CMC(CMC) - 2025 Q4 - Annual Report

Capital Expenditures and Investments - CMC invested approximately 80%, 77%, and 88% of total capital expenditures in the North America Steel Group segment during fiscal years 2025, 2024, and 2023, respectively[22]. - CMC is constructing a fourth EAF micro mill in Berkeley County, West Virginia, expected to begin production in 2026, enhancing capacity for straight-length and spooled rebar[25]. - CMC's fourth micro mill is under construction in Berkeley County, West Virginia, with an expected total investment of $550.0 million to $600.0 million[194]. - The company received $55.0 million in government assistance for the construction of the fourth micro mill, including $50.0 million in 2025[194]. - CMC issued $150.0 million in tax-exempt bonds to partially offset construction costs for facilities in West Virginia[195]. Financial Performance - Net sales for fiscal 2025 were $7,798.5 million, a decrease of $127.5 million, or 2%, compared to $7,925.9 million in 2024[202][203]. - Net earnings dropped to $84.7 million, a decrease of $400.8 million, or 83%, primarily due to a $274 million litigation-related expense[202][204]. - Selling, General and Administrative (SG&A) expenses increased by $31.8 million, or 5%, driven by higher employee-related costs and technology investments[205]. - Interest expense remained stable, with higher capitalized interest from micro mill construction offsetting increased long-term debt costs[206]. - The effective income tax rate decreased to 21.3% from 23.6% in the previous year, mainly due to reduced pre-tax earnings[208]. Operations and Production - The North America Steel Group segment operates 42 scrap metal recycling facilities, processing ferrous and nonferrous scrap metals[23]. - The company operates six EAF mini mills, three EAF micro mills, and one rerolling mill in its North America Steel Group segment[24]. - CMC's fabrication operations consist of 53 facilities, with 49 engaged in general fabrication of reinforcing steel[27]. - The company operates a network of steel mills and fabrication operations strategically located to meet high demand in the U.S. and Europe[41]. - The company has 756 acres of owned recycling facilities and 88 acres of leased facilities, with a total capacity of 5.1 million tons[160]. Sustainability and Environmental Impact - The company emphasizes sustainability, with approximately 98% of its products made from recycled materials[16]. - In 2025, recycled content accounted for approximately 98% of the raw materials used in the company's manufactured finished steel[43]. - The company incurred environmental costs of $58.4 million in 2025, with an additional $4.7 million spent on capital expenditures for environmental projects[56]. - The company is focused on sustainability, helping customers meet their sustainability needs with products like RebarZero and MerchantZero[44]. - Compliance with environmental laws may result in increased capital obligations and operating costs, impacting financial condition[136]. Labor and Workforce - The total headcount as of August 31, 2025, was 12,690 employees, with approximately 11% of North America Steel Group employees belonging to unions[58]. - As of August 31, 2025, 11% of employees in the North America Steel Group, 4% in the Emerging Businesses Group, and 28% in the Europe Steel Group belong to unions, indicating potential labor negotiation risks[81]. - The company has invested in employee training and resources, providing both online and in-person training options, as well as tuition assistance for further education[65]. - The company faces risks related to labor shortages and competition for skilled employees, which could impede operational efficiency and increase costs[81]. Risks and Challenges - The company relies heavily on ferrous scrap as a primary raw material, which is subject to significant price fluctuations that could adversely affect profitability[76]. - CMC's operations are vulnerable to energy disruptions, as they are large consumers of electricity and natural gas, which could impact production and costs[80]. - Inflation could adversely impact CMC's overall cost structure, particularly if price increases cannot be passed on to customers[83]. - The company is exposed to risks associated with the creditworthiness of its customers, which may lead to reduced sales or increased losses from uncollectible accounts due to credit constraints[96]. - The company faces potential disruptions from geopolitical conditions, including conflicts that may lead to volatility in commodity prices and supply chain interruptions[98]. Legal and Compliance Issues - The company has reported a litigation expense of $362.3 million for the year ended August 31, 2025, related to a judgment against it, which could materially affect its liquidity and financial condition[94]. - The company is involved in legal proceedings that could materially affect its financial condition, including antitrust lawsuits with potential damages of approximately $29 million[170]. - The company may face litigation and liability claims that could adversely impact its business and financial condition[93]. - The company has determined that there are no environmental matters to disclose for the period that could result in monetary sanctions of at least $1 million[173]. Strategic Initiatives - CMC plans to pursue strategic acquisitions to enhance growth, including recent agreements to acquire Concrete Pipe & Precast, LLC and Foley Products Company, LLC, which may pose integration challenges[105][106]. - CMC intends to acquire Foley for approximately $1.84 billion, with the transaction expected to close by the end of calendar 2025[190]. - The company launched the Transform, Advance and Grow (TAG) initiative in 2024 to enhance margins and cash flow generation[191]. Market Conditions - The company’s financial results are significantly dependent on economic conditions in key regions such as the U.S., U.K., Central Europe, and China, which could adversely affect demand for its products[89]. - Competition from alternative materials like aluminum and plastics may adversely impact future demand for steel products[112]. - Excess capacity in the steel industry, particularly from foreign producers, could lead to lower domestic steel prices and negatively affect sales and profitability[126]. - Tariffs and trade restrictions may result in reduced economic activity and increased operational costs, potentially impacting demand for the company's products[132]. Cybersecurity - The company has experienced cybersecurity incidents but has not seen a material adverse effect on its operations as of the report date, although future threats may require significant investment in security measures[90]. - The company has engaged a third-party service provider biannually to evaluate its cybersecurity risk management program[157]. - The company has established a cross-functional cyber incident response team (CIRT) to manage cybersecurity threats and incidents[158].