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st

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 quarterly period

      ended March 31, 2024

OR

       Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from _______ to _______

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

Not Applicable

(Former name, former address and former fiscal year, if changed since last report.)

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 the 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 May 8, 2024, Registrant had 157,133,196 outstanding shares of common stock.

STEEL DYNAMICS, INC.

Table of Contents

PART I. Financial Information

Item 1.

Financial Statements:

Page

Consolidated Balance Sheets as of March 31, 2024 (unaudited) and December 31, 2023

1

Consolidated Statements of Income for the three-month periods ended March 31, 2024 and 2023 (unaudited)

2

Consolidated Statements of Comprehensive Income for the three-month periods ended March 31, 2024 and 2023 (unaudited)

3

Consolidated Statements of Cash Flows for the three-month periods ended March 31, 2024 and 2023 (unaudited)

4

Notes to Consolidated Financial Statements (unaudited)

5

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

13

Item 3.

Quantitative and Qualitative Disclosures about Market Risk

22

Item 4.

Controls and Procedures

22

PART II. Other Information

Item 1.

Legal Proceedings

23

Item 1A.

Risk Factors

23

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

23

Item 3.

Defaults Upon Senior Securities

23

Item 4.

Mine Safety Disclosures

23

Item 5.

Other Information

24

Item 6.

Exhibits

25

Exhibit Index

26

Signature

27

STEEL DYNAMICS, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)

March 31,

December 31,

2024

2023

Assets

(unaudited)

Current assets

Cash and equivalents

$

1,039,421

$

1,400,887

Short-term investments

653,255

721,210

Accounts receivable, net

1,665,424

1,535,062

Accounts receivable-related parties

73,636

73,245

Inventories

3,027,143

2,894,632

Other current assets

138,557

162,790

Total current assets

6,597,436

6,787,826

Property, plant and equipment, net

7,063,990

6,734,218

Intangible assets, net

250,095

257,759

Goodwill

477,471

477,471

Other assets

637,758

651,146

Total assets

$

15,026,750

$

14,908,420

Liabilities and Equity

Current liabilities

Accounts payable

$

1,174,060

$

1,078,645

Accounts payable-related parties

9,533

9,685

Income taxes payable

150,103

5,524

Accrued payroll and benefits

209,782

469,143

Accrued expenses

329,490

309,312

Current maturities of long-term debt

425,696

459,987

Total current liabilities

2,298,664

2,332,296

Long-term debt

2,612,246

2,611,069

Deferred income taxes

923,745

944,768

Other liabilities

144,336

180,760

Total liabilities

5,978,991

6,068,893

Commitments and contingencies

Redeemable noncontrolling interests

171,212

171,212

Equity

Common stock voting, $0.0025 par value; 900,000,000 shares authorized;

268,142,204 and 268,112,991 shares issued; and 157,878,760 and 160,018,100

shares outstanding, as of March 31, 2024 and December 31, 2023, respectively

651

651

Treasury stock, at cost; 110,263,444 and 108,094,891 shares,

as of March 31, 2024 and December 31, 2023, respectively

(6,182,274)

(5,897,606)

Additional paid-in capital

1,197,176

1,217,610

Retained earnings

14,056,868

13,545,590

Accumulated other comprehensive income (loss)

(13)

421

Total Steel Dynamics, Inc. equity

9,072,408

8,866,666

Noncontrolling interests

(195,861)

(198,351)

Total equity

8,876,547

8,668,315

Total liabilities and equity

$

15,026,750

$

14,908,420

See notes to consolidated financial statements.

1

STEEL DYNAMICS, INC.

CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)

(in thousands, except per share data)

Three-Month Periods Ended

March 31,

2024

2023

Net sales

Unrelated parties

$

4,496,819

$

4,745,353

Related parties

197,184

147,853

Total net sales

4,694,003

4,893,206

Costs of goods sold

3,713,205

3,837,084

Gross profit

980,798

1,056,122

Selling, general and administrative expenses

159,507

144,309

Profit sharing

62,652

69,575

Amortization of intangible assets

7,664

6,878

Operating income

750,975

835,360

Interest expense, net of capitalized interest

11,978

22,507

Other (income) expense, net

(26,784)

(34,936)

Income before income taxes

765,781

847,789

Income tax expense

178,281

203,456

Net income

587,500

644,333

Net income attributable to noncontrolling interests

(3,459)

(7,023)

Net income attributable to Steel Dynamics, Inc.

$

584,041

$

637,310

Basic earnings per share attributable to Steel

Dynamics, Inc. stockholders

$

3.68

$

3.71

Weighted average common shares outstanding

158,666

171,597

Diluted earnings per share attributable to Steel

Dynamics, Inc. stockholders, including the effect

of assumed conversions when dilutive

$

3.67

$

3.70

Weighted average common shares and share equivalents outstanding

159,354

172,479

Dividends declared per share

$

0.46

$

0.425

See notes to consolidated financial statements.

2

STEEL DYNAMICS, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)

(in thousands)

Three-Month Periods Ended

March 31,

2024

2023

Net income

$

587,500

$

644,333

Other comprehensive income - net unrealized (loss) gain on cash

flow hedging derivatives, net of income tax benefit of $139 and income

tax expense of $291 for the three months ended March 31, 2024 and

2023, respectively

(434)

911

Comprehensive income

587,066

645,244

Comprehensive income attributable to noncontrolling interests

(3,459)

(7,023)

Comprehensive income attributable to Steel Dynamics, Inc.

$

583,607

$

638,221

See notes to consolidated financial statements.

3

STEEL DYNAMICS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

(in thousands)

Three-Month Periods Ended

March 31,

2024

2023

Operating activities:

Net income

$

587,500

$

644,333

Adjustments to reconcile net income to net cash provided by

operating activities:

Depreciation and amortization

115,252

107,694

Equity-based compensation

15,612

16,078

Deferred income taxes

(21,024)

9,008

Other adjustments

18,705

(10,006)

Changes in certain assets and liabilities:

Accounts receivable

(130,753)

(70,922)

Inventories

(133,025)

141,112

Other assets

(12,176)

7,842

Accounts payable

29,499

117,312

Income taxes receivable/payable

165,664

189,247

Accrued expenses

(280,037)

(417,915)

Net cash provided by operating activities

355,217

733,783

Investing activities:

Purchases of property, plant and equipment

(374,310)

(226,319)

Purchases of short-term investments

(205,873)

(356,777)

Proceeds from maturities of short-term investments

272,994

271,107

Other investing activities

14,255

2,343

Net cash used in investing activities

(292,934)

(309,646)

Financing activities:

Issuance of current and long-term debt

379,268

393,910

Repayment of current and long-term debt

(413,939)

(405,279)

Dividends paid

(68,008)

(58,798)

Purchases of treasury stock

(298,059)

(353,997)

Other financing activities

(23,108)

(23,449)

Net cash used in financing activities

(423,846)

(447,613)

Decrease in cash, cash equivalents, and restricted cash

(361,563)

(23,476)

Cash, cash equivalents, and restricted cash at beginning of period

1,406,464

1,633,919

Cash, cash equivalents, and restricted cash at end of period

$

1,044,901

$

1,610,443

Supplemental disclosure information:

Cash paid for interest

$

9,327

$

9,596

Cash paid for income taxes, net

$

28,390

$

4,703

See notes to consolidated financial statements.

4

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 one of the largest and most diversified domestic steel producers and metals recycler, combined with a meaningful steel fabrication manufacturing platform. Effective the fourth quarter 2023, the company changed its reportable segments, consistent with how it currently manages the business, representing four reporting segments: steel operations, metals recycling operations, steel fabrication operations, and aluminum operations. Segment information provided within this Form 10-Q, including within Note 7. Segment Information, has been recast for all prior periods consistent with the current reportable segment presentation.

Steel Operations Segment. Steel operations include the company’s electric arc furnace (EAF) steel mills, including Butler Flat Roll Division, Columbus Flat Roll Division, Southwest-Sinton Flat Roll Division, Structural and Rail Division, Engineered Bar Products Division, Roanoke Bar Division, Steel of West Virginia, steel coating and processing operations at The Techs, Heartland Flat Roll Division, United Steel Supply (USS), Vulcan Threaded Products, Inc., warehouse operations in Mexico, and SDI Biocarbon Solutions, LLC, a joint venture to construct and operate a biocarbon production facility.

Metals Recycling Operations Segment. Metals recycling operations include the company’s OmniSource ferrous and nonferrous processing, transportation, marketing, brokerage, and scrap management services primarily throughout the United States and in Central and Northern Mexico.

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.

Aluminum Operations Segment. Aluminum operations include the recycled aluminum flat rolled products mill being constructed in Columbus, Mississippi, and two satellite recycled aluminum slab centers in Arizona and Mexico. The flat rolled products mill is a joint venture concurrently formed with Unity Aluminum, Inc. of which SDI has a 94.4% equity interest. Construction has begun on the flat rolled products mill and the recycled aluminum slab centers with the flat rolled mill operations expected to begin mid-2025 and operations at the Mexico and Arizona recycled slab centers in late 2024 and mid-2025, respectively.

Other. Other operations consist of subsidiary operations that are below the company’s quantitative thresholds required for reportable segments and primarily consist of certain joint ventures and the company’s idled 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 Steel Dynamics, Inc., 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 owners’ proportionate share in the equity, income, or losses of the company’s majority-owned or controlled consolidated subsidiaries. Redeemable noncontrolling interests related to USS (owned 90% by SDI) are $60.0 million at March 31, 2024, and December 31, 2023. Redeemable noncontrolling interests related to Mesabi Nugget (owned 86% by SDI) are $111.2 million at March 31, 2024, and December 31, 2023.

5

Table of Contents

STEEL DYNAMICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

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

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. 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, 2023.

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 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 March 31, 2024, $5.6 million at December 31, 2023, $5.5 million at March 31, 2023, and $5.5 million at December 31, 2022, which are recorded in Other Assets (noncurrent) in the company’s consolidated balance sheets.

Short-Term Investments

Short-term investments include investments with maturity dates of longer than three months but less than one year when purchased. The company’s short-term investments are classified as trading securities. Interest income from invested cash and short-term investments was $26.3 million and $26.0 million for the three-month periods ended March 31, 2024 and 2023, respectively, and is recorded in other (income) expense, net as earned. The company’s short-term investments were $653.3 million and $721.2 million as of March 31, 2024 and December 31, 2023, respectively.

Goodwill

The company’s goodwill consisted of the following at March 31, 2024, and December 31, 2023 (in thousands):

March 31,

December 31,

2024

2023

Steel Operations Segment

$

272,133

$

272,133

Metals Recycling Operations Segment

203,413

203,413

Steel Fabrication Operations Segment

1,925

1,925

$

477,471

$

477,471

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Table of Contents

STEEL DYNAMICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

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

Credit Losses

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 March 31, 2024, the company reported $1,739.1 million of accounts receivable, net of allowances for credit losses of $8.2 million. Changes in the allowance were not material for each of the three-month periods ended March 31, 2024 and 2023.

Derivative Financial Instruments

The company routinely enters into forward exchange traded futures to manage price risk associated with nonferrous metal inventory, as well as purchases and sales of nonferrous (primarily aluminum and copper) and ferrous metals, to reduce exposure to commodity related price fluctuations. The company does not enter into these derivative financial instruments for speculative purposes. The company recognizes all derivatives as either assets or liabilities in the consolidated balance sheets and measures those instruments at fair value. Derivatives that are not designated as hedges must be adjusted to fair value through earnings. Changes in the fair value of derivatives that are designated as hedges, depending on the nature of the hedge, are recognized as either an offset against the change in fair value of the hedged balance sheet item in the case of fair value hedges or as other comprehensive income in the case of cash flow hedges, until the hedged item is recognized in earnings. The ineffective portion of a derivative’s change in fair value is immediately recognized in earnings for fair value hedges. The company offsets fair value amounts recognized for derivative instruments executed with the same counterparty under master netting agreements.

The fair value of the Company’s derivative instruments, along with required margin deposit amounts with the same counterparty under master netting arrangements, totaled $19.8 million at March 31, 2024, and $24.0 million at December 31, 2023, and are reflected in other current assets in the consolidated balance sheets. Total gains and losses related to derivatives in fair value hedging relationships, as well as those not designated as hedging instruments, are recognized in costs of goods sold and were not material for each of the three-month periods ended March 31, 2024 and 2023. Derivatives accounted for as cash flow hedges, for which gains and losses are recognized in other comprehensive income, along with net gains reclassified from accumulated other comprehensive income, were not material for each of the three-month periods ended March 31, 2024 and 2023.

Recently Issued Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The guidance is to be applied retrospectively to all prior periods presented in the financial statements. Upon transition, the segment expense categories and amounts disclosed in the prior periods should be based on the significant segment expense categories identified and disclosed in the period of adoption. The company is currently evaluating the potential impact of adopting this new guidance on the consolidated financial statements and related disclosures.

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Table of Contents

STEEL DYNAMICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

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

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which modifies the rules on income tax disclosures to require entities to disclose specific categories in the rate reconciliation, the income or loss from continuing operations before income tax expense or benefit (separated between domestic and foreign) and income tax expense or benefit from continuing operations (separated by federal, state and foreign). ASU 2023-09 also requires entities to disclose their income tax payments to international, federal, state and local jurisdictions, among other changes. The guidance is effective for annual periods beginning after December 15, 2024. Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. ASU 2023-09 is to be applied on a prospective basis, but retrospective application is permitted. The company is currently evaluating the potential impact of adopting this new guidance on the consolidated financial statements and related disclosures.

Note 2. 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-month periods ended March 31, 2024 and 2023.

Three-Month Periods Ended March 31,

2024

2023

Weighted

Weighted

Average

Average

Net Income

Shares

Per Share

Net Income

Shares

Per Share

(Numerator)

(Denominator)

Amount

(Numerator)

(Denominator)

Amount

Basic earnings per share

$

584,041

158,666

$

3.68

$

637,310

171,597

$

3.71

Dilutive common share equivalents

-

688

-

882

Diluted earnings per share

$

584,041

159,354

$

3.67

$

637,310

172,479

$

3.70

Note 3. Inventories

Inventories are stated at lower of cost or net realizable value. Cost is determined using a weighted average cost method for raw materials (including scrap and purchased steel substrate) and supplies, and on a first-in, first-out basis for other inventory. Inventory consisted of the following (in thousands):

March 31,

December 31,

2024

2023

Raw materials

$

1,277,714

$

1,226,272

Supplies

730,243

711,653

Work in progress

330,222

296,932

Finished goods

688,964

659,775

Total inventories

$

3,027,143

$

2,894,632

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Table of Contents

STEEL DYNAMICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Note 4. Changes in Equity

The following tables provide a reconciliation of the beginning and ending carrying amounts of total equity, equity attributable to stockholders of Steel Dynamics, Inc., and equity and redeemable amounts attributable to noncontrolling interests for each of the three-month periods ended March 31, 2024 and 2023 (in thousands).

Stockholders of Steel Dynamics, Inc.

Accumulated

Additional

Other

Redeemable

Common

Treasury

Paid-In

Retained

Comprehensive

Noncontrolling

Total

Noncontrolling

Stock

Stock

Capital

Earnings

Income (Loss)

Interests

Equity

Interests

Balances at December 31, 2023

$

651

$

(5,897,606)

$

1,217,610

$

13,545,590

$

421

$

(198,351)

$

8,668,315

$

171,212

Dividends declared

-

-

-

(72,624)

-

-

(72,624)

-

Noncontrolling investors, net

-

-

-

-

-

(969)

(969)

-

Share repurchases

-

(298,059)

-

-

-

-

(298,059)

-

Equity-based compensation

-

13,391

(20,434)

(139)

-

-

(7,182)

-

Net income

-

-

-

584,041

-

3,459

587,500

-

Other comprehensive income, net of tax

-

-

-

-

(434)

-

(434)

-

Balances at March 31, 2024

$

651

$

(6,182,274)

$

1,197,176

$

14,056,868

$

(13)

$

(195,861)

$

8,876,547

$

171,212

Stockholders of Steel Dynamics, Inc.

Accumulated

Additional

Other

Redeemable

Common

Treasury

Paid-In

Retained

Comprehensive

Noncontrolling

Total

Noncontrolling

Stock

Stock

Capital

Earnings

Income (Loss)

Interests

Equity

Interests

Balances at December 31, 2022

$

650

$

(4,459,513)

$

1,212,566

$

11,375,765

$

889

$

(216,055)

$

7,914,302

$

181,503

Dividends declared

-

-

-

(72,316)

-

-

(72,316)

-

Noncontrolling investors, net

-

-

-

-

-

(7,387)

(7,387)

4,702

Share repurchases

-

(353,997)

-

-

-

-

(353,997)

-

Equity-based compensation

-

12,997

(18,487)

(138)

-

-

(5,628)

-

Net income

-

-

-

637,310

-

7,023

644,333

-

Other comprehensive income, net of tax

-

-

-

-

911

-

911

-

Balances at March 31, 2023

$

650

$

(4,800,513)

$

1,194,079

$

11,940,621

$

1,800

$

(216,419)

$

8,120,218

$

186,205

Note 5. Fair Value Measurements

Accounting standards provide a comprehensive framework for measuring fair value and sets forth a definition of fair value and establishes a hierarchy prioritizing the inputs to valuation techniques, giving the highest priority to quoted prices in active markets for identical assets and liabilities and the lowest priority to unobservable value inputs. Levels within the hierarchy are defined as follows:

Level 1—Unadjusted quoted prices for identical assets and liabilities in active markets;
Level 2—Quoted prices for similar assets and liabilities in active markets (other than those included in Level 1) which are observable for the asset or liability, either directly or indirectly; and
Level 3—Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

9

Table of Contents

STEEL DYNAMICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Note 5. Fair Value Measurements (Continued)

The following table sets forth financial assets and liabilities measured at fair value on a recurring basis in the consolidated balance sheets and the respective levels to which the fair value measurements are classified within the fair value hierarchy as of March 31, 2024 and December 31, 2023 (in thousands):

Quoted Prices

Significant

in Active

Other

Significant

Markets for

Observable

Unobservable

Identical Assets

Inputs

Inputs

Total

(Level 1)

(Level 2)

(Level 3)

March 31, 2024

Short-term investments

$

653,255

$

-

$

653,255

$

-

Commodity futures – financial assets

3,576

-

3,576

-

Commodity futures – financial liabilities

5,989

-

5,989

-

December 31, 2023

Short-term investments

$

721,210

$

-

$

721,210

$

-

Commodity futures – financial assets

2,483

-

2,483

-

Commodity futures – financial liabilities

9,305

-

9,305

-

The carrying amounts of financial instruments including cash equivalents approximate fair value (Level 1). The fair values of short-term investments and commodity futures contracts are estimated by the use of quoted market prices, estimates obtained from brokers, and other appropriate valuation techniques based on references available (Level 2). The fair value of long-term debt, including current maturities, as determined by quoted market prices (Level 2), was approximately $2.8 billion at March 31, 2024 and December 31, 2023 (with a corresponding carrying amount in the consolidated balance sheet of $3.1 billion at March 31, 2024 and December 31, 2023).

Note 6. Commitments and Contingencies

The company is involved in various routine litigation matters, including administrative proceedings, regulatory proceedings, governmental investigations, environmental matters, and commercial and construction contract disputes, none of which are expected to have a material impact on the company’s financial condition, results of operations, or liquidity.

10

Table of Contents

STEEL DYNAMICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Note 7. Segment Information

The company’s operations are primarily organized and managed by reportable operating segments. In the fourth quarter 2023, the company changed its reportable segments, consistent with how it currently manages the business, which include steel operations (including warehousing operations previously included in “Other”), metals recycling operations, steel fabrication operations, and a newly created aluminum operations. The segment operations are more fully described in Note 1 to the consolidated financial statements. Operating segment performance and resource allocations are primarily based on operating results before income taxes. The accounting policies of the reportable segments are consistent with those described in Note 1 to the consolidated financial statements. Intra-segment sales and any related profits are eliminated in consolidation. Amounts included in the category “Other” are from subsidiary operations that are below the quantitative thresholds required for reportable segments and primarily consist of certain joint ventures and the idled 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.

The company’s segment results, with prior periods recast consistent with our current reportable segments presentation, including disaggregated revenue by segment to external, external non-United States, and other segment customers, are as follows (in thousands):

Metals

Steel

For the three-month period ended

Steel

Recycling

Fabrication

Aluminum

March 31, 2024

Operations

Operations

Operations

Operations

Other

Eliminations

Consolidated

Net sales - disaggregated revenue

External

$

3,133,610

$

390,923

$

446,096

$

-

$

307,859

$

-

$

4,278,488

External Non-U.S.

232,627

178,550

1,083

-

3,255

-

415,515

Other segments

148,291

524,568

4,584

-

-

(677,443)

-

3,514,528

1,094,041

451,763

-

311,114

(677,443)

4,694,003

Operating income (loss)

670,931

18,728

178,340

(13,531)

(97,872)

(1)

(5,621)

750,975

Income (loss) before income taxes

674,812

21,509

178,367

(13,811)

(89,073)

(6,023)

765,781

Depreciation and amortization

87,507

18,470

2,682

20

6,573

-

115,252

Capital expenditures

95,833

31,864

5,436

237,328

3,849

-

374,310

As of March 31, 2024

Assets

$

8,890,778

$

1,507,536

$

768,832

$

1,606,906

$

3,121,797

(2)

$

(869,099)

(3)

$

15,026,750

Footnotes related to the three-month period ended March 31, 2024, segment results (in millions):

(1)

Corporate selling, general, & administrative expenses

$

(25.3)

(2)

Cash and equivalents

$

911.1

Companywide equity-based compensation

(14.5)

Short-term and other investments

886.4

Company profit sharing component

(63.0)

Accounts receivable

31.6

Other, net

4.9

Inventories

59.3

$

(97.9)

Property, plant and equipment, net

136.2

Intra-company debt

789.7

Investments in unconsolidated affiliates

214.4

Other

93.1

$

3,121.8

(3)

Elimination of intra-company receivables

$

(58.3)

Elimination of intra-company debt

(789.7)

Other

(21.1)

$

(869.1)

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Table of Contents

STEEL DYNAMICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Note 7. Segment Information (Continued)

Metals

Steel

For the three-month period ended

Steel

Recycling

Fabrication

Aluminum

March 31, 2023

Operations

Operations

Operations

Operations

Other

Eliminations

Consolidated

Net sales - disaggregated revenue

External

$

2,847,248

$

382,803

$

868,702

$

-

$

352,267

$

-

$

4,451,020

External Non-U.S.

241,242

200,665

66

-

213

-

442,186

Other segments

83,209

578,459

36

-

-

(661,704)

-

3,171,699

1,161,927

868,804

-

352,480

(661,704)

4,893,206

Operating income (loss)

341,908

39,688

551,272

(2,422)

(96,666)

(1)

1,580

835,360

Income (loss) before income taxes

343,089

45,549

551,412

(2,406)

(91,079)

1,224

847,789

Depreciation and amortization

84,532

14,365

2,331

-

6,466

-

107,694

Capital expenditures

120,628

19,697

4,496

74,820

6,678

-

226,319

Footnotes related to the three-month period ended March 31, 2023, segment results (in millions):

(1)

Corporate selling, general, & administrative expenses

$

(23.6)

Companywide equity-based compensation

(13.6)

Company profit sharing component

(68.9)

Other, net

9.4

$

(96.7)

12

ITEM 2.    MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Forward-Looking Statements

This report contains some predictive statements about future events, including statements related to conditions in domestic or global economies, conditions in steel, aluminum, and recycled metals market places, Steel Dynamics' revenues, costs of purchased materials, future profitability and earnings, and the operation of new, existing or planned facilities. These statements, which we generally precede or accompany by such typical conditional words as "anticipate", "intend", "believe", "estimate", "plan", "seek", "project", or "expect", or by the words "may", "will", or "should", are intended to be made as "forward-looking", subject to many risks and uncertainties, within the safe harbor protections of the Private Securities Litigation Reform Act of 1995. These statements speak only as of this date and are based upon information and assumptions, which we consider reasonable as of this date, concerning our businesses and the environments in which they operate. Such predictive statements are not guarantees of future performance, and we undertake no duty to update or revise any such statements. Some factors that could cause such forward-looking statements to turn out differently than anticipated include: (1) domestic and global economic factors; (2) global steelmaking overcapacity and imports of steel, together with increased scrap prices; (3) pandemics, epidemics, widespread illness or other health issues; (4) the cyclical nature of the steel industry and the industries we serve; (5) volatility and major fluctuations in prices and availability of scrap metal, scrap substitutes and supplies, and our potential inability to pass higher costs on to our customers; (6) cost and availability of electricity, natural gas, oil, and other energy resources are subject to volatile market conditions; (7) increased environmental, greenhouse gas emissions and sustainability considerations from our customers or related regulations; (8) compliance with and changes in environmental and remediation requirements; (9) significant price and other forms of competition from other steel and aluminum producers, scrap processors and alternative materials; (10) availability of an adequate source of supply of scrap for our metals recycling operations; (11) cybersecurity threats and risks to the security of our sensitive data and information technology; (12) the implementation of our growth strategy; (13) litigation and legal compliance; (14) unexpected equipment downtime or shutdowns; (15) governmental agencies may refuse to grant or renew some of our licenses and permits; (16) our senior unsecured credit facility contains, and any future financing agreements may contain, restrictive covenants that may limit our flexibility; and (17) the impacts of impairment charges.

More specifically, we refer you to our more detailed explanation of these and other factors and risks that may cause such predictive statements to turn out differently, as set forth in our most recent Annual Report on Form 10-K under the headings Special Note Regarding Forward-Looking Statements and Risk Factors for the year ended December 31, 2023, in our quarterly reports on Form 10-Q, or in other reports which we from time to time file with the Securities and Exchange Commission. These reports are available publicly on the Securities and Exchange Commission website, www.sec.gov, and on our website, www.steeldynamics.com under “Investors – SEC Filings.”

Description of the Business

We are one of the largest domestic steel producers and metal recyclers in the United States, based on estimated steelmaking and steel coating capacity of approximately 16 million tons and actual metals recycling volumes, with one of the most diversified product and end market portfolios in the domestic steel industry, combined with meaningful downstream steel fabrication operations. The company’s primary sources of revenue are currently from the manufacture and sale of steel products, the processing and sale of recycled ferrous and nonferrous metals, and the fabrication and sale of steel joists and deck products.

Operating Statement Classifications

Net Sales. Net sales from our operations are a factor of volumes shipped, product mix and related pricing. We charge premium prices for certain grades of steel, product dimensions, certain smaller volumes, and for value-added processing or coating of our steel products. Except for the steel fabrication operations, we recognize revenues from sales and the allowance for estimated returns and claims from these sales at the point in time control of the product transfers to the customer, upon shipment or delivery. Our steel fabrication operations recognize revenues over time based on completed fabricated tons to date as a percentage of total tons required for each contract.

13

Costs of Goods Sold. Our costs of goods sold represent all direct and indirect costs associated with the manufacture of our products. The principal elements of these costs are scrap and scrap substitutes (which represent the most significant single component of our consolidated costs of goods sold), steel substrate, direct and indirect labor and related benefits, alloys, zinc, transportation and freight, repairs and maintenance, utilities such as electricity and natural gas, and depreciation.

Selling, General and Administrative Expenses. Selling, general and administrative expenses consist of all costs associated with our sales, finance and accounting, and administrative departments, including, among other items, labor and related benefits, and professional services.

Companywide profit sharing and amortization of intangible assets are each separately presented in the statement of income.

Interest Expense, net of Capitalized Interest. Interest expense consists of interest associated with our senior credit facilities and other debt, net of interest costs that are required to be capitalized during the construction period of certain capital investment projects.

Other (Income) Expense, net. Other income consists of interest income earned on our temporary cash deposits, short-term and other investments, and any other non-operating income activity, including income from investments in unconsolidated affiliates accounted for under the equity method. Other expense consists of any non-operating costs, such as certain acquisition and financing expenses.

Results Overview

In the first quarter of 2024 we achieved near-record quarterly steel shipments of 3.3 million tons, as steel demand remained steady. Our metals recycling operations benefitted from consistent domestic steel industry demand during the first quarter of 2024 compared to the same period in 2023, while our steel fabrication segment achieved historically strong results on solid non-residential construction demand.

Consolidated operating income decreased $84.4 million, or 10%, to $751.0 million for the first quarter of 2024, compared to the first quarter of 2023 as metal spread contracted in our metals recycling and steel fabrication operations, more than offsetting metal spread expansion in our steel operations. First quarter 2024 net income attributable to Steel Dynamics, Inc. decreased $53.3 million, or 8%, to $584.0 million, compared to the first quarter of 2023, consistent with decreased operating income.

14

Segment Operating Results 2024 vs. 2023 (dollars in thousands)

Three Months Ended March 31,

2024

% Change

2023

Net sales:

Steel Operations Segment

$

3,514,528

11%

$

3,171,699

Metals Recycling Operations Segment

1,094,041

(6)%

1,161,927

Steel Fabrication Operations Segment

451,763

(48)%

868,804

Aluminum Operations Segment

-

-

-

Other

311,114

(12)%

352,480

5,371,446

5,554,910

Intra-company

(677,443)

(661,704)

$

4,694,003

(4)%

$

4,893,206

Operating income (loss):

Steel Operations Segment

$

670,931

96%

$

341,908

Metals Recycling Operations Segment

18,728

(53)%

39,688

Steel Fabrication Operations Segment

178,340

(68)%

551,272

Aluminum Operations Segment

(13,531)

(459)%

(2,422)

Other

(97,872)

(1)%

(96,666)

756,596

833,780

Intra-company

(5,621)

1,580

$

750,975

(10)%

$

835,360

Steel Operations Segment

Steel operations include our electric arc furnace (EAF) steel mills, including Butler Flat Roll Division, Columbus Flat Roll Division, Southwest-Sinton Flat Roll Division, Structural and Rail Division, Engineered Bar Products Division, Roanoke Bar Division, Steel of West Virginia, steel coating and processing operations at The Techs, Heartland Flat Roll Division, United Steel Supply (USS), Vulcan Threaded Products, Inc., warehouse operations in Mexico, and SDI Biocarbon Solutions, LLC, a joint venture to construct and operate a biocarbon production facility. Steel operations accounted for 72% and 63% of our consolidated net sales during the three-month periods ended March 31, 2024 and 2023, respectively.

Steel Operations Segment Shipments (tons):

Three Months Ended March 31,

2024

% Change

2023

Total shipments

3,255,594

(3)%

3,345,148

Intra-segment shipments

(332,633)

(391,380)

Steel Operations Segment shipments

2,922,961

(1)%

2,953,768

External shipments

2,803,569

(2)%

2,869,321

15

Graphic

Steel Operations Segment Results 2024 vs. 2023

During the first quarter of 2024, our steel operations achieved near-record shipments of 3.3 million tons (2.9 million excluding intra-segment), including 467,000 tons from Sinton during the first quarter 2024. Customer order activity and steel demand were solid during the quarter, supporting consistent shipping volumes. Sheet steel pricing was 19% higher than the first quarter of 2023, as prices rebounded after decreasing for much of 2023. First quarter 2024 total steel segment average selling prices increased 12%, or $128 per ton, compared to first quarter of 2023. Steel operations segment shipments decreased 1% in the first quarter 2024, as compared to record shipments in the first quarter of 2023. Net sales for the steel operations in the first quarter 2024 increased 11% compared to the same period in 2023, due to the increase in average steel selling prices coupled with stable shipments.

Metallic raw materials used in our electric arc furnaces represent our single most significant steel manufacturing cost, generally comprising approximately 55% to 65% of our steel mill operations’ manufacturing costs. Our metallic raw material cost per net ton consumed in our steel operations was consistent in the first quarter of 2024, compared to the same period in 2023, increasing $3 per ton.

In the first quarter of 2024, as a result of average selling prices increasing (particularly for our sheet steel products) more than scrap costs, metal spread (which we define as the difference between average steel mill selling prices and the cost of ferrous scrap consumed in our steel mills) increased 18% compared to the first quarter of 2023. As a result of this metal spread expansion, operating income for the steel operations increased 96%, to $670.9 million, in the first quarter of 2024, compared to the same period in 2023.

16

Metals Recycling Operations Segment

Metals recycling operations include our OmniSource ferrous and nonferrous processing, transportation, marketing, brokerage, and scrap management services primarily throughout the United States and in Central and Northern Mexico. Our steel mills utilize a large portion of the ferrous scrap sold by our metals recycling operations as raw material in our steelmaking operations, and the remainder is sold to other consumers, such as other steel manufacturers and foundries. In the first quarters of 2024 and 2023, 63% and 61%, respectively, of metals recycling operations ferrous scrap was sold to our own steel mills, while our steel mill utilization was 87% and 86% in the first quarters of 2024 and 2023, respectively. Metals recycling operations accounted for 12% of our consolidated net sales during the three-month periods ended March 31, 2024 and 2023.

Metals Recycling Operations Segment Shipments:

Three Months Ended March 31,

2024

% Change

2023

Ferrous metal (gross tons)

Total

1,453,619

0%

1,452,821

Inter-company

(916,646)

(885,418)

External shipments

536,973

(5)%

567,403

Nonferrous metals (thousands of pounds)

Total

289,436

1%

285,837

Inter-company

(29,480)

(45,106)

External shipments

259,956

8%

240,731

Metals Recycling Operations Segment Results 2024 vs. 2023

During the first quarter of 2024, our metals recycling operations benefited from solid domestic steel industry demand, with flat ferrous and nonferrous scrap shipments compared to the same period in 2023. Ferrous scrap average selling prices were flat during the first quarter of 2024 compared to the same period in 2023, while nonferrous scrap prices decreased 15%, resulting in decreased segment net sales of 6%. Ferrous metal spreads (which we define as the difference between average selling prices and the cost of purchased scrap) decreased 9% during the first quarter of 2024 compared to the same period in 2023, and nonferrous metal spreads decreased 3%. As a result of the decreased metals spreads, metals recycling operations operating income decreased 53% to $18.7 million in the first quarter of 2024 compared to the first quarter of 2023.

17

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% and 18% of our consolidated net sales during the three-month periods ended March 31, 2024 and 2023.

Graphic

Steel Fabrication Operations Segment Results 2024 vs. 2023

Net sales for the steel fabrication operations decreased 48% during the first quarter of 2024 compared to the same period in 2023, as average selling prices decreased $1,880 per ton, or 37%, and volume decreased 17% from the first quarter of 2023. In spite of historically strong demand, first quarter 2024 was negatively impacted by lower shipments, coupled with falling selling prices, which remain above pre-pandemic pricing levels. Our steel fabrication operations continue to benefit from the solid non-residential construction market, as evidenced by a historically strong order backlog that extends through the third quarter 2024. The continued onshoring of manufacturing, coupled with the robust U.S. infrastructure and industrial build-outs, supports consistent strong demand.

The purchase of various steel products is the largest single cost of production for our steel fabrication operations, historically representing approximately two-thirds of the total cost of manufacturing. The average cost per ton of steel consumed was flat in the first quarter of 2024, compared to the same period in 2023. As a result of decreased selling prices per ton, metal spread (which we define as the difference between average selling prices and the cost of purchased steel) contracted 49% in the first quarter of 2024 compared to the same period in 2023. This metal spread compression coupled with decreased volume resulted in operating income decreasing 68% to $178.3 million in the first quarter 2024, compared to $551.3 million in the same period in 2023.

18

Aluminum Operations Segment

Aluminum operations include the recycled aluminum flat rolled products mill being constructed in Columbus, Mississippi, and two satellite recycled aluminum slab centers in Arizona and Mexico. The flat rolled products mill is a joint venture concurrently formed with Unity Aluminum, Inc. of which SDI has a 94.4% equity interest. Construction has begun on the flat rolled products mill and the recycled aluminum slab centers with the flat rolled mill operations expected to begin mid-2025 and operations at the Mexico and Arizona recycled slab centers in late 2024 and mid-2025, respectively. The results of this segment currently consist of construction and start-up costs recorded in selling, general and administrative expenses, included within the discussion of consolidated results within the Other Consolidated Results section below. During the first quarter of 2024, there were no additional results of operations, such as those related to shipments or production, to be discussed.

Other Consolidated Results

First Quarter Consolidated Results 2024 vs. 2023

Selling, General and Administrative Expenses. Selling, general and administrative expenses of $159.5 million during the first quarter of 2024 increased 11% from $144.3 million during the first quarter of 2023 primarily due to a 9% increase in payroll and benefits expense related to the execution of our growth strategy during 2024. Selling, general and administrative expenses represented 3.4% and 2.9% of net sales during first quarter 2024 and 2023, respectively.

Profit sharing expense during the first quarter of 2024 of $62.7 million decreased 10% from the $69.6 million during the same period in 2023, consistent with decreased pretax earnings. Profit sharing expense for eligible employees is 8% of consolidated pretax income excluding noncontrolling interests and other items.

Interest Expense, net of Capitalized Interest. During the first quarter of 2024, interest expense was $12.0 million, a decrease of $10.5 million compared to the first quarter of 2023. The lower interest expense in the first quarter 2024 compared to the same period in 2023 was due to higher capitalized interest in 2024 related to construction at our Sinton and Heartland divisions, and within the aluminum operations segment.

Other (Income) Expense, net.  Net other income was $26.8 million in the first quarter of 2024, compared to $34.9 million in the first quarter of 2023, due primarily to a decrease in net earnings from equity investments.

Income Tax Expense. First quarter 2024 income tax expense of $178.3 million, at an effective income tax rate of 23.3%, decreased 12% compared to the $203.5 million, at an effective income tax rate of 24.0%, during the first quarter of 2023, consistent with decreased pretax earnings.

Liquidity and Capital Resources

Capital Resources and Long-term Debt. Our business is capital intensive and requires substantial expenditures for, among other things, the purchase and maintenance of equipment used in our operations, and to remain in compliance with environmental laws. Our short-term and long-term liquidity needs arise primarily from working capital requirements, capital expenditures, including expansion projects, principal and interest payments related to our outstanding indebtedness, dividends to our shareholders, and potential stock repurchases and acquisitions or investments. We have met and intend to continue to meet these liquidity requirements primarily with available cash and cash provided by operations, long-term borrowings, and we also have availability under our unsecured Revolver. Our liquidity at March 31, 2024, is as follows (in thousands):

19

Cash and equivalents

$

1,039,421

Short-term and other investments

886,400

Revolver availability

1,190,737

Total liquidity

$

3,116,558

Our total outstanding debt of $3.1 billion is consistent with our total outstanding debt at December 31, 2023. Our total long-term debt to capitalization ratio (representing our long-term debt, including current maturities, divided by the sum of our long-term debt, redeemable noncontrolling interests, and our total stockholders’ equity) was 25.1% and 25.8% at March 31, 2024 and December 31, 2023, respectively.

Our unsecured credit agreement has a senior unsecured revolving credit facility (Facility), which provides a $1.2 billion Revolver and matures in July 2028. Subject to certain conditions, we have the ability to increase the Facility size by $500.0 million. The unsecured Revolver is available to fund working capital, capital expenditures, and other general corporate purposes. The Facility contains financial covenants and other covenants pertaining to our ability to incur indebtedness and permit liens on certain assets. Our ability to borrow funds within the terms of the unsecured Revolver is dependent upon our continued compliance with the financial and other covenants. At March 31, 2024, we had $1.2 billion of availability on the Revolver, $9.3 million of outstanding letters of credit and other obligations which reduce availability, and there were no borrowings outstanding.

The financial covenants under our Facility state that we must maintain an interest coverage ratio of not less than 2.50:1.00. Our interest coverage ratio is calculated by dividing our last-twelve-months (LTM) consolidated Adjusted EBITDA as defined in the Facility (earnings before interest, taxes, depreciation, amortization, and certain other non-cash transactions as defined in the Facility) by our LTM gross interest expense, less amortization of financing fees. In addition, a debt to capitalization ratio of not more than 0.60:1.00 must be maintained. At March 31, 2024, our interest coverage ratio and debt to capitalization ratio were 35.44:1.00 and 0.25:1.00, respectively. We were, therefore, in compliance with these covenants at March 31, 2024, and we anticipate we will continue to be in compliance during the next twelve months.

Working Capital (representing excess of current assets over current liabilities). We generated cash flow from operations of $355.2 million in the first quarter of 2024 compared to $733.8 million in the same 2023 period. Working capital decreased $1.4 billion, or 25%, during the first quarter of 2024 to $4.3 billion at March 31, 2024, due to a $565.5 million decrease in cash and equivalents, a $387.9 million decrease in receivables and a $379.2 million increase in current maturities of long-term debt as our $400 million 2.800% senior notes were recorded as current in December 2023.

Capital Investments. During the first quarter of 2024, we invested $374.3 million in property, plant and equipment, primarily within our steel operations segment and aluminum operations segment, compared with $226.3 million invested during the same period in 2023. We are currently executing our plan to invest $2.7 billion in a new state-of-the-art low-carbon recycled aluminum flat rolled products mill with two supporting satellite recycled aluminum slab centers, which is planned to be funded by available cash and cash flow from operations. Related expenditures began in the third quarter of 2022 and are expected to continue through early 2025. Our liquidity of $3.1 billion and anticipated future operating cash flow generation is sufficient to provide for our planned 2024 capital requirements.

Cash Dividends. As a reflection of continued confidence in our current and future cash flow generation capability and financial position, we increased our quarterly cash dividend by 8% to $0.46 per share in the first quarter of 2024 (from $0.425 per share for each quarter in 2023), resulting in declared cash dividends of $72.6 million during the first quarter of 2024, compared to $72.3 million during the same period in 2023. We paid cash dividends of $68.0 million and $58.8 million during the first quarters of 2024 and 2023, respectively. Our board of directors, along with executive management, approves the payment of dividends on a quarterly basis. The determination to pay cash dividends in the future is at the discretion of our board of directors, after taking into account various factors, including our financial condition, results of operations, outstanding indebtedness, current and anticipated cash needs and growth plans.

20

Other. Our board of directors has authorized share repurchase programs during prior years, the most recent of which occurred in November 2023 for a program of up to $1.5 billion of the company’s common stock. Under the share repurchase programs, purchases take place as and when we determine in open market or private transactions made based upon the market price of our common stock, the nature of other investment opportunities or growth projects, our cash flows from operations, and general economic conditions. The share repurchase programs do not require us to acquire any specific number of shares, and may be modified, suspended, extended, or terminated by us at any time. The share repurchase programs do not have an expiration date. There were $298.1 million and $354.0 million of share repurchases during the first quarters of 2024 and 2023, respectively. As of March 31, 2024, we had $1.1 billion remaining available to purchase under the November 2023 share repurchase program.

Our ability to meet our debt service obligations and reduce our total debt will depend upon our future performance which, in turn, will depend upon general economic, financial, and business conditions, along with competition, legislation and regulatory factors that are largely beyond our control. In addition, we cannot assure that our operating results, cash flows, access to credit markets and capital resources will be sufficient for repayment of our indebtedness in the future. We believe that based upon current levels of operations and anticipated growth, cash flows from operations, together with other available sources of funds, including borrowings under our Facility, if necessary, will be adequate for the next twelve months for making required payments of principal and interest on our indebtedness, funding working capital requirements, and funding anticipated capital expenditures.

21

ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Commodity Risk

In the normal course of business, we are exposed to the market risk and price fluctuations related to the sale of our products and to the purchase of raw materials used in our operations, such as metallic raw materials, electricity, natural gas and its transportation services, fuel, air products, zinc, and electrodes. Our risk strategy associated with product sales has generally been to obtain competitive prices for our products and to allow operating results to reflect market price movements dictated by supply and demand.

Our risk strategy associated with the purchase of raw materials utilized within our operations has generally been to make some commitments with suppliers relating to future expected requirements for some commodities such as electricity, water, natural gas and its transportation services, fuel, air products, zinc, and electrodes. Certain of these commitments contain provisions which require us to “take or pay” for specified quantities without regard to actual usage for periods of generally up to 5 years for physical commodity requirements and commodity transportation requirements, with some extending beyond, and for up to 16 years for air products and 28 years for water products. We utilized such “take or pay” requirements during the past three years under these contracts. We believe that production requirements will be such that consumption of the products or services purchased under these commitments will occur in the normal production process.

In our metals recycling and steel operations, we have certain fixed price contracts with various customers and suppliers for future delivery of nonferrous and ferrous metals. Our risk strategy has been to enter into base metal financial contracts with the goal to protect the profit margin, within certain parameters, that was contemplated when we entered into the transaction with the customer or vendor. As of March 31, 2024, substantially all of these financial contracts have a settlement date within the next twelve months. We believe the customer contracts associated with the financial contracts will be fully consummated.

ITEM 4.    CONTROLS AND PROCEDURES

(a)Evaluation of Disclosure Controls and Procedures

As required, we carried out an evaluation, under the supervision and with the participation of our principal executive officer and principal financial officer, of the effectiveness of our disclosure controls and procedures, as defined in rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the Exchange Act). Based on this evaluation, our principal executive officer and principal financial officer concluded that, as of March 31, 2024, the end of the period covered by this quarterly report, our disclosure controls and procedures were designed to provide and were effective to provide reasonable assurance that the information required to be disclosed by us in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the applicable rules and forms, and that it is accumulated and communicated to our management, including our principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

(b)Changes in Internal Controls Over Financial Reporting

No changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) occurred during the fiscal quarter ended March 31, 2024, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

22

PART II OTHER INFORMATION

ITEM 1.    LEGAL PROCEEDINGS

We are involved in various litigation matters, including administrative proceedings, regulatory proceedings, governmental investigations, environmental matters, and commercial and construction contract disputes, none of which are currently expected to have a material impact on our financial condition, results of operations, or liquidity.

We may also be involved from time to time in various governmental investigations, regulatory proceedings or judicial actions seeking penalties, injunctive relief, and/or remediation under federal, state and local environmental laws and regulations. The United States EPA has conducted such investigations and proceedings involving us, in some instances along with state environmental regulators, under various environmental laws, including RCRA, CERCLA, the Clean Water Act and the Clean Air Act. Some of these matters have resulted in fines or penalties, exclusive of interest and costs, which did not exceed $1 million in aggregate, as of March 31, 2024.

ITEM 1A.    RISK FACTORS

No material changes have occurred to the indicated risk factors as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2023.

ITEM 2.    UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

(c) Issuer Purchases of Equity Securities

We purchased the following equity securities registered by us pursuant to Section 12 of the Exchange Act during the three-month period ended March 31, 2024.

Period

Total Number of Shares Purchased

Average Price Paid per Share

Total Number of Shares Purchased as Part of Publicly Announced Programs (1)

Maximum Dollar Value of Shares That May Yet be Purchased Under the Programs
(in thousands) (1)

Quarter ended March 31, 2024

January 1 - 31

1,148,345

$

116.56

1,148,345

$

1,261,727

February 1 - 29

908,005

124.65

908,005

1,149,684

March 1 - 31

374,453

136.26

374,453

1,099,172

2,430,803

2,430,803

(1)In November 2023, our board of directors authorized a share repurchase program of up to $1.5 billion of the company’s common stock.

ITEM 3.    DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4.    MINE SAFETY DISCLOSURES

None.

23

ITEM 5.    OTHER INFORMATION

During the three-month period ended March 31, 2024, none of the Company’s directors or executive officers adopted, modified or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” as such terms are defined under Item 408 of Regulation S-K.

24

ITEM 6.    EXHIBITS

Reference is made to the Exhibit Index preceding the signature page hereto, which Exhibit Index is hereby incorporated into this item.

25

EXHIBIT INDEX

Articles of Incorporation

3.1

Amended and Restated Articles of Incorporation of Steel Dynamics, Inc., reflecting all amendments thereto through May 11, 2023, incorporated herein by reference from Exhibit 3.1 to our Form 10-Q filed August 8, 2023.

3.2

Amended and Restated Bylaws of Steel Dynamics, Inc., reflecting all amendments thereto through January 31, 2024, incorporated herein by reference from Exhibit 3.2 to our Form 10-K filed February 29, 2024.

Executive Officer Certifications

31.1*

Certification of Chief Executive Officer required by Item 307 of Regulation S-K as promulgated by the Securities and Exchange Commission and pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2*

Certification of Chief Financial Officer required by Item 307 of Regulation S-K as promulgated by the Securities and Exchange Commission and pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1*

Certification of Chief Executive Officer Pursuant to 18 U.S.C Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2*

Certification of Chief Financial Officer Pursuant to 18 U.S.C Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

XBRL Documents

101.INS*

XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH*

Inline XBRL Taxonomy Extension Schema Document

101.CAL*

Inline XBRL Taxonomy Extension Calculation Document

101.DEF*

Inline XBRL Taxonomy Definition Document

101.LAB*

Inline XBRL Taxonomy Extension Label Document

101.PRE*

Inline XBRL Taxonomy Presentation Document

104*

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

*

Filed concurrently herewith

26

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

May 10, 2024

    

STEEL DYNAMICS, INC.

By:

/s/ Theresa E. Wagler

Theresa E. Wagler

Executive Vice President and Chief Financial Officer

(Principal Financial Officer and Principal Accounting Officer)

27

EXHIBIT 31.1

CERTIFICATION PURSUANT TO SECTION 302 OF THE

SARBANES-OXLEY ACT OF 2002

I, Mark D. Millett, certify that:

1.    I have reviewed this quarterly report for the period ended March 31, 2024, on Form 10-Q of Steel Dynamics, Inc.;

2.    Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.    Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.    The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)   Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)   Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)   Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)   Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.    The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)   All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)  Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

/s/ Mark D. Millett

Mark D. Millett

Chairman and Chief Executive Officer

(Principal Executive Officer)

May 10, 2024


EXHIBIT 31.2

CERTIFICATION PURSUANT TO SECTION 302 OF THE

SARBANES-OXLEY ACT OF 2002

I, Theresa E. Wagler, certify that:

1.    I have reviewed this quarterly report for the period ended March 31, 2024, on Form 10-Q of Steel Dynamics, Inc.;

2.    Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.    Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.    The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)   Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)   Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)   Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)   Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.    The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)   All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)  Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

/s/ Theresa E. Wagler

Theresa E. Wagler

Executive Vice President and Chief Financial Officer

(Principal Financial Officer and Principal Accounting Officer)

May 10, 2024


EXHIBIT 32.1

Chief Executive Officer Certification

Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to

Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report of Steel Dynamics, Inc. (the “Company”) on Form 10-Q for the period March 31, 2024 (the “Report”), as filed with the Securities and Exchange Commission on the date hereof, I, Mark D. Millett, Chairman and Chief Executive Officer of Steel Dynamics, Inc., certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1.    The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2.    The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Mark D. Millett

Mark D. Millett

Chairman and Chief Executive Officer

(Principal Executive Officer)

May 10, 2024

A signed original of this written statement required by Section 906 has been provided to Steel Dynamics, Inc. and will be retained by Steel Dynamics, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.


EXHIBIT 32.2

Chief Financial Officer Certification

Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to

Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report of Steel Dynamics, Inc. (the “Company”) on Form 10-Q for the period ended March 31, 2024 (the “Report”), as filed with the Securities and Exchange Commission on the date hereof, I, Theresa E. Wagler, Executive Vice President and Chief Financial Officer of Steel Dynamics, Inc., certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1.    The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2.    The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Theresa E. Wagler

Theresa E. Wagler

Executive Vice President and Chief Financial Officer

(Principal Financial Officer and Principal Accounting Officer)

May 10, 2024

A signed original of this written statement required by Section 906 has been provided to Steel Dynamics, Inc. and will be retained by Steel Dynamics, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.


v3.24.1.1.u2
Document and Entity Information - shares
3 Months Ended
Mar. 31, 2024
May 08, 2024
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Mar. 31, 2024  
Document Transition Report false  
Entity File Number 0-21719  
Entity Registrant Name Steel Dynamics, Inc.  
Entity Incorporation, State or Country Code IN  
Entity Tax Identification Number 35-1929476  
Entity Address, Address Line One 7575 West Jefferson Blvd  
Entity Address, City or Town Fort Wayne  
Entity Address, State or Province IN  
Entity Address, Postal Zip Code 46804  
City Area Code 260  
Local Phone Number 969-3500  
Title of 12(b) Security Common Stock voting, $0.0025 par value  
Trading Symbol STLD  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   157,133,196
Entity Central Index Key 0001022671  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q1  
Amendment Flag false  
v3.24.1.1.u2
CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Current assets    
Cash and equivalents $ 1,039,421 $ 1,400,887
Short-term investments 653,255 721,210
Inventories 3,027,143 2,894,632
Other current assets 138,557 162,790
Total current assets 6,597,436 6,787,826
Property, plant and equipment, net 7,063,990 6,734,218
Intangible assets, net 250,095 257,759
Goodwill 477,471 477,471
Other assets 637,758 651,146
Total assets 15,026,750 14,908,420
Current liabilities    
Income taxes payable 150,103 5,524
Accrued payroll and benefits 209,782 469,143
Accrued expenses 329,490 309,312
Current maturities of long-term debt 425,696 459,987
Total current liabilities 2,298,664 2,332,296
Long-term debt 2,612,246 2,611,069
Deferred income taxes 923,745 944,768
Other liabilities 144,336 180,760
Total liabilities 5,978,991 6,068,893
Commitments and contingencies
Redeemable noncontrolling interests 171,212 171,212
Equity    
Common stock voting, $0.0025 par value; 900,000,000 shares authorized; 268,142,204 and 268,112,991 shares issued; and 157,878,760 and 160,018,100 shares outstanding, as of March 31, 2024 and December 31, 2023, respectively 651 651
Treasury stock, at cost; 110,263,444 and 108,094,891 shares, as of March 31, 2024 and December 31, 2023, respectively (6,182,274) (5,897,606)
Additional paid-in capital 1,197,176 1,217,610
Retained earnings 14,056,868 13,545,590
Accumulated other comprehensive income (loss) (13) 421
Total Steel Dynamics, Inc. equity 9,072,408 8,866,666
Noncontrolling interests (195,861) (198,351)
Total equity 8,876,547 8,668,315
Total liabilities and equity 15,026,750 14,908,420
Unrelated parties    
Current assets    
Accounts receivable, net 1,665,424 1,535,062
Current liabilities    
Accounts payable 1,174,060 1,078,645
Related Parties    
Current assets    
Accounts receivable, net 73,636 73,245
Current liabilities    
Accounts payable $ 9,533 $ 9,685
v3.24.1.1.u2
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares
Mar. 31, 2024
Dec. 31, 2023
CONSOLIDATED BALANCE SHEETS    
Common stock voting, par value (in dollars per share) $ 0.0025 $ 0.0025
Common stock voting, shares authorized (in shares) 900,000,000 900,000,000
Common stock voting, shares issued (in shares) 268,142,204 268,112,991
Common stock voting, shares outstanding (in shares) 157,878,760 160,018,100
Treasury stock, shares (in shares) 110,263,444 108,094,891
v3.24.1.1.u2
CONSOLIDATED STATEMENTS OF INCOME - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Total net sales $ 4,694,003 $ 4,893,206
Costs of goods sold 3,713,205 3,837,084
Gross profit 980,798 1,056,122
Selling, general and administrative expenses 159,507 144,309
Profit sharing 62,652 69,575
Amortization of intangible assets 7,664 6,878
Operating income 750,975 835,360
Interest expense, net of capitalized interest 11,978 22,507
Other (income) expense, net (26,784) (34,936)
Income before income taxes 765,781 847,789
Income tax expense 178,281 203,456
Net income 587,500 644,333
Net income attributable to noncontrolling interests (3,459) (7,023)
Net income attributable to Steel Dynamics, Inc. $ 584,041 $ 637,310
Basic earnings per share attributable to Steel Dynamics, Inc. stockholders (in dollars per share) $ 3.68 $ 3.71
Weighted average common shares outstanding (in shares) 158,666 171,597
Diluted earnings per share attributable to Steel Dynamics, Inc. stockholders, including the effect of assumed conversions when dilutive (in dollars per share) $ 3.67 $ 3.70
Weighted average common shares and share equivalents outstanding (in shares) 159,354 172,479
Dividends declared per share (in dollars per share) $ 0.46 $ 0.425
Unrelated parties    
Total net sales $ 4,496,819 $ 4,745,353
Related Parties    
Total net sales $ 197,184 $ 147,853
v3.24.1.1.u2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME    
Net income $ 587,500 $ 644,333
Other comprehensive income - net unrealized (loss) gain on cash flow hedging derivatives, net of income tax benefit of $139 and income tax expense of $291 for the three months ended March 31, 2024 and 2023, respectively (434) 911
Comprehensive income 587,066 645,244
Comprehensive income attributable to noncontrolling interests (3,459) (7,023)
Comprehensive income attributable to Steel Dynamics, Inc. $ 583,607 $ 638,221
v3.24.1.1.u2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME    
Net unrealized (loss) gain on cash flow hedging derivatives income tax (benefit) expense $ (139) $ 291
v3.24.1.1.u2
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Operating activities:    
Net income $ 587,500 $ 644,333
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation and amortization 115,252 107,694
Equity-based compensation 15,612 16,078
Deferred income taxes (21,024) 9,008
Other adjustments 18,705 (10,006)
Changes in certain assets and liabilities:    
Accounts receivable (130,753) (70,922)
Inventories (133,025) 141,112
Other assets (12,176) 7,842
Accounts payable 29,499 117,312
Income taxes receivable/payable 165,664 189,247
Accrued expenses (280,037) (417,915)
Net cash provided by operating activities 355,217 733,783
Investing activities:    
Purchases of property, plant and equipment (374,310) (226,319)
Purchases of short-term investments (205,873) (356,777)
Proceeds from maturities of short-term investments 272,994 271,107
Other investing activities 14,255 2,343
Net cash used in investing activities (292,934) (309,646)
Financing activities:    
Issuance of current and long-term debt 379,268 393,910
Repayment of current and long-term debt (413,939) (405,279)
Dividends paid (68,008) (58,798)
Purchases of treasury stock (298,059) (353,997)
Other financing activities (23,108) (23,449)
Net cash used in financing activities (423,846) (447,613)
Decrease in cash, cash equivalents, and restricted cash (361,563) (23,476)
Cash, cash equivalents, and restricted cash at beginning of period 1,406,464 1,633,919
Cash, cash equivalents, and restricted cash at end of period 1,044,901 1,610,443
Supplemental disclosure information:    
Cash paid for interest 9,327 9,596
Cash paid for income taxes, net $ 28,390 $ 4,703
v3.24.1.1.u2
Description of the Business and Significant Accounting Policies
3 Months Ended
Mar. 31, 2024
Description of the Business and Significant Accounting Policies  
Description of the Business and Significant Accounting Policies

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 one of the largest and most diversified domestic steel producers and metals recycler, combined with a meaningful steel fabrication manufacturing platform. Effective the fourth quarter 2023, the company changed its reportable segments, consistent with how it currently manages the business, representing four reporting segments: steel operations, metals recycling operations, steel fabrication operations, and aluminum operations. Segment information provided within this Form 10-Q, including within Note 7. Segment Information, has been recast for all prior periods consistent with the current reportable segment presentation.

Steel Operations Segment. Steel operations include the company’s electric arc furnace (EAF) steel mills, including Butler Flat Roll Division, Columbus Flat Roll Division, Southwest-Sinton Flat Roll Division, Structural and Rail Division, Engineered Bar Products Division, Roanoke Bar Division, Steel of West Virginia, steel coating and processing operations at The Techs, Heartland Flat Roll Division, United Steel Supply (USS), Vulcan Threaded Products, Inc., warehouse operations in Mexico, and SDI Biocarbon Solutions, LLC, a joint venture to construct and operate a biocarbon production facility.

Metals Recycling Operations Segment. Metals recycling operations include the company’s OmniSource ferrous and nonferrous processing, transportation, marketing, brokerage, and scrap management services primarily throughout the United States and in Central and Northern Mexico.

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.

Aluminum Operations Segment. Aluminum operations include the recycled aluminum flat rolled products mill being constructed in Columbus, Mississippi, and two satellite recycled aluminum slab centers in Arizona and Mexico. The flat rolled products mill is a joint venture concurrently formed with Unity Aluminum, Inc. of which SDI has a 94.4% equity interest. Construction has begun on the flat rolled products mill and the recycled aluminum slab centers with the flat rolled mill operations expected to begin mid-2025 and operations at the Mexico and Arizona recycled slab centers in late 2024 and mid-2025, respectively.

Other. Other operations consist of subsidiary operations that are below the company’s quantitative thresholds required for reportable segments and primarily consist of certain joint ventures and the company’s idled 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 Steel Dynamics, Inc., 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 owners’ proportionate share in the equity, income, or losses of the company’s majority-owned or controlled consolidated subsidiaries. Redeemable noncontrolling interests related to USS (owned 90% by SDI) are $60.0 million at March 31, 2024, and December 31, 2023. Redeemable noncontrolling interests related to Mesabi Nugget (owned 86% by SDI) are $111.2 million at March 31, 2024, and December 31, 2023.

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

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. 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, 2023.

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 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 March 31, 2024, $5.6 million at December 31, 2023, $5.5 million at March 31, 2023, and $5.5 million at December 31, 2022, which are recorded in Other Assets (noncurrent) in the company’s consolidated balance sheets.

Short-Term Investments

Short-term investments include investments with maturity dates of longer than three months but less than one year when purchased. The company’s short-term investments are classified as trading securities. Interest income from invested cash and short-term investments was $26.3 million and $26.0 million for the three-month periods ended March 31, 2024 and 2023, respectively, and is recorded in other (income) expense, net as earned. The company’s short-term investments were $653.3 million and $721.2 million as of March 31, 2024 and December 31, 2023, respectively.

Goodwill

The company’s goodwill consisted of the following at March 31, 2024, and December 31, 2023 (in thousands):

March 31,

December 31,

2024

2023

Steel Operations Segment

$

272,133

$

272,133

Metals Recycling Operations Segment

203,413

203,413

Steel Fabrication Operations Segment

1,925

1,925

$

477,471

$

477,471

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

Credit Losses

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 March 31, 2024, the company reported $1,739.1 million of accounts receivable, net of allowances for credit losses of $8.2 million. Changes in the allowance were not material for each of the three-month periods ended March 31, 2024 and 2023.

Derivative Financial Instruments

The company routinely enters into forward exchange traded futures to manage price risk associated with nonferrous metal inventory, as well as purchases and sales of nonferrous (primarily aluminum and copper) and ferrous metals, to reduce exposure to commodity related price fluctuations. The company does not enter into these derivative financial instruments for speculative purposes. The company recognizes all derivatives as either assets or liabilities in the consolidated balance sheets and measures those instruments at fair value. Derivatives that are not designated as hedges must be adjusted to fair value through earnings. Changes in the fair value of derivatives that are designated as hedges, depending on the nature of the hedge, are recognized as either an offset against the change in fair value of the hedged balance sheet item in the case of fair value hedges or as other comprehensive income in the case of cash flow hedges, until the hedged item is recognized in earnings. The ineffective portion of a derivative’s change in fair value is immediately recognized in earnings for fair value hedges. The company offsets fair value amounts recognized for derivative instruments executed with the same counterparty under master netting agreements.

The fair value of the Company’s derivative instruments, along with required margin deposit amounts with the same counterparty under master netting arrangements, totaled $19.8 million at March 31, 2024, and $24.0 million at December 31, 2023, and are reflected in other current assets in the consolidated balance sheets. Total gains and losses related to derivatives in fair value hedging relationships, as well as those not designated as hedging instruments, are recognized in costs of goods sold and were not material for each of the three-month periods ended March 31, 2024 and 2023. Derivatives accounted for as cash flow hedges, for which gains and losses are recognized in other comprehensive income, along with net gains reclassified from accumulated other comprehensive income, were not material for each of the three-month periods ended March 31, 2024 and 2023.

Recently Issued Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The guidance is to be applied retrospectively to all prior periods presented in the financial statements. Upon transition, the segment expense categories and amounts disclosed in the prior periods should be based on the significant segment expense categories identified and disclosed in the period of adoption. The company is currently evaluating the potential impact of adopting this new guidance on the consolidated financial statements and related disclosures.

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

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which modifies the rules on income tax disclosures to require entities to disclose specific categories in the rate reconciliation, the income or loss from continuing operations before income tax expense or benefit (separated between domestic and foreign) and income tax expense or benefit from continuing operations (separated by federal, state and foreign). ASU 2023-09 also requires entities to disclose their income tax payments to international, federal, state and local jurisdictions, among other changes. The guidance is effective for annual periods beginning after December 15, 2024. Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. ASU 2023-09 is to be applied on a prospective basis, but retrospective application is permitted. The company is currently evaluating the potential impact of adopting this new guidance on the consolidated financial statements and related disclosures.

v3.24.1.1.u2
Earnings Per Share
3 Months Ended
Mar. 31, 2024
Earnings Per Share  
Earnings Per Share

Note 2. 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-month periods ended March 31, 2024 and 2023.

Three-Month Periods Ended March 31,

2024

2023

Weighted

Weighted

Average

Average

Net Income

Shares

Per Share

Net Income

Shares

Per Share

(Numerator)

(Denominator)

Amount

(Numerator)

(Denominator)

Amount

Basic earnings per share

$

584,041

158,666

$

3.68

$

637,310

171,597

$

3.71

Dilutive common share equivalents

-

688

-

882

Diluted earnings per share

$

584,041

159,354

$

3.67

$

637,310

172,479

$

3.70

v3.24.1.1.u2
Inventories
3 Months Ended
Mar. 31, 2024
Inventories  
Inventories

Note 3. Inventories

Inventories are stated at lower of cost or net realizable value. Cost is determined using a weighted average cost method for raw materials (including scrap and purchased steel substrate) and supplies, and on a first-in, first-out basis for other inventory. Inventory consisted of the following (in thousands):

March 31,

December 31,

2024

2023

Raw materials

$

1,277,714

$

1,226,272

Supplies

730,243

711,653

Work in progress

330,222

296,932

Finished goods

688,964

659,775

Total inventories

$

3,027,143

$

2,894,632

v3.24.1.1.u2
Changes in Equity
3 Months Ended
Mar. 31, 2024
Changes in Equity  
Changes in Equity

Note 4. Changes in Equity

The following tables provide a reconciliation of the beginning and ending carrying amounts of total equity, equity attributable to stockholders of Steel Dynamics, Inc., and equity and redeemable amounts attributable to noncontrolling interests for each of the three-month periods ended March 31, 2024 and 2023 (in thousands).

Stockholders of Steel Dynamics, Inc.

Accumulated

Additional

Other

Redeemable

Common

Treasury

Paid-In

Retained

Comprehensive

Noncontrolling

Total

Noncontrolling

Stock

Stock

Capital

Earnings

Income (Loss)

Interests

Equity

Interests

Balances at December 31, 2023

$

651

$

(5,897,606)

$

1,217,610

$

13,545,590

$

421

$

(198,351)

$

8,668,315

$

171,212

Dividends declared

-

-

-

(72,624)

-

-

(72,624)

-

Noncontrolling investors, net

-

-

-

-

-

(969)

(969)

-

Share repurchases

-

(298,059)

-

-

-

-

(298,059)

-

Equity-based compensation

-

13,391

(20,434)

(139)

-

-

(7,182)

-

Net income

-

-

-

584,041

-

3,459

587,500

-

Other comprehensive income, net of tax

-

-

-

-

(434)

-

(434)

-

Balances at March 31, 2024

$

651

$

(6,182,274)

$

1,197,176

$

14,056,868

$

(13)

$

(195,861)

$

8,876,547

$

171,212

Stockholders of Steel Dynamics, Inc.

Accumulated

Additional

Other

Redeemable

Common

Treasury

Paid-In

Retained

Comprehensive

Noncontrolling

Total

Noncontrolling

Stock

Stock

Capital

Earnings

Income (Loss)

Interests

Equity

Interests

Balances at December 31, 2022

$

650

$

(4,459,513)

$

1,212,566

$

11,375,765

$

889

$

(216,055)

$

7,914,302

$

181,503

Dividends declared

-

-

-

(72,316)

-

-

(72,316)

-

Noncontrolling investors, net

-

-

-

-

-

(7,387)

(7,387)

4,702

Share repurchases

-

(353,997)

-

-

-

-

(353,997)

-

Equity-based compensation

-

12,997

(18,487)

(138)

-

-

(5,628)

-

Net income

-

-

-

637,310

-

7,023

644,333

-

Other comprehensive income, net of tax

-

-

-

-

911

-

911

-

Balances at March 31, 2023

$

650

$

(4,800,513)

$

1,194,079

$

11,940,621

$

1,800

$

(216,419)

$

8,120,218

$

186,205

v3.24.1.1.u2
Fair Value Measurements
3 Months Ended
Mar. 31, 2024
Fair Value Measurements  
Fair Value Measurements

Note 5. Fair Value Measurements

Accounting standards provide a comprehensive framework for measuring fair value and sets forth a definition of fair value and establishes a hierarchy prioritizing the inputs to valuation techniques, giving the highest priority to quoted prices in active markets for identical assets and liabilities and the lowest priority to unobservable value inputs. Levels within the hierarchy are defined as follows:

Level 1—Unadjusted quoted prices for identical assets and liabilities in active markets;
Level 2—Quoted prices for similar assets and liabilities in active markets (other than those included in Level 1) which are observable for the asset or liability, either directly or indirectly; and
Level 3—Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

Note 5. Fair Value Measurements (Continued)

The following table sets forth financial assets and liabilities measured at fair value on a recurring basis in the consolidated balance sheets and the respective levels to which the fair value measurements are classified within the fair value hierarchy as of March 31, 2024 and December 31, 2023 (in thousands):

Quoted Prices

Significant

in Active

Other

Significant

Markets for

Observable

Unobservable

Identical Assets

Inputs

Inputs

Total

(Level 1)

(Level 2)

(Level 3)

March 31, 2024

Short-term investments

$

653,255

$

-

$

653,255

$

-

Commodity futures – financial assets

3,576

-

3,576

-

Commodity futures – financial liabilities

5,989

-

5,989

-

December 31, 2023

Short-term investments

$

721,210

$

-

$

721,210

$

-

Commodity futures – financial assets

2,483

-

2,483

-

Commodity futures – financial liabilities

9,305

-

9,305

-

The carrying amounts of financial instruments including cash equivalents approximate fair value (Level 1). The fair values of short-term investments and commodity futures contracts are estimated by the use of quoted market prices, estimates obtained from brokers, and other appropriate valuation techniques based on references available (Level 2). The fair value of long-term debt, including current maturities, as determined by quoted market prices (Level 2), was approximately $2.8 billion at March 31, 2024 and December 31, 2023 (with a corresponding carrying amount in the consolidated balance sheet of $3.1 billion at March 31, 2024 and December 31, 2023).

v3.24.1.1.u2
Commitments and Contingencies
3 Months Ended
Mar. 31, 2024
Commitments and Contingencies  
Commitments and Contingencies

Note 6. Commitments and Contingencies

The company is involved in various routine litigation matters, including administrative proceedings, regulatory proceedings, governmental investigations, environmental matters, and commercial and construction contract disputes, none of which are expected to have a material impact on the company’s financial condition, results of operations, or liquidity.

v3.24.1.1.u2
Segment Information
3 Months Ended
Mar. 31, 2024
Segment Information  
Segment Information

Note 7. Segment Information

The company’s operations are primarily organized and managed by reportable operating segments. In the fourth quarter 2023, the company changed its reportable segments, consistent with how it currently manages the business, which include steel operations (including warehousing operations previously included in “Other”), metals recycling operations, steel fabrication operations, and a newly created aluminum operations. The segment operations are more fully described in Note 1 to the consolidated financial statements. Operating segment performance and resource allocations are primarily based on operating results before income taxes. The accounting policies of the reportable segments are consistent with those described in Note 1 to the consolidated financial statements. Intra-segment sales and any related profits are eliminated in consolidation. Amounts included in the category “Other” are from subsidiary operations that are below the quantitative thresholds required for reportable segments and primarily consist of certain joint ventures and the idled 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.

The company’s segment results, with prior periods recast consistent with our current reportable segments presentation, including disaggregated revenue by segment to external, external non-United States, and other segment customers, are as follows (in thousands):

Metals

Steel

For the three-month period ended

Steel

Recycling

Fabrication

Aluminum

March 31, 2024

Operations

Operations

Operations

Operations

Other

Eliminations

Consolidated

Net sales - disaggregated revenue

External

$

3,133,610

$

390,923

$

446,096

$

-

$

307,859

$

-

$

4,278,488

External Non-U.S.

232,627

178,550

1,083

-

3,255

-

415,515

Other segments

148,291

524,568

4,584

-

-

(677,443)

-

3,514,528

1,094,041

451,763

-

311,114

(677,443)

4,694,003

Operating income (loss)

670,931

18,728

178,340

(13,531)

(97,872)

(1)

(5,621)

750,975

Income (loss) before income taxes

674,812

21,509

178,367

(13,811)

(89,073)

(6,023)

765,781

Depreciation and amortization

87,507

18,470

2,682

20

6,573

-

115,252

Capital expenditures

95,833

31,864

5,436

237,328

3,849

-

374,310

As of March 31, 2024

Assets

$

8,890,778

$

1,507,536

$

768,832

$

1,606,906

$

3,121,797

(2)

$

(869,099)

(3)

$

15,026,750

Footnotes related to the three-month period ended March 31, 2024, segment results (in millions):

(1)

Corporate selling, general, & administrative expenses

$

(25.3)

(2)

Cash and equivalents

$

911.1

Companywide equity-based compensation

(14.5)

Short-term and other investments

886.4

Company profit sharing component

(63.0)

Accounts receivable

31.6

Other, net

4.9

Inventories

59.3

$

(97.9)

Property, plant and equipment, net

136.2

Intra-company debt

789.7

Investments in unconsolidated affiliates

214.4

Other

93.1

$

3,121.8

(3)

Elimination of intra-company receivables

$

(58.3)

Elimination of intra-company debt

(789.7)

Other

(21.1)

$

(869.1)

Note 7. Segment Information (Continued)

Metals

Steel

For the three-month period ended

Steel

Recycling

Fabrication

Aluminum

March 31, 2023

Operations

Operations

Operations

Operations

Other

Eliminations

Consolidated

Net sales - disaggregated revenue

External

$

2,847,248

$

382,803

$

868,702

$

-

$

352,267

$

-

$

4,451,020

External Non-U.S.

241,242

200,665

66

-

213

-

442,186

Other segments

83,209

578,459

36

-

-

(661,704)

-

3,171,699

1,161,927

868,804

-

352,480

(661,704)

4,893,206

Operating income (loss)

341,908

39,688

551,272

(2,422)

(96,666)

(1)

1,580

835,360

Income (loss) before income taxes

343,089

45,549

551,412

(2,406)

(91,079)

1,224

847,789

Depreciation and amortization

84,532

14,365

2,331

-

6,466

-

107,694

Capital expenditures

120,628

19,697

4,496

74,820

6,678

-

226,319

Footnotes related to the three-month period ended March 31, 2023, segment results (in millions):

(1)

Corporate selling, general, & administrative expenses

$

(23.6)

Companywide equity-based compensation

(13.6)

Company profit sharing component

(68.9)

Other, net

9.4

$

(96.7)

v3.24.1.1.u2
Description of the Business and Significant Accounting Policies (Policies)
3 Months Ended
Mar. 31, 2024
Description of the Business and Significant Accounting Policies  
Principles of Consolidation

Principles of Consolidation

The consolidated financial statements include the accounts of Steel Dynamics, Inc., 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 owners’ proportionate share in the equity, income, or losses of the company’s majority-owned or controlled consolidated subsidiaries. Redeemable noncontrolling interests related to USS (owned 90% by SDI) are $60.0 million at March 31, 2024, and December 31, 2023. Redeemable noncontrolling interests related to Mesabi Nugget (owned 86% by SDI) are $111.2 million at March 31, 2024, and December 31, 2023.

Use of Estimates

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. 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, 2023.

Cash and Equivalents, and Restricted Cash

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 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 March 31, 2024, $5.6 million at December 31, 2023, $5.5 million at March 31, 2023, and $5.5 million at December 31, 2022, which are recorded in Other Assets (noncurrent) in the company’s consolidated balance sheets.

Short-Term Investments

Short-Term Investments

Short-term investments include investments with maturity dates of longer than three months but less than one year when purchased. The company’s short-term investments are classified as trading securities. Interest income from invested cash and short-term investments was $26.3 million and $26.0 million for the three-month periods ended March 31, 2024 and 2023, respectively, and is recorded in other (income) expense, net as earned. The company’s short-term investments were $653.3 million and $721.2 million as of March 31, 2024 and December 31, 2023, respectively.

Goodwill

Goodwill

The company’s goodwill consisted of the following at March 31, 2024, and December 31, 2023 (in thousands):

March 31,

December 31,

2024

2023

Steel Operations Segment

$

272,133

$

272,133

Metals Recycling Operations Segment

203,413

203,413

Steel Fabrication Operations Segment

1,925

1,925

$

477,471

$

477,471

Credit Losses

Credit Losses

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 March 31, 2024, the company reported $1,739.1 million of accounts receivable, net of allowances for credit losses of $8.2 million. Changes in the allowance were not material for each of the three-month periods ended March 31, 2024 and 2023.

Derivative Financial Instruments

Derivative Financial Instruments

The company routinely enters into forward exchange traded futures to manage price risk associated with nonferrous metal inventory, as well as purchases and sales of nonferrous (primarily aluminum and copper) and ferrous metals, to reduce exposure to commodity related price fluctuations. The company does not enter into these derivative financial instruments for speculative purposes. The company recognizes all derivatives as either assets or liabilities in the consolidated balance sheets and measures those instruments at fair value. Derivatives that are not designated as hedges must be adjusted to fair value through earnings. Changes in the fair value of derivatives that are designated as hedges, depending on the nature of the hedge, are recognized as either an offset against the change in fair value of the hedged balance sheet item in the case of fair value hedges or as other comprehensive income in the case of cash flow hedges, until the hedged item is recognized in earnings. The ineffective portion of a derivative’s change in fair value is immediately recognized in earnings for fair value hedges. The company offsets fair value amounts recognized for derivative instruments executed with the same counterparty under master netting agreements.

The fair value of the Company’s derivative instruments, along with required margin deposit amounts with the same counterparty under master netting arrangements, totaled $19.8 million at March 31, 2024, and $24.0 million at December 31, 2023, and are reflected in other current assets in the consolidated balance sheets. Total gains and losses related to derivatives in fair value hedging relationships, as well as those not designated as hedging instruments, are recognized in costs of goods sold and were not material for each of the three-month periods ended March 31, 2024 and 2023. Derivatives accounted for as cash flow hedges, for which gains and losses are recognized in other comprehensive income, along with net gains reclassified from accumulated other comprehensive income, were not material for each of the three-month periods ended March 31, 2024 and 2023.

Recently Issued Accounting Pronouncements

Recently Issued Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The guidance is to be applied retrospectively to all prior periods presented in the financial statements. Upon transition, the segment expense categories and amounts disclosed in the prior periods should be based on the significant segment expense categories identified and disclosed in the period of adoption. The company is currently evaluating the potential impact of adopting this new guidance on the consolidated financial statements and related disclosures.

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

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which modifies the rules on income tax disclosures to require entities to disclose specific categories in the rate reconciliation, the income or loss from continuing operations before income tax expense or benefit (separated between domestic and foreign) and income tax expense or benefit from continuing operations (separated by federal, state and foreign). ASU 2023-09 also requires entities to disclose their income tax payments to international, federal, state and local jurisdictions, among other changes. The guidance is effective for annual periods beginning after December 15, 2024. Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. ASU 2023-09 is to be applied on a prospective basis, but retrospective application is permitted. The company is currently evaluating the potential impact of adopting this new guidance on the consolidated financial statements and related disclosures.

v3.24.1.1.u2
Description of the Business and Significant Accounting Policies (Tables)
3 Months Ended
Mar. 31, 2024
Description of the Business and Significant Accounting Policies  
Schedule of Goodwill

The company’s goodwill consisted of the following at March 31, 2024, and December 31, 2023 (in thousands):

March 31,

December 31,

2024

2023

Steel Operations Segment

$

272,133

$

272,133

Metals Recycling Operations Segment

203,413

203,413

Steel Fabrication Operations Segment

1,925

1,925

$

477,471

$

477,471

v3.24.1.1.u2
Earnings Per Share (Tables)
3 Months Ended
Mar. 31, 2024
Earnings Per Share  
Reconciliation of Basic and Diluted Earnings Per Share

Three-Month Periods Ended March 31,

2024

2023

Weighted

Weighted

Average

Average

Net Income

Shares

Per Share

Net Income

Shares

Per Share

(Numerator)

(Denominator)

Amount

(Numerator)

(Denominator)

Amount

Basic earnings per share

$

584,041

158,666

$

3.68

$

637,310

171,597

$

3.71

Dilutive common share equivalents

-

688

-

882

Diluted earnings per share

$

584,041

159,354

$

3.67

$

637,310

172,479

$

3.70

v3.24.1.1.u2
Inventories (Tables)
3 Months Ended
Mar. 31, 2024
Inventories  
Schedule of Inventories Inventory consisted of the following (in thousands):

March 31,

December 31,

2024

2023

Raw materials

$

1,277,714

$

1,226,272

Supplies

730,243

711,653

Work in progress

330,222

296,932

Finished goods

688,964

659,775

Total inventories

$

3,027,143

$

2,894,632

v3.24.1.1.u2
Changes in Equity (Tables)
3 Months Ended
Mar. 31, 2024
Changes in Equity  
Schedule of Stockholders' Equity

The following tables provide a reconciliation of the beginning and ending carrying amounts of total equity, equity attributable to stockholders of Steel Dynamics, Inc., and equity and redeemable amounts attributable to noncontrolling interests for each of the three-month periods ended March 31, 2024 and 2023 (in thousands).

Stockholders of Steel Dynamics, Inc.

Accumulated

Additional

Other

Redeemable

Common

Treasury

Paid-In

Retained

Comprehensive

Noncontrolling

Total

Noncontrolling

Stock

Stock

Capital

Earnings

Income (Loss)

Interests

Equity

Interests

Balances at December 31, 2023

$

651

$

(5,897,606)

$

1,217,610

$

13,545,590

$

421

$

(198,351)

$

8,668,315

$

171,212

Dividends declared

-

-

-

(72,624)

-

-

(72,624)

-

Noncontrolling investors, net

-

-

-

-

-

(969)

(969)

-

Share repurchases

-

(298,059)

-

-

-

-

(298,059)

-

Equity-based compensation

-

13,391

(20,434)

(139)

-

-

(7,182)

-

Net income

-

-

-

584,041

-

3,459

587,500

-

Other comprehensive income, net of tax

-

-

-

-

(434)

-

(434)

-

Balances at March 31, 2024

$

651

$

(6,182,274)

$

1,197,176

$

14,056,868

$

(13)

$

(195,861)

$

8,876,547

$

171,212

Stockholders of Steel Dynamics, Inc.

Accumulated

Additional

Other

Redeemable

Common

Treasury

Paid-In

Retained

Comprehensive

Noncontrolling

Total

Noncontrolling

Stock

Stock

Capital

Earnings

Income (Loss)

Interests

Equity

Interests

Balances at December 31, 2022

$

650

$

(4,459,513)

$

1,212,566

$

11,375,765

$

889

$

(216,055)

$

7,914,302

$

181,503

Dividends declared

-

-

-

(72,316)

-

-

(72,316)

-

Noncontrolling investors, net

-

-

-

-

-

(7,387)

(7,387)

4,702

Share repurchases

-

(353,997)

-

-

-

-

(353,997)

-

Equity-based compensation

-

12,997

(18,487)

(138)

-

-

(5,628)

-

Net income

-

-

-

637,310

-

7,023

644,333

-

Other comprehensive income, net of tax

-

-

-

-

911

-

911

-

Balances at March 31, 2023

$

650

$

(4,800,513)

$

1,194,079

$

11,940,621

$

1,800

$

(216,419)

$

8,120,218

$

186,205

v3.24.1.1.u2
Fair Value Measurements (Tables)
3 Months Ended
Mar. 31, 2024
Fair Value Measurements  
Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis

The following table sets forth financial assets and liabilities measured at fair value on a recurring basis in the consolidated balance sheets and the respective levels to which the fair value measurements are classified within the fair value hierarchy as of March 31, 2024 and December 31, 2023 (in thousands):

Quoted Prices

Significant

in Active

Other

Significant

Markets for

Observable

Unobservable

Identical Assets

Inputs

Inputs

Total

(Level 1)

(Level 2)

(Level 3)

March 31, 2024

Short-term investments

$

653,255

$

-

$

653,255

$

-

Commodity futures – financial assets

3,576

-

3,576

-

Commodity futures – financial liabilities

5,989

-

5,989

-

December 31, 2023

Short-term investments

$

721,210

$

-

$

721,210

$

-

Commodity futures – financial assets

2,483

-

2,483

-

Commodity futures – financial liabilities

9,305

-

9,305

-

v3.24.1.1.u2
Segment Information (Tables)
3 Months Ended
Mar. 31, 2024
Segment Information  
Schedule of Operating Segment Results

The company’s segment results, with prior periods recast consistent with our current reportable segments presentation, including disaggregated revenue by segment to external, external non-United States, and other segment customers, are as follows (in thousands):

Metals

Steel

For the three-month period ended

Steel

Recycling

Fabrication

Aluminum

March 31, 2024

Operations

Operations

Operations

Operations

Other

Eliminations

Consolidated

Net sales - disaggregated revenue

External

$

3,133,610

$

390,923

$

446,096

$

-

$

307,859

$

-

$

4,278,488

External Non-U.S.

232,627

178,550

1,083

-

3,255

-

415,515

Other segments

148,291

524,568

4,584

-

-

(677,443)

-

3,514,528

1,094,041

451,763

-

311,114

(677,443)

4,694,003

Operating income (loss)

670,931

18,728

178,340

(13,531)

(97,872)

(1)

(5,621)

750,975

Income (loss) before income taxes

674,812

21,509

178,367

(13,811)

(89,073)

(6,023)

765,781

Depreciation and amortization

87,507

18,470

2,682

20

6,573

-

115,252

Capital expenditures

95,833

31,864

5,436

237,328

3,849

-

374,310

As of March 31, 2024

Assets

$

8,890,778

$

1,507,536

$

768,832

$

1,606,906

$

3,121,797

(2)

$

(869,099)

(3)

$

15,026,750

Footnotes related to the three-month period ended March 31, 2024, segment results (in millions):

(1)

Corporate selling, general, & administrative expenses

$

(25.3)

(2)

Cash and equivalents

$

911.1

Companywide equity-based compensation

(14.5)

Short-term and other investments

886.4

Company profit sharing component

(63.0)

Accounts receivable

31.6

Other, net

4.9

Inventories

59.3

$

(97.9)

Property, plant and equipment, net

136.2

Intra-company debt

789.7

Investments in unconsolidated affiliates

214.4

Other

93.1

$

3,121.8

(3)

Elimination of intra-company receivables

$

(58.3)

Elimination of intra-company debt

(789.7)

Other

(21.1)

$

(869.1)

Metals

Steel

For the three-month period ended

Steel

Recycling

Fabrication

Aluminum

March 31, 2023

Operations

Operations

Operations

Operations

Other

Eliminations

Consolidated

Net sales - disaggregated revenue

External

$

2,847,248

$

382,803

$

868,702

$

-

$

352,267

$

-

$

4,451,020

External Non-U.S.

241,242

200,665

66

-

213

-

442,186

Other segments

83,209

578,459

36

-

-

(661,704)

-

3,171,699

1,161,927

868,804

-

352,480

(661,704)

4,893,206

Operating income (loss)

341,908

39,688

551,272

(2,422)

(96,666)

(1)

1,580

835,360

Income (loss) before income taxes

343,089

45,549

551,412

(2,406)

(91,079)

1,224

847,789

Depreciation and amortization

84,532

14,365

2,331

-

6,466

-

107,694

Capital expenditures

120,628

19,697

4,496

74,820

6,678

-

226,319

Footnotes related to the three-month period ended March 31, 2023, segment results (in millions):

(1)

Corporate selling, general, & administrative expenses

$

(23.6)

Companywide equity-based compensation

(13.6)

Company profit sharing component

(68.9)

Other, net

9.4

$

(96.7)

v3.24.1.1.u2
Description of the Business and Significant Accounting Policies (Description of the Business) (Details)
$ in Thousands
3 Months Ended 12 Months Ended
Mar. 31, 2024
USD ($)
segment
item
Dec. 31, 2023
USD ($)
Segment Reporting Information    
Number of reportable segments | segment 4  
Redeemable noncontrolling interests $ 171,212 $ 171,212
United Steel Supply, LLC    
Segment Reporting Information    
Noncontrolling interest, ownership percentage 90.00% 90.00%
Redeemable noncontrolling interests $ 60,000 $ 60,000
Mesabi Nugget    
Segment Reporting Information    
Noncontrolling interest, ownership percentage 86.00% 86.00%
Redeemable noncontrolling interests $ 111,200 $ 111,200
Unity Aluminum, Inc | Aluminum Operations    
Segment Reporting Information    
Number Of Satellite Recycled Aluminum Slab Centers | item 2  
Noncontrolling interest, ownership percentage 94.40%  
v3.24.1.1.u2
Description of the Business and Significant Accounting Policies (Cash and Equivalents, and Restricted Cash and Equivalents) (Details) - USD ($)
$ in Millions
Mar. 31, 2024
Dec. 31, 2023
Mar. 31, 2023
Dec. 31, 2022
Description of the Business and Significant Accounting Policies        
Restricted Cash and Cash Equivalents $ 5.5 $ 5.6 $ 5.5 $ 5.5
Restricted Cash and Cash Equivalents, Asset, Statement of Financial Position [Extensible List] Other assets Other assets Other assets Other assets
v3.24.1.1.u2
Description of the Business and Significant Accounting Policies (Short-term Investments) (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Dec. 31, 2023
Description of the Business and Significant Accounting Policies      
Interest Income from invested cash and short-term investments $ 26,300 $ 26,000  
Short-term investments $ 653,255   $ 721,210
v3.24.1.1.u2
Description of the Business and Significant Accounting Policies (Goodwill) (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Goodwill    
Goodwill $ 477,471 $ 477,471
Steel Operations    
Goodwill    
Goodwill 272,133 272,133
Metals Recycling Operations    
Goodwill    
Goodwill 203,413 203,413
Steel Fabrication Operations    
Goodwill    
Goodwill $ 1,925 $ 1,925
v3.24.1.1.u2
Description of the Business and Significant Accounting Policies (Credit Losses) (Details)
$ in Millions
Mar. 31, 2024
USD ($)
Description of the Business and Significant Accounting Policies  
Accounts receivable, net $ 1,739.1
Allowance for credit losses $ 8.2
v3.24.1.1.u2
Description of the Business and Significant Accounting Policies (Derivative Financial Instruments)) (Details) - USD ($)
$ in Millions
Mar. 31, 2024
Dec. 31, 2023
Commodity contract | Futures    
Derivative Financial Instruments [Line Items]    
Derivative Asset $ 19.8 $ 24.0
v3.24.1.1.u2
Earnings Per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Earnings Per Share    
Antidilutive common share equivalents excluded from computation of earnings per share amount (in shares) 0 0
Net Income (Numerator)    
Basic earnings per share (in dollars) $ 584,041 $ 637,310
Diluted earnings per share (in dollars) $ 584,041 $ 637,310
Weighted Average Shares (Denominator)    
Basic earnings per share (in shares) 158,666,000 171,597,000
Dilutive common share equivalents (in shares) 688,000 882,000
Diluted earnings per share (in shares) 159,354,000 172,479,000
Per Share Amount    
Basic (in dollars per share) $ 3.68 $ 3.71
Diluted (in dollars per share) $ 3.67 $ 3.70
v3.24.1.1.u2
Inventories (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Inventories    
Raw materials $ 1,277,714 $ 1,226,272
Supplies 730,243 711,653
Work in progress 330,222 296,932
Finished goods 688,964 659,775
Total inventories $ 3,027,143 $ 2,894,632
v3.24.1.1.u2
Changes in Equity (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Balances $ 8,668,315 $ 7,914,302
Dividends declared (72,624) (72,316)
Noncontrolling investors, net (969) (7,387)
Share repurchases (298,059) (353,997)
Equity-based compensation (7,182) (5,628)
Net income 587,500 644,333
Other comprehensive income, net of tax (434) 911
Balances 8,876,547 8,120,218
Common Stock    
Balances 651 650
Balances 651 650
Treasury Stock    
Balances (5,897,606) (4,459,513)
Share repurchases (298,059) (353,997)
Equity-based compensation 13,391 12,997
Balances (6,182,274) (4,800,513)
Additional Paid-In Capital    
Balances 1,217,610 1,212,566
Equity-based compensation (20,434) (18,487)
Balances 1,197,176 1,194,079
Retained Earnings    
Balances 13,545,590 11,375,765
Dividends declared (72,624) (72,316)
Equity-based compensation (139) (138)
Net income 584,041 637,310
Balances 14,056,868 11,940,621
Accumulated Other Comprehensive Income (Loss)    
Balances 421 889
Other comprehensive income, net of tax (434) 911
Balances (13) 1,800
Noncontrolling Interests    
Balances (198,351) (216,055)
Noncontrolling investors, net (969) (7,387)
Net income 3,459 7,023
Balances (195,861) (216,419)
Redeemable Noncontrolling Interests    
Balances 171,212 181,503
Noncontrolling investors, net   4,702
Balances $ 171,212 $ 186,205
v3.24.1.1.u2
Fair Value Measurements (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Assets and liabilities subject to fair value measurements    
Carrying amount $ 3,100,000 $ 3,100,000
Level 2    
Assets and liabilities subject to fair value measurements    
Fair value of long-term debt, including current maturities 2,800,000 2,800,000
Recurring    
Assets and liabilities subject to fair value measurements    
Short-term investments 653,255 721,210
Recurring | Level 1    
Assets and liabilities subject to fair value measurements    
Short-term investments
Recurring | Level 2    
Assets and liabilities subject to fair value measurements    
Short-term investments 653,255 721,210
Recurring | Level 3    
Assets and liabilities subject to fair value measurements    
Short-term investments
Futures | Recurring | Commodity contract    
Assets and liabilities subject to fair value measurements    
Commodity futures - financial assets 3,576 2,483
Commodity futures - financial liabilities 5,989 9,305
Futures | Recurring | Level 1 | Commodity contract    
Assets and liabilities subject to fair value measurements    
Commodity futures - financial assets
Commodity futures - financial liabilities
Futures | Recurring | Level 2 | Commodity contract    
Assets and liabilities subject to fair value measurements    
Commodity futures - financial assets 3,576 2,483
Commodity futures - financial liabilities 5,989 9,305
Futures | Recurring | Level 3 | Commodity contract    
Assets and liabilities subject to fair value measurements    
Commodity futures - financial assets
Commodity futures - financial liabilities
v3.24.1.1.u2
Segment Information - Results (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Dec. 31, 2023
Segment Reporting Information      
Total net sales $ 4,694,003 $ 4,893,206  
Operating income (loss) 750,975 835,360  
Income (loss) before income taxes 765,781 847,789  
Depreciation and amortization 115,252 107,694  
Capital expenditures 374,310 226,319  
Assets 15,026,750   $ 14,908,420
U.S.      
Segment Reporting Information      
Total net sales 4,278,488 4,451,020  
Non-U.S.      
Segment Reporting Information      
Total net sales 415,515 442,186  
Operating Segment | Steel Operations      
Segment Reporting Information      
Total net sales 3,514,528 3,171,699  
Operating income (loss) 670,931 341,908  
Income (loss) before income taxes 674,812 343,089  
Depreciation and amortization 87,507 84,532  
Capital expenditures 95,833 120,628  
Assets 8,890,778    
Operating Segment | Steel Operations | Other segments      
Segment Reporting Information      
Total net sales 148,291 83,209  
Operating Segment | Steel Operations | U.S.      
Segment Reporting Information      
Total net sales 3,133,610 2,847,248  
Operating Segment | Steel Operations | Non-U.S.      
Segment Reporting Information      
Total net sales 232,627 241,242  
Operating Segment | Metals Recycling Operations      
Segment Reporting Information      
Total net sales 1,094,041 1,161,927  
Operating income (loss) 18,728 39,688  
Income (loss) before income taxes 21,509 45,549  
Depreciation and amortization 18,470 14,365  
Capital expenditures 31,864 19,697  
Assets 1,507,536    
Operating Segment | Metals Recycling Operations | Other segments      
Segment Reporting Information      
Total net sales 524,568 578,459  
Operating Segment | Metals Recycling Operations | U.S.      
Segment Reporting Information      
Total net sales 390,923 382,803  
Operating Segment | Metals Recycling Operations | Non-U.S.      
Segment Reporting Information      
Total net sales 178,550 200,665  
Operating Segment | Steel Fabrication Operations      
Segment Reporting Information      
Total net sales 451,763 868,804  
Operating income (loss) 178,340 551,272  
Income (loss) before income taxes 178,367 551,412  
Depreciation and amortization 2,682 2,331  
Capital expenditures 5,436 4,496  
Assets 768,832    
Operating Segment | Steel Fabrication Operations | Other segments      
Segment Reporting Information      
Total net sales 4,584 36  
Operating Segment | Steel Fabrication Operations | U.S.      
Segment Reporting Information      
Total net sales 446,096 868,702  
Operating Segment | Steel Fabrication Operations | Non-U.S.      
Segment Reporting Information      
Total net sales 1,083 66  
Operating Segment | Aluminum Operations      
Segment Reporting Information      
Operating income (loss) (13,531) (2,422)  
Income (loss) before income taxes (13,811) (2,406)  
Depreciation and amortization 20    
Capital expenditures 237,328 74,820  
Assets 1,606,906    
Operating Segment | Other      
Segment Reporting Information      
Total net sales 311,114 352,480  
Operating income (loss) (97,872) (96,666)  
Income (loss) before income taxes (89,073) (91,079)  
Depreciation and amortization 6,573 6,466  
Capital expenditures 3,849 6,678  
Assets 3,121,797    
Operating Segment | Other | U.S.      
Segment Reporting Information      
Total net sales 307,859 352,267  
Operating Segment | Other | Non-U.S.      
Segment Reporting Information      
Total net sales 3,255 213  
Eliminations      
Segment Reporting Information      
Total net sales (677,443) (661,704)  
Operating income (loss) (5,621) 1,580  
Income (loss) before income taxes (6,023) 1,224  
Assets (869,099)    
Eliminations | Other segments      
Segment Reporting Information      
Total net sales $ (677,443) $ (661,704)  
v3.24.1.1.u2
Segment Information - Results Footnote (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Dec. 31, 2023
Operating income (loss)      
Corporate Selling, General, & Administrative $ (159,507) $ (144,309)  
Company profit sharing component (62,652) (69,575)  
Operating income (loss) 750,975 835,360  
Assets      
Cash and equivalents 1,039,421   $ 1,400,887
Short-term and other investments 653,255   721,210
Inventories 3,027,143   2,894,632
Property, plant and equipment, net 7,063,990   6,734,218
Other 637,758   651,146
Total assets 15,026,750   $ 14,908,420
Operating Segment | Other      
Operating income (loss)      
Corporate Selling, General, & Administrative (25,300) (23,600)  
Companywide equity-based compensation (14,500) (13,600)  
Company profit sharing component (63,000) (68,900)  
Other, net 4,900 9,400  
Operating income (loss) (97,872) (96,666)  
Assets      
Cash and equivalents 911,100    
Short-term and other investments 886,400    
Accounts receivable 31,600    
Inventories 59,300    
Property, plant and equipment, net 136,200    
Intra-company debt 789,700    
Investments in unconsolidated affiliates 214,400    
Other 93,100    
Total assets 3,121,797    
Eliminations      
Operating income (loss)      
Operating income (loss) (5,621) $ 1,580  
Assets      
Accounts receivable (58,300)    
Intra-company debt (789,700)    
Other (21,100)    
Total assets $ (869,099)    
v3.24.1.1.u2
Pay vs Performance Disclosure - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Pay vs Performance Disclosure    
Net Income (Loss) $ 584,041 $ 637,310
v3.24.1.1.u2
Insider Trading Arrangements
3 Months Ended
Mar. 31, 2024
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Modified false
Rule 10b5-1 Arrangement Modified false

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