Steel Dynamics Earnings 2020-09-30

Balance Sheet	Income Statement	Cash Flow
Assets, Equity	Rev, G Profit, Net Income	Ops, Inv, Fin

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the period

ended September 30, 2020

☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Commission File Number 0-21719

Steel Dynamics, Inc.

(Exact name of registrant as specified in its charter)

Indiana		35-1929476
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

7575 West Jefferson Blvd, Fort Wayne, IN		46804
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (260) 969-3500

Securities registered pursuant to Section 12(b) of the Act.


Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock voting, $0.0025 par value	STLD	NASDAQ Global Select Market

Indicate 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 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ⌧ No ◻

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ⌧ No ◻

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company (see definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act).

Large accelerated filer ⌧	Accelerated filer ◻	Non-accelerated filer ◻

Smaller reporting company ☐	Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ◻

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No⌧

As of October 29, 2020, Registrant had 210,366,497 outstanding shares of common stock.

Table of Contents

STEEL DYNAMICS, INC.

Table of Contents


PART I. Financial Information

Item 1.	Financial Statements:	Page

	Consolidated Balance Sheets as of September 30, 2020 (unaudited) and December 31, 2019	1

	Consolidated Statements of Income for the three and nine-month periods ended September 30, 2020 and 2019 (unaudited)	2

	Consolidated Statements of Comprehensive Income for the three and nine-month periods ended September 30, 2020 and 2019 (unaudited)	3

	Consolidated Statements of Cash Flows for the three and nine-month periods ended September 30, 2020 and 2019 (unaudited)	4

	Notes to Consolidated Financial Statements (unaudited)	5

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	16

Item 3.	Quantitative and Qualitative Disclosures about Market Risk	24

Item 4.	Controls and Procedures	25



	PART II. Other Information

Item 1.	Legal Proceedings	26

Item 1A.	Risk Factors	26

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	27

Item 3.	Defaults Upon Senior Securities	27

Item 4.	Mine Safety Disclosures	27

Item 5.	Other Information	27

Item 6.	Exhibits	28

Exhibit Index		28

Signature		29

Table of Contents

STEEL DYNAMICS, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)



	September 30,		December 31,
	2020		2019
Assets	(unaudited)
Current assets
Cash and equivalents	$	1,267,618	$	1,381,460
Short-term investments		-		262,174
Accounts receivable, net		915,223		841,378
Accounts receivable-related parties		3,619		2,958
Inventories		1,609,216		1,689,043
Other current assets		59,219		76,012
Total current assets		3,854,895		4,253,025

Property, plant and equipment, net		3,862,375		3,135,886

Intangible assets, net		306,574		327,901
Goodwill		474,520		452,915
Other assets		119,192		106,038
Total assets	$	8,617,556	$	8,275,765
Liabilities and Equity
Current liabilities
Accounts payable	$	702,991	$	509,687
Accounts payable-related parties		12,690		3,657
Income taxes payable		827		2,014
Accrued payroll and benefits		177,935		208,287
Accrued interest		27,649		18,292
Accrued expenses		171,307		175,405
Current maturities of long-term debt		82,229		89,356
Total current liabilities		1,175,628		1,006,698

Long-term debt		2,636,615		2,644,988
Deferred income taxes		512,503		484,169
Other liabilities		94,011		75,055
Total liabilities		4,418,757		4,210,910

Commitments and contingencies

Redeemable noncontrolling interests		155,414		143,614

Equity
Common stock voting, $.0025 par value; 900,000,000 shares authorized;
266,072,787 and 266,072,787 shares issued; and 210,366,497 and 214,502,639
shares outstanding, as of September 30, 2020 and December 31, 2019, respectively		646		646
Treasury stock, at cost; 55,706,290 and 51,570,148 shares,
as of September 30, 2020 and December 31, 2019, respectively		(1,623,805)		(1,525,113)
Additional paid-in capital		1,200,228		1,181,012
Retained earnings		4,624,019		4,419,296
Accumulated other comprehensive income (loss)		95		(7)
Total Steel Dynamics, Inc. equity		4,201,183		4,075,834
Noncontrolling interests		(157,798)		(154,593)
Total equity		4,043,385		3,921,241
Total liabilities and equity	$	8,617,556	$	8,275,765

See notes to consolidated financial statements.

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STEEL DYNAMICS, INC.

CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)

(in thousands, except per share data)



	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019

Net sales
Unrelated parties	$	2,327,224	$	2,523,279	$	6,991,732	$	8,104,129
Related parties		3,608		3,566		8,505		10,666
Total net sales		2,330,832		2,526,845		7,000,237		8,114,795

Costs of goods sold		2,038,017		2,167,006		6,007,762		6,900,220
Gross profit		292,815		359,839		992,475		1,214,575

Selling, general and administrative expenses		118,235		107,242		340,432		324,530
Profit sharing		11,778		17,848		42,324		64,396
Amortization of intangible assets		6,946		6,704		21,327		20,730
Operating income		155,856		228,045		588,392		804,919

Interest expense, net of capitalized interest		18,950		31,339		74,671		94,782
Other (income) expense, net		3,546		(4,545)		29,060		(15,137)
Income before income taxes		133,360		201,251		484,661		725,274

Income tax expense		29,083		48,643		110,783		171,093
Net income		104,277		152,608		373,878		554,181

Net income attributable to noncontrolling interests		(4,134)		(1,560)		(10,899)		(4,503)
Net income attributable to Steel Dynamics, Inc.	$	100,143	$	151,048	$	362,979	$	549,678



Basic earnings per share attributable to Steel Dynamics,
Inc. stockholders	$	0.48	$	0.69	$	1.72	$	2.49

Weighted average common shares outstanding		210,366		217,873		211,321		221,145

Diluted earnings per share attributable to Steel Dynamics, Inc.
stockholders, including the effect of assumed conversions
when dilutive	$	0.47	$	0.69	$	1.71	$	2.47

Weighted average common shares and share equivalents outstanding		211,926		219,109		212,443		222,197

Dividends declared per share	$	0.25	$	0.24	$	0.75	$	0.72

See notes to consolidated financial statements.

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STEEL DYNAMICS, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)

(in thousands)



	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019

Net income	$	104,277	$	152,608	$	373,878	$	554,181
Other comprehensive income (loss) - net unrealized gain (loss) on
cash flow hedging derivatives, net of income tax		(121)		(39)		102		(262)
Comprehensive income		104,156		152,569		373,980		553,919

Comprehensive income attributable to noncontrolling interests		(4,134)		(1,560)		(10,899)		(4,503)
Comprehensive income attributable to Steel Dynamics, Inc.	$	100,022	$	151,009	$	363,081	$	549,416

See notes to consolidated financial statements.

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STEEL DYNAMICS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

(in thousands)



	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019

Operating activities:
Net income	$	104,277	$	152,608	$	373,878	$	554,181

Adjustments to reconcile net income to net cash provided by
operating activities:
Depreciation and amortization		81,752		79,470		240,732		240,555
Equity-based compensation		9,486		8,841		36,850		33,229
Deferred income taxes		10,388		11,311		30,949		34,952
Other adjustments		17,237		(1,116)		21,701		(952)
Changes in certain assets and liabilities:
Accounts receivable		(58,271)		85,633		(57,991)		95,195
Inventories		(38,236)		35,479		83,790		139,889
Other assets		(3,894)		39		5,702		7,632
Accounts payable		645		1,111		121,764		(54,167)
Income taxes receivable/payable		(27,127)		6,293		33,251		19,715
Accrued expenses		55,533		64,533		(41,545)		(83,001)
Net cash provided by operating activities		151,790		444,202		849,081		987,228

Investing activities:
Purchases of property, plant and equipment		(327,647)		(154,131)		(854,898)		(293,687)
Purchases of short-term investments		-		(34,884)		(149,359)		(134,026)
Proceeds from maturities of short-term investments		69,545		79,508		411,533		293,279
Acquisition of business, net of cash and restricted cash acquired		(59,012)		(3,694)		(59,012)		(97,106)
Other investing activities		380		2,746		1,701		4,023
Net cash used in investing activities		(316,734)		(110,455)		(650,035)		(227,517)

Financing activities:
Issuance of current and long-term debt		295,814		128,230		1,611,849		374,686
Repayment of current and long-term debt		(305,911)		(119,988)		(1,645,482)		(369,134)
Dividends paid		(52,592)		(52,751)		(156,657)		(148,493)
Purchases of treasury stock		-		(114,950)		(106,529)		(292,394)
Other financing activities		(1,587)		(1,527)		(16,502)		(7,259)
Net cash used in financing activities		(64,276)		(160,986)		(313,321)		(442,594)

Increase (decrease) in cash, cash equivalents, and restricted cash		(229,220)		172,761		(114,275)		317,117
Cash, cash equivalents, and restricted cash at beginning of period		1,502,342		978,779		1,387,397		834,423

Cash, cash equivalents, and restricted cash at end of period	$	1,273,122	$	1,151,540	$	1,273,122	$	1,151,540


Supplemental disclosure information:
Cash paid for interest	$	8,597	$	9,115	$	77,050	$	71,702
Cash paid for income taxes, net	$	43,900	$	29,794	$	45,848	$	116,149

See notes to consolidated financial statements.

Table of Contents

STEEL DYNAMICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Note 1. Description of the Business and Significant Accounting Policies

Description of the Business

Steel Dynamics, Inc. (SDI), together with its subsidiaries (the company), is a domestic manufacturer of steel products and metals recycler. The company has three reportable segments: steel operations, metals recycling operations, and steel fabrication operations.

Steel Operations Segment. Steel operations include the company’s Butler Flat Roll Division, Columbus Flat Roll Division, The Techs galvanizing lines, Heartland Flat Roll Division, United Steel Supply, Structural and Rail Division, Engineered Bar Products Division, Vulcan Threaded Products, Inc., Roanoke Bar Division, Steel of West Virginia, and Iron Dynamics, a liquid pig iron (scrap substitute) production facility that supplies solely the Butler Flat Roll Division. These operations include electric arc furnace steel mills, producing steel from ferrous scrap and scrap substitutes, utilizing continuous casting, automated rolling mills, with several coating and processing lines. Steel operations accounted for 73% and 76% of the company’s consolidated external net sales during the three-month periods ended September 30, 2020 and 2019, and 75% and 76% during the nine-month periods ended September 30, 2020 and 2019, respectively.

Metals Recycling Operations Segment. Metals recycling operations consists of OmniSource, LLC (OmniSource), and includes both ferrous and nonferrous processing, transportation, marketing, brokerage, and scrap management services, including Omni Mexico (formerly Zimmer, S.A de C.V), acquired August 3, 2020 (refer to Note 2. Acquisition). Metals recycling operations accounted for 12% and 11% of the company’s consolidated external net sales during the three-month periods ended September 30, 2020 and 2019, respectively, and 10% and 12% during the nine-month periods ended September 30, 2020 and 2019, respectively.

Steel Fabrication Operations Segment. Steel fabrication operations include the company’s New Millennium Building Systems’ joist and deck plants located throughout the United States, and in Northern Mexico. Revenues from these plants are generated from the fabrication of trusses, girders, steel joists and steel deck used within the non-residential construction industry. Steel fabrication operations accounted for 10% of the company’s consolidated external net sales during the three-month periods ended September 30, 2020 and 2019, and 10% and 9% of the company’s consolidated external net sales during the nine-month periods ended September 30, 2020 and 2019, respectively.

Other. Other operations consists of subsidiary operations that are below the quantitative thresholds required for reportable segments and primarily consist of smaller joint ventures, and the idle Minnesota ironmaking operations. Also included in “Other” are certain unallocated corporate accounts, such as the company’s senior unsecured credit facility, senior notes, certain other investments and certain profit sharing expenses.

Significant Accounting Policies

Principles of Consolidation. The consolidated financial statements include the accounts of SDI, together with its wholly- and majority-owned or controlled subsidiaries, after elimination of intercompany accounts and transactions. Noncontrolling and redeemable noncontrolling interests represent the noncontrolling owner’s proportionate share in the equity, income, or losses of the company’s majority-owned or controlled consolidated subsidiaries.

Use of Estimates. These consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States, and accordingly, include amounts that require management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and in the notes thereto. Significant items subject to such estimates and assumptions include the carrying value of property, plant and equipment, intangible assets, and goodwill; allowances for credit losses for trade receivables, inventories and deferred income tax assets; unrecognized tax benefits; potential environmental liabilities; and litigation claims and settlements. Actual results may differ from these estimates and assumptions.

In the opinion of management, these financial statements reflect all normal recurring adjustments necessary for a fair presentation of the interim period results. These consolidated financial statements and notes should be read in conjunction with the audited financial statements and notes thereto included in the company’s Annual Report on Form 10-K for the year ended December 31, 2019.

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STEEL DYNAMICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Note 1. Description of the Business and Significant Accounting Policies (Continued)

Cash and Equivalents, and Restricted Cash

Cash and equivalents include all highly liquid investments with a maturity of three months or less at the date of acquisition. Restricted cash and equivalents is primarily funds held in escrow as required by various insurance and government organizations. The balance of cash, cash equivalents and restricted cash in the consolidated statements of cash flows includes restricted cash of $5.5 million at September 30, 2020 and 2019, $5.9 million at June 30, 2020 and December 31, 2019, and $6.2 million at June 30, 2019 and December 31, 2018, which are recorded in Other Assets (noncurrent) in the company’s consolidated balance sheets.

Goodwill

The company’s goodwill consisted of the following at September 30, 2020, and December 31, 2019, (in thousands):



	September 30,		December 31,
	2020		2019

Steel Operations Segment	$	272,133	$	272,133
Metals Recycling Operations Segment		200,462		178,857
Steel Fabrication Operations Segment		1,925		1,925
	$	474,520	$	452,915

The company acquired Omni Mexico (formerly Zimmer S.A. de C.V.) on August 3, 2020 (refer to Note 2. Acquisition) resulting in a preliminary purchase price allocation in which $24.1 million of goodwill was recorded in the Metals Recycling Operations segment. Metals Recycling Operations Segment goodwill decreased $2.5 million from December 31, 2019 to September 30, 2020, in recognition of the 2020 tax benefit related to the normal amortization of the component of OmniSource tax-deductible goodwill in excess of book goodwill.

Credit Losses

ASU 2016-13, Financial Instruments - Credit Losses and its subsequent corresponding updates (ASC 326), requires an entity to use a forward-looking expected loss model versus the incurred loss model for most financial instruments, including accounts receivable. The company adopted ASC 326 effective January 1, 2020, using the modified retrospective transition method, with no impact on the company’s financial position, results of operations or cash flows.

The company is exposed to credit risk in the event of nonpayment of accounts receivable by customers. The company mitigates its exposure to credit risk, which it generally extends on an unsecured basis, by performing ongoing credit evaluations and taking further action if necessary, such as requiring letters of credit or other security interests to support the customer receivable. The allowance for credit losses for accounts receivable is based on the company’s reasonable estimate of known credit risks and historical experience, adjusted for current and anticipated economic and other pertinent factors affecting the company’s customers, that may differ from historical experience. Customer accounts receivable are written off when all collection efforts have been exhausted and the amounts are deemed uncollectible.

At September 30, 2020, the company reported $918.8 million of accounts receivable, net of allowances for credit losses of $8.3 million. Changes in the allowance were not material for the three and nine-month periods ended September 30, 2020.

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STEEL DYNAMICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Note 2. Acquisition

On August 3, 2020, the company acquired Zimmer, S.A. de C.V. (“Zimmer”) for cash consideration of $59.0 million, a portion of which was used to pay off all existing borrowings of Zimmer in accordance with the purchase agreement. The transaction was funded with available cash. The acquisition of Zimmer is part of the company’s raw material procurement strategy to support its new Texas flat roll steel mill, which is planned to begin operations mid-year 2021. Zimmer is headquartered in Monterrey, Mexico and operates six ferrous and nonferrous scrap facilities strategically positioned near high-volume industrial scrap sources located throughout Central and Northern Mexico, and several third party scrap processing locations. The aggregate purchase price was preliminarily allocated to the opening balance sheet of Zimmer as of August 3, 2020, based on the information available as of the acquisition date to estimate the fair value of assets acquired and liabilities assumed: current assets of $30.0 million; property, plant, and equipment of $18.3 million; goodwill of $24.1 million; and liabilities assumed of $13.4 million. The accounting for the acquisition has not yet been completed because the company has not finalized the valuations of the acquired assets, identifiable intangible assets, if any, including goodwill, and assumed liabilities.

Note 3. Earnings Per Share

Basic earnings per share is based on the weighted average shares of common stock outstanding during the period. Diluted earnings per share assumes the weighted average dilutive effect of common share equivalents outstanding during the period applied to the company’s basic earnings per share. Common share equivalents represent potentially dilutive restricted stock units, deferred stock units, restricted stock, and performance awards, and are excluded from the computation in periods in which they have an anti-dilutive effect. There were no anti-dilutive common share equivalents as of or for the three and nine-month periods ended September 30, 2020 and 2019.



	Three Months Ended September 30,
	2020						2019
			Weighted						Weighted
			Average						Average
	Net Income		Shares		Per Share		Net Income		Shares		Per Share
	(Numerator)		(Denominator)		Amount		(Numerator)		(Denominator)		Amount
Basic earnings per share	$	100,143		210,366	$	0.48	$	151,048		217,873	$	0.69
Dilutive common share equivalents		-		1,560				-		1,236
Diluted earnings per share	$	100,143		211,926	$	0.47	$	151,048		219,109	$	0.69

Nine Months Ended September 30,

2020

2019

Weighted

Average

Price	29.38	EPS	4
Shares	222	P/E	8
MCap	6,528	P/FCF	7
Net Debt	1,348	EBIT	1,114
TEV	7,877	TEV/EBIT	7
TTM 2019-09-30, in MM, except price, ratios

10-Q	2020-09-30	Filed 2020-11-09
10-Q	2020-06-30	Filed 2020-08-10
10-Q	2020-03-31	Filed 2020-05-11
10-K	2019-12-31	Filed 2020-02-27
10-Q	2019-09-30	Filed 2019-10-31
10-Q	2019-06-30	Filed 2019-08-09
10-Q	2019-03-31	Filed 2019-05-10
10-K	2018-12-31	Filed 2019-02-27
10-Q	2018-09-30	Filed 2018-11-07
10-Q	2018-06-30	Filed 2018-08-09
10-Q	2018-03-31	Filed 2018-05-09
10-K	2017-12-31	Filed 2018-02-27
10-Q	2017-09-30	Filed 2017-11-09
10-Q	2017-06-30	Filed 2017-08-07
10-Q	2017-03-31	Filed 2017-05-08
10-K	2016-12-31	Filed 2017-02-28
10-Q	2016-09-30	Filed 2016-11-09
10-Q	2016-06-30	Filed 2016-08-05
10-Q	2016-03-31	Filed 2016-05-06
10-K	2015-12-31	Filed 2016-02-26
10-Q	2015-09-30	Filed 2015-11-06
10-Q	2015-06-30	Filed 2015-08-10
10-Q	2015-03-31	Filed 2015-05-11
10-K	2014-12-31	Filed 2015-03-02
10-Q	2014-09-30	Filed 2014-11-10
10-Q	2014-06-30	Filed 2014-08-08
10-Q	2014-03-31	Filed 2014-05-08
10-K	2013-12-31	Filed 2014-03-03
10-Q	2013-09-30	Filed 2013-11-08
10-Q	2013-06-30	Filed 2013-08-07
10-Q	2013-03-31	Filed 2013-05-09
10-K	2012-12-31	Filed 2013-02-27
10-Q	2012-09-30	Filed 2012-11-07
10-Q	2012-06-30	Filed 2012-08-07
10-Q	2012-03-31	Filed 2012-05-09
10-K	2011-12-31	Filed 2012-02-27
10-Q	2011-09-30	Filed 2011-11-08
10-Q	2011-06-30	Filed 2011-08-05
10-Q	2011-03-31	Filed 2011-05-06
10-K	2010-12-31	Filed 2011-02-23
10-Q	2010-09-30	Filed 2010-11-05
10-Q	2010-06-30	Filed 2010-08-04
10-Q	2010-03-31	Filed 2010-05-07
10-K	2009-12-31	Filed 2010-02-22

8-K	2020-11-19
8-K	2020-10-19
8-K	2020-10-07
8-K	2020-09-17
8-K	2020-08-21
8-K	2020-08-03
8-K	2020-07-20
8-K	2020-06-29
8-K	2020-06-18
8-K	2020-06-03
8-K	2020-05-22
8-K	2020-05-08
8-K	2020-04-20
8-K	2020-03-18
8-K	2020-03-02
8-K	2020-02-20
8-K	2020-01-22
8-K	2019-12-30
8-K	2019-12-16
8-K	2019-12-09
8-K	2019-12-03
8-K	2019-11-22
8-K	2019-10-16
8-K	2019-09-17
8-K	2019-08-26
8-K	2019-07-22
8-K	2019-07-22
8-K	2019-06-17
8-K	2019-05-17
8-K	2019-05-16
8-K	2019-04-22
8-K	2019-03-18
8-K	2019-03-01
8-K	2019-02-14
8-K	2019-02-01
8-K	2019-01-22
8-K	2019-01-14
8-K	2018-12-18
8-K	2018-11-26
8-K	2018-11-19
8-K	2018-10-17
8-K	2018-10-17
8-K	2018-09-18
8-K	2018-09-17
8-K	2018-09-04
8-K	2018-08-20
8-K	2018-07-23
8-K	2018-06-29
8-K	2018-06-28
8-K	2018-06-26
8-K	2018-06-15
8-K	2018-06-12
8-K	2018-05-17
8-K	2018-05-14
8-K	2018-04-18
8-K	2018-03-16
8-K	2018-02-20
8-K	2018-01-22

EX-31.1	stld-20200930xex31d1.htm
EX-31.2	stld-20200930xex31d2.htm
EX-32.1	stld-20200930xex32d1.htm
EX-32.2	stld-20200930xex32d2.htm

STLD 10Q Quarterly Report

Steel Dynamics Earnings 2020-09-30