Cover Page
Cover Page - shares | 3 Months Ended | |
Nov. 30, 2023 | Jan. 05, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Nov. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 1-4304 | |
Entity Registrant Name | COMMERCIAL METALS COMPANY | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 75-0725338 | |
Entity Address, Address Line One | 6565 N. MacArthur Blvd. | |
Entity Address, City or Town | Irving | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75039 | |
City Area Code | (214) | |
Local Phone Number | 689-4300 | |
Title of 12(b) Security | Common Stock, $0.01 par value | |
Trading Symbol | CMC | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 116,387,828 | |
Entity Central Index Key | 0000022444 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2024 | |
Current Fiscal Year End Date | --08-31 | |
Document Fiscal Period Focus | Q1 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | |
Income Statement [Abstract] | ||
Net sales | $ 2,003,051 | $ 2,227,313 |
Costs and operating expenses: | ||
Cost of goods sold | 1,604,068 | 1,719,414 |
Selling, general and administrative expenses | 162,532 | 156,355 |
Interest expense | 11,756 | 13,045 |
Net costs and operating expenses | 1,778,356 | 1,888,814 |
Earnings before income taxes | 224,695 | 338,499 |
Income taxes | 48,422 | 76,725 |
Net earnings | $ 176,273 | $ 261,774 |
Earnings per share: | ||
Basic (in USD per share) | $ 1.51 | $ 2.23 |
Diluted (in USD per share) | $ 1.49 | $ 2.20 |
Average basic shares outstanding (shares) | 116,771,939 | 117,273,743 |
Average diluted shares outstanding (shares) | 118,354,913 | 118,925,442 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Net earnings | $ 176,273 | $ 261,774 |
Other comprehensive income (loss), net of income taxes: | ||
Foreign currency translation adjustments | 23,493 | 41,429 |
Derivatives: | ||
Net unrealized holding gain (loss) | (42,945) | 68,045 |
Reclassification for realized gain | (1,499) | (6,970) |
Net unrealized gain (loss) on derivatives | (44,444) | 61,075 |
Defined benefit plans gain (loss) after amortization of prior service costs | (9) | 1,758 |
Total other comprehensive income (loss), net of income taxes | (20,960) | 104,262 |
Comprehensive income | $ 155,313 | $ 366,036 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands | Nov. 30, 2023 | Aug. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 704,603 | $ 592,332 |
Accounts receivable (less allowance for doubtful accounts of $4,408 and $4,135) | 1,216,352 | 1,240,217 |
Inventories, net | 1,028,686 | 1,035,582 |
Prepaid and other current assets | 294,186 | 276,024 |
Total current assets | 3,243,827 | 3,144,155 |
Property, plant and equipment, net | 2,423,684 | 2,409,360 |
Intangible assets, net | 252,299 | 259,161 |
Goodwill | 382,688 | 385,821 |
Other noncurrent assets | 392,671 | 440,597 |
Total assets | 6,695,169 | 6,639,094 |
Current liabilities: | ||
Accounts payable | 343,831 | 364,390 |
Accrued expenses and other payables | 409,126 | 438,811 |
Current maturities of long-term debt and short-term borrowings | 33,998 | 40,513 |
Total current liabilities | 786,955 | 843,714 |
Deferred income taxes | 317,518 | 306,801 |
Other noncurrent liabilities | 240,247 | 253,181 |
Long-term debt | 1,120,472 | 1,114,284 |
Total liabilities | 2,465,192 | 2,517,980 |
Commitments and contingencies (Note 12) | ||
Stockholders' equity: | ||
Common stock, par value $0.01 per share; authorized 200,000,000 shares; issued 129,060,664 shares; outstanding 116,708,224 and 116,515,427 shares | 1,290 | 1,290 |
Additional paid-in capital | 377,533 | 394,672 |
Accumulated other comprehensive loss | (24,738) | (3,778) |
Retained earnings | 4,254,787 | 4,097,262 |
Less treasury stock 12,352,440 and 12,545,237 shares at cost | (379,136) | (368,573) |
Stockholders' equity | 4,229,736 | 4,120,873 |
Stockholders' equity attributable to non-controlling interests | 241 | 241 |
Total stockholders' equity | 4,229,977 | 4,121,114 |
Total liabilities and stockholders' equity | $ 6,695,169 | $ 6,639,094 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - USD ($) $ in Thousands | Nov. 30, 2023 | Aug. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Accounts Receivable, Allowance for Credit Loss, Current | $ 4,408 | $ 4,135 |
Common stock, par value (in USD per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares, issued (in shares) | 129,060,664 | 129,060,664 |
Common stock, shares, outstanding (in shares) | 116,708,224 | 116,515,427 |
Treasury stock (in shares) | 12,352,440 | 12,545,237 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | |
Cash flows from (used by) operating activities: | ||
Net earnings | $ 176,273 | $ 261,774 |
Adjustments to reconcile net earnings to cash flows from operating activities: | ||
Depreciation and amortization | 69,186 | 51,183 |
Stock-based compensation | 8,059 | 16,675 |
Deferred income taxes and other long-term taxes | 21,343 | 16,744 |
Write-down of inventory | 10,655 | 4,527 |
Other | 1,102 | 1,440 |
Changes in operating assets and liabilities, net of acquisitions | (25,558) | 20,027 |
Net cash flows from operating activities | 261,060 | 372,370 |
Cash flows from (used by) investing activities: | ||
Capital expenditures | (66,991) | (133,052) |
Acquisitions, net of cash acquired | 0 | (63,745) |
Other | 518 | 1,247 |
Net cash flows used by investing activities | (66,473) | (195,550) |
Cash flows from (used by) financing activities: | ||
Repayments of long-term debt | (9,276) | (154,631) |
Debt issuance costs | 0 | (1,800) |
Debt extinguishment costs | 0 | (69) |
Proceeds from accounts receivable facilities | 9,421 | 49 |
Repayments under accounts receivable facilities | (17,471) | (25,914) |
Treasury stock acquired | (28,408) | (49,149) |
Tax withholdings related to share settlements, net of purchase plans | (19,535) | (23,513) |
Dividends | (18,748) | (18,787) |
Net cash flows used by financing activities | (84,017) | (273,814) |
Effect of exchange rate changes on cash | 819 | 5,139 |
Increase (decrease) in cash, restricted cash and cash equivalents | 111,389 | (91,855) |
Cash, restricted cash and cash equivalents at beginning of period | 595,717 | 679,243 |
Cash, restricted cash and cash equivalents at end of period | 707,106 | 587,388 |
Supplemental information: | ||
Cash paid for income taxes | 1,398 | 15,694 |
Cash paid for interest | 10,888 | 22,201 |
Noncash activities: | ||
Liabilities related to additions of property, plant and equipment | 17,828 | 47,429 |
Right of use assets obtained in exchange for operating leases | 9,197 | 16,492 |
Right of use assets obtained in exchange for finance leases | 16,978 | 10,104 |
Cash and cash equivalents | 704,603 | 582,069 |
Restricted cash | 2,503 | 5,319 |
Total cash, restricted cash and cash equivalents | $ 707,106 | $ 587,388 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Loss | Retained Earnings | Treasury Stock | Noncontrolling Interests |
Beginning balance, shares at Aug. 31, 2022 | 129,060,664 | ||||||
Beginning balance at Aug. 31, 2022 | $ 3,286,429 | $ 1,290 | $ 382,767 | $ (114,451) | $ 3,312,438 | $ (295,847) | $ 232 |
Treasury stock, beginning balance (in shares) at Aug. 31, 2022 | (11,564,611) | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net earnings | 261,774 | 261,774 | |||||
Other comprehensive income (loss) | 104,262 | 104,262 | |||||
Dividends | (18,787) | (18,787) | |||||
Treasury stock acquired, shares | (1,275,452) | ||||||
Treasury stock acquired | (49,149) | $ (49,149) | |||||
Issuance of stock under incentive and purchase plans, net of shares withheld for taxes | (23,513) | (44,787) | $ 21,274 | ||||
Issuance of stock under incentive and purchase plans, net of forfeitures, shares | 1,071,036 | ||||||
Stock-based compensation | 13,527 | 13,527 | |||||
Reclassification of share-based liability awards | 9,692 | 9,692 | |||||
Ending balance, shares at Nov. 30, 2022 | 129,060,664 | ||||||
Ending balance at Nov. 30, 2022 | $ 3,584,235 | $ 1,290 | 361,199 | (10,189) | 3,555,425 | $ (323,722) | 232 |
Treasury stock, ending balance (in shares) at Nov. 30, 2022 | (11,769,027) | ||||||
Beginning balance, shares at Aug. 31, 2023 | 129,060,664 | 129,060,664 | |||||
Beginning balance at Aug. 31, 2023 | $ 4,121,114 | $ 1,290 | 394,672 | (3,778) | 4,097,262 | $ (368,573) | 241 |
Treasury stock, beginning balance (in shares) at Aug. 31, 2023 | (12,545,237) | (12,545,237) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net earnings | $ 176,273 | 176,273 | |||||
Other comprehensive income (loss) | (20,960) | (20,960) | |||||
Dividends | $ (18,748) | (18,748) | |||||
Treasury stock acquired, shares | (621,643) | (621,643) | |||||
Treasury stock acquired | $ (28,408) | $ (28,408) | |||||
Issuance of stock under incentive and purchase plans, net of shares withheld for taxes | (19,535) | (37,380) | $ 17,845 | ||||
Issuance of stock under incentive and purchase plans, net of forfeitures, shares | 814,440 | ||||||
Stock-based compensation | 9,040 | 9,040 | |||||
Reclassification of share-based liability awards | $ 11,201 | 11,201 | |||||
Ending balance, shares at Nov. 30, 2023 | 129,060,664 | 129,060,664 | |||||
Ending balance at Nov. 30, 2023 | $ 4,229,977 | $ 1,290 | $ 377,533 | $ (24,738) | $ 4,254,787 | $ (379,136) | $ 241 |
Treasury stock, ending balance (in shares) at Nov. 30, 2023 | (12,352,440) | (12,352,440) |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED) (Parenthetical) - $ / shares | 3 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | |
Statement of Stockholders' Equity [Abstract] | ||
Cash dividends per share (in USD per share) | $ 0.16 | $ 0.16 |
ACCOUNTING POLICIES
ACCOUNTING POLICIES | 3 Months Ended |
Nov. 30, 2023 | |
Accounting Policies [Abstract] | |
Accounting policies | NOTE 1. NATURE OF OPERATIONS AND ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") on a basis consistent with that used in the Annual Report on Form 10-K for the year ended August 31, 2023 (the "2023 Form 10-K") filed by Commercial Metals Company ("CMC," and together with its consolidated subsidiaries, the "Company") with the United States ("U.S.") Securities and Exchange Commission (the "SEC") and include all normal recurring adjustments necessary to present fairly the condensed consolidated balance sheets and the condensed consolidated statements of earnings, comprehensive income, cash flows and stockholders' equity for the periods indicated. These notes should be read in conjunction with the consolidated financial statements and notes included in the 2023 Form 10-K. The results of operations for the three month period ended November 30, 2023 are not necessarily indicative of the results to be expected for the full fiscal year. Any reference in this Form 10-Q to the "corresponding period" or "comparable period" relates to the three month period ended November 30, 2022. Any reference in this Form 10-Q to a year refers to the fiscal year ended August 31st of that year, unless otherwise noted. Nature of Operations CMC is an innovative solutions provider helping build a stronger, safer and more sustainable world. Through an extensive manufacturing network principally located in the U.S. and Central Europe, we offer products and technologies to meet the critical reinforcement needs of the global construction sector. CMC’s solutions support construction across a wide variety of applications, including infrastructure, non-residential, residential, industrial and energy generation and transmission. During the first quarter of 2024, CMC changed its reportable segments to reflect a change in the manner in which the business is managed. Based on recent changes to CMC’s organizational structure, the evolution of CMC’s solutions offerings outside of traditional steel products, the growing importance of non-steel solutions to CMC’s financial results and future outlook and how CMC's chief operating decision maker ("CODM"), the President and Chief Executive Officer, reviews operating results and makes decisions about resource allocation, CMC now has three reportable segments: North America Steel Group, Europe Steel Group and Emerging Businesses Group. North America Steel Group The North America Steel Group segment is primarily composed of a vertically integrated network of recycling facilities, steel mills and fabrication operations located in the U.S. The recycling facilities process ferrous and nonferrous scrap metals (collectively referred to as "raw materials") for use by manufacturers of new metal products. The steel mill operations consist of six electric arc furnace ("EAF") mini mills, three EAF micro mills and one rerolling mill. The steel mills manufacture finished long steel products including reinforcing bar ("rebar"), merchant bar, light structural and other special sections and wire rod, as well as semi-finished billets for rerolling and forging applications (collectively referred to as "steel products"). The fabrication operations primarily fabricate rebar and steel fence posts and offer post-tension cable products (collectively referred to as "downstream products" in the context of the North America Steel Group segment). The general strategy in the North America Steel Group segment is to optimize the Company's vertically integrated value chain to maximize profitability by obtaining the lowest possible input costs and highest possible selling prices. The Company operates the recycling facilities to provide low-cost scrap to the steel mills and the fabrication operations to optimize the steel mill volumes. The North America Steel Group segment's products are sold primarily to steel mills and foundries, construction, fabrication and other manufacturing industries. Europe Steel Group The Europe Steel Group segment is primarily composed of a vertically integrated network of recycling facilities, an EAF mini mill and fabrication operations located in Poland. The scrap metal recycling facilities process ferrous scrap metals for use almost exclusively by the mini mill. The steel products manufactured by the mini mill include rebar, merchant bar and wire rod as well as semi-finished billets. The products manufactured by this segment's fabrication operations include fabricated rebar, wire mesh, assembled rebar cages and other fabricated rebar by-products (collectively referred to as "downstream products" in the context of the Europe Steel Group segment). The strategy in the Europe Steel Group segment is to optimize profitability of the products manufactured by the mini mill, and this strategy is executed the same way in the Europe Steel Group segment as it is in the North America Steel Group segment. The Europe Steel Group segment's products are sold primarily to fabricators, manufacturers, distributors and construction companies. Emerging Businesses Group The strategy in the Emerging Businesses Group segment is to provide construction-related solutions and value-added products with strong, underlying growth fundamentals to serve domestic and international markets that are adjacent to those served by the vertically integrated operations in the North America Steel Group segment and the Europe Steel Group segment. To execute this strategy, CMC (i) develops proprietary products and solutions that deliver high value to customers by reducing costs and construction time, (ii) provides concrete-related construction products, equipment, and services and (iii) produces reinforcing steel products with increased strength, durability and corrosion resistance to support sustainable concrete construction. The Emerging Businesses Group segment's portfolio consists of CMC Construction Services TM products (collectively referred to as "construction products"), Tensar ® products (collectively referred to as "ground stabilization products") and CMC Impact Metals TM , CMC Anchoring Systems and performance reinforcing steel products (collectively referred to as "downstream products" in the context of the Emerging Businesses Group segment). • CMC Construction Services TM operations sell and rent products and equipment used to execute construction projects. Primary customers include concrete installers and other businesses in the construction industry. • Tensar ® operations sell geogrids and Geopier ® foundation systems. Geogrids are polymer-based products used for ground stabilization, soil reinforcement and asphalt optimization in construction applications, including roadways, public infrastructure and industrial facilities. Geopier ® foundation systems are ground improvement solutions that increase the load-bearing characteristics of ground structures and working surfaces and can be applied in soil types and construction situations in which traditional support methods are impractical or would make a project infeasible. • CMC Impact Metals TM operations manufacture high-strength steel products, such as high-strength bar for the truck trailer industry, special bar quality steel for the energy market and armor plate for military vehicles. • CMC Anchoring Systems' operations supply a custom engineered line of anchor cages, bolts and fasteners that are fabricated principally from rebar and are used primarily to secure high voltage electrical transmission poles to concrete foundations. • CMC's group of performance reinforcing steel offerings include innovative products such as Galvabar ® (galvanized rebar with a zinc alloy coating that provides corrosion protection and post-fabrication formability), ChromX ® (designed for high-strength capabilities, corrosion resistance and a service life of more than 100 years) and CryoSteel ® (a cryogenic reinforcing steel that exceeds minimum performance requirements for strength and ductility at extremely low temperatures). As a result of the change in reportable segments, certain prior year amounts have been recast to conform to the current year presentation. Throughout this Form 10-Q, unless otherwise indicated, amounts and activity reflect reclassifications related to the Company's change in reportable segments. The change in reportable segments had no impact on the Company’s consolidated balance sheets and the consolidated statements of earnings, comprehensive income, cash flows and stockholders’ equity previously reported. Recently Issued Accounting Pronouncements In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update ("ASU") 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"). ASU 2023-07 requires, among other updates, enhanced disclosures about significant segment expenses that are regularly provided to the CODM, as well as the aggregate amount of other segment items included in the reported measure of segment profit or loss. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, and requires retrospective adoption. Early adoption is permitted. The Company is evaluating the impact of this guidance on its consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"). ASU 2023-09 requires enhanced annual disclosures regarding the rate reconciliation and income taxes paid information. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and may be adopted on a prospective or retrospective basis. Early adoption is permitted. The Company is evaluating the impact of this guidance on its consolidated financial statements and related disclosures. |
CHANGES IN BUSINESS
CHANGES IN BUSINESS | 3 Months Ended |
Nov. 30, 2023 | |
Business Combinations [Abstract] | |
Changes in Business | NOTE 2. CHANGES IN BUSINESS 2023 Acquisitions On September 15, 2022, the Company completed the acquisition of Advanced Steel Recovery, LLC ("ASR"), a supplier of recycled ferrous metals located in Southern California. ASR's primary operations include processing and brokering capabilities that source material for sale into both the domestic and export markets. On November 14, 2022, the Company completed the acquisition of a Galveston, Texas area metals recycling facility and related assets (collectively, "Kodiak") from Kodiak Resources, Inc. and Kodiak Properties, L.L.C. On March 3, 2023, the Company completed the acquisition of all of the assets of Roane Metals Group, LLC ("Roane"), a supplier of recycled metals with two facilities located in eastern Tennessee. On March 17, 2023, the Company completed the acquisition of Tendon Systems, LLC ("Tendon"), a leading provider of post-tensioning, barrier cable and concrete restoration solutions to the southeastern U.S. On May 1, 2023, the Company completed the acquisition of all of the assets of BOSTD America, LLC ("BOSTD"), a geogrid manufacturing facility located in Blackwell, Oklahoma. Prior to the acquisition, BOSTD produced several product lines for the Company's Tensar operations under a contract manufacturing arrangement. On July 12, 2023, the Company completed the acquisition of EDSCO Fasteners, LLC ("EDSCO"), a leading provider of anchoring solutions for the electrical transmission market, with four manufacturing facilities located in North Carolina, Tennessee, Texas and Utah. Following the acquisition, EDSCO was rebranded as CMC Anchoring Systems. The acquisitions of ASR, Kodiak, Roane, Tendon, BOSTD and EDSCO (the "2023 acquisitions") were not material individually, or in the aggregate, to the Company's financial position or results of operations, and therefore, pro forma operating results and other disclosures are not presented. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | 3 Months Ended |
Nov. 30, 2023 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated other comprehensive income (loss) | NOTE 3. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) The following tables reflect the changes in accumulated other comprehensive income (loss) ("AOCI"): Three Months Ended November 30, 2023 (in thousands) Foreign Currency Translation Derivatives Defined Benefit Pension Plans Total AOCI Balance, September 1, 2023 $ (126,045) $ 135,257 $ (12,990) $ (3,778) Other comprehensive income (loss) before reclassifications (1) 23,493 (42,945) (9) (19,461) Reclassification for gain (2) — (1,499) — (1,499) Net other comprehensive income (loss) 23,493 (44,444) (9) (20,960) Balance, November 30, 2023 $ (102,552) $ 90,813 $ (12,999) $ (24,738) Three Months Ended November 30, 2022 (in thousands) Foreign Currency Translation Derivatives Defined Benefit Pension Plans Total AOCI Balance, September 1, 2022 $ (245,897) $ 138,242 $ (6,796) $ (114,451) Other comprehensive income before reclassifications (1) 41,429 68,045 1,756 111,230 Reclassification for (gain) loss (2) — (6,970) 2 (6,968) Net other comprehensive income 41,429 61,075 1,758 104,262 Balance, November 30, 2022 $ (204,468) $ 199,317 $ (5,038) $ (10,189) __________________________________ (1) Other comprehensive income (loss) before reclassifications from derivatives is presented net of income tax benefit (expense) of $10.1 million and $(15.8) million for the three months ended November 30, 2023 and 2022, respectively. Other comprehensive income (loss) before reclassifications from defined benefit pension plans is presented net of immaterial tax benefits for each period presented. |
REVENUE RECOGNITION
REVENUE RECOGNITION | 3 Months Ended |
Nov. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | NOTE 4. REVENUE RECOGNITION The majority of the Company's revenue is recognized at a point in time concurrent with the transfer of control, which usually occurs, depending on shipping terms, upon shipment or customer receipt. See Note 13, Segment Information, for further information about disaggregated revenue by the Company's major product lines. Certain revenues from the Company's downstream products in the North America Steel Group segment are not recognized at a point in time. Revenue resulting from sales of fabricated rebar in the North America Steel Group segment is recognized over time, as discussed below. Revenue resulting from sales of steel fence posts and other downstream products in the North America Steel Group segment is recognized equal to billing under an available practical expedient. Each of the North America Steel Group segment's fabricated rebar contracts represent a single performance obligation. Revenue from certain fabricated rebar contracts for which the Company provides fabricated product and installation services is recognized over time using an input measure. These contracts represented 9% and 8% of net sales in the North America Steel Group segment in the three months ended November 30, 2023 and 2022, respectively. Revenue from fabricated rebar contracts where the Company does not provide installation services is recognized over time using an output measure. These contracts represented 11% and 13% of net sales in the North America Steel Group segment in the three months ended November 30, 2023 and 2022, respectively. The following table provides information about assets and liabilities from contracts with customers recognized over time: (in thousands) November 30, 2023 August 31, 2023 Contract assets (included in accounts receivable) $ 66,118 $ 67,641 Contract liabilities (included in accrued expenses and other payables) 26,967 28,377 The amount of revenue reclassified from August 31, 2023 contract liabilities during the three months ended November 30, 2023 was approximately $16.2 million. Remaining Performance Obligations As of November 30, 2023, revenue totaling $840.6 million has been allocated to remaining performance obligations in the North America Steel Group segment related to contracts for which revenue is recognized using an input or output measure. Of this amount, the Company estimates that approximately 81% of the remaining performance obligations will be recognized in the twelve months after November 30, 2023, and the remainder will be recognized during the subsequent twelve months. The duration of all other contracts in the North America Steel Group, Europe Steel Group and Emerging Businesses Group segments are typically less than one year. |
INVENTORIES, NET
INVENTORIES, NET | 3 Months Ended |
Nov. 30, 2023 | |
Inventory Disclosure [Abstract] | |
Inventories, net | NOTE 5. INVENTORIES, NET The majority of the Company's inventories are in the form of semi-finished and finished steel products. Under the Company’s vertically integrated business models in the North America Steel Group segment and the Europe Steel Group segment, steel products are sold to external customers in various stages, from semi-finished billets through fabricated steel, leading these categories to be combined as finished goods. The components of inventories were as follows: (in thousands) November 30, 2023 August 31, 2023 Raw materials $ 284,583 $ 261,619 Work in process 7,846 6,844 Finished goods 736,257 767,119 Total $ 1,028,686 $ 1,035,582 Inventory write-downs were $10.7 million and $4.5 million during the three months ended November 30, 2023 and 2022, respectively, and were primarily recorded in the Europe Steel Group segment. |
GOODWILL AND OTHER INTANGIBLES
GOODWILL AND OTHER INTANGIBLES | 3 Months Ended |
Nov. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and other intangibles | NOTE 6. GOODWILL AND OTHER INTANGIBLES Goodwill by reportable segment is detailed in the table below. During the first quarter of 2024, CMC changed its reportable segments as described in Note 1, Nature of Operations and Accounting Policies. Concurrent with the change in reportable segments, the Company reassigned goodwill to the updated reporting units using a relative fair value approach, shown below: (in thousands) North America Europe North America Steel Group Europe Steel Group Emerging Businesses Group Consolidated Goodwill, gross Balance, September 1, 2023 $ 351,441 $ 44,561 $ — $ — $ — $ 396,002 Segment reassignment (351,441) (44,561) 126,915 4,075 265,012 — Acquisition adjustments (1) — — — — (3,250) (3,250) Foreign currency translation — — — 128 (6) 122 Balance, November 30, 2023 — — 126,915 4,203 261,756 392,874 Accumulated impairment Balance, September 1, 2023 (10,036) (145) — — — (10,181) Segment reassignment 10,036 145 (9,542) (146) (493) — Foreign currency translation — — — (5) — (5) Balance, November 30, 2023 — — (9,542) (151) (493) (10,186) Goodwill, net Balance, September 1, 2023 341,405 44,416 — — — 385,821 Segment reassignment (341,405) (44,416) 117,373 3,929 264,519 — Acquisition adjustments (1) — — — — (3,250) (3,250) Foreign currency translation — — — 123 (6) 117 Balance, November 30, 2023 $ — $ — $ 117,373 $ 4,052 $ 261,263 $ 382,688 __________________________________ (1) Measurement period adjustments related to the 2023 acquisitions which impacted the amount of goodwill originally reported. The Company evaluated impairment indicators for the previous reporting units immediately prior to the change in reportable segments described above and concluded there were no indicators of impairment. Immediately after the change in reportable segments, the Company performed qualitative tests for five reporting units consisting of $285.0 million of goodwill and quantitative tests for three reporting units consisting of $100.8 million of goodwill. The results of the qualitative and quantitative tests indicated it was more likely than not that the fair value of all reporting units with goodwill exceeded their carrying values. Other indefinite-lived intangible assets consisted of the following: (in thousands) November 30, 2023 August 31, 2023 Trade names $ 54,092 $ 54,056 In-process research and development 2,400 2,400 Non-compete agreements 750 750 Total $ 57,242 $ 57,206 The change in the balance of intangible assets with indefinite lives from August 31, 2023 to November 30, 2023 was due to foreign currency translation adjustments. Other intangible assets subject to amortization are detailed in the following table: November 30, 2023 August 31, 2023 (in thousands) Gross Accumulated Amortization Net Gross Accumulated Amortization Net Developed technologies $ 150,900 $ 29,912 $ 120,988 $ 150,445 $ 25,228 $ 125,217 Customer relationships 74,607 10,026 64,581 74,582 7,606 66,976 Patents 7,203 5,814 1,389 7,203 5,570 1,633 Perpetual lease rights 6,172 957 5,215 5,984 910 5,074 Trade names 3,300 1,218 2,082 3,287 1,129 2,158 Non-compete agreements 2,300 1,591 709 2,300 1,502 798 Other 223 130 93 224 125 99 Total $ 244,705 $ 49,648 $ 195,057 $ 244,025 $ 42,070 $ 201,955 The foreign currency translation adjustments for intangible assets subject to amortization were immaterial for all periods presented above. Amortization expense for intangible assets was $7.5 million and $6.1 million in the three months ended November 30, 2023 and 2022, respectively, of which $4.7 million and $4.6 million, respectively, was recorded in cost of goods sold and $2.8 million and $1.5 million, respectively, was recorded in SG&A expenses in the condensed consolidated statements of earnings. Estimated amounts of amortization expense for intangible assets for the next five years are as follows: (in thousands) Remainder of 2024 $ 20,898 2025 26,362 2026 25,138 2027 25,041 2028 23,031 |
CREDIT ARRANGEMENTS
CREDIT ARRANGEMENTS | 3 Months Ended |
Nov. 30, 2023 | |
Debt Disclosure [Abstract] | |
Credit arrangements | NOTE 7. CREDIT ARRANGEMENTS Long-term debt was as follows: (in thousands) Weighted Average Interest Rate as of November 30, 2023 November 30, 2023 August 31, 2023 2030 Notes 4.125% $ 300,000 $ 300,000 2031 Notes 3.875% 300,000 300,000 2032 Notes 4.375% 300,000 300,000 Series 2022 Bonds, due 2047 4.000% 145,060 145,060 Short-term borrowings (1) — 8,419 Other 4.547% 15,859 16,042 Finance leases 5.037% 103,350 95,470 Total debt 1,164,269 1,164,991 Less unamortized debt issuance costs (14,397) (14,840) Plus unamortized bond premium 4,598 4,646 Total amounts outstanding 1,154,470 1,154,797 Less current maturities of long-term debt and short-term borrowings (33,998) (40,513) Long-term debt $ 1,120,472 $ 1,114,284 __________________________________ (1) The weighted average interest rate of short-term borrowings as of August 31, 2023 was 7.800%. The Company's credit arrangements require compliance with certain covenants, including an interest coverage ratio and a debt to capitalization ratio. At November 30, 2023, the Company was in compliance with all financial covenants in its credit arrangements. Capitalized interest was $1.2 million and $4.6 million during the three months ended November 30, 2023 and 2022, respectively. Credit Facilities The Company has a Sixth Amended and Restated Credit Agreement (the "Credit Agreement") with a revolving credit facility (the "Revolver") of $600.0 million. The Company had no amounts drawn under the Revolver at November 30, 2023 or August 31, 2023. The availability under the Revolver was reduced by outstanding stand-by letters of credit totaling $0.9 million at each of November 30, 2023 and August 31, 2023. The Credit Agreement also provided for a delayed draw senior secured term loan facility with a maximum principal amount of $200.0 million, which expired undrawn in October 2023, in accordance with its terms. The Company also has credit facilities in Poland through its subsidiary, CMC Poland Sp. z.o.o. ("CMCP"). At November 30, 2023 and August 31, 2023, CMCP's credit facilities totaled PLN 600.0 million, or $150.0 million and $145.4 million, respectively. There were no amounts outstanding under these facilities as of November 30, 2023 or August 31, 2023. The available balance of these credit facilities was reduced by outstanding stand-by letters of credit, guarantees and/or other financial assurance instruments, which totaled $1.4 million and $16.3 million at November 30, 2023 and August 31, 2023, respectively. Accounts Receivable Facility |
DERIVATIVES
DERIVATIVES | 3 Months Ended |
Nov. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | NOTE 8. DERIVATIVES At November 30, 2023 and August 31, 2023, the notional values of the Company's commodity contract commitments were $481.0 million and $456.4 million, respectively. At November 30, 2023 and August 31, 2023, the notional values of the Company's foreign currency contract commitments were $284.9 million and $221.4 million, respectively. The following table provides information regarding the Company's commodity contract commitments at November 30, 2023: Commodity Position Total Aluminum Long 2,525 MT Aluminum Short 1,150 MT Copper Long 612 MT Copper Short 10,433 MT Electricity Long 3,257,000 MW(h) Natural Gas Long 5,150,550 MMBtu __________________________________ MT = Metric ton MW(h) = Megawatt hour MMBtu = Metric Million British thermal unit The following table summarizes the location and amounts of the fair value of the Company's derivative instruments reported in the condensed consolidated balance sheets: (in thousands) Primary Location November 30, 2023 August 31, 2023 Derivative assets: Commodity Prepaid and other current assets $ 9,025 $ 11,427 Commodity Other noncurrent assets 135,939 184,261 Foreign exchange Prepaid and other current assets 9,916 1,898 Derivative liabilities: Commodity Accrued expenses and other payables $ 6,066 $ 2,983 Commodity Other noncurrent liabilities 1,003 1,085 Foreign exchange Accrued expenses and other payables 5,868 2,566 The following table summarizes activities related to the Company's derivatives not designated as cash flow hedging instruments recognized in the condensed consolidated statements of earnings. All other activity related to the Company's derivatives not designated as cash flow hedging instruments was immaterial for the periods presented. Three Months Ended November 30, Gain (Loss) on Derivatives Not Designated as Hedging Instruments (in thousands) Primary Location 2023 2022 Commodity Cost of goods sold $ (72) $ (3,085) Foreign exchange SG&A expenses 3,539 3,462 The following table summarizes activities related to the Company's derivatives designated as cash flow hedging instruments recognized in the condensed consolidated statements of comprehensive income and condensed consolidated statements of earnings, respectively. Amounts presented do not include the effects of foreign currency translation adjustments. Effective Portion of Derivatives Designated as Cash Flow Hedging Instruments Recognized in Other Comprehensive Income (Loss), Net of Income Taxes (in thousands) Amount of Gain Reclassified from AOCI into Earnings on Derivatives (in thousands) Three Months Ended November 30, Three Months Ended November 30, 2023 2022 Primary Location 2023 2022 Commodity $ (42,952) $ 68,039 Cost of goods sold $ 1,765 $ 8,605 Foreign exchange 7 6 SG&A expenses 61 61 |
FAIR VALUE
FAIR VALUE | 3 Months Ended |
Nov. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair value | NOTE 9. FAIR VALUE The Company has established a fair value hierarchy which prioritizes the inputs to the valuation techniques used to measure fair value into three levels. These levels are determined based on the lowest level input that is significant to the fair value measurement. Levels within the hierarchy are defined within Note 1, Nature of Operations and Summary of Significant Accounting Policies, to the consolidated financial statements in the 2023 Form 10-K. The following table summarizes information regarding the Company's financial assets and financial liabilities that were measured at fair value on a recurring basis: Fair Value Measurements at Reporting Date Using (in thousands) Total Quoted Prices in Significant Other Significant As of November 30, 2023: Assets: Investment deposit accounts (1) $ 553,443 $ 553,443 $ — $ — Commodity derivative assets (2) 144,964 607 — 144,357 Foreign exchange derivative assets (2) 9,916 — 9,916 — Liabilities: Commodity derivative liabilities (2) 7,069 7,069 — — Foreign exchange derivative liabilities (2) 5,868 — 5,868 — As of August 31, 2023: Assets: Investment deposit accounts (1) $ 508,227 $ 508,227 $ — $ — Commodity derivative assets (2) 195,689 1,264 — 194,425 Foreign exchange derivative assets (2) 1,898 — 1,898 — Liabilities: Commodity derivative liabilities (2) 4,068 4,068 — — Foreign exchange derivative liabilities (2) 2,566 — 2,566 — __________________________________ (1) Investment deposit accounts are short-term in nature, and the value is determined by principal plus interest. The investment portfolio mix can change each period based on the Company's assessment of investment options. (2) Derivative assets and liabilities classified as Level 1 are commodity futures contracts valued based on quoted market prices in the London Metal Exchange or New York Mercantile Exchange. Amounts in Level 2 are based on broker quotes in the over-the-counter market. Derivatives classified as Level 3 are described below. Further discussion regarding the Company's use of derivative instruments is included in Note 8, Derivatives. The fair value estimate of the Level 3 commodity derivatives are based on internally developed discounted cash flow models primarily utilizing unobservable inputs for which there is little or no market data. The Company forecasts future energy rates using a range of historical prices (the "floating rate"). The floating rate is the only significant unobservable input used in the Company's discounted cash flow models. Significantly higher or lower floating rates could have resulted in a material difference in our fair value measurement. The following table summarizes the range of floating rates used to measure the fair value of the Level 3 commodity derivatives at November 30, 2023 and August 31, 2023, which are applied uniformly across each of our Level 3 commodity derivatives: Floating rate (PLN) Low High Average November 30, 2023 424 807 551 August 31, 2023 480 855 630 Below is a reconciliation of the beginning and ending balances of the Level 3 commodity derivatives recognized in the condensed consolidated statements of comprehensive income. The fluctuation in energy rates over time causes volatility in the fair value estimates and is the primary reason for unrealized losses and gains included in other comprehensive income ("OCI") in the three months ended November 30, 2023 and 2022, respectively. (in thousands) Three Months Ended November 30, 2023 Balance, September 1, 2023 $ 194,425 Total activity, realized and unrealized: Unrealized holding loss before reclassification (1) (47,277) Reclassification for gain included in net earnings (2) (2,791) Balance, November 30, 2023 $ 144,357 (in thousands) Three Months Ended November 30, 2022 Balance, September 1, 2022 $ 143,500 Total activity, realized and unrealized: Unrealized holding gain before reclassification (1) 104,197 Reclassification for gain included in net earnings (2) (6,231) Balance, November 30, 2022 $ 241,466 __________________________________ (1) Unrealized holding gain (loss), net of foreign currency translation, less amounts reclassified are included in net unrealized gain (loss) on derivatives in the condensed consolidated statements of comprehensive income. (2) Gains included in net earnings are recorded in cost of goods sold in the condensed consolidated statements of earnings. There were no material non-recurring fair value remeasurements during the three months ended November 30, 2023 or 2022. The carrying values of the Company's short-term items, including documentary letters of credit and notes payable, approximate fair value. The carrying value and fair value of the Company's long-term debt, including current maturities, excluding other borrowings and finance leases, was $1.0 billion and $900.7 million, respectively, at November 30, 2023, and $1.0 billion and $900.9 million, respectively, at August 31, 2023. The Company estimates these fair values based on Level 2 of the fair value hierarchy using indicated market values. The Company's other borrowings contain variable interest rates, and as a result, their carrying values approximate fair values. |
STOCK-BASED COMPENSATION PLANS
STOCK-BASED COMPENSATION PLANS | 3 Months Ended |
Nov. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-based compensation plans | NOTE 10. STOCK-BASED COMPENSATION PLANS The Company's stock-based compensation plans are described in Note 13, Stock-Based Compensation Plans, to the consolidated financial statements in the 2023 Form 10-K. In general, restricted stock units vest ratably over a period of three years. Subject to the achievement of performance targets established by the Compensation Committee of CMC's Board of Directors, performance stock units vest after a period of three years. Information for restricted stock units and performance stock units accounted for as equity awards is as follows: Shares Weighted Average Outstanding as of August 31, 2023 1,777,591 $ 37.01 Granted 1,060,992 47.68 Vested (1,218,683) 37.80 Forfeited (14,436) 39.02 Outstanding as of November 30, 2023 1,605,464 $ 43.45 Shares Weighted Average Outstanding as of August 31, 2022 1,993,630 $ 27.59 Granted 1,423,909 35.78 Vested (1,611,934) 25.13 Forfeited (2,259) 31.00 Outstanding as of November 30, 2022 1,803,346 $ 36.26 The Company granted 188,453 and 242,267 equivalent shares of restricted stock units and performance stock units accounted for as liability awards during the three months ended November 30, 2023 and 2022, respectively. At November 30, 2023, the Company had outstanding 463,334 equivalent shares accounted for under the liability method. The Company expects 440,167 equivalent shares to vest. The following table summarizes total stock-based compensation expense, including fair value remeasurements, which was primarily included in SG&A expenses in the Company's condensed consolidated statements of earnings: Three Months Ended November 30, (in thousands) 2023 2022 Stock-based compensation expense $ 8,059 $ 16,675 |
STOCKHOLDERS EQUITY AND EARNING
STOCKHOLDERS EQUITY AND EARNINGS PER SHARE | 3 Months Ended |
Nov. 30, 2023 | |
Earnings Per Share [Abstract] | |
Stockholder's equity and earnings per share | NOTE 11. STOCKHOLDERS' EQUITY AND EARNINGS PER SHARE The Company's calculation of basic earnings per share ("EPS") and diluted EPS are described in Note 16, Earnings Per Share, to the consolidated financial statements in the 2023 Form 10-K. The calculations of basic and diluted EPS were as follows: Three Months Ended November 30, (in thousands, except share and per share data) 2023 2022 Net earnings $ 176,273 $ 261,774 Average basic shares outstanding 116,771,939 117,273,743 Effect of dilutive securities 1,582,974 1,651,699 Average diluted shares outstanding 118,354,913 118,925,442 Earnings per share: Basic $ 1.51 $ 2.23 Diluted 1.49 2.20 For all periods presented above, the Company had immaterial anti-dilutive shares, which were not included in the computation of average diluted shares outstanding. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Nov. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and contingencies | NOTE 12. COMMITMENTS AND CONTINGENCIES |
BUSINESS SEGMENTS
BUSINESS SEGMENTS | 3 Months Ended |
Nov. 30, 2023 | |
Segment Reporting [Abstract] | |
Business segments | NOTE 13. SEGMENT INFORMATION The Company structures its business into three reportable segments: North America Steel Group, Europe Steel Group and Emerging Businesses Group. See Note 1, Nature of Operations and Accounting Policies, for more information about the reportable segments, including the types of products and services from which each reportable segment derives its net sales. Corporate and Other contains earnings or losses on assets and liabilities related to the Company's Benefit Restoration Plan assets and short-term investments, expenses of the Company's corporate headquarters, interest expense related to long-term debt and intercompany eliminations. Prior period balances in the tables below have been recast to reflect current period presentation, as described in Note 1, Nature of Operations and Accounting Policies. The following is a summary of certain financial information by reportable segment and Corporate and Other. Three Months Ended November 30, 2023 (in thousands) North America Steel Group Europe Steel Group Emerging Businesses Group Corporate and Other Total Net sales from external customers $ 1,592,650 $ 225,175 $ 177,239 $ 7,987 $ 2,003,051 Adjusted EBITDA 266,820 38,942 30,862 (30,987) 305,637 Total assets at November 30, 2023 4,142,370 838,019 847,744 867,036 6,695,169 Three Months Ended November 30, 2022 (in thousands) North America Steel Group Europe Steel Group Emerging Businesses Group Corporate and Other Total Net sales from external customers $ 1,664,161 $ 386,503 $ 170,534 $ 6,115 $ 2,227,313 Adjusted EBITDA 349,787 61,248 31,427 (39,726) 402,736 Total assets at August 31, 2023 4,166,521 927,468 874,330 670,775 6,639,094 The following table presents a reconciliation of net earnings to adjusted EBITDA: Three Months Ended November 30, (in thousands) 2023 2022 Net earnings $ 176,273 $ 261,774 Interest expense 11,756 13,045 Income taxes 48,422 76,725 Depreciation and amortization 69,186 51,183 Asset impairments — 9 Adjusted EBITDA $ 305,637 $ 402,736 Disaggregation of Revenue The following tables display revenue by reportable segment and Corporate and Other from external customers, disaggregated by major product: Three Months Ended November 30, 2023 (in thousands) North America Steel Group Europe Steel Group Emerging Businesses Group Corporate and Other Total Major product: Raw materials $ 313,655 $ 3,714 $ — $ — $ 317,369 Steel products 657,760 175,532 — — 833,292 Downstream products 577,002 38,628 37,546 — 653,176 Construction products — — 77,759 — 77,759 Ground stabilization products — — 57,323 — 57,323 Other 44,233 7,301 4,611 7,987 64,132 Net sales from external customers 1,592,650 225,175 177,239 7,987 2,003,051 Intersegment net sales, eliminated on consolidation 19,637 576 4,787 (25,000) — Net sales $ 1,612,287 $ 225,751 $ 182,026 $ (17,013) $ 2,003,051 Three Months Ended November 30, 2022 (in thousands) North America Steel Group Europe Steel Group Emerging Businesses Group Corporate and Other Total Major product: Raw materials $ 293,320 $ 4,867 $ — $ — $ 298,187 Steel products 703,594 311,936 — — 1,015,530 Downstream products 618,967 59,582 24,808 — 703,357 Construction products — — 83,567 — 83,567 Ground stabilization products — — 59,079 — 59,079 Other 48,280 10,118 3,080 6,115 67,593 Net sales from external customers 1,664,161 386,503 170,534 6,115 2,227,313 Intersegment net sales, eliminated on consolidation 25,854 532 8,778 (35,164) — Net sales $ 1,690,015 $ 387,035 $ 179,312 $ (29,049) $ 2,227,313 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | |
Pay vs Performance Disclosure | ||
Net earnings | $ 176,273 | $ 261,774 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Nov. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
ACCOUNTING POLICIES (Policies)
ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Nov. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") on a basis consistent with that used in the Annual Report on Form 10-K for the year ended August 31, 2023 (the "2023 Form 10-K") filed by Commercial Metals Company ("CMC," and together with its consolidated subsidiaries, the "Company") with the United States ("U.S.") Securities and Exchange Commission (the "SEC") and include all normal recurring adjustments necessary to present fairly the condensed consolidated balance sheets and the condensed consolidated statements of earnings, comprehensive income, cash flows and stockholders' equity for the periods indicated. These notes should be read in conjunction with the consolidated financial statements and notes included in the 2023 Form 10-K. The results of operations for the three month period ended November 30, 2023 are not necessarily indicative of the results to be expected for the full fiscal year. Any reference in this Form 10-Q to the "corresponding period" or "comparable period" relates to the three month period ended November 30, 2022. Any reference in this Form 10-Q to a year refers to the fiscal year ended August 31st of that year, unless otherwise noted. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update ("ASU") 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"). ASU 2023-07 requires, among other updates, enhanced disclosures about significant segment expenses that are regularly provided to the CODM, as well as the aggregate amount of other segment items included in the reported measure of segment profit or loss. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, and requires retrospective adoption. Early adoption is permitted. The Company is evaluating the impact of this guidance on its consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"). ASU 2023-09 requires enhanced annual disclosures regarding the rate reconciliation and income taxes paid information. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and may be adopted on a prospective or retrospective basis. Early adoption is permitted. The Company is evaluating the impact of this guidance on its consolidated financial statements and related disclosures. |
Fair value measurement | The Company has established a fair value hierarchy which prioritizes the inputs to the valuation techniques used to measure fair value into three levels. These levels are determined based on the lowest level input that is significant to the fair value measurement. Levels within the hierarchy are defined within Note 1, Nature of Operations and Summary of Significant Accounting Policies, to the consolidated financial statements in the 2023 Form 10-K. |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables) | 3 Months Ended |
Nov. 30, 2023 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of accumulated other comprehensive income (loss) | The following tables reflect the changes in accumulated other comprehensive income (loss) ("AOCI"): Three Months Ended November 30, 2023 (in thousands) Foreign Currency Translation Derivatives Defined Benefit Pension Plans Total AOCI Balance, September 1, 2023 $ (126,045) $ 135,257 $ (12,990) $ (3,778) Other comprehensive income (loss) before reclassifications (1) 23,493 (42,945) (9) (19,461) Reclassification for gain (2) — (1,499) — (1,499) Net other comprehensive income (loss) 23,493 (44,444) (9) (20,960) Balance, November 30, 2023 $ (102,552) $ 90,813 $ (12,999) $ (24,738) Three Months Ended November 30, 2022 (in thousands) Foreign Currency Translation Derivatives Defined Benefit Pension Plans Total AOCI Balance, September 1, 2022 $ (245,897) $ 138,242 $ (6,796) $ (114,451) Other comprehensive income before reclassifications (1) 41,429 68,045 1,756 111,230 Reclassification for (gain) loss (2) — (6,970) 2 (6,968) Net other comprehensive income 41,429 61,075 1,758 104,262 Balance, November 30, 2022 $ (204,468) $ 199,317 $ (5,038) $ (10,189) __________________________________ (1) Other comprehensive income (loss) before reclassifications from derivatives is presented net of income tax benefit (expense) of $10.1 million and $(15.8) million for the three months ended November 30, 2023 and 2022, respectively. Other comprehensive income (loss) before reclassifications from defined benefit pension plans is presented net of immaterial tax benefits for each period presented. |
REVENUE RECOGNITION (Tables)
REVENUE RECOGNITION (Tables) | 3 Months Ended |
Nov. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Information avout Assets and Liabilities from Contracts with Customers | The following table provides information about assets and liabilities from contracts with customers recognized over time: (in thousands) November 30, 2023 August 31, 2023 Contract assets (included in accounts receivable) $ 66,118 $ 67,641 Contract liabilities (included in accrued expenses and other payables) 26,967 28,377 |
INVENTORIES, NET (Tables)
INVENTORIES, NET (Tables) | 3 Months Ended |
Nov. 30, 2023 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | The components of inventories were as follows: (in thousands) November 30, 2023 August 31, 2023 Raw materials $ 284,583 $ 261,619 Work in process 7,846 6,844 Finished goods 736,257 767,119 Total $ 1,028,686 $ 1,035,582 |
GOODWILL AND OTHER INTANGIBLES
GOODWILL AND OTHER INTANGIBLES (Tables) | 3 Months Ended |
Nov. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in the carrying amount of goodwill | Goodwill by reportable segment is detailed in the table below. During the first quarter of 2024, CMC changed its reportable segments as described in Note 1, Nature of Operations and Accounting Policies. Concurrent with the change in reportable segments, the Company reassigned goodwill to the updated reporting units using a relative fair value approach, shown below: (in thousands) North America Europe North America Steel Group Europe Steel Group Emerging Businesses Group Consolidated Goodwill, gross Balance, September 1, 2023 $ 351,441 $ 44,561 $ — $ — $ — $ 396,002 Segment reassignment (351,441) (44,561) 126,915 4,075 265,012 — Acquisition adjustments (1) — — — — (3,250) (3,250) Foreign currency translation — — — 128 (6) 122 Balance, November 30, 2023 — — 126,915 4,203 261,756 392,874 Accumulated impairment Balance, September 1, 2023 (10,036) (145) — — — (10,181) Segment reassignment 10,036 145 (9,542) (146) (493) — Foreign currency translation — — — (5) — (5) Balance, November 30, 2023 — — (9,542) (151) (493) (10,186) Goodwill, net Balance, September 1, 2023 341,405 44,416 — — — 385,821 Segment reassignment (341,405) (44,416) 117,373 3,929 264,519 — Acquisition adjustments (1) — — — — (3,250) (3,250) Foreign currency translation — — — 123 (6) 117 Balance, November 30, 2023 $ — $ — $ 117,373 $ 4,052 $ 261,263 $ 382,688 __________________________________ (1) Measurement period adjustments related to the 2023 acquisitions which impacted the amount of goodwill originally reported. The Company evaluated impairment indicators for the previous reporting units immediately prior to the change in reportable segments described above and concluded there were no indicators of impairment. Immediately after the change in reportable segments, the Company performed qualitative tests for five reporting units consisting of $285.0 million of goodwill and quantitative tests for three reporting units consisting of $100.8 million of goodwill. The results of the qualitative and quantitative tests indicated it was more likely than not that the fair value of all reporting units with goodwill exceeded their carrying values. Other indefinite-lived intangible assets consisted of the following: (in thousands) November 30, 2023 August 31, 2023 Trade names $ 54,092 $ 54,056 In-process research and development 2,400 2,400 Non-compete agreements 750 750 Total $ 57,242 $ 57,206 The change in the balance of intangible assets with indefinite lives from August 31, 2023 to November 30, 2023 was due to foreign currency translation adjustments. Other intangible assets subject to amortization are detailed in the following table: November 30, 2023 August 31, 2023 (in thousands) Gross Accumulated Amortization Net Gross Accumulated Amortization Net Developed technologies $ 150,900 $ 29,912 $ 120,988 $ 150,445 $ 25,228 $ 125,217 Customer relationships 74,607 10,026 64,581 74,582 7,606 66,976 Patents 7,203 5,814 1,389 7,203 5,570 1,633 Perpetual lease rights 6,172 957 5,215 5,984 910 5,074 Trade names 3,300 1,218 2,082 3,287 1,129 2,158 Non-compete agreements 2,300 1,591 709 2,300 1,502 798 Other 223 130 93 224 125 99 Total $ 244,705 $ 49,648 $ 195,057 $ 244,025 $ 42,070 $ 201,955 The foreign currency translation adjustments for intangible assets subject to amortization were immaterial for all periods presented above. Amortization expense for intangible assets was $7.5 million and $6.1 million in the three months ended November 30, 2023 and 2022, respectively, of which $4.7 million and $4.6 million, respectively, was recorded in cost of goods sold and $2.8 million and $1.5 million, respectively, was recorded in SG&A expenses in the condensed consolidated statements of earnings. Estimated amounts of amortization expense for intangible assets for the next five years are as follows: (in thousands) Remainder of 2024 $ 20,898 2025 26,362 2026 25,138 2027 25,041 2028 23,031 |
CREDIT ARRANGEMENTS (Tables)
CREDIT ARRANGEMENTS (Tables) | 3 Months Ended |
Nov. 30, 2023 | |
Debt Disclosure [Abstract] | |
Long-term debt, including the deferred gain from the termination of the interest rate swaps | Long-term debt was as follows: (in thousands) Weighted Average Interest Rate as of November 30, 2023 November 30, 2023 August 31, 2023 2030 Notes 4.125% $ 300,000 $ 300,000 2031 Notes 3.875% 300,000 300,000 2032 Notes 4.375% 300,000 300,000 Series 2022 Bonds, due 2047 4.000% 145,060 145,060 Short-term borrowings (1) — 8,419 Other 4.547% 15,859 16,042 Finance leases 5.037% 103,350 95,470 Total debt 1,164,269 1,164,991 Less unamortized debt issuance costs (14,397) (14,840) Plus unamortized bond premium 4,598 4,646 Total amounts outstanding 1,154,470 1,154,797 Less current maturities of long-term debt and short-term borrowings (33,998) (40,513) Long-term debt $ 1,120,472 $ 1,114,284 __________________________________ (1) The weighted average interest rate of short-term borrowings as of August 31, 2023 was 7.800%. |
DERIVATIVES (Tables)
DERIVATIVES (Tables) | 3 Months Ended |
Nov. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Commodity contract commitments | The following table provides information regarding the Company's commodity contract commitments at November 30, 2023: Commodity Position Total Aluminum Long 2,525 MT Aluminum Short 1,150 MT Copper Long 612 MT Copper Short 10,433 MT Electricity Long 3,257,000 MW(h) Natural Gas Long 5,150,550 MMBtu __________________________________ MT = Metric ton MW(h) = Megawatt hour MMBtu = Metric Million British thermal unit |
Schedule of Derivatives Instruments Statements of Financial Performance and Financial Position, Location | The following table summarizes the location and amounts of the fair value of the Company's derivative instruments reported in the condensed consolidated balance sheets: (in thousands) Primary Location November 30, 2023 August 31, 2023 Derivative assets: Commodity Prepaid and other current assets $ 9,025 $ 11,427 Commodity Other noncurrent assets 135,939 184,261 Foreign exchange Prepaid and other current assets 9,916 1,898 Derivative liabilities: Commodity Accrued expenses and other payables $ 6,066 $ 2,983 Commodity Other noncurrent liabilities 1,003 1,085 Foreign exchange Accrued expenses and other payables 5,868 2,566 |
Derivative instruments, gain (loss) | The following table summarizes activities related to the Company's derivatives not designated as cash flow hedging instruments recognized in the condensed consolidated statements of earnings. All other activity related to the Company's derivatives not designated as cash flow hedging instruments was immaterial for the periods presented. Three Months Ended November 30, Gain (Loss) on Derivatives Not Designated as Hedging Instruments (in thousands) Primary Location 2023 2022 Commodity Cost of goods sold $ (72) $ (3,085) Foreign exchange SG&A expenses 3,539 3,462 The following table summarizes activities related to the Company's derivatives designated as cash flow hedging instruments recognized in the condensed consolidated statements of comprehensive income and condensed consolidated statements of earnings, respectively. Amounts presented do not include the effects of foreign currency translation adjustments. Effective Portion of Derivatives Designated as Cash Flow Hedging Instruments Recognized in Other Comprehensive Income (Loss), Net of Income Taxes (in thousands) Amount of Gain Reclassified from AOCI into Earnings on Derivatives (in thousands) Three Months Ended November 30, Three Months Ended November 30, 2023 2022 Primary Location 2023 2022 Commodity $ (42,952) $ 68,039 Cost of goods sold $ 1,765 $ 8,605 Foreign exchange 7 6 SG&A expenses 61 61 |
FAIR VALUE (Tables)
FAIR VALUE (Tables) | 3 Months Ended |
Nov. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Financial assets and financial liabilities measured at fair value on a recurring basis | The following table summarizes information regarding the Company's financial assets and financial liabilities that were measured at fair value on a recurring basis: Fair Value Measurements at Reporting Date Using (in thousands) Total Quoted Prices in Significant Other Significant As of November 30, 2023: Assets: Investment deposit accounts (1) $ 553,443 $ 553,443 $ — $ — Commodity derivative assets (2) 144,964 607 — 144,357 Foreign exchange derivative assets (2) 9,916 — 9,916 — Liabilities: Commodity derivative liabilities (2) 7,069 7,069 — — Foreign exchange derivative liabilities (2) 5,868 — 5,868 — As of August 31, 2023: Assets: Investment deposit accounts (1) $ 508,227 $ 508,227 $ — $ — Commodity derivative assets (2) 195,689 1,264 — 194,425 Foreign exchange derivative assets (2) 1,898 — 1,898 — Liabilities: Commodity derivative liabilities (2) 4,068 4,068 — — Foreign exchange derivative liabilities (2) 2,566 — 2,566 — __________________________________ (1) Investment deposit accounts are short-term in nature, and the value is determined by principal plus interest. The investment portfolio mix can change each period based on the Company's assessment of investment options. (2) Derivative assets and liabilities classified as Level 1 are commodity futures contracts valued based on quoted market prices in the London Metal Exchange or New York Mercantile Exchange. Amounts in Level 2 are based on broker quotes in the over-the-counter market. Derivatives classified as Level 3 are described below. Further discussion regarding the Company's use of derivative instruments is included in Note 8, Derivatives. The fair value estimate of the Level 3 commodity derivatives are based on internally developed discounted cash flow models primarily utilizing unobservable inputs for which there is little or no market data. The Company forecasts future energy rates using a range of historical prices (the "floating rate"). The floating rate is the only significant unobservable input used in the Company's discounted cash flow models. Significantly higher or lower floating rates could have resulted in a material difference in our fair value measurement. The following table summarizes the range of floating rates used to measure the fair value of the Level 3 commodity derivatives at November 30, 2023 and August 31, 2023, which are applied uniformly across each of our Level 3 commodity derivatives: Floating rate (PLN) Low High Average November 30, 2023 424 807 551 August 31, 2023 480 855 630 |
Fair value, net derivative asset (liability) measured on recurring basis, unobservable input reconciliation | Below is a reconciliation of the beginning and ending balances of the Level 3 commodity derivatives recognized in the condensed consolidated statements of comprehensive income. The fluctuation in energy rates over time causes volatility in the fair value estimates and is the primary reason for unrealized losses and gains included in other comprehensive income ("OCI") in the three months ended November 30, 2023 and 2022, respectively. (in thousands) Three Months Ended November 30, 2023 Balance, September 1, 2023 $ 194,425 Total activity, realized and unrealized: Unrealized holding loss before reclassification (1) (47,277) Reclassification for gain included in net earnings (2) (2,791) Balance, November 30, 2023 $ 144,357 (in thousands) Three Months Ended November 30, 2022 Balance, September 1, 2022 $ 143,500 Total activity, realized and unrealized: Unrealized holding gain before reclassification (1) 104,197 Reclassification for gain included in net earnings (2) (6,231) Balance, November 30, 2022 $ 241,466 __________________________________ (1) Unrealized holding gain (loss), net of foreign currency translation, less amounts reclassified are included in net unrealized gain (loss) on derivatives in the condensed consolidated statements of comprehensive income. (2) Gains included in net earnings are recorded in cost of goods sold in the condensed consolidated statements of earnings. |
STOCK-BASED COMPENSATION PLANS
STOCK-BASED COMPENSATION PLANS (Tables) | 3 Months Ended |
Nov. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Share-Based Payment Arrangement, Restricted Stock Unit, Activity | Information for restricted stock units and performance stock units accounted for as equity awards is as follows: Shares Weighted Average Outstanding as of August 31, 2023 1,777,591 $ 37.01 Granted 1,060,992 47.68 Vested (1,218,683) 37.80 Forfeited (14,436) 39.02 Outstanding as of November 30, 2023 1,605,464 $ 43.45 Shares Weighted Average Outstanding as of August 31, 2022 1,993,630 $ 27.59 Granted 1,423,909 35.78 Vested (1,611,934) 25.13 Forfeited (2,259) 31.00 Outstanding as of November 30, 2022 1,803,346 $ 36.26 |
Schedule of Stock-based Compensation Expense | The following table summarizes total stock-based compensation expense, including fair value remeasurements, which was primarily included in SG&A expenses in the Company's condensed consolidated statements of earnings: Three Months Ended November 30, (in thousands) 2023 2022 Stock-based compensation expense $ 8,059 $ 16,675 |
STOCKHOLDERS_ EQUITY AND EARNIN
STOCKHOLDERS’ EQUITY AND EARNINGS PER SHARE (Tables) | 3 Months Ended |
Nov. 30, 2023 | |
Earnings Per Share [Abstract] | |
Calculations of the basic and diluted earnings per share from continuing operations | The calculations of basic and diluted EPS were as follows: Three Months Ended November 30, (in thousands, except share and per share data) 2023 2022 Net earnings $ 176,273 $ 261,774 Average basic shares outstanding 116,771,939 117,273,743 Effect of dilutive securities 1,582,974 1,651,699 Average diluted shares outstanding 118,354,913 118,925,442 Earnings per share: Basic $ 1.51 $ 2.23 Diluted 1.49 2.20 |
BUSINESS SEGMENTS (Tables)
BUSINESS SEGMENTS (Tables) | 3 Months Ended |
Nov. 30, 2023 | |
Segment Reporting [Abstract] | |
Summary of certain financial information from continuing operations by reportable segment | The following is a summary of certain financial information by reportable segment and Corporate and Other. Three Months Ended November 30, 2023 (in thousands) North America Steel Group Europe Steel Group Emerging Businesses Group Corporate and Other Total Net sales from external customers $ 1,592,650 $ 225,175 $ 177,239 $ 7,987 $ 2,003,051 Adjusted EBITDA 266,820 38,942 30,862 (30,987) 305,637 Total assets at November 30, 2023 4,142,370 838,019 847,744 867,036 6,695,169 Three Months Ended November 30, 2022 (in thousands) North America Steel Group Europe Steel Group Emerging Businesses Group Corporate and Other Total Net sales from external customers $ 1,664,161 $ 386,503 $ 170,534 $ 6,115 $ 2,227,313 Adjusted EBITDA 349,787 61,248 31,427 (39,726) 402,736 Total assets at August 31, 2023 4,166,521 927,468 874,330 670,775 6,639,094 |
Reconciliations of earnings from continuing operations to adjusted operating profit | The following table presents a reconciliation of net earnings to adjusted EBITDA: Three Months Ended November 30, (in thousands) 2023 2022 Net earnings $ 176,273 $ 261,774 Interest expense 11,756 13,045 Income taxes 48,422 76,725 Depreciation and amortization 69,186 51,183 Asset impairments — 9 Adjusted EBITDA $ 305,637 $ 402,736 |
Net sales by major product | The following tables display revenue by reportable segment and Corporate and Other from external customers, disaggregated by major product: Three Months Ended November 30, 2023 (in thousands) North America Steel Group Europe Steel Group Emerging Businesses Group Corporate and Other Total Major product: Raw materials $ 313,655 $ 3,714 $ — $ — $ 317,369 Steel products 657,760 175,532 — — 833,292 Downstream products 577,002 38,628 37,546 — 653,176 Construction products — — 77,759 — 77,759 Ground stabilization products — — 57,323 — 57,323 Other 44,233 7,301 4,611 7,987 64,132 Net sales from external customers 1,592,650 225,175 177,239 7,987 2,003,051 Intersegment net sales, eliminated on consolidation 19,637 576 4,787 (25,000) — Net sales $ 1,612,287 $ 225,751 $ 182,026 $ (17,013) $ 2,003,051 Three Months Ended November 30, 2022 (in thousands) North America Steel Group Europe Steel Group Emerging Businesses Group Corporate and Other Total Major product: Raw materials $ 293,320 $ 4,867 $ — $ — $ 298,187 Steel products 703,594 311,936 — — 1,015,530 Downstream products 618,967 59,582 24,808 — 703,357 Construction products — — 83,567 — 83,567 Ground stabilization products — — 59,079 — 59,079 Other 48,280 10,118 3,080 6,115 67,593 Net sales from external customers 1,664,161 386,503 170,534 6,115 2,227,313 Intersegment net sales, eliminated on consolidation 25,854 532 8,778 (35,164) — Net sales $ 1,690,015 $ 387,035 $ 179,312 $ (29,049) $ 2,227,313 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (AOCI by Components) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Beginning balance | $ (3,778) | $ (114,451) |
Other comprehensive income before reclassifications(1) | (19,461) | 111,230 |
Reclassification for (gain) loss (2) | (1,499) | (6,968) |
Total other comprehensive income (loss), net of income taxes | (20,960) | 104,262 |
Ending balance | (24,738) | (10,189) |
Other comprehensive income, before reclassifications from derivatives, tax expense | 10,100 | (15,800) |
Reclassifications for (gains) losses from derivatives included in net earnings, tax benefits | 300 | 1,700 |
Foreign Currency Translation | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Beginning balance | (126,045) | (245,897) |
Other comprehensive income before reclassifications(1) | 23,493 | 41,429 |
Reclassification for (gain) loss (2) | 0 | 0 |
Total other comprehensive income (loss), net of income taxes | 23,493 | 41,429 |
Ending balance | (102,552) | (204,468) |
Derivatives | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Beginning balance | 135,257 | 138,242 |
Other comprehensive income before reclassifications(1) | (42,945) | 68,045 |
Reclassification for (gain) loss (2) | (1,499) | (6,970) |
Total other comprehensive income (loss), net of income taxes | (44,444) | 61,075 |
Ending balance | 90,813 | 199,317 |
Defined Benefit Pension Plans | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Beginning balance | (12,990) | (6,796) |
Other comprehensive income before reclassifications(1) | (9) | 1,756 |
Reclassification for (gain) loss (2) | 0 | 2 |
Total other comprehensive income (loss), net of income taxes | (9) | 1,758 |
Ending balance | $ (12,999) | $ (5,038) |
REVENUE RECOGNITION - Revenue R
REVENUE RECOGNITION - Revenue Recognition Method (Details) - North America Steel Group - Recognized over Time | 3 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | |
Fabricated Product and Installation Services | ||
Disaggregation of Revenue [Line Items] | ||
Contract as percent of total segment revenue (percent) | 9% | 8% |
Fabricated Product without Installation Services | ||
Disaggregation of Revenue [Line Items] | ||
Contract as percent of total segment revenue (percent) | 11% | 13% |
REVENUE RECOGNITION - Contract
REVENUE RECOGNITION - Contract Assets and Contract Liabilities (Details) - USD ($) $ in Thousands | Nov. 30, 2023 | Aug. 31, 2023 |
Revenue from Contract with Customer [Abstract] | ||
Contract assets (included in other current assets) | $ 66,118 | $ 67,641 |
Contract liabilities (included in accrued expenses and other payables) | $ 26,967 | $ 28,377 |
REVENUE RECOGNITION - Additiona
REVENUE RECOGNITION - Additional Information (Details) $ in Millions | 3 Months Ended |
Nov. 30, 2023 USD ($) | |
Revenue from Contract with Customer [Abstract] | |
Revenue reclassified from contract liabilities | $ 16.2 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 840.6 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-12-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Remaining performance obligation (percent) | 81% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-12-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
INVENTORIES, NET (Details)
INVENTORIES, NET (Details) - USD ($) $ in Thousands | Nov. 30, 2023 | Aug. 31, 2023 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 284,583 | $ 261,619 |
Work in process | 7,846 | 6,844 |
Finished goods | 736,257 | 767,119 |
Total | $ 1,028,686 | $ 1,035,582 |
INVENTORIES, NET - Narrative (D
INVENTORIES, NET - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | |
Inventory Disclosure [Abstract] | ||
Write-down of inventory | $ 10,655 | $ 4,527 |
GOODWILL AND OTHER INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLES (Changes in the Carrying Amount of Goodwill) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2023 | Aug. 31, 2023 | |
Goodwill [Roll Forward] | ||
Goodwill, gross, beginning balance | $ 396,002 | |
Segment reassignment | 0 | |
Acquisition adjustments(1) | (3,250) | |
Foreign currency translation | (122) | |
Goodwill, gross, ending balance | 392,874 | |
Accumulated impairment losses, beginning balance | 10,181 | |
Segment reassignment | 0 | |
Accumulated impairment, foreign currency translation | (5) | |
Accumulated impairment losses, ending balance | 10,186 | |
Goodwill, net, beginning balance | 385,821 | |
Segment reassignment | 0 | |
Foreign currency translation | 117 | |
Goodwill, net, ending balance | 382,688 | |
North America | ||
Goodwill [Roll Forward] | ||
Goodwill, gross, beginning balance | 351,441 | |
Segment reassignment | (351,441) | |
Foreign currency translation | 0 | |
Goodwill, gross, ending balance | 0 | |
Accumulated impairment losses, beginning balance | 10,036 | |
Segment reassignment | $ (10,036) | |
Accumulated impairment, foreign currency translation | 0 | |
Accumulated impairment losses, ending balance | 0 | |
Goodwill, net, beginning balance | 341,405 | |
Segment reassignment | (341,405) | |
Foreign currency translation | 0 | |
Goodwill, net, ending balance | 0 | |
Europe | ||
Goodwill [Roll Forward] | ||
Goodwill, gross, beginning balance | 44,561 | |
Segment reassignment | (44,561) | |
Foreign currency translation | 0 | |
Goodwill, gross, ending balance | 0 | |
Accumulated impairment losses, beginning balance | 145 | |
Segment reassignment | $ (145) | |
Accumulated impairment, foreign currency translation | 0 | |
Accumulated impairment losses, ending balance | 0 | |
Goodwill, net, beginning balance | 44,416 | |
Segment reassignment | (44,416) | |
Foreign currency translation | 0 | |
Goodwill, net, ending balance | 0 | |
North America Steel Group | ||
Goodwill [Roll Forward] | ||
Goodwill, gross, beginning balance | 0 | |
Segment reassignment | 126,915 | |
Foreign currency translation | 0 | |
Goodwill, gross, ending balance | 126,915 | |
Accumulated impairment losses, beginning balance | 0 | |
Segment reassignment | (9,542) | |
Accumulated impairment, foreign currency translation | 0 | |
Accumulated impairment losses, ending balance | 9,542 | |
Goodwill, net, beginning balance | 0 | |
Segment reassignment | 117,373 | |
Foreign currency translation | 0 | |
Goodwill, net, ending balance | 117,373 | |
Europe Steel Group | ||
Goodwill [Roll Forward] | ||
Goodwill, gross, beginning balance | 0 | |
Segment reassignment | 4,075 | |
Foreign currency translation | (128) | |
Goodwill, gross, ending balance | 4,203 | |
Accumulated impairment losses, beginning balance | 0 | |
Segment reassignment | (146) | |
Accumulated impairment, foreign currency translation | (5) | |
Accumulated impairment losses, ending balance | 151 | |
Goodwill, net, beginning balance | 0 | |
Segment reassignment | 3,929 | |
Foreign currency translation | 123 | |
Goodwill, net, ending balance | 4,052 | |
Emerging Businesses Group | ||
Goodwill [Roll Forward] | ||
Goodwill, gross, beginning balance | 0 | |
Segment reassignment | 265,012 | |
Acquisition adjustments(1) | (3,250) | |
Foreign currency translation | 6 | |
Goodwill, gross, ending balance | 261,756 | |
Accumulated impairment losses, beginning balance | 0 | |
Segment reassignment | (493) | |
Accumulated impairment, foreign currency translation | 0 | |
Accumulated impairment losses, ending balance | 493 | |
Goodwill, net, beginning balance | 0 | |
Segment reassignment | 264,519 | |
Foreign currency translation | (6) | |
Goodwill, net, ending balance | $ 261,263 |
GOODWILL AND OTHER INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLES - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Nov. 30, 2023 | Aug. 31, 2023 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 244,705 | $ 244,025 |
Accumulated Amortization | 49,648 | 42,070 |
Net | 195,057 | 201,955 |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 7,203 | 7,203 |
Accumulated Amortization | 5,814 | 5,570 |
Net | 1,389 | 1,633 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 74,607 | 74,582 |
Accumulated Amortization | 10,026 | 7,606 |
Net | 64,581 | 66,976 |
Developed technologies | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 150,900 | 150,445 |
Accumulated Amortization | 29,912 | 25,228 |
Net | 120,988 | 125,217 |
Perpetual lease rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 6,172 | 5,984 |
Accumulated Amortization | 957 | 910 |
Net | 5,215 | 5,074 |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 3,300 | 3,287 |
Accumulated Amortization | 1,218 | 1,129 |
Net | 2,082 | 2,158 |
Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 2,300 | 2,300 |
Accumulated Amortization | 1,591 | 1,502 |
Net | 709 | 798 |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 223 | 224 |
Accumulated Amortization | 130 | 125 |
Net | $ 93 | $ 99 |
GOODWILL AND OTHER INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLES - Schedule of Indefinite Lived Assets (Details) - USD ($) $ in Thousands | Nov. 30, 2023 | Aug. 31, 2023 |
Indefinite-Lived Intangible Assets [Line Items] | ||
Indefinite-Lived Intangible Assets (Excluding Goodwill) | $ 57,242 | $ 57,206 |
Trade names | ||
Indefinite-Lived Intangible Assets [Line Items] | ||
Indefinite-Lived Intangible Assets (Excluding Goodwill) | 54,092 | 54,056 |
In Process Research and Development | ||
Indefinite-Lived Intangible Assets [Line Items] | ||
Indefinite-Lived Intangible Assets (Excluding Goodwill) | 2,400 | 2,400 |
Non-compete agreements | ||
Indefinite-Lived Intangible Assets [Line Items] | ||
Indefinite-Lived Intangible Assets (Excluding Goodwill) | $ 750 | $ 750 |
GOODWILL AND OTHER INTANGIBLE_5
GOODWILL AND OTHER INTANGIBLES (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | |
Business Acquisition [Line Items] | ||
Goodwill Subject To Qualitive Testing | $ 285 | |
Goodwill Subject To Quantitative Testing | 100.8 | |
Amortization | 7.5 | $ 6.1 |
Amortization in cost of goods sold | 4.7 | 4.6 |
Amortization in selling, general and administrative expense | $ 2.8 | $ 1.5 |
GOODWILL AND OTHER INTANGIBLE_6
GOODWILL AND OTHER INTANGIBLES - Schedule of Finite-Lived Intangible Assets Estimated Remaining Amortization Expense (Details) $ in Thousands | Nov. 30, 2023 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Remainder of 2024 | $ 20,898 |
2025 | 26,362 |
2026 | 25,138 |
2027 | 25,041 |
2028 | $ 23,031 |
CREDIT ARRANGEMENTS (Schedule o
CREDIT ARRANGEMENTS (Schedule of Long-term Debt) (Details) - USD ($) $ in Thousands | Nov. 30, 2023 | Aug. 31, 2023 |
Debt Instrument [Line Items] | ||
Total debt | $ 1,164,269 | $ 1,164,991 |
Less debt issuance costs | (14,397) | (14,840) |
Total amounts outstanding | 1,154,470 | 1,154,797 |
Less current maturities of long-term debt | (33,998) | (40,513) |
Long-term debt | $ 1,120,472 | 1,114,284 |
2030 Notes | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate | 4.125% | |
Total debt | $ 300,000 | 300,000 |
2031 Notes | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate | 3.875% | |
Total debt | $ 300,000 | 300,000 |
2032 Notes | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate | 4.375% | |
Total debt | $ 300,000 | 300,000 |
Series 2022 Bonds, due 2047 | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate | 4% | |
Total debt | $ 145,060 | 145,060 |
Plus unamortized bond premium | 4,598 | $ 4,646 |
Short-term borrowings | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate, short term | 7.80% | |
Total debt | $ 0 | $ 8,419 |
Other | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate | 4.547% | |
Total debt | $ 15,859 | 16,042 |
Finance leases | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate | 5.037% | |
Total debt | $ 103,350 | $ 95,470 |
CREDIT ARRANGEMENTS (Narrative)
CREDIT ARRANGEMENTS (Narrative) (Details) zł in Millions | 3 Months Ended | ||||
Nov. 30, 2023 USD ($) | Nov. 30, 2022 USD ($) | Nov. 30, 2023 PLN (zł) | Aug. 31, 2023 USD ($) | Aug. 31, 2023 PLN (zł) | |
Debt Instrument [Line Items] | |||||
Capitalized interest | $ 1,200,000 | $ 4,600,000 | |||
CMCP | |||||
Debt Instrument [Line Items] | |||||
Revolving credit facility current borrowing capacity | 150,000,000 | zł 600 | $ 145,400,000 | ||
Revolving credit facility, amount drawn | 0 | 0 | |||
Poland Program | |||||
Debt Instrument [Line Items] | |||||
Transfer of accounts receivable program limit | 72,000,000 | zł 288 | 69,800,000 | ||
Advances outstanding under transfer of receivables programs | 8,400,000 | zł 34.7 | |||
Standby Letters of Credit | |||||
Debt Instrument [Line Items] | |||||
Stand by letters of credit outstanding amount | 900,000 | ||||
Poland Term Loan | CMCP | |||||
Debt Instrument [Line Items] | |||||
Stand by letters of credit outstanding amount | 1,400,000 | $ 16,300,000 | |||
Line of Credit | Revolving credit facility | |||||
Debt Instrument [Line Items] | |||||
Face amount of debt | 600,000,000 | ||||
Line of Credit | Secured Debt | Senior Secured Term Loan Facility | |||||
Debt Instrument [Line Items] | |||||
Face amount of debt | $ 200,000,000 |
DERIVATIVES (Narrative) (Detail
DERIVATIVES (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Nov. 30, 2023 | Aug. 31, 2023 | |
Derivative [Line Items] | ||
Cash flow hedging instruments expected to be reclassified into earnings within the next twelve months | $ 5.4 | |
Foreign exchange | ||
Derivative [Line Items] | ||
Derivative notional amount | 284.9 | $ 221.4 |
Commodity | ||
Derivative [Line Items] | ||
Derivative notional amount | $ 481 | $ 456.4 |
DERIVATIVES (Commodity Contract
DERIVATIVES (Commodity Contract Commitments) (Details) MWh in Thousands | 3 Months Ended |
Nov. 30, 2023 MMBTU MWh t | |
Aluminum | Long | |
Derivative [Line Items] | |
Commodity contract commitments | 2,525 |
Aluminum | Short | |
Derivative [Line Items] | |
Commodity contract commitments | 1,150 |
Copper | Long | |
Derivative [Line Items] | |
Commodity contract commitments | 612 |
Copper | Short | |
Derivative [Line Items] | |
Commodity contract commitments | 10,433 |
Electricity | Long | |
Derivative [Line Items] | |
Commodity contract commitment, energy | MWh | 3,257 |
Natural Gas | Long | |
Derivative [Line Items] | |
Commodity contract commitment, energy | MMBTU | 5,150,550 |
DERIVATIVES - Schedule of Deriv
DERIVATIVES - Schedule of Derivative Location On Balance Sheet (Details) - USD ($) $ in Thousands | Nov. 30, 2023 | Aug. 31, 2023 |
Commodity | Prepaid Expenses and Other Current Assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets (other current assets) | $ 9,025 | $ 11,427 |
Commodity | Other Noncurrent Assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets (other current assets) | 135,939 | 184,261 |
Commodity | Accounts Payable and Accrued Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities (accrued expenses and other payables) | 6,066 | 2,983 |
Commodity | Other Noncurrent Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities (accrued expenses and other payables) | 1,003 | 1,085 |
Foreign exchange | Prepaid Expenses and Other Current Assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets (other current assets) | 9,916 | 1,898 |
Foreign exchange | Accounts Payable and Accrued Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities (accrued expenses and other payables) | $ 5,868 | $ 2,566 |
DERIVATIVES (Derivatives Not De
DERIVATIVES (Derivatives Not Designated as Hedging Instruments) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Effective Portion of Derivatives Designated as Cash Flow Hedging Instruments Recognized in Other Comprehensive Income (Loss), Net of Income Taxes (in thousands) | $ (42,945) | $ 68,045 |
Commodity | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Effective Portion of Derivatives Designated as Cash Flow Hedging Instruments Recognized in Other Comprehensive Income (Loss), Net of Income Taxes (in thousands) | (42,952) | 68,039 |
Commodity | Cost of goods sold | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (Loss) on Derivatives Not Designated as Hedging Instruments (in thousands) | (72) | (3,085) |
Amount of Gain Reclassified from AOCI into Earnings on Derivatives (in thousands) | 1,765 | 8,605 |
Foreign exchange | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Effective Portion of Derivatives Designated as Cash Flow Hedging Instruments Recognized in Other Comprehensive Income (Loss), Net of Income Taxes (in thousands) | 7 | 6 |
Foreign exchange | SG&A expenses | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (Loss) on Derivatives Not Designated as Hedging Instruments (in thousands) | 3,539 | 3,462 |
Amount of Gain Reclassified from AOCI into Earnings on Derivatives (in thousands) | $ 61 | $ 61 |
FAIR VALUE (Financial Assets an
FAIR VALUE (Financial Assets and Financial Liabilities Measured at Fair Value on Recurring Basis) (Details) - USD ($) | Nov. 30, 2023 | Aug. 31, 2023 | Nov. 30, 2022 |
Significant Unobservable Inputs (Level 3) | Minimum | Commodity | Valuation Technique, Discounted Cash Flow | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Energy floating rate | $ 424 | $ 480 | |
Significant Unobservable Inputs (Level 3) | Maximum | Commodity | Valuation Technique, Discounted Cash Flow | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Energy floating rate | 807 | 855 | |
Significant Unobservable Inputs (Level 3) | Average | Commodity | Valuation Technique, Discounted Cash Flow | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Energy floating rate | 551 | $ 630 | |
Fair value, measurements, recurring | Money market investments | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Money market investments | 553,443,000 | $ 508,227,000 | |
Fair value, measurements, recurring | Commodity | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative assets | 144,964,000 | 195,689,000 | |
Derivative liabilities | 7,069,000 | 4,068,000 | |
Fair value, measurements, recurring | Foreign exchange | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative assets | 9,916,000 | 1,898,000 | |
Derivative liabilities | 5,868,000 | 2,566,000 | |
Fair value, measurements, recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | Money market investments | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Money market investments | 553,443,000 | 508,227,000 | |
Fair value, measurements, recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | Commodity | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative assets | 607,000 | 1,264,000 | |
Derivative liabilities | 7,069,000 | 4,068,000 | |
Fair value, measurements, recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | Foreign exchange | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative assets | 0 | 0 | |
Derivative liabilities | 0 | 0 | |
Fair value, measurements, recurring | Significant Other Observable Inputs (Level 2) | Money market investments | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Money market investments | 0 | 0 | |
Fair value, measurements, recurring | Significant Other Observable Inputs (Level 2) | Commodity | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative assets | 0 | 0 | |
Derivative liabilities | 0 | 0 | |
Fair value, measurements, recurring | Significant Other Observable Inputs (Level 2) | Foreign exchange | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative assets | 9,916,000 | 1,898,000 | |
Derivative liabilities | 5,868,000 | 2,566,000 | |
Fair value, measurements, recurring | Significant Unobservable Inputs (Level 3) | Money market investments | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Money market investments | 0 | 0 | |
Fair value, measurements, recurring | Significant Unobservable Inputs (Level 3) | Commodity | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative assets | 144,357,000 | 194,425,000 | |
Derivative liabilities | 0 | 0 | |
Fair value, measurements, recurring | Significant Unobservable Inputs (Level 3) | Foreign exchange | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative assets | 0 | 0 | |
Derivative liabilities | $ 0 | $ 0 |
Fair Value (Reconciliation of C
Fair Value (Reconciliation of Commodity Derivative Recognized in Other Comprehensive Income) (Details) - Commodity - Significant Unobservable Inputs (Level 3) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | $ 194,425 | $ 143,500 |
Unrealized holding gain before reclassification | (47,277) | 104,197 |
Reclassification for gain included in net earnings | (2,791) | (6,231) |
Ending balance | $ 144,357 | $ 241,466 |
FAIR VALUE - Narrative (Details
FAIR VALUE - Narrative (Details) - USD ($) $ in Millions | Nov. 30, 2023 | Aug. 31, 2023 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-Term Debt | $ 1,000 | $ 1,000 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-Term Debt | $ 900.7 | $ 900.9 |
STOCK-BASED COMPENSATION PLAN_2
STOCK-BASED COMPENSATION PLANS (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Nov. 30, 2023 | Nov. 30, 2022 | Nov. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period in years | 3 years | ||
Stock-based compensation | $ 8,059 | $ 16,675 | $ 16,675 |
Liability method awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted | 188,453 | 242,267 | |
Equivalent shares outstanding | 463,334 | ||
Equivalent shares expected to vest | 440,167 |
STOCK-BASED COMPENSATION PLAN_3
STOCK-BASED COMPENSATION PLANS - Restricted Stock Unit Activity (Details) - Restricted Stock Units (RSUs) - $ / shares | 3 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | |
Shares | ||
Beginning balance (in shares) | 1,777,591 | 1,993,630 |
Granted (in shares) | 1,060,992 | 1,423,909 |
Vested (in shares) | (1,218,683) | (1,611,934) |
Forfeited (in shares) | (14,436) | (2,259) |
Ending balance (in shares) | 1,605,464 | 1,803,346 |
Weighted Average Fair Value | ||
Beginning balance (in dollars per share) | $ 37.01 | $ 27.59 |
Granted (in dollars per share) | 47.68 | 35.78 |
Vested (in dollars per share) | 37.80 | 25.13 |
Forfeited (in dollars per share) | 39.02 | 31 |
Ending balance (in dollars per share) | $ 43.45 | $ 36.26 |
STOCKHOLDERS EQUITY AND EARNI_2
STOCKHOLDERS EQUITY AND EARNINGS PER SHARE (Calculations of the Basic and Diluted Earnings Per Share) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | |
Earnings Per Share [Abstract] | ||
Net earnings | $ 176,273 | $ 261,774 |
Average basic shares outstanding (shares) | 116,771,939 | 117,273,743 |
Effect of dilutive securities (shares) | 1,582,974 | 1,651,699 |
Average diluted shares outstanding (shares) | 118,354,913 | 118,925,442 |
Earnings per share: | ||
Basic (in USD per share) | $ 1.51 | $ 2.23 |
Diluted (in USD per share) | $ 1.49 | $ 2.20 |
STOCKHOLDERS EQUITY AND EARNI_3
STOCKHOLDERS EQUITY AND EARNINGS PER SHARE (Narrative) (Details) - USD ($) | 3 Months Ended | |
Nov. 30, 2023 | Oct. 31, 2021 | |
Earnings Per Share [Abstract] | ||
Stock repurchase program, authorized amount | $ 350,000,000 | |
Treasury stock acquired, shares | 621,643 | |
Treasury stock acquired (in dollars per share) | $ 45.70 | |
Stock repurchase program, remaining authorized repurchase amount | $ 58,300,000 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Narrative) (Details) - CERCLA sites - USD ($) $ in Millions | Nov. 30, 2023 | Aug. 31, 2023 |
Loss Contingencies [Line Items] | ||
Accrual for environmental loss contingencies | $ 3.7 | $ 4.5 |
Accrued environmental loss contingencies, noncurrent | $ 1.7 | $ 2 |
BUSINESS SEGMENTS (Narrative) (
BUSINESS SEGMENTS (Narrative) (Details) | 3 Months Ended |
Nov. 30, 2023 segments | |
Segment Reporting [Abstract] | |
Number of reporting segments | 3 |
BUSINESS SEGMENTS (Summary of C
BUSINESS SEGMENTS (Summary of Certain Financial Information from Continuing Operations by Reportable Segment and Major Product) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Nov. 30, 2023 | Nov. 30, 2022 | Aug. 31, 2023 | |
Segment Reporting Information [Line Items] | |||
Net sales | $ 2,003,051 | $ 2,227,313 | |
Adjusted EBITDA | 305,637 | 402,736 | |
Total assets | 6,695,169 | 6,639,094 | $ 6,639,094 |
Raw materials | |||
Segment Reporting Information [Line Items] | |||
Net sales | 317,369 | 298,187 | |
Steel products | |||
Segment Reporting Information [Line Items] | |||
Net sales | 833,292 | 1,015,530 | |
Downstream products | |||
Segment Reporting Information [Line Items] | |||
Net sales | 653,176 | 703,357 | |
Construction products | |||
Segment Reporting Information [Line Items] | |||
Net sales | 77,759 | 83,567 | |
Ground stabilization products | |||
Segment Reporting Information [Line Items] | |||
Net sales | 57,323 | 59,079 | |
Other | |||
Segment Reporting Information [Line Items] | |||
Net sales | 64,132 | 67,593 | |
North America Steel Group | |||
Segment Reporting Information [Line Items] | |||
Net sales | 1,612,287 | 1,690,015 | |
Europe Steel Group | |||
Segment Reporting Information [Line Items] | |||
Net sales | 225,751 | 387,035 | |
Emerging Businesses Group | |||
Segment Reporting Information [Line Items] | |||
Net sales | 182,026 | 179,312 | |
Corporate and Other | |||
Segment Reporting Information [Line Items] | |||
Net sales | (17,013) | (29,049) | |
Segments | North America Steel Group | |||
Segment Reporting Information [Line Items] | |||
Net sales | 1,592,650 | 1,664,161 | |
Adjusted EBITDA | 266,820 | 349,787 | |
Total assets | 4,142,370 | 4,166,521 | |
Segments | North America Steel Group | Raw materials | |||
Segment Reporting Information [Line Items] | |||
Net sales | 313,655 | 293,320 | |
Segments | North America Steel Group | Steel products | |||
Segment Reporting Information [Line Items] | |||
Net sales | 657,760 | 703,594 | |
Segments | North America Steel Group | Downstream products | |||
Segment Reporting Information [Line Items] | |||
Net sales | 577,002 | 618,967 | |
Segments | North America Steel Group | Construction products | |||
Segment Reporting Information [Line Items] | |||
Net sales | 0 | 0 | |
Segments | North America Steel Group | Ground stabilization products | |||
Segment Reporting Information [Line Items] | |||
Net sales | 0 | 0 | |
Segments | North America Steel Group | Other | |||
Segment Reporting Information [Line Items] | |||
Net sales | 44,233 | 48,280 | |
Segments | Europe Steel Group | |||
Segment Reporting Information [Line Items] | |||
Net sales | 225,175 | 386,503 | |
Adjusted EBITDA | 38,942 | 61,248 | |
Total assets | 838,019 | 927,468 | |
Segments | Europe Steel Group | Raw materials | |||
Segment Reporting Information [Line Items] | |||
Net sales | 3,714 | 4,867 | |
Segments | Europe Steel Group | Steel products | |||
Segment Reporting Information [Line Items] | |||
Net sales | 175,532 | 311,936 | |
Segments | Europe Steel Group | Downstream products | |||
Segment Reporting Information [Line Items] | |||
Net sales | 38,628 | 59,582 | |
Segments | Europe Steel Group | Construction products | |||
Segment Reporting Information [Line Items] | |||
Net sales | 0 | 0 | |
Segments | Europe Steel Group | Ground stabilization products | |||
Segment Reporting Information [Line Items] | |||
Net sales | 0 | 0 | |
Segments | Europe Steel Group | Other | |||
Segment Reporting Information [Line Items] | |||
Net sales | 7,301 | 10,118 | |
Segments | Emerging Businesses Group | |||
Segment Reporting Information [Line Items] | |||
Net sales | 177,239 | 170,534 | |
Adjusted EBITDA | 30,862 | 31,427 | |
Total assets | 847,744 | 874,330 | |
Segments | Emerging Businesses Group | Raw materials | |||
Segment Reporting Information [Line Items] | |||
Net sales | 0 | 0 | |
Segments | Emerging Businesses Group | Steel products | |||
Segment Reporting Information [Line Items] | |||
Net sales | 0 | 0 | |
Segments | Emerging Businesses Group | Downstream products | |||
Segment Reporting Information [Line Items] | |||
Net sales | 37,546 | 24,808 | |
Segments | Emerging Businesses Group | Construction products | |||
Segment Reporting Information [Line Items] | |||
Net sales | 77,759 | 83,567 | |
Segments | Emerging Businesses Group | Ground stabilization products | |||
Segment Reporting Information [Line Items] | |||
Net sales | 57,323 | 59,079 | |
Segments | Emerging Businesses Group | Other | |||
Segment Reporting Information [Line Items] | |||
Net sales | 4,611 | 3,080 | |
Segments | Corporate and Other | |||
Segment Reporting Information [Line Items] | |||
Net sales | 7,987 | 6,115 | |
Adjusted EBITDA | (30,987) | (39,726) | |
Total assets | 867,036 | 670,775 | |
Segments | Corporate and Other | Raw materials | |||
Segment Reporting Information [Line Items] | |||
Net sales | 0 | 0 | |
Segments | Corporate and Other | Steel products | |||
Segment Reporting Information [Line Items] | |||
Net sales | 0 | 0 | |
Segments | Corporate and Other | Downstream products | |||
Segment Reporting Information [Line Items] | |||
Net sales | 0 | 0 | |
Segments | Corporate and Other | Construction products | |||
Segment Reporting Information [Line Items] | |||
Net sales | 0 | 0 | |
Segments | Corporate and Other | Ground stabilization products | |||
Segment Reporting Information [Line Items] | |||
Net sales | 0 | 0 | |
Segments | Corporate and Other | Other | |||
Segment Reporting Information [Line Items] | |||
Net sales | 7,987 | 6,115 | |
Intersegment | North America Steel Group | |||
Segment Reporting Information [Line Items] | |||
Net sales | 19,637 | 25,854 | |
Intersegment | Europe Steel Group | |||
Segment Reporting Information [Line Items] | |||
Net sales | 576 | 532 | |
Intersegment | Emerging Businesses Group | |||
Segment Reporting Information [Line Items] | |||
Net sales | 4,787 | 8,778 | |
Intersegment | Corporate and Other | |||
Segment Reporting Information [Line Items] | |||
Net sales | $ (25,000) | $ (35,164) |
BUSINESS SEGMENTS (Reconciliati
BUSINESS SEGMENTS (Reconciliations of Earnings from Continuing Operations to Adjusted Operating Profit) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | |
Segment Reporting [Abstract] | ||
Net earnings | $ 176,273 | $ 261,774 |
Interest expense | 11,756 | 13,045 |
Income taxes | 48,422 | 76,725 |
Depreciation and amortization | 69,186 | 51,183 |
Asset impairments | 0 | 9 |
Adjusted EBITDA | $ 305,637 | $ 402,736 |