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What changed in Steel Dynamics's 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of Steel Dynamics's 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+264 added−276 removedSource: 10-K (2025-02-28) vs 10-K (2024-02-29)

Top changes in Steel Dynamics's 2024 10-K

264 paragraphs added · 276 removed · 233 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

116 edited+10 added−20 removed59 unchanged
Biggest changeThese awards can be well over 100% of base wages, based on strong performance and on the teams doing things that are within their control. ​ ● Companywide performance awards unite everyone through our profit-sharing program, which is based on consolidated pretax profitability, and our 401(k) match, which is based on consolidated return on assets. ​ ● Alignment with our shareholders and the pursuit of long-term value creation is fostered through the issuance of restricted stock units.
Biggest changeBy rewarding our teams based on their performance as an individual, as a team, as a company, and based on shareholder interests, we believe we have the ultimate alignment with our external constituents. 9 Table of Contents This is achieved through the following methods: ​ ● Individual performance awards consist of an individual’s base compensation, which is determined by their individual superior performance, responsibilities, and skill level. ​ ● Team performance awards, such as quality production, return on assets, and conversion bonuses, are based on departmental results, focusing on productivity, cost control, and efficient use of assets. ​ ● Companywide performance awards unite everyone through our profit-sharing program, which is based on consolidated pretax profitability, and our 401(k) match, which is based on consolidated return on assets. ​ ● Alignment with our shareholders and the pursuit of long-term value creation is fostered through the issuance of restricted stock units.
Schneider is responsible for the company’s steel platform, steel fabrication platform, and metals recycling platform. Before that, Mr.
Mr. Schneider is responsible for the company’s steel platform, steel fabrication platform, and metals recycling platform. Before that, Mr.
Most of our ferrous scrap customers purchase processed scrap through negotiated spot sales contracts which establish a quantity purchase for the month. The price we charge for ferrous scrap depends upon market demand, composition, quality, size, weight, and transportation costs, as well as the quality and grade of the scrap.
Most of our ferrous scrap customers purchase processed scrap through negotiated spot sales contracts which establish a quantity purchase for the month. The price we charge for ferrous scrap depends upon market demand, composition, size, weight, and transportation costs, as well as the quality and grade of the scrap.
Finally, our operations could in certain situations be subject to toxic tort suits brought by third parties alleging causes of action such as nuisance, negligence, trespass, infliction of emotional distress, or other claims alleging personal injury, property damage, or other harms. Available Information Our internet website address is www.steeldynamics.com .
Finally, our operations could in certain situations be subject to toxic tort claims brought by third parties alleging causes of action such as nuisance, negligence, trespass, infliction of emotional distress, or other claims alleging personal injury, property damage, or other harms. Available Information Our internet website address is www.steeldynamics.com .
While we cannot predict the future actions of the regulators or other interested parties, the potential exists for required corrective action, the costs of which could be substantial. ​ Under the Comprehensive Environmental Response Compensation and Liability Act, known as CERCLA or Superfund, the United States EPA, state agencies and, in some instances, private parties have the authority to impose joint and several liability for the remediation of contaminated properties upon generators of hazardous substances, current and former site owners and operators, transporters and other potentially responsible parties, regardless of fault or the legality of the original disposal activity.
While we cannot predict the future actions of the regulators or other interested parties, the potential exists for required corrective action, the costs of which could be substantial. ​ Under the Comprehensive Environmental Response Compensation and Liability Act, known as CERCLA or Superfund, the United States EPA, state agencies and, in some instances, private parties have the authority to assert joint and several liability for the remediation of contaminated properties upon generators of hazardous substances, current and former site owners and operators, transporters, and other potentially responsible parties, regardless of fault or the legality of the original disposal activity.
Many states have statutes and regulatory authorities similar to CERCLA that can also apply. We have a number of material handling agreements with various contractors to properly dispose of or recycle our EAF dust and certain other by-products of our operations.
Many states have statutes and regulatory authorities similar to CERCLA that can also apply. We have a number of material handling agreements with various contractors to properly dispose of or recycle our EAF dust and other by-products of our operations.
Schneider served as our Senior Vice President, Flat Roll Steel Group, between March 2016 and February 2023, responsible for the company’s entire flat roll steel operations, including the company’s three flat roll steel mills and numerous flat roll processing, coating, and distribution operations. Before that, Mr.
Schneider served as our Senior Vice President, Flat Roll Steel Group, between March 2016 and February 2023, responsible for the company’s entire flat roll steel operations, including the company’s three flat roll steel mills and numerous flat rolled processing, coating, and distribution operations. Before that, Mr.
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. We refer to our founding principles as our six core strategic pillars.
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. We refer to our founding principles as our six core strategic pillars.
Each of our steel mills can and do roll many different types and sizes of products; therefore, our capacity estimates assume a typical product mix. 12 Table of Contents The following chart summarizes our steel operations primary products and the estimated percentage of tons sold by end market: 13 Table of Contents SHEET STEEL PRODUCTS Our sheet steel products, consisting of hot rolled, cold rolled and coated steel products are currently produced by our Butler, Columbus, and Sinton Flat Roll Divisions, and our numerous downstream coating lines, including The Techs, Heartland Flat Roll Division, and USS (Steel Processing divisions).
Each of our steel mills can and do roll many different types and sizes of products; therefore, our capacity estimates assume a typical product mix. ​ 11 Table of Contents The following chart summarizes our steel operations primary products and the estimated percentage of tons sold by end market: 12 Table of Contents SHEET STEEL PRODUCTS Our sheet steel products, consisting of hot rolled, cold rolled and coated steel products are currently produced by our Butler, Columbus, and Sinton Flat Roll Divisions, and our numerous downstream coating lines, including The Techs, Heartland Flat Roll Division, and USS (Steel Processing divisions).
Generally, as domestic steel demand increases, so does scrap demand and resulting scrap prices. The reverse is also normally, but not always, true with scrap prices following steel prices downward when supply exceeds demand.
Generally, as domestic steel production increases, so does scrap demand and resulting scrap prices. The reverse is also normally, but not always, true with scrap prices following steel prices downward when supply exceeds demand.
Most of these research and development efforts have been conducted in-house by our team members. 20 Table of Contents Environmental Matters Our operations are subject to substantial and evolving environmental, health and safety laws and regulations concerning, among other things, emissions to the air, discharges to surface and ground water and to sewer systems, and the generation, handling, storage, transportation, treatment and disposal of solid and hazardous wastes and secondary materials.
Most of these research and development efforts have been conducted in-house by our team members. 19 Table of Contents Environmental Matters Our operations are subject to substantial and evolving environmental, health and safety laws and regulations concerning, among other things, emissions to the air, discharges to surface and ground water and to sewer systems, and the generation, handling, storage, transportation, treatment and disposal of solid and hazardous wastes and secondary materials.
Lost Time Injury Rate is defined as OSHA days away from work cases x 200,000 / hours worked. 2 Source: 2022 U.S. DOL Bureau of Labor Statistics released in 2023 ​ Compensation Structure We believe in empowering our teams and rewarding them for their achievements through a four-tiered, performance-based compensation framework.
Lost Time Injury Rate is defined as OSHA days away from work cases x 200,000 / hours worked. 2 Source: 2023 U.S. DOL Bureau of Labor Statistics released in 2024 ​ Compensation Structure We believe in empowering our teams and rewarding them for their achievements through a four-tiered, performance-based compensation framework.
Our state-of-the art heat treating system allows us to produce high quality premium rail, which has been certified by all Class I railroads. In addition, our rail-welding facility has the ability to weld (Continuous Welded Rail) in lengths up to 1,600 feet, which offers substantial savings to the railroads both in terms of initial capital cost and through reduced maintenance.
Our state-of-the art heat treating system allows us to produce high quality premium rail, which has been certified by all Class I railroads. In addition, our rail-welding facility has the ability to weld (Continuous Welded Rail) in lengths up to 1,650 feet, which offers substantial savings to the railroads both in terms of initial capital cost and through reduced maintenance.
Scrap metal processors also face competition from substitutes for prepared ferrous scrap, such as pig iron, pelletized iron, hot briquetted iron (HBI), direct reduced iron (DRI), and other forms of processed iron. The industry is highly fragmented with many smaller, regional, national and global companies, which have multiple locations in areas in which our metals recycling operations also operate.
Scrap metal processors also face competition from substitutes for prepared ferrous scrap, such as pig iron, pelletized iron, hot briquetted iron (HBI), direct reduced iron (DRI), and other forms of processed iron. The industry is highly fragmented with many small, regional, national, and global companies, which have multiple locations in areas in which our metals recycling operations operate.
We also have approximately 4.6 million tons of long product steel capacity at our long products divisions. Capacities represent manufacturing capabilities based on steel mill configuration and related team member support. These capacities do not represent expected volumes in a given year. In addition, estimates of steel mill capacity are highly dependent on the specific product mix manufactured.
We also have approximately 4.6 million tons of long product steel capacity at our long products divisions. Capacities represent maximum estimated manufacturing capabilities based on steel mill configuration and related team member support. These capacities do not represent expected volumes in a given year. In addition, estimates of steel mill capacity are highly dependent on the specific product mix manufactured.
BUSINESS ​ ​ ​ Steel Dynamics, Inc. is 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 as of December 31, 2023, with one of the most diversified product and end market portfolios in the domestic steel industry, combined with meaningful downstream steel fabrication operations.
BUSINESS ​ ​ ​ Steel Dynamics, Inc. is 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 as of December 31, 2024, with one of the most diversified product and end market portfolios in the domestic steel industry, combined with meaningful downstream steel fabrication operations.
Growing with our customers in this way has proven to be invaluable in creating long-lasting relationships and product development. ​ The majority of our steelmaking operations are in locations near sustainable sources of scrap metals and near our customer base, allowing us to realize freight savings for inbound scrap as well as for outbound steel products destined for our customers.
Growing with our customers in this manner has proven to be invaluable in creating long-lasting relationships and product development. ​ The majority of our steelmaking operations are in locations near sustainable sources of scrap metals and near our customer base, allowing us to realize freight savings for inbound scrap as well as for outbound steel products destined for our customers.
Our national footprint allows us to service the entire domestic non-residential construction market, as well as national accounts such as large retail chains, including their distribution warehouse facilities, and certain specialty deck customers. ​ 19 Table of Contents ​ ​ ​ Other Information ​ Sources, Availability, and Cost of Steel and Other Operations’ Raw Materials Scrap Metals.
Our national footprint allows us to service the entire domestic non-residential construction market, as well as national accounts such as large retail chains, including their distribution warehouse facilities, and certain specialty deck customers. ​ 18 Table of Contents ​ ​ ​ Other Information ​ Sources, Availability, and Cost of Steel and Other Operations’ Raw Materials Scrap Metals.
Our leadership objectives are closely aligned with our stakeholders through meaningful stock ownership positions and performance-based incentive compensation programs that are correlated to the company’s profitability and operational performance in relationship to our steel manufacturing peers. We emphasize decentralized operational decision making and responsibility, while continuing to maintain appropriate corporate governance and risk oversight.
Our leadership objectives are closely aligned with our shareholders through meaningful stock ownership positions and performance-based incentive compensation programs that are correlated to the company’s profitability and operational performance in relationship to our steel manufacturing peers. We emphasize decentralized operational decision making and responsibility, while continuing to maintain appropriate corporate governance and risk oversight.
We have a national operating footprint that allows us to serve the entire domestic non-residential construction market including large retail chains and e-commerce distribution channels. Steel fabrication operations accounted for 15%, 19%, and 10% of our consolidated net sales during 2023, 2022 and 2021, respectively.
We have a national operating footprint that allows us to serve the entire domestic non-residential construction market including large retail chains and e-commerce distribution channels. Steel fabrication operations accounted for 10%, 15%, and 19% of our consolidated net sales during 2024, 2023, and 2022, respectively.
No single scrap metals recycler has a significant market share in the domestic market. ​ 18 Table of Contents Steel Fabrication Operations Segment ​ Our steel fabrication operations include seven New Millennium Building Systems plants that primarily serve the non-residential construction industry throughout the United States.
No single scrap metals recycler has a significant market share in the domestic market. ​ 17 Table of Contents Steel Fabrication Operations Segment ​ Our steel fabrication operations include seven New Millennium Building Systems plants that primarily serve the non-residential construction industry throughout the United States.
We reward teamwork, innovation, and operating efficiency, and focus on maintaining the effectiveness of our performance-driven incentive bonus plans that are designed to maximize overall productivity and align the interests of our leadership and teams with our stakeholders. ​ ​ ​ ​ ​ Name ​ Age ​ Position Mark D.
We reward teamwork, innovation, and operating efficiency, and focus on maintaining the effectiveness of our performance-driven incentive bonus plans that are designed to maximize overall productivity and align the interests of our leadership and teams with our shareholders. ​ ​ ​ ​ ​ Name ​ Age ​ Position Mark D.
Our metals recycling platform is the largest supplier of recycled ferrous scrap to our steel operations and is expected to be the largest supplier of recycled nonferrous scrap to our aluminum operations. This allows us to reduce companywide working capital, as lower scrap volume is required at our steel mills.
Our metals recycling platform is the largest supplier of recycled ferrous scrap to our steel operations and is expected to be the largest supplier of recycled aluminum scrap to our aluminum operations. This allows us to reduce companywide working capital, as lower scrap inventory volume is required at our steel mills.
She is responsible for and oversees accounting and taxation, treasury, risk management, legal, information technology and cybersecurity, human resources, decarbonization strategy, and strategic business development functions, as well as, financial planning and analysis, investor relations, and corporate communications. Ms. Wagler also has various operational responsibilities directly overseeing two operating joint ventures. Prior to joining Steel Dynamics, Ms.
She is responsible for and oversees accounting and taxation, treasury, risk management, legal, information technology and cybersecurity, human resources, decarbonization strategy, and strategic business development functions, as well as, financial planning and analysis, investor relations, and corporate communications. Ms. Wagler also has various operational responsibilities directly overseeing several joint ventures. Prior to joining Steel Dynamics, Ms.
Refer to Notes 1 and 13 in the notes to consolidated financial statements in Part II, Item 8 of this Form 10-K for additional segment information. ​ 11 Table of Contents Steel Operations Segment ​ Steel operations consist of our EAF steel mills, producing steel from ferrous scrap and scrap substitutes, utilizing continuous casting, automated rolling mills and numerous steel coating, processing lines and warehouse operations.
Refer to Notes 1 and 12 in the notes to consolidated financial statements in Part II, Item 8 of this Form 10-K for additional segment information. ​ 10 Table of Contents Steel Operations Segment ​ Steel operations consist of our EAF steel mills, producing steel from ferrous scrap and scrap substitutes, utilizing continuous casting and automated rolling mills, and numerous steel coating, processing lines and warehouse operations.
Pushis was responsible for the successful design and construction of the Company’s new Southwest-Sinton Flat Roll Division developed to serve the Southwestern United States and Mexico. He has extensive experience in this capacity and has been instrumental in numerous construction projects for Steel Dynamics since its founding. Prior to that, Mr.
Pushis was responsible for the successful design and construction of the Company’s new Southwest-Sinton Flat Roll Division, developed to serve the Southwestern United States and Mexico. He has extensive experience in this capacity and has 7 Table of Contents been instrumental in numerous construction projects for Steel Dynamics since its founding. Prior to that, Mr.
During weaker steel demand environments, we can source more of their steel needs internally, and during strong steel demand environments, we have the option to also purchase their steel needs externally. Ultimately, we optimize our companywide profitability and minimize earnings volatility.
During weaker steel demand environments, we can source their steel needs internally, and during strong steel demand environments, we have the option to also purchase their steel needs externally. Ultimately, we optimize our companywide profitability and minimize earnings volatility.
The contents of our or any other website are not incorporated into this report. These reports are also available publicly on the Securities and Exchange Commission website, www.sec.gov. ​ 22 Table of Contents
The contents of our or any other website are not incorporated into this report. These reports are also available publicly on the Securities and Exchange Commission website, www.sec.gov. ​ 21 Table of Contents
Pursuant to the Resource Conservation and Recovery Act (RCRA), which governs the treatment, handling and disposal of solid and hazardous wastes, the United States Environmental Protection Agency (United States EPA) and authorized state or local environmental agencies may conduct inspections to identify alleged violations or areas where there may have been releases of solid or hazardous constituents into the environment and require the facilities to pay penalties and/or take corrective action to address any such releases.
Pursuant to the Resource Conservation and Recovery Act (RCRA), which governs the handling, recycling and disposal of solid and hazardous wastes and hazardous secondary materials, the United States Environmental Protection Agency (United States EPA) and authorized state or local environmental agencies may conduct inspections to identify alleged violations or areas where there may have been releases of solid or hazardous constituents into the environment and require the facilities to pay penalties and/or take corrective action to address any such releases.
Schneider earned a bachelor's degree in mechanical engineering and a master of science in engineering management from Rose-Hulman Institute of Technology. He also received an Executive Certificate in Technology, Operations, and Value Chain Management from the MIT Sloan School of Management. In addition, Mr. Schneider serves as president for the Association of Iron & Steel Technology.
Schneider earned a bachelor's degree in mechanical engineering and a master of science in engineering management from Rose-Hulman Institute of Technology. He also received an executive certificate in Technology, Operations, and Value Chain Management from the MIT Sloan School of Management. In addition, Mr. Schneider served as a Past President for the Association for Iron & Steel Technology.
We have an additional 2.0 million tons of flat roll steel processing capacity through The Techs and our Heartland Flat Roll Division, as well as distribution of metallic coated and pre-painted products through United Steel Supply (USS). We have annual flat roll galvanizing capability of 4.8 million tons and painting capability of 1.5 million tons.
We have an additional 2.0 million tons of flat roll steel processing capacity through The Techs and our Heartland Flat Roll Division, as well as distribution of metallic coated and pre-painted products through United Steel Supply (USS). We have annual flat roll galvanizing capability of 5.5 million tons and painting capability of 2.0 million tons.
As we continue to grow, building talent, retaining team members with relevant industry and technical experience, and creating opportunities within our teams is one of our most important tasks and is critical to our long-term success. Workplace Philosophy Our people are the foundation of our success and are our most important resource.
As we continue to grow, building talent, retaining team members with relevant industry and technical experience, and creating opportunities within our teams are some of our most important tasks and are critical to our long-term success. Workplace Philosophy Our people are the foundation of our success and are our most important resource.
Our metals recycling operations primarily involve the purchase, processing, and resale of ferrous and nonferrous scrap metals into reusable forms and grades. We process an array of ferrous products through a variety of 17 Table of Contents methods, including sorting, shredding, shearing, cutting, bailing, and breaking.
Our metals recycling operations primarily involve the purchase, processing, and resale of ferrous and nonferrous scrap metals into reusable forms and grades. We process an array of ferrous products through a variety of methods, including sorting, shredding, shearing, cutting, bailing, and breaking.
Our major ferrous products include heavy melting steel, busheling, bundled scrap, shredded scrap and other scrap metal products, such as steel turnings and cast iron. These products vary in properties or attributes related to cleanness, size of individual pieces, and residual alloys.
Our major ferrous products include heavy 16 Table of Contents melting steel, busheling, bundled scrap, shredded scrap, and other scrap metal products, such as steel turnings and cast iron. These products vary in properties or attributes related to cleanness, size of individual pieces, and residual alloys.
In addition, our value-added steel product offerings help to balance our exposure to commodity grade products supplied by other steel manufacturers. We will continue to seek additional opportunities, such as entering into the recycled aluminum flat rolled products market, and to collaborate with our customers to anticipate their future needs by further expanding our range of products and offerings.
In addition, our value-added product offerings help to balance our exposure to commodity grade products supplied by other manufacturers. We will continue to seek additional opportunities, such as entering the recycled aluminum flat rolled products market, and collaborating with our customers to anticipate their future needs by further expanding our range of products and offerings.
Electricity is a significant input required in our EAF steel operations, representing approximately 4% of steel production costs of goods sold in 2023, 2022 and 2021.
Electricity is a significant input required in our EAF steel operations, representing approximately 4% of steel production costs of goods sold in 2024, 2023, and 2022.
Pushis is responsible for the successful design and construction of the company’s new 650,000 metric ton state-of-the-art lower-carbon, recycled aluminum flat rolled products mill in Columbus, Mississippi with two satellite recycled aluminum slab centers in the Southwestern United States and Northcentral Mexico. From 2019 until 2022, Mr.
Pushis is responsible for the successful design and construction of the company’s new 650,000-metric ton state-of-the-art lower-carbon, recycled aluminum flat rolled products mill in Columbus, Mississippi with two satellite recycled aluminum slab centers in the Southwestern United States and San Luis Potosi, Mexico. From 2019 until 2022, Mr.
Our current and planned operations in Mexico are similarly subject to environmental requirements applicable to those operations. In some instances, we may also be subject to other foreign governments’ regulations and international treaties and laws. Many of these laws allow both the governments and citizens in certain situations to bring suits against regulated facilities for alleged environmental violations.
Our operations in Mexico are similarly subject to environmental requirements applicable to those operations. In some instances, we may also be subject to other foreign governments’ regulations and international treaties and laws. Many of these laws allow both the governments and citizens in certain situations to bring claims against regulated facilities for alleged environmental violations.
Our internal manufacturing businesses are a significant competitive advantage supporting higher and more stable through-cycle earnings and cash flow generation. Our steel fabrication operations and downstream processing locations 4 Table of Contents use a significant amount of steel in their operations.
Our internal manufacturing businesses are a significant competitive advantage supporting higher and more stable through-cycle earnings and cash flow generation. Our steel fabrication operations and downstream processing locations use a significant amount of steel in their operations.
The primary competitive influences on products we sell are price, quality and value-added services. ​ 16 Table of Contents Metals Recycling Operations Segment ​ Metals Recycling operations include both ferrous and nonferrous scrap metal processing, transportation, marketing, brokerage and scrap management services, strategically located primarily in close proximity to our steel mills and other end-user scrap consumers, throughout the United States, and Central and Northern Mexico.
The primary competitive influences on products we sell are price, quality, and value-added services. ​ 15 Table of Contents Metals Recycling Operations Segment ​ Metals Recycling operations include both ferrous and nonferrous scrap metal processing, transportation, marketing, brokerage, and scrap management services, strategically located in close proximity to our steel mills and other end-user scrap consumers, throughout the United States and Mexico.
Millett has been our Board Chair since May 2021 and has been our Chief Executive Officer since January 2012. Prior to that, he has held various positions within the Company, including President and Chief Operating Officer, Executive Vice President of Metals Recycling and Ferrous Resources, and Executive Vice President of Flat Roll Operations. Mr.
Millett co-founded the Company in 1993. Mr. Millett has been our Board Chair since May 2021 and has been our Chief Executive Officer since January 2012. Prior to that, he has held various positions within the Company, including President and Chief Operating Officer, Executive Vice President of Metals Recycling and Ferrous Resources, and Executive Vice President of Flat Roll Operations.
Our steel operations sell directly to end-users, steel fabricators, and service centers. These products are used in numerous industry sectors, including the construction, automotive, manufacturing, transportation, heavy and agriculture equipment, energy, and pipe and tube (including OCTG) markets. Our steel operations accounted for 67%, 65% and 72% of our consolidated net sales during 2023, 2022 and 2021, respectively.
Our steel operations sell directly to end-users, steel processors, steel fabricators, and service centers. These products are used in numerous industry sectors, including the construction, automotive, manufacturing, transportation, heavy and agriculture equipment, energy, and pipe and tube (including OCTG) markets. Our steel operations accounted for 69%, 67%, and 65% of our consolidated net sales during 2024, 2023, and 2022, respectively.
Enforcement for alleged violations can be brought by the United States EPA, state and local agencies, and in certain instances private parties, and can result in penalties and injunctive relief. 21 Table of Contents In addition, there are a number of other environmental, health and safety laws and regulations that apply to our facilities and may affect our operations.
Claims for alleged violations can be brought by the United States EPA, state agencies, and in certain instances local governments and private parties, and can result in penalties and injunctive relief. 20 Table of Contents In addition, there are a number of other environmental, health and safety laws and regulations that apply to our facilities and may affect our operations.
Schneider served in various operational and leadership roles within the company’s steel operations, including our Engineered Bar Products Division and Butler Flat Roll Division. He was also part of the team that constructed the company’s first steel mill in Butler, Indiana, in 1994. Mr.
Schneider served in various 6 Table of Contents operational and leadership roles within the company’s steel operations, including our Engineered Bar Products Division and Butler Flat Roll Division. He was also a part of the team that constructed the company’s first steel mill in Butler, Indiana in 1994. Mr.
RCRA also allows citizens in certain situations to bring suits against regulated facilities for potential damages and cleanup. Many states have statutes and regulatory authorities similar to RCRA that can also apply. Many of our facilities generate wastes subject to these requirements.
RCRA also allows citizens in certain situations to bring claims against regulated facilities for potential damages and cleanup. Many states have statutes and regulatory authorities similar to RCRA that can also apply. Many of our facilities generate wastes and secondary materials subject to these requirements.
Structural and Rail Division produces a variety of parallel flange beams and channel sections, as well as flat bars and large unequal leg angles, and reinforcing steel bar including custom cut-to-length, smooth bar, and coiled. We also produce standard strength carbon, intermediate alloy hardness, and premium grade rails in 40 to 320 feet length for the railroad industry.
(Vulcan), a downstream finishing operation. Structural and Rail Division produces a variety of parallel flange beams and channel sections, as well as large unequal leg angles, and reinforcing steel bar including custom cut-to-length, smooth bar, and coiled. We also produce standard strength carbon, intermediate alloy hardness, and premium grade rails in 40 to 320 feet length for the railroad industry.
During 2023, 2022, and 2021 we consumed 13.0 million, 12.0 million, and 11.0 million tons, respectively, of metallic materials in our steelmaking furnaces, of which, iron units other than scrap, represented approximately 15% of the tons in 2023, and 13% of the tons in 2022 and 2021. Energy Resources Electricity.
During 2024 and 2023 we consumed 13.0 million tons and during 2022 we consumed 12.0 million tons of metallic materials in our steelmaking furnaces, of which iron units other than scrap represented approximately 15% of the tons in 2024 and 2023, and 13% of the tons in 2022. Energy Resources Electricity.
The Steel Dynamics team consisted of approximately 12,600 full-time team members at December 31, 2023. ​ Health and Safety Valuing people includes providing a healthy and safe work environment, and creating a culture of safety that extends beyond the workplace, into our homes and communities. Safety is, and always will be, our primary focus and core value.
The Steel Dynamics team consisted of approximately 13,000 full-time team members at December 31, 2024. ​ Health and Safety Valuing people includes providing a healthy and safe work environment, and creating a culture of safety that extends beyond the workplace, into our homes and communities. Safety is, and always will be, our primary focus and core value.
Our steel mills generate a fraction of the greenhouse gas emissions (GHG) per ton of steel produced as compared to traditional blast furnace steel production and the average global steel industry. Our value-added product diversification, vertically connected businesses, and performance-based incentive compensation programs support our efficient, environmentally responsible, and competitively advantaged footprint.
Our steel mills generate a fraction of the greenhouse gas (GHG) emissions per ton of steel produced as compared to traditional blast furnace steel production and the average global steel industry. Our value-added product diversification, circular manufacturing model, and performance-based incentive compensation programs support our efficient, environmentally responsible, and competitively advantaged footprint.
During his time with Steel Dynamics, he has held positions of increasing responsibility, including the operating position of General Manager of the company’s Florida steel fabrication plant. Since 2008, he has been responsible for the company’s treasury, risk, and legal applications. Mr.
During his time with Steel Dynamics, he has held positions of increasing responsibility, including the operating position of General Manager of the company’s Florida steel fabrication plant. Since 2008, he has served as Vice President and Treasurer and has been responsible for the company’s treasury, risk, and legal applications. Mr.
We sold 663,000, 856,000, and 789,000 tons of joist and deck products during 2023, 2022, and 2021, respectively. Products. Our steel fabrication operations produce steel non-residential building components, including steel joists, trusses, girders, and steel deck. Our joist products include bowstring, arched, scissor, double-pitched and single-pitched joists.
We sold 607,000, 663,000, and 856,000 tons of joist and deck products during 2024, 2023, and 2022, respectively. Products. Our steel fabrication operations produce steel non-residential building components, including steel joists, girders, and steel deck. Our joist products include bowstring, arched, scissor, double-pitched, and single-pitched joists.
Roanoke Bar Division produces merchant products, including channels, angles, flats, merchant rounds, and reinforcing steel bars. Excess steel billet production is sold to mills without sufficient melting capacities, including our Steel of West Virginia facility.
Roanoke Bar Division produces merchant products, including channels, angles, flats, merchant rounds, and reinforcing steel bars. Excess steel billet production is sold to mills without sufficient melting capacities, including our Steel of West Virginia facility. Our steel fabrication operations also purchase angles from our Roanoke Bar Division.
Wagler serves as a director, chair of the audit committee, and a member of the environmental sustainability and community committee of CF Industries Holdings, Inc., a public company, and also serves as a trustee for Trine University and director for the Metals Service Center Institute. Barry T. Schneider was appointed our President and Chief Operating Officer in March 2023. Mr.
Wagler serves as a Director, Chair of the Audit Committee, and a member of the environmental sustainability and community committee of CF Industries Holdings, Inc., a public company, and also serves as a trustee for Trine University and a Director for the Metals Service Center Institute. Barry T. Schneider has been our President and Chief Operating Officer since March 2023.
Poinsatte was appointed to Senior Vice President in October 2023 and as Treasurer is responsible for the areas of treasury, legal, business development, and risk. Mr. Poinsatte joined Steel Dynamics in 2000, as the Chief Financial Officer of one of the company’s joint venture businesses, which is now part of the steel fabrication platform.
Poinsatte has been our Senior Vice President and Treasurer since October 2023. Mr. Poinsatte is responsible for the areas of treasury, legal, business development, and risk. Mr. Poinsatte joined Steel Dynamics in 2000, as the Chief Financial Officer of one of the company’s joint venture businesses, which is now part of the steel fabrication platform.
We are predominantly a domestic steel company with growing sales in Mexico. Exported sales represented 8%, 5%, and 4% of our steel segment net sales during 2023, 2022 and 2021, respectively. Our steel operations consist primarily of steelmaking and numerous coating operations. In 2023, we had approximately 9.4 million tons of flat roll steel annual production capacity.
We are predominantly a domestic steel company. Export sales represented 6%, 8%, and 5% of our steel segment net sales during 2024, 2023, and 2022, respectively. Our steel operations consist primarily of steelmaking and numerous coating operations. In 2024, we had approximately 9.4 million tons of flat roll steel annual production capacity.
We shipped the following sheet steel products volumes at the following facilities (tons): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ 2022 ​ 2021 ​ ​ ​ Butler, Columbus, and Sinton 7,459,023 ​ 6,772,162 ​ 5,868,734 ​ ​ ​ Flat Roll divisions ​ ​ ​ ​ ​ ​ ​ ​ Steel Processing divisions 1,731,911 ​ 1,673,967 ​ 1,653,433 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The following chart summarizes the types of sheet steel products sold by sales dollars, during the respective years, with cold rolled and coated products representing value-added products: ​ ​ Customers.
We shipped the following sheet steel products volumes at the following facilities (net tons): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 ​ 2023 ​ 2022 ​ ​ ​ Butler, Columbus, and Sinton 7,702,731 ​ 7,459,023 ​ 6,772,162 ​ ​ ​ Flat Roll divisions ​ ​ ​ ​ ​ ​ ​ ​ Steel Processing divisions 1,779,429 ​ 1,731,911 ​ 1,673,967 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The following chart summarizes the types of sheet steel products sold by sales dollars, during the respective years, with cold rolled and coated products representing value-added products: ​ Customers.
We sell a meaningful amount of steel to our own manufacturing businesses that in turn sell finished products to consumers. Ultimately, when these products reach the end of their useful lives, they can be collected as scrap and used again in our steelmaking operations, creating our circular manufacturing model.
We sell a meaningful amount of steel to our own manufacturing businesses that in turn sell finished products to consumers. Scrap, from the industrial manufacturing process, and from when these products ultimately reach the end of their lives, can be collected and used again in our steel and aluminum operations, creating our circular manufacturing model.
Our steel fabrication operations also purchase angles from Roanoke Bar Division. Steel of West Virginia’s customers are primarily OEMs producing solar panel structures, truck trailers, industrial lift trucks, merchant products, guardrail posts, manufactured housing, mining, and off-highway construction equipment. Steel of West Virginia’s flexible manufacturing capabilities enable us to meet demand for a variety of custom-ordered and designed products.
Steel of West Virginia’s customers are primarily OEMs producing solar panel structures, truck trailers, industrial lift trucks, merchant products, guardrail posts, manufactured housing, mining, and off-highway construction equipment. Steel of West Virginia’s flexible manufacturing capabilities enable us to meet demand for a variety of custom-ordered and designed products.
Differentiated Model - Uniquely Steel Dynamics Competitively advantaged differentiation is core to our long-term value creation strategy.
Differentiated Model - Uniquely Steel Dynamics Competitively advantaged differentiation in everything we do is core to our long-term value creation strategy.
Graham was appointed our Senior Vice President, Flat Roll Steel Group in October 2023. Mr. Graham is responsible for the company’s entire flat rolled steel operations, including the company’s three flat roll steel mills and numerous flat roll processing, coating, and distribution operations. Before that, Mr. Graham served as our Senior Vice President, Long Products Steel Group.
Graham has been our Senior Vice President, Flat Roll Steel Group since October 2023. Mr. Graham is responsible for the company’s entire flat roll steel operations, including three flat roll steel mills and numerous flat roll steel processing, coating, and distribution operations. Before that, Mr. Graham served as our Senior Vice President, Long Products Steel Group. In this role, Mr.
Ferrous scrap metal is the primary raw material for EAFs, including our steel mills. In addition, we sell various grades of nonferrous metals including copper, brass, aluminum, and stainless steel, to smelters, refineries, alloy manufacturers, specialty mills and other consumers. We purchase processed and unprocessed ferrous and nonferrous scrap metals, in a variety of forms for our metals recycling facilities.
Ferrous scrap metal is the primary raw material for EAFs, including our steel mills. In addition, we sell various grades of nonferrous metals including copper, brass, aluminum, and stainless steel, to smelters, refineries, alloy manufacturers, specialty mills and other consumers, including our aluminum operations.
Our sheet steel operations represented 68%, 77% and 73% of steel operations net sales in 2023, 2022, and 2021, respectively. We produced 9.2 million tons of sheet steel at these facilities in 2023, 8.3 million tons in 2022, and 7.6 million tons in 2021.
Our sheet steel operations represented 72%, 68%, and 77% of steel operations net sales in 2024, 2023, and 2022, respectively. We produced 9.5 million tons of sheet steel at these facilities in 2024, 9.2 million tons in 2023, and 8.3 million tons in 2022.
Our team-based compensation structure reinforces this philosophy. We strive to create a welcoming, open, and inclusive environment, ensuring the best ideas are heard and valued regardless of the position or the individual. We believe these ideals will continue to drive our success.
We strive to create a welcoming and open environment, ensuring the best ideas are heard and valued regardless of the position or the individual. We believe these ideals will continue to drive our success.
In 2023, our own steel consuming businesses purchased 1.8 million tons of steel from our steel mills, representing 14% of our total 2023 steel shipments. A strategic and synergistic relationship also exists between our steel mills and metals recycling operations.
In 2024, our own steel consuming businesses purchased 1.7 million tons of steel from our steel mills, representing 14% of our total 2024 steel shipments. A strategic and synergistic relationship also exists between our electric arc furnace (EAF) steel mills and metals recycling operations.
We are also able to source higher-quality scrap for our steel mills, optimizing cost and quality. Technically Advanced, Low-Cost, Highly-Efficient Operations We operate some of the most technically advanced and environmentally responsible steel mills in the world.
We are also able to source higher-quality scrap for our steel mills, increasing availability, optimizing costs, and improving quality. ​ 4 Table of Contents Technologically Advanced, Low-Cost, Highly Efficient Operations We operate some of the most technologically advanced and environmentally responsible steel mills in the world.
We sell various grades of processed nonferrous scrap to end-users such as aluminum sheet and ingot manufacturers, brass and bronze ingot makers, copper refineries, mills, smelters, specialty steelmakers, alloy manufacturers, wire and cable producers, utilities, and telephone networks.
We sell various grades of processed nonferrous scrap to end-users such as aluminum sheet and ingot manufacturers, brass and bronze ingot makers, copper refineries, mills, including our new recycled aluminum flat rolled products mill, smelters, specialty steelmakers, alloy manufacturers, wire and cable producers, and utilities.
Our steel fabrication operations also purchase angles from our Roanoke Bar Division. 15 Table of Contents Steel of West Virginia produces a wide array of specialty shapes and light structural steel and frequently performs fabrication and finishing operations on those products, such as cutting to length, additional straightening, hole punching, shot blasting, welding, galvanizing, and coating.
Steel of West Virginia produces a wide array of specialty shapes and light structural steel and frequently performs fabrication and finishing operations on those products, such as cutting to length, additional straightening, hole punching, shot blasting, plasma cutting, welding, galvanizing, and coating.
Each full-time, non-union, United States-based team member receives annual equity awards. These awards generally have a two-year vesting period, supporting retention and companywide strategy alignment. ​ Our team-based culture and competitive pay structure supported continued high retention.
Each full-time, non-union, United States-based team member receives annual equity awards. These awards generally have a two-year vesting period, supporting retention and companywide strategy alignment. ​ Our team-based culture and competitive pay structure support continued high retention. In 2024, our companywide team retention was approximately 79%, with U.S.-based teams retention of 89%.
We set ourselves apart in every aspect of our business with a spirit of excellence. ​ 3 Table of Contents Unique Entrepreneurial Culture Our entrepreneurial culture is at the core of our success and is driven by our extensive performance-based incentive compensation philosophy from those on the plant floor to our senior leadership.
We distinguish ourselves in every aspect of our business through an overarching spirit of excellence. ​ 3 Table of Contents Unique Entrepreneurial Culture Our entrepreneurial culture is the foundation of our success and is driven by our extensive, performance-based incentive compensation philosophy for those on the plant floor to our senior leadership team.
Millett ​ 64 ​ Co-founder, Chairman, and Chief Executive Officer Theresa E. Wagler ​ 53 ​ Executive Vice President, Chief Financial Officer, and Corporate Secretary Barry T. Schneider ​ 55 ​ President and Chief Operating Officer Miguel Alvarez ​ 56 ​ Senior Vice President, Metals Recycling James S. Anderson ​ 63 ​ Senior Vice President, Steel Fabrication Chris A.
Millett ​ 65 ​ Co-founder, Chairman, and Chief Executive Officer Theresa E. Wagler ​ 54 ​ Executive Vice President, Chief Financial Officer, and Corporate Secretary Barry T. Schneider ​ 56 ​ President and Chief Operating Officer Miguel Alvarez ​ 57 ​ Senior Vice President, Metals Recycling James S.
Prior to that, Mr. Anderson served as the Chief Operating Officer of New Millennium Building Systems, and was the general manager of The Techs three flat roll galvanizing lines. Mr. Anderson earned a bachelor's degree in metallurgical engineering from Grove City College and an MBA from the University of Pittsburgh. Christopher A.
Anderson held numerous operational and leadership roles including Vice President, Steel Fabrication, Chief Operating Officer of New Millennium Building Systems, and general manager of The Techs three flat roll steel galvanizing lines. Mr. Anderson earned a bachelor's degree in metallurgical engineering from Grove City College and an MBA from the University of Pittsburgh. Christopher A.
USS adds a complementary distribution channel for metallic coated and pre-painted flat roll steel coils to the roll-former market, serving the roofing and siding industry. This connects us to a rapidly growing industry sector with customers that do not historically purchase steel directly from a steel producer. USS provides continued growth to one of our highest-margin flat roll steel products.
USS adds a complementary distribution channel for metallic coated and pre-painted flat roll steel coils to the roll-former market, serving the roofing and siding industry. This connects us to an industry sector with customers that have not historically purchased steel directly from a steel producer.
Working as one team, we will achieve it. ​ ​ 8 Table of Contents Our total recordable injury rate compared to industry benchmarks and lost time injury rates for 2023 are as follows: ​ ​ 1 Total Recordable Injury Rate is defined as OSHA recordable incidents x 200,000 / hours worked.
This commitment is foundational and integral to our culture. ​ ​ 8 Table of Contents Our total recordable injury rate compared to industry benchmarks and lost time injury rates for 2024 are as follows: ​ ​ ​ ​ ​ 1 Total Recordable Injury Rate is defined as OSHA recordable incidents x 200,000 / hours worked.
The following chart summarizes the types of end customers who purchased our sheet steel products, by sales dollars, during the respective years: ​ LONG PRODUCTS Our long steel products consist of a wide array of differentiating products produced by our four mills and Vulcan Threaded Products, Inc. (Vulcan), a downstream finishing operation.
Our sheet steel operations also provide a substantial portion (64% in 2024) of the sheet steel utilized in our steel fabrication operations. 13 Table of Contents The following chart summarizes the types of end customers who purchased our sheet steel products, by sales dollars, during the respective years: ​ ​ LONG PRODUCTS Our long steel products consist of a wide array of differentiating products produced by our four mills and Vulcan Threaded Products, Inc.
We are also currently building four additional value-added flat roll steel coating lines comprised of an additional paint line and galvanizing line located onsite at Sinton and a paint line and galvanizing line at our Heartland Flat Roll Division. These new coating lines are expected to begin operating in early 2024.
In 2024, we began operations on our four new value-added flat roll steel coating lines comprised of an additional paint line and galvanizing line located onsite at our Southwest-Sinton Flat Roll Division and a paint line and galvanizing line at our Heartland Flat Roll Division.
Poinsatte earned a bachelor’s degree in accounting from the University of Notre Dame, and he is a certified public accountant. Glenn A. Pushis has been our Senior Vice President, Special Projects, since February 2019. Mr.
Poinsatte earned a bachelor of business administration with a concentration in accounting from the University of Notre Dame, and he is a certified public accountant. In addition, Mr. Poinsatte serves as the Chairman of the Board of Trustees for the University of Saint Francis. Glenn A. Pushis has been our Senior Vice President, Special Projects, since February 2019. Mr.
Miguel Alvarez has been our Senior Vice President, Metals Recycling since March 2022. In this role, Mr. Alvarez is responsible for OmniSource’s ferrous and nonferrous metals recycling operations including marketing, trading and logistics activities. Prior to this role, Mr. Alvarez served as Senior Vice President, Southwest United States and Mexico, since February 2019. Prior to joining Steel Dynamics, Mr.
Miguel Alvarez has been our Senior Vice President, Metals Recycling since March 2022. Mr. Alvarez is responsible for OmniSource’s ferrous and nonferrous metals recycling operations, including marketing, trading and logistics activities. Prior to that, Mr.
We all share in the company’s successes, as well as the challenges. ​ Talent Development and Educational Opportunities Our people represent the foundation of our six strategic pillars. Their continued education and talent development are paramount to our success.
Our compensation framework helps ensure that we remain strong with best-in-class performance and retain top talent even in economic downturns. We all share in the company’s successes, as well as the challenges. ​ Talent Development and Educational Opportunities Our people represent the foundation of our six strategic pillars. Their continued education and talent development are paramount to our success.
Research and Development Our research and development activities have consisted of efforts to expand, develop and improve our steel products and operating processes, such as our Sinton Flat Roll Division, and our efforts to develop and improve alternative ironmaking technologies.
Research and Development Our research and development activities have consisted of efforts to expand, develop, and improve our products and operating processes, such as our Sinton Flat Roll Division, and our efforts to develop and improve renewable product alternatives, such as our construction of a biocarbon production facility.
Experienced Leadership Team / Fosters an Entrepreneurial Culture Our senior leadership team is highly experienced and has a proven track record in the steel, metals recycling, and steel fabrication industries, as well as in the construction and start-up of new operations.
This investment represents a significant step toward the decarbonization of our steel mills. 5 Table of Contents Experienced Leadership Team / Fosters an Entrepreneurial Culture Our senior leadership team is highly experienced and has a proven track record in the steel, metals recycling, and steel fabrication industries, as well as in the construction and start-up of new operations, such as our recycled aluminum flat rolled products mill.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeGovernment actions globally, including United States federal and state governmental actions, related to pandemics, epidemics, widespread illness or other health issues have historically impacted demand for our products, our supply chain, our employees, the economy generally, inflation and high interest rates, and any similar future actions may result in similar or additional impacts.
Biggest changeGovernment actions globally, including United States federal and state governmental actions, related to pandemics, epidemics, widespread illness or other health issues have historically impacted demand for our products, our supply chain, our employees, the economy generally, inflation and interest rates, and any similar future actions may result in similar or additional impacts. ​ 23 Table of Contents Industry Risks Related to our Business Our level of production and our sales and earnings are subject to significant fluctuations as a result of the cyclical nature of the steel industry and some of the industries we serve.
Increased environmental, GHG emissions and sustainability considerations from our customers or related regulations could affect demand for our products and add significant costs. Customers, investors and regulators have increased their focus on the environment, GHG emissions and sustainability. We are committed to the environment and sustainability.
Increased environmental, GHG emissions and sustainability considerations from our customers and investors or related regulations could affect demand for our products and add significant costs. Customers, investors and regulators have increased their focus on the environment, GHG emissions and sustainability. We are committed to the environment and sustainability.
We are required to obtain and comply with environmental permits and licenses, and failure to obtain or renew or the violation of any permit or license may result in substantial fines and penalties, capital expenditures, operational changes, suspension of operations and/or the closure of a subject facility.
We are required to obtain and comply with environmental permits and licenses, and failure to obtain or renew or the violation of any permit or license may result in substantial fines and penalties, capital expenditures, operational changes, suspension of operations or the closure of a subject facility.
Similarly, delays, increased costs and/or the imposition of onerous conditions to the securing or renewal of permits may adversely affect these operations. Uncertainty regarding adequate pollution control levels, testing and sampling procedures, and new pollution control technology are factors that may increase our future compliance expenditures.
Similarly, delays, increased costs or the imposition of onerous conditions to the securing or renewal of permits may adversely affect these operations. Uncertainty regarding adequate pollution control levels, testing and sampling procedures, and new pollution control technology are factors that may increase our future compliance expenditures.
In connection with these laws, we may be required to clean up contamination discovered at our sites including contamination that may have been caused by former owners or operators of the sites, to conduct additional cleanup at sites that have already had some cleanup performed, to address emerging and newly-regulated contaminants such as per- and polyfluoroalkyl substances (PFAS) and 1,4-dioxane, and/or to perform cleanup with regard to sites formerly used in connection with our operations.
In connection with these laws, we may be required to clean up contamination discovered at our sites including contamination that may have been caused by former owners or operators of the sites, to conduct additional cleanup at sites that have already had some cleanup performed, to address emerging and newly-regulated contaminants such as per- and polyfluoroalkyl substances (PFAS) and 1,4-dioxane, or to perform cleanup with regard to sites formerly used in connection with our operations.
Accordingly, we periodically test goodwill, and other assets such as long-lived tangible and intangible assets, right of use assets and equity method investments when indicators of impairment are present, to determine whether their estimated fair value is in fact less than their value recorded on our balance sheet.
Accordingly, we periodically test goodwill, and other assets such as long-lived tangible assets and intangible assets, right of use assets and equity method investments when indicators of impairment are present, to determine whether their estimated fair value is in fact less than their value recorded on our balance sheet.
Our growth strategy subjects us to various risks. As part of our growth strategy, we may expand existing facilities, enter into new business lines, products or process initiatives, acquire or build additional plants, acquire other businesses and assets, enter into joint ventures, or form strategic alliances that we believe will complement our existing business.
Our growth strategy subjects us to various risks. As part of our growth strategy, we may expand existing facilities, enter into new business lines, territories, products or process initiatives, acquire or build additional plants, acquire other businesses and assets, enter into joint ventures, or form strategic alliances that we believe will complement our existing business.
Should current tariffs, duties or quotas expire or be relaxed, repealed or circumvented by importers of steel and steel products, or should trade agreements be renegotiated, downward pressure may be exerted on United States steel and steel products prices, which may adversely affect our business, results of operations, financial condition and cash flows.
Should current or new tariffs, duties or quotas expire or be relaxed, repealed or circumvented by importers of steel and steel products, or should trade agreements be renegotiated, downward pressure may be exerted on United States steel and steel products prices, which may adversely affect our business, results of operations, financial condition and cash flows.
This equipment may, on occasion, be out of service as a result of unanticipated failures or other events, including equipment failure, power surges, cybersecurity breaches or attacks or system failures. Further, we have experienced and may continue to experience ramp-up inefficiencies at our Sinton Flat Roll Division, including those related to major equipment failures.
This equipment may, on occasion, be out of service as a result of unanticipated failures or other events, including equipment failure, power surges, cybersecurity breaches or attacks or system failures. Further, we have experienced and may continue to experience inefficiencies at our Sinton Flat Roll Division, including those related to major equipment failures.
We are subject to numerous local, state, federal and international statutory and regulatory environmental requirements relating to, among other things: ● the generation, storage, treatment, handling and disposal of solid and hazardous waste and secondary materials; ● the discharge of materials into the air, including periodic changes to the National Ambient Air Quality Standards and to emission standards; ● the management, treatment and discharge of wastewater and storm water; ● the use and treatment of groundwater; ● the remediation of soil and groundwater contamination; ● climate change legislation or regulation; 26 Table of Contents ● the need for and the ability to timely obtain air, water or other environmental permits; ● the timely reporting of certain chemical usage, content, storage and releases; ● the remediation and reclamation of land used in our operations; ● natural resource protections; and ● the protection of our employees’ health and safety.
We are subject to numerous local, state, federal and international statutory and regulatory environmental requirements relating to, among other things: ● the generation, storage, treatment, handling and disposal of solid and hazardous wastes and secondary materials; ● the discharge of materials into the air, including periodic changes to the National Ambient Air Quality Standards and to emission standards; ● the management, treatment and discharge of wastewater and storm water; 25 Table of Contents ● the use and treatment of groundwater; ● the remediation of soil and groundwater contamination; ● climate change legislation or regulation; ● the need for and the ability to timely obtain air, water or other environmental permits; ● the timely reporting of certain chemical usage, content, storage and releases; ● the remediation and reclamation of land used in our operations; ● natural resource protections; and ● the protection of our employees’ health and safety.
Delays in achieving full operational capacity at our Sinton Flat Roll Division has and may continue to, and any delays in our announced planned recycled aluminum flat rolled products mill may, adversely affect our prospects, business, financial condition, results of operations and cash flows.
Delays in achieving full operational capacity at our Sinton Flat Roll Division has and may continue to, and any delays in our recycled aluminum flat rolled products mill may, adversely affect our prospects, business, financial condition, results of operations and cash flows.
These expansions and transactions, including our planned recycled aluminum flat rolled products mill with an anticipated annual production capacity of 650,000 tonnes of finished products to be located in Columbus, Mississippi, may involve some or all of the following risks: ● the risk of entering business lines or product, domestic, or foreign markets, in which we have little experience, including the aluminum industry; ● the risk of a newly constructed facility being completed over budget or not on time, including due to equipment delays or labor shortages; ● the risk of not being able to adequately obtain sufficient labor to efficiently build or staff a new facility, while maintaining our culture; ● the risk of expected markets, products, customers and demand for products produced by a new facility being lower than expected; ● the risk of new product development, technology development or customer acquisition and penetration being more costly or difficult than expected; ● the difficulty of competing for acquisitions and other growth opportunities with companies having materially greater financial resources than us; ● the inability to realize anticipated synergies or other expected benefits; ● the difficulty of integrating new or acquired operations and personnel into our existing operations, while maintaining our culture; ● the potential disruption of ongoing operations; ● the diversion of financial resources or management attention to new operations or acquired businesses; ● the loss of key employees, customers or suppliers of acquired businesses; ● the potential exposure to unknown liabilities; 29 Table of Contents ● the inability of management to maintain uniform standards, controls, procedures and policies; ● the difficulty of managing the growth of a larger company; ● the risk of becoming involved in labor, commercial, or regulatory disputes or litigation related to new operations or acquired businesses; ● the risk of becoming more highly leveraged; ● the risk of contractual or operational liability to other venture participants or to third parties as a result of our participation; ● the inability to work efficiently with joint venture or strategic alliance partners; and ● the difficulties of terminating joint ventures or strategic alliances.
These expansions and transactions, including our recycled aluminum flat rolled products mill with an anticipated annual production capacity of 650,000 metric tons of finished products located in Columbus, Mississippi, may involve some or all of the following risks: ● the risk of entering business lines or product, domestic, or foreign markets, in which we have little experience, including the aluminum industry; ● the risk of a newly constructed facility being completed over budget or not on time, including due to equipment delays or labor shortages, or having delays or difficulties with its start-up; ● the risk of not being able to adequately obtain sufficient labor to efficiently build or staff a new facility, while maintaining our culture; ● the risk of expected markets, products, customers and demand for products produced by a new facility being lower than expected; ● the risk of new product development, technology development or customer acquisition and penetration being more costly or difficult than expected; ● the difficulty of competing for acquisitions and other growth opportunities with companies having materially greater financial resources than us; ● the inability to realize anticipated synergies or other expected benefits; ● the difficulty of integrating new or acquired operations and personnel into our existing operations, while maintaining our culture; ● the potential disruption of ongoing operations; ● the diversion of financial resources or management attention to new operations or acquired businesses; 28 Table of Contents ● the loss of key employees, customers or suppliers of acquired businesses; ● the potential exposure to unknown liabilities; ● the inability of management to maintain uniform standards, controls, procedures and policies; ● the difficulty of managing the growth of a larger company; ● the risk of becoming involved in labor, commercial, or regulatory disputes or litigation related to new operations or acquired businesses; ● the risk of becoming more highly leveraged; ● the risk of contractual or operational liability to other venture participants or to third parties as a result of our participation; ● the inability to work efficiently with joint venture or strategic alliance partners; and ● the difficulties of terminating joint ventures or strategic alliances.
Any of these events may adversely affect our business, results of operations, financial condition and cash flows. 23 Table of Contents Global steelmaking overcapacity and imports of steel into the United States may adversely affect United States steel prices, which, together with increased scrap prices, may adversely affect our business, results of operations, financial condition and cash flows.
Any of these events may adversely affect our business, results of operations, financial condition and cash flows. 22 Table of Contents Global steelmaking overcapacity and imports of steel into the United States may adversely affect United States steel prices, which, together with increased scrap prices, may adversely affect our business, results of operations, financial condition and cash flows.
Additionally, cybersecurity vulnerabilities or attacks could result in an interruption of the functionality of our automated and electronically controlled manufacturing operating systems, which, if compromised, could cease, threaten, delay or slow down our ability to melt, roll or otherwise process steel or any of our other products for the duration of such interruption.
Additionally, cybersecurity vulnerabilities or attacks could result in an interruption of the functionality of our automated and electronically controlled manufacturing operating systems, which, if compromised, could cease, threaten, delay or slow down our ability to melt, roll or otherwise process 27 Table of Contents steel or any of our other products for the duration of such interruption.
Unexpected equipment downtime or shutdowns may adversely affect our business, financial condition, results of operations and cash flows. Interruptions in our production capabilities may adversely affect our production costs, products available for sale and earnings during the affected period.
Unexpected equipment downtime or shutdowns may adversely affect our business, financial condition, results of operations and cash flows. 29 Table of Contents Interruptions in our production capabilities may adversely affect our production costs, products available for sale and earnings during the affected period.
Under certain laws, a party can be held jointly and severally liable for all of the cleanup costs associated with a disposal site. In practice, a liable party often splits the costs of cleanup with other potentially responsible parties.
Under certain laws, a party can be held jointly and severally liable for all of the cleanup costs associated with a disposal site. In practice, a liable party often splits the costs of cleanup with other 26 Table of Contents potentially responsible parties.
International treaties or agreements may also result in increasing regulation of GHG emissions, including the introduction of carbon emissions limitations or trading mechanisms.
International treaties or agreements may also result in increasing regulation of GHG emissions, including carbon emissions limitations or trading mechanisms.
Global or domestic actions or conditions, including political actions, trade policies or restrictions, proposed or actual changes in tax laws, such as those introduced, proposed or actual regulation, including those related to the environment, interest rates, terrorism, acts of war or hostility, natural disasters, or pandemics, epidemics, widespread illness or other health issues, could result in changing economic conditions in the United States and globally, disruptions to or slowdowns in our business, our supply chain, or our global or domestic industry, or those of our customers or suppliers upon whom we are dependent.
Global or domestic actions or conditions, including political actions, proposed or actual trade policies or restrictions, including tariffs or quotas, proposed or actual changes in tax laws, including the sunset of certain tax laws, proposed or actual regulation, including those related to the environment, interest rates, terrorism, acts of war or hostility, natural disasters, or pandemics, epidemics, widespread illness or other health issues, could result in changing economic conditions in the United States and globally, disruptions to or slowdowns in our business, our supply chain, or our global or domestic industry, or those of our customers or suppliers upon whom we are dependent.
Any of these cybersecurity 28 Table of Contents and information technology breaches or disruptions may result in reputational harm and may adversely affect our business, results of operations, financial condition and cash flows.
Any of these cybersecurity and information technology breaches or disruptions may result in reputational harm and may adversely affect our business, results of operations, financial condition and cash flows.
Although we anticipate being able to effectively compete in the aluminum industry, along with the other risks described herein, we may face unexpected and enhanced competition, which may adversely affect the expected contributions of our aluminum operations and our resulting business, financial condition, results of operations and cash flows.
Although we anticipate being able to effectively compete in the aluminum industry, along with the other risks described herein, including delays or difficulties with our start-up, we may face unexpected and enhanced competition, which may adversely affect the expected contributions of our aluminum operations and our resulting business, financial condition, results of operations and cash flows.
Our senior unsecured credit facility contains, and any future financing agreements may contain, restrictive covenants that may limit our flexibility. Restrictions and covenants in our existing debt agreements, including our senior unsecured credit facility, and any future financing agreements, may impair our ability to finance future operations or capital needs or to engage in other business activities.
Restrictions and covenants in our existing debt agreements, including our senior unsecured credit facility, and any future financing agreements, may impair our ability to finance future operations or capital needs or to engage in other business activities.
In most cases, many other parties are also named as potentially responsible parties and also contribute to payment of those costs. 27 Table of Contents Because cleanup liability can in some cases be imposed retroactively on activities that occurred many years ago, and because federal and state agencies are still discovering sites that pose a threat to public health or the environment, we can provide no assurance that we will not become liable for significant costs associated with investigation and remediation of cleanup sites.
Because cleanup liability can in some cases be imposed retroactively on activities that occurred many years ago, and because federal and state agencies are still discovering sites that pose a threat to public health or the environment, we can provide no assurance that we will not become liable for significant costs associated with investigation and remediation of cleanup sites.
Additionally, our inability to pass on all or a substantial part of any cost increases, whether due to positive environmental attributes, inflation, supply and demand imbalances, or otherwise, or to provide for our customers’ needs because of the potential unavailability of raw materials, supplies or required environmental attributes, may result in production slowdowns or curtailments or may otherwise adversely affect our business, financial condition, results of operations and cash flows.
Additionally, our inability to pass on all or a substantial part of any cost increases, whether due to positive environmental attributes, inflation, supply and demand imbalances, or otherwise, or to provide for our customers’ needs because of the potential unavailability of raw materials, supplies or required environmental attributes, may result in production slowdowns or curtailments or may otherwise adversely affect our business, financial condition, results of operations and cash flows. 24 Table of Contents The cost and availability of electricity, natural gas, oil and other energy resources are subject to volatile market conditions.
We have experienced and in the future may experience plant shutdowns or periods of reduced production as a result of equipment failures or other events. Supply chain disruptions and labor shortages have and may continue to exacerbate the effects of equipment failures.
We have experienced and in the future may experience plant shutdowns or periods of reduced production as a result of equipment failures or other events. Supply chain disruptions and labor shortages have and may continue to exacerbate the effects of equipment failures. These disruptions may adversely affect our business, financial condition, results of operations and cash flows.
The sale of our manufactured steel products is directly affected by demand for our products in other cyclical industries, such as construction, automotive, manufacturing, transportation, heavy and agriculture equipment, energy and pipe and tube (including OCTG) markets.
The timing, magnitude and duration of these cycles and the resulting price fluctuations are difficult to predict. The sale of our manufactured steel products is directly affected by demand for our products in other cyclical industries, such as construction, automotive, manufacturing, transportation, heavy and agriculture equipment, energy and pipe and tube (including OCTG) markets.
We have received notices from the United States EPA, state agencies and third parties that we have been identified as potentially responsible for the costs of investigating and cleaning up a number of disposal sites.
We have received notices from the United States EPA, state agencies and third parties that we have been identified as potentially responsible for the costs of investigating and cleaning up a number of disposal sites. In most cases, many other parties are also named as potentially responsible parties and also contribute to payment of those costs.
Future expansions and transactions may not improve our competitive position and business prospects as anticipated, and if they do not, our business, financial condition, results of operations and cash flows may be adversely affected. We are subject to litigation and legal compliance risks which may adversely affect our financial condition, results of operations and liquidity.
Future expansions and transactions may not improve our competitive position and business prospects as anticipated, and if they do not, our business, financial condition, results of operations and cash flows may be adversely affected. We may face risks associated with our ability to retain, develop and attract key personnel.
Some of our operations must receive licenses and air, water and other permits and approvals from federal, state and local governments to conduct certain of our operations or to build, expand or acquire new facilities. Governmental agencies, non-governmental organizations, and members of the public sometimes resist the establishment of certain types of facilities in their communities.
Governmental agencies may refuse to grant or renew some of our licenses and permits required to operate our businesses. Some of our operations must receive licenses and air, water and other permits and approvals from federal, state and local governments to conduct certain of our operations or to build, expand or acquire new facilities.
Additionally, periods of slower than anticipated economic growth could reduce customer confidence and adversely affect demand for our products and further adversely affect our business, results of operations, financial condition and cash flows.
Additionally, periods of slower than anticipated economic growth could reduce customer confidence and adversely affect demand for our products and further adversely affect our business, results of operations, financial condition and cash flows. Metals industries have historically been vulnerable to significant declines in consumption and product pricing during periods of economic downturn or continued uncertainty.
The cost and availability of electricity, natural gas, oil and other energy resources are subject to volatile market conditions. We consume large amounts of energy to melt scrap, reheat semi-finished products for rolling into finished products and perform other steps necessary to our production process.
We consume large amounts of energy to melt scrap, reheat semi-finished products for rolling into finished products and perform other steps necessary to our production process. We rely on third parties for the supply of energy resources we require in our production activities.
Furthermore, a number of our products are commodities, subject to their own cyclical fluctuations in supply and demand in both metal consuming and metal generating industries, including the construction and manufacturing industries. The timing, magnitude and duration of these cycles and the resulting price fluctuations are difficult to predict.
The steel manufacturing business is cyclical in nature, and the selling price of the steel we make may fluctuate significantly due to many factors beyond our control. Furthermore, a number of our products are commodities, subject to their own cyclical fluctuations in supply and demand in both metal consuming and metal generating industries, including the construction and manufacturing industries.
Additionally, during 2022 we announced our planned project to construct and operate a recycled aluminum flat rolled products mill with an anticipated annual production capacity of 650,000 tonnes of finished products to be located in Columbus, Mississippi, with two supporting satellite recycling aluminum slab centers.
Additionally, our recycled aluminum flat rolled products mill with an anticipated annual production capacity of 650,000 metric tons of finished products located in Columbus, Mississippi is expected to produce commercially viable products by mid-year 2025.
There can be no assurance that future approvals, licenses and permits will be granted or that we will be able to maintain and renew the approvals, licenses and permits we currently hold. Failure to do so may adversely affect our business, financial condition, results of operations and cash flows.
Governmental agencies, non-governmental organizations, and members of the public sometimes resist the establishment of certain types of facilities in their communities. There can be no assurance that future approvals, licenses and permits will be granted or that we will be able to maintain and renew the approvals, licenses and permits we currently hold.
Removed
Metals industries have historically been vulnerable to significant declines in consumption and product pricing during periods of economic downturn or continued uncertainty, including the pace of domestic non-residential construction activity.
Added
Our people are the foundation of our success and are our most important resource. Their continued education and talent development are paramount to our success. As we continue to grow, our success depends in part on our ability to retain, develop and attract team members with relevant industry and technical experience, while maintaining our culture.
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Industry Risks Related to our Business Our level of production and our sales and earnings are subject to significant fluctuations as a result of the cyclical nature of the steel industry and some of the industries we serve. 24 Table of Contents The steel manufacturing business is cyclical in nature, and the selling price of the steel we make may fluctuate significantly due to many factors beyond our control.
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A loss of senior managers or other key personnel, without adequate replacement, which could be exacerbated by a shortage of skilled workers and our more senior workforce, could adversely affect our business and results of operations. We are subject to litigation and legal compliance risks which may adversely affect our financial condition, results of operations and liquidity.
Removed
We rely on third parties for the supply of energy resources 25 Table of Contents we require in our production activities.
Added
Failure to do so may adversely affect our business, financial condition, results of operations and cash flows. Our senior unsecured credit facility contains, and any future financing agreements may contain, restrictive covenants that may limit our flexibility.
Removed
These disruptions may adversely affect our business, financial condition, results of operations and cash flows. 30 Table of Contents Governmental agencies may refuse to grant or renew some of our licenses and permits required to operate our businesses.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeIn the last three years, the Company has not experienced any material cybersecurity incidents and we have not incurred material expenses from cybersecurity incidents (including penalties and settlements, of which there were none). For additional discussion of whether and how risks from cybersecurity threats could materially affect or are reasonably likely to materially affect the Company, see Item 1A.
Biggest changeIn the last three years, the Company has not been aware of any material cybersecurity incidents occurring and we have not incurred material expenses from cybersecurity incidents (including penalties and settlements, of which there were none).
Cybersecurity risks are evaluated when determining the selection and oversight of applicable third party providers and potential risks when handling and/or processing our employee, business or customer data. ​ Further, we have designated a member of our senior leadership team, our Chief Financial Officer, to oversee the management of the safeguards, cybersecurity risk assessment and mitigation process .
Cybersecurity risks are evaluated when determining the selection and oversight of applicable third party providers and potential risks when handling or processing our employee, business, or customer data. ​ Further, we have designated a member of our senior leadership team, our Chief Financial Officer, to oversee the management of the safeguards, cybersecurity risk assessment, and mitigation process .
Additionally, on a biennial basis, we engage third parties to assess our information security program, using the NIST framework, as well as penetration testing. ​ We have allocated substantial cross functional internal resources with expertise in information security, information technology, operations, risk management, human resources, finance, and legal to form a governance counsel known as the ISG.
Additionally, on a biennial basis, we engage third parties to assess our information security program using the NIST framework, as well as perform penetration testing. ​ We have allocated substantial cross functional internal resources with expertise in information security, information technology, operations, risk management, human resources, finance, and legal to form a governance counsel known as the ISG.
Our Board of Directors is responsible for monitoring and assessing strategic risk exposure, and our Leadership Team is responsible for the day-to-day management of the material risks we face. Our Board of Directors administers its cybersecurity risk oversight function directly as a whole, as well as directly through the Audit Committee.
Our Board of Directors is responsible for monitoring and assessing strategic risk exposure, and our senior leadership team is responsible for the day-to-day management of the material risks we face. Our Board of Directors administers its cybersecurity risk oversight function directly as a whole, as well as directly through the Audit Committee.
On a quarterly basis, the Audit Committee is informed by management concerning the status of existing and new cybersecurity risks, status of how management is addressing and/or mitigating those risks, cybersecurity and data privacy incidents (if any), and status of key information security initiatives.
On a quarterly basis, the Audit Committee is informed by management concerning the status of existing and new cybersecurity risks, status of how management is addressing and mitigating those risks, cybersecurity and data privacy incidents (if any), and status of key information security initiatives.
In the event an incident is determined by the Information Security Team to be a high severity level, our cross functional team, with expertise in various disciplines, will assess the incident to determine if it has had a material affect or is reasonably likely of having a material effect on the Company’s business strategy, results of operations or financial condition. ​ We do not believe that risks from cybersecurity threats, including as a result of any previous cybersecurity incidents, have materially affected or are reasonably likely to materially affect our overall business strategy, results of operations, or financial condition over the long term.
In the event an incident is determined by the Information Security Team to be a high severity level, our cross functional team, with expertise in various disciplines, will assess the incident to determine if it has had a material affect or is reasonably likely of having a material effect on the Company’s business strategy, results of operations, or financial condition. 31 Table of Contents ​ We do not believe that risks from cybersecurity threats, including as a result of any previous cybersecurity incidents, have materially affected or are reasonably likely to materially affect our overall business strategy, results of operations, or financial condition over the long term.
Our program is designed to maintain the confidentiality, integrity, security, and availability of the data that is created, collected, stored, and used to operate our business. ​ 31 Table of Contents Risk Management and Strategy We recognize the importance of assessing, identifying, and managing material risks associated with cybersecurity threats, utilizing from time to time, tabletop exercises, business unit assessments, threat modeling, impact analyses, internal audits, external audits, third party vulnerability scans, third party penetration tests, and engagement of third parties to conduct analysis of our information security programs, including an overall assessment utilizing the NIST standards.
Our program is designed to maintain the confidentiality, integrity, security, and availability of the data that is created, collected, stored, and used to operate our business. ​ Risk Management and Strategy ​ We recognize the importance of assessing, identifying, and managing material risks associated with cybersecurity threats, utilizing, from time to time, tabletop exercises, business unit assessments, threat modeling, impact analyses, internal audits, external audits, third party vulnerability scans, third party penetration tests, and engagement of third parties to conduct analysis of our information security programs, including an overall assessment utilizing the NIST standards.
Risk Factors – “ We are subject to cybersecurity threats and may face risks to the security of our sensitive data and 32 Table of Contents information technology which may adversely affect our business, results of operations, financial condition and cash flows. ” ​ Governance One of the key functions of our Board of Directors is informed oversight of our risk management process, including risks from cybersecurity threats.
Risk Factors – “ We are subject to cybersecurity threats and may face risks to the security of our sensitive data and information technology which may adversely affect our business, results of operations, financial condition and cash flows. ” ​ Governance One of the key functions of our Board of Directors is informed oversight of our risk management process, including risks from cybersecurity threats.
Our Director of Information Security has twenty years of cybersecurity experience, has completed a Masters in Homeland Security, with an emphasis on cybersecurity, and holds several cybersecurity certifications. ​ ​ 33 Table of Contents
Our Director of Information Security has over twenty years of cybersecurity experience, has completed a Masters in Homeland Security, with an emphasis on cybersecurity, and holds several cybersecurity certifications. ​ ​ 32 Table of Contents
Our Director of Information Security is responsible for leading the Information Security Team which has established a cybersecurity risk management program of policies and processes for assessing, identifying, and managing risk from cybersecurity threats.
These risks include, among other things: operational risks, intellectual property theft, fraud, extortion, harm to team members or customers, and violations of data privacy or security laws. ​ Our Director of Information Security is responsible for leading the Information Security Team which has established a cybersecurity risk management program of policies and processes for assessing, identifying, and managing risk from cybersecurity threats.
Removed
These risks include, among other things: operational risks, intellectual property theft, fraud, extortion, harm to team members or customers and violations of data privacy or security laws. ​ Our Director of Information Security has twenty years of cybersecurity experience, has completed a Masters in Homeland Security, with an emphasis on cybersecurity, and holds several cybersecurity certifications.
Added
For additional discussion of whether and how risks from cybersecurity threats could materially affect or are reasonably likely to materially affect the Company, see Item 1A.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeBusiness. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Site ​ Site ​ ​ ​ ​ ​ ​ Acreage ​ Acreage Operations ​ Location ​ Description ​ Owned ​ Leased Steel Operations Segment * ​ ​ ​ ​ ​ ​ ​ ​ Butler Flat Roll Division: ​ ​ ​ ​ ​ ​ ​ ​ Butler Operations ​ Butler, IN ​ Flat Roll Steel Mill and Coating Facility ​ 993 ​ — Jeffersonville Operations ​ Jeffersonville, IN ​ Flat Roll Steel Coating Facility ​ 27 ​ 10 Iron Dynamics ​ Butler, IN ​ Liquid Ironmaking Facility ​ 25 ​ — Columbus Flat Roll Division ​ Columbus, MS ​ Flat Roll Steel Mill and Coating Facility ​ 1,387 ​ — Sinton Flat Roll Division ​ Sinton, TX ​ Flat Roll Steel Mill and Coating Facility ​ 2,487 ​ — The Techs ​ Pittsburgh, PA ​ Flat Roll Steel Coating Facilities ​ 16 ​ 2 Heartland Flat Roll Division ​ Terre Haute, IN ​ Flat Roll Steel Cold-Rolling and Coating Facility ​ 246 ​ — United Steel Supply ​ IN, ID, MS, OR, and TX ​ Distributor of Painted Galvalume® Flat Roll Steel ​ 53 ​ 1 Structural and Rail Division ​ Columbia City, IN ​ Structural and Rail Steel Mill ​ 962 ​ — Engineered Bar Products Division ​ Pittsboro, IN ​ Engineered Bar Steel Mill and Finishing Facility ​ 312 ​ — Vulcan Threaded Products ​ Pelham, AL ​ Bar Steel Processing Facility ​ 31 ​ — Roanoke Bar Division ​ Roanoke, VA ​ Merchant Bar Steel Mill ​ 310 ​ — Steel of West Virginia ​ WV, KY, and TN ​ Specialty Shapes Steel Mill and Finishing ​ 139 ​ 6 ​ ​ ​ ​ and Coating Facilities ​ ​ ​ ​ SDI Biocarbon Solutions ​ Columbus, MS ​ Biocarbon Production Facility ​ 133 ​ — SDI Mexico ​ Monterrey, Mexico ​ Flat Roll Steel Distribution Warehouse ​ — ​ 5 ​ ​ ​ ​ ​ ​ ​ ​ ​ Metals Recycling Operations Segment ​ ​ ​ ​ ​ ​ ​ ​ OmniSource: ​ ​ ​ ​ ​ ​ ​ ​ Alabama ​ Birmingham, AL ​ Ferrous Scrap Processing ​ 59 ​ — Indiana ​ Multiple Cities ​ Ferrous and Nonferrous Scrap Processing ​ 456 ​ 26 Michigan ​ Multiple Cities ​ Ferrous and Nonferrous Scrap Processing ​ 186 ​ — Mississippi ​ Multiple Cities ​ Ferrous and Nonferrous Scrap Processing ​ 43 ​ 13 North Carolina ​ Multiple Cities ​ Ferrous and Nonferrous Scrap Processing ​ 302 ​ — Ohio ​ Multiple Cities ​ Ferrous and Nonferrous Scrap Processing ​ 212 ​ 21 Oklahoma ​ Sand Springs, OK ​ Ferrous Scrap Processing ​ — ​ 10 Tennessee ​ Multiple Cities ​ Ferrous and Nonferrous Scrap Processing ​ 65 ​ — Texas ​ Multiple Cities ​ Ferrous and Nonferrous Scrap Processing ​ 75 ​ — Virginia ​ Multiple Cities ​ Ferrous and Nonferrous Scrap Processing ​ 121 ​ — Mexico ​ Multiple Cities ​ Ferrous and Nonferrous Scrap Processing ​ 17 ​ 61 ​ ​ ​ ​ ​ ​ ​ ​ ​ Steel Fabrication Operations Segment ​ ​ ​ ​ ​ ​ ​ ​ New Millennium Building Systems: ​ ​ ​ ​ ​ ​ ​ ​ Joist and Deck Operations ​ Butler, IN ​ Steel Joist and Deck Fabrication Facility ​ 156 ​ — Joist Operations ​ Fallon, NV ​ Steel Joist Fabrication Facility ​ 68 ​ — Joist and Deck Operations ​ Hope, AR ​ Steel Joist and Deck Fabrication Facility ​ 245 ​ 7 Joist Operations ​ Juarez, MX ​ Steel Joist Fabrication Facility ​ 17 ​ — Joist and Deck Operations ​ Lake City, FL ​ Steel Joist and Deck Fabrication Facility ​ 81 ​ — Deck Operations ​ Memphis, TN ​ Deck Fabrication Facility ​ 19 ​ — Joist and Deck Operations ​ Salem, VA ​ Steel Joist and Deck Fabrication Facility ​ 113 ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ Aluminum Operations Segment Aluminum Dynamics, LLC ​ Columbus, MS ​ Recycled Aluminum Flat Rolled Products Mill ​ 2,098 ​ — Aluminum Dynamics, Inc. ​ Phoenix, AZ ​ Recycled Aluminum Slab Facility ​ 256 ​ — Aluminum Dynamics of Mexico ​ San Luis Potosi, Mexico ​ Recycled Aluminum Slab Facility ​ 692 ​ — ​ The company’s corporate headquarters is in Fort Wayne, Indiana on 20 owned acres.
Biggest changeBusiness. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Site ​ Site ​ ​ ​ ​ ​ ​ Acreage ​ Acreage Operations ​ Location ​ Description ​ Owned ​ Leased Steel Operations Segment * ​ ​ ​ ​ ​ ​ ​ ​ Butler Flat Roll Division: ​ ​ ​ ​ ​ ​ ​ ​ Butler Operations ​ Butler, IN ​ Flat Roll Steel Mill and Coating Facility ​ 993 ​ — Jeffersonville Operations ​ Jeffersonville, IN ​ Flat Roll Steel Coating Facility ​ 27 ​ 10 Iron Dynamics ​ Butler, IN ​ Liquid Ironmaking Facility ​ 25 ​ — Columbus Flat Roll Division ​ Columbus, MS ​ Flat Roll Steel Mill and Coating Facility ​ 1,387 ​ — Sinton Flat Roll Division ​ Sinton, TX ​ Flat Roll Steel Mill and Coating Facility ​ 2,842 ​ — The Techs ​ Pittsburgh, PA ​ Flat Roll Steel Coating Facilities ​ 16 ​ 2 Heartland Flat Roll Division ​ Terre Haute, IN ​ Flat Roll Steel Cold-Rolling and Coating Facility ​ 246 ​ — United Steel Supply ​ IN, ID, MS, OR, and TX ​ Distributor of Painted Galvalume® Flat Roll Steel ​ 58 ​ 1 Structural and Rail Division ​ Columbia City, IN ​ Structural and Rail Steel Mill ​ 1,003 ​ — Engineered Bar Products Division ​ Pittsboro, IN ​ Engineered Bar Steel Mill and Finishing Facility ​ 312 ​ — Vulcan Threaded Products ​ Pelham, AL ​ Bar Steel Processing Facility ​ 31 ​ — Roanoke Bar Division ​ Roanoke, VA ​ Merchant Bar Steel Mill ​ 313 ​ — Steel of West Virginia ​ WV, KY, and TN ​ Specialty Shapes Steel Mill and Finishing ​ 139 ​ 6 ​ ​ ​ ​ and Coating Facilities ​ ​ ​ ​ SDI Biocarbon Solutions ​ Columbus, MS ​ Biocarbon Production Facility ​ 133 ​ — SDI Mexico ​ Monterrey, Mexico ​ Flat Roll Steel Distribution Warehouse ​ — ​ 5 ​ ​ ​ ​ ​ ​ ​ ​ ​ Metals Recycling Operations Segment ​ ​ ​ ​ ​ ​ ​ ​ OmniSource: ​ ​ ​ ​ ​ ​ ​ ​ Alabama ​ Birmingham, AL ​ Ferrous Scrap Processing ​ 59 ​ — Indiana ​ Multiple Cities ​ Ferrous and Nonferrous Scrap Processing ​ 359 ​ 26 Michigan ​ Multiple Cities ​ Ferrous and Nonferrous Scrap Processing ​ 124 ​ — Mississippi ​ Multiple Cities ​ Ferrous and Nonferrous Scrap Processing ​ 43 ​ 13 North Carolina ​ Multiple Cities ​ Ferrous and Nonferrous Scrap Processing ​ 303 ​ — Ohio ​ Multiple Cities ​ Ferrous and Nonferrous Scrap Processing ​ 239 ​ 21 Oklahoma ​ Sand Springs, OK ​ Ferrous Scrap Processing ​ — ​ 10 Tennessee ​ Multiple Cities ​ Ferrous and Nonferrous Scrap Processing ​ 65 ​ — Texas ​ Multiple Cities ​ Ferrous and Nonferrous Scrap Processing ​ 130 ​ 12 Virginia ​ Multiple Cities ​ Ferrous and Nonferrous Scrap Processing ​ 121 ​ — Mexico ​ Multiple Cities ​ Ferrous and Nonferrous Scrap Processing ​ 17 ​ 62 ​ ​ ​ ​ ​ ​ ​ ​ ​ Steel Fabrication Operations Segment ​ ​ ​ ​ ​ ​ ​ ​ New Millennium Building Systems: ​ ​ ​ ​ ​ ​ ​ ​ Joist and Deck Operations ​ Butler, IN ​ Steel Joist and Deck Fabrication Facility ​ 156 ​ — Joist Operations ​ Fallon, NV ​ Steel Joist Fabrication Facility ​ 68 ​ — Joist and Deck Operations ​ Hope, AR ​ Steel Joist and Deck Fabrication Facility ​ 245 ​ 7 Joist Operations ​ Juarez, MX ​ Steel Joist Fabrication Facility ​ 17 ​ — Joist and Deck Operations ​ Lake City, FL ​ Steel Joist and Deck Fabrication Facility ​ 81 ​ — Deck Operations ​ Memphis, TN ​ Deck Fabrication Facility ​ 19 ​ — Joist and Deck Operations ​ Salem, VA ​ Steel Joist and Deck Fabrication Facility ​ 113 ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ Aluminum Operations Segment Aluminum Dynamics, LLC ​ Columbus, MS ​ Recycled Aluminum Flat Rolled Products Mill ​ 2,112 ​ — Aluminum Dynamics of Mexico ​ San Luis Potosi, Mexico ​ Recycled Aluminum Slab Facility ​ 692 ​ — Superior Aluminum Alloys ​ New Haven, IN ​ Aluminum Operations ​ 96 ​ — ​ The company’s corporate headquarters is in Fort Wayne, Indiana on 20 owned acres.
ITEM 2. PROPERTIES The following table describes our significant properties as of December 31, 2023. These properties are owned by us, and not subject to any significant encumbrances, or are leased by us. We believe these properties are suitable and adequate for our current operations and are appropriately utilized.
ITEM 2. PROPERTIES The following table describes our significant properties as of December 31, 2024. These properties are owned by us and not subject to any significant encumbrances, or are leased by us. We believe these properties are suitable and adequate for our current operations and are appropriately utilized.
Our copper rod and wire facility, a controlled subsidiary, is in New Haven, Indiana on 35 owned and 4 leased acres. *Our 2023 steel mill production utilization was 91% exclusive of Sinton (82% including Sinton) of our estimated annual steelmaking capability. 34 Table of Contents
Our copper rod and wire facility, a controlled subsidiary, is in New Haven, Indiana on 35 owned and 4 leased acres. *Our 2024 steel mill production utilization was 81% of our estimated annual steelmaking capability. 33 Table of Contents

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeSome of these matters have resulted in fines or penalties, exclusive of interest and costs, which did not exceed $1 million in aggregate, as of December 31, 2023. ITEM 4. MINE SAFETY DISCLOSURES None. ​ 35 Table of Contents PART II
Biggest changeSome of these matters have resulted in fines or penalties, exclusive of interest and costs, which did not exceed $1 million in aggregate, as of December 31, 2024. ITEM 4. MINE SAFETY DISCLOSURES None. ​ 34 Table of Contents PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeIssuer Purchases of Equity Securities We purchased the following equity securities registered by us pursuant to Section 12 of the Exchange Act during the three months ended December 31, 2023. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Period ​ Total Number of Shares Purchased ​ Average Price Paid per Share ​ Total Number of Shares Purchased as Part of Publicly Announced Program (1) ​ Maximum Dollar Value of Shares That May Yet be Purchased Under the Program ( in thousands ) (1) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Quarter ended December 31, 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ October 1-31 ​ 1,373,216 ​ $ 104.91 ​ ​ 1,373,216 ​ $ 135,125 November 1-30 ​ 1,471,893 ​ ​ 112.49 ​ ​ 1,471,893 ​ ​ 1,471,217 December 1-31 ​ 667,785 ​ ​ 115.38 ​ ​ 667,785 ​ ​ 1,394,232 ​ ​ 3,512,894 ​ ​ ​ ​ ​ 3,512,894 ​ ​ ​ ​ (1) In November 2022, our board of directors authorized a share repurchase program of up to $1.5 billion of our common stock.
Biggest changeIssuer Purchases of Equity Securities We purchased the following equity securities registered by us pursuant to Section 12 of the Exchange Act during the three months ended December 31, 2024. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Period ​ Total Number of Shares Purchased ​ Average Price Paid per Share ​ Total Number of Shares Purchased as Part of Publicly Announced Program (1) ​ Maximum Dollar Value of Shares That May Yet be Purchased Under the Program ( in thousands ) (1) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Quarter ended December 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ October 1-31 ​ 664,066 ​ $ 132.25 ​ ​ 664,066 ​ $ 399,476 November 1-30 ​ 790,538 ​ ​ 144.37 ​ ​ 790,538 ​ ​ 286,494 December 1-31 ​ 728,796 ​ ​ 128.87 ​ ​ 728,796 ​ ​ 193,510 ​ ​ 2,183,400 ​ ​ ​ ​ ​ 2,183,400 ​ ​ ​ ​ (1) In November 2023, our board of directors authorized a share repurchase program of up to $1.5 billion of our common stock.
In November 2023, our board of directors authorized an additional share repurchase program of up to $1.5 billion of our common stock. ​ 36 Table of Contents Total Return Graph ​ The graph below compares Steel Dynamics, Inc.’s cumulative 5-year total shareholder return on common stock with the cumulative total returns of the NASDAQ Composite index, the S&P 500 index, and the S&P 500 Steel index.
In February 2025, our board of directors authorized an additional share repurchase program of up to $1.5 billion of our common stock. ​ 35 Table of Contents Total Return Graph ​ The graph below compares Steel Dynamics, Inc.’s cumulative 5-year total shareholder return on common stock with the cumulative total returns of the S&P 500 index and the S&P 500 Steel index.
The graph tracks the performance of a $100 investment in our common stock and in each index (with the reinvestment of all dividends) from December 31, 2018 to December 31, 2023. ​ ​ ​ ​ ​ ​ 37 Table of Contents ITEM 6. [RESERVED] 38 Table of Contents
The graph tracks the performance of a $100 investment in our common stock and in each index (with the reinvestment of all dividends) from December 31, 2019 to December 31, 2024. ​ ​ ​ 36 Table of Contents ITEM 6. [RESERVED] 37 Table of Contents
As of February 26, 2024, we had 158,154,594 shares of common stock outstanding and held beneficially by approximately 29,000 stockholders based on our security position listing. Because many of the shares were held by depositories, brokers and other nominees, the number of registered holders (approximately 1,270) is not representative of the number of beneficial holders.
As of February 24, 2025, we had 150,163,986 shares of common stock outstanding and held beneficially by approximately 30,000 stockholders based on our security position listing. Because many of the shares were held by depositories, brokers and other nominees, the number of registered holders (approximately 1,220) is not representative of the number of beneficial holders.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

62 edited+17 added−16 removed45 unchanged
Biggest changeSelling, general and administrative expenses represented 3.1% and 2.5% of net sales during 2023 and 2022, respectively. Companywide profit sharing expense during 2023 of $272.0 million decreased 40% from $452.6 million during 2022, consistent with decreased pretax earnings. Refer to Note 11. Retirement Plans to the consolidated financial statements elsewhere in this report for further information.
Biggest changeProfit sharing expense for eligible employees is 8% of consolidated pretax income excluding noncontrolling interests and other items. Refer to Note 10. Retirement Plans to the consolidated financial statements elsewhere in this report for further information. Interest Expense, net of Capitalized Interest. During 2024, interest expense of $56.3 million decreased 26% from $76.5 million during 2023.
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.
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, potential stock repurchases and acquisitions or investments.
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. 39 Table of Contents Selling, General and Administrative Expenses .
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. 38 Table of Contents Selling, General and Administrative Expenses .
We consider historical and anticipated future results, general economic and market conditions, the impact of planned business and operational strategies and all other available information at the time the estimates are made. Those estimates and judgments may or may not ultimately prove accurate. There were no indicators of impairment or impairment charges recorded during 2023, 2022, of 2021. Goodwill.
We consider historical and anticipated future results, general economic and market conditions, the impact of planned business and operational strategies, and all other available information at the time the estimates are made. Those estimates and judgments may or may not ultimately prove accurate. There were no indicators of impairment or impairment charges recorded during 2024, 2023, or 2022. Goodwill.
Results may differ from these estimates due to actual outcomes being different from those on which we based our assumptions. We believe the following critical accounting estimates affect our more significant judgments and estimates used in the preparation of our consolidated financial statements. 49 Table of Contents Impairments of Long-Lived Tangible and Definite-Lived Intangible Assets.
Results may differ from these estimates due to actual outcomes being different from those on which we based our assumptions. We believe the following critical accounting estimates affect our more significant judgments and estimates used in the preparation of our consolidated financial statements. 47 Table of Contents Impairments of Long-Lived Tangible and Definite-Lived Intangible Assets.
A tax benefit that has been previously reserved because of a failure to meet the "more likely than not" recognition threshold would be recognized in our income tax expense in the first interim period when the uncertainty disappears. Settlement of any particular issue would usually require the use of cash. ​ 51 Table of Contents
A tax benefit that has been previously reserved because of a failure to meet the "more likely than not" recognition threshold would be recognized in our income tax expense in the first interim period when the uncertainty disappears. Settlement of any particular issue would usually require the use of cash. ​ ​ 49 Table of Contents
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 .
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 statements of income. Interest Expense, net of Capitalized Interest .
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.
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 and investors 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) our ability to retain, develop and attract key personnel; (14) litigation and legal compliance; (15) unexpected equipment downtime or shutdowns; (16) governmental agencies may refuse to grant or renew some of our licenses and permits; (17) our senior unsecured credit facility contains, and any future financing agreements may contain, restrictive covenants that may limit our flexibility; and (18) the impacts of impairment charges.
Revenues from these plants are generated from the fabrication of trusses, girders, steel joists, and steel deck used within the non-residential construction industry.
Revenues from these plants are generated from the fabrication of girders, steel joists and steel deck used within the non-residential construction industry.
We have commitments for the purchase of commodities such as electricity, water, natural gas and its transportation services, fuel, air products, zinc, and electrodes. Refer to Note 9. Commitments and Contingencies to the consolidated financial statements elsewhere in this report for this information. Construction commitments.
We have commitments for the purchase of commodities such as electricity, water, natural gas and its transportation services, fuel, air products, zinc, and electrodes. Refer to Note 8. Commitments and Contingencies to the consolidated financial statements elsewhere in this report for this information. Construction commitments.
Management’s Discussion and Analysis of Financial Condition and Results of Operations in Part II of our Annual Report on Form 10-K for the year ended December 31, 2022, for additional information regarding results of operations for the year ended December 31, 2022, as compared to the year ended December 31, 2021, and segment operating results for 2022 as compared to 2021.
Management’s Discussion and Analysis of Financial Condition and Results of Operations in Part II of our Annual Report on Form 10-K for the year ended December 31, 2023, for additional information regarding results of operations for the year ended December 31, 2023, as compared to the year ended December 31, 2022, and segment operating results for 2023 as compared to 2022.
We have firm contracts with various vendors for the completion of certain construction projects at our various divisions at December 31, 2023. Refer to Note 9. Commitments and Contingencies to the consolidated financial statements elsewhere in this report for this information. Lease commitments. We have entered into operating leases relating principally to transportation and other equipment, and some real estate.
We have firm contracts with various vendors for the completion of certain construction projects at our various divisions at December 31, 2024. Refer to Note 8. Commitments and Contingencies to the consolidated financial statements elsewhere in this report for this information. Lease commitments. We have entered into operating leases relating principally to transportation and other equipment, and some real estate.
It is reasonably possible that the amount of unrecognized tax benefits could change in the next twelve months in an amount ranging from zero to $10.0 million, as a result of the expiration of the statute of limitations and other federal and state income tax audits. 46 Table of Contents Liquidity and Capital Resources Capital Resources and Long-term Debt.
It is reasonably possible that the amount of unrecognized tax benefits could change in the next twelve months in an amount ranging from zero to $12.0 million, as a result of the expiration of the statute of limitations and other federal and state income tax audits. 44 Table of Contents Liquidity and Capital Resources Capital Resources and Long-term Debt.
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 $1.5 billion and $1.8 billion of share repurchases during 2023 and 2022, respectively.
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 $1.2 billion and $1.5 billion of share repurchases during 2024 and 2023, respectively.
We consider historical and anticipated future results, general economic and market conditions, the impact of planned business and operational strategies and all available information at the time the fair values of its reporting units are estimated. Those estimates and judgments may or may not ultimately prove accurate.
We consider historical and anticipated future results, general 48 Table of Contents economic and market conditions, the impact of planned business and operational strategies and all available information at the time the fair values of reporting units are estimated. Those estimates and judgments may or may not ultimately prove accurate.
Refer to Note 12. Leases to the consolidated financial statements elsewhere in this report for this information. Unrecognized tax benefits.
Refer to Note 11. Leases to the consolidated financial statements elsewhere in this report for this information. Unrecognized tax benefits.
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.
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. In February 2025, our board of directors authorized an additional share repurchase program of up to $1.5 billion of our common stock.
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.
We are currently executing our plan to invest $2.7 billion in a new state-of-the-art lower-carbon recycled aluminum flat rolled products mill with two new supporting satellite recycled aluminum slab centers, which are being funded by available cash and cash flow from operations. Related expenditures began in the third quarter of 2022 and are expected to continue through 2025.
We file income tax returns in the United States federal jurisdiction as well as income tax returns in various state jurisdictions. The tax years 2020 through 2022 remain open to examination by the Internal Revenue Service and various state and local jurisdictions.
We file income tax returns in the United States federal jurisdiction as well as income tax returns in various state jurisdictions. The tax years 2021 through 2023 remain open to examination by the Internal Revenue Service and various state and local jurisdictions.
The fair value of the reporting unit is determined using a complex valuation model including an estimate of future cash flows utilizing a risk-adjusted discount rate to calculate the net present value of future cash flows (income approach), and for some years by using a market approach based upon an analysis of valuation metrics of comparable peer companies, using Level 3 fair value inputs as provided for under ASC 820.
When conducting a quantitative test, the fair value of the reporting unit is determined by using an estimate of future cash flows utilizing a risk-adjusted discount rate to calculate the net present value of future cash flows (income approach), and for some years by using a market approach based upon an analysis of valuation metrics of comparable peer companies, using Level 3 fair value inputs as provided for under ASC 820.
Included in the balance of unrecognized tax benefits at December 31, 2023, are potential benefits of $27.8 million that, if recognized, would affect the effective tax rate. We recognize interest and penalties related to our tax contingencies on a net-of-tax basis in income tax expense.
Included in the balance of unrecognized tax benefits at December 31, 2024, are potential benefits of $26.4 million that, if recognized, would affect the effective tax rate. We recognize interest and penalties related to our tax contingencies on a net-of-tax basis in income tax expense.
As of December 31, 2023, we had $1.4 billion remaining available to purchase under the November 2023 share repurchase program. See Part II, Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities for additional information.
As of December 31, 2024, we had $193.5 million remaining available to purchase under the November 2023 share repurchase program. See Part II, Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities for additional information.
Additionally, we are required 50 Table of Contents to ensure that assumptions used to determine fair value in our analyses are consistent with the assumptions a hypothetical marketplace participant would use.
Additionally, we are required to ensure that assumptions used to determine fair value in our analyses are consistent with the assumptions a hypothetical marketplace participant would use.
Our metallic raw material cost consumed in our steel mills decreased $61 per net ton, or 13%, in 2023 compared to 2022, consistent with overall decreased domestic scrap pricing noted below in the metals recycling operations segment discussion. ​ As a result of average selling prices decreasing more than scrap costs, specifically for sheet steel products, 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) decreased 20% in 2023 compared to 2022.
Our metallic raw material cost consumed in our steel mills decreased $28 per net ton, or 7%, in 2024 compared to 2023, consistent with overall decreased domestic scrap pricing noted below in the metals recycling operations segment discussion. ​ As a result of average selling prices decreasing more than scrap costs, specifically for long products, 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) decreased 3% in 2024 compared to 2023.
The average cost of steel consumed decreased 26% in 2023, as compared to 2022. Due to decreased selling prices per ton more than offsetting decreased steel input costs per ton, metal spread (which we define as the difference between average selling prices and the cost of purchased steel) contracted 10% in 2023 compared to 2022.
Due to decreased selling prices per ton more than offsetting decreased steel input costs per ton, metal spread (which we define as the difference between average selling prices and the cost of purchased steel) contracted 41% in 2024 compared to 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 25.8% and 27.7% at December 31, 2023 and December 31, 2022, respectively.
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 26.5% and 25.8% at December 31, 2024 and 2023, respectively.
In addition, a debt to capitalization ratio of not more than 0.60:1.00 must be maintained. At December 31, 2023, our interest coverage ratio and debt to capitalization ratio were 36.13:1.00 and 0.26:1.00, respectively. We were, therefore, in compliance with these covenants at December 31, 2023, and we anticipate we will continue to be in compliance during the next twelve months.
In addition, a debt to capitalization ratio of not more than 0.60:1.00 must be maintained. At December 31, 2024, our interest coverage ratio and debt to capitalization ratio were 21.68:1.00 and 0.27:1.00, respectively. We were, therefore, in compliance with these covenants at December 31, 2024, and we anticipate we will continue to be in compliance during the next twelve months.
Of the costs incurred during 2023 for monitoring and compliance, approximately 71% were related to the normal transportation of certain types of by-products produced in our steelmaking processes and other facilities, in accordance with legal requirements. We incurred combined environmental remediation costs of approximately $3.1 million at all of our facilities during 2023.
Of the costs incurred during 2024 for monitoring and compliance, approximately 74% were related to the normal transportation of certain types of by-products produced in our steelmaking processes and other facilities in accordance with legal requirements. We incurred combined environmental remediation costs of approximately $4.9 million at all of our facilities during 2024.
Working Capital (representing excess of current assets over current liabilities). We generated cash flow from operations of $3.5 billion in 2023 compared to $4.5 billion in 2022.
Working Capital (representing excess of current assets over current liabilities). We generated cash flow from operations of $1.8 billion in 2024 compared to $3.5 billion in 2023.
We have an accrual of $6.6 million recorded for environmental remediation related to our metals recycling operations, and $2.6 million related to our idled Minnesota ironmaking operations.
We have an accrual of $3.8 million recorded for environmental remediation related to our metals recycling operations, $2.6 million related to our idled Minnesota ironmaking operations, and $712,000 related to our steel operations.
We paid cash dividends of $271.3 million and $237.2 million during 2023 and 2022, respectively. Our board of directors, along with executive management, approves the payment of dividends on a quarterly basis.
We paid cash dividends of $282.6 million and $271.3 million during 2024 and 2023, respectively. Our board of directors, along with executive management, approves the payment of dividends on a quarterly basis.
Our liquidity of $3.5 billion and anticipated future operating cash flow generation is sufficient to provide for our planned 2024 capital requirements. Cash Dividends.
Our liquidity of $2.2 billion and anticipated future operating cash flow generation is sufficient to provide for our planned 2025 capital requirements. Cash Dividends.
During the year ended December 31, 2023, we recognized expense from the increase of interest expense and penalties of $1.6 million, net of tax. In addition to the unrecognized tax benefits noted above, we had $3.2 million accrued for the payment of interest and penalties at December 31, 2023.
During the year ended December 31, 2024, we recognized expense from the increase of interest expense and penalties of $710,000, net of tax. In addition to the unrecognized tax benefits noted above, we had $4.2 million accrued for the payment of interest and penalties at December 31, 2024.
Management does not believe that it is reasonably likely that our reporting units will fail the goodwill impairment test in the near term, as the determined fair value of the reporting units with goodwill exceeded their carrying value by more than an insignificant amount.
Management does not believe that it is reasonably likely that our reporting units will fail the goodwill impairment test in the near term, given the results of our most recent qualitative assessment and the determined fair value of the reporting units with goodwill from our most recent quantitative test exceeded their carrying value by more than an insignificant amount.
Customer order activity and steel demand were strong during 2023, with the construction, automotive, industrial, and energy sectors continuing to lead demand. In spite of strong market demand, average selling prices were lower during 2023 compared to 2022, as total steel segment average selling prices decreased 18%, or $249 per ton, compared to 2022.
Customer order activity and steel demand were stable during 2024, with the construction, automotive, industrial, and energy sectors leading demand. In spite of strong market demand, average selling prices were lower during 2024 compared to 2023, as total steel segment average selling prices decreased 4%, or $46 per ton, compared to 2023.
Net sales for the steel operations segment were 13% lower in 2023 when compared to historically high prices in 2022, due to lower average steel selling prices more than offsetting record volumes. ​ 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.
Net sales for the steel operations segment were 4% lower in 2024 when compared to 2023, due to lower average steel selling prices on consistent volumes. ​ 41 Table of Contents 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.
During 2023, we incurred costs related to the monitoring and compliance of environmental matters in the amount of approximately $54.6 million and capital expenditures related to environmental compliance of approximately $5.4 million.
During 2024, we incurred costs related to the monitoring and compliance of environmental matters in the amount of approximately $60.2 million and capital expenditures related to environmental compliance of approximately $4.3 million.
Accordingly, discount rate scenario analysis is performed to evaluate the impact on estimated reporting unit fair values. Our fourth quarter 2023, 2022, and 2021 annual goodwill impairment analyses did not result in any impairment charges.
Accordingly, our qualitative assessments consider changes in interest rates and our quantitative tests include discount rate scenario analysis to evaluate the impact on estimated reporting unit fair values. Our fourth quarter 2024, 2023, and 2022 annual goodwill impairment analyses did not result in any impairment charges.
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 25% to $0.425 per share in the first quarter of 2023, and continued at that level through the remainder of 2023 (from $0.34 per share in 2022), resulting in declared cash dividends of $280.5 million during 2023, compared to $245.3 million during 2022.
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 $284.1 million during 2024, compared to $280.5 million in 2023.
As a result of the overall decreased metals spreads, metals recycling operations operating income decreased 24% to $88.7 million in 2023 compared to 2022. ​ 44 Table of Contents Steel Fabrication Operations Segment ​ Steel fabrication operations include seven New Millennium Building Systems joist and deck plants located throughout the United States, and in Northern Mexico.
As a result of the overall increased metals spreads, metals recycling operations operating income increased 61% to $76.8 million in 2024 compared to 2023. ​ 42 Table of Contents 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.
Our goodwill, relating to various business combinations, consisted of the following at December 31 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ 2022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Steel Operations Segment ​ $ 272,133 ​ $ 272,133 ​ ​ Metals Recycling Operations Segment ​ ​ 203,413 ​ ​ 228,009 ​ ​ Steel Fabrication Operations Segment ​ ​ 1,925 ​ ​ 1,925 ​ ​ ​ ​ $ 477,471 ​ $ 502,067 ​ ​ At least once annually (as of October 1), or when indicators of impairment exist, the company performs an impairment test for goodwill.
Our goodwill, relating to various business combinations, consisted of the following at December 31, 2024 and 2023 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Steel Operations Segment ​ $ 272,133 ​ ​ ​ Aluminum Operations Segment ​ ​ 14,000 ​ ​ ​ Metals Recycling Operations Segment ​ ​ 189,413 ​ ​ ​ Steel Fabrication Operations Segment ​ ​ 1,925 ​ ​ ​ ​ ​ $ 477,471 ​ ​ ​ At least once annually (as of October 1), or when indicators of impairment exist, we perform a goodwill impairment analysis.
Interest Expense, net of Capitalized Interest. During 2023, interest expense of $76.5 million decreased 16% from $91.5 million during 2022, due to higher capitalized interest in 2023 ($33.0 million, compared to $15.8 million in 2022) related to our ongoing expansion projects, most notably within Aluminum Operations. Other (Income) Expense, net.
The lower interest expense in 2024 compared to 2023 is due to higher capitalized interest in 2024 ($66.8 million, compared to $33.0 million in 2023) related to our ongoing expansion projects, most notably within Aluminum Operations. Other (Income) Expense, net.
Goodwill is allocated to various reporting units, which are generally one level below the company’s operating segments.
Goodwill is allocated to various reporting units, which are generally one level below the company’s operating segments. If the fair value exceeds the carrying value of the reporting unit, there is no impairment.
In the third quarter of 2023, we entered into a new unsecured credit agreement, replacing the previous one, which 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.
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.
Net income attributable to Steel Dynamics, Inc. for 2023 decreased $1.4 billion, or 37%, to $2.5 billion, compared to a record in 2022. Diluted earnings per share attributable to Steel Dynamics, Inc. was $14.64 for 2023, compared to $20.92 for 2022.
Net income attributable to Steel Dynamics, Inc. for 2024 decreased $913.7 million, or 37%, to $1.5 billion, compared to 2023. Diluted earnings per share attributable to Steel Dynamics, Inc. was $9.84 for 2024, compared to $14.64 for 2023. Refer to Item 7.
Due to this metal spread compression, operating income for the steel operations decreased 39%, to $1.9 billion, in 2023 compared to 2022. 43 Table of Contents Metals Recycling Operations Segment ​ Metals recycling operations includes both ferrous and nonferrous scrap metal processing, transportation, marketing, brokerage, and scrap management services.
Due to metal spread compression, operating income for the steel operations decreased 16% to $1.6 billion in 2024 compared to 2023. 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 Mexico.
Metal spread compression among each of our operating segments resulted in significantly lower operating income in 2023 compared to our record 2022 earnings despite continued strong market demand and volumes. Consolidated operating income for 2023 decreased $1.9 billion, or 38%, to $3.2 billion, compared to a record $5.1 billion in 2022.
Metal spread compression in our steel and, particularly, steel fabrication segments resulted in significantly lower operating income in 2024 compared to 2023. Consolidated operating income for 2024 decreased $1.2 billion, or 38%, to $1.9 billion, compared to $3.2 billion in 2023.
Net sales for the steel fabrication operations decreased 34% during 2023 compared to the record levels during 2022, as average selling prices decreased $740 per ton, or 15%, and volumes decreased 23% from the record volume during 2022. ​ 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 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 of steel consumed decreased 5% in 2024, as compared to 2023.
Selling, general and administrative expenses of $588.6 million during 2023 increased 8% from $545.6 million during 2022 primarily due to a 10% increase in payroll and benefits expense related to the execution of our growth strategy during 2023, including construction and start-up costs of our Aluminum Operations.
Selling, general and administrative expenses of $664.1 million during 2024 increased 13% from $588.6 million during 2023 primarily due to an increase in payroll and benefits expense related to the growth of the aluminum operations segment during 2024. Selling, general and administrative expenses represented 3.8% and 3.1% of net sales during 2024 and 2023, respectively.
Estimated interest payments also include a 0.15% commitment fee on our available Revolver, and an average interest rate of 7.0% on our other debt of $61.8 million. Our estimated interest payments are $102.2 million, $80.1 million, $74.9 million, $54.5 million, $50.0 million, for the years 2024 through 2028, respectively, and $343.2 million thereafter. 48 Table of Contents Purchase obligations.
Estimated interest payments also include a 0.175% commitment fee on our available Revolver, and an average interest rate of 6.23% on our other debt of $28.8 million. Our estimated interest payments are $116.4 million, $109.4 million, $89.0 million, $83.4 million, and $82.2 million, for the years 2025 through 2029, respectively, and $442.4 million thereafter. 46 Table of Contents Purchase obligations.
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.
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.
Metals Recycling Operations Shipments: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ ​ ​ ​ 2023 ​ % Change ​ 2022 ​ ​ Ferrous metal (gross tons) ​ ​ ​ ​ ​ ​ ​ ​ Total ​ 5,779,114 ​ 9% ​ 5,301,774 ​ ​ Inter-company ​ (3,579,958) ​ ​ ​ (3,475,662) ​ ​ External shipments ​ 2,199,156 ​ 20% ​ 1,826,112 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nonferrous metal (thousands of pounds) ​ ​ ​ ​ ​ ​ ​ ​ Total ​ 1,108,211 ​ 5% ​ 1,053,852 ​ ​ Inter-company ​ (157,892) ​ ​ ​ (138,407) ​ ​ External shipments ​ 950,319 ​ 4% ​ 915,445 ​ ​ Segment Results 2023 vs. 2022 During 2023, our metals recycling operations continued to benefit from solid domestic steel industry demand, resulting in higher ferrous and nonferrous scrap shipments compared to 2022.
Metals Recycling Operations Shipments: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ ​ ​ ​ 2024 ​ % Change ​ 2023 ​ ​ Ferrous metal (gross tons) ​ ​ ​ ​ ​ ​ ​ ​ Total ​ 5,850,544 ​ 1% ​ 5,792,484 ​ ​ Inter-company ​ (3,656,034) ​ ​ ​ (3,593,328) ​ ​ External shipments ​ 2,194,510 ​ - ​ 2,199,156 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nonferrous metal (thousands of pounds) ​ ​ ​ ​ ​ ​ ​ ​ Total ​ 965,491 ​ (1)% ​ 970,445 ​ ​ Inter-company ​ (171,915) ​ ​ ​ (207,866) ​ ​ External shipments ​ 793,576 ​ 4% ​ 762,579 ​ ​ Segment Results 2024 vs. 2023 During 2024, our metals recycling operations continued to benefit from solid domestic steel industry demand, resulting in consistent ferrous and nonferrous scrap shipments compared to 2023.
Steel Operations Shipments (tons): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ ​ ​ 2023 ​ % Change ​ 2022 ​ ​ Total shipments 12,821,753 ​ 5% ​ 12,159,189 ​ ​ Intra-segment shipments (1,449,832) ​ ​ ​ (1,354,940) ​ ​ Steel Operations Segment shipments 11,371,921 ​ 5% ​ 10,804,249 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ External shipments 10,976,707 ​ 5% ​ 10,411,490 ​ ​ ​ 42 Table of Contents Segment Results 2023 vs. 2022 During 2023, our steel operations achieved record annual shipments of 12.8 million tons (11.4 million excluding intra-segment) a 5% increase over 2022 shipments, including 1.4 million tons from Sinton during 2023, an increase of 67% over 2022.
Steel Operations Shipments (tons): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ ​ ​ 2024 ​ % Change ​ 2023 ​ ​ Total shipments 12,660,487 ​ (1)% ​ 12,821,753 ​ ​ Intra-segment shipments (1,306,364) ​ ​ ​ (1,449,832) ​ ​ Steel Operations Segment shipments 11,354,123 ​ - ​ 11,371,921 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ External shipments 10,929,453 ​ - ​ 10,976,707 ​ ​ ​ Segment Results 2024 vs. 2023 During 2024, our steel operations achieved annual shipments of 12.7 million tons (11.4 million excluding intra-segment), slightly less than 2023 total record shipments.
In 2023 and 2022, 62% and 66%, respectively, of metals recycling operations ferrous scrap was sold to our own steel mills, while our steel mill utilization was 82% and 77% including Sinton (91% and 92% exclusive of Sinton) in 2023 and 2022, respectively.
In 2024 and 2023, 62% of metals recycling operations ferrous scrap was sold to our own steel mills, while our steel mill utilization remained consistent at 81% and 82% in 2024 and 2023, respectively. Metals recycling operations accounted for 11% of our consolidated net sales during 2024 and 2023.
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 December 31, 2023, we had $1.2 billion of availability on the Revolver, $9.1 million of outstanding letters of credit and other obligations which reduce availability, and there were no borrowings outstanding.
At December 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.
In addition, our $400 million 2.800% senior notes were recorded as current at December 31, 2023. 47 Table of Contents Capital Investments. During 2023, we invested $1.7 billion in property, plant and equipment, primarily within our aluminum operations and steel operations segments, compared with $908.9 million invested during 2022.
During 2024, we invested $1.9 billion in property, plant and equipment, primarily within our aluminum operations and steel operations segments, compared with $1.7 billion invested during 2023.
During 2023, income tax expense of $751.6 million, at an effective income tax rate of 23.3%, decreased 34% compared to the $1.1 billion, at an effective income tax rate of 22.7%, during 2022, consistent with decreased pretax earnings. Refer to Note 4. Income Taxes to the consolidated financial statements elsewhere in this report for additional information.
Income Tax Expense. During 2024, income tax expense of $432.9 million, at an effective income tax rate of 21.8%, decreased 42% compared to the $751.6 million, at an effective income tax rate of 23.3%, during 2023, consistent with decreased pretax earnings.
Net sales for our metals recycling operations in 2023 were comparable to 2022, as increased shipments were offset by ferrous and nonferrous average selling prices that decreased 7% and 8%, respectively, during 2023 compared to 2022. ​ Ferrous metal spread (which we define as the difference between average selling prices and the cost of purchased scrap) decreased 7% and nonferrous metal spread increased 9% during 2023 compared to 2022.
Due to a challenging pricing environment throughout much of 2024, ferrous average selling prices decreased 7% while nonferrous average selling prices increased 10% during 2024 compared to 2023. ​ Ferrous metal spread (which we define as the difference between average selling prices and the cost of purchased scrap) was flat and nonferrous metal spread increased 13% during 2024 compared to 2023.
Steel fabrication operations accounted for 15% and 19% of our consolidated net sales during 2023 and 2022, respectively. ​ ​ Segment Results 2023 vs. 2022 Our steel fabrication operations continue to benefit from the solid non-residential construction market, as evidenced by our historically strong order backlog that extends through the first half of 2024.
Steel fabrication operations accounted for 10% and 15% of our consolidated net sales during 2024 and 2023, respectively. ​ ​ Segment Results 2024 vs. 2023 Net sales for the steel fabrication operations decreased 37% during 2024 compared to 2023, as average selling prices decreased 31% and volumes decreased 8% compared to 2023.
Metals recycling operations accounted for 12% and 10% of our consolidated net sales during 2023 and 2022, respectively.
Steel operations accounted for 69% and 67% of our consolidated net sales during 2024 and 2023, respectively. See Item 1. Business for further information on Steel Operations segment operations.
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 Operations section below. During 2023, there were no additional results of operations, such as those related to shipments or production, to be discussed. Operations are expected to begin in 2025.
The results of this segment largely consist of construction and start-up costs recorded in selling, general, and administrative expenses, which continued to increase during 2024, consistent with increased headcount and start-up costs. Other Operations ​ Consolidated Results 2024 vs. 2023 Selling, General and Administrative Expenses.
The continued onshoring of manufacturing, coupled with the robust U.S. infrastructure and Inflation Reduction Act programs and industrial construction, supports consistent strong demand.
Our steel fabrication operations benefited from a solid non-residential construction market, as evidenced by historically solid order backlog that extends deep into the first half of 2025 at attractive pricing levels. The continued onshoring of manufacturing, coupled with the robust U.S. infrastructure and Inflation Reduction Act programs, supports consistent strong demand for steel joist and deck products.
Removed
Other expense consists of any non-operating costs, such as certain acquisition and financing expenses. 2023 Overview During 2023, underlying domestic steel demand was firm, supported by the construction, automotive, and energy sectors. Customer steel inventories also remained below historical averages, in combination resulting in generally steady order patterns.
Added
Other expense consists of any non-operating costs, such as certain acquisition and financing expenses. 2024 Overview During 2024 we achieved steel shipments of 12.7 million tons, our second highest annual volume behind 2023’s 12.8 million tons.
Removed
This solid market environment, coupled with the continued ramp-up of Sinton, drove record annual shipments of 12.8 million tons for our steel operations. Despite a challenging pricing environment throughout much of the year, our metals recycling teams meaningfully increased volume during 2023 compared to 2022.
Added
Underlying domestic steel demand was stable during 2024, but imports of certain steel products, most notably coated flat rolled steels, caused pricing pressure for flat rolled steel products. While facing a challenging pricing environment throughout much of the year, our metals recycling teams maintained consistent volumes during 2024 compared to 2023.
Removed
Our steel fabrication business achieved its second highest annual earnings during 2023, on continued solid non-residential construction demand. Our consolidated net sales of $18.8 billion and cash flow from operations of $3.5 billion were our second-best and our consolidated operating income of $3.2 billion was our third-best performance in company history.
Added
A solid non-residential construction market during 2024 benefited our steel fabrication operations, as the segment achieved historically strong volumes and average selling prices, compared to pre-Covid levels. Consolidated net sales were $17.5 billion during 2024, with cash flow from operations of $1.8 billion.
Removed
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 (now including warehouse operations previously included in Other), metals recycling operations, steel fabrication operations, and a new reportable segment, aluminum operations.
Added
Our 2024 change in reportable segments did not change the discussion previously provided.
Removed
Segment information provided within this Form 10-K has been recast for all prior periods consistent with the current reportable segment presentation. Aluminum Operations includes the results of the recycled aluminum flat rolled products mill in Columbus, Mississippi, and two satellite recycled aluminum slab centers located in Arizona and Mexico, all of which are currently being constructed.
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Refer to the Aluminum Operations segment discussion for additional information. ​ 39 Table of Contents Segment Operating Results ( dollars in thousands ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ ​ ​ 2024 ​ % Change ​ 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net sales ​ ​ ​ ​ ​ ​ ​ ​ ​ Steel Operations $ 12,527,066 ​ (4)% ​ $ 13,067,622 ​ ​ Metals Recycling Operations ​ 4,136,913 ​ (1)% ​ ​ 4,158,588 ​ ​ Steel Fabrication Operations ​ 1,771,795 ​ (37)% ​ ​ 2,806,777 ​ ​ Aluminum Operations ​ 318,689 ​ 11% ​ ​ 285,907 ​ ​ Other ​ 1,451,723 ​ 24% ​ ​ 1,171,901 ​ ​ ​ ​ 20,206,186 ​ ​ ​ ​ 21,490,795 ​ ​ Intra-company ​ (2,665,796) ​ ​ ​ ​ (2,695,479) ​ ​ ​ $ 17,540,390 ​ (7)% ​ $ 18,795,316 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating income (loss) ​ ​ ​ ​ ​ ​ ​ ​ ​ Steel Operations $ 1,582,374 ​ (16)% ​ $ 1,881,600 ​ ​ Metals Recycling Operations ​ 76,807 ​ 61% ​ ​ 47,735 ​ ​ Steel Fabrication Operations ​ 666,984 ​ (58)% ​ ​ 1,593,261 ​ ​ Aluminum Operations ​ (72,331) ​ (522)% ​ ​ 17,146 ​ ​ Other ​ (317,408) ​ 20% ​ ​ (394,577) ​ ​ ​ ​ 1,936,426 ​ ​ ​ ​ 3,145,165 ​ ​ Intra-company ​ 6,611 ​ ​ ​ ​ 6,016 ​ ​ ​ $ 1,943,037 ​ (38)% ​ $ 3,151,181 ​ ​ ​ 40 Table of Contents ​ Steel Operations Segment ​ Steel operations include our 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, Vulcan Threaded Products, Inc., warehouse operations in Mexico, and SDI Biocarbon Solutions, LLC, a joint venture to construct and operate a biocarbon production facility.
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Our 2023 change in reportable segments did not change the discussion previously provided. ​ 40 Table of Contents Segment Operating Results ( dollars in thousands ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ ​ ​ 2023 ​ % Change ​ 2022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net sales ​ ​ ​ ​ ​ ​ ​ ​ ​ Steel Operations $ 13,067,622 ​ (13)% ​ $ 15,100,996 ​ ​ Metals Recycling Operations ​ 4,360,127 ​ (1)% ​ ​ 4,395,668 ​ ​ Steel Fabrication Operations ​ 2,806,777 ​ (34)% ​ ​ 4,257,207 ​ ​ Aluminum Operations ​ - ​ - ​ ​ - ​ ​ Other ​ 1,171,901 ​ (9)% ​ ​ 1,287,980 ​ ​ ​ ​ 21,406,427 ​ ​ ​ ​ 25,041,851 ​ ​ Intra-company ​ (2,611,111) ​ ​ ​ ​ (2,781,077) ​ ​ ​ $ 18,795,316 ​ (16)% ​ $ 22,260,774 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating income (loss) ​ ​ ​ ​ ​ ​ ​ ​ ​ Steel Operations $ 1,881,600 ​ (39)% ​ $ 3,092,689 ​ ​ Metals Recycling Operations ​ 88,654 ​ (24)% ​ ​ 116,497 ​ ​ Steel Fabrication Operations ​ 1,593,261 ​ (34)% ​ ​ 2,424,655 ​ ​ Aluminum Operations ​ (23,773) ​ (909)% ​ ​ (2,355) ​ ​ Other ​ (394,577) ​ 34% ​ ​ (594,045) ​ ​ ​ ​ 3,145,165 ​ ​ ​ ​ 5,037,441 ​ ​ Intra-company ​ 6,016 ​ ​ ​ ​ 54,381 ​ ​ ​ $ 3,151,181 ​ (38)% ​ $ 5,091,822 ​ ​ ​ 41 Table of Contents ​ Steel Operations Segment ​ Steel operations consist of our electric arc furnace (EAF) steel mills, producing steel from ferrous scrap and scrap substitutes, utilizing continuous casting, automated rolling mills and numerous steel coating, processing lines and warehouse operations.
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Net sales for our metals recycling operations in 2024 were comparable to 2023 based on consistent shipments.
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Our steel operations sell directly to end-users, steel fabricators, and service centers. These products are used in numerous industry sectors, including the construction, automotive, manufacturing, transportation, heavy and agriculture equipment, energy and pipe and tube (including OCTG) markets. Steel operations accounted for 67% and 65% of our consolidated net sales during 2023 and 2022, respectively. See Item 1.
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Metal spread compression coupled with decreased volume resulted in operating income decreasing 58% to $667.0 million in 2024, compared to $1.6 billion in 2023. 43 Table of Contents Aluminum Operations Segment ​ Aluminum operations include the recycled aluminum flat rolled products mill nearing completion of construction in Columbus, Mississippi, two satellite recycled aluminum slab centers in the southwest United States (US) and Central Mexico, and an entity with aluminum operations, formerly included in the results of our metals recycling operations segment.
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Business for further information on Steel Operations segment operations.
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The aluminum flat rolled products mill and the Mexico and US recycled aluminum slab centers are expected to begin operations in mid to late 2025. Net sales relate to an entity with aluminum operations, previously reported as part of our metals recycling operations.
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Sheet steel pricing was 22% lower, while long products pricing decreased 6%.
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Profit sharing expense during 2024 of $164.9 million decreased 39% from $272.0 million during 2023, consistent with decreased pretax earnings. This decrease in profit sharing expense was the primary driver of decreased operating loss for other operations of 20% in 2024 compared to 2023.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeThe following table represents the principal cash repayments and related weighted-average interest rates by maturity date for our long-term debt, as of December 31, 2023 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest Rate Risk ​ ​ ​ ​ Fixed Rate ​ Variable Rate ​ ​ ​ ​ ​ ​ Average ​ ​ ​ Average ​ ​ ​ ​ Principal ​ Rate ​ Principal ​ Rate ​ ​ Expected maturity date: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 ​ $ 400,901 ​ ​ 2.8% ​ $ 59,794 ​ ​ 7.2% ​ ​ 2025 ​ ​ 400,653 ​ ​ 2.4 ​ ​ - ​ ​ ​ ​ ​ 2026 ​ ​ 400,453 ​ ​ 5.0 ​ ​ - ​ ​ ​ ​ ​ 2027 ​ ​ 350,035 ​ ​ 1.7 ​ ​ - ​ ​ ​ ​ ​ 2028 ​ ​ - ​ ​ - ​ ​ - ​ ​ ​ ​ ​ Thereafter ​ ​ 1,500,000 ​ ​ 3.3 ​ ​ - ​ ​ ​ ​ ​ Total debt outstanding ​ $ 3,052,042 ​ ​ 3.2% ​ $ 59,794 ​ ​ 7.2% ​ ​ Fair value ​ $ 2,776,826 ​ ​ ​ ​ $ 59,794 ​ ​ ​ ​ ​ 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, water, natural gas and its transportation services, fuel, air products, zinc, and electrodes.
Biggest changeThe following table represents the principal cash repayments and related weighted-average interest rates by maturity date for our long-term debt, as of December 31, 2024 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest Rate Risk ​ ​ ​ ​ Fixed Rate ​ Variable Rate ​ ​ ​ ​ ​ ​ Average ​ ​ ​ Average ​ ​ ​ ​ Principal ​ Rate ​ Principal ​ Rate ​ ​ Expected maturity date: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2025 ​ $ 401,071 ​ ​ 2.4% ​ $ 26,371 ​ ​ 6.4% ​ ​ 2026 ​ ​ 400,896 ​ ​ 5.0 ​ ​ - ​ ​ ​ ​ ​ 2027 ​ ​ 350,465 ​ ​ 1.7 ​ ​ - ​ ​ ​ ​ ​ 2028 ​ ​ - ​ ​ - ​ ​ - ​ ​ ​ ​ ​ 2029 ​ ​ - ​ ​ - ​ ​ - ​ ​ ​ ​ ​ Thereafter ​ ​ 2,100,000 ​ ​ 3.9 ​ ​ - ​ ​ ​ ​ ​ Total debt outstanding ​ $ 3,252,432 ​ ​ 3.6% ​ $ 26,371 ​ ​ 6.4% ​ ​ Fair value ​ $ 2,987,850 ​ ​ ​ ​ $ 26,371 ​ ​ ​ ​ ​ 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, water, natural gas and its transportation services, fuel, air products, zinc, and electrodes.
Commitments and Contingencies to the consolidated financial statements elsewhere in this report for additional information. ​ 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.
Commitments and Contingencies to the consolidated financial statements elsewhere in this report for additional information. ​ In our metals recycling, aluminum, 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 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. Refer to Note 9.
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. Refer to Note 8.
At December 31, 2023, we had a cumulative unrealized loss associated with these financial contracts of $6.8 million, substantially all of which have settlement dates in 2024. We believe the customer contracts associated with the financial contracts will be fully consummated. Refer to Note 7.
At December 31, 2024, we had a cumulative unrealized gain associated with these financial contracts of $13.1 million, substantially all of which have settlement dates in 2025. We believe the customer contracts associated with the financial contracts will be fully consummated. ​ ​ 50 Table of Contents
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To achieve these objectives, we may use interest rate swaps to manage net exposure to interest rate changes related to our portfolio of borrowings; however, we have not done so during 2023, 2022, or 2021.
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Derivative Financial Instruments to the consolidated financial statements elsewhere in this report for additional information . ​ ​ 52 Table of Contents

Other STLD 10-K year-over-year comparisons