Form 10-Q - Quarterly report [Sections 13 or 15(d)]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

___________________________________

FORM 10-Q

___________________________________

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended November 30, 2024

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 1-4304

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COMMERCIAL METALS COMPANY

(Exact Name of Registrant as Specified in Its Charter)


Delaware			75-0725338
(State or Other Jurisdiction of Incorporation or Organization)			(I.R.S. Employer Identification Number)

6565 N. MacArthur Blvd., Irving, Texas 75039

(Address of Principal Executive Offices) (Zip Code)

(214) 689-4300

(Registrant's Telephone Number, Including Area Code)

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

Title of Each Class

Trading Symbol(s)

Name of Each Exchange on Which Registered

Common Stock, $0.01 par value

CMC

New York Stock Exchange

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 (the "Exchange Act") during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

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

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


Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

As of December 31, 2024, 113,641,513 shares of the registrant's common stock, par value $0.01 per share, were outstanding.

COMMERCIAL METALS COMPANY AND SUBSIDIARIES

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PART I — FINANCIAL INFORMATION			3

Item 1. Financial Statements			3
Condensed Consolidated Statements of Earnings (Loss) (Unaudited) - Three months ended No vember 30 , 2024 and 2023			3
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - Three months ended November 30 , 2024 and 2023			4
Condensed Consolidated Balance Sheets (Unaudited) - November 30 , 2024 and August 31, 20 24			5
Condensed Consolidated Statements of Cash Flows (Unaudited) - Three months ended November 30 , 2024 and 2023			6
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - Three months ended November 30 , 2024 and 2023			7
Notes to Condensed Consolidated Financial Statements (Unaudited)			8
Note 1. Nature of Operations and Accounting Policies			8
Note 2. Changes in Business			8
Note 3. Accumulated Other Comprehensive Income (Loss)			9
Note 4. Revenue Recognition			9
Note 5. Inventories, Net			10
Note 6. Goodwill and Other Intangibles			10
Note 7. Credit Arrangements			12
Note 8. Derivatives			13
Note 9. Fair Value			14
Note 10. Stock-Based Compensation Plans			16
Note 11. Stockholders' Equity and Earnings (Loss) Per Share			16
Note 12. Commitments and Contingencies			17
Note 13. Segment Information			18
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations			19
Item 3. Quantitative and Qualitative Disclosures About Market Risk			29
Item 4. Controls and Procedures			29

PART II — OTHER INFORMATION			30

Item 1. Legal Proceedings			30
Item 1A. Risk Factors			30
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			30
Item 3. Defaults Upon Senior Securities			31
Item 4. Mine Safety Disclosures			31
Item 5. Other Information			31
Item 6. Exhibits			31
Signature			33

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PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS


COMMERCIAL METALS COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (LOSS) (UNAUDITED)
	Three Months Ended November 30,
(in thousands, except share and per share data)	2024		2023
Net sales	$	1,909,602	$	2,003,051
Costs and operating expenses:
Cost of goods sold	1,601,722		1,604,068
Selling, general and administrative expenses	177,858		162,532
Interest expense	11,322		11,756



Litigation expense	350,000		—
Net costs and operating expenses	2,140,902		1,778,356
Earnings (loss) before income taxes	(231,300)		224,695
Income tax expense (benefit)	(55,582)		48,422
Net earnings (loss)	$	(175,718)	$	176,273

Earnings (loss) per share:
Basic	$	(1.54)	$	1.51
Diluted	(1.54)		1.49

Average basic shares outstanding	114,053,455		116,771,939
Average diluted shares outstanding	114,053,455		118,354,913

See notes to condensed consolidated financial statements.

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COMMERCIAL METALS COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED)
	Three Months Ended November 30,
(in thousands)	2024		2023
Net earnings (loss)	$	(175,718)	$	176,273
Other comprehensive income (loss), net of income taxes:



Foreign currency translation adjustments	(34,957)		23,493
Derivatives:
Net unrealized holding gain (loss)	420		(42,945)
Reclassification for realized gain	(1,356)		(1,499)
Net unrealized loss on derivatives	(936)		(44,444)



Net other comprehensive loss on defined benefit pension plans	(10)		(9)
Total other comprehensive loss, net of income taxes	(35,903)		(20,960)
Comprehensive income (loss)	$	(211,621)	$	155,313

See notes to condensed consolidated financial statements.

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COMMERCIAL METALS COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(in thousands, except share and per share data)	November 30, 2024		August 31, 2024
Assets
Current assets:
Cash and cash equivalents	$	856,104	$	857,922

Accounts receivable (less allowance for doubtful accounts of $3,254 and $3,494)	1,106,139		1,158,946
Inventories, net	960,088		971,755
Prepaid and other current assets	294,588		285,489
Assets held for sale	1,204		18,656
Total current assets	3,218,123		3,292,768
Property, plant and equipment, net	2,612,836		2,577,136
Intangible assets, net	227,153		234,869
Goodwill	384,249		385,630
Other noncurrent assets	330,038		327,436
Total assets	$	6,772,399	$	6,817,839
Liabilities and stockholders' equity
Current liabilities:
Accounts payable	$	323,492	$	350,550
Accrued contingent litigation-related loss	350,000		—
Other accrued expenses and payables	453,377		445,514
Current maturities of long-term debt	38,561		38,786
Total current liabilities	1,165,430		834,850
Deferred income taxes	200,056		276,908
Other noncurrent liabilities	243,080		255,222
Long-term debt	1,148,536		1,150,835
Total liabilities	2,757,102		2,517,815
Other 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 113,919,151 and 114,104,057 shares	1,290		1,290
Additional paid-in capital	384,782		407,232
Accumulated other comprehensive loss	(121,855)		(85,952)
Retained earnings	4,307,613		4,503,885
Less treasury stock 15,141,513 and 14,956,607 shares at cost	(556,781)		(526,679)
Stockholders' equity	4,015,049		4,299,776
Stockholders' equity attributable to non-controlling interests	248		248
Total stockholders' equity	4,015,297		4,300,024
Total liabilities and stockholders' equity	$	6,772,399	$	6,817,839

See notes to condensed consolidated financial statements.

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COMMERCIAL METALS COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
	Three Months Ended November 30,
(in thousands)	2024		2023
Cash flows from (used by) operating activities:
Net earnings (loss)	$	(175,718)	$	176,273
Adjustments to reconcile net earnings (loss) to cash flows from operating activities:
Depreciation and amortization	70,437		69,186
Stock-based compensation	10,232		8,059
Write-down of inventory	8,950		10,655



Deferred income taxes and other long-term taxes	(76,940)		21,343
Litigation expense	350,000		—
Other	(185)		1,102

Changes in operating assets and liabilities	26,248		(25,558)
Net cash flows from operating activities	213,024		261,060

Cash flows from (used by) investing activities:
Capital expenditures	(118,187)		(66,991)


Proceeds from the sale of property, plant and equipment	5,167		—
Other	(467)		518


Net cash flows used by investing activities	(113,487)		(66,473)

Cash flows from (used by) financing activities:

Repayments of long-term debt	(10,940)		(9,276)
Debt issuance costs	(38)		—

Proceeds from accounts receivable facilities	13,303		9,421
Repayments under accounts receivable facilities	(13,303)		(17,471)
Treasury stock acquired	(50,417)		(28,408)
Tax withholdings related to share settlements, net of purchase plans	(19,560)		(19,535)
Dividends	(20,554)		(18,748)

Net cash flows used by financing activities	(101,509)		(84,017)
Effect of exchange rate changes on cash	(695)		819
Increase (decrease) in cash, restricted cash and cash equivalents	(2,667)		111,389
Cash, restricted cash and cash equivalents at beginning of period	859,555		595,717
Cash, restricted cash and cash equivalents at end of period	$	856,888	$	707,106

See notes to condensed consolidated financial statements.


Supplemental information:	Three Months Ended November 30,
(in thousands)	2024		2023
Cash paid (refund received) for income taxes	$	(3,031)	$	1,398
Cash paid for interest	11,270		10,888

Noncash activities:
Liabilities related to additions of property, plant and equipment	$	19,722	$	17,828
Right of use assets obtained in exchange for operating leases	10,574		9,197
Right of use assets obtained in exchange for finance leases	8,026		16,978

Cash and cash equivalents	$	856,104	$	704,603
Restricted cash	784		2,503
Total cash, restricted cash and cash equivalents	$	856,888	$	707,106

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COMMERCIAL METALS COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED)
	Three Months Ended November 30, 2024
	Common Stock									Treasury Stock
(in thousands, except share and per share data)	Number of Shares	Amount		Additional Paid-In Capital		Accumulated Other Comprehensive Loss		Retained Earnings		Number of Shares	Amount		Non-controlling Interest		Total
Balance, September 1, 2024	129,060,664	$	1,290	$	407,232	$	(85,952)	$	4,503,885	(14,956,607)	$	(526,679)	$	248	$	4,300,024
Net loss								(175,718)							(175,718)
Other comprehensive loss						(35,903)									(35,903)
Dividends ($0.18 per share)								(20,554)							(20,554)
Treasury stock acquired and excise tax										(919,481)	(50,529)				(50,529)
Issuance of stock under incentive and purchase plans, net of shares withheld for taxes				(39,987)						734,575	20,427				(19,560)
Stock-based compensation				7,628											7,628
Reclassification of share-based liability awards				9,909											9,909

Balance, November 30, 2024	129,060,664	$	1,290	$	384,782	$	(121,855)	$	4,307,613	(15,141,513)	$	(556,781)	$	248	$	4,015,297


	Three Months Ended November 30, 2023
	Common Stock									Treasury Stock
(in thousands, except share and per share data)	Number of Shares	Amount		Additional Paid-In Capital		Accumulated Other Comprehensive Loss		Retained Earnings		Number of Shares	Amount		Non-controlling Interest		Total
Balance, September 1, 2023	129,060,664	$	1,290	$	394,672	$	(3,778)	$	4,097,262	(12,545,237)	$	(368,573)	$	241	$	4,121,114
Net earnings								176,273							176,273
Other comprehensive loss						(20,960)									(20,960)
Dividends ($0.16 per share)								(18,748)							(18,748)
Treasury stock acquired										(621,643)	(28,408)				(28,408)
Issuance of stock under incentive and purchase plans, net of shares withheld for taxes				(37,380)						814,440	17,845				(19,535)
Stock-based compensation				9,040											9,040

Reclassification of share-based liability awards				11,201											11,201
Balance, November 30, 2023	129,060,664	$	1,290	$	377,533	$	(24,738)	$	4,254,787	(12,352,440)	$	(379,136)	$	241	$	4,229,977

See notes to condensed consolidated financial statements.

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COMMERCIAL METALS COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

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, 2024 (the "2024 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 (loss), comprehensive income (loss), 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 2024 Form 10-K. The results of operations for the three month period ended November 30, 2024 are not necessarily indicative of the results expected for the full fiscal year. Any reference in this Quarterly Report on Form 10-Q for the quarter ended November 30, 2024 ("Form 10-Q") to the "corresponding period" or "comparable period" relates to the relevant three month period ended November 30, 2023. Any reference in this Form 10-Q to a year refers to the fiscal year ended August 31st of that year, unless otherwise stated.

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, CMC offers products and technologies to meet the critical reinforcement needs of the global construction sector. CMC’s solutions support early-stage construction across a wide variety of applications, including infrastructure, non-residential, residential, industrial and energy generation and transmission.

Recently Issued Accounting Pronouncements

In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update ("ASU") 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses ("ASU 2024-03"). ASU 2024-03 requires disaggregated income statement expense disclosures related to functional or natural expense line items within continuing operations. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, and requires either prospective or retrospective adoption. Early adoption is permitted. The Company is evaluating the impact of this guidance on its consolidated financial statements and related disclosures.

NOTE 2. CHANGES IN BUSINESS

On November 22, 2024, the Company completed the sale of a rebar fabrication facility within the North America Steel Group segment for gross consideration of $6.9 million, which consisted of $5.0 million in cash proceeds and $1.9 million in the form of a seller financing receivable, subject to working capital adjustments. The sale resulted in an immaterial impact to selling, general and administrative ("SG&A") expenses in the condensed consolidated statements of earnings (loss) during the three months ended November 30, 2024.

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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, 2024
(in thousands)	Foreign Currency Translation		Derivatives		Defined Benefit Pension Plans		Total AOCI
Balance, September 1, 2024	$	(76,854)	$	3,614	$	(12,712)	$	(85,952)
Other comprehensive income (loss) before reclassifications(1)	(34,957)		420		(10)		(34,547)
Reclassification for gain(2)	—		(1,356)		—		(1,356)
Net other comprehensive loss	(34,957)		(936)		(10)		(35,903)
Balance, November 30, 2024	$	(111,811)	$	2,678	$	(12,722)	$	(121,855)


	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)

__________________________________

(1) Other comprehensive income (loss) ("OCI") before reclassifications from derivatives is presented net of an immaterial income tax impact for the three months ended November 30, 2024 and net of income tax benefit of $10.1 million for the three months ended November 30, 2023. OCI before reclassifications from defined benefit pension plans is presented net of immaterial income tax impacts for each period presented.

(2) Reclassifications for gains from derivatives included in net earnings (loss) are primarily recorded in cost of goods sold in the condensed consolidated statements of earnings (loss) and are presented net of immaterial income tax impacts.

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 revenue from the Company's downstream products in the North America Steel Group segment is 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 other downstream products in the North America Steel Group segment is recognized at the time of billing under an available practical expedient.

Each of the North America Steel Group segment's fabrication contracts represents a single performance obligation. Revenue from certain fabrication contracts for which the Company provides fabricated product and installation services is recognized over time using an input measure, and these contracts represented 8% and 9% of net sales in the North America Steel Group segment in the three months ended November 30, 2024 and 2023, respectively. Revenue from fabrication contracts for which the Company does not provide installation services is recognized over time using an output measure, and these contracts represented 10% and 11% of net sales in the North America Steel Group segment in the three months ended November 30, 2024 and 2023, respectively.

The following table provides information about assets and liabilities from contracts with customers:


(in thousands)	November 30, 2024		August 31, 2024
Contract assets (included in accounts receivable)	$	43,713	$	57,007
Contract liabilities (included in other accrued expenses and payables)	41,314		35,356

The amount of revenue reclassified from August 31, 2024 contract liabilities during the three months ended November 30, 2024 was approximately $17.6 million.

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Remaining Performance Obligations

As of November 30, 2024, revenue totaling $888.9 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 following November 30, 2024, 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 is typically less than one year.

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, 2024		August 31, 2024
Raw materials	$	255,036	$	232,982
Work in process	7,712		5,390
Finished goods	697,340		733,383
Total	$	960,088	$	971,755

Inventory write-down expense was $9.0 million and $10.7 million during the three months ended November 30, 2024 and 2023, respectively, and primarily impacted the Europe Steel Group segment. The inventory write-downs were recorded in cost of goods sold in the condensed consolidated statements of earnings (loss).

NOTE 6. GOODWILL AND OTHER INTANGIBLES

Goodwill by reportable segment is detailed in the table below:


(in thousands)	North America Steel Group		Europe Steel Group		Emerging Businesses Group		Consolidated
Goodwill, gross
Balance, September 1, 2024	$	126,915	$	4,337	$	264,568	$	395,820

Foreign currency translation	—		(200)		(1,188)		(1,388)
Balance, November 30, 2024	126,915		4,137		263,380		394,432

Accumulated impairment
Balance, September 1, 2024	(9,542)		(155)		(493)		(10,190)

Foreign currency translation	—		7		—		7
Balance, November 30, 2024	(9,542)		(148)		(493)		(10,183)

Goodwill, net
Balance, September 1, 2024	117,373		4,182		264,075		385,630


Foreign currency translation	—		(193)		(1,188)		(1,381)
Balance, November 30, 2024	$	117,373	$	3,989	$	262,887	$	384,249

Other indefinite-lived intangible assets consisted of the following:

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(in thousands)	November 30, 2024		August 31, 2024
Trade names	$	54,110	$	54,531
In-process research and development	2,400		2,400
Non-compete agreements	750		750
Total	$	57,260	$	57,681

The change in the balance of intangible assets with indefinite lives from August 31, 2024 to November 30, 2024 was due to foreign currency translation adjustments.

Other intangible assets subject to amortization are detailed in the following table:


	November 30, 2024						August 31, 2024
(in thousands)	Gross Carrying Amount		Accumulated Amortization		Net		Gross Carrying Amount		Accumulated Amortization		Net
Developed technologies	$	152,375	$	47,614	$	104,761	$	152,659	$	43,540	$	109,119
Customer relationships	74,641		18,116		56,525		75,000		16,118		58,882
Patents	8,055		6,850		1,205		7,970		6,595		1,375
Perpetual lease rights	6,108		1,019		5,089		6,404		1,049		5,355
Trade names	3,445		1,550		1,895		3,413		1,474		1,939
Non-compete agreements	2,300		1,948		352		2,300		1,859		441
Other	224		158		66		224		147		77
Total	$	247,148	$	77,255	$	169,893	$	247,970	$	70,782	$	177,188

The foreign currency translation adjustments related to the intangible assets subject to amortization were immaterial for all periods presented above.

Amortization expense for intangible assets was $6.8 million and $7.5 million in the three months ended November 30, 2024 and 2023, respectively, of which $4.3 million and $4.7 million, respectively, was recorded in cost of goods sold and the remainder was recorded in SG&A expenses in the condensed consolidated statements of earnings (loss). Estimated amortization expense for intangible assets for the next five years is as follows:


	(in thousands)
Remainder of 2025	$	19,947
2026	25,531
2027	25,434
2028	23,708
2029	19,135

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NOTE 7. CREDIT ARRANGEMENTS

Long-term debt was as follows:


(in thousands)	Weighted Average Interest Rate as of November 30, 2024	November 30, 2024		August 31, 2024
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


Other	5.100%	11,910		11,910
Finance leases	5.230%	138,352		141,271
Total debt		1,195,322		1,198,241
Less unamortized debt issuance costs		(12,631)		(13,073)
Plus unamortized bond premium		4,406		4,453
Total amounts outstanding		1,187,097		1,189,621


Less current maturities of long-term debt		(38,561)		(38,786)
Long-term debt		$	1,148,536	$	1,150,835

The Company's credit arrangements require compliance with certain covenants, including an interest coverage ratio and a debt to capitalization ratio. At November 30, 2024, the Company was in compliance with all financial covenants in its credit arrangements.

Capitalized interest was immaterial during the three months ended November 30, 2024 and 2023.

Credit Facilities

On October 30, 2024, the Company entered into the First Amendment to the Sixth Amended and Restated Credit Agreement (as amended, the "Credit Agreement"), which, among other things, extended the maturity date of the Credit Agreement from October 26, 2027 to October 26, 2029. The Credit Agreement provides for a $600.0 million revolving credit facility (the "Revolver"). The Company had no amounts drawn under the Revolver at November 30, 2024 or August 31, 2024. The availability under the Revolver was reduced by outstanding stand-by letters of credit totaling $0.9 million at November 30, 2024 and August 31, 2024.

The Company also has credit facilities in Poland through its subsidiary, CMC Poland Sp. z.o.o. ("CMCP"). At November 30, 2024 and August 31, 2024, CMCP's credit facilities totaled PLN 600.0 million, or $147.6 million and $154.8 million, respectively. There were no amounts outstanding under these facilities as of November 30, 2024 or August 31, 2024. 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 $2.3 million and $2.4 million at November 30, 2024 and August 31, 2024, respectively.

Accounts Receivable Facility

The Poland accounts receivable facility had a limit of PLN 288.0 million, or $70.9 million and $74.3 million, at November 30, 2024 and August 31, 2024, respectively. The Company had no advance payments outstanding under the Poland accounts receivable facility at November 30, 2024 or August 31, 2024.

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NOTE 8. DERIVATIVES

At November 30, 2024 and August 31, 2024, the notional values of the Company's commodity contract commitments were $467.0 million and $480.1 million, respectively. At November 30, 2024 and August 31, 2024, the notional values of the Company's foreign currency contract commitments were $236.0 million and $225.1 million, respectively.

The following table provides information regarding the Company's commodity contract commitments at November 30, 2024:

Commodity

Position

Total

Aluminum

Long

2,775

Aluminum

Short

1,275

Copper

Long

181

Copper

Short

9,741

Electricity

Long

3,056,000

MW(h)

Natural Gas

Long

5,070,750

MMBtu

__________________________________

MT = Metric ton

MW(h) = Megawatt hour

MMBtu = 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, 2024		August 31, 2024
Derivative assets:
Commodity	Prepaid and other current assets	$	11,254	$	9,823
Commodity	Other noncurrent assets	26,945		30,402
Foreign exchange	Prepaid and other current assets	1,746		419
Derivative liabilities:
Commodity	Other accrued expenses and payables	$	1,932	$	3,445
Commodity	Other noncurrent liabilities	38		157
Foreign exchange	Other accrued expenses and payables	441		1,885

The following table summarizes activities related to the Company's derivatives not designated as hedging instruments recognized in the condensed consolidated statements of earnings (loss). All other activity related to the Company's derivatives not designated as hedging instruments was immaterial for the periods presented.


Gain (Loss) on Derivatives Not Designated as Hedging Instruments (in thousands)		Three Months Ended November 30,
	Primary Location	2024		2023
Commodity	Cost of goods sold	$	3,742	$	(72)
Foreign exchange	SG&A expenses	(3,172)		3,539

The following tables summarize activities related to the Company's derivatives designated as cash flow hedging instruments recognized in the condensed consolidated statements of comprehensive income (loss) and condensed consolidated statements of earnings (loss). Amounts presented do not include the effects of foreign currency translation adjustments.


Effective Portion of Derivatives Designated as Cash Flow Hedging Instruments Gain (Loss) Recognized in OCI, Net of Income Taxes (in thousands)	Three Months Ended November 30,
	2024		2023
Commodity	$	412	$	(42,952)
Foreign exchange	8		7

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Gain on Derivatives Designated as Cash Flow Hedging Instruments Reclassified from AOCI into Net Earnings (Loss) (in thousands)		Three Months Ended November 30,
	Primary Location	2024		2023
Commodity	Cost of goods sold	$	1,573	$	1,765
Foreign exchange	SG&A expenses	65		61

The Company's natural gas commodity derivatives accounted for as cash flow hedging instruments have maturities extending to November 2027. The Company's electricity commodity derivatives accounted for as cash flow hedging instruments have maturities extending to December 2034. Included in the AOCI balance as of November 30, 2024 was an estimated net gain of $5.9 million from cash flow hedging instruments that is expected to be reclassified into net earnings (loss) within the twelve months following November 30, 2024. Cash flows associated with the cash flow hedging instruments are recorded as a component of cash flows from operating activities in the condensed consolidated statements of cash flows. See Note 9, Fair Value, for the fair value of the Company's derivative instruments recorded in the condensed consolidated balance sheets.

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 2024 Form 10-K.

The Company presents the fair value of its derivative contracts on a net-by-counterparty basis when a legal right to offset exists under an enforceable netting agreement. 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 Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
As of November 30, 2024:
Assets:
Investment deposit accounts(1)	$	709,450	$	709,450	$	—	$	—
Commodity derivative assets(2)	38,199		4,896		—		33,303
Foreign exchange derivative assets(2)	1,746		—		1,746		—
Liabilities:
Commodity derivative liabilities(2)	1,970		1,970		—		—
Foreign exchange derivative liabilities(2)	441		—		441		—

As of August 31, 2024:
Assets:
Investment deposit accounts(1)	$	718,110	$	718,110	$	—	$	—
Commodity derivative assets(2)	40,225		2,196		—		38,029
Foreign exchange derivative assets(2)	419		—		419		—
Liabilities:
Commodity derivative liabilities(2)	3,602		3,602		—		—
Foreign exchange derivative liabilities(2)	1,885		—		1,885		—

__________________________________

(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.

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The fair value estimate of the Level 3 commodity derivatives is 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"), which 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 the 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, 2024 and August 31, 2024, which are applied uniformly across each of our Level 3 commodity derivatives:


	Floating rate (PLN)
	Low	High	Average
November 30, 2024	324	518	406
August 31, 2024	324	510	405

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 (loss). Amounts presented are before income taxes. The fluctuation in energy rates over time may cause volatility in the fair value estimate and is the primary reason for unrealized gains and losses in OCI in the three months ended November 30, 2024 and 2023.


(in thousands)	Three Months Ended November 30, 2024
Balance, September 1, 2024	$	38,029
Total activity, realized and unrealized:
Unrealized holding loss before reclassification(1)	(1,691)
Reclassification for gain included in net loss(2)	(3,035)
Balance, November 30, 2024	$	33,303








(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

__________________________________

(1) Unrealized holding losses, net of foreign currency translation, less amounts reclassified are included in net unrealized holding gain (loss) on derivatives in the condensed consolidated statements of comprehensive income (loss).

(2) Gains included in net earnings (loss) are recorded in cost of goods sold in the condensed consolidated statements of earnings (loss).

There were no material non-recurring fair value remeasurements during the three months ended November 30, 2024 or 2023.

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 $965.6 million, respectively, at November 30, 2024, and $1.0 billion and $962.8 million, respectively, at August 31, 2024. 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.

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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 2024 Form 10-K. In general, restricted stock units awarded to executive officers and other employees vest ratably over a period of three years. Subject to the achievement of performance targets established by the Compensation Committee of the Company's Board of Directors (the "Board"), performance stock units vest after a period of three years.

Information for restricted stock units and performance stock units accounted for as equity awards during the three months ended November 30, 2024 is as follows:


	Shares	Weighted Average Fair Value
Outstanding as of August 31, 2024	1,548,586	$	43.52
Granted	1,028,463	48.05
Vested	(1,095,813)	38.87
Forfeited	(41,545)	46.64
Outstanding as of November 30, 2024	1,439,691	$	50.20

The Company granted 172,992 equivalent shares in the form of restricted stock units and performance stock units accounted for as liability awards during the three months ended November 30, 2024. At November 30, 2024, the Company had outstanding 360,393 equivalent shares accounted for under the liability method. The Company expects 341,851 equivalent shares to vest.

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 (loss), was $10.2 million and $8.1 million for the three months ended November 30, 2024 and 2023, respectively.

NOTE 11. STOCKHOLDERS' EQUITY AND EARNINGS (LOSS) PER SHARE

The Company's calculation of basic earnings (loss) per share ("EPS") and diluted EPS are described in Note 16, Earnings Per Share, to the consolidated financial statements in the 2024 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)	2024		2023
Net earnings (loss)	$	(175,718)	$	176,273

Average basic shares outstanding	114,053,455		116,771,939
Effect of dilutive securities	—		1,582,974
Average diluted shares outstanding	114,053,455		118,354,913

Earnings (loss) per share:
Basic	$	(1.54)	$	1.51
Diluted	(1.54)		1.49

For the three months ended November 30, 2024, there were 1,413,248 shares that could potentially dilute basic EPS in the future that were not included in the computation of average diluted shares outstanding due to the Company's net loss position. For the three months ended November 30, 2023, the Company had immaterial anti-dilutive shares, which were not included in the computation of average diluted shares outstanding.

In October 2021, the Board approved a share repurchase program under which the Company was authorized to repurchase up to $350.0 million of shares of CMC common stock. In January 2024, the Board authorized an increase of $500.0 million to the existing share repurchase program. The share repurchase program does not require the Company to purchase any dollar amount or number of shares of CMC common stock and may be modified, suspended, extended or terminated by the Company at any time without prior notice. During the three months ended November 30, 2024, the Company repurchased 919,481 shares of

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CMC common stock, at an average purchase price of $54.83 per share. The Company had remaining authorization to repurchase $353.4 million of shares of CMC common stock at November 30, 2024.

NOTE 12. COMMITMENTS AND CONTINGENCIES

In the ordinary course of conducting its business, the Company becomes involved in litigation, administrative proceedings and governmental investigations, including environmental matters.

Legal Proceedings

On October 30, 2020, plaintiff Pacific Steel Group ("PSG") filed a suit in the United States District Court for the Northern District of California (the "Northern District Court") alleging that CMC, CMC Steel Fabricators, Inc. and CMC Steel US, LLC violated the federal and California state antitrust laws and California common law by entering into an exclusivity agreement for certain steel mill equipment manufactured by one of the Company’s equipment suppliers. On November 5, 2024, a jury returned a verdict in favor of PSG in the amount of $110.0 million, which the Northern District Court, in entering its judgment on the verdict, subsequently trebled as a matter of law. PSG will also be entitled to petition for and recover its attorneys' fees, costs and post-judgment interest. The Company is confident it conducted its business appropriately and intends to vigorously pursue all reasonably available avenues to have the verdict and judgment overturned. On December 20, 2024, CMC, CMC Steel Fabricators, Inc. and CMC Steel US, LLC filed a motion with the Northern District Court challenging the jury’s verdict and requesting a new trial. However, as a judgment in favor of PSG was rendered, it was determined that there was a probable and reasonably estimable loss, which was recorded as an expense within the condensed consolidated financial statements. This $350.0 million expense, which represents the Company's estimate of its current understanding of the PSG judgment, PSG's attorneys' fees and other related costs, was included within litigation expense in the condensed consolidated statements of earnings (loss) and was classified as a current liability in the condensed consolidated balance sheets because the timing of the potential payment is uncertain. All other legal expenses for the three months ended November 30, 2024 and 2023 are reported within SG&A expenses. If the verdict and judgment are overturned either as a result of post-trial motions or through the appeals process, the expense and related liability will be reversed in the same period the verdict and judgment are overturned. The Company's litigation defense costs are expensed as incurred. Although the Company is vigorously pursuing a reversal of the jury’s verdict and the judgment, the ultimate resolution is uncertain.

On March 13, 2022, PSG filed a second suit in the San Diego County Superior Court of California alleging that CMC Steel Fabricators, Inc., CMC Steel US, LLC, and CMC Rebar West (which later merged into CMC Steel Fabricators, Inc.) violated California state antitrust and unfair competition laws by bidding below their costs for rebar furnish-and-install projects in California to hamper PSG's ability to win jobs and to reduce PSG’s profitability. These allegations were initially brought in PSG's lawsuit in the Northern District Court, but were dismissed without prejudice by the Northern District Court for lack of jurisdiction. This second lawsuit was later removed to the United States District Court for the Southern District of California. There, PSG seeks, among other things, a jury trial on its claims in addition to injunctive relief, compensatory damages, fees and costs. Fact and expert discovery are complete. On November 12, 2024, CMC Steel Fabricators, Inc., CMC Steel US, LLC and CMC Rebar West filed a motion for summary judgment, and briefing remains ongoing. As of the date of this Form 10-Q, no trial has been scheduled. The Company is confident it conducted its business appropriately, believes it has substantial defenses and intends to vigorously defend against PSG's claims. The Company has not recorded any liability for this matter as it does not believe a loss is probable, and it cannot estimate any reasonably possible loss or range of possible loss. It is possible that an unfavorable resolution to this matter could have an adverse effect on the Company’s results of operations, financial position or cash flows.

Other Matters

At November 30, 2024 and August 31, 2024, the amounts accrued for cleanup and remediation costs at certain sites in response to notices, actions and agreements under the Comprehensive Environmental Response, Compensation, and Liability Act of 1980 ("CERCLA") and analogous state and local statutes were immaterial. Total accrued environmental liabilities, including CERCLA sites, were $3.5 million and $3.4 million at November 30, 2024 and August 31, 2024, respectively, of which $2.1 million and $1.9 million was classified as other noncurrent liabilities at November 30, 2024 and August 31, 2024, respectively. These amounts have not been discounted to their present values. Due to evolving remediation technology, changing regulations, possible third-party contributions, the inherent uncertainties of the estimation process and other factors, amounts accrued could vary significantly from amounts paid.

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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 Summary of Significant Accounting Policies to the consolidated financial statements in the 2024 Form 10-K, 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, litigation-related expenses, interest expense related to long-term debt and intercompany eliminations. Certain corporate administrative expenses are allocated to the segments based upon the nature of the expense.

The following table summarizes certain financial information by reportable segment and Corporate and Other, as applicable:


	Three Months Ended November 30,
(in thousands)	2024		2023
Net sales to external customers:
North America Steel Group	$	1,518,637	$	1,592,650
Europe Steel Group	209,407		225,175
Emerging Businesses Group	169,415		177,239
Reportable segments total	1,897,459		1,995,064
Corporate and Other	12,143		7,987
Total	$	1,909,602	$	2,003,051

Adjusted EBITDA:
North America Steel Group	$	188,205	$	266,820
Europe Steel Group	25,839		38,942
Emerging Businesses Group	22,660		30,862
Reportable segments total	$	236,704	$	336,624


	November 30, 2024		August 31, 2024
Total assets:
North America Steel Group	$	4,243,560	$	4,219,603
Europe Steel Group	661,365		677,697
Emerging Businesses Group	841,310		861,025
Reportable segments total	5,746,235		5,758,325
Corporate and Other	1,026,164		1,059,514
Total	$	6,772,399	$	6,817,839

The following table presents a reconciliation of net earnings (loss) to adjusted EBITDA for the reportable segments:


	Three Months Ended November 30,
(in thousands)	2024		2023
Net earnings (loss)	$	(175,718)	$	176,273
Interest expense	11,322		11,756
Income tax expense (benefit)	(55,582)		48,422
Depreciation and amortization	70,437		69,186

Corporate and Other expenses	386,245		30,987
Adjusted EBITDA reportable segments	$	236,704	$	336,624

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Disaggregation of Revenue

The following tables display net sales to external customers by reportable segment and Corporate and Other, disaggregated by major product:


	Three Months Ended November 30, 2024
(in thousands)	North America Steel Group		Europe Steel Group		Emerging Businesses Group		Corporate and Other		Total
Major product:
Raw materials	$	310,119	$	5,285	$	—	$	—	$	315,404
Steel products	625,465		162,137		—		—		787,602
Downstream products	527,598		33,634		32,378		—		593,610
Construction products	—		—		75,981		—		75,981
Ground stabilization solutions	—		—		56,512		—		56,512
Other	55,455		8,351		4,544		12,143		80,493
Net sales to external customers	1,518,637		209,407		169,415		12,143		1,909,602
Intersegment net sales, eliminated in consolidation	16,112		617		11,793		(28,522)		—
Net sales	$	1,534,749	$	210,024	$	181,208	$	(16,379)	$	1,909,602


	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 solutions	—		—		57,323		—		57,323
Other	44,233		7,301		4,611		7,987		64,132
Net sales to external customers	1,592,650		225,175		177,239		7,987		2,003,051
Intersegment net sales, eliminated in consolidation	19,637		576		4,787		(25,000)		—
Net sales	$	1,612,287	$	225,751	$	182,026	$	(17,013)	$	2,003,051

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

In the following discussion, references to "we," "us," "our" or the "Company" mean Commercial Metals Company ("CMC") and its consolidated subsidiaries, unless the context otherwise requires. The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our condensed consolidated financial statements and the notes thereto, which are included in this Quarterly Report on Form 10-Q (this "Form 10-Q"), and our consolidated financial statements and the notes thereto, which are included in our Annual Report on Form 10-K for the year ended August 31, 2024 (the "2024 Form 10-K"). This discussion contains or incorporates by reference "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the Private Securities Litigation Reform Act of 1995. These forward-looking statements are not historical facts, but rather are based on expectations, estimates, assumptions and projections about our industry, business and future financial results, based on information available at the time this Form 10-Q was filed with the United States ("U.S.") Securities and Exchange Commission (the "SEC") or, with respect to any document incorporated by reference, available at the time that such document was prepared. Our actual results could differ materially from the results contemplated by these forward-looking statements due to a number of factors, including those identified in the section entitled "Forward-Looking Statements" at the end of Item 2 of this Form 10-Q and in the section entitled "Risk Factors" in Part I, Item 1A of our 2024 Form 10-K. We do not undertake any obligation to update, amend or clarify any forward-looking statements to reflect changed

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assumptions, the occurrence of anticipated or unanticipated events, new information or circumstances or otherwise, except as required by law.

Any reference in this Form 10-Q to the "corresponding period" or "comparable period" relates to the relevant three month period ended November 30, 2023. Any reference in this Form 10-Q to a year refers to the fiscal year ended August 31st of that year, unless otherwise stated.

Certain trademarks or service marks of CMC appearing in this Form 10-Q are the property of CMC and are protected under applicable intellectual property laws. Solely for convenience, our trademarks and tradenames referred to in this Form 10-Q may appear without the ® or ™ symbols, but such references are not intended to indicate in any way that we will not assert, to the fullest extent under applicable law, our rights to these trademarks and tradenames.

BUSINESS CONDITIONS AND DEVELOPMENTS

Transform, Advance and Grow Initiative

In 2024, we implemented our Transform, Advance and Grow ("TAG") operational and commercial excellence program, which is a key component of our long-term strategic growth plan. Through a disciplined and structured approach, execution of the TAG program is intended to enhance the value of our operations through sustained margin enhancement, reduced working capital needs and greater invested capital efficiency. We have begun executing the first wave of initiatives related to the TAG program, and we expect our efforts will drive financial benefits in 2025.

Capital Expenditures

During the fourth quarter of 2023, our third micro mill was placed into service, and ramp up of the third micro mill continued in the first quarter of 2025. The new facility, located in Mesa, Arizona, allows us to meet underlying West Coast and Pacific Northwest demand for steel products. Designed to produce both rebar and merchant bar, this micro mill is the first in the world to produce merchant bar quality products through a continuous production process. Initial commercial production of rebar commenced prior to the startup of merchant bar production, which commenced during the second quarter of 2024. The merchant bar products produced at this facility consist of a wide variety of shapes and sizes of long steel, and, combined with rebar production, the capacity of this micro mill is approximately 40% greater than that of the other micro mills we have constructed. The micro mill was designed with the latest technology in electric arc furnace ("EAF") power supply systems, which allows us to directly connect the EAF and the ladle furnace to renewable energy sources such as solar and wind. Additionally, this micro mill is the Company’s first micro mill to utilize Q-ONE technology on an EAF, which provides energy efficiencies and precise electrical control during production, creating a stable and consistent output.

In December 2022, we announced that our planned fourth micro mill will be located in Berkeley County, West Virginia. This new micro mill will be geographically situated to serve the Northeast, Mid-Atlantic and Mid-Western U.S. markets and will be supported by our existing network of downstream fabrication plants. Site improvements and foundation work for the micro mill are complete, large portions of supporting infrastructure have been installed and equipment installation is underway. We expect an operational start-up in late calendar 2025.

Russian Invasion of Ukraine

The Russian invasion of Ukraine did not have a direct material adverse impact on our business, financial condition or results of operations during the three months ended November 30, 2024 or 2023. Our Europe Steel Group segment has not experienced an interruption in energy supply and was able to identify alternate sources for a limited number of materials previously procured through Russia. However, the Russian invasion of Ukraine has led to economic slowdowns in Europe, including significant volatility in commodity prices and credit markets, reductions in demand, supply chain interruptions and higher global inflation. We will continue to monitor disruptions in supply of energy and materials and the indirect effects on our operations of inflationary pressures, reductions in demand, foreign exchange rate fluctuations, commodity pricing, potential cybersecurity risks and sanctions resulting from the invasion.

See Part I, Item 1A, Risk Factors, of our 2024 Form 10-K for further discussion related to the above business conditions and developments.

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CRITICAL ACCOUNTING POLICIES AND ESTIMATES

There have been no material changes to our critical accounting policies and estimates as set forth in Part II, Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations, included in our 2024 Form 10-K.

RESULTS OF OPERATIONS SUMMARY

Business Overview

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, the Company offers products and technologies to meet the critical reinforcement needs of the global construction sector. CMC’s solutions support early-stage construction across a wide variety of applications, including infrastructure, non-residential, residential, industrial and energy generation and transmission. Our operations are conducted through three reportable segments: North America Steel Group, Europe Steel Group and Emerging Businesses Group.

Key Performance Indicators

When evaluating our results for the period, we compare net sales, in the aggregate and for each of our reportable segments, in the current period to net sales in the corresponding period. Specifically, for the North America Steel Group segment and the Europe Steel Group segment, we focus on changes in average selling price per ton and tons shipped compared to the prior period for each of our vertically integrated product categories as these are the two variables that typically have the greatest impact on our net sales for those reportable segments. Of the products evaluated by changes in average selling price per ton and tons shipped within the North America Steel Group and Europe Steel Group segments, raw materials include ferrous and nonferrous scrap, steel products include rebar, merchant bar and other steel products, such as billets and wire rod, and downstream products include fabricated rebar, steel fence posts and wire mesh. The evaluations of average selling price per ton and tons shipped for downstream products exclude post-tension cable, which is not measured on a per ton basis.

Adjusted EBITDA is used by management to compare and evaluate the period-over-period underlying business operational performance of our reportable segments. Adjusted EBITDA is the sum of the Company's earnings or losses before interest expense, income taxes, depreciation and amortization and impairment expense. Although there are many factors that can impact a segment’s adjusted EBITDA and, therefore, our overall earnings or losses, changes in metal margins of our steel products and downstream products period-over-period in the North America Steel Group and Europe Steel Group segments are a consistent area of focus for our Company and industry. Metal margin is a metric used by management to monitor the results of our vertically integrated organization. For our steel products, metal margin is the difference between the average selling price per ton of rebar, merchant bar and other steel products and the cost of ferrous scrap per ton utilized by our steel mills to produce these products. The metal margin for the North America Steel Group and Europe Steel Group segments' downstream products is the difference between the average selling price per ton of our downstream products and the scrap input costs to produce these products. An increase or decrease in input costs can impact profitability of steel products and downstream products when there is no corresponding change in selling prices. The majority of the North America Steel Group and Europe Steel Group segments' downstream products selling prices per ton are fixed at the beginning of a project and these projects last one to two years on average. Because the selling price generally remains fixed over the life of a project, changes in input costs over the life of the project can significantly impact profitability.

Financial Results Overview


	Three Months Ended November 30,
(in thousands, except per share data)	2024		2023
Net sales	$	1,909,602	$	2,003,051
Net earnings (loss)	(175,718)		176,273
Diluted earnings (loss) per share	$	(1.54)	$	1.49

Net sales decreased $93.4 million, or 5%, for the three months ended November 30, 2024, compared to the corresponding period. See discussions below, labeled North America Steel Group, Europe Steel Group and Emerging Businesses Group within our Segment Operating Data section, for further information on our period-over-period net sales results.

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During the three months ended November 30, 2024, we incurred a net loss of $175.7 million compared to net earnings of $176.3 million during the corresponding period. The year-over-year change was primarily due to an approximately $265.0 million litigation expense, net of estimated tax, due to a contingent litigation-related loss recorded during the three months ended November 30, 2024. For more information about the contingent litigation-related loss, see Note 12, Commitments and Contingencies.

Selling, General and Administrative Expenses

Selling, general and administrative ("SG&A") expenses increased $15.3 million during the three months ended November 30, 2024, compared to the corresponding period. Contributing to the period-over-period increase during the three months ended November 30, 2024 was $8.7 million of increased employee-related expenses and $6.9 million of increased legal expenses. The remaining fluctuation in SG&A expenses during the three months ended November 30, 2024, compared to the corresponding period, was due to multiple factors of which no single category was material.

Interest Expense

Interest expense remained relatively flat during the three months ended November 30, 2024, compared to the corresponding period.

Litigation Expense

A $350.0 million litigation expense associated with the Pacific Steel Group ("PSG") litigation was accrued during the three months ended November 30, 2024. For more information about the contingent litigation-related loss, see Note 12, Commitments and Contingencies.

Income Taxes

The effective income tax rate for the three months ended November 30, 2024 was 24.0%, which includes a benefit related to the contingent litigation-related loss associated with the PSG litigation that was accrued during the three months ended November 30, 2024. The effective income tax rate for the corresponding period was 21.6%. The remaining fluctuation in income taxes for the three months ended November 30, 2024, compared to the corresponding period, was due to multiple factors of which no single item was material. For more information about the contingent litigation-related loss, see Note 12, Commitments and Contingencies.

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SEGMENT OPERATING DATA

The operating data by product category presented in the North America Steel Group and Europe Steel Group tables below is calculated using averages for each period presented. See Note 13, Segment Information, in Part I, Item 1, Financial Statements, of this Form 10-Q for more information on our reportable segments.

North America Steel Group


	Three Months Ended November 30,
(in thousands, except per ton amounts)	2024		2023
Net sales to external customers	$	1,518,637	$	1,592,650
Adjusted EBITDA	188,205		266,820

External tons shipped
Raw materials	339		374
Rebar	549		522
Merchant bar and other	241		230
Steel products	790		752
Downstream products	356		346

Average selling price per ton
Raw materials	$	874	$	783
Steel products	812		892
Downstream products	1,259		1,389


Cost of ferrous scrap utilized per ton	$	323	$	343
Steel products metal margin per ton	489		549

Net sales to external customers in our North America Steel Group segment decreased $74.0 million, or 5%, during the three months ended November 30, 2024, compared to the corresponding period. The decrease primarily resulted from a 9% year-over-year reduction in average selling prices per ton for both steel products and downstream products, partially offset by a 12% year-over-year increase in raw materials average selling prices per ton and a 4% year-over-year increase in total steel products and downstream products volumes. The decrease in average selling prices per ton for steel products and downstream products was driven by an increased competitive environment in our key markets in the three months ended November 30, 2024, compared to the corresponding period.

Adjusted EBITDA decreased $78.6 million, or 29%, during the three months ended November 30, 2024, compared to the corresponding period. The year-over-year decrease in adjusted EBITDA was caused by metal margin compression for both steel products and downstream products. The cost of ferrous scrap utilized per ton, the largest single driver of cost of goods sold for both steel products and downstream products, decreased $20 year-over-year. However, average selling prices per ton for steel products and downstream products decreased $80 and $130, respectively, year-over-year, resulting in metal margin compression.

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Europe Steel Group


	Three Months Ended November 30,
(in thousands, except per ton amounts)	2024		2023
Net sales to external customers	$	209,407	$	225,175
Adjusted EBITDA	25,839		38,942

External tons shipped
Rebar	107		122
Merchant bar and other	206		221
Steel products	313		343

Average selling price per ton
Steel products	$	639	$	633

Cost of ferrous scrap utilized per ton	$	370	$	365
Steel products metal margin per ton	269		268

Net sales to external customers in our Europe Steel Group segment decreased $15.8 million, or 7%, during the three months ended November 30, 2024, compared to the corresponding period. The decrease was primarily due to a 9% year-over-year reduction in steel products shipment volumes. Although macroeconomic factors affecting demand in certain end markets in Poland improved during the three months ended November 30, 2024, compared to the corresponding period, lower construction and industrial activity in neighboring European countries resulted in elevated import levels that saturated the Polish market, thus driving a decrease in the segment's steel products shipment volumes. During the three months ended November 30, 2024, on average, the U.S. dollar was weaker compared to the Polish zloty, compared to the corresponding period. The effect of foreign currency translation was an increase in net sales to external customers of approximately $13.4 million for the three months ended November 30, 2024.

Adjusted EBITDA decreased $13.1 million, or 34%, during the three months ended November 30, 2024, compared to the corresponding period. In the three months ended November 30, 2024, the Europe Steel Group received $44.1 million in government assistance related to a program established to offset the indirect costs of carbon emission rights included in energy costs, compared to $27.7 million received related to this program in the three months ended November 30, 2023. In the three months ended November 30, 2023, the Europe Steel Group also received $38.6 million in government assistance related to a program established to offset the rising costs of electricity and natural gas. The $22.2 million decrease in government assistance received in the three months ended November 30, 2024, compared to the corresponding period, was partially offset by a year-over-year decrease in conversion costs. The effect of foreign currency translation was immaterial for the three months ended November 30, 2024.

Emerging Businesses Group


	Three Months Ended November 30,
(in thousands)	2024		2023
Net sales to external customers	$	169,415	$	177,239
Adjusted EBITDA	22,660		30,862

Net sales to external customers in our Emerging Businesses Group segment decreased $7.8 million, or 4%, during the three months ended November 30, 2024, compared to the corresponding period. For the three months ended November 30, 2024, results were negatively impacted by an increased sales mix of lower value products and project delays within CMC's Tensar division, which are now expected to commence later in 2025. Additionally, CMC Impact Metals experienced a decline in net sales to external customers due to a decrease in shipment volumes related to a slowing truck and trailer market for the three months ended November 30, 2024, compared to the corresponding period. These decreases were partially offset by a 31% year-over-year increase in shipment volumes of our performance reinforcing steel offerings for the three months ended November 30, 2024, compared to the corresponding period.

Adjusted EBITDA decreased $8.2 million, or 27%, during the three months ended November 30, 2024, compared to the corresponding period. CMC's Tensar division experienced project delays and recorded a loss reserve related to a project, which

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drove the year-over-year decrease. Pricing pressure and decreased shipments of higher margin products within our CMC Impact Metals business also contributed to the year-over-year decrease. These decreases were partially offset by increases in adjusted EBITDA for our performance reinforcing steel offerings for the three months ended November 30, 2024, compared to the corresponding period.

Corporate and Other


	Three Months Ended November 30,
(in thousands)	2024		2023
Adjusted EBITDA loss	$	(386,245)	$	(30,987)

Corporate and Other adjusted EBITDA loss increased $355.3 million during the three months ended November 30, 2024, compared to the corresponding period. The increase in adjusted EBITDA loss during the three months ended November 30, 2024 was primarily due to the $350.0 million contingent litigation-related loss associated with the PSG litigation that was accrued during the three months ended November 30, 2024. The remaining fluctuations in Corporate and Other adjusted EBITDA loss during the three months ended November 30, 2024, compared to the corresponding period, were due to multiple factors of which no single category was material. For more information about the contingent litigation-related loss, see Note 12, Commitments and Contingencies.

LIQUIDITY AND CAPITAL RESOURCES

Sources of Liquidity and Capital Resources

Our cash flows from operating activities are our principal sources of liquidity and result primarily from sales of products offered by the vertically integrated operations in the North America Steel Group and the Europe Steel Group segments, and products and solutions offered by our Emerging Businesses Group segment and related materials and services, as described in Part I, Item 1, Business, of our 2024 Form 10-K.

We have a diverse and generally stable customer base, and regularly maintain a substantial amount of accounts receivable. We actively monitor our accounts receivable and, based on market conditions and customers' financial condition, record allowances when we believe accounts are uncollectible. We use credit insurance internationally to mitigate the risk of customer insolvency. We estimate that the amount of credit-insured or financially assured receivables was approximately 12% of total receivables at November 30, 2024.

We use futures and forward contracts to mitigate the risks from fluctuations in commodity prices, foreign currency exchange rates, interest rates and natural gas, electricity and other energy prices. See Note 8, Derivatives, in Part I, Item 1, Financial Statements, of this Form 10-Q for further information.

The table below reflects our sources, facilities and availability of liquidity at November 30, 2024. See Note 7, Credit Arrangements, in Part I, Item 1, Financial Statements, of this Form 10-Q for additional information.


(in thousands)	Liquidity Sources and Facilities		Availability
Cash and cash equivalents	$	856,104	$	856,104
Notes due from 2030 to 2032	900,000		(1)
Revolver	600,000		599,053
Series 2022 Bonds, due 2047	145,060		—
Poland credit facilities	147,645		145,390
Poland accounts receivable facility	70,870		70,870

__________________________________

(1) We believe we have access to additional financing and refinancing, if needed, although we can make no assurances as to the form or terms of such financing.

We continually review our capital resources to determine whether we can meet our short and long-term goals. For at least the next twelve months, we anticipate our current cash balances, cash flows from operations and available sources of liquidity will be sufficient to maintain operations, make necessary capital expenditures, pay for litigation-related expenses, invest in the development of our fourth micro mill, pay dividends and opportunistically repurchase shares. Additionally, we expect our long-term liquidity position will be sufficient to meet our long-term liquidity needs with cash flows from operations and financing

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arrangements. However, in the event of changes in business conditions or other developments, including a sustained market deterioration, unanticipated regulatory or legal developments, significant acquisitions, competitive pressures, or to the extent our liquidity needs prove to be greater than expected or cash generated from operations is less than anticipated, we may need additional liquidity. To the extent we elect to finance our long-term liquidity needs, we believe that the potential financing capital available to us in the future will be sufficient.

We aim to execute a capital allocation strategy that prioritizes both value-accretive growth and competitive cash returns to stockholders. We estimate that our 2025 capital spending will range from $630 million to $680 million. We regularly assess our capital spending based on current and expected results and the amount is subject to change.

In January 2024, our Board authorized an increase of $500.0 million to the existing share repurchase program. During the three months ended November 30, 2024 and 2023, we repurchased $50.4 million and $28.4 million, respectively, of shares of CMC common stock. We had remaining authorization to repurchase $353.4 million of shares of CMC common stock at November 30, 2024. See Note 11, Stockholders' Equity and Earnings (Loss) per Share, in Part I, Item 1, Financial Statements, of this Form 10-Q for more information on the share repurchase program.

During the three months ended November 30, 2024 and 2023, we paid $20.6 million and $18.7 million, respectively, of cash dividends to our stockholders.

Our credit arrangements require compliance with certain non-financial and financial covenants, including an interest coverage ratio and a debt to capitalization ratio. At November 30, 2024, we believe we were in compliance with all covenants contained in our credit arrangements.

As of November 30, 2024 and August 31, 2024, we had no off-balance sheet arrangements that may have a current or future material effect on our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

As described in Note 12, Commitments and Contingencies, on November 5, 2024, a jury returned a verdict in favor of PSG in the amount of $110.0 million, which the United States District Court for the Northern District of California (the “Northern District Court”), in entering its judgment on the verdict, subsequently trebled as a matter of law. PSG will also be entitled to petition for and recover its attorneys' fees, costs and post-judgment interest. We are confident that we conducted our business appropriately and intend to vigorously pursue all reasonably available avenues to have the verdict and judgment overturned. Nonetheless, unless the verdict and judgment are overturned or the judgment is significantly reduced, the losses incurred in connection with this litigation would have a material adverse effect on our liquidity and financial condition.

Cash Flows

Operating Activities

Net cash flows from operating activities were $213.0 million and $261.1 million for the three months ended November 30, 2024 and 2023, respectively. Contributing to the year-over-year decrease was a $352.0 million decrease in net earnings, mainly due to a $350.0 million litigation expense associated with the PSG litigation that was accrued during the three months ended November 30, 2024, and a $98.3 million decrease in deferred income taxes and other long-term taxes. Additionally, there was a $51.8 million year-over-year net increase in cash from operating assets and liabilities due to a year-over-year increase in cash from other accrued expenses and payables of $44.1 million, primarily due to reduced payroll-related cash outflows, and an increase in cash collections of accounts receivable of $23.4 million. Cash from accounts receivable increased year-over-year, in line with the fluctuations in net sales to external customers described in the Segment Operating Data section. These working capital fluctuations were offset, in part, by increases in cash used by other operating assets and liabilities. See Note 12, Commitments and Contingencies for more information about the contingent litigation-related loss.

Investing Activities

Net cash flows used by investing activities were $113.5 million and $66.5 million for the three months ended November 30, 2024 and 2023, respectively. The year-over-year increase was primarily due to $51.2 million of incremental capital expenditures driven by the construction of our fourth micro mill.

Financing Activities

Net cash flows used by financing activities were $101.5 million and $84.0 million for the three months ended November 30, 2024 and 2023, respectively. The increase in net cash flows used by financing activities during the three months ended November 30, 2024, compared to the corresponding period, included a $22.0 million increase in treasury stock acquired under the share repurchase program, partially offset by an $8.1 million decrease in net repayments under our Polish accounts

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receivable facility. See Note 7, Credit Arrangements, in Part I, Item 1, Financial Statements, of this Form 10-Q for more information regarding our Polish accounts receivable facility and Note 11, Stockholders' Equity and Earnings (Loss) per Share, in Part I, Item 1, Financial Statements, of this Form 10-Q for more information on the share repurchase program.

CONTRACTUAL OBLIGATIONS

Our material cash commitments from known contractual and other obligations primarily consist of obligations for long-term debt and related interest, leases for properties and equipment, construction of our fourth micro mill and other purchase obligations as part of normal operations. The amount and composition of our material cash commitments have not changed materially since those disclosed in the 2024 Form 10-K.

Other Commercial Commitments

We maintain stand-by letters of credit to provide support for certain transactions that governmental agencies, our insurance providers and suppliers require. At November 30, 2024, we had committed $47.0 million under these arrangements, of which $0.9 million reduced availability under the Revolver (as defined in Note 7, Credit Arrangements, in Part I, Item 1, Financial Statements, of this Form 10-Q).

CONTINGENCIES

In the ordinary course of conducting our business, we become involved in litigation, administrative proceedings and governmental investigations, including environmental matters. We have in the past, and may in the future, incur settlements, fines, penalties or judgments in connection with some of these matters. Liabilities and costs associated with litigation-related loss contingencies require estimates and judgments based on our knowledge of the facts and circumstances surrounding each matter and the advice of our legal counsel. We record liabilities for litigation-related losses when a loss is probable, and we can reasonably estimate the amount of the loss. For example, during the three months ended November 30, 2024, we recorded a $350.0 million contingent litigation-related loss, which is the Company's current estimate of potential costs to be incurred with respect to the PSG litigation. We evaluate the measurement of recorded liabilities each reporting period based on the current facts and circumstances specific to each matter. The ultimate losses incurred upon final resolution of litigation-related loss contingencies may differ materially from the estimated liability recorded at a particular balance sheet date. Changes in estimates are recorded in earnings in the period in which such changes occur. See Note 12, Commitments and Contingencies, in Part I, Item 1, Financial Statements, of this Form 10-Q for more information on pending litigation and other matters.

FORWARD-LOOKING STATEMENTS

This Form 10-Q contains or incorporates by reference a number of "forward-looking statements" within the meaning of the federal securities laws with respect to general economic conditions, key macro-economic drivers that impact our business, the effects of ongoing trade actions, the effects of continued pressure on the liquidity of our customers, potential synergies and growth provided by acquisitions and strategic investments, demand for our products, shipment volumes, metal margins, the ability to operate our steel mills at full capacity, future availability and cost of supplies of raw materials and energy for our operations, growth rates in certain reportable segments, product margins within our Emerging Businesses Group segment, share repurchases, legal proceedings, construction activity, international trade, the impact of geopolitical conditions, capital expenditures, tax credits, our liquidity and our ability to satisfy future liquidity requirements, estimated contractual obligations, the expected capabilities and benefits of new facilities, the anticipated benefits and timeline for execution of our growth plan and initatives and our expectations or beliefs concerning future events. The statements in this report that are not historical statements, are forward-looking statements. These forward-looking statements can generally be identified by phrases such as we or our management "expects," "anticipates," "believes," "estimates," "future," "intends," "may," "plans to," "ought," "could," "will," "should," "likely," "appears," "projects," "forecasts," "outlook" or other similar words or phrases, as well as by discussions of strategy, plans or intentions.

Our forward-looking statements are based on management's expectations and beliefs as of the time this Form 10-Q was filed with the SEC or, with respect to any document incorporated by reference, as of the time such document was prepared. Although we believe that our expectations are reasonable, we can give no assurance that these expectations will prove to have been correct, and actual results may vary materially. Except as required by law, we undertake no obligation to update, amend or clarify any forward-looking statements to reflect changed assumptions, the occurrence of anticipated or unanticipated events, new information or circumstances or any other changes. Important factors that could cause actual results to differ materially from our expectations, among others, include the following:

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•changes in economic conditions which affect demand for our products or construction activity generally, and the impact of such changes on the highly cyclical steel industry;

•rapid and significant changes in the price of metals, potentially impairing our inventory values due to declines in commodity prices or reducing the profitability of downstream contracts within our vertically integrated steel operations due to rising commodity pricing;

•excess capacity in our industry, particularly in China, and product availability from competing steel mills and other steel suppliers including import quantities and pricing;

•the impact of geopolitical conditions, including political turmoil and volatility, regional conflicts, terrorism and war on the global economy, inflation, energy supplies and raw materials;

•increased attention to environmental, social and governance ("ESG") matters, including any targets or other ESG, environmental justice or regulatory initiatives;

•operating and startup risks, as well as market risks associated with the commissioning of new projects could prevent us from realizing anticipated benefits and could result in a loss of all or a substantial part of our investments;

•impacts from global public health crises on the economy, demand for our products, global supply chain and on our operations;

•compliance with and changes in existing and future laws, regulations and other legal requirements and judicial decisions that govern our business, including increased environmental regulations associated with climate change and greenhouse gas emissions;

•involvement in various environmental matters that may result in fines, penalties or judgments;

•evolving remediation technology, changing regulations, possible third-party contributions, the inherent uncertainties of the estimation process and other factors that may impact amounts accrued for environmental liabilities;

•potential limitations in our or our customers' abilities to access credit and non-compliance with their contractual obligations, including payment obligations;

•activity in repurchasing shares of our common stock under our share repurchase program;

•financial and non-financial covenants and restrictions on the operation of our business contained in agreements governing our debt;

•our ability to successfully identify, consummate and integrate acquisitions and realize any or all of the anticipated synergies or other benefits of acquisitions;

•the effects that acquisitions may have on our financial leverage;

•risks associated with acquisitions generally, such as the inability to obtain, or delays in obtaining, required approvals under applicable antitrust legislation and other regulatory and third-party consents and approvals;

•lower than expected future levels of revenues and higher than expected future costs;

•failure or inability to implement growth strategies in a timely manner;

•the impact of goodwill or other indefinite-lived intangible asset impairment charges;

•the impact of long-lived asset impairment charges;

•currency fluctuations;

•global factors, such as trade measures, military conflicts and political uncertainties, including changes to current trade regulations, such as Section 232 trade tariffs and quotas, tax legislation and other regulations which might adversely impact our business;

•availability and pricing of electricity, electrodes and natural gas for mill operations;

•our ability to hire and retain key executives and other employees;

•competition from other materials or from competitors that have a lower cost structure or access to greater financial resources;

•information technology interruptions and breaches in security;

•our ability to make necessary capital expenditures;

•availability and pricing of raw materials and other items over which we exert little influence, including scrap metal, energy and insurance;

•unexpected equipment failures;

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•losses or limited potential gains due to hedging transactions;

•litigation claims and settlements, court decisions, regulatory rulings and legal compliance risks, including those related to the PSG litigation and other legal proceedings discussed in Note 12, Commitments and Contingencies, in Part I, Item 1, Financial Statements and in Part II, Item 1, Legal Proceedings of this Form 10-Q;

•risk of injury or death to employees, customers or other visitors to our operations; and

•civil unrest, protests and riots.

Refer to the "Risk Factors" disclosed in the section entitled "Risk Factors" in Part I, Item 1A of our 2024 Form 10-K for specific information regarding additional risks that would cause actual results to differ from those expressed or implied by these forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties, assumptions and other important factors that could cause actual results, performance or our achievements, or industry results, to differ materially from historical results, any future results, or performance or achievements expressed or implied by such forward-looking statements. Accordingly, readers of this Form 10-Q are cautioned not to place undue reliance on any forward-looking statements.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There have been no material changes to the information set forth in Part II, Item 7A, Quantitative and Qualitative Disclosures about Market Risk, included in our 2024 Form 10-K.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

The term "disclosure controls and procedures" is defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act. This term refers to the controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within required time periods, and includes controls and procedures designed to ensure that such information is accumulated and communicated to the company's management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure. Our Chief Executive Officer and Chief Financial Officer have evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this Form 10-Q, and they have concluded that as of that date, our disclosure controls and procedures were effective.

Changes in Internal Control over Financial Reporting

During the first quarter of 2025, we completed the final portion of a phased implementation of a new information system for our scrap metal recycling facilities, which replaced our existing information system for this line of business. There were changes in our internal control over financial reporting as this information system became operational at each scrap metal recycling facility. We took the necessary steps to monitor and maintain appropriate internal control over financial reporting during this period of change. Additionally, we provided training related to this application to individuals using the information system to carry out their job responsibilities. This information system change was not undertaken in response to any deficiencies in our internal control over financial reporting.

There were no other changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) that occurred during the quarter ended November 30, 2024 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

On October 30, 2020, plaintiff Pacific Steel Group ("PSG") filed a suit in the United States District Court for the Northern District of California (the "Northern District Court") alleging that CMC, CMC Steel Fabricators, Inc. and CMC Steel US, LLC violated the federal and California state antitrust laws and California common law by entering into an exclusivity agreement for certain steel mill equipment manufactured by one of the Company’s equipment suppliers. On November 5, 2024, a jury returned a verdict in favor of PSG in the amount of $110.0 million, which the Northern District Court, in entering its judgment on the verdict, subsequently trebled as a matter of law. PSG will also be entitled to petition for and recover its attorneys' fees, costs, and post-judgment interest. The Company is confident it conducted its business appropriately and intends to vigorously pursue all reasonably available avenues to have the verdict and judgment overturned. On December 20, 2024, CMC, CMC Steel Fabricators, Inc. and CMC Steel US, LLC filed a motion with the Northern District Court challenging the jury’s verdict and requesting a new trial. However, as a judgment in favor of PSG was rendered, it was determined that there was a probable and reasonably estimable loss, which was recorded as an expense within the condensed consolidated financial statements. This $350.0 million expense, which represents the Company's estimate of its current understanding of the PSG judgment, PSG's attorneys' fees and other related costs, is included within litigation expense in the condensed consolidated statements of earnings (loss) and is classified as a current liability in the condensed consolidated balance sheets because the timing of the potential payment is uncertain. If the verdict and judgment are overturned either as a result of post-trial motions or through the appeals process, the expense and related liability will be reversed in the period this occurs. The Company's litigation defense costs are expensed as incurred. Although we are vigorously pursuing a reversal of the jury’s verdict and the judgment, the ultimate resolution is uncertain.

On March 13, 2022, PSG filed a second suit in the San Diego County Superior Court of California alleging that CMC Steel Fabricators, Inc., CMC Steel US, LLC, and CMC Rebar West (which later merged into CMC Steel Fabricators, Inc.) violated California state antitrust and unfair competition laws by bidding below their costs for rebar furnish-and-install projects in California to hamper PSG's ability to win jobs and to reduce PSG’s profitability. These allegations were initially brought in PSG's lawsuit in the Northern District Court but were dismissed without prejudice by the Northern District Court for lack of jurisdiction. This second lawsuit was later removed to the United States District Court for the Southern District of California. There, PSG seeks, among other things, a jury trial on its claims in addition to injunctive relief, compensatory damages, fees and costs. Fact and expert discovery are complete. On November 12, 2024, CMC Steel Fabricators, Inc., CMC Steel US, LLC and CMC Rebar West filed a motion for summary judgment, and briefing remains ongoing. As of the date of this Form 10-Q, no trial has been scheduled. The Company is confident it conducted its business appropriately, believes it has substantial defenses and intends to vigorously defend against PSG's claims. The Company has not recorded any liability for this matter as it does not believe a loss is probable, and it cannot estimate any reasonably possible loss or range of possible loss. It is possible that an unfavorable resolution to this matter could have an adverse effect on the Company’s results of operations, financial position or cash flows.

With respect to administrative or judicial proceedings arising under any federal, state or local provisions that have been enacted or adopted regulating the discharge of materials into the environment or primarily for the purpose of protecting the environment, the Company has determined that it will disclose any such proceeding to which a governmental authority is a party if it reasonably believes such proceeding could result in monetary sanctions, exclusive of interest and costs, of at least $1.0 million. The Company believes that this threshold is reasonably designed to result in disclosure of environmental proceedings that are material to the Company's business or financial condition. Applying this threshold, there were no environmental matters to disclose for this period.

ITEM 1A. RISK FACTORS

There were no material changes to the risk factors previously disclosed in Part I, Item 1A, Risk Factors, of our 2024 Form 10-K.

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

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

The following table provides information about purchases of equity securities registered by the Company pursuant to Section 12 of the Exchange Act made by the Company or any affiliated purchasers during the quarter ended November 30, 2024.

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Issuer Purchases of Equity Securities(1)
Period	Total Number of Shares Purchased	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs as of the End of Period
September 1, 2024 - September 30, 2024	308,581	$	51.87	308,581	$	387,775,061
October 1, 2024 - October 31, 2024	342,159	53.79		342,159	369,368,771
November 1, 2024 - November 30, 2024	268,741	59.55		268,741	353,363,945
	919,481			919,481

__________________________________

(1) On October 13, 2021, the Company announced that the Board authorized a share repurchase program under which the Company may repurchase up to $350.0 million of the Company's outstanding common stock. On January 10, 2024, the Company announced that the Board authorized an increase of $500.0 million to the existing share repurchase program. The share repurchase program does not require the Company to purchase any dollar amount or number of shares of CMC common stock and may be modified, suspended, extended or terminated by the Company at any time without prior notice. See Note 11, Stockholders' Equity and Earnings (Loss) per Share, in Part I, Item 1, Financial Statements, of this Form 10-Q for more information on the share repurchase program.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

During the three months ended November 30, 2024, none of the Company’s directors or executive officers adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

ITEM 6. EXHIBITS

Pursuant to Item 601(b)(4)(iii) of Regulation S-K, certain long-term debt instruments are omitted because the total amount of securities authorized thereunder does not exceed 10% of the total assets of CMC and its subsidiaries on a consolidated basis. The Company agrees to furnish copies of such instruments to the SEC upon its request.

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3.1(a)

Restated Certificate of Incorporation dated March 2, 1989 (filed as Exhibit 3(i) to Commercial Metals Company's Annual Report on Form 10-K for the fiscal year ended August 31, 2009 and incorporated herein by reference).

3.1(b)

Certificate of Amendment of Restated Certificate of Incorporation dated February 1, 1994 (filed as Exhibit 3(i)(a) to Commercial Metals Company's Annual Report on Form 10-K for the fiscal year ended August 31, 2009 and incorporated herein by reference).

3.1(c)

Certificate of Amendment of Restated Certificate of Incorporation dated February 17, 1995 (filed as Exhibit 3(i)(b) to Commercial Metals Company's Annual Report on Form 10-K for the fiscal year ended August 31, 2009 and incorporated herein by reference).

3.1(d)

Certificate of Amendment of Restated Certificate of Incorporation dated January 30, 2004 (filed as Exhibit 3(i)(d) to Commercial Metals Company's Quarterly Report on Form 10-Q for the quarter ended February 29, 2004 and incorporated herein by reference).

3.1(e)

Certificate of Amendment of Restated Certificate of Incorporation dated January 26, 2006 (filed as Exhibit 3(i) to Commercial Metals Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 2006 and incorporated herein by reference).

3.1(f)

Certificate of Designation, Preferences and Rights of Series A Preferred Stock (filed as Exhibit 2 to Commercial Metals Company's Form 8-A filed August 3, 1999 and incorporated herein by reference).

3.2

Amended and Restated Bylaws (filed as Exhibit 3.1 to Commercial Metals Company's Current Report on Form 8-K dated June 21, 2022 and incorporated herein by reference).

10.1

Terms and Conditions of Employment dated as of October 1, 2024, between Commercial Metals Company and Kekin M. Ghelani (filed herewith).

10.2

Amendment No. 1 to Commercial Metals Company Employee Stock Purchase Plan, effective January 1, 2025 (filed herewith).

10.3

First Amendment to the Sixth Amended and Restated Credit Agreement, dated October 30, 2024, by and among Commercial Metals Company, certain subsidiaries of Commercial Metals Company as guarantors, the lenders party thereto and Bank of America, N.A., as Administrative Agent (filed as Exhibit 10.1 to Commercial Metals Company’s Current Report on Form 8-K dated October 31, 2024 and incorporated herein by reference).

31.1

Certification of Peter R. Matt, President and Chief Executive Officer of Commercial Metals Company, pursuant to Section 302 to the Sarbanes-Oxley Act of 2002 (filed herewith).

31.2

Certification of Paul J. Lawrence, Senior Vice President and Chief Financial Officer of Commercial Metals Company, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).

32.1

Certification of Peter R. Matt, President and Chief Executive Officer of Commercial Metals Company, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith).

32.2

Certification of Paul J. Lawrence, Senior Vice President and Chief Financial Officer of Commercial Metals Company, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith).

101.INS

Inline XBRL Instance Document (filed herewith).

101.SCH

Inline XBRL Taxonomy Extension Schema Document (filed herewith).

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document (filed herewith).

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document (filed herewith).

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document (filed herewith).

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document (filed herewith).

104

Cover Page Interactive Data File (formatted as Inline XBRL document and included in Exhibit 101).


†			Certain of the exhibits and schedules to this Exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5), and the Company agrees to furnish a copy of all omitted exhibits and schedules to the SEC upon its request.

Table of Contents

SIGNATURE

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


			COMMERCIAL METALS COMPANY

January 6, 2025			/s/ Paul J. Lawrence
			Paul J. Lawrence
			Senior Vice President and Chief Financial Officer
			(Duly authorized officer and principal financial officer of the registrant)

AMENDMENT NUMBER ONE TO THE COMMERCIAL METALS COMPANY EMPLOYEE STOCK PURCHASE PLAN This AMENDMENT NUMBER ONE TO THE COMMERCIAL METALS COMPANY EMPLOYEE STOCK PURCHASE PLAN (this “Amendment”), effective as of January 1, 2025, is made and entered into by Commercial Metals Company, a Delaware corporation (the “Company”). Terms used in this Amendment with initial capital letters that are not otherwise defined herein shall have the meanings ascribed to such terms in the Commercial Metals Company Employee Stock Purchase Plan, as amended and restated effective January 1, 2020 (the “Plan”). RECITALS WHEREAS, Article 8 of the Plan provides that the Compensation Committee (the “Committee”) of the Company’s Board of Directors may amend the Plan at any time and from time to time; and WHEREAS, the Committee desires to amend the Plan to provide that eligibility for the Plan shall be determined immediately prior to each offering and to permit Participants to elect a percentage of the Participant’s Compensation for purposes of purchasing shares during an offering. NOW, THEREFORE, in accordance with Article 8 of the Plan and effective as of the date hereof, the Plan is hereby amended as follows: 1. Section 2.9 of the Plan is hereby amended by deleting said Section in its entirety and substituting in lieu thereof, the following new Section 2.9: 2.9 “Eligible Employee” shall mean for each offering, each Employee of the Company, as determined by the Company within the 30 day period prior to each offering, other than an Employee who (i) is an Ineligible Foreign Employee, or (b) immediately after the option is granted, owns stock possessing five percent (5%) or more of the total combined voting power or value of all classes of stock of the Company, computed in accordance with Section 423(b)(3) of the Code. 2. Section 5.3(c) of the Plan is hereby amended by deleting said Section in its entirety and substituting in lieu thereof, the following new Section 5.3(c): (c) Each option shall entitle an Eligible Employee to purchase up to that number of shares which could be purchased at the option price as the Committee shall determine for each offering (but not to exceed the amount specified in Section 423(b) of the Code). Alternatively, or in combination with setting a maximum number of shares, the Committee may choose to determine a maximum dollar amount or percentage of Compensation that could be used to purchase shares for each offering (but not to exceed the amount specified in Section 423(b) of the Code). Each Eligible Employee may elect to participate for less than the maximum number of shares or dollar amount or percentage of Compensation specified by the Committee. No option may be exercised for a fractional share of Common Stock. 3. Except as expressly amended by this Amendment, the Plan shall continue in full force and effect in accordance with the provisions thereof. [Remainder of Page Intentionally Left Blank; Signature Page Follows.]

Signature Page to Amendment Number One to the Commercial Metals Company Employee Stock Purchase Plan IN WITNESS WHEREOF, the Company has caused this Amendment to be duly executed as of the date first written above. COMMERCIAL METALS COMPANY By: /s/ Jody Absher Name: Jody Absher Title: Senior Vice President, Chief Legal Officer and Corporate Secretary

EXHIBIT 31.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

I, Peter R. Matt, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Commercial Metals Company;

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

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

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

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

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

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

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

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

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

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

Date: January 6, 2025


/s/ Peter R. Matt
Peter R. Matt
President and Chief Executive Officer

EXHIBIT 31.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

I, Paul J. Lawrence, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Commercial Metals Company;

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

Date: January 6, 2025


/s/ Paul J. Lawrence
Paul J. Lawrence
Senior Vice President and Chief Financial Officer

EXHIBIT 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Commercial Metals Company (the “Company”) on Form 10-Q for the period ended November 30, 2024 (the “Report”), I, Peter R. Matt, President and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:

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

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


/s/ Peter R. Matt
Peter R. Matt
President and Chief Executive Officer

Date: January 6, 2025

EXHIBIT 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Commercial Metals Company (the “Company”) on Form 10-Q for the period ended November 30, 2024 (the “Report”), I, Paul J. Lawrence, Senior Vice President and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:

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

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


/s/ Paul J. Lawrence
Paul J. Lawrence
Senior Vice President and Chief Financial Officer

Date: January 6, 2025

Cover Page - shares	3 Months Ended
Cover Page - shares	Nov. 30, 2024	Dec. 31, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Nov. 30, 2024
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		113,641,513
Entity Central Index Key	0000022444
Amendment Flag	false
Document Fiscal Year Focus	2025
Current Fiscal Year End Date	--08-31
Document Fiscal Period Focus	Q1

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED) - USD ($) $ in Thousands	3 Months Ended
	Nov. 30, 2024	Nov. 30, 2023
Income Statement [Abstract]
Net sales	$ 1,909,602	$ 2,003,051
Costs and operating expenses:
Cost of goods sold	1,601,722	1,604,068
Selling, general and administrative expenses	177,858	162,532
Interest expense	11,322	11,756
Litigation expense	350,000	0
Net costs and operating expenses	2,140,902	1,778,356
Earnings (loss) before income taxes	(231,300)	224,695
Income tax expense (benefit)	(55,582)	48,422
Net earnings (loss)	$ (175,718)	$ 176,273
Earnings (loss) per share:
Basic (in USD per share)	$ (1.54)	$ 1.51
Diluted (in USD per share)	$ (1.54)	$ 1.49
Average basic shares outstanding (shares)	114,053,455	116,771,939
Average diluted shares outstanding (shares)	114,053,455	118,354,913

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($) $ in Thousands	3 Months Ended
	Nov. 30, 2024	Nov. 30, 2023
Statement of Comprehensive Income [Abstract]
Net earnings (loss)	$ (175,718)	$ 176,273
Other comprehensive income (loss), net of income taxes:
Foreign currency translation adjustments	(34,957)	23,493
Derivatives:
Net unrealized holding gain (loss)	420	(42,945)
Reclassification for realized gain	(1,356)	(1,499)
Net unrealized loss on derivatives	(936)	(44,444)
Net other comprehensive loss on defined benefit pension plans	(10)	(9)
Total other comprehensive loss, net of income taxes	(35,903)	(20,960)
Comprehensive income (loss)	$ (211,621)	$ 155,313

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands	Nov. 30, 2024	Aug. 31, 2024	Nov. 30, 2023
Current assets:
Cash and cash equivalents	$ 856,104	$ 857,922	$ 704,603
Accounts receivable (less allowance for doubtful accounts of $3,254 and $3,494)	1,106,139	1,158,946
Inventories, net	960,088	971,755
Prepaid and other current assets	294,588	285,489
Assets held for sale	1,204	18,656
Total current assets	3,218,123	3,292,768
Property, plant and equipment, net	2,612,836	2,577,136
Intangible assets, net	227,153	234,869
Goodwill	384,249	385,630
Other noncurrent assets	330,038	327,436
Total assets	6,772,399	6,817,839	6,817,839
Current liabilities:
Accounts payable	323,492	350,550
Accrued contingent litigation-related loss	350,000		0
Other accrued expenses and payables	453,377	445,514
Current maturities of long-term debt	38,561	38,786
Total current liabilities	1,165,430	834,850
Deferred income taxes	200,056	276,908
Other noncurrent liabilities	243,080	255,222
Long-term debt	1,148,536	1,150,835
Total liabilities	2,757,102	2,517,815
Other 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 113,919,151 and 114,104,057 shares	1,290	1,290
Additional paid-in capital	384,782	407,232
Accumulated other comprehensive loss	(121,855)	(85,952)	(24,738)
Retained earnings	4,307,613	4,503,885
Less treasury stock 15,141,513 and 14,956,607 shares at cost	(556,781)	(526,679)
Stockholders' equity	4,015,049	4,299,776
Stockholders' equity attributable to non-controlling interests	248	248
Total stockholders' equity	4,015,297	4,300,024	$ 4,229,977
Total liabilities and stockholders' equity	$ 6,772,399	$ 6,817,839

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - USD ($) $ in Thousands	Nov. 30, 2024	Aug. 31, 2024
Statement of Financial Position [Abstract]
Accounts Receivable, Allowance for Credit Loss, Current	$ 3,254	$ 3,494
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)	113,919,151	114,104,057
Treasury stock (in shares)	15,141,513	14,956,607

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands	3 Months Ended
	Nov. 30, 2024	Nov. 30, 2023
Cash flows from (used by) operating activities:
Net earnings (loss)	$ (175,718)	$ 176,273
Adjustments to reconcile net earnings (loss) to cash flows from operating activities:
Depreciation and amortization	70,437	69,186
Stock-based compensation	10,232	8,059
Write-down of inventory	8,950	10,655
Deferred income taxes and other long-term taxes	(76,940)	21,343
Litigation expense	350,000	0
Other	(185)	1,102
Changes in operating assets and liabilities	26,248	(25,558)
Net cash flows from operating activities	213,024	261,060
Cash flows from (used by) investing activities:
Capital expenditures	(118,187)	(66,991)
Proceeds from the sale of property, plant and equipment	5,167	0
Other	(467)	518
Net cash flows used by investing activities	(113,487)	(66,473)
Cash flows from (used by) financing activities:
Repayments of long-term debt	(10,940)	(9,276)
Debt issuance costs	(38)	0
Proceeds from accounts receivable facilities	13,303	9,421
Repayments under accounts receivable facilities	(13,303)	(17,471)
Treasury stock acquired	(50,417)	(28,408)
Tax withholdings related to share settlements, net of purchase plans	(19,560)	(19,535)
Dividends	(20,554)	(18,748)
Net cash flows used by financing activities	(101,509)	(84,017)
Effect of exchange rate changes on cash	(695)	819
Increase (decrease) in cash, restricted cash and cash equivalents	(2,667)	111,389
Cash, restricted cash and cash equivalents at beginning of period	859,555	595,717
Cash, restricted cash and cash equivalents at end of period	856,888	707,106
Supplemental information:
Cash paid (refund received) for income taxes	(3,031)	1,398
Cash paid for interest	11,270	10,888
Noncash activities:
Liabilities related to additions of property, plant and equipment	19,722	17,828
Right of use assets obtained in exchange for operating leases	10,574	9,197
Right of use assets obtained in exchange for finance leases	8,026	16,978
Cash and cash equivalents	856,104	704,603
Restricted cash	784	2,503
Total cash, restricted cash and cash equivalents	$ 856,888	$ 707,106

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, 2023		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)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net earnings (loss)	176,273				176,273
Other comprehensive income (loss)	(20,960)			(20,960)
Dividends	(18,748)				(18,748)
Treasury stock acquired, shares						(621,643)
Treasury stock acquired and excise tax	(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
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)
Beginning balance, shares at Aug. 31, 2024	129,060,664	129,060,664
Beginning balance at Aug. 31, 2024	$ 4,300,024	$ 1,290	407,232	(85,952)	4,503,885	$ (526,679)	248
Treasury stock, beginning balance (in shares) at Aug. 31, 2024	(14,956,607)					(14,956,607)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net earnings (loss)	$ (175,718)				(175,718)
Other comprehensive income (loss)	(35,903)			(35,903)
Dividends	$ (20,554)				(20,554)
Treasury stock acquired, shares	(919,481)					(919,481)
Treasury stock acquired and excise tax	$ (50,529)					$ (50,529)
Issuance of stock under incentive and purchase plans, net of shares withheld for taxes	(19,560)		(39,987)			$ 20,427
Issuance of stock under incentive and purchase plans, net of forfeitures, shares						734,575
Stock-based compensation	7,628		7,628
Reclassification of share-based liability awards	$ 9,909		9,909
Ending balance, shares at Nov. 30, 2024	129,060,664	129,060,664
Ending balance at Nov. 30, 2024	$ 4,015,297	$ 1,290	$ 384,782	$ (121,855)	$ 4,307,613	$ (556,781)	$ 248
Treasury stock, ending balance (in shares) at Nov. 30, 2024	(15,141,513)					(15,141,513)

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED) (Parenthetical) - $ / shares	3 Months Ended
	Nov. 30, 2024	Nov. 30, 2023
Statement of Stockholders' Equity [Abstract]
Cash dividends per share (in USD per share)	$ 0.18	$ 0.16

NATURE OF OPERATIONS AND ACCOUNTING POLICIES	3 Months Ended
NATURE OF OPERATIONS AND ACCOUNTING POLICIES	Nov. 30, 2024
Accounting Policies [Abstract]
NATURE OF OPERATIONS AND 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, 2024 (the "2024 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 (loss), comprehensive income (loss), 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 2024 Form 10-K. The results of operations for the three month period ended November 30, 2024 are not necessarily indicative of the results expected for the full fiscal year. Any reference in this Quarterly Report on Form 10-Q for the quarter ended November 30, 2024 ("Form 10-Q") to the "corresponding period" or "comparable period" relates to the relevant three month period ended November 30, 2023. Any reference in this Form 10-Q to a year refers to the fiscal year ended August 31st of that year, unless otherwise stated. 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, CMC offers products and technologies to meet the critical reinforcement needs of the global construction sector. CMC’s solutions support early-stage construction across a wide variety of applications, including infrastructure, non-residential, residential, industrial and energy generation and transmission. Recently Issued Accounting Pronouncements In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update ("ASU") 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses ("ASU 2024-03"). ASU 2024-03 requires disaggregated income statement expense disclosures related to functional or natural expense line items within continuing operations. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, and requires either prospective or retrospective adoption. Early adoption is permitted. The Company is evaluating the impact of this guidance on its consolidated financial statements and related disclosures.

CHANGES IN BUSINESS	3 Months Ended
CHANGES IN BUSINESS	Nov. 30, 2024
Business Combinations [Abstract]
Changes in Business	NOTE 2. CHANGES IN BUSINESS On November 22, 2024, the Company completed the sale of a rebar fabrication facility within the North America Steel Group segment for gross consideration of $6.9 million, which consisted of $5.0 million in cash proceeds and $1.9 million in the form of a seller financing receivable, subject to working capital adjustments. The sale resulted in an immaterial impact to selling, general and administrative ("SG&A") expenses in the condensed consolidated statements of earnings (loss) during the three months ended November 30, 2024.

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

3 Months Ended

Nov. 30, 2024

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, 2024
(in thousands)	Foreign Currency Translation		Derivatives		Defined Benefit Pension Plans		Total AOCI
Balance, September 1, 2024	$	(76,854)	$	3,614	$	(12,712)	$	(85,952)
Other comprehensive income (loss) before reclassifications(1)	(34,957)		420		(10)		(34,547)
Reclassification for gain(2)	—		(1,356)		—		(1,356)
Net other comprehensive loss	(34,957)		(936)		(10)		(35,903)
Balance, November 30, 2024	$	(111,811)	$	2,678	$	(12,722)	$	(121,855)


	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)

__________________________________

REVENUE RECOGNITION

3 Months Ended

Nov. 30, 2024

Revenue from Contract with Customer [Abstract]

Revenue Recognition

NOTE 4. REVENUE RECOGNITION

The following table provides information about assets and liabilities from contracts with customers:


(in thousands)	November 30, 2024		August 31, 2024
Contract assets (included in accounts receivable)	$	43,713	$	57,007
Contract liabilities (included in other accrued expenses and payables)	41,314		35,356

The amount of revenue reclassified from August 31, 2024 contract liabilities during the three months ended November 30, 2024 was approximately $17.6 million.

Remaining Performance Obligations

INVENTORIES, NET

3 Months Ended

Nov. 30, 2024

Inventory Disclosure [Abstract]

Inventories, net

NOTE 5. INVENTORIES, NET

The components of inventories were as follows:


(in thousands)	November 30, 2024		August 31, 2024
Raw materials	$	255,036	$	232,982
Work in process	7,712		5,390
Finished goods	697,340		733,383
Total	$	960,088	$	971,755

GOODWILL AND OTHER INTANGIBLES

3 Months Ended

Nov. 30, 2024

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:


(in thousands)	North America Steel Group		Europe Steel Group		Emerging Businesses Group		Consolidated
Goodwill, gross
Balance, September 1, 2024	$	126,915	$	4,337	$	264,568	$	395,820

Foreign currency translation	—		(200)		(1,188)		(1,388)
Balance, November 30, 2024	126,915		4,137		263,380		394,432

Accumulated impairment
Balance, September 1, 2024	(9,542)		(155)		(493)		(10,190)

Foreign currency translation	—		7		—		7
Balance, November 30, 2024	(9,542)		(148)		(493)		(10,183)

Goodwill, net
Balance, September 1, 2024	117,373		4,182		264,075		385,630


Foreign currency translation	—		(193)		(1,188)		(1,381)
Balance, November 30, 2024	$	117,373	$	3,989	$	262,887	$	384,249

Other indefinite-lived intangible assets consisted of the following:


(in thousands)	November 30, 2024		August 31, 2024
Trade names	$	54,110	$	54,531
In-process research and development	2,400		2,400
Non-compete agreements	750		750
Total	$	57,260	$	57,681

The change in the balance of intangible assets with indefinite lives from August 31, 2024 to November 30, 2024 was due to foreign currency translation adjustments.

Other intangible assets subject to amortization are detailed in the following table:


	November 30, 2024						August 31, 2024
(in thousands)	Gross Carrying Amount		Accumulated Amortization		Net		Gross Carrying Amount		Accumulated Amortization		Net
Developed technologies	$	152,375	$	47,614	$	104,761	$	152,659	$	43,540	$	109,119
Customer relationships	74,641		18,116		56,525		75,000		16,118		58,882
Patents	8,055		6,850		1,205		7,970		6,595		1,375
Perpetual lease rights	6,108		1,019		5,089		6,404		1,049		5,355
Trade names	3,445		1,550		1,895		3,413		1,474		1,939
Non-compete agreements	2,300		1,948		352		2,300		1,859		441
Other	224		158		66		224		147		77
Total	$	247,148	$	77,255	$	169,893	$	247,970	$	70,782	$	177,188

The foreign currency translation adjustments related to the intangible assets subject to amortization were immaterial for all periods presented above.


	(in thousands)
Remainder of 2025	$	19,947
2026	25,531
2027	25,434
2028	23,708
2029	19,135

CREDIT ARRANGEMENTS

3 Months Ended

Nov. 30, 2024

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, 2024	November 30, 2024		August 31, 2024
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


Other	5.100%	11,910		11,910
Finance leases	5.230%	138,352		141,271
Total debt		1,195,322		1,198,241
Less unamortized debt issuance costs		(12,631)		(13,073)
Plus unamortized bond premium		4,406		4,453
Total amounts outstanding		1,187,097		1,189,621


Less current maturities of long-term debt		(38,561)		(38,786)
Long-term debt		$	1,148,536	$	1,150,835

Capitalized interest was immaterial during the three months ended November 30, 2024 and 2023.

Credit Facilities

Accounts Receivable Facility

DERIVATIVES

3 Months Ended

Nov. 30, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives

NOTE 8. DERIVATIVES

The following table provides information regarding the Company's commodity contract commitments at November 30, 2024:

Commodity

Position

Total

Aluminum

Long

2,775

Aluminum

Short

1,275

Copper

Long

181

Copper

Short

9,741

Electricity

Long

3,056,000

MW(h)

Natural Gas

Long

5,070,750

MMBtu

__________________________________

MT = Metric ton

MW(h) = Megawatt hour

MMBtu = 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, 2024		August 31, 2024
Derivative assets:
Commodity	Prepaid and other current assets	$	11,254	$	9,823
Commodity	Other noncurrent assets	26,945		30,402
Foreign exchange	Prepaid and other current assets	1,746		419
Derivative liabilities:
Commodity	Other accrued expenses and payables	$	1,932	$	3,445
Commodity	Other noncurrent liabilities	38		157
Foreign exchange	Other accrued expenses and payables	441		1,885


Gain (Loss) on Derivatives Not Designated as Hedging Instruments (in thousands)		Three Months Ended November 30,
	Primary Location	2024		2023
Commodity	Cost of goods sold	$	3,742	$	(72)
Foreign exchange	SG&A expenses	(3,172)		3,539


Effective Portion of Derivatives Designated as Cash Flow Hedging Instruments Gain (Loss) Recognized in OCI, Net of Income Taxes (in thousands)	Three Months Ended November 30,
	2024		2023
Commodity	$	412	$	(42,952)
Foreign exchange	8		7


Gain on Derivatives Designated as Cash Flow Hedging Instruments Reclassified from AOCI into Net Earnings (Loss) (in thousands)		Three Months Ended November 30,
	Primary Location	2024		2023
Commodity	Cost of goods sold	$	1,573	$	1,765
Foreign exchange	SG&A expenses	65		61

FAIR VALUE

3 Months Ended

Nov. 30, 2024

Fair Value Disclosures [Abstract]

Fair value

NOTE 9. FAIR VALUE


			Fair Value Measurements at Reporting Date Using
(in thousands)	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
As of November 30, 2024:
Assets:
Investment deposit accounts(1)	$	709,450	$	709,450	$	—	$	—
Commodity derivative assets(2)	38,199		4,896		—		33,303
Foreign exchange derivative assets(2)	1,746		—		1,746		—
Liabilities:
Commodity derivative liabilities(2)	1,970		1,970		—		—
Foreign exchange derivative liabilities(2)	441		—		441		—

As of August 31, 2024:
Assets:
Investment deposit accounts(1)	$	718,110	$	718,110	$	—	$	—
Commodity derivative assets(2)	40,225		2,196		—		38,029
Foreign exchange derivative assets(2)	419		—		419		—
Liabilities:
Commodity derivative liabilities(2)	3,602		3,602		—		—
Foreign exchange derivative liabilities(2)	1,885		—		1,885		—

__________________________________


	Floating rate (PLN)
	Low	High	Average
November 30, 2024	324	518	406
August 31, 2024	324	510	405


(in thousands)	Three Months Ended November 30, 2024
Balance, September 1, 2024	$	38,029
Total activity, realized and unrealized:
Unrealized holding loss before reclassification(1)	(1,691)
Reclassification for gain included in net loss(2)	(3,035)
Balance, November 30, 2024	$	33,303








(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

__________________________________

(2) Gains included in net earnings (loss) are recorded in cost of goods sold in the condensed consolidated statements of earnings (loss).

There were no material non-recurring fair value remeasurements during the three months ended November 30, 2024 or 2023.

The carrying values of the Company's short-term items, including documentary letters of credit and notes payable, approximate fair value.

STOCK-BASED COMPENSATION PLANS

3 Months Ended

Nov. 30, 2024

Share-Based Payment Arrangement [Abstract]

Stock-based compensation plans

NOTE 10. STOCK-BASED COMPENSATION PLANS

Information for restricted stock units and performance stock units accounted for as equity awards during the three months ended November 30, 2024 is as follows:


	Shares	Weighted Average Fair Value
Outstanding as of August 31, 2024	1,548,586	$	43.52
Granted	1,028,463	48.05
Vested	(1,095,813)	38.87
Forfeited	(41,545)	46.64
Outstanding as of November 30, 2024	1,439,691	$	50.20

STOCKHOLDERS EQUITY AND EARNINGS PER SHARE

3 Months Ended

Nov. 30, 2024

Earnings Per Share [Abstract]

Stockholder's equity and earnings per share

NOTE 11. STOCKHOLDERS' EQUITY AND EARNINGS (LOSS) PER SHARE

The Company's calculation of basic earnings (loss) per share ("EPS") and diluted EPS are described in Note 16, Earnings Per Share, to the consolidated financial statements in the 2024 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)	2024		2023
Net earnings (loss)	$	(175,718)	$	176,273

Average basic shares outstanding	114,053,455		116,771,939
Effect of dilutive securities	—		1,582,974
Average diluted shares outstanding	114,053,455		118,354,913

Earnings (loss) per share:
Basic	$	(1.54)	$	1.51
Diluted	(1.54)		1.49

CMC common stock, at an average purchase price of $54.83 per share. The Company had remaining authorization to repurchase $353.4 million of shares of CMC common stock at November 30, 2024.

COMMITMENTS AND CONTINGENCIES	3 Months Ended
COMMITMENTS AND CONTINGENCIES	Nov. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and contingencies	NOTE 12. COMMITMENTS AND CONTINGENCIES In the ordinary course of conducting its business, the Company becomes involved in litigation, administrative proceedings and governmental investigations, including environmental matters. Legal Proceedings On October 30, 2020, plaintiff Pacific Steel Group ("PSG") filed a suit in the United States District Court for the Northern District of California (the "Northern District Court") alleging that CMC, CMC Steel Fabricators, Inc. and CMC Steel US, LLC violated the federal and California state antitrust laws and California common law by entering into an exclusivity agreement for certain steel mill equipment manufactured by one of the Company’s equipment suppliers. On November 5, 2024, a jury returned a verdict in favor of PSG in the amount of $110.0 million, which the Northern District Court, in entering its judgment on the verdict, subsequently trebled as a matter of law. PSG will also be entitled to petition for and recover its attorneys' fees, costs and post-judgment interest. The Company is confident it conducted its business appropriately and intends to vigorously pursue all reasonably available avenues to have the verdict and judgment overturned. On December 20, 2024, CMC, CMC Steel Fabricators, Inc. and CMC Steel US, LLC filed a motion with the Northern District Court challenging the jury’s verdict and requesting a new trial. However, as a judgment in favor of PSG was rendered, it was determined that there was a probable and reasonably estimable loss, which was recorded as an expense within the condensed consolidated financial statements. This $350.0 million expense, which represents the Company's estimate of its current understanding of the PSG judgment, PSG's attorneys' fees and other related costs, was included within litigation expense in the condensed consolidated statements of earnings (loss) and was classified as a current liability in the condensed consolidated balance sheets because the timing of the potential payment is uncertain. All other legal expenses for the three months ended November 30, 2024 and 2023 are reported within SG&A expenses. If the verdict and judgment are overturned either as a result of post-trial motions or through the appeals process, the expense and related liability will be reversed in the same period the verdict and judgment are overturned. The Company's litigation defense costs are expensed as incurred. Although the Company is vigorously pursuing a reversal of the jury’s verdict and the judgment, the ultimate resolution is uncertain. On March 13, 2022, PSG filed a second suit in the San Diego County Superior Court of California alleging that CMC Steel Fabricators, Inc., CMC Steel US, LLC, and CMC Rebar West (which later merged into CMC Steel Fabricators, Inc.) violated California state antitrust and unfair competition laws by bidding below their costs for rebar furnish-and-install projects in California to hamper PSG's ability to win jobs and to reduce PSG’s profitability. These allegations were initially brought in PSG's lawsuit in the Northern District Court, but were dismissed without prejudice by the Northern District Court for lack of jurisdiction. This second lawsuit was later removed to the United States District Court for the Southern District of California. There, PSG seeks, among other things, a jury trial on its claims in addition to injunctive relief, compensatory damages, fees and costs. Fact and expert discovery are complete. On November 12, 2024, CMC Steel Fabricators, Inc., CMC Steel US, LLC and CMC Rebar West filed a motion for summary judgment, and briefing remains ongoing. As of the date of this Form 10-Q, no trial has been scheduled. The Company is confident it conducted its business appropriately, believes it has substantial defenses and intends to vigorously defend against PSG's claims. The Company has not recorded any liability for this matter as it does not believe a loss is probable, and it cannot estimate any reasonably possible loss or range of possible loss. It is possible that an unfavorable resolution to this matter could have an adverse effect on the Company’s results of operations, financial position or cash flows. Other Matters At November 30, 2024 and August 31, 2024, the amounts accrued for cleanup and remediation costs at certain sites in response to notices, actions and agreements under the Comprehensive Environmental Response, Compensation, and Liability Act of 1980 ("CERCLA") and analogous state and local statutes were immaterial. Total accrued environmental liabilities, including CERCLA sites, were $3.5 million and $3.4 million at November 30, 2024 and August 31, 2024, respectively, of which $2.1 million and $1.9 million was classified as other noncurrent liabilities at November 30, 2024 and August 31, 2024, respectively. These amounts have not been discounted to their present values. Due to evolving remediation technology, changing regulations, possible third-party contributions, the inherent uncertainties of the estimation process and other factors, amounts accrued could vary significantly from amounts paid.

BUSINESS SEGMENTS

3 Months Ended

Nov. 30, 2024

Segment Reporting [Abstract]

Business segments

NOTE 13. SEGMENT INFORMATION

The following table summarizes certain financial information by reportable segment and Corporate and Other, as applicable:


	Three Months Ended November 30,
(in thousands)	2024		2023
Net sales to external customers:
North America Steel Group	$	1,518,637	$	1,592,650
Europe Steel Group	209,407		225,175
Emerging Businesses Group	169,415		177,239
Reportable segments total	1,897,459		1,995,064
Corporate and Other	12,143		7,987
Total	$	1,909,602	$	2,003,051

Adjusted EBITDA:
North America Steel Group	$	188,205	$	266,820
Europe Steel Group	25,839		38,942
Emerging Businesses Group	22,660		30,862
Reportable segments total	$	236,704	$	336,624


	November 30, 2024		August 31, 2024
Total assets:
North America Steel Group	$	4,243,560	$	4,219,603
Europe Steel Group	661,365		677,697
Emerging Businesses Group	841,310		861,025
Reportable segments total	5,746,235		5,758,325
Corporate and Other	1,026,164		1,059,514
Total	$	6,772,399	$	6,817,839

The following table presents a reconciliation of net earnings (loss) to adjusted EBITDA for the reportable segments:


	Three Months Ended November 30,
(in thousands)	2024		2023
Net earnings (loss)	$	(175,718)	$	176,273
Interest expense	11,322		11,756
Income tax expense (benefit)	(55,582)		48,422
Depreciation and amortization	70,437		69,186

Corporate and Other expenses	386,245		30,987
Adjusted EBITDA reportable segments	$	236,704	$	336,624

Disaggregation of Revenue

The following tables display net sales to external customers by reportable segment and Corporate and Other, disaggregated by major product:


	Three Months Ended November 30, 2024
(in thousands)	North America Steel Group		Europe Steel Group		Emerging Businesses Group		Corporate and Other		Total
Major product:
Raw materials	$	310,119	$	5,285	$	—	$	—	$	315,404
Steel products	625,465		162,137		—		—		787,602
Downstream products	527,598		33,634		32,378		—		593,610
Construction products	—		—		75,981		—		75,981
Ground stabilization solutions	—		—		56,512		—		56,512
Other	55,455		8,351		4,544		12,143		80,493
Net sales to external customers	1,518,637		209,407		169,415		12,143		1,909,602
Intersegment net sales, eliminated in consolidation	16,112		617		11,793		(28,522)		—
Net sales	$	1,534,749	$	210,024	$	181,208	$	(16,379)	$	1,909,602


	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 solutions	—		—		57,323		—		57,323
Other	44,233		7,301		4,611		7,987		64,132
Net sales to external customers	1,592,650		225,175		177,239		7,987		2,003,051
Intersegment net sales, eliminated in consolidation	19,637		576		4,787		(25,000)		—
Net sales	$	1,612,287	$	225,751	$	182,026	$	(17,013)	$	2,003,051

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Nov. 30, 2024	Nov. 30, 2023
Pay vs Performance Disclosure
Net earnings (loss)	$ (175,718)	$ 176,273

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Nov. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

NATURE OF OPERATIONS AND ACCOUNTING POLICIES (Policies)	3 Months Ended
NATURE OF OPERATIONS AND ACCOUNTING POLICIES (Policies)	Nov. 30, 2024
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, 2024 (the "2024 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 (loss), comprehensive income (loss), 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 2024 Form 10-K. The results of operations for the three month period ended November 30, 2024 are not necessarily indicative of the results expected for the full fiscal year. Any reference in this Quarterly Report on Form 10-Q for the quarter ended November 30, 2024 ("Form 10-Q") to the "corresponding period" or "comparable period" relates to the relevant three month period ended November 30, 2023. Any reference in this Form 10-Q to a year refers to the fiscal year ended August 31st of that year, unless otherwise stated. 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, CMC offers products and technologies to meet the critical reinforcement needs of the global construction sector. CMC’s solutions support early-stage construction across a wide variety of applications, including infrastructure, non-residential, residential, industrial and energy generation and transmission.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update ("ASU") 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses ("ASU 2024-03"). ASU 2024-03 requires disaggregated income statement expense disclosures related to functional or natural expense line items within continuing operations. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, and requires either prospective or retrospective adoption. 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 2024 Form 10-K.

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables)

3 Months Ended

Nov. 30, 2024

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, 2024
(in thousands)	Foreign Currency Translation		Derivatives		Defined Benefit Pension Plans		Total AOCI
Balance, September 1, 2024	$	(76,854)	$	3,614	$	(12,712)	$	(85,952)
Other comprehensive income (loss) before reclassifications(1)	(34,957)		420		(10)		(34,547)
Reclassification for gain(2)	—		(1,356)		—		(1,356)
Net other comprehensive loss	(34,957)		(936)		(10)		(35,903)
Balance, November 30, 2024	$	(111,811)	$	2,678	$	(12,722)	$	(121,855)


	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)

__________________________________

REVENUE RECOGNITION (Tables)

3 Months Ended

Nov. 30, 2024

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:


(in thousands)	November 30, 2024		August 31, 2024
Contract assets (included in accounts receivable)	$	43,713	$	57,007
Contract liabilities (included in other accrued expenses and payables)	41,314		35,356

INVENTORIES, NET (Tables)

3 Months Ended

Nov. 30, 2024

Inventory Disclosure [Abstract]

Schedule of Inventory

The components of inventories were as follows:


(in thousands)	November 30, 2024		August 31, 2024
Raw materials	$	255,036	$	232,982
Work in process	7,712		5,390
Finished goods	697,340		733,383
Total	$	960,088	$	971,755

GOODWILL AND OTHER INTANGIBLES (Tables)

3 Months Ended

Nov. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Changes in the carrying amount of goodwill

Goodwill by reportable segment is detailed in the table below:


(in thousands)	North America Steel Group		Europe Steel Group		Emerging Businesses Group		Consolidated
Goodwill, gross
Balance, September 1, 2024	$	126,915	$	4,337	$	264,568	$	395,820

Foreign currency translation	—		(200)		(1,188)		(1,388)
Balance, November 30, 2024	126,915		4,137		263,380		394,432

Accumulated impairment
Balance, September 1, 2024	(9,542)		(155)		(493)		(10,190)

Foreign currency translation	—		7		—		7
Balance, November 30, 2024	(9,542)		(148)		(493)		(10,183)

Goodwill, net
Balance, September 1, 2024	117,373		4,182		264,075		385,630


Foreign currency translation	—		(193)		(1,188)		(1,381)
Balance, November 30, 2024	$	117,373	$	3,989	$	262,887	$	384,249

Schedule of Indefinite-Lived Intangible Assets

Other indefinite-lived intangible assets consisted of the following:


(in thousands)	November 30, 2024		August 31, 2024
Trade names	$	54,110	$	54,531
In-process research and development	2,400		2,400
Non-compete agreements	750		750
Total	$	57,260	$	57,681

Schedule of Finite-Lived Intangible Assets

Other intangible assets subject to amortization are detailed in the following table:


	November 30, 2024						August 31, 2024
(in thousands)	Gross Carrying Amount		Accumulated Amortization		Net		Gross Carrying Amount		Accumulated Amortization		Net
Developed technologies	$	152,375	$	47,614	$	104,761	$	152,659	$	43,540	$	109,119
Customer relationships	74,641		18,116		56,525		75,000		16,118		58,882
Patents	8,055		6,850		1,205		7,970		6,595		1,375
Perpetual lease rights	6,108		1,019		5,089		6,404		1,049		5,355
Trade names	3,445		1,550		1,895		3,413		1,474		1,939
Non-compete agreements	2,300		1,948		352		2,300		1,859		441
Other	224		158		66		224		147		77
Total	$	247,148	$	77,255	$	169,893	$	247,970	$	70,782	$	177,188

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense

Estimated amortization expense for intangible assets for the next five years is as follows:


	(in thousands)
Remainder of 2025	$	19,947
2026	25,531
2027	25,434
2028	23,708
2029	19,135

CREDIT ARRANGEMENTS (Tables)

3 Months Ended

Nov. 30, 2024

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, 2024	November 30, 2024		August 31, 2024
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


Other	5.100%	11,910		11,910
Finance leases	5.230%	138,352		141,271
Total debt		1,195,322		1,198,241
Less unamortized debt issuance costs		(12,631)		(13,073)
Plus unamortized bond premium		4,406		4,453
Total amounts outstanding		1,187,097		1,189,621


Less current maturities of long-term debt		(38,561)		(38,786)
Long-term debt		$	1,148,536	$	1,150,835

DERIVATIVES (Tables)

3 Months Ended

Nov. 30, 2024

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, 2024:

Commodity

Position

Total

Aluminum

Long

2,775

Aluminum

Short

1,275

Copper

Long

181

Copper

Short

9,741

Electricity

Long

3,056,000

MW(h)

Natural Gas

Long

5,070,750

MMBtu

__________________________________

MT = Metric ton

MW(h) = Megawatt hour

MMBtu = 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, 2024		August 31, 2024
Derivative assets:
Commodity	Prepaid and other current assets	$	11,254	$	9,823
Commodity	Other noncurrent assets	26,945		30,402
Foreign exchange	Prepaid and other current assets	1,746		419
Derivative liabilities:
Commodity	Other accrued expenses and payables	$	1,932	$	3,445
Commodity	Other noncurrent liabilities	38		157
Foreign exchange	Other accrued expenses and payables	441		1,885

Derivative instruments, gain (loss)


Gain (Loss) on Derivatives Not Designated as Hedging Instruments (in thousands)		Three Months Ended November 30,
	Primary Location	2024		2023
Commodity	Cost of goods sold	$	3,742	$	(72)
Foreign exchange	SG&A expenses	(3,172)		3,539


Effective Portion of Derivatives Designated as Cash Flow Hedging Instruments Gain (Loss) Recognized in OCI, Net of Income Taxes (in thousands)	Three Months Ended November 30,
	2024		2023
Commodity	$	412	$	(42,952)
Foreign exchange	8		7


Gain on Derivatives Designated as Cash Flow Hedging Instruments Reclassified from AOCI into Net Earnings (Loss) (in thousands)		Three Months Ended November 30,
	Primary Location	2024		2023
Commodity	Cost of goods sold	$	1,573	$	1,765
Foreign exchange	SG&A expenses	65		61

FAIR VALUE (Tables)

3 Months Ended

Nov. 30, 2024

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 Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
As of November 30, 2024:
Assets:
Investment deposit accounts(1)	$	709,450	$	709,450	$	—	$	—
Commodity derivative assets(2)	38,199		4,896		—		33,303
Foreign exchange derivative assets(2)	1,746		—		1,746		—
Liabilities:
Commodity derivative liabilities(2)	1,970		1,970		—		—
Foreign exchange derivative liabilities(2)	441		—		441		—

As of August 31, 2024:
Assets:
Investment deposit accounts(1)	$	718,110	$	718,110	$	—	$	—
Commodity derivative assets(2)	40,225		2,196		—		38,029
Foreign exchange derivative assets(2)	419		—		419		—
Liabilities:
Commodity derivative liabilities(2)	3,602		3,602		—		—
Foreign exchange derivative liabilities(2)	1,885		—		1,885		—

__________________________________

The following table summarizes the range of floating rates used to measure the fair value of the Level 3 commodity derivatives at November 30, 2024 and August 31, 2024, which are applied uniformly across each of our Level 3 commodity derivatives:


	Floating rate (PLN)
	Low	High	Average
November 30, 2024	324	518	406
August 31, 2024	324	510	405

Fair value, net derivative asset (liability) measured on recurring basis, unobservable input reconciliation


(in thousands)	Three Months Ended November 30, 2024
Balance, September 1, 2024	$	38,029
Total activity, realized and unrealized:
Unrealized holding loss before reclassification(1)	(1,691)
Reclassification for gain included in net loss(2)	(3,035)
Balance, November 30, 2024	$	33,303








(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

__________________________________

(2) Gains included in net earnings (loss) are recorded in cost of goods sold in the condensed consolidated statements of earnings (loss).

STOCK-BASED COMPENSATION PLANS (Tables)

3 Months Ended

Nov. 30, 2024

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 during the three months ended November 30, 2024 is as follows:


	Shares	Weighted Average Fair Value
Outstanding as of August 31, 2024	1,548,586	$	43.52
Granted	1,028,463	48.05
Vested	(1,095,813)	38.87
Forfeited	(41,545)	46.64
Outstanding as of November 30, 2024	1,439,691	$	50.20

STOCKHOLDERS’ EQUITY AND EARNINGS PER SHARE (Tables)

3 Months Ended

Nov. 30, 2024

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)	2024		2023
Net earnings (loss)	$	(175,718)	$	176,273

Average basic shares outstanding	114,053,455		116,771,939
Effect of dilutive securities	—		1,582,974
Average diluted shares outstanding	114,053,455		118,354,913

Earnings (loss) per share:
Basic	$	(1.54)	$	1.51
Diluted	(1.54)		1.49

BUSINESS SEGMENTS (Tables)

3 Months Ended

Nov. 30, 2024

Segment Reporting [Abstract]

Summary of certain financial information from continuing operations by reportable segment

The following table summarizes certain financial information by reportable segment and Corporate and Other, as applicable:


	Three Months Ended November 30,
(in thousands)	2024		2023
Net sales to external customers:
North America Steel Group	$	1,518,637	$	1,592,650
Europe Steel Group	209,407		225,175
Emerging Businesses Group	169,415		177,239
Reportable segments total	1,897,459		1,995,064
Corporate and Other	12,143		7,987
Total	$	1,909,602	$	2,003,051

Adjusted EBITDA:
North America Steel Group	$	188,205	$	266,820
Europe Steel Group	25,839		38,942
Emerging Businesses Group	22,660		30,862
Reportable segments total	$	236,704	$	336,624

Reconciliations of earnings from continuing operations to adjusted operating profit

The following table presents a reconciliation of net earnings (loss) to adjusted EBITDA for the reportable segments:


	Three Months Ended November 30,
(in thousands)	2024		2023
Net earnings (loss)	$	(175,718)	$	176,273
Interest expense	11,322		11,756
Income tax expense (benefit)	(55,582)		48,422
Depreciation and amortization	70,437		69,186

Corporate and Other expenses	386,245		30,987
Adjusted EBITDA reportable segments	$	236,704	$	336,624

Net sales by major product

The following tables display net sales to external customers by reportable segment and Corporate and Other, disaggregated by major product:


	Three Months Ended November 30, 2024
(in thousands)	North America Steel Group		Europe Steel Group		Emerging Businesses Group		Corporate and Other		Total
Major product:
Raw materials	$	310,119	$	5,285	$	—	$	—	$	315,404
Steel products	625,465		162,137		—		—		787,602
Downstream products	527,598		33,634		32,378		—		593,610
Construction products	—		—		75,981		—		75,981
Ground stabilization solutions	—		—		56,512		—		56,512
Other	55,455		8,351		4,544		12,143		80,493
Net sales to external customers	1,518,637		209,407		169,415		12,143		1,909,602
Intersegment net sales, eliminated in consolidation	16,112		617		11,793		(28,522)		—
Net sales	$	1,534,749	$	210,024	$	181,208	$	(16,379)	$	1,909,602


	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 solutions	—		—		57,323		—		57,323
Other	44,233		7,301		4,611		7,987		64,132
Net sales to external customers	1,592,650		225,175		177,239		7,987		2,003,051
Intersegment net sales, eliminated in consolidation	19,637		576		4,787		(25,000)		—
Net sales	$	1,612,287	$	225,751	$	182,026	$	(17,013)	$	2,003,051

CHANGES IN BUSINESS - Narrative (Details) - Disposal Group, Held-for-Sale, Not Discontinued Operations - Rebar Fabrication Facility $ in Millions	Nov. 22, 2024 USD ($)
Business Acquisition [Line Items]
Gross consideration	$ 6.9
Cash proceeds	5.0
Seller financing receivable	$ 1.9

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (AOCI by Components) (Details) - USD ($) $ in Thousands	3 Months Ended
	Nov. 30, 2024	Nov. 30, 2023
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
Beginning balance	$ (85,952)	$ (3,778)
Other comprehensive income (loss) before reclassifications(1)	(34,547)	(19,461)
Reclassification for gain(2)	(1,356)	(1,499)
Total other comprehensive loss, net of income taxes	(35,903)	(20,960)
Ending balance	(121,855)	(24,738)
Other comprehensive income, before reclassifications from derivatives, tax expense		10,100
Foreign Currency Translation
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
Beginning balance	(76,854)	(126,045)
Other comprehensive income (loss) before reclassifications(1)	(34,957)	23,493
Reclassification for gain(2)	0	0
Total other comprehensive loss, net of income taxes	(34,957)	23,493
Ending balance	(111,811)	(102,552)
Derivatives
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
Beginning balance	3,614	135,257
Other comprehensive income (loss) before reclassifications(1)	420	(42,945)
Reclassification for gain(2)	(1,356)	(1,499)
Total other comprehensive loss, net of income taxes	(936)	(44,444)
Ending balance	2,678	90,813
Defined Benefit Pension Plans
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
Beginning balance	(12,712)	(12,990)
Other comprehensive income (loss) before reclassifications(1)	(10)	(9)
Reclassification for gain(2)	0	0
Total other comprehensive loss, net of income taxes	(10)	(9)
Ending balance	$ (12,722)	$ (12,999)

REVENUE RECOGNITION - Revenue Recognition Method (Details) - North America Steel Group - Recognized over Time	3 Months Ended
	Nov. 30, 2024	Nov. 30, 2023
Fabricated Product and Installation Services
Disaggregation of Revenue [Line Items]
Contract as percent of total segment revenue (percent)	8.00%	9.00%
Fabricated Product without Installation Services
Disaggregation of Revenue [Line Items]
Contract as percent of total segment revenue (percent)	10.00%	11.00%

REVENUE RECOGNITION - Contract Assets and Contract Liabilities (Details) - USD ($) $ in Thousands	Nov. 30, 2024	Aug. 31, 2024
Revenue from Contract with Customer [Abstract]
Contract assets (included in other current assets)	$ 43,713	$ 57,007
Contract liabilities (included in accrued expenses and other payables)	$ 41,314	$ 35,356

REVENUE RECOGNITION - Additional Information (Details) $ in Millions	3 Months Ended
	Nov. 30, 2024 USD ($)
Revenue from Contract with Customer [Abstract]
Revenue reclassified from contract liabilities	$ 17.6
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation	$ 888.9
Remaining performance obligation (percent)	81.00%
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	12 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-12-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period	12 months

INVENTORIES, NET (Details) - USD ($) $ in Thousands	Nov. 30, 2024	Aug. 31, 2024
Inventory Disclosure [Abstract]
Raw materials	$ 255,036	$ 232,982
Work in process	7,712	5,390
Finished goods	697,340	733,383
Total	$ 960,088	$ 971,755

INVENTORIES, NET - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	Nov. 30, 2024	Nov. 30, 2023
Inventory Disclosure [Abstract]
Write-down of inventory	$ 8,950	$ 10,655

GOODWILL AND OTHER INTANGIBLES (Changes in the Carrying Amount of Goodwill) (Details) $ in Thousands	3 Months Ended
	Nov. 30, 2024 USD ($)
Goodwill [Roll Forward]
Goodwill, gross, beginning balance	$ 395,820
Foreign currency translation	(1,388)
Goodwill, gross, ending balance	394,432
Accumulated impairment losses, beginning balance	10,190
Accumulated impairment, foreign currency translation	7
Accumulated impairment losses, ending balance	10,183
Goodwill, net, beginning balance	385,630
Foreign currency translation	(1,381)
Goodwill, net, ending balance	384,249
North America Steel Group
Goodwill [Roll Forward]
Goodwill, gross, beginning balance	126,915
Foreign currency translation	0
Goodwill, gross, ending balance	126,915
Accumulated impairment losses, beginning balance	9,542
Accumulated impairment, foreign currency translation	0
Accumulated impairment losses, ending balance	9,542
Goodwill, net, beginning balance	117,373
Foreign currency translation	0
Goodwill, net, ending balance	117,373
Europe Steel Group
Goodwill [Roll Forward]
Goodwill, gross, beginning balance	4,337
Foreign currency translation	(200)
Goodwill, gross, ending balance	4,137
Accumulated impairment losses, beginning balance	155
Accumulated impairment, foreign currency translation	7
Accumulated impairment losses, ending balance	148
Goodwill, net, beginning balance	4,182
Foreign currency translation	(193)
Goodwill, net, ending balance	3,989
Emerging Businesses Group
Goodwill [Roll Forward]
Goodwill, gross, beginning balance	264,568
Foreign currency translation	(1,188)
Goodwill, gross, ending balance	263,380
Accumulated impairment losses, beginning balance	493
Accumulated impairment, foreign currency translation	0
Accumulated impairment losses, ending balance	493
Goodwill, net, beginning balance	264,075
Foreign currency translation	(1,188)
Goodwill, net, ending balance	$ 262,887

GOODWILL AND OTHER INTANGIBLES - Schedule of Indefinite Lived Assets (Details) - USD ($) $ in Thousands	Nov. 30, 2024	Aug. 31, 2024
Indefinite-Lived Intangible Assets [Line Items]
Other indefinite-lived intangible assets	$ 57,260	$ 57,681
Trade names
Indefinite-Lived Intangible Assets [Line Items]
Other indefinite-lived intangible assets	54,110	54,531
In Process Research and Development
Indefinite-Lived Intangible Assets [Line Items]
Other indefinite-lived intangible assets	2,400	2,400
Non-compete agreements
Indefinite-Lived Intangible Assets [Line Items]
Other indefinite-lived intangible assets	$ 750	$ 750

GOODWILL AND OTHER INTANGIBLES - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	Nov. 30, 2024	Aug. 31, 2024
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 247,148	$ 247,970
Accumulated Amortization	77,255	70,782
Net	169,893	177,188
Developed technologies
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	152,375	152,659
Accumulated Amortization	47,614	43,540
Net	104,761	109,119
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	74,641	75,000
Accumulated Amortization	18,116	16,118
Net	56,525	58,882
Patents
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	8,055	7,970
Accumulated Amortization	6,850	6,595
Net	1,205	1,375
Perpetual lease rights
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	6,108	6,404
Accumulated Amortization	1,019	1,049
Net	5,089	5,355
Trade names
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	3,445	3,413
Accumulated Amortization	1,550	1,474
Net	1,895	1,939
Non-compete agreements
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	2,300	2,300
Accumulated Amortization	1,948	1,859
Net	352	441
Other
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	224	224
Accumulated Amortization	158	147
Net	$ 66	$ 77

GOODWILL AND OTHER INTANGIBLES (Narrative) (Details) - USD ($) $ in Millions	3 Months Ended
	Nov. 30, 2024	Nov. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization	$ 6.8	$ 7.5
Amortization in cost of goods sold	$ 4.3	$ 4.7

GOODWILL AND OTHER INTANGIBLES - Schedule of Finite-Lived Intangible Assets Estimated Remaining Amortization Expense (Details) $ in Thousands	Nov. 30, 2024 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Remainder of 2025	$ 19,947
2026	25,531
2027	25,434
2028	23,708
2029	$ 19,135

CREDIT ARRANGEMENTS (Schedule of Long-term Debt) (Details) - USD ($) $ in Thousands	Nov. 30, 2024	Aug. 31, 2024
Debt Instrument [Line Items]
Total debt	$ 1,195,322	$ 1,198,241
Less debt issuance costs	(12,631)	(13,073)
Total amounts outstanding	1,187,097	1,189,621
Less current maturities of long-term debt	(38,561)	(38,786)
Long-term debt	$ 1,148,536	1,150,835
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	4.00%
Total debt	$ 145,060	145,060
Plus unamortized bond premium	$ 4,406	4,453
Other
Debt Instrument [Line Items]
Weighted average interest rate	5.10%
Total debt	$ 11,910	11,910
Finance leases
Debt Instrument [Line Items]
Weighted average interest rate	5.23%
Total debt	$ 138,352	$ 141,271

CREDIT ARRANGEMENTS (Narrative) (Details) zł in Millions	Nov. 30, 2024 USD ($)	Nov. 30, 2024 PLN (zł)	Aug. 31, 2024 USD ($)
CMCP
Debt Instrument [Line Items]
Revolving credit facility current borrowing capacity	$ 147,600,000	zł 600.0	$ 154,800,000
Revolving credit facility, amount drawn	0		0
Poland Program
Debt Instrument [Line Items]
Transfer of accounts receivable program limit	70,900,000	zł 288.0	74,300,000
Line of Credit \| Revolving credit facility
Debt Instrument [Line Items]
Face amount of debt	600,000,000
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	$ 2,300,000		$ 2,400,000

DERIVATIVES (Narrative) (Details) - USD ($) $ in Millions	3 Months Ended
DERIVATIVES (Narrative) (Details) - USD ($) $ in Millions	Nov. 30, 2024	Aug. 31, 2024
Derivative [Line Items]
Cash flow hedging instruments expected to be reclassified into earnings within the next twelve months	$ 5.9
Foreign exchange
Derivative [Line Items]
Derivative notional amount	236.0	$ 225.1
Commodity
Derivative [Line Items]
Derivative notional amount	$ 467.0	$ 480.1

DERIVATIVES (Commodity Contract Commitments) (Details) MWh in Thousands	3 Months Ended
	Nov. 30, 2024 MMBTU MWh t
Aluminum \| Long
Derivative [Line Items]
Commodity contract commitments	2,775
Aluminum \| Short
Derivative [Line Items]
Commodity contract commitments	1,275
Copper \| Long
Derivative [Line Items]
Commodity contract commitments	181
Copper \| Short
Derivative [Line Items]
Commodity contract commitments	9,741
Electricity \| Long
Derivative [Line Items]
Commodity contract commitment, energy \| MWh	3,056
Natural Gas \| Long
Derivative [Line Items]
Commodity contract commitment, energy \| MMBTU	5,070,750

DERIVATIVES - Schedule of Derivative Location On Balance Sheet (Details) - USD ($) $ in Thousands	Nov. 30, 2024	Aug. 31, 2024
Commodity \| Prepaid Expenses and Other Current Assets
Derivatives, Fair Value [Line Items]
Derivative assets (other current assets)	$ 11,254	$ 9,823
Commodity \| Other Noncurrent Assets
Derivatives, Fair Value [Line Items]
Derivative assets (other current assets)	26,945	30,402
Commodity \| Accounts Payable and Accrued Liabilities
Derivatives, Fair Value [Line Items]
Derivative liabilities (accrued expenses and other payables)	1,932	3,445
Commodity \| Other Noncurrent Liabilities
Derivatives, Fair Value [Line Items]
Derivative liabilities (accrued expenses and other payables)	38	157
Foreign exchange \| Prepaid Expenses and Other Current Assets
Derivatives, Fair Value [Line Items]
Derivative assets (other current assets)	1,746	419
Foreign exchange \| Accounts Payable and Accrued Liabilities
Derivatives, Fair Value [Line Items]
Derivative liabilities (accrued expenses and other payables)	$ 441	$ 1,885

DERIVATIVES (Derivatives Not Designated as Hedging Instruments) (Details) - USD ($) $ in Thousands	3 Months Ended
	Nov. 30, 2024	Nov. 30, 2023
Derivative Instruments, Gain (Loss) [Line Items]
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification, after Tax	$ 420	$ (42,945)
Commodity
Derivative Instruments, Gain (Loss) [Line Items]
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification, after Tax	412	(42,952)
Commodity \| Cost of goods sold
Derivative Instruments, Gain (Loss) [Line Items]
Gain (Loss) on Derivatives Not Designated as Hedging Instruments (in thousands)	3,742	(72)
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, before Tax	1,573	1,765
Foreign exchange
Derivative Instruments, Gain (Loss) [Line Items]
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification, after Tax	8	7
Foreign exchange \| SG&A expenses
Derivative Instruments, Gain (Loss) [Line Items]
Gain (Loss) on Derivatives Not Designated as Hedging Instruments (in thousands)	(3,172)	3,539
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, before Tax	$ 65	$ 61

FAIR VALUE (Financial Assets and Financial Liabilities Measured at Fair Value on Recurring Basis) (Details) - USD ($)	Nov. 30, 2024	Aug. 31, 2024	Nov. 30, 2023
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	$ 324		$ 324
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	518		510
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	406		$ 405
Fair value, measurements, recurring \| Money market investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market investments	709,450,000	$ 718,110,000
Fair value, measurements, recurring \| Commodity
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative assets	38,199,000	40,225,000
Derivative liabilities	1,970,000	3,602,000
Fair value, measurements, recurring \| Foreign exchange
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative assets	1,746,000	419,000
Derivative liabilities	441,000	1,885,000
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	709,450,000	718,110,000
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	4,896,000	2,196,000
Derivative liabilities	1,970,000	3,602,000
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	1,746,000	419,000
Derivative liabilities	441,000	1,885,000
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	33,303,000	38,029,000
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 Commodity Derivative Recognized in Other Comprehensive Income) (Details) - Commodity - Significant Unobservable Inputs (Level 3) - USD ($) $ in Thousands	3 Months Ended
	Nov. 30, 2024	Nov. 30, 2023
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	$ 38,029	$ 194,425
Unrealized holding gain before reclassification	(1,691)	(47,277)
Reclassification for gain included in net earnings	(3,035)	(2,791)
Ending balance	$ 33,303	$ 144,357

FAIR VALUE - Narrative (Details) - USD ($) $ in Millions	Nov. 30, 2024	Aug. 31, 2024
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Long-Term Debt	$ 1,000.0	$ 1,000.0
Significant Other Observable Inputs (Level 2)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Long-Term Debt	$ 965.6	$ 962.8

STOCK-BASED COMPENSATION PLANS - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	Nov. 30, 2024	Nov. 30, 2023	Nov. 30, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period in years	3 years
Stock-based compensation	$ 10,232	$ 8,059	$ 8,100
Liability method awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares granted	172,992
Equivalent shares outstanding	360,393
Equivalent shares expected to vest	341,851

STOCK-BASED COMPENSATION PLANS - Restricted Stock Unit Activity (Details) - Restricted Stock Units (RSUs)	3 Months Ended
	Nov. 30, 2024 $ / shares shares
Shares
Beginning balance (in shares) \| shares	1,548,586
Granted (in shares) \| shares	1,028,463
Vested (in shares) \| shares	(1,095,813)
Forfeited (in shares) \| shares	(41,545)
Ending balance (in shares) \| shares	1,439,691
Weighted Average Fair Value
Beginning balance (in dollars per share) \| $ / shares	$ 43.52
Granted (in dollars per share) \| $ / shares	48.05
Vested (in dollars per share) \| $ / shares	38.87
Forfeited (in dollars per share) \| $ / shares	46.64
Ending balance (in dollars per share) \| $ / shares	$ 50.20

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, 2024	Nov. 30, 2023
Earnings Per Share [Abstract]
Net earnings (loss)	$ (175,718)	$ 176,273
Average basic shares outstanding (shares)	114,053,455	116,771,939
Effect of dilutive securities (shares)	0	1,582,974
Average diluted shares outstanding (shares)	114,053,455	118,354,913
Earnings (loss) per share:
Basic (in USD per share)	$ (1.54)	$ 1.51
Diluted (in USD per share)	$ (1.54)	$ 1.49
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	1,413,248

STOCKHOLDERS EQUITY AND EARNINGS PER SHARE (Narrative) (Details) - USD ($)	3 Months Ended
	Nov. 30, 2024	Jan. 31, 2024	Oct. 31, 2021
Earnings Per Share [Abstract]
Stock repurchase program, authorized amount			$ 350,000,000
Stock repurchase program, authorized increase		$ 500,000,000
Treasury stock acquired, shares	919,481
Treasury stock acquired (in dollars per share)	$ 54.83
Stock repurchase program, remaining authorized repurchase amount	$ 353,400,000

COMMITMENTS AND CONTINGENCIES (Narrative) (Details) - USD ($) $ in Thousands		3 Months Ended
	Nov. 05, 2024	Nov. 30, 2024	Nov. 30, 2023	Aug. 31, 2024
Loss Contingencies [Line Items]
Litigation settlement, amount awarded to other party	$ 110,000
Litigation expense	$ 350,000	$ 350,000	$ 0
CERCLA sites
Loss Contingencies [Line Items]
Accrual for environmental loss contingencies		3,500		$ 3,400
Accrued environmental loss contingencies, noncurrent		$ 2,100		$ 1,900

BUSINESS SEGMENTS (Narrative) (Details)	3 Months Ended
BUSINESS SEGMENTS (Narrative) (Details)	Nov. 30, 2024 segments
Segment Reporting [Abstract]
Number of reporting segments	3

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, 2024	Nov. 30, 2023	Aug. 31, 2024
Segment Reporting Information [Line Items]
Net sales	$ 1,909,602	$ 2,003,051
Adjusted EBITDA reportable segments	236,704	336,624
Total assets	6,772,399	6,817,839	$ 6,817,839
Raw materials
Segment Reporting Information [Line Items]
Net sales	315,404	317,369
Steel products
Segment Reporting Information [Line Items]
Net sales	787,602	833,292
Downstream products
Segment Reporting Information [Line Items]
Net sales	593,610	653,176
Construction products
Segment Reporting Information [Line Items]
Net sales	75,981	77,759
Ground stabilization solutions
Segment Reporting Information [Line Items]
Net sales	56,512	57,323
Other
Segment Reporting Information [Line Items]
Net sales	80,493	64,132
North America Steel Group
Segment Reporting Information [Line Items]
Net sales	1,534,749	1,612,287
Europe Steel Group
Segment Reporting Information [Line Items]
Net sales	210,024	225,751
Emerging Businesses Group
Segment Reporting Information [Line Items]
Net sales	181,208	182,026
Corporate and Other
Segment Reporting Information [Line Items]
Net sales	(16,379)	(17,013)
Segments
Segment Reporting Information [Line Items]
Net sales	1,897,459	1,995,064
Adjusted EBITDA reportable segments	236,704	336,624
Total assets	5,746,235	5,758,325
Segments \| North America Steel Group
Segment Reporting Information [Line Items]
Net sales	1,518,637	1,592,650
Adjusted EBITDA reportable segments	188,205	266,820
Total assets	4,243,560	4,219,603
Segments \| North America Steel Group \| Raw materials
Segment Reporting Information [Line Items]
Net sales	310,119	313,655
Segments \| North America Steel Group \| Steel products
Segment Reporting Information [Line Items]
Net sales	625,465	657,760
Segments \| North America Steel Group \| Downstream products
Segment Reporting Information [Line Items]
Net sales	527,598	577,002
Segments \| North America Steel Group \| Construction products
Segment Reporting Information [Line Items]
Net sales	0	0
Segments \| North America Steel Group \| Ground stabilization solutions
Segment Reporting Information [Line Items]
Net sales	0	0
Segments \| North America Steel Group \| Other
Segment Reporting Information [Line Items]
Net sales	55,455	44,233
Segments \| Europe Steel Group
Segment Reporting Information [Line Items]
Net sales	209,407	225,175
Adjusted EBITDA reportable segments	25,839	38,942
Total assets	661,365	677,697
Segments \| Europe Steel Group \| Raw materials
Segment Reporting Information [Line Items]
Net sales	5,285	3,714
Segments \| Europe Steel Group \| Steel products
Segment Reporting Information [Line Items]
Net sales	162,137	175,532
Segments \| Europe Steel Group \| Downstream products
Segment Reporting Information [Line Items]
Net sales	33,634	38,628
Segments \| Europe Steel Group \| Construction products
Segment Reporting Information [Line Items]
Net sales	0	0
Segments \| Europe Steel Group \| Ground stabilization solutions
Segment Reporting Information [Line Items]
Net sales	0	0
Segments \| Europe Steel Group \| Other
Segment Reporting Information [Line Items]
Net sales	8,351	7,301
Segments \| Emerging Businesses Group
Segment Reporting Information [Line Items]
Net sales	169,415	177,239
Adjusted EBITDA reportable segments	22,660	30,862
Total assets	841,310	861,025
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	32,378	37,546
Segments \| Emerging Businesses Group \| Construction products
Segment Reporting Information [Line Items]
Net sales	75,981	77,759
Segments \| Emerging Businesses Group \| Ground stabilization solutions
Segment Reporting Information [Line Items]
Net sales	56,512	57,323
Segments \| Emerging Businesses Group \| Other
Segment Reporting Information [Line Items]
Net sales	4,544	4,611
Segments \| Corporate and Other
Segment Reporting Information [Line Items]
Net sales	12,143	7,987
Total assets	1,026,164	1,059,514
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 solutions
Segment Reporting Information [Line Items]
Net sales	0	0
Segments \| Corporate and Other \| Other
Segment Reporting Information [Line Items]
Net sales	12,143	7,987
Intersegment \| North America Steel Group
Segment Reporting Information [Line Items]
Net sales	16,112	19,637
Intersegment \| Europe Steel Group
Segment Reporting Information [Line Items]
Net sales	617	576
Intersegment \| Emerging Businesses Group
Segment Reporting Information [Line Items]
Net sales	11,793	4,787
Intersegment \| Corporate and Other
Segment Reporting Information [Line Items]
Net sales	$ (28,522)	$ (25,000)

BUSINESS SEGMENTS (Reconciliations of Earnings from Continuing Operations to Adjusted Operating Profit) (Details) - USD ($) $ in Thousands	3 Months Ended
	Nov. 30, 2024	Nov. 30, 2023
Segment Reporting [Abstract]
Net earnings (loss)	$ (175,718)	$ 176,273
Interest expense	11,322	11,756
Income tax expense (benefit)	(55,582)	48,422
Depreciation and amortization	70,437	69,186
Corporate and Other expenses	386,245	30,987
Adjusted EBITDA reportable segments	$ 236,704	$ 336,624

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