1997
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, 1997 Commission file number 1-4119
NUCOR CORPORATION
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(Exact name of Registrant as specified in its charter)
Delaware 13-1860817
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(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
2100 Rexford Road, Charlotte, North Carolina 28211
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(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
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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 $4,395,307,918
at February 28, 1998.
88,043,678 shares of common stock were outstanding at February 28, 1998.
Documents incorporated by reference include: Portions of 1997 annual report
(Parts I, II, III and IV), and proxy statement for 1998 annual stockholders'
meeting (Part III).
- 1 -
<PAGE>
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 1997, 1996 and 1995.
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 1997, over 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 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. 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 $1,070,000,000 at December 31, 1997, and
about $740,000,000 at December 31, 1996 (all of which are normally filled within
one year).
Nucor is highly decentralized and has less than 25 employees in its executive
offices. All of Nucor's 6,900 employees are engaged in its steel products
business.
Additional information on Nucor's business is incorporated by reference to
Nucor's 1997 annual report, pages 5, 8, 9, 10, 11 and 12.
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<PAGE>
Item 2. Properties
Principal operating facilities are as follows:
<TABLE>
<CAPTION>
Approximate
square footage Principal
Location of facilities products
-------- ------------- --------
<S> <C> <C>
Blytheville-Hickman, Arkansas 2,880,000 Steel shapes, flat-rolled steel
Norfolk-Stanton, Nebraska 2,280,000 Steel shapes, joists, deck
Brigham City-Plymouth, Utah 1,760,000 Steel shapes, joists
Darlington-Florence, South Carolina 1,610,000 Steel shapes, joists, deck
Grapeland-Jewett, Texas 1,500,000 Steel shapes, joists, deck
Crawfordsville, Indiana 1,410,000 Flat-rolled steel
Berkeley, South Carolina 1,300,000 Flat-rolled steel
</TABLE>
Additional operating facilities are located in Fort Payne, Alabama, Conway,
Arkansas, Saint Joe and Waterloo, Indiana, Wilson, North Carolina, and Swansea,
South Carolina, all engaged in the manufacture of steel products. During 1997,
the average utilization rate of all operating facilities was more than 85% 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, 1997.
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 1997 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 Corporation's 1997 annual report, pages 14
to 18.
Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosures
None.
- 3 -
<PAGE>
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 1998
annual stockholders' meeting, and page 19 of Nucor Corporation's 1997 Annual
Report.
Item 13. Certain Relationships and Related Transactions
None.
PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K
<TABLE>
<CAPTION>
<S> <C>
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 1997 )
Notes to consolidated financial statements......... (annual report, )
Independent accountants report..................... (pages 14 to 18 )
</TABLE>
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)
11 - Computation of net earnings per share
13 - 1997 annual report (portions incorporated by reference)
21 - Subsidiaries
22 - Proxy statement for 1998 annual stockholders' meeting
23 - Independent accountants consent
24 - Powers of attorney (incorporated by reference to Form 10-K for
years ended December 31, 1990 and December 31, 1995)
27 - Financial data schedule
Reports on Form 8-K:
None filed during the quarter ended December 31, 1997.
- 4 -
<PAGE>
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/ F. KENNETH IVERSON * H. DAVID AYCOCK
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F. Kenneth Iverson H. David Aycock
Chairman Director
/s/ F. KENNETH IVERSON * JAMES W. CUNNINGHAM
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F. Kenneth Iverson James W. Cunningham
Chairman and Director Director
/s/ JOHN D. CORRENTI * JAMES D. HLAVACEK
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John D. Correnti James D. Hlavacek
Vice Chairman, President, Director
Chief Executive Officer and Director
/s/ SAMUEL SIEGEL *By /s/ SAMUEL SIEGEL
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Samuel Siegel Samuel Siegel
Vice Chairman, Attorney-in-fact
Chief Financial Officer,
Treasurer, Secretary and Director
/s/ TERRY S. LISENBY
----------------------------------
Terry S. Lisenby
Vice President and
Corporate Controller
Dated: March 25, 1998
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<PAGE>
NUCOR CORPORATION
Exhibits 11 and 21 to FORM 10-K - 1997
EXHIBIT 11 - COMPUTATION OF NET EARNINGS PER SHARE
<TABLE>
<CAPTION>
Year ended December 31,
-----------------------
1997 1996 1995
------------ ------------ ----------
<S> <C> <C> <C>
BASIC:
Basic net earnings......................... $294,482,440 $248,168,948 $274,534,505
============ ============ ============
Average shares outstanding................. 87,872,485 87,685,750 87,430,370
========== ========== ==========
Basic net earnings per share............... $3.3512 $2.8302 $3.1400
======= ======= =======
DILUTED:
Diluted net earnings....................... $294,482,440 $248,168,948 $274,534,505
============ ============ ============
Diluted average shares outstanding:
Basic shares outstanding................. 87,872,485 87,685,750 87,430,370
Dilutive effect of employee stock options 49,832 94,951 168,578
---------- ---------- ----------
87,922,317 87,780,701 87,598,948
========== ========== ==========
Diluted net earnings per share............. $3.3493 $2.8271 $3.1340
======= ======= =======
</TABLE>
PAGE>
Business Review
Nucor Corporation's business is the manufacture of steel products. During
the last five years, the sales of Nucor have increased 158%, from
$1,619,000,000 in 1992 to $4,184,000,000 in 1997. All of this growth has been
internally generated.
Nucor Steel
Nucor-Yamato Steel Company
Nucor Corporation 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 1997 was 9,724,000 tons, a 15% increase from 1996's
8,423,000 tons. Annual production capacity has grown from 120,000 tons in 1970
to a present total of over 11,000,000 tons.
Steel sales to outside customers in 1997 were 8,435,000 tons, 16% higher
than the 7,252,000 tons in 1996. This represented about 85% of the eight mills'
production; the balance was used by the Vulcraft, Nucor Cold Finish, Nucor
Grinding Balls, Nucor Fastener, and Nucor Building Systems 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 1997, Vulcraft produced 568,000 tons of steel joists and joist girders,
5% more than the 543,000 tons in 1996. Current annual production capacity
significantly exceeds 600,000 tons.
The Vulcraft facilities in Nebraska, Alabama, Texas, Indiana and South
Carolina also produce steel deck. This product is used extensively for floor
and roof systems. In 1997, Vulcraft's steel deck sales were 287,000 tons, a 12%
increase from 1996's 256,000 tons.
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 1997 were 256,000 tons, a 16% increase from 1996's 221,000 tons.
Nucor Grinding Balls
Nucor Grinding Balls produces steel grinding balls in Utah for the mining
industry, and accounts for a small percentage of Nucor Corporation'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. An additional new 40,000 tons-per-year
fastener facility in Arkansas began operations late in 1995.
Nucor Bearing Products, Inc.
This North Carolina facility produces steel bearings and machined steel
parts, and accounts for a small percentage of Nucor Corporation's sales.
Nucor Building Systems
Nucor Building Systems has a modern facility to produce metal buildings
and components in Indiana. Late in the fourth quarter of 1996, operations began
at an additional new facility in South Carolina.
Finances
Capital expenditures are primarily for new facilities and expansion of
existing facilities. These expenditures were $307,000,000 in 1997 and are
anticipated to be about $400,000,000 in 1998. Funds are provided from
operations and new long-term debt.
In 1997 the ratio of long-term debt to total capital (long-term debt plus
minority interests plus stockholders' equity) was 7%, compared with 8% in 1996.
Nucor's objective is to maintain this ratio at less than 30%. Nucor Corporation
has the financial ability to borrow significant additional funds and still
maintain reasonable leverage.
Earnings
Net earnings of $3.35 per share in 1997 increased 18% from $2.83 per share
in 1996. Earnings were 17% of average equity in 1997 and 1996.
5
<PAGE>
Nucor Steel
Divisions
Darlington, South Carolina
Norfolk, Nebraska
Jewett, Texas
Plymouth, Utah
Crawfordsville, Indiana
Hickman, Arkansas
Berkeley, South Carolina
The manufacture of steel is a major area of operations for Nucor
Corporation. 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 Grinding Balls, Nucor Fastener, and Nucor Building Systems
operations.
Nucor-Yamato
Steel Company
Blytheville, Arkansas
Nucor-Yamato Steel Company produces wide-flange steel beams, pilings and
heavy structural steel products.
[GRAPHIC OMITTED]
Operations
There are four Nucor Steel mills which produce bar and light structural
carbon and alloy steels. Nucor Steel's three newest mills produce sheet steel.
All seven 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 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 significantly lower than the capital cost 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 cost of all four bar mills averaged less than $160 per ton of current
annual capacity. The three Nucor Steel sheet mills were constructed between
1989 and 1996. The total cost of these new sheet mills averaged about $260 per
ton of current annual capacity.
Total capacity of the four bar mills exceeds 3 million tons-per-year.
All Nucor Steel mills have high productivity, which results in employment
costs less than 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 which 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 1997.
Scrap and scrap substitutes are the most significant element in the total
cost of steel. Their average cost decreased to about $145 per gross ton in 1997
from about $150 per gross ton in 1996.
Markets
About 80% of the seven mills' production in 1997 was sold to outside
customers and the balance was used internally by the steel joist, steel deck,
cold finish, grinding ball, fastener, and building systems 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.
8
<PAGE>
Marketing
Nucor Steel uses a simpler highly competitive pricing system than the
complicated pricing structure traditional in the steel industry. All customers
are charged the same published price. This allows customers to maintain the
lowest practical inventory. Over the years, a considerable proportion of Nucor
Steel's sales have come at the expense of integrated and foreign producers.
Newer Facilities and Expansions
In 1989, Nucor Steel completed construction and started operation of a new
steel mill to produce hot and cold rolled sheet steel products near
Crawfordsville, Indiana. This facility utilizes a thin slab caster, and has a
lower capital cost than integrated steel mills producing these products.
In 1992, Nucor Steel completed construction and started operation of a
second new sheet mill to produce hot rolled sheet steel products near Hickman,
Arkansas.
In 1994, Nucor Steel completed construction and started operations of
expansions at both its sheet steel mills. These expansions, which included
additional casters and new reheat furnaces at both facilities, increased total
capacity by more than 80%, to 3,800,000 tons-per-year.
In 1996, Nucor Steel completed construction and started operations of a
third new sheet mill to produce 1,800,000 tons-per-year of hot rolled and cold
rolled sheet steel in Berkeley County, South Carolina. This increased total
sheet steel capacity to 5,600,000 tons-per-year.
Nucor Steel is expanding its Hickman, Arkansas sheet steel mill to include
a galvanizing facility with 500,000 tons annual capacity; a cold rolling
facility with 800,000 tons annual capacity; and associated pickling, oiling,
and annealing facilities. This expansion is anticipated to cost about
$120,000,000 and to be operational by the first quarter of 1999.
Nucor Steel is expanding its Berkeley County, South Carolina facility to
include a 500,000 tons-per-year steel beam mill. This expansion is anticipated
to cost about $150,000,000 and to start operations in late 1998.
Nucor-Yamato
Steel Company
In 1988, Nucor Corporation and Yamato Kogyo, one of Japan's major producers
of wide-flange beams, completed construction and started operation of a new
steel mill to produce wide-flange beams, pilings and heavy structural steel
products near Blytheville, Arkansas. This mill uses a special continuous casting
method which 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 Corporation has a 51% interest, now has an
annual capacity of over 2,000,000 tons. In 1997, Nucor-Yamato Steel shipped
over 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
Corporation's future performance. Total steel production is anticipated to
increase significantly over the next several years from 1997's 9,724,000 tons.
Nucor Corporation 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 Corporation expects to continue to generate above-average earnings
from its steelmaking operations in the future.
[GRAPHIC OMITTED]
9
<PAGE>
Vulcraft Divisions
Florence, South Carolina
Norfolk, Nebraska
Fort Payne, Alabama
Grapeland, Texas
Saint 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 Corporation.
[GRAPHIC OMITTED]
Operations
There are six Vulcraft operations with total joist and joist girder
production capacity in excess of 600,000 tons-per-year.
The production of joists by Vulcraft in 1997 was 568,000 tons, an increase
from 1996's 543,000 tons.
Materials, primarily steel, were about 45% of the joist sales dollar in
1997. Vulcraft obtained about 90% of its steel requirements from Nucor Steel.
For 1997, 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 in excess of 300,000 tons-per-year. In 1997,
construction was completed on a new 50,000 tons-per-year steel deck facility in
Fort Payne, Alabama; operations began in the second quarter of 1997. Coiled
sheet steel was about 70% of the steel deck sales dollar in 1997.
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 1997,
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. Vulcraft steel deck sales increased to 287,000 tons in 1997 from
256,000 tons in 1996.
Outlook for the Future
The increased level of construction in recent years has favorably impacted
the volume of non-residential buildings supplied by Vulcraft. Vulcraft has the
available capacity to increase its production of steel joists, joist girders
and steel deck by more than 10%.
10
<PAGE>
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 more
than 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 insure 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.
1997 sales of cold finished steel products were 256,000 tons, a 16%
increase from 1996's 221,000 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.
[GRAPHIC OMITTED]
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 states. A high degree of automation results in low costs
and highly competitive sales prices.
Nucor Grinding Balls has made significant market penetration and volume
increases in its seventeen years of operations.
Nucor Grinding Balls' total sales account for a small percentage of Nucor
Corporation's sales.
Nucor
Fastener
Divisions
Saint Joe, Indiana
Conway, Arkansas
Nucor Fastener has two facilities producing standard steel hexhead cap
screws, hex bolts, socket head cap screws, and structural bolts. Annual capacity
is close to 115,000 tons.
Nucor Fastener obtains much of its steel from Nucor Steel.
These facilities are among the most modern in the world and allow Nucor
Fastener to maintain highly competitive pricing in a market currently dominated
by foreign suppliers. These operations are highly automated and have 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.
Nucor
Bearing
Products, Inc.
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.
Construction is underway on an expansion at Nucor Bearing Products that
will increase capacity by more than 250%. This expansion is anticipated to cost
about $35,000,000 and should be completed by the third quarter of 1998.
11
<PAGE>
Nucor
Building Systems
Divisions
Waterloo, Indiana
Swansea, South Carolina
Nucor Building Systems produces pre-engineered metal building systems and
has an annual capacity of about 105,000 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.
The use of advanced manufacturing and engineering systems has enabled
Nucor Building Systems to sustain a growth rate greater than its industry.
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.
Analysis of
Operations
and Finances
Operations
The increases in 1997, 1996 and 1995 sales resulted primarily from
increased volume. The major component of cost of products sold is raw material
costs. The average price of raw materials was substantially unchanged in 1997
and 1996, and increased by 5% in 1995. The major components of marketing,
administrative and other expenses are freight and profit sharing costs. Unit
freight costs decreased slightly in 1997, increased by about 5% in 1996, and
increased less than 5% in 1995. Profit sharing costs increased by about 30% in
1997, decreased by about 25% in 1996, and increased by about 15% in 1995.
Profit sharing costs are based upon and fluctuate with pre-tax earnings.
Interest expense is reduced by interest income from short-term investments.
The 1997 increase resulted from increased borrowings. The 1996 increase resulted
from decreased average investments, and the 1995 decrease resulted from
decreased borrowings.
The increase in 1997 earnings resulted primarily from increased sales due
to increased volume.
The decrease in 1996 earnings resulted primarily from increased
pre-operating and start-up costs of new facilities.
The increase in 1995 earnings resulted primarily from increased sales due
to increased volume.
Liquidity and
Capital Resources
In 1997, working capital increased about 65% to $601 million, due
primarily to increased earnings and a decrease in capital expenditures. The
current ratio was 2.1 in 1997, 1.8 in 1996, and 1.9 in 1995.
The increase in 1997, 1996 and 1995 inventories was due primarily to
increased prices and increased production levels.
Capital expenditures were $307 million in 1997, $537 million in 1996, and
$263 million in 1995. Capital expenditures are currently projected to be about
$400 million in 1998. 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 $15 million in 1997 and $46 million in
1996. Net long-term debt repayments were $66 million in 1995. Unused long-term
credit facilities total $203 million at the end of 1997. The percentage of
long-term debt to total capital was 7% in 1997, 8% in 1996, and 6% in 1995.
12
<PAGE>
<TABLE>
<CAPTION>
Six-Year
Financial Review 1997 1996 1995
<S> <C> <C> <C>
For the Year
Net sales ........................... $4,184,497,854 $3,647,030,387 $3,462,045,648
Costs and expenses:
Cost of products sold .............. 3,578,941,039 3,139,157,919 2,900,168,171
Marketing, administrative
and other expenses ................ 145,409,693 120,387,357 130,677,162
Interest expense (income) .......... (35,318) (283,837) (1,134,190)
-------------- -------------- --------------
3,724,315,414 3,259,261,439 3,029,711,143
Earnings before
federal income taxes ............... 460,182,440 387,768,948 432,334,505
Federal income taxes ................ 165,700,000 139,600,000 157,800,000
-------------- -------------- --------------
Net earnings ........................ 294,482,440 248,168,948 274,534,505
Net earnings per share .............. 3.35 2.83 3.14
Dividends declared per share ........ .40 .32 .28
Percentage of earnings to sales ..... 7.0% 6.8% 7.9%
Return on average equity ............ 16.9% 16.6% 21.9%
Capital expenditures ................ 306,749,422 537,438,406 263,421,786
Depreciation ........................ 218,764,101 182,232,851 173,887,657
Sales per employee .................. 622,554 572,038 570,353
At Year End
Current assets ...................... $1,125,508,464 $ 828,380,585 $ 830,741,318
Current liabilities ................. 524,453,610 465,652,755 447,136,311
-------------- -------------- --------------
Working capital ..................... 601,054,854 362,727,830 383,605,007
Current ratio ...................... 2.1 1.8 1.9
Property, plant and equipment ....... 1,858,874,894 1,791,152,821 1,465,400,015
Total assets ........................ 2,984,383,358 2,619,533,406 2,296,141,333
Long-term debt ...................... 167,950,000 152,600,000 106,850,000
Percentage of debt to capital ...... 7.2% 7.5% 6.2%
Stockholders' equity ................ 1,876,425,866 1,609,290,193 1,382,112,159
Per share .......................... 21.32 18.33 15.78
Shares outstanding .................. 87,996,583 87,795,947 87,598,517
Stockholders ........................ 50,000 39,000 39,000
Employees ........................... 6,900 6,600 6,200
13
-
Six-Year
Financial Review 1994 1993 1992
For the Year
<S> <C> <C> <C>
Net sales ........................... $ 2,975,596,456 $ 2,253,738,311 $ 1,619,234,876
Costs and expenses:
Cost of products sold .............. 2,491,759,846 1,965,847,476 1,417,376,345
Marketing, administrative
and other expenses ................ 113,388,724 87,582,891 76,796,340
Interest expense (income) .......... 13,515,042 13,198,337 7,736,488
--------------- --------------- ---------------
2,618,663,612 2,066,628,704 1,501,909,173
Earnings before
federal income taxes ............... 356,932,844 187,109,607 117,325,703
Federal income taxes ................ 130,300,000 63,600,000 38,100,000
--------------- --------------- ---------------
Net earnings ........................ 226,632,844 123,509,607 79,225,703
Net earnings per share .............. 2.60 1.42 .92
Dividends declared per share ........ .18 .16 .14
Percentage of earnings to sales ..... 7.6% 5.5% 4.9%
Return on average equity ............ 22.4% 14.6% 10.6%
Capital expenditures ................ 185,324,442 364,160,462 379,124,386
Depreciation ........................ 157,652,083 122,265,448 97,779,468
Sales per employee .................. 502,507 384,105 283,455
At Year End
Current assets ...................... $ 638,701,397 $ 468,231,882 $ 381,616,740
Current liabilities ................. 382,465,202 350,490,781 271,971,686
----------- ----------- -----------
Working capital ..................... 256,236,195 117,741,101 109,645,054
Current ratio ...................... 1.7 1.3 1.4
Property, plant and equipment ....... 1,363,218,768 1,361,036,440 1,125,765,515
Total assets ........................ 2,001,920,165 1,829,268,322 1,507,382,255
Long-term debt ...................... 173,000,000 352,250,000 246,750,000
Percentage of debt to capital ...... 11.8% 25.2% 21.1%
Stockholders' equity ................ 1,122,610,257 902,166,939 784,230,713
Per share .......................... 12.85 10.36 9.04
Shares outstanding .................. 87,333,313 87,073,478 86,736,700
Stockholders ........................ 38,000 33,000 29,000
Employees ........................... 5,900 5,900 5,800
</TABLE>
13
<PAGE>
<TABLE>
<CAPTION>
Year Ended
Consolidated Statements of Earnings December 31, 1997 1996 1995
<S> <C> <C> <C> <C>
Net sales ................................................. $4,184,497,854 $3,647,030,387 $3,462,045,648
-------------- -------------- --------------
Costs and expenses:
Cost of products sold .................................... 3,578,941,039 3,139,157,919 2,900,168,171
Marketing, administrative and other expenses ............. 145,409,693 120,387,357 130,677,162
Interest expense (income) (Note 7) ....................... (35,318) (283,837) (1,134,190)
-------------- -------------- --------------
3,724,315,414 3,259,261,439 3,029,711,143
-------------- -------------- --------------
Earnings before federal income taxes ...................... 460,182,440 387,768,948 432,334,505
Federal income taxes (Note 8) ............................ 165,700,000 139,600,000 157,800,000
-------------- -------------- --------------
Net earnings .............................................. $ 294,482,440 $ 248,168,948 $ 274,534,505
============== ============== ===============
Net earnings per share (Note 6) .......................... $ 3.35 $ 2.83 $ 3.14
</TABLE>
See notes to consolidated financial statements.
Consolidated Statements of Stockholders' Equity
<TABLE>
<CAPTION>
Additional
Paid-in Treasury Stock
Common Stock Capital (at cost)
Retained
Shares Amount Earnings Shares Amount
<S> <C> <C> <C> <C> <C> <C>
Balances, December 31, 1994 .......... 89,507,681 $35,803,072 $39,272,431 $1,065,796,421 2,174,368 $18,261,667
Net earnings in 1995 ................. 274,534,505
Employee stock options ............... 160,970 64,389 3,464,978
Employee stock compensation
and service awards .................. 87,498 34,999 5,932,034 (20,397) (172,887)
Treasury stock acquired .............. 3,661 215,005
Cash dividends ($.28 per share)....... (24,486,885)
---------- ---------- ---------- --------------- ----------- ----------
Balances, December 31, 1995 .......... 89,756,149 35,902,460 48,669,443 1,315,844,041 2,157,632 18,303,785
Net earnings in 1996 ................. 248,168,948
Employee stock options ............... 121,137 48,454 3,126,446
Employee stock compensation
and service awards .................. 3,251,721 (76,293) (646,964)
Cash dividends ($.32 per share)....... (28,064,499)
---------- ---------- ---------- --------------- ----------- ----------
Balances, December 31, 1996 .......... 89,877,286 35,950,914 55,047,610 1,535,948,490 2,081,339 17,656,821
Net earnings in 1997 ................. 294,482,440
Employee stock options ............... 109,822 43,929 3,355,047
Employee stock compensation
and service awards .................. 3,638,631 (90,814) (770,103)
Cash dividends ($.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
========== =========== =========== ============== ========= ===========
</TABLE>
See notes to consolidated financial statements.
14
<PAGE>
<TABLE>
<CAPTION>
Consolidated Balance Sheets December 31, 1997 1996
<S> <C> <C> <C>
Assets
Current assets:
Cash and short-term investments ............................ $ 283,381,137 $ 104,400,585
Accounts receivable (Note 2) ............................... 386,352,612 292,637,918
Inventories (Note 3) ....................................... 397,048,379 385,798,890
Other current assets (Note 8) .............................. 58,726,336 45,543,192
--------------- ---------------
Total current assets ...................................... 1,125,508,464 828,380,585
--------------- ---------------
Property, plant and equipment (Note 4) ...................... 1,858,874,894 1,791,152,821
--------------- ---------------
$2,984,383,358 $2,619,533,406
=============== ===============
Liabilities and stockholders' equity
Current liabilities:
Long-term debt due within one year ......................... $ 250,000 $ 750,000
Accounts payable ........................................... 260,268,115 224,369,943
Federal income taxes ....................................... 9,988,843 10,285,829
Salaries, wages and related accruals ....................... 110,730,654 101,712,186
Accrued expenses and other current liabilities ............. 143,215,998 128,534,797
--------------- ---------------
Total current liabilities ................................. 524,453,610 465,652,755
--------------- ---------------
Long-term debt due after one year (Note 5) .................. 167,950,000 152,600,000
--------------- ---------------
Deferred credits and other liabilities (Note 8) ............. 139,361,449 126,284,101
--------------- ---------------
Minority interests .......................................... 276,192,433 265,706,357
--------------- ---------------
Stockholders' equity (Note 6):
Common stock ............................................... 35,994,843 35,950,914
Additional paid-in capital ................................. 62,041,288 55,047,610
Retained earnings .......................................... 1,795,276,453 1,535,948,490
--------------- ---------------
1,893,312,584 1,626,947,014
Treasury stock ............................................. (16,886,718) (17,656,821)
--------------- ---------------
1,876,425,866 1,609,290,193
--------------- ---------------
$2,984,383,358 $2,619,533,406
=============== ===============
See notes to consolidated financial statements.
</TABLE>
15
<PAGE>
<TABLE>
<CAPTION>
Year Ended
Consolidated Statements December 31, 1997 1996 1995
of Cash Flows
<S> <C> <C> <C> <C>
Operating activities:
Net earnings ..................................................... $ 294,482,440 $ 248,168,948 $ 274,534,505
Adjustments:
Depreciation of plant and equipment ............................. 218,764,101 182,232,851 173,887,657
Deferred federal income taxes ................................... (4,000,000) (8,000,000) (15,000,000)
Minority interests .............................................. 90,355,944 82,569,451 48,183,237
Changes in:
Accounts receivable ............................................ (93,714,694) (9,431,086) (25,074,885)
Inventories .................................................... (11,249,489) (79,025,506) (63,746,530)
Accounts payable ............................................... 35,898,172 9,807,373 31,716,160
Federal income taxes ........................................... (296,986) (1,013,044) (4,208,786)
Other .......................................................... 47,086,715 25,302,461 26,868,839
--------------- --------------- ---------------
Cash provided by operating activities ............................ 577,326,203 450,611,448 447,160,197
--------------- --------------- ---------------
Investing activities:
Capital expenditures ............................................. (306,749,422) (537,438,406) (263,421,786)
Disposition of plant and equipment ............................... 770,406 1,594,442 919,247
--------------- --------------- ---------------
Cash used in investing activities ................................ (305,979,016) (535,843,964) (262,502,539)
--------------- --------------- ---------------
Financing activities:
New long-term debt ............................................... 15,000,000 46,500,000 24,000,000
Reduction in long-term debt ...................................... (150,000) (150,000) (90,250,000)
Issuance of common stock ......................................... 7,807,710 7,073,585 9,669,288
Distributions to minority interests .............................. (79,869,868) (37,521,760) (3,509,760)
Cash dividends ................................................... (35,154,477) (28,064,499) (24,486,885)
Acquisition of treasury stock .................................... - - (215,005)
--------------- --------------- ---------------
Cash used in financing activities ................................ (92,366,635) (12,162,674) (84,792,362)
--------------- --------------- ---------------
Increase (decrease) in cash and short-term investments ............ 178,980,552 (97,395,190) 99,865,296
Cash and short-term investments - beginning of year ............... 104,400,585 201,795,775 101,930,479
--------------- --------------- ---------------
Cash and short-term investments - end of year ..................... $ 283,381,137 $ 104,400,585 $ 201,795,775
=============== =============== ===============
See notes to consolidated financial statements.
</TABLE>
16
<PAGE>
Notes to Consolidated Financial Statements
Years Ended December 31, 1997, 1996, and 1995
1. Summary of Significant Accounting Policies:
Nucor is a manufacturer of steel products.
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.
Federal income taxes are provided using the liability method.
2. Accounts Receivable:
Accounts receivable are stated net of the allowance for doubtful accounts
of $17,975,596 in 1997 ($14,601,574 in 1996 and $16,690,059 in 1995).
3. Inventories:
Inventories consist of approximately 60% raw materials and supplies, and
40% finished and semi-finished products in 1997 (60% and 40% in 1996).
Inventories valued on the last-in, first-out (LIFO) method of accounting
represent approximately 90% of total inventories in 1997 (90% in 1996). If the
first-in, first-out (FIFO) method of accounting had been used, inventories
would have been $100,575,518 higher in 1997 ($73,900,931 higher in 1996).
4. Property, Plant and Equipment:
<TABLE>
<CAPTION>
December 31, 1997 1996
<S> <C> <C>
Land and improvements ................. $ 64,925,947 $ 63,019,255
Buildings and improvements ............ 268,343,415 252,921,515
Machinery and equipment ............... 2,514,340,253 2,304,674,598
Construction in process
and equipment deposits .............. 109,083,505 78,136,938
-------------- --------------
2,956,693,120 2,698,752,306
Less accumulated depreciation ......... 1,097,818,226 907,599,485
-------------- --------------
$1,858,874,894 $1,791,152,821
============== ==============
</TABLE>
The average annual depreciation rate was 8.1% in 1997 (8.0% in 1996 and
8.9% in 1995).
5. Long-Term Debt and Financing Arrangements:
<TABLE>
<CAPTION>
December 31, 1997 1996
<S> <C> <C>
Industrial revenue bonds,
3.9% to 8%,
due from 2003 to 2030 ......... $167,950,000 $152,600,000
</TABLE>
Seven banks are committed to lend Nucor a total of $203,000,000 (nothing
has been borrowed), with borrowings repayable in 2003. These commitments cannot
be withdrawn unless there is non-compliance under the loan agreements.
6. Capital Stock:
The par value of Nucor's common stock is $.40 per share and there are
100,000,000 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 1997, options were granted for
153,205 shares (155,287 in 1996 and 115,436 in 1995); and options for 2,401
shares (2,832 in 1996 and 6,358 in 1995) expired or were canceled. At December
31, 1997, options for 598,045 shares (557,063 in 1996 and 525,745 in 1995) were
outstanding at an aggregate exercise price of $31,344,381 ($26,460,148 in 1996
and $21,458,951 in 1995); options for 527,439 shares (474,086 in 1996 and
464,901 in 1995) were exercisable; and 3,000,000 shares (1,593,899 in 1996 and
1,746,354 in 1995) 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 87,872,485
average shares outstanding in 1997 (87,685,750 in 1996 and 87,430,370 in 1995).
If all employee stock options were exercised, diluted earnings per share would
not be materially different than basic earnings per share.
17
<PAGE>
Notes to Consolidated Financial Statements
(Continued)
7. Interest Expense (Income):
Interest expense is stated net of interest income of $9,317,247 in 1997
($7,834,720 in 1996 and $10,411,088 in 1995). Interest paid was $8,730,817 in
1997 ($6,948,333 in 1996 and $9,209,025 in 1995).
8. Federal Income Taxes:
<TABLE>
<CAPTION>
1997 1996 1995
<S> <C> <C> <C>
Currently payable ......... $169,700,000 $147,600,000 $172,800,000
Deferred .................. (4,000,000) (8,000,000) (15,000,000)
------------- ------------- ------------
$165,700,000 $139,600,000 $157,800,000
============= ============= ============
</TABLE>
Current deferred federal income tax assets of approximately $58,000,000 in
1997 ($45,000,000 in 1996) relate primarily to differences between financial
and tax reporting of inventories and accrued expenses. Non-current deferred
federal income tax liabilities of approximately $59,000,000 in 1997
($50,000,000 in 1996) relate primarily to differences between financial and tax
reporting of depreciation. Federal income taxes paid were $175,900,000 in 1997
($152,900,000 in 1996 and $176,500,000 in 1995).
9. Quarterly Information (Unaudited):
<TABLE>
<CAPTION>
First Second Third Fourth
1997 Quarter Quarter Quarter Quarter
<S> <C> <C> <C> <C>
Net sales ............ $1,010,489,815 $1,035,090,608 $1,101,620,966 $1,037,296,465
Gross margin ......... 136,400,144 152,849,975 165,371,473 150,935,223
Net earnings ......... 65,011,514 72,994,892 79,984,324 76,491,710
Net earnings
per share .......... .74 .83 .91 .87
1996
Net sales ............ $ 876,113,043 $ 911,097,297 $ 937,447,929 $ 922,372,118
Gross margin ......... 109,503,497 117,762,100 122,461,149 158,145,722
Net earnings ......... 52,583,807 55,242,830 57,887,023 82,455,288
Net earnings
per share .......... .60 .63 .66 .94
</TABLE>
Independent
Accountants
Report
COOPERS & LYBRAND L.L.P.
Stockholders and
Board of Directors
Nucor Corporation
Charlotte, North Carolina
We have audited the accompanying consolidated balance sheets of
Nucor Corporation and subsidiaries as of December 31, 1997 and 1996
and the related consolidated statements of earnings, stockholders'
equity and cash flows for each of the three years in the period
ended December 31, 1997. 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 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,
1997 and 1996, and the consolidated results of their operations and
their cash flows for each of the three years in the period ended
December 31, 1997, in conformity with generally accepted accounting
principles.
/s/ Coopers & Lybrand L.L.P.
Charlotte, North Carolina
February 3, 1998
18
<PAGE>
Board of Directors
and Executive Management
Board of Directors
H. David Aycock James D. Hlavacek
Former President, Managing Director,
Nucor Corporation Market Driven Management
John D. Correnti F. Kenneth Iverson
Vice Chairman, President Chairman,
and Chief Executive Officer, Nucor Corporation
Nucor Corporation
Samuel Siegel
James W. Cunningham Vice Chairman,
Former Vice President, Chief Financial Officer,
Nucor Corporation Treasurer and Secretary,
Nucor Corporation
Executive Management
Executive Offices
F. Kenneth Iverson Gus R. Hiller
Chairman General Manager of
Nucor Iron Carbide, Inc.,
John D. Correnti Trinidad, West Indies
Vice Chairman, President
and Chief Executive Officer Donald N. Holloway
Vice President, General Manager of
Samuel Siegel Vulcraft Division,
Vice Chairman, Chief Financial Officer, Norfolk, Nebraska
Treasurer and Secretary
Kenneth H. Huff
Terry S. Lisenby Vice President, General Manager of
Vice President, Corporate Controller Nucor Steel Division,
Jewett, Texas
LeRoy C. Prichard
Vice President, Steel Technologies Douglas J. Jellison
General Manager of
Operations Nucor Bearing Products, Inc.,
Wilson, North Carolina
A. Jay Bowcutt
Vice President, General Manager of
Nucor Steel Division, Hamilton Lott, Jr.
Plymouth, Utah Vice President, General Manager of
Vulcraft Division,
Florence, South Carolina
James E. Campbell Harry R. Lowe
Vice President, General Manager of Vice President, General Manager of
Vulcraft Division, Nucor Building Systems Divisions,
Fort Payne, Alabama Waterloo, Indiana and
Swansea, South Carolina
James R. Darsey
Vice President, General Manager of Rodney B. Mott
Vulcraft Division, Vice President, General Manager of
Grapeland, Texas Nucor Steel Division,
Berkeley, South Carolina
Jerry V. DeMars D. Michael Parrish
Vice President, General Manager of Vice President, General Manager of
Nucor Fastener Divisions, Nucor Steel Division,
Saint Joe, Indiana and Hickman, Arkansas
Conway, Arkansas
Daniel R. DiMicco
Vice President, General Manager of James W. Ronner
Nucor-Yamato Steel Company, Vice President, General Manager of
Blytheville, Arkansas Vulcraft Division,
Saint Joe, Indiana
John J. Ferriola
Vice President, General Manager of Larry A. Roos
Nucor Steel Division, Vice President, General Manager of
Norfolk, Nebraska Nucor Steel Division,
Crawfordsville, Indiana
Ladd R. Hall
Vice President, General Manager of Joseph A. Rutkowski
Vulcraft Division, Vice President, General Manager of
Brigham City, Utah Nucor Steel Division,
Darlington, South Carolina
Corporate and Stock Data
Executive Offices Stock Transfers
2100 Rexford Road Dividend Disbursing
Charlotte, North Carolina 28211 Dividend Reinvestment
Phone 704/366-7000
Fax 704/362-4208 American Stock Transfer
& Trust Company
40 Wall Street
New York, New York 10005
Annual Meeting Phone 800/937-5449
Place - Fax 718/236-2641
Chase Manhattan Bank
270 Park Avenue Stock Listing
(between 47th
and 48th Streets) New York Stock Exchange
Room C on 11th Floor Trading Symbol - NUE
New York City
Time and Date -
2:00 P.M., Thursday,
May 14, 1998
Stock Price and Dividends Paid:
<TABLE>
<CAPTION>
First Second Third Fourth
Quarter Quarter Quarter Quarter
1997
<S> <C> <C> <C> <C>
Stock Price:
High ................. $55.50 $59.50 $62.94 $57.06
Low .................. 45.25 44.75 51.75 45.56
Dividends Paid ......... .08 .10 .10 .10
1996
Stock Price:
High ................. $63.88 $62.50 $51.63 $54.88
Low .................. 49.75 49.88 45.13 47.00
Dividends Paid ......... .07 .08 .08 .08
</TABLE>
10-K and 11-Year Data
Copies of (1) Form 10-K for 1997 filed with the Securities and
Exchange Commission, and (2) various financial and statistical
data for the years 1987 to 1997, are available on request.
Internet Data
Various data is available on Web site www.nucor.com.
19
<PAGE>
EXHIBIT 21 - SUBSIDIARIES
Nucor-Yamato Steel Company, a Delaware limited partnership.
All other subsidiaries are not significant.
nucor corporation
2100 Rexford Road Charlotte, North Carolina 28211 Phone 704/366-7000 Fax
704/362-4208
NOTICE OF 1998 ANNUAL MEETING OF STOCKHOLDERS AND PROXY STATEMENT
ANNUAL MEETING
The 1998 annual meeting of stockholders of Nucor Corporation will be held
in Room C on the 11th Floor of Chase Manhattan Bank, 270 Park Avenue (between
47th and 48th Streets), New York City, at 2:00 p.m. on Thursday, May 14, 1998,
for the following purposes (and to conduct such other business as may properly
come before the meeting): (1) elect two directors for three years; and (2)
approve an amendment to Nucor's Certificate of Incorporation increasing its
authorized common stock.
Stockholders of record at the close of business on March 16, 1998, are
entitled to notice of and to vote at the meeting.
It is important that you vote. Please sign and promptly return the
enclosed proxy card, in the enclosed envelope, to insure that you will be
represented at the meeting. Your prompt attention is requested.
By order of the Board of Directors,
SAMUEL SIEGEL
Vice Chairman and Chief Financial Officer,
March 23, 1998 Treasurer and Secretary
PLEASE SIGN, DATE AND PROMPTLY RETURN THE ENCLOSED PROXY CARD
IN THE ENCLOSED ENVELOPE. NO POSTAGE REQUIRED.
GENERAL INFORMATION
The enclosed proxy is being solicited by the Board of Directors of Nucor
Corporation for use at the 1998 annual meeting of stockholders to be held on
Thursday, May 14, 1998, and any adjournment. The proxy may be revoked by the
stockholder by letter to the Secretary of Nucor received before the meeting, or
by utilizing a ballot at the meeting. In addition to solicitation by mail,
arrangements may be made with third parties, including brokerage firms and
other custodians, nominees, and fiduciaries, the cost of which will by paid by
Nucor.
The total number of outstanding shares of common stock as of February 28,
1998 was 88,043,678. Only stockholders of record at the close of business on
March 16, 1998 are entitled to notice of, and to vote at, the meeting. A
majority of the outstanding shares constitutes a quorum. In voting on matters
other than the election of directors, each stockholder has one vote for each
share of stock held. With respect to the election of directors, stockholders
have cumulative voting rights, which means that each stockholder has the number
of votes equal to the number of shares held times the number of directors to be
elected. Abstentions and broker non-votes are counted for purposes of
determining the presence or absence of a quorum. For matters other than the
election of directors, abstentions are counted in tabulations of votes cast on
proposals presented to stockholders, and have the effect of voting against such
proposals; broker non-votes are not counted for purposes of determining whether
a proposal has been approved. Directors are elected by plurality vote; thus,
any shares not voted (abstention, broker non-vote or otherwise) have no effect.
Unless otherwise specified, matters other than the election of directors
require the vote of a majority of the shares represented at the meeting. The
shares represented by the enclosed proxy will be voted if the proxy is properly
signed and received prior to the meeting, and is not revoked by the
stockholder, and will give to the persons appointed as proxies the
discretionary authority to cumulate votes.
At February 28, 1998, State Farm Mutual Automobile Insurance Company and
related entities beneficially owned, with voting and investment power,
7,492,400 shares (8.51%); FMR Corporation (Fidelity Funds) beneficially owned,
with voting and investment power, 7,653,183 shares (8.69%); and AMVESCAP PLC
and related entities beneficially owned, with voting and investment power,
4,660,207 shares (5.29%); of the outstanding common stock of Nucor.
The 1997 annual report of Nucor, including financial statements, is being
mailed to all stockholders of record together with this proxy statement. Any
stockholder proposal intended to be included in Nucor's proxy statement for its
1999 annual meeting of stockholders must be received by Nucor not later than
November 23, 1998.
-
1
<PAGE>
PROPOSAL 1 -- ELECTION OF DIRECTORS
Nucor's Board of Directors recommends that Nucor's stockholders vote FOR
the election of directors.
Nucor's Board of Directors is divided into three classes. The terms of two
directors, John D. Correnti and James D. Hlavacek, expire in 1998, and
therefore two places on Nucor's Board are to be filled at the 1998 annual
meeting of stockholders. It is intended that votes will be cast pursuant to the
enclosed proxy (unless authority is specifically withheld) for re-election of
Mr. Correnti and Mr. Hlavacek as directors for terms expiring in 2001 and until
their successors are elected and qualified. They have agreed to continue to
serve as directors if elected. If they should become unable to serve, the
enclosed proxy will be voted for the election of such other persons, if any, as
Nucor's Board of Directors may designate.
Nucor's Board of Directors recommends a vote FOR the election of
directors. Unless otherwise specified, proxies will be voted FOR the election
of directors.
The following table sets forth certain information about all of the
directors, as of February 28, 1998:
<TABLE>
<CAPTION>
Common stock
"beneficially
Principal occupation owned" (and
and directorships in other Director Term percent of
Name (and age) public companies since expires class) (Note)
<S> <C> <C> <C> <C> <C>
H. David Aycock (67) Former President of Nucor (until 1991); 1971 2000 662,851 (0.75%)
Director, Bowater Incorporated
John D. Correnti (50) Vice Chairman, President and Chief Executive Officer 1992 1998 56,260 (0.06%)
of Nucor; Director, CEM Corporation,
Harnischfeger Industries, Inc. and Navistar
International Corporation
James W. Cunningham (77) Former Vice President of Nucor (until 1988) 1991 1999 456,064 (0.52%)
F. Kenneth Iverson (72) Chairman of Nucor; 1965 1999 759,716 (0.86%)
Director, Tultex Corporation
James D. Hlavacek (54) Managing Director, Market Driven Management 1996 1998 1,700 --
Samuel Siegel (67) Vice Chairman, Chief Financial Officer, 1968 2000 387,347 (0.44%)
Treasurer and Secretary of Nucor
All 24 directors and senior officers as a group (including those named above) 3,033,052 (3.45%)
</TABLE>
Note
Common stock "beneficially owned" includes (as defined by the rules of the
Securities and Exchange Commission), the following shares not owned by the
above-named persons, but which they have the right to acquire pursuant to the
exercise of stock options: Mr. Correnti, 11,983; Mr. Iverson, 15,558; Mr.
Siegel, 11,670; all directors and senior officers as a group (including those
named above), 169,760. The above-named persons had sole voting and investment
power (and shared voting and investment power) over shares "beneficially
owned", as follows: Mr. Aycock, 530,551, (132,300); Mr. Correnti, 56,260
(none); Mr. Cunningham, none (456,064); Mr. Iverson, 512,203 (247,513); Mr.
Hlavacek, 1,700 (none); Mr. Siegel, 317,377 (69,970); all directors and senior
officers as a group (including those named above) 2,080,952, (952,100).
The Board of Directors of Nucor had seven meetings during 1997. The Board
has a standing Audit Committee with the following functions: ratify the
selection of the independent auditor; review the overall plan and scope of the
annual audit; review annual financial statements; review the results of the
annual audit; inquire into important accounting, reporting, control and audit
matters; and report and make recommendations to the full Board. The members of
the Audit Committee are Mr. Aycock, Mr. Cunningham, and Mr. Hlavacek. The Audit
Committee held two meetings during 1997. The Board of Directors does not have a
nominating or compensation committee; the Board itself performs these
functions. Directors who are not senior officers are paid standard directors'
fees of $5,400 quarterly. Audit Committee members are not paid
additional fees.
-
2
<PAGE>
The following table sets forth compensation information for the chief
executive officer and for the other four highest- compensated senior officers
whose cash compensation exceeded $100,000 for 1997:
<TABLE>
<CAPTION>
Summary Compensation Table
Annual Compensation Long-Term Compensation
-------------------------- ------------------------
Cash Stock Stock
Incentive Incentive Options
Base Compensation Compensation Granted
Name (and age) Principal Positions(s) Year Salary (Note) (Note) (shares)
<S> <C> <C> <C> <C> <C> <C>
F. Kenneth Iverson (72) Chairman 1997 $345,161 $536,722 $397,564 3,783
(since 1996), 1996 333,150 485,985 359,958 3,941
previously Chairman and 1995 322,500 840,572 622,605 3,243
Chief Executive Officer 1994 312,225 843,007 624,431 2,717
1993 275,000 372,865 276,183 3,856
John D. Correnti (50) Vice Chairman, President, 1997 305,416 474,919 351,763 3,310
Chief Executive Officer 1996 280,392 409,024 302,940 3,449
(since 1996), 1995 242,300 631,537 467,797 2,162
previously President and 1994 234,600 633,420 469,197 1,812
Chief Operating Officer 1993 204,000 276,598 204,845 2,572
Samuel Siegel (67) Vice Chairman, 1997 259,325 403,248 298,668 2,837
Chief Financial Officer, 1996 250,350 365,200 270,504 2,955
Treasurer and Secretary 1995 242,300 631,537 467,797 2,433
1994 234,600 633,420 469,197 2,039
1993 207,000 280,666 207,866 2,894
Larry A. Roos (56) Vice President 1997 194,835 302,967 224,412 1,891
1996 185,666 270,842 200,583 1,970
1995 179,700 468,375 346,920 1,622
1994 164,570 444,339 329,115 1,359
1993 146,012 197,974 146,598 1,929
Daniel R. DiMicco (47) Vice President 1997 194,835 302,967 224,412 1,891
1996 185,666 270,842 200,583 1,970
1995 174,900 455,864 337,666 1,622
1994 157,500 425,250 314,962 1,359
1993 124,500 168,806 125,027 1,929
</TABLE>
Note
All of Nucor's employees, except senior officers, participate in various
incentive compensation plans which are based on Nucor's profitability and
productivity. In addition, all of Nucor's employees, except senior officers,
participate in Nucor's Profit Sharing Plans, pursuant to which Nucor
contributes at least 10% of each year's pre-tax earnings. Nucor's senior
officers participate only in Nucor's Senior Officers Cash and Stock Incentive
Compensation Plans, which are based on Nucor's profitability. Pursuant to the
Senior Officers Incentive Plans, a portion (approximately 3.5% for 1998 and
3.5% for 1997) of each year's pre-tax earnings (as defined) in excess of an
earnings base ($240,000,000 for 1998 and $200,000,000 for 1997) is payable to
senior officers, partly in cash and partly in stock, as incentive compensation.
The cash and stock are allocated for each year to senior officers according to
base salary. Since the inception of the Senior Officers Incentive Plans in
1966, the earnings base (below which nothing is payable) has been increased
eighteen times, from $500,000 to the present $240,000,000. Pursuant to the
Senior Officers Incentive Stock Plan, the above-named persons held shares of
stock, which have been issued during the 32 years since the 1966 effective
inception of the Stock Plan, and which were restricted as to transfer at
December 31, 1997 (with "value" as defined by the rules of the Securities and
Exchange Commission) as follows: Mr. Iverson, 17,729 ($856,532); Mr. Correnti,
40,394 ($1,951,535); Mr. Siegel, 13,324 ($643,716); Mr. Roos, 35,538
($1,716,930); Mr. DiMicco, 14,181 ($685,120).
-
3
<PAGE>
The following tables set forth stock option information for the chief
executive officer and for the four other highest-compensated senior officers
whose cash compensation exceeded $100,000 for 1997:
Stock Option Grants in 1997 (Note)
<TABLE>
<CAPTION>
Potential Realizable Value
of Stock Options Granted in
Stock Options Granted in 1997 1997
---------------------------------------------------------- ----------------------------
Number Percent of Total 5% Annual 10% Annual
of Granted to Exercise Expiration Stock Price Stock Price
Name Shares All Employees Price Date Appreciation Appreciation
<S> <C> <C> <C> <C> <C> <C>
F. Kenneth Iverson 2,041 1.3% $ 48.99 February 28, 2002 $27,625 $61,044
1,742 1.1% 57.38 August 31, 2002 27,616 61,024
John D. Correnti 1,786 1.2% 48.99 February 28, 2002 24,174 53,417
1,524 1.0% 57.38 August 31, 2002 24,160 53,387
Samuel Siegel 1,530 1.0% 48.99 February 28, 2002 20,709 45,761
1,307 0.9% 57.38 August 31, 2002 20,720 45,786
Larry A. Roos 1,020 0.7% 48.99 February 28, 2002 13,806 30,507
871 0.6% 57.38 August 31, 2002 13,808 30,512
Daniel R. DiMicco 1,020 0.7% 48.99 February 28, 2002 13,806 30,507
871 0.6% 57.38 August 31, 2002 13,808 30,512
</TABLE>
Note
137 key employees, including senior officers, participate in Nucor's Key
Employees Incentive Stock Option Plans, pursuant to which stock options are
granted at 100% of the market value on the date of grant. During 1997, key
employees, other than the above-named senior officers, were granted stock
options for 139,493 shares (91% of the total stock options granted to all
employees), at the same exercise prices and expiration dates as the above-named
senior officers. The potential realizable value of stock options granted to
these other key employees was $2,039,089 at 5% annual stock price appreciation
and $4,505,851 at 10% annual stock price appreciation.
Stock Option Exercises in 1997
and Year-End 1997 Stock Option Data (Note)
<TABLE>
<CAPTION>
Number of Unexercised "Value" of Unexercised
Stock Options In-the-Money Stock Options
Stock Options Exercised in 1997 at Year-End 1997 at Year-End 1997
------------------------------------ ----------------------------- ----------------------------
Name Shares Acquired "Value" Realized Exercisable Unexercisable Exercisable Unexercisable
<S> <C> <C> <C> <C> <C> <C>
F. Kenneth Iverson none none 15,798 1,742 $17,710 none
John D. Correnti 4,264 $112,587 11,781 1,524 12,168 none
Samuel Siegel none none 11,851 1,307 13,291 none
Larry A. Roos none none 5,971 871 855 none
Daniel R. DiMicco 1,929 21,156 5,971 871 855 none
</TABLE>
Note
"Value" (as defined by the rules of the Securities and Exchange Commission) is
the excess of the market price over the exercise price. During 1997, key
employees, other than the above-named senior officers, acquired 103,629 shares
on exercise of stock options, with a "value" realized of $2,691,768. At
year-end 1997, these other key employees had 540,358 unexercised stock options,
476,067 of which were exercisable and 64,291 were unexercisable. At year-end
1997, these other key employees had unexercised in-the-money stock options,
with a "value" of $412,665 for exercisable stock options, and none for
unexercisable stock options.
-
4
<PAGE>
BOARD OF DIRECTORS REPORT ON SENIOR OFFICERS COMPENSATION
Nucor's senior officers compensation program is significantly oriented
towards Nucor's Senior Officers Cash and Stock Incentive Compensation Plans.
These Senior Officers Incentive Plans directly link Nucor's performance and the
senior officers' compensation. All of Nucor's senior officers, including the
chief executive officer, participate in the Senior Officers Incentive Plans.
These Senior Officers Incentive Plans began in 1966 and are based solely on
Nucor's profitability, with a portion of each year's pre-tax earnings in excess
of an earnings base payable to senior officers, partly in cash and partly in
stock. The cash and stock are allocated for each year to senior officers
according to base salary. Nucor's Board of Directors reviews national surveys
of the base salaries and total compensation of chief executive officers and
senior officers in manufacturing companies with sales comparable to Nucor.
Nucor's Board of Directors then sets the base salaries of Nucor's chief
executive officer and senior officers at a low level compared with the median
for comparable positions in such other manufacturing companies. Nucor's Board
of Directors then also sets the earnings base for the Senior Officers Incentive
Plans (below which nothing is payable), taking into consideration Nucor's
growth, profitability and capital. Since the inception of the Senior Officers
Incentive Plans in 1966, this earnings base (below which nothing is payable)
has been increased eighteen times, from $500,000 to the present $240,000,000.
All of Nucor's 137 key employees, including senior officers, participate
in Nucor's Key Employees Incentive Stock Option Plan. Under the Incentive Stock
Option Plan, stock options are granted at 100% of the market value on the date
of grant. Stock option grants to Nucor's chief executive officer and senior
officers are substantially below the median for comparable positions in
manufacturing companies with sales comparable to Nucor. The dollar amount of
options granted for key employees is established by Nucor's Board of Directors.
The Incentive Stock Option Plan provides incentive for all key employees,
including the chief executive officer and senior officers, by further
identifying their interests with those of Nucor's stockholders, since these key
employees benefit only if Nucor's stockholders benefit by increases in Nucor's
stock price.
Nucor's senior officers do not participate in Nucor's Profit Sharing
Plans. Nucor's senior officers do not participate in any pension plan.
Nucor has received commendations for its long-term policy (more than 30
years) of linking senior officers compensation to Nucor's performance. Since
Nucor's present management was elected in late 1965, Nucor's sales have
increased 19,000%; Nucor's net earnings have increased 465,000%; Nucor's
stockholders' equity has increased 246,000%; and the total market value of
Nucor's common stock has increased 28,000%. Nucor's entire Board of Directors,
which performs the functions of determining senior officers' compensation and
rendering this report, consisted of the following: H. David Aycock,
John D. Correnti, James W. Cunningham, James D. Hlavacek, F. Kenneth Iverson,
and Samuel Siegel.
STOCK PERFORMANCE GRAPH
Measurement Period Nucor S&P 500 S&P Steel Group
(year) Corporation Index
1992 100.00 100.00 100.00
1993 135.70 110.08 131.58
1994 142.18 111.53 127.97
1995 147.46 153.45 118.67
1996 132.45 188.68 105.95
1997 126.47 251.63 107.79
This graphic comparison
assumes the investment of
$100 in Nucor Common Stock,
$100 in the S&P 500 Index,
and $100 in the S&P Steel
Group Index, all at year-end
1992. The resulting
cumulative total return
assumes that cash dividends
were reinvested. Nucor Common
Stock comprised 28% of the
S&P Steel Group Index at
year-end 1997 (35% at
year-end 1992).
-
5
<PAGE>
PROPOSAL 2 -- AMENDMENT TO CERTIFICATE OF INCORPORATION
Nucor's Board of Directors recommends that Nucor's stockholders vote FOR
an amendment to Nucor's Certificate of Incorporation.
Nucor's Board of Directors recommends that the stockholders approve an
amendment to the Certificate of Incorporation, which would increase the number
of authorized shares of common stock to 200,000,000. The present Certificate
authorizes the issuance of 100,000,000 shares of common stock, $0.40 par value,
and 250,000 shares of preferred stock, $4.00 par value. No preferred stock is
outstanding. As of February 28, 1998, 88,043,678 shares of common stock were
outstanding; 3,550,835 shares were reserved for issuance under existing Key
Employees Incentive Stock Option Plans; and 8,405,487 shares (including
1,989,335 treasury shares) were unreserved and available for use. If the
increase in authorized common stock is approved, the number of shares
unreserved and available for use will increase to 108,405,487.
The 100,000,000 additional authorized shares of common stock will be
available for future corporate purposes, including (but not in limitation)
possible acquisitions and stock splits. Except for shares which may be issued
under the Key Employees Incentive Stock Option Plans, the Senior Officers
Incentive Stock Compensation Plan, and an Employee Service Award Plan, Nucor
has no present plans for issuance of additional common stock. No holder of
Nucor stock has a preemptive right to acquire any additional common stock,
except as may be required by law or the rules of the New York Stock Exchange,
on which the common stock is listed. Any issuance of common stock, or
securities convertible into common stock, may or may not dilute the ownership
position of stockholders, depending on the circumstances under which the stock
is issued. In recent years, most of the common stock issued by Nucor has been
for stock splits, which resulted in no dilution.
Since 1975, the authorized shares of common stock have been increased six
times, from 3,750,000 shares to the present 100,000,000 shares. During this
same period, there have been seven stock splits. In some instances, the
existence of substantial amounts of authorized but unissued common stock could
discourage a change in control of Nucor. For many years, Nucor's Certificate of
Incorporation has contained the following provisions, which also could
discourage changes in control: (1) cumulative voting for directors (since
1958); (2) authorized preferred stock, with voting and other rights determined
by the directors (since 1964); (3) classification of directors (since 1969);
and (4) 80% vote for merger or asset transfer with an entity that owns more
than 10% of Nucor's stock (since 1974).
Section A of Article IV of the Certificate of Incorporation, as amended,
would read as follows (new language ITALICIZED):
"A. The total number of shares of Common Stock which the corporation shall
have authority to issue is TWO HUNDRED MILLION (200,000,000) and the par value
of each share is forty cents ($0.40), amounting in the aggregate to EIGHTY
MILLION DOLLARS ($80,000,000). The total number of shares of Preferred Stock
which the corporation shall have authority to issue is two hundred fifty
thousand (250,000) and the par value of each share is four dollars ($4.00),
amounting in the aggregate to one million dollars ($1,000,000)."
Nucor's Board of Directors recommends a vote FOR approval of the foregoing
Amendment. Unless otherwise specified, proxies will be voted FOR the Amendment.
The affirmative vote of a majority of the outstanding shares entitled to vote
is necessary for approval.
OTHER MATTERS
Nucor's Board of Directors does not intend to present any matters to the
meeting other than as set forth above, and knows of no other matter to be
brought before the meeting. However, if any other matter comes before the
meeting, or any adjournment, it is intended that the persons named in the
enclosed proxy will vote such proxy according to their best judgement.
Nucor's financial statements are audited by Coopers & Lybrand L.L.P. A
representative of that firm will be present at the meeting with an opportunity
to make a statement and answer appropriate questions.
By order of the Board of Directors,
F. KENNETH IVERSON
March 23, 1998 Chairman
PLEASE SIGN, DATE AND PROMPTLY RETURN THE ENCLOSED PROXY CARD
IN THE ENCLOSED ENVELOPE. NO POSTAGE REQUIRED.
-
6
<PAGE>
APPENDIX
nucor corporation
PROXY 2100 Rexford Road, Charlotte, North Carolina 28211
Phone (704) 366-7000 Fax (704) 362-4208
Proxy solicited on behalf of Board of Directors for 1998 annual meeting of
stockholders, to be held at 2:00 P.M. on Thursday, May 14, 1998, in Room C on
the 11th Floor of Chase Manhattan Bank, 270 Park Avenue (between 47th and 48th
Streets), New York City.
F. Kenneth Iverson and Samuel Siegel, or either of them, with power of
substitution, are appointed proxies to vote all shares of the undersigned at the
1998 annual meeting of stockholders, and any adjournment, on the following
proposals, as set forth in the proxy statement, and upon such other matters as
may properly come before the meeting:
1. Elect two directors for three years
(Nucor's Board of Directors recommends a vote FOR).
2. Approve an amendment to Nucor's Certificate of Incorporation
(Nucor's Board of Directors recommends a vote FOR).
THIS PROXY WILL BE VOTED FOR PROPOSAL 1, AND FOR PROPOSAL 2, UNLESS
OTHERWISE INDICATED.
PLEASE SIGN AND DATE ON THE OTHER SIDE
<PAGE>
Please Detach and Mail in the Envelope Provided
- --------------------------------------------------------------------------------
A [X] Please mark your votes as in this example
Nucor's Board of Directors recommends that you vote FOR 1
VOTE
FOR WITHHELD
1. Elect as directors the two nominees [ ] [ ] Nominees:
John D. Correnti
James D. Hlavacek
(To withold your vote for either nominee, strike a line through that person's
name.)
- --------------------------------------------------------------------------------
Nucor's Board of Directors recommends that you vote FOR 2
FOR AGAINST ABSTAIN
2. Approve amendment to Certificate [ ] [ ] [ ]
of Incorporation
THIS PROXY WILL BE VOTED FOR 1 AND FOR 2, UNLESS OTHERWISE INDICATED. IF YOU
WISH TO FOLLOW THE RECOMMENDATIONS OF NUCOR'S BOARD OF DIRECTORS, IT IS NOT
NECESSARY TO CHECK ANY OF THE BOXES.
PLEASE SIGN, DATE AND RETURN PROMPTLY IN ENCLOSED ENVELOPE. NO POSTAGE REQUIRED.
Signed___________________________________________ Dated_____________, 1998
(Please sign your name exactly as printed.)
Exhibit 23
TO NUCOR CORPORATION
1997 FORM 10-K
COOPERS & LYBRAND L.L.P.
NationsBank Corporate Center
100 North Tryon Street
Suite 3400
Charlotte, North Carolina 28202
Consent of Independent Accountants
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,
33-27120 (including 2-55941 and 2-69914), and 33-56649, and Form S-3, Number
33-47313, of our report dated February 3, 1998, on our audits of the
consolidated financial statements of Nucor Corporation as of December 31, 1997
and 1996, and for each of the three years in the period ended December 31, 1997,
which report is incorporated by reference in the Annual Report on Form 10-K.
/s/ Coopers & Lybrand L.L.P.
Charlotte, North Carolina
March 23, 1998
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> DEC-31-1997
<CASH> 283,381,137
<SECURITIES> 0
<RECEIVABLES> 386,352,612
<ALLOWANCES> 17,975,596
<INVENTORY> 397,048,379
<CURRENT-ASSETS> 1,125,508,464
<PP&E> 2,956,693,120
<DEPRECIATION> 1,097,818,226
<TOTAL-ASSETS> 2,984,383,358
<CURRENT-LIABILITIES> 524,453,610
<BONDS> 167,950,000
0
0
<COMMON> 35,994,843
<OTHER-SE> 1,857,317,741
<TOTAL-LIABILITY-AND-EQUITY> 2,984,383,358
<SALES> 4,184,497,854
<TOTAL-REVENUES> 4,184,497,854
<CGS> 3,578,941,039
<TOTAL-COSTS> 3,578,941,039
<OTHER-EXPENSES> 145,409,693
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 460,182,440
<INCOME-TAX> 165,700,000
<INCOME-CONTINUING> 294,482,440
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 294,482,440
<EPS-PRIMARY> 3.35
<EPS-DILUTED> 3.35
</TABLE>
