charged to earnings..................................... 4,054,826
1992 accounts written off in excess of recoveries...................... (3,675,286)
Balance at December 31, 1992........................................... 6,769,608
1993 additions charged to earnings..................................... 4,346,643
1993 accounts written off in excess of recoveries...................... (731,347)
Balance at December 31, 1993........................................... $10,384,904
SCHEDULE X - SUPPLEMENTARY EXPENSE INFORMATION
Year ended December 31,
1993 1992 1991
Maintenance and repairs.................... $280,036,996 $221,694,798 $195,375,300
Other expenses are omitted because they are not present or not material.
-8-
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APPENDIX
On Page 18 of Exhibit 13 the signature of Coopers & Lybrand appears where
noted.
On Page 5 of Exhibit 21 the Stock Performance Graph appears where indicated.
The plot points are listed as follows:
1988 1989 1990 1991 1992 1993
Nucor Corporation $100 127.20 131.90 191.37 337.33 457.74
S&P 500 Index $100 131.69 127.60 166.47 179.15 197.21
S&P Steel Group Index $100 96.73 81.40 100.02 130.87 172.20