x
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
For the transition period from to
|
Large accelerated filer
x
|
|
Accelerated filer
o
|
|
|
Non-accelerated filer
o
|
|
Smaller reporting company
o
|
|
Emerging growth company
o
|
Item
|
|
|
Page
|
|
|
PART I - FINANCIAL INFORMATION
|
|
1.
|
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||
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||
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||
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2.
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3.
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4.
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PART II - OTHER INFORMATION
|
|
1.
|
|
||
2.
|
|
||
6.
|
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||
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
SALES
|
|
$194,719
|
|
|
|
$261,550
|
|
|
|
$381,232
|
|
|
|
$396,393
|
|
Costs and Expenses
|
|
|
|
|
|
|
|
||||||||
Cost of sales
|
143,687
|
|
|
138,194
|
|
|
280,100
|
|
|
246,166
|
|
||||
Selling and general expenses
|
10,246
|
|
|
11,252
|
|
|
19,836
|
|
|
21,031
|
|
||||
Other operating income, net (Note 14)
|
(6,107
|
)
|
|
(9,463
|
)
|
|
(14,858
|
)
|
|
(15,368
|
)
|
||||
|
147,826
|
|
|
139,983
|
|
|
285,078
|
|
|
251,829
|
|
||||
OPERATING INCOME
|
46,893
|
|
|
121,567
|
|
|
96,154
|
|
|
144,564
|
|
||||
Interest expense
|
(8,631
|
)
|
|
(7,961
|
)
|
|
(17,046
|
)
|
|
(15,059
|
)
|
||||
Interest income and miscellaneous income (expense), net
|
4
|
|
|
249
|
|
|
522
|
|
|
(1,373
|
)
|
||||
INCOME BEFORE INCOME TAXES
|
38,266
|
|
|
113,855
|
|
|
79,630
|
|
|
128,132
|
|
||||
Income tax expense
|
(7,493
|
)
|
|
(2,276
|
)
|
|
(13,774
|
)
|
|
(1,495
|
)
|
||||
NET INCOME
|
30,773
|
|
|
111,579
|
|
|
65,856
|
|
|
126,637
|
|
||||
Less: Net income attributable to noncontrolling interest
|
4,612
|
|
|
1,758
|
|
|
5,853
|
|
|
2,344
|
|
||||
NET INCOME ATTRIBUTABLE TO RAYONIER INC.
|
26,161
|
|
|
109,821
|
|
|
60,003
|
|
|
124,293
|
|
||||
OTHER COMPREHENSIVE INCOME (LOSS)
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation adjustment, net of income tax expense of $0, $0, $0 and $0
|
21,484
|
|
|
13,219
|
|
|
23,916
|
|
|
16,023
|
|
||||
Cash flow hedges, net of income tax benefit of $1,180, $631, $1,148 and $1,064
|
(1,988
|
)
|
|
(12,476
|
)
|
|
565
|
|
|
(26,250
|
)
|
||||
Amortization of pension and postretirement plans, net of income tax expense of $0, $0, $0 and $0
|
116
|
|
|
632
|
|
|
233
|
|
|
1,249
|
|
||||
Total other comprehensive income (loss)
|
19,612
|
|
|
1,375
|
|
|
24,714
|
|
|
(8,978
|
)
|
||||
COMPREHENSIVE INCOME
|
50,385
|
|
|
112,954
|
|
|
90,570
|
|
|
117,659
|
|
||||
Less: Comprehensive income attributable to noncontrolling interest
|
9,595
|
|
|
4,410
|
|
|
11,247
|
|
|
8,153
|
|
||||
COMPREHENSIVE INCOME ATTRIBUTABLE TO RAYONIER INC.
|
|
$40,790
|
|
|
|
$108,544
|
|
|
|
$79,323
|
|
|
|
$109,506
|
|
EARNINGS PER COMMON SHARE (Note 10)
|
|
|
|
|
|
|
|
||||||||
Basic earnings per share attributable to Rayonier Inc.
|
|
$0.20
|
|
|
|
$0.90
|
|
|
|
$0.48
|
|
|
|
$1.01
|
|
Diluted earnings per share attributable to Rayonier Inc.
|
|
$0.20
|
|
|
|
$0.89
|
|
|
|
$0.47
|
|
|
|
$1.01
|
|
|
|
|
|
|
|
|
|
||||||||
Dividends declared per share
|
|
$0.25
|
|
|
|
$0.25
|
|
|
|
$0.50
|
|
|
|
$0.50
|
|
|
June 30, 2017
|
|
December 31, 2016
|
||||
ASSETS
|
|||||||
CURRENT ASSETS
|
|
|
|
||||
Cash and cash equivalents
|
|
$136,559
|
|
|
|
$85,909
|
|
Accounts receivable, less allowance for doubtful accounts of $38 and $33
|
30,181
|
|
|
20,664
|
|
||
Insurance settlement receivable (Note 8)
|
73,000
|
|
|
—
|
|
||
Inventory (Note 15)
|
26,363
|
|
|
21,379
|
|
||
Prepaid expenses
|
14,727
|
|
|
11,807
|
|
||
Assets held for sale (Note 17)
|
—
|
|
|
23,171
|
|
||
Other current assets
|
4,397
|
|
|
1,874
|
|
||
Total current assets
|
285,227
|
|
|
164,804
|
|
||
TIMBER AND TIMBERLANDS, NET OF DEPLETION AND AMORTIZATION
|
2,509,485
|
|
|
2,291,015
|
|
||
HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT
INVESTMENTS (NOTE 5)
|
74,888
|
|
|
70,374
|
|
||
PROPERTY, PLANT AND EQUIPMENT
|
|
|
|
||||
Land
|
2,279
|
|
|
2,279
|
|
||
Buildings
|
8,202
|
|
|
7,990
|
|
||
Machinery and equipment
|
4,674
|
|
|
4,658
|
|
||
Construction in progress
|
15,897
|
|
|
8,170
|
|
||
Total property, plant and equipment, gross
|
31,052
|
|
|
23,097
|
|
||
Less — accumulated depreciation
|
(9,492
|
)
|
|
(9,063
|
)
|
||
Total property, plant and equipment, net
|
21,560
|
|
|
14,034
|
|
||
RESTRICTED CASH (Note 16)
|
11,781
|
|
|
71,708
|
|
||
OTHER ASSETS
|
49,853
|
|
|
73,825
|
|
||
TOTAL ASSETS
|
|
$2,952,794
|
|
|
|
$2,685,760
|
|
LIABILITIES AND SHAREHOLDERS’ EQUITY
|
|||||||
CURRENT LIABILITIES
|
|
|
|
||||
Accounts payable
|
|
$28,696
|
|
|
|
$22,337
|
|
Insurance settlement payable (Note 8)
|
73,000
|
|
|
—
|
|
||
Current maturities of long-term debt
|
31,525
|
|
|
31,676
|
|
||
Accrued taxes
|
5,374
|
|
|
2,657
|
|
||
Accrued payroll and benefits
|
5,092
|
|
|
9,277
|
|
||
Accrued interest
|
5,225
|
|
|
5,340
|
|
||
Other current liabilities
|
29,716
|
|
|
20,679
|
|
||
Total current liabilities
|
178,628
|
|
|
91,966
|
|
||
LONG-TERM DEBT, NET OF DEFERRED FINANCING COSTS
|
1,033,621
|
|
|
1,030,205
|
|
||
PENSION AND OTHER POSTRETIREMENT BENEFITS (Note 13)
|
31,589
|
|
|
31,856
|
|
||
OTHER NON-CURRENT LIABILITIES
|
40,846
|
|
|
34,981
|
|
||
COMMITMENTS AND CONTINGENCIES (Notes 6 and 8)
|
|
|
|
||||
SHAREHOLDERS’ EQUITY
|
|
|
|
||||
Common Shares, 480,000,000 shares authorized, 128,897,430 and 122,904,368 shares issued and outstanding
|
868,355
|
|
|
709,867
|
|
||
Retained earnings
|
683,190
|
|
|
700,887
|
|
||
Accumulated other comprehensive income
|
20,175
|
|
|
856
|
|
||
TOTAL RAYONIER INC. SHAREHOLDERS’ EQUITY
|
1,571,720
|
|
|
1,411,610
|
|
||
Noncontrolling interest
|
96,390
|
|
|
85,142
|
|
||
TOTAL SHAREHOLDERS’ EQUITY
|
1,668,110
|
|
|
1,496,752
|
|
||
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
|
|
$2,952,794
|
|
|
|
$2,685,760
|
|
|
Common Shares
|
|
Retained
Earnings
|
|
Accumulated
Other
Comprehensive
Income/(Loss)
|
|
Non-controlling Interest
|
|
Shareholders’
Equity
|
|||||||||||||
|
Shares
|
|
Amount
|
|
||||||||||||||||||
Balance, December 31, 2015
|
122,770,217
|
|
|
|
$708,827
|
|
|
|
$612,760
|
|
|
|
($33,503
|
)
|
|
|
$73,656
|
|
|
|
$1,361,740
|
|
Net income
|
—
|
|
|
—
|
|
|
211,972
|
|
|
—
|
|
|
5,798
|
|
|
217,770
|
|
|||||
Dividends ($1.00 per share)
|
—
|
|
|
—
|
|
|
(123,155
|
)
|
|
—
|
|
|
—
|
|
|
(123,155
|
)
|
|||||
Issuance of shares under incentive stock plans
|
179,743
|
|
|
1,576
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,576
|
|
|||||
Stock-based compensation
|
—
|
|
|
5,136
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,136
|
|
|||||
Repurchase of common shares
|
(45,592
|
)
|
|
(178
|
)
|
|
(690
|
)
|
|
—
|
|
|
—
|
|
|
(868
|
)
|
|||||
Actuarial change and amortization of pension and postretirement plan liabilities
|
—
|
|
|
—
|
|
|
—
|
|
|
5,533
|
|
|
—
|
|
|
5,533
|
|
|||||
Foreign currency translation adjustment
|
—
|
|
|
—
|
|
|
—
|
|
|
2,780
|
|
|
3,542
|
|
|
6,322
|
|
|||||
Cash flow hedges
|
—
|
|
|
—
|
|
|
—
|
|
|
22,608
|
|
|
214
|
|
|
22,822
|
|
|||||
Recapitalization of New Zealand Joint Venture
|
—
|
|
|
(5,398
|
)
|
|
—
|
|
|
3,438
|
|
|
1,960
|
|
|
—
|
|
|||||
Recapitalization costs
|
—
|
|
|
(96
|
)
|
|
—
|
|
|
—
|
|
|
(28
|
)
|
|
(124
|
)
|
|||||
Balance, December 31, 2016
|
122,904,368
|
|
|
|
$709,867
|
|
|
|
$700,887
|
|
|
|
$856
|
|
|
|
$85,142
|
|
|
|
$1,496,752
|
|
Cumulative-effect adjustment due to adoption of ASU No. 2016-16
|
—
|
|
|
—
|
|
|
(14,365
|
)
|
|
—
|
|
|
—
|
|
|
(14,365
|
)
|
|||||
Net income
|
—
|
|
|
—
|
|
|
60,003
|
|
|
—
|
|
|
5,853
|
|
|
65,856
|
|
|||||
Dividends ($0.50 per share)
|
—
|
|
|
—
|
|
|
(63,335
|
)
|
|
—
|
|
|
—
|
|
|
(63,335
|
)
|
|||||
Issuance of shares under incentive stock plans
|
243,360
|
|
|
3,206
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,206
|
|
|||||
Stock-based compensation
|
—
|
|
|
2,892
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,892
|
|
|||||
Repurchase of common shares
|
(298
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Amortization of pension and postretirement plan liabilities
|
—
|
|
|
—
|
|
|
—
|
|
|
233
|
|
|
—
|
|
|
233
|
|
|||||
Foreign currency translation adjustment
|
—
|
|
|
—
|
|
|
—
|
|
|
19,201
|
|
|
4,715
|
|
|
23,916
|
|
|||||
Cash flow hedges
|
—
|
|
|
|
|
|
—
|
|
|
(115
|
)
|
|
680
|
|
|
565
|
|
|||||
Issuance of shares under equity offering, net of costs
|
5,750,000
|
|
|
152,390
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
152,390
|
|
|||||
Balance, June 30, 2017
|
128,897,430
|
|
|
|
$868,355
|
|
|
|
$683,190
|
|
|
|
$20,175
|
|
|
|
$96,390
|
|
|
|
$1,668,110
|
|
|
Six Months Ended June 30,
|
||||||
|
2017
|
|
2016
|
||||
OPERATING ACTIVITIES
|
|
|
|
||||
Net income
|
|
$65,856
|
|
|
|
$126,637
|
|
Adjustments to reconcile net income to cash provided by operating activities:
|
|
|
|
||||
Depreciation, depletion and amortization
|
67,895
|
|
|
51,707
|
|
||
Non-cash cost of land and improved development
|
7,359
|
|
|
5,775
|
|
||
Stock-based incentive compensation expense
|
2,892
|
|
|
2,839
|
|
||
Deferred income taxes
|
15,214
|
|
|
2,840
|
|
||
Amortization of losses from pension and postretirement plans
|
233
|
|
|
1,249
|
|
||
Gain on sale of large disposition of timberlands
|
(28,183
|
)
|
|
(101,325
|
)
|
||
Other
|
1,719
|
|
|
(983
|
)
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Receivables
|
(10,421
|
)
|
|
(9,367
|
)
|
||
Inventories
|
(1,772
|
)
|
|
(2,132
|
)
|
||
Accounts payable
|
5,141
|
|
|
2,315
|
|
||
Income tax receivable/payable
|
(126
|
)
|
|
441
|
|
||
All other operating activities
|
2,508
|
|
|
(3,017
|
)
|
||
CASH PROVIDED BY OPERATING ACTIVITIES
|
128,315
|
|
|
76,979
|
|
||
INVESTING ACTIVITIES
|
|
|
|
||||
Capital expenditures
|
(29,840
|
)
|
|
(26,180
|
)
|
||
Real estate development investments
|
(5,599
|
)
|
|
(3,018
|
)
|
||
Purchase of timberlands
|
(237,235
|
)
|
|
(276,614
|
)
|
||
Assets purchased in business acquisition
|
—
|
|
|
(1,113
|
)
|
||
Net proceeds from large disposition of timberlands
|
42,029
|
|
|
126,965
|
|
||
Rayonier office building under construction
|
(5,573
|
)
|
|
(1,155
|
)
|
||
Change in restricted cash
|
59,927
|
|
|
17,985
|
|
||
Other
|
1,033
|
|
|
(2,066
|
)
|
||
CASH USED FOR INVESTING ACTIVITIES
|
(175,258
|
)
|
|
(165,196
|
)
|
||
FINANCING ACTIVITIES
|
|
|
|
||||
Issuance of debt
|
63,389
|
|
|
653,775
|
|
||
Repayment of debt
|
(60,422
|
)
|
|
(426,173
|
)
|
||
Dividends paid
|
(62,825
|
)
|
|
(61,409
|
)
|
||
Proceeds from the issuance of common shares under incentive stock plan
|
3,206
|
|
|
644
|
|
||
Proceeds from the issuance of common shares from equity offering, net of costs
|
152,390
|
|
|
—
|
|
||
Repurchase of common shares made under share repurchase program
|
—
|
|
|
(690
|
)
|
||
Debt issuance costs
|
—
|
|
|
(818
|
)
|
||
Other
|
—
|
|
|
(139
|
)
|
||
CASH PROVIDED BY FINANCING ACTIVITIES
|
95,738
|
|
|
165,190
|
|
||
EFFECT OF EXCHANGE RATE CHANGES ON CASH
|
1,855
|
|
|
904
|
|
||
CASH AND CASH EQUIVALENTS
|
|
|
|
||||
Change in cash and cash equivalents
|
50,650
|
|
|
77,877
|
|
||
Balance, beginning of year
|
85,909
|
|
|
51,777
|
|
||
Balance, end of period
|
|
$136,559
|
|
|
|
$129,654
|
|
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
|
|
|
|
||||
Cash paid during the period:
|
|
|
|
||||
Interest (a)
|
|
$16,546
|
|
|
|
$16,934
|
|
Income taxes
|
376
|
|
|
337
|
|
||
Non-cash investing activity:
|
|
|
|
||||
Capital assets purchased on account
|
5,284
|
|
|
2,062
|
|
|
|
|
|
|
(a)
|
Interest paid is presented net of patronage payments received of
$3.0 million
and
$0.4 million
for the six months ended June 30, 2017 and June 30, 2016, respectively. For additional information on patronage payments, see Note 5 — Debt in the 2016 Form 10-K.
|
1.
|
SUMMARY OF SIGNIFCANT ACCOUNTING POLICIES
|
2.
|
JOINT VENTURE INVESTMENT
|
3.
|
SEGMENT AND GEOGRAPHICAL INFORMATION
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
SALES
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Southern Timber
|
|
$30,778
|
|
|
|
$29,640
|
|
|
|
$63,493
|
|
|
|
$74,380
|
|
Pacific Northwest Timber
|
19,451
|
|
|
16,869
|
|
|
44,243
|
|
|
36,178
|
|
||||
New Zealand Timber
|
77,163
|
|
|
47,748
|
|
|
117,904
|
|
|
83,772
|
|
||||
Real Estate (a)
|
25,620
|
|
|
137,307
|
|
|
79,909
|
|
|
150,670
|
|
||||
Trading
|
41,707
|
|
|
29,986
|
|
|
75,683
|
|
|
51,393
|
|
||||
Total
|
|
$194,719
|
|
|
|
$261,550
|
|
|
|
$381,232
|
|
|
|
$396,393
|
|
|
|
|
|
|
(a)
|
The six months ended June 30, 2017 includes
$42.0 million
from Large Dispositions. The three and six months ended June 30, 2016 includes
$129.5 million
from Large Dispositions.
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
OPERATING INCOME (LOSS)
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Southern Timber
|
|
$9,655
|
|
|
|
$11,039
|
|
|
|
$23,594
|
|
|
|
$26,793
|
|
Pacific Northwest Timber
|
(1,535
|
)
|
|
1,034
|
|
|
(2,413
|
)
|
|
2,419
|
|
||||
New Zealand Timber
|
26,804
|
|
|
10,028
|
|
|
37,046
|
|
|
14,772
|
|
||||
Real Estate (a)
|
16,133
|
|
|
105,695
|
|
|
45,798
|
|
|
109,920
|
|
||||
Trading
|
1,141
|
|
|
625
|
|
|
2,239
|
|
|
975
|
|
||||
Corporate and other
|
(5,305
|
)
|
|
(6,854
|
)
|
|
(10,110
|
)
|
|
(10,315
|
)
|
||||
Total Operating Income
|
46,893
|
|
|
121,567
|
|
|
96,154
|
|
|
144,564
|
|
||||
Unallocated interest expense and other
|
(8,627
|
)
|
|
(7,712
|
)
|
|
(16,524
|
)
|
|
(16,432
|
)
|
||||
Total Income before Income Taxes
|
|
$38,266
|
|
|
|
$113,855
|
|
|
|
$79,630
|
|
|
|
$128,132
|
|
|
|
|
|
|
(a)
|
The six months ended June 30, 2017 includes
$28.2 million
from Large Dispositions. The three and six months ended June 30, 2016 includes
$101.3 million
from Large Dispositions.
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
DEPRECIATION, DEPLETION AND AMORTIZATION
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Southern Timber
|
|
$11,904
|
|
|
|
$10,559
|
|
|
|
$24,356
|
|
|
|
$27,115
|
|
Pacific Northwest Timber
|
7,075
|
|
|
3,672
|
|
|
17,285
|
|
|
8,311
|
|
||||
New Zealand Timber (a)
|
15,456
|
|
|
6,437
|
|
|
20,863
|
|
|
11,296
|
|
||||
Real Estate (b)
|
2,596
|
|
|
23,525
|
|
|
13,303
|
|
|
26,728
|
|
||||
Trading
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Corporate and other
|
92
|
|
|
105
|
|
|
192
|
|
|
190
|
|
||||
Total
|
|
$37,123
|
|
|
|
$44,298
|
|
|
|
$75,999
|
|
|
|
$73,640
|
|
|
|
|
|
|
(a)
|
The three and six months ended June 30, 2017 includes
$8.9 million
of timber cost basis expensed in conjunction with a timberland sale.
|
(b)
|
The six months ended June 30, 2017 includes
$8.1 million
from Large Dispositions. The three and six months ended June 30, 2016 includes
$21.9 million
from Large Dispositions.
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
NON-CASH COST OF LAND AND IMPROVED DEVELOPMENT
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Southern Timber
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Pacific Northwest Timber
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
New Zealand Timber
|
128
|
|
|
—
|
|
|
128
|
|
|
1,824
|
|
||||
Real Estate (a)
|
2,752
|
|
|
3,471
|
|
|
12,974
|
|
|
5,755
|
|
||||
Trading
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Total
|
|
$2,880
|
|
|
|
$3,471
|
|
|
|
$13,102
|
|
|
|
$7,579
|
|
|
|
|
|
|
(a)
|
The six months ended June 30, 2017 includes
$5.7 million
from Large Dispositions. The three and six months ended June 30, 2016 includes
$1.8 million
from Large Dispositions.
|
4.
|
DEBT
|
|
June 30, 2017
|
||
Term Credit Agreement borrowings due 2024 at a variable interest rate of 2.7% at June 30, 2017 (a)
|
|
$350,000
|
|
Senior Notes due 2022 at a fixed interest rate of 3.75%
|
325,000
|
|
|
Incremental Term Loan Agreement borrowings due 2026 at a variable interest rate of 2.95% at June 30, 2017 (b)
|
300,000
|
|
|
Mortgage Notes due 2017 at fixed interest rates of 4.35%
|
31,525
|
|
|
Revolving Credit Facility borrowings due 2020 at an average variable interest rate of 2.5% at June 30, 2017
|
50,000
|
|
|
New Zealand JV noncontrolling interest shareholder loan at 0% interest rate
|
11,899
|
|
|
Total debt
|
1,068,424
|
|
|
Less: Current maturities of long-term debt
|
(31,525
|
)
|
|
Less: Deferred financing costs
|
(3,278
|
)
|
|
Long-term debt, net of deferred financing costs
|
|
$1,033,621
|
|
|
|
|
|
|
(a)
|
As of June 30, 2017, the periodic interest rate on the term loan facility was LIBOR plus
1.625%
. The Company estimates the effective fixed interest rate on the term loan facility to be approximately
3.3%
after consideration of interest rate swaps and estimated patronage refunds.
|
(b)
|
As of June 30, 2017, the periodic interest rate on the incremental term loan was LIBOR plus
1.900%
. The Company estimates the effective fixed interest rate on the incremental term loan facility to be approximately
2.8%
after consideration of interest rate swaps and estimated patronage refunds.
|
2017
|
31,500
|
|
|
2018
|
—
|
|
|
2019
|
—
|
|
|
2020
|
50,000
|
|
|
2021
|
—
|
|
|
Thereafter
|
986,899
|
|
|
Total Debt
|
|
$1,068,399
|
|
5.
|
HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT INVESTMENTS
|
|
Higher and Better Use Timberlands and Real Estate Development Investments
|
||||||||||
|
Land and Timber
|
|
Development Investments
|
|
Total
|
||||||
Non-current portion at December 31, 2016
|
|
$59,956
|
|
|
|
$10,418
|
|
|
|
$70,374
|
|
Plus: Current portion (a)
|
5,096
|
|
|
11,963
|
|
|
17,059
|
|
|||
Total Balance at December 31, 2016
|
65,052
|
|
|
22,381
|
|
|
87,433
|
|
|||
Non-cash cost of land and improved development
|
(998
|
)
|
|
(177
|
)
|
|
(1,175
|
)
|
|||
Timber depletion from harvesting activities and basis of timber sold in real estate sales
|
(1,208
|
)
|
|
—
|
|
|
(1,208
|
)
|
|||
Capitalized real estate development investments (b)
|
—
|
|
|
5,599
|
|
|
5,599
|
|
|||
Capital expenditures (silviculture)
|
141
|
|
|
—
|
|
|
141
|
|
|||
Intersegment transfers
|
4,144
|
|
|
—
|
|
|
4,144
|
|
|||
Total Balance at June 30, 2017
|
67,131
|
|
|
27,803
|
|
|
94,934
|
|
|||
Less: Current portion (a)
|
(5,020
|
)
|
|
(15,026
|
)
|
|
(20,046
|
)
|
|||
Non-current portion at June 30, 2017
|
|
$62,111
|
|
|
|
$12,777
|
|
|
|
$74,888
|
|
|
|
|
|
|
(a)
|
The current portion of Higher and Better Use Timberlands and Real Estate Development Investments is recorded in Inventory. See
Note 15
—
Inventory
for additional information.
|
(b)
|
Capitalized real estate development investments includes
$0.2 million
of capitalized interest.
|
6.
|
COMMITMENTS
|
|
Operating
Leases
|
|
Timberland
Leases (a)
|
|
Commitments (b)
|
|
Total
|
||||||||
Remaining 2017
|
|
$888
|
|
|
|
$4,357
|
|
|
|
$4,778
|
|
|
|
$10,023
|
|
2018
|
1,047
|
|
|
9,350
|
|
|
5,515
|
|
|
15,912
|
|
||||
2019
|
837
|
|
|
8,875
|
|
|
5,515
|
|
|
15,227
|
|
||||
2020
|
660
|
|
|
8,470
|
|
|
5,515
|
|
|
14,645
|
|
||||
2021
|
570
|
|
|
8,529
|
|
|
5,515
|
|
|
14,614
|
|
||||
Thereafter (c)
|
1,208
|
|
|
155,389
|
|
|
16,541
|
|
|
173,138
|
|
||||
|
|
$5,210
|
|
|
|
$194,970
|
|
|
|
$43,379
|
|
|
|
$243,559
|
|
|
|
|
|
|
(a)
|
The majority of timberland leases are subject to increases or decreases based on either the Consumer Price Index, Producer Price Index or market rates.
|
(b)
|
Commitments include payments expected to be made on derivative financial instruments (foreign exchange contracts and interest rate swaps), construction of the Company’s office building and Wildlight development project.
|
(c)
|
Includes
20 years
of future minimum payments for perpetual Crown Forest Licenses (“CFL”). A CFL consists of a license to use public or government owned land to operate a commercial forest. The CFL's extend indefinitely and may only be terminated upon a
35
-year termination notice from the government. If no termination notice is given, the CFLs renew automatically each year for a
one
-year term. As of
June 30, 2017
, the New Zealand JV has
four
CFL’s under termination notice that are currently being relinquished as harvest activities are concluding, as well as
two
fixed term CFL’s expiring in 2062. The annual license fee is determined based on current market rental value, with triennial rent reviews.
|
7.
|
INCOME TAXES
|
8.
|
CONTINGENCIES
|
•
|
Sating v. Rayonier Inc. et al
, Civil Action No. 3:14-cv-01395, filed November 12, 2014 in the United States District Court for the Middle District of Florida;
|
•
|
Keasler v. Rayonier Inc. et al
, Civil Action No. 3:14-cv-01398, filed November 13, 2014 in the United States District Court for the Middle District of Florida;
|
•
|
Lake Worth Firefighters’ Pension Trust Fund v. Rayonier Inc. et al
, Civil Action No. 3:14-cv-01403, filed November 13, 2014 in the United States District Court for the Middle District of Florida;
|
•
|
Christie v. Rayonier Inc. et al
, Civil Action No. 3:14-cv-01429, filed November 21, 2014 in the United States District Court for the Middle District of Florida; and
|
•
|
Brown v. Rayonier Inc. et al
, Civil Action No. 1:14-cv-08986, initially filed in the United States District Court for the Southern District of New York and later transferred to the United States District Court for the Middle District of Florida and assigned as Civil Action No. 3:14-cv-01474.
|
9.
|
GUARANTEES
|
Financial Commitments
|
|
Maximum Potential
Payment
|
|
Carrying Amount
of Associated Liability
|
||||
Standby letters of credit (a)
|
|
|
$14,540
|
|
|
—
|
|
|
Guarantees (b)
|
|
2,254
|
|
|
43
|
|
||
Surety bonds (c)
|
|
1,184
|
|
|
—
|
|
||
Total financial commitments
|
|
|
$17,978
|
|
|
|
$43
|
|
|
|
|
|
|
(a)
|
Approximately
$13.0 million
of the standby letters of credit serve as credit support for infrastructure at the Company’s Wildlight development project. The remaining letters of credit support various insurance related agreements, primarily workers’ compensation. These letters of credit will expire at various dates during 2017 and will be renewed as required.
|
(b)
|
In conjunction with a timberland sale and note monetization in 2004, the Company issued a make-whole agreement pursuant to which it guaranteed
$2.3 million
of obligations of a special-purpose entity that was established to complete the monetization. At
June 30, 2017
, the Company has a
de minimis liability
to reflect the fair market value of its obligation to perform under the make-whole agreement.
|
(c)
|
Rayonier issues surety bonds primarily to secure timber harvesting obligations in the State of Washington and to provide collateral for the Company’s workers’ compensation self-insurance program in that state. Rayonier has also obtained performance bonds to secure the development activity at the Company’s Wildlight development project. These surety bonds expire at various dates during 2017 and 2018 and are expected to be renewed as required.
|
10.
|
EARNINGS PER COMMON SHARE
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Net Income
|
|
$30,773
|
|
|
|
$111,579
|
|
|
|
$65,856
|
|
|
|
$126,637
|
|
Less: Net income attributable to noncontrolling interest
|
4,612
|
|
|
1,758
|
|
|
5,853
|
|
|
2,344
|
|
||||
Net income attributable to Rayonier Inc.
|
|
$26,161
|
|
|
|
$109,821
|
|
|
|
$60,003
|
|
|
|
$124,293
|
|
|
|
|
|
|
|
|
|
||||||||
Shares used for determining basic earnings per common share
|
128,548,218
|
|
|
122,567,853
|
|
|
126,081,762
|
|
|
122,562,046
|
|
||||
Dilutive effect of:
|
|
|
|
|
|
|
|
||||||||
Stock options
|
92,513
|
|
|
98,407
|
|
|
99,602
|
|
|
75,967
|
|
||||
Performance and restricted shares
|
447,448
|
|
|
154,654
|
|
|
337,862
|
|
|
94,889
|
|
||||
Shares used for determining diluted earnings per common share
|
129,088,179
|
|
|
122,820,914
|
|
|
126,519,226
|
|
|
122,732,902
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Basic earnings per common share attributable to Rayonier Inc.:
|
|
$0.20
|
|
|
|
$0.90
|
|
|
|
$0.48
|
|
|
|
$1.01
|
|
|
|
|
|
|
|
|
|
||||||||
Diluted earnings per common share attributable to Rayonier Inc.:
|
|
$0.20
|
|
|
|
$0.89
|
|
|
|
$0.47
|
|
|
|
$1.01
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||
Anti-dilutive shares excluded from the computations of diluted earnings per share:
|
|
|
|
|
|
|
|
||||
Stock options, performance and restricted shares
|
586,017
|
|
|
748,402
|
|
|
589,335
|
|
|
921,928
|
|
Total
|
586,017
|
|
|
748,402
|
|
|
589,335
|
|
|
921,928
|
|
11.
|
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES
|
|
|
|
Three Months Ended
June 30, |
||||||
|
Income Statement Location
|
|
2017
|
|
2016
|
||||
Derivatives designated as cash flow hedges:
|
|
|
|
|
|
||||
Foreign currency exchange contracts
|
Other comprehensive income (loss)
|
|
|
$3,261
|
|
|
|
$1,116
|
|
Foreign currency option contracts
|
Other comprehensive income (loss)
|
|
976
|
|
|
1,096
|
|
||
Interest rate swaps
|
Other comprehensive income (loss)
|
|
(5,022
|
)
|
|
(14,102
|
)
|
||
|
|
|
|
|
|
||||
Derivatives not designated as hedging instruments:
|
|
|
|
|
|||||
|
Interest income and miscellaneous income (expense), net
|
|
(462
|
)
|
|
—
|
|
|
Notional Amount
|
||||||
|
June 30, 2017
|
|
December 31, 2016
|
||||
Derivatives designated as cash flow hedges:
|
|
|
|
||||
Foreign currency exchange contracts
|
|
$65,250
|
|
|
|
$44,800
|
|
Foreign currency option contracts
|
68,000
|
|
|
91,000
|
|
||
Interest rate swaps
|
650,000
|
|
|
650,000
|
|
||
|
|
|
|
||||
Derivative not designated as a hedging instrument:
|
|
|
|
||||
Foreign currency exchange contracts
|
14,083
|
|
|
—
|
|
|
Location on Balance Sheet
|
|
Fair Value Assets / (Liabilities) (a)
|
||||||
|
|
|
June 30, 2017
|
|
December 31, 2016
|
||||
Derivatives designated as cash flow hedges:
|
|
|
|
|
|||||
Foreign currency exchange contracts
|
Other current assets
|
|
|
$3,188
|
|
|
|
$692
|
|
|
Other assets
|
|
675
|
|
|
33
|
|
||
|
Other current liabilities
|
|
—
|
|
|
(261
|
)
|
||
Foreign currency option contracts
|
Other current assets
|
|
1,162
|
|
|
1,064
|
|
||
|
Other assets
|
|
392
|
|
|
327
|
|
||
|
Other current liabilities
|
|
(132
|
)
|
|
(574
|
)
|
||
|
Other non-current liabilities
|
|
(119
|
)
|
|
(426
|
)
|
||
Interest rate swaps
|
Other assets
|
|
15,265
|
|
|
17,204
|
|
||
|
Other non-current liabilities
|
|
(6,428
|
)
|
|
(5,979
|
)
|
||
|
|
|
|
|
|
||||
Derivative not designated as a hedging instrument:
|
|
|
|
|
|||||
Foreign currency exchange contracts
|
Other current liabilities
|
|
(350
|
)
|
|
—
|
|
||
|
|
|
|
|
|
||||
Total derivative contracts:
|
|
|
|
|
|
||||
Other current assets
|
|
|
|
$4,350
|
|
|
|
$1,756
|
|
Other assets
|
|
|
16,332
|
|
|
17,564
|
|
||
Total derivative assets
|
|
|
|
$20,682
|
|
|
|
$19,320
|
|
|
|
|
|
|
|
||||
Other current liabilities
|
|
|
(482
|
)
|
|
(835
|
)
|
||
Other non-current liabilities
|
|
|
(6,547
|
)
|
|
(6,405
|
)
|
||
Total derivative liabilities
|
|
|
|
($7,029
|
)
|
|
|
($7,240
|
)
|
|
|
|
|
|
(a)
|
See
Note 12
—
Fair Value Measurements
for further information on the fair value of the Company’s derivatives including their classification within the fair value hierarchy.
|
12.
|
FAIR VALUE MEASUREMENTS
|
|
June 30, 2017
|
|
December 31, 2016
|
||||||||||||||||||
Asset (Liability) (a)
|
Carrying
Amount
|
|
Fair Value
|
|
Carrying
Amount
|
|
Fair Value
|
||||||||||||||
|
|
|
Level 1
|
|
Level 2
|
|
|
|
Level 1
|
|
Level 2
|
||||||||||
Cash and cash equivalents
|
|
$136,559
|
|
|
|
$136,559
|
|
|
—
|
|
|
|
$85,909
|
|
|
|
$85,909
|
|
|
—
|
|
Restricted cash (b)
|
11,781
|
|
|
11,781
|
|
|
—
|
|
|
71,708
|
|
|
71,708
|
|
|
—
|
|
||||
Current maturities of long-term debt
|
(31,525
|
)
|
|
—
|
|
|
(31,546
|
)
|
|
(31,676
|
)
|
|
—
|
|
|
(31,984
|
)
|
||||
Long-term debt (c)
|
(1,033,621
|
)
|
|
—
|
|
|
(1,041,774
|
)
|
|
(1,030,205
|
)
|
|
—
|
|
|
(1,030,708
|
)
|
||||
Interest rate swaps (d)
|
8,837
|
|
|
—
|
|
|
8,837
|
|
|
11,225
|
|
|
—
|
|
|
11,225
|
|
||||
Foreign currency exchange contracts (d)
|
3,513
|
|
|
—
|
|
|
3,513
|
|
|
464
|
|
|
—
|
|
|
464
|
|
||||
Foreign currency option contracts (d)
|
1,303
|
|
|
—
|
|
|
1,303
|
|
|
391
|
|
|
—
|
|
|
391
|
|
|
|
|
|
|
(a)
|
The Company did not have Level 3 assets or liabilities at
June 30, 2017
.
|
(b)
|
Restricted cash represent the proceeds from like-kind exchange sales deposited with a third-party intermediary and cash held in escrow for a real estate sale. See
Note 16
—
Restricted Cash
for additional information.
|
(c)
|
The carrying amount of long-term debt is presented net of capitalized debt costs on non-revolving debt.
|
(d)
|
See
Note 11
—
Derivative Financial Instruments and Hedging Activities
for information regarding the Balance Sheet classification of the Company’s derivative financial instruments.
|
13.
|
EMPLOYEE BENEFIT PLANS
|
|
Pension
|
|
Postretirement
|
||||||||||||
|
Three Months Ended
June 30, |
|
Three Months Ended
June 30, |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Components of Net Periodic Benefit Cost
|
|
|
|
|
|
|
|
||||||||
Service cost
|
—
|
|
|
|
$327
|
|
|
|
$13
|
|
|
|
$2
|
|
|
Interest cost
|
815
|
|
|
869
|
|
|
2
|
|
|
12
|
|
||||
Expected return on plan assets (a)
|
(945
|
)
|
|
(1,008
|
)
|
|
—
|
|
|
—
|
|
||||
Amortization of losses
|
116
|
|
|
632
|
|
|
—
|
|
|
—
|
|
||||
Net periodic benefit (gain) cost
|
|
($14
|
)
|
|
|
$820
|
|
|
|
$15
|
|
|
|
$14
|
|
|
|
|
|
|
|
|
|
|
Pension
|
|
Postretirement
|
||||||||||||
|
Six Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Components of Net Periodic Benefit Cost
|
|
|
|
|
|
|
|
||||||||
Service cost
|
—
|
|
|
|
$653
|
|
|
|
$26
|
|
|
|
$3
|
|
|
Interest cost
|
1,630
|
|
|
1,737
|
|
|
3
|
|
|
24
|
|
||||
Expected return on plan assets (a)
|
(1,891
|
)
|
|
(2,015
|
)
|
|
—
|
|
|
—
|
|
||||
Amortization of losses (gains)
|
233
|
|
|
1,261
|
|
|
—
|
|
|
(12
|
)
|
||||
Net periodic benefit (gain) cost
|
|
($28
|
)
|
|
|
$1,636
|
|
|
|
$29
|
|
|
|
$15
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
The weighted-average expected long-term rate of return on plan assets used in computing 2017 net periodic benefit cost for pension benefits is
7.2
percent.
|
14.
|
OTHER OPERATING INCOME, NET
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Lease and license income, primarily from hunting
|
|
$3,978
|
|
|
|
$5,661
|
|
|
|
$8,088
|
|
|
|
$10,221
|
|
Other non-timber income
|
1,426
|
|
|
536
|
|
|
4,173
|
|
|
1,055
|
|
||||
Foreign currency loss
|
(463
|
)
|
|
(204
|
)
|
|
(150
|
)
|
|
(499
|
)
|
||||
(Loss) gain on sale or disposal of property and equipment
|
(7
|
)
|
|
24
|
|
|
(6
|
)
|
|
24
|
|
||||
Gain (loss) on foreign currency exchange and option contracts
|
529
|
|
|
(551
|
)
|
|
1,181
|
|
|
(1,072
|
)
|
||||
Deferred payment related to a prior land sale
|
—
|
|
|
4,000
|
|
|
—
|
|
|
4,000
|
|
||||
Costs related to acquisition
|
—
|
|
|
(1,215
|
)
|
|
—
|
|
|
(1,215
|
)
|
||||
Gain on foreign currency derivatives (a)
|
—
|
|
|
—
|
|
|
—
|
|
|
1,153
|
|
||||
Log trading agency and marketing fees
|
658
|
|
|
592
|
|
|
1,126
|
|
|
931
|
|
||||
Gain on sale of carbon credits
|
—
|
|
|
754
|
|
|
—
|
|
|
754
|
|
||||
Miscellaneous (expense) income, net
|
(14
|
)
|
|
(134
|
)
|
|
446
|
|
|
16
|
|
||||
Total
|
|
$6,107
|
|
|
|
$9,463
|
|
|
|
$14,858
|
|
|
|
$15,368
|
|
|
|
|
|
|
(a)
|
The Company used foreign exchange derivatives to mitigate the risk of fluctuations in foreign exchange rates while awaiting the capital contribution to the New Zealand JV.
|
15.
|
INVENTORY
|
|
June 30, 2017
|
|
December 31, 2016
|
||||
Finished goods inventory
|
|
|
|
||||
Real estate inventory (a)
|
|
$20,046
|
|
|
|
$17,059
|
|
Log inventory
|
6,317
|
|
|
4,320
|
|
||
Total inventory
|
|
$26,363
|
|
|
|
$21,379
|
|
|
|
|
|
|
(a)
|
Represents cost of HBU real estate (including capitalized development investments) expected to be sold within 12
|
16.
|
RESTRICTED CASH
|
17.
|
ASSETS HELD FOR SALE
|
18.
|
ACCUMULATED OTHER COMPREHENSIVE INCOME/(LOSS)
|
|
Foreign currency translation gains/ (losses)
|
|
Net investment hedges of New Zealand JV
|
|
Cash flow hedges
|
|
Employee benefit plans
|
|
Total
|
||||||||||
Balance as of December 31, 2015
|
|
($2,450
|
)
|
|
|
$6,271
|
|
|
|
($11,592
|
)
|
|
|
($25,732
|
)
|
|
|
($33,503
|
)
|
Other comprehensive income/(loss) before reclassifications
|
7,387
|
|
|
—
|
|
|
22,024
|
|
|
3,020
|
|
(b)
|
32,431
|
|
|||||
Amounts reclassified from accumulated other comprehensive loss
|
—
|
|
|
(4,606
|
)
|
|
583
|
|
|
2,513
|
|
(c)
|
(1,510
|
)
|
|||||
Net other comprehensive income/(loss)
|
7,387
|
|
|
(4,606
|
)
|
|
22,607
|
|
|
5,533
|
|
|
30,921
|
|
|||||
Recapitalization of New Zealand JV
|
3,622
|
|
|
—
|
|
|
(184
|
)
|
|
—
|
|
|
3,438
|
|
|||||
Balance as of December 31, 2016
|
|
$8,559
|
|
|
|
$1,665
|
|
|
|
$10,831
|
|
|
|
($20,199
|
)
|
|
|
$856
|
|
Other comprehensive income before reclassifications
|
19,201
|
|
|
—
|
|
|
1,140
|
|
(a)
|
—
|
|
|
20,341
|
|
|||||
Amounts reclassified from accumulated other comprehensive income
|
—
|
|
|
—
|
|
|
(1,255
|
)
|
|
233
|
|
(c)
|
(1,022
|
)
|
|||||
Net other comprehensive income
|
19,201
|
|
|
—
|
|
|
(115
|
)
|
|
233
|
|
|
19,319
|
|
|||||
Balance as of June 30, 2017
|
|
$27,760
|
|
|
|
$1,665
|
|
|
|
$10,716
|
|
|
|
($19,966
|
)
|
|
|
$20,175
|
|
|
|
|
|
|
(a)
|
Includes
$2.4 million
of other comprehensive loss related to interest rate swaps. See
Note 11
—
Derivative Financial Instruments and Hedging Activities
for additional information.
|
(b)
|
This accumulated other comprehensive income component is comprised of
$2.4 million
from the annual computation of pension liabilities and a
$5.4 million
curtailment gain. See Note 15 —
Employee Benefit Plans
of the 2016 Form 10-K
for additional information.
|
(c)
|
This component of other comprehensive income is included in the computation of net periodic pension cost. See
Note 13
—
Employee Benefit Plans
for additional information.
|
Details about accumulated other comprehensive income components
|
|
Amount reclassified from accumulated other comprehensive income
|
|
Affected line item in the income statement
|
||||||
|
|
June 30, 2017
|
|
June 30, 2016
|
|
|
||||
Realized (gain) loss on foreign currency exchange contracts
|
|
|
($1,730
|
)
|
|
|
$341
|
|
|
Other operating income, net
|
Realized (gain) loss on foreign currency option contracts
|
|
(534
|
)
|
|
573
|
|
|
Other operating income, net
|
||
Noncontrolling interest
|
|
521
|
|
|
(320
|
)
|
|
Comprehensive income attributable to noncontrolling interest
|
||
Income tax (expense) benefit on loss from foreign currency contracts
|
|
488
|
|
|
(166
|
)
|
|
Income tax expense
|
||
Net (gain) loss from accumulated other comprehensive income
|
|
|
($1,255
|
)
|
|
|
$428
|
|
|
|
19.
|
CONSOLIDATING FINANCIAL STATEMENTS
|
|
CONDENSED CONSOLIDATING STATEMENTS OF INCOME
AND COMPREHENSIVE INCOME
|
||||||||||||||||||
|
For the Three Months Ended June 30, 2017
|
||||||||||||||||||
|
Rayonier Inc.
(Parent
Issuer)
|
|
Subsidiary Guarantors
|
|
Non-
guarantors
|
|
Consolidating
Adjustments
|
|
Total
Consolidated
|
||||||||||
SALES
|
—
|
|
|
—
|
|
|
|
$194,719
|
|
|
—
|
|
|
|
$194,719
|
|
|||
Costs and Expenses
|
|
|
|
|
|
|
|
|
|
||||||||||
Cost of sales
|
—
|
|
|
—
|
|
|
143,687
|
|
|
—
|
|
|
143,687
|
|
|||||
Selling and general expenses
|
—
|
|
|
4,248
|
|
|
5,998
|
|
|
—
|
|
|
10,246
|
|
|||||
Other operating expense (income), net
|
—
|
|
|
20
|
|
|
(6,127
|
)
|
|
—
|
|
|
(6,107
|
)
|
|||||
|
—
|
|
|
4,268
|
|
|
143,558
|
|
|
—
|
|
|
147,826
|
|
|||||
OPERATING (LOSS) INCOME
|
—
|
|
|
(4,268
|
)
|
|
51,161
|
|
|
—
|
|
|
46,893
|
|
|||||
Interest expense
|
(3,139
|
)
|
|
(4,883
|
)
|
|
(609
|
)
|
|
—
|
|
|
(8,631
|
)
|
|||||
Interest and miscellaneous income (expense), net
|
2,345
|
|
|
695
|
|
|
(3,036
|
)
|
|
—
|
|
|
4
|
|
|||||
Equity in income from subsidiaries
|
26,955
|
|
|
35,580
|
|
|
—
|
|
|
(62,535
|
)
|
|
—
|
|
|||||
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES
|
26,161
|
|
|
27,124
|
|
|
47,516
|
|
|
(62,535
|
)
|
|
38,266
|
|
|||||
Income tax expense
|
—
|
|
|
(169
|
)
|
|
(7,324
|
)
|
|
—
|
|
|
(7,493
|
)
|
|||||
INCOME FROM CONTINUING OPERATIONS
|
26,161
|
|
|
26,955
|
|
|
40,192
|
|
|
(62,535
|
)
|
|
30,773
|
|
|||||
DISCONTINUED OPERATIONS, NET
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from discontinued operations, net of income taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
NET INCOME
|
26,161
|
|
|
26,955
|
|
|
40,192
|
|
|
(62,535
|
)
|
|
30,773
|
|
|||||
Less: Net income attributable to noncontrolling interest
|
—
|
|
|
—
|
|
|
4,612
|
|
|
—
|
|
|
4,612
|
|
|||||
NET INCOME ATTRIBUTABLE TO RAYONIER INC.
|
26,161
|
|
|
26,955
|
|
|
35,580
|
|
|
(62,535
|
)
|
|
26,161
|
|
|||||
OTHER COMPREHENSIVE INCOME
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Foreign currency translation adjustment, net of income tax
|
17,199
|
|
|
—
|
|
|
21,484
|
|
|
(17,199
|
)
|
|
21,484
|
|
|||||
Cash flow hedges, net of income tax
|
(2,686
|
)
|
|
(5,021
|
)
|
|
3,033
|
|
|
2,686
|
|
|
(1,988
|
)
|
|||||
Amortization of pension and postretirement plans, net of income tax
|
116
|
|
|
116
|
|
|
—
|
|
|
(116
|
)
|
|
116
|
|
|||||
Total other comprehensive income
|
14,629
|
|
|
(4,905
|
)
|
|
24,517
|
|
|
(14,629
|
)
|
|
19,612
|
|
|||||
COMPREHENSIVE INCOME
|
40,790
|
|
|
22,050
|
|
|
64,709
|
|
|
(77,164
|
)
|
|
50,385
|
|
|||||
Less: Comprehensive income attributable to noncontrolling interest
|
—
|
|
|
—
|
|
|
9,595
|
|
|
—
|
|
|
9,595
|
|
|||||
COMPREHENSIVE INCOME ATTRIBUTABLE TO RAYONIER INC.
|
|
$40,790
|
|
|
|
$22,050
|
|
|
|
$55,114
|
|
|
|
($77,164
|
)
|
|
|
$40,790
|
|
|
|
|
|
|
|
|
|
|
|
|
CONDENSED CONSOLIDATING STATEMENTS OF INCOME
AND COMPREHENSIVE INCOME
|
||||||||||||||||||
|
For the Three Months Ended June 30, 2016
|
||||||||||||||||||
|
Rayonier Inc.
(Parent
Issuer)
|
|
Subsidiary Guarantors
|
|
Non-
guarantors
|
|
Consolidating
Adjustments
|
|
Total
Consolidated
|
||||||||||
SALES
|
—
|
|
|
—
|
|
|
|
$261,550
|
|
|
—
|
|
|
|
$261,550
|
|
|||
Costs and Expenses
|
|
|
|
|
|
|
|
|
|
||||||||||
Cost of sales
|
—
|
|
|
—
|
|
|
138,194
|
|
|
—
|
|
|
138,194
|
|
|||||
Selling and general expenses
|
—
|
|
|
2,643
|
|
|
8,609
|
|
|
—
|
|
|
11,252
|
|
|||||
Other operating income (expense), net
|
—
|
|
|
1,343
|
|
|
(10,806
|
)
|
|
—
|
|
|
(9,463
|
)
|
|||||
|
—
|
|
|
3,986
|
|
|
135,997
|
|
|
—
|
|
|
139,983
|
|
|||||
OPERATING (LOSS) INCOME
|
—
|
|
|
(3,986
|
)
|
|
125,553
|
|
|
—
|
|
|
121,567
|
|
|||||
Interest expense
|
(3,139
|
)
|
|
(4,384
|
)
|
|
(438
|
)
|
|
—
|
|
|
(7,961
|
)
|
|||||
Interest and miscellaneous income (expense), net
|
2,109
|
|
|
685
|
|
|
(2,545
|
)
|
|
—
|
|
|
249
|
|
|||||
Equity in income from subsidiaries
|
110,851
|
|
|
119,275
|
|
|
—
|
|
|
(230,126
|
)
|
|
—
|
|
|||||
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES
|
109,821
|
|
|
111,590
|
|
|
122,570
|
|
|
(230,126
|
)
|
|
113,855
|
|
|||||
Income tax expense
|
—
|
|
|
(739
|
)
|
|
(1,537
|
)
|
|
—
|
|
|
(2,276
|
)
|
|||||
NET INCOME
|
109,821
|
|
|
110,851
|
|
|
121,033
|
|
|
(230,126
|
)
|
|
111,579
|
|
|||||
Less: Net income attributable to noncontrolling interest
|
—
|
|
|
—
|
|
|
1,758
|
|
|
—
|
|
|
1,758
|
|
|||||
NET INCOME ATTRIBUTABLE TO RAYONIER INC.
|
109,821
|
|
|
110,851
|
|
|
119,275
|
|
|
(230,126
|
)
|
|
109,821
|
|
|||||
OTHER COMPREHENSIVE INCOME
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Foreign currency translation adjustment, net of income tax
|
10,941
|
|
|
—
|
|
|
13,219
|
|
|
(10,941
|
)
|
|
13,219
|
|
|||||
Cash flow hedges, net of income tax
|
(12,850
|
)
|
|
(14,102
|
)
|
|
1,626
|
|
|
12,850
|
|
|
(12,476
|
)
|
|||||
Amortization of pension and postretirement plans, net of income tax
|
632
|
|
|
632
|
|
|
—
|
|
|
(632
|
)
|
|
632
|
|
|||||
Total other comprehensive (loss) income
|
(1,277
|
)
|
|
(13,470
|
)
|
|
14,845
|
|
|
1,277
|
|
|
1,375
|
|
|||||
COMPREHENSIVE INCOME
|
108,544
|
|
|
97,381
|
|
|
135,878
|
|
|
(228,849
|
)
|
|
112,954
|
|
|||||
Less: Comprehensive income attributable to noncontrolling interest
|
—
|
|
|
—
|
|
|
4,410
|
|
|
—
|
|
|
4,410
|
|
|||||
COMPREHENSIVE INCOME ATTRIBUTABLE TO RAYONIER INC.
|
|
$108,544
|
|
|
|
$97,381
|
|
|
|
$131,468
|
|
|
|
($228,849
|
)
|
|
|
$108,544
|
|
|
|
|
|
|
|
|
|
|
|
|
CONDENSED CONSOLIDATING STATEMENTS OF INCOME
AND COMPREHENSIVE INCOME
|
||||||||||||||||||
|
For the Six Months Ended June 30, 2017
|
||||||||||||||||||
|
Rayonier Inc.
(Parent
Issuer)
|
|
Subsidiary Guarantors
|
|
Non-
guarantors
|
|
Consolidating
Adjustments
|
|
Total
Consolidated
|
||||||||||
SALES
|
—
|
|
|
—
|
|
|
|
$381,232
|
|
|
—
|
|
|
|
$381,232
|
|
|||
Costs and Expenses
|
|
|
|
|
|
|
|
|
|
||||||||||
Cost of sales
|
—
|
|
|
—
|
|
|
280,100
|
|
|
—
|
|
|
280,100
|
|
|||||
Selling and general expenses
|
—
|
|
|
7,784
|
|
|
12,052
|
|
|
—
|
|
|
19,836
|
|
|||||
Other operating expense (income), net
|
—
|
|
|
131
|
|
|
(14,989
|
)
|
|
—
|
|
|
(14,858
|
)
|
|||||
|
—
|
|
|
7,915
|
|
|
277,163
|
|
|
—
|
|
|
285,078
|
|
|||||
OPERATING (LOSS) INCOME
|
—
|
|
|
(7,915
|
)
|
|
104,069
|
|
|
—
|
|
|
96,154
|
|
|||||
Interest expense
|
(6,278
|
)
|
|
(9,741
|
)
|
|
(1,027
|
)
|
|
—
|
|
|
(17,046
|
)
|
|||||
Interest and miscellaneous income (expense), net
|
4,547
|
|
|
1,383
|
|
|
(5,408
|
)
|
|
—
|
|
|
522
|
|
|||||
Equity in income from subsidiaries
|
61,734
|
|
|
78,323
|
|
|
—
|
|
|
(140,057
|
)
|
|
—
|
|
|||||
INCOME BEFORE INCOME TAXES
|
60,003
|
|
|
62,050
|
|
|
97,634
|
|
|
(140,057
|
)
|
|
79,630
|
|
|||||
Income tax expense
|
—
|
|
|
(316
|
)
|
|
(13,458
|
)
|
|
—
|
|
|
(13,774
|
)
|
|||||
NET INCOME
|
60,003
|
|
|
61,734
|
|
|
84,176
|
|
|
(140,057
|
)
|
|
65,856
|
|
|||||
Less: Net income attributable to noncontrolling interest
|
—
|
|
|
—
|
|
|
5,853
|
|
|
—
|
|
|
5,853
|
|
|||||
NET INCOME ATTRIBUTABLE TO RAYONIER INC.
|
60,003
|
|
|
61,734
|
|
|
78,323
|
|
|
(140,057
|
)
|
|
60,003
|
|
|||||
OTHER COMPREHENSIVE INCOME
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Foreign currency translation adjustment, net of income tax
|
19,202
|
|
|
—
|
|
|
23,916
|
|
|
(19,202
|
)
|
|
23,916
|
|
|||||
Cash flow hedges, net of income tax
|
(115
|
)
|
|
(2,389
|
)
|
|
2,954
|
|
|
115
|
|
|
565
|
|
|||||
Amortization of pension and postretirement plans, net of income tax
|
233
|
|
|
233
|
|
|
—
|
|
|
(233
|
)
|
|
233
|
|
|||||
Total other comprehensive income
|
19,320
|
|
|
(2,156
|
)
|
|
26,870
|
|
|
(19,320
|
)
|
|
24,714
|
|
|||||
COMPREHENSIVE INCOME
|
79,323
|
|
|
59,578
|
|
|
111,046
|
|
|
(159,377
|
)
|
|
90,570
|
|
|||||
Less: Comprehensive income attributable to noncontrolling interest
|
—
|
|
|
—
|
|
|
11,247
|
|
|
—
|
|
|
11,247
|
|
|||||
COMPREHENSIVE INCOME ATTRIBUTABLE TO RAYONIER INC.
|
|
$79,323
|
|
|
|
$59,578
|
|
|
|
$99,799
|
|
|
|
($159,377
|
)
|
|
|
$79,323
|
|
|
|
|
|
|
|
|
|
|
|
|
CONDENSED CONSOLIDATING STATEMENTS OF INCOME
AND COMPREHENSIVE INCOME
|
||||||||||||||||||
|
For the Six Months Ended June 30, 2016
|
||||||||||||||||||
|
Rayonier Inc.
(Parent
Issuer)
|
|
Subsidiary Guarantors
|
|
Non-
guarantors
|
|
Consolidating
Adjustments
|
|
Total
Consolidated
|
||||||||||
SALES
|
—
|
|
|
—
|
|
|
|
$396,393
|
|
|
—
|
|
|
|
$396,393
|
|
|||
Costs and Expenses
|
|
|
|
|
|
|
|
|
|
||||||||||
Cost of sales
|
—
|
|
|
—
|
|
|
246,166
|
|
|
—
|
|
|
246,166
|
|
|||||
Selling and general expenses
|
—
|
|
|
5,581
|
|
|
15,450
|
|
|
—
|
|
|
21,031
|
|
|||||
Other operating expense (income), net
|
—
|
|
|
188
|
|
|
(15,556
|
)
|
|
—
|
|
|
(15,368
|
)
|
|||||
|
—
|
|
|
5,769
|
|
|
246,060
|
|
|
—
|
|
|
251,829
|
|
|||||
OPERATING (LOSS) INCOME
|
—
|
|
|
(5,769
|
)
|
|
150,333
|
|
|
—
|
|
|
144,564
|
|
|||||
Interest expense
|
(6,278
|
)
|
|
(6,528
|
)
|
|
(2,253
|
)
|
|
—
|
|
|
(15,059
|
)
|
|||||
Interest and miscellaneous income (expense), net
|
4,147
|
|
|
1,366
|
|
|
(6,886
|
)
|
|
—
|
|
|
(1,373
|
)
|
|||||
Equity in income from subsidiaries
|
126,424
|
|
|
138,272
|
|
|
—
|
|
|
(264,696
|
)
|
|
—
|
|
|||||
INCOME BEFORE INCOME TAXES
|
124,293
|
|
|
127,341
|
|
|
141,194
|
|
|
(264,696
|
)
|
|
128,132
|
|
|||||
Income tax expense
|
—
|
|
|
(917
|
)
|
|
(578
|
)
|
|
—
|
|
|
(1,495
|
)
|
|||||
NET INCOME
|
124,293
|
|
|
126,424
|
|
|
140,616
|
|
|
(264,696
|
)
|
|
126,637
|
|
|||||
Less: Net income attributable to noncontrolling interest
|
—
|
|
|
—
|
|
|
2,344
|
|
|
—
|
|
|
2,344
|
|
|||||
NET INCOME ATTRIBUTABLE TO RAYONIER INC.
|
124,293
|
|
|
126,424
|
|
|
138,272
|
|
|
(264,696
|
)
|
|
124,293
|
|
|||||
OTHER COMPREHENSIVE INCOME (LOSS)
|
|
|
|
|
|
|
|
|
|
||||||||||
Foreign currency translation adjustment, net of income tax
|
10,737
|
|
|
(4,606
|
)
|
|
20,629
|
|
|
(10,737
|
)
|
|
16,023
|
|
|||||
Cash flow hedges, net of income tax
|
(26,773
|
)
|
|
(28,988
|
)
|
|
2,738
|
|
|
26,773
|
|
|
(26,250
|
)
|
|||||
Amortization of pension and postretirement plans, net of income tax
|
1,249
|
|
|
1,249
|
|
|
—
|
|
|
(1,249
|
)
|
|
1,249
|
|
|||||
Total other comprehensive (loss) income
|
(14,787
|
)
|
|
(32,345
|
)
|
|
23,367
|
|
|
14,787
|
|
|
(8,978
|
)
|
|||||
COMPREHENSIVE INCOME
|
109,506
|
|
|
94,079
|
|
|
163,983
|
|
|
(249,909
|
)
|
|
117,659
|
|
|||||
Less: Comprehensive income attributable to noncontrolling interest
|
—
|
|
|
—
|
|
|
8,153
|
|
|
—
|
|
|
8,153
|
|
|||||
COMPREHENSIVE INCOME ATTRIBUTABLE TO RAYONIER INC.
|
|
$109,506
|
|
|
|
$94,079
|
|
|
|
$155,830
|
|
|
|
($249,909
|
)
|
|
|
$109,506
|
|
|
|
|
|
|
|
|
|
|
|
|
CONDENSED CONSOLIDATING BALANCE SHEETS
|
||||||||||||||||||
|
As of June 30, 2017
|
||||||||||||||||||
|
Rayonier Inc.
(Parent
Issuer)
|
|
Subsidiary Guarantors
|
|
Non-
guarantors
|
|
Consolidating
Adjustments
|
|
Total
Consolidated
|
||||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
||||||||||
CURRENT ASSETS
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
|
$81,157
|
|
|
|
$12,585
|
|
|
|
$42,817
|
|
|
—
|
|
|
|
$136,559
|
|
|
Accounts receivable, less allowance for doubtful accounts
|
—
|
|
|
1,911
|
|
|
28,270
|
|
|
—
|
|
|
30,181
|
|
|||||
Insurance settlement receivable
|
73,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
73,000
|
|
|||||
Inventory
|
—
|
|
|
—
|
|
|
26,363
|
|
|
—
|
|
|
26,363
|
|
|||||
Prepaid expenses
|
—
|
|
|
1,848
|
|
|
12,879
|
|
|
—
|
|
|
14,727
|
|
|||||
Other current assets
|
—
|
|
|
14
|
|
|
4,383
|
|
|
—
|
|
|
4,397
|
|
|||||
Total current assets
|
154,157
|
|
|
16,358
|
|
|
114,712
|
|
|
—
|
|
|
285,227
|
|
|||||
TIMBER AND TIMBERLANDS, NET OF DEPLETION AND AMORTIZATION
|
—
|
|
|
—
|
|
|
2,509,485
|
|
|
—
|
|
|
2,509,485
|
|
|||||
HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT INVESTMENTS
|
—
|
|
|
—
|
|
|
74,888
|
|
|
—
|
|
|
74,888
|
|
|||||
NET PROPERTY, PLANT AND EQUIPMENT
|
—
|
|
|
105
|
|
|
21,455
|
|
|
—
|
|
|
21,560
|
|
|||||
RESTRICTED CASH
|
—
|
|
|
—
|
|
|
11,781
|
|
|
—
|
|
|
11,781
|
|
|||||
INVESTMENT IN SUBSIDIARIES
|
1,516,570
|
|
|
2,812,673
|
|
|
—
|
|
|
(4,329,243
|
)
|
|
—
|
|
|||||
INTERCOMPANY RECEIVABLE
|
32,573
|
|
|
(622,196
|
)
|
|
589,623
|
|
|
—
|
|
|
—
|
|
|||||
OTHER ASSETS
|
2
|
|
|
7,452
|
|
|
42,399
|
|
|
—
|
|
|
49,853
|
|
|||||
TOTAL ASSETS
|
|
$1,703,302
|
|
|
|
$2,214,392
|
|
|
|
$3,364,343
|
|
|
|
($4,329,243
|
)
|
|
|
$2,952,794
|
|
LIABILITIES AND SHAREHOLDERS’ EQUITY
|
|
|
|
|
|
|
|
|
|
||||||||||
CURRENT LIABILITIES
|
|
|
|
|
|
|
|
|
|
||||||||||
Accounts payable
|
—
|
|
|
|
$2,186
|
|
|
|
$26,510
|
|
|
—
|
|
|
|
$28,696
|
|
||
Insurance settlement payable
|
73,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
73,000
|
|
|||||
Current maturities of long-term debt
|
31,525
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
31,525
|
|
|||||
Accrued taxes
|
—
|
|
|
(41
|
)
|
|
5,415
|
|
|
—
|
|
|
5,374
|
|
|||||
Accrued payroll and benefits
|
—
|
|
|
2,460
|
|
|
2,632
|
|
|
—
|
|
|
5,092
|
|
|||||
Accrued interest
|
3,047
|
|
|
1,940
|
|
|
238
|
|
|
—
|
|
|
5,225
|
|
|||||
Other current liabilities
|
—
|
|
|
647
|
|
|
29,069
|
|
|
—
|
|
|
29,716
|
|
|||||
Total current liabilities
|
107,572
|
|
|
7,192
|
|
|
63,864
|
|
|
—
|
|
|
178,628
|
|
|||||
LONG-TERM DEBT, NET OF DEFERRED FINANCING COSTS
|
291,725
|
|
|
663,473
|
|
|
78,423
|
|
|
—
|
|
|
1,033,621
|
|
|||||
PENSION AND OTHER POSTRETIREMENT BENEFITS
|
—
|
|
|
32,274
|
|
|
(685
|
)
|
|
—
|
|
|
31,589
|
|
|||||
OTHER NON-CURRENT LIABILITIES
|
—
|
|
|
13,844
|
|
|
27,002
|
|
|
—
|
|
|
40,846
|
|
|||||
INTERCOMPANY PAYABLE
|
(267,715
|
)
|
|
(18,961
|
)
|
|
286,676
|
|
|
—
|
|
|
—
|
|
|||||
TOTAL RAYONIER INC. SHAREHOLDERS’ EQUITY
|
1,571,720
|
|
|
1,516,570
|
|
|
2,812,673
|
|
|
(4,329,243
|
)
|
|
1,571,720
|
|
|||||
Noncontrolling interest
|
—
|
|
|
—
|
|
|
96,390
|
|
|
—
|
|
|
96,390
|
|
|||||
TOTAL SHAREHOLDERS’ EQUITY
|
1,571,720
|
|
|
1,516,570
|
|
|
2,909,063
|
|
|
(4,329,243
|
)
|
|
1,668,110
|
|
|||||
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
|
|
$1,703,302
|
|
|
|
$2,214,392
|
|
|
|
$3,364,343
|
|
|
|
($4,329,243
|
)
|
|
|
$2,952,794
|
|
|
CONDENSED CONSOLIDATING BALANCE SHEETS
|
||||||||||||||||||
|
As of December 31, 2016
|
||||||||||||||||||
|
Rayonier Inc.
(Parent
Issuer)
|
|
Subsidiary Guarantors
|
|
Non-
guarantors
|
|
Consolidating
Adjustments
|
|
Total
Consolidated
|
||||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
||||||||||
CURRENT ASSETS
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
|
$21,453
|
|
|
|
$9,461
|
|
|
|
$54,995
|
|
|
—
|
|
|
|
$85,909
|
|
|
Accounts receivable, less allowance for doubtful accounts
|
—
|
|
|
2,991
|
|
|
17,673
|
|
|
—
|
|
|
20,664
|
|
|||||
Inventory
|
—
|
|
|
—
|
|
|
21,379
|
|
|
—
|
|
|
21,379
|
|
|||||
Prepaid expenses
|
—
|
|
|
427
|
|
|
11,380
|
|
|
—
|
|
|
11,807
|
|
|||||
Assets held for sale
|
—
|
|
|
—
|
|
|
23,171
|
|
|
—
|
|
|
23,171
|
|
|||||
Other current assets
|
—
|
|
|
236
|
|
|
1,638
|
|
|
—
|
|
|
1,874
|
|
|||||
Total current assets
|
21,453
|
|
|
13,115
|
|
|
130,236
|
|
|
—
|
|
|
164,804
|
|
|||||
TIMBER AND TIMBERLANDS, NET OF DEPLETION AND AMORTIZATION
|
—
|
|
|
—
|
|
|
2,291,015
|
|
|
—
|
|
|
2,291,015
|
|
|||||
HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT INVESTMENTS
|
—
|
|
|
—
|
|
|
70,374
|
|
|
—
|
|
|
70,374
|
|
|||||
NET PROPERTY, PLANT AND EQUIPMENT
|
—
|
|
|
177
|
|
|
13,857
|
|
|
—
|
|
|
14,034
|
|
|||||
RETRICTED CASH
|
—
|
|
|
—
|
|
|
71,708
|
|
|
—
|
|
|
71,708
|
|
|||||
INVESTMENT IN SUBSIDIARIES
|
1,422,081
|
|
|
2,671,428
|
|
|
—
|
|
|
(4,093,509
|
)
|
|
—
|
|
|||||
INTERCOMPANY RECEIVABLE
|
26,472
|
|
|
(611,571
|
)
|
|
585,099
|
|
|
—
|
|
|
—
|
|
|||||
OTHER ASSETS
|
2
|
|
|
46,846
|
|
|
26,977
|
|
|
—
|
|
|
73,825
|
|
|||||
TOTAL ASSETS
|
|
$1,470,008
|
|
|
|
$2,119,995
|
|
|
|
$3,189,266
|
|
|
|
($4,093,509
|
)
|
|
|
$2,685,760
|
|
LIABILITIES AND SHAREHOLDERS’ EQUITY
|
|
|
|
|
|
|
|
|
|
||||||||||
CURRENT LIABILITIES
|
|
|
|
|
|
|
|
|
|
||||||||||
Accounts payable
|
—
|
|
|
|
$1,194
|
|
|
|
$21,143
|
|
|
—
|
|
|
|
$22,337
|
|
||
Current maturities of long-term debt
|
31,676
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
31,676
|
|
|||||
Accrued taxes
|
—
|
|
|
(111
|
)
|
|
2,768
|
|
|
—
|
|
|
2,657
|
|
|||||
Accrued payroll and benefits
|
—
|
|
|
5,013
|
|
|
4,264
|
|
|
—
|
|
|
9,277
|
|
|||||
Accrued interest
|
3,047
|
|
|
2,040
|
|
|
253
|
|
|
—
|
|
|
5,340
|
|
|||||
Other current liabilities
|
—
|
|
|
165
|
|
|
20,514
|
|
|
—
|
|
|
20,679
|
|
|||||
Total current liabilities
|
34,723
|
|
|
8,301
|
|
|
48,942
|
|
|
—
|
|
|
91,966
|
|
|||||
LONG-TERM DEBT, NET OF DEFERRED FINANCING COSTS
|
291,390
|
|
|
663,343
|
|
|
75,472
|
|
|
—
|
|
|
1,030,205
|
|
|||||
PENSION AND OTHER POSTRETIREMENT BENEFITS
|
—
|
|
|
32,541
|
|
|
(685
|
)
|
|
—
|
|
|
31,856
|
|
|||||
OTHER NON-CURRENT LIABILITIES
|
—
|
|
|
12,690
|
|
|
22,291
|
|
|
—
|
|
|
34,981
|
|
|||||
INTERCOMPANY PAYABLE
|
(267,715
|
)
|
|
(18,961
|
)
|
|
286,676
|
|
|
—
|
|
|
—
|
|
|||||
TOTAL RAYONIER INC. SHAREHOLDERS’ EQUITY
|
1,411,610
|
|
|
1,422,081
|
|
|
2,671,428
|
|
|
(4,093,509
|
)
|
|
1,411,610
|
|
|||||
Noncontrolling interest
|
—
|
|
|
—
|
|
|
85,142
|
|
|
—
|
|
|
85,142
|
|
|||||
TOTAL SHAREHOLDERS’ EQUITY
|
1,411,610
|
|
|
1,422,081
|
|
|
2,756,570
|
|
|
(4,093,509
|
)
|
|
1,496,752
|
|
|||||
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
|
|
$1,470,008
|
|
|
|
$2,119,995
|
|
|
|
$3,189,266
|
|
|
|
($4,093,509
|
)
|
|
|
$2,685,760
|
|
|
CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
|
|||||||||||||||||
|
For the Six Months Ended June 30, 2017
|
|||||||||||||||||
|
Rayonier Inc.
(Parent
Issuer)
|
|
Subsidiary Guarantors
|
|
Non-
guarantors
|
|
Consolidating
Adjustments
|
|
Total
Consolidated
|
|||||||||
CASH (USED FOR) PROVIDED BY OPERATING ACTIVITIES
|
|
($7,648
|
)
|
|
|
$59,557
|
|
|
|
$76,406
|
|
|
—
|
|
|
|
$128,315
|
|
INVESTING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|||||||||
Capital expenditures
|
—
|
|
|
—
|
|
|
(29,840
|
)
|
|
—
|
|
|
(29,840
|
)
|
||||
Real estate development investments
|
—
|
|
|
—
|
|
|
(5,599
|
)
|
|
—
|
|
|
(5,599
|
)
|
||||
Purchase of timberlands
|
—
|
|
|
—
|
|
|
(237,235
|
)
|
|
—
|
|
|
(237,235
|
)
|
||||
Net proceeds from large disposition
|
—
|
|
|
—
|
|
|
42,029
|
|
|
—
|
|
|
42,029
|
|
||||
Rayonier office building under construction
|
—
|
|
|
—
|
|
|
(5,573
|
)
|
|
—
|
|
|
(5,573
|
)
|
||||
Change in restricted cash
|
—
|
|
|
—
|
|
|
59,927
|
|
|
—
|
|
|
59,927
|
|
||||
Investment in subsidiaries
|
—
|
|
|
6,932
|
|
|
—
|
|
|
(6,932
|
)
|
|
—
|
|
||||
Other
|
—
|
|
|
—
|
|
|
1,033
|
|
|
—
|
|
|
1,033
|
|
||||
CASH (USED FOR) PROVIDED BY INVESTING ACTIVITIES
|
—
|
|
|
6,932
|
|
|
(175,258
|
)
|
|
(6,932
|
)
|
|
(175,258
|
)
|
||||
FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|||||||||
Issuance of debt
|
—
|
|
|
25,000
|
|
|
38,389
|
|
|
—
|
|
|
63,389
|
|
||||
Repayment of debt
|
—
|
|
|
(15,000
|
)
|
|
(45,422
|
)
|
|
—
|
|
|
(60,422
|
)
|
||||
Dividends paid
|
(62,825
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(62,825
|
)
|
||||
Proceeds from the issuance of common shares under incentive stock plan
|
3,206
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,206
|
|
||||
Proceeds from the issuance of common shares under equity offering
|
152,390
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
152,390
|
|
||||
Repurchase of common shares
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Intercompany distributions
|
(25,419
|
)
|
|
(73,365
|
)
|
|
91,852
|
|
|
6,932
|
|
|
—
|
|
||||
Other
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
CASH PROVIDED BY (USED FOR) FINANCING ACTIVITIES
|
67,352
|
|
|
(63,365
|
)
|
|
84,819
|
|
|
6,932
|
|
|
95,738
|
|
||||
EFFECT OF EXCHANGE RATE CHANGES ON CASH
|
—
|
|
|
—
|
|
|
1,855
|
|
|
—
|
|
|
1,855
|
|
||||
CASH AND CASH EQUIVALENTS
|
|
|
|
|
|
|
|
|
|
|||||||||
Change in cash and cash equivalents
|
59,704
|
|
|
3,124
|
|
|
(12,178
|
)
|
|
—
|
|
|
50,650
|
|
||||
Balance, beginning of year
|
21,453
|
|
|
9,461
|
|
|
54,995
|
|
|
—
|
|
|
85,909
|
|
||||
Balance, end of period
|
|
$81,157
|
|
|
|
$12,585
|
|
|
|
$42,817
|
|
|
—
|
|
|
|
$136,559
|
|
|
CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
|
|||||||||||||||||
|
For the Six Months Ended June 30, 2016
|
|||||||||||||||||
|
Rayonier Inc.
(Parent
Issuer)
|
|
Subsidiary Guarantors
|
|
Non-
guarantors
|
|
Consolidating
Adjustments
|
|
Total
Consolidated
|
|||||||||
CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES
|
|
($4,055
|
)
|
|
|
($7,193
|
)
|
|
|
$88,227
|
|
|
—
|
|
|
|
$76,979
|
|
INVESTING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|||||||||
Capital expenditures
|
—
|
|
|
—
|
|
|
(26,180
|
)
|
|
—
|
|
|
(26,180
|
)
|
||||
Real estate development investments
|
—
|
|
|
—
|
|
|
(3,018
|
)
|
|
—
|
|
|
(3,018
|
)
|
||||
Purchase of timberlands
|
—
|
|
|
—
|
|
|
(276,614
|
)
|
|
—
|
|
|
(276,614
|
)
|
||||
Assets purchased in business acquisition
|
—
|
|
|
—
|
|
|
(1,113
|
)
|
|
—
|
|
|
(1,113
|
)
|
||||
Net proceeds from large disposition
|
—
|
|
|
—
|
|
|
126,965
|
|
|
—
|
|
|
126,965
|
|
||||
Rayonier office building under construction
|
—
|
|
|
—
|
|
|
(1,155
|
)
|
|
—
|
|
|
(1,155
|
)
|
||||
Change in restricted cash
|
—
|
|
|
—
|
|
|
17,985
|
|
|
—
|
|
|
17,985
|
|
||||
Investment in subsidiaries
|
—
|
|
|
262,505
|
|
|
—
|
|
|
(262,505
|
)
|
|
—
|
|
||||
Other
|
—
|
|
|
—
|
|
|
(2,066
|
)
|
|
—
|
|
|
(2,066
|
)
|
||||
CASH PROVIDED BY (USED FOR) INVESTING ACTIVITIES
|
—
|
|
|
262,505
|
|
|
(165,196
|
)
|
|
(262,505
|
)
|
|
(165,196
|
)
|
||||
FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|||||||||
Issuance of debt
|
—
|
|
|
518,000
|
|
|
135,775
|
|
|
—
|
|
|
653,775
|
|
||||
Repayment of debt
|
—
|
|
|
(135,000
|
)
|
|
(291,173
|
)
|
|
—
|
|
|
(426,173
|
)
|
||||
Dividends paid
|
(61,409
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(61,409
|
)
|
||||
Proceeds from the issuance of common shares
|
644
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
644
|
|
||||
Repurchase of common shares
|
—
|
|
|
(690
|
)
|
|
—
|
|
|
—
|
|
|
(690
|
)
|
||||
Debt issuance costs
|
—
|
|
|
(818
|
)
|
|
—
|
|
|
—
|
|
|
(818
|
)
|
||||
Intercompany distributions
|
137,844
|
|
|
(638,434
|
)
|
|
238,085
|
|
|
262,505
|
|
|
—
|
|
||||
Other
|
(139
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(139
|
)
|
||||
CASH PROVIDED BY (USED FOR) FINANCING ACTIVITIES
|
76,940
|
|
|
(256,942
|
)
|
|
82,687
|
|
|
262,505
|
|
|
165,190
|
|
||||
EFFECT OF EXCHANGE RATE CHANGES ON CASH
|
—
|
|
|
—
|
|
|
904
|
|
|
—
|
|
|
904
|
|
||||
CASH AND CASH EQUIVALENTS
|
|
|
|
|
|
|
|
|
|
|||||||||
Change in cash and cash equivalents
|
72,885
|
|
|
(1,630
|
)
|
|
6,622
|
|
|
—
|
|
|
77,877
|
|
||||
Balance, beginning of year
|
2,472
|
|
|
13,217
|
|
|
36,088
|
|
|
—
|
|
|
51,777
|
|
||||
Balance, end of period
|
|
$75,357
|
|
|
|
$11,587
|
|
|
|
$42,710
|
|
|
—
|
|
|
|
$129,654
|
|
Item 2.
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations
|
(acres in 000s)
|
As of June 30, 2017
|
|
As of December 31, 2016
|
||||||||||||||
|
Owned
|
|
Leased
|
|
Total
|
|
Owned
|
|
Leased
|
|
Total
|
||||||
Southern
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Alabama
|
254
|
|
|
24
|
|
|
278
|
|
|
284
|
|
|
24
|
|
|
308
|
|
Arkansas
|
—
|
|
|
13
|
|
|
13
|
|
|
—
|
|
|
14
|
|
|
14
|
|
Florida
|
282
|
|
|
102
|
|
|
384
|
|
|
281
|
|
|
92
|
|
|
373
|
|
Georgia
|
617
|
|
|
105
|
|
|
722
|
|
|
554
|
|
|
107
|
|
|
661
|
|
Louisiana
|
145
|
|
|
1
|
|
|
146
|
|
|
145
|
|
|
1
|
|
|
146
|
|
Mississippi
|
67
|
|
|
—
|
|
|
67
|
|
|
67
|
|
|
—
|
|
|
67
|
|
Oklahoma
|
92
|
|
|
—
|
|
|
92
|
|
|
92
|
|
|
—
|
|
|
92
|
|
South Carolina
|
18
|
|
|
—
|
|
|
18
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Tennessee
|
1
|
|
|
—
|
|
|
1
|
|
|
1
|
|
|
—
|
|
|
1
|
|
Texas
|
182
|
|
|
—
|
|
|
182
|
|
|
187
|
|
|
—
|
|
|
187
|
|
|
1,658
|
|
|
245
|
|
|
1,903
|
|
|
1,611
|
|
|
238
|
|
|
1,849
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Pacific Northwest
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Oregon
|
61
|
|
|
—
|
|
|
61
|
|
|
61
|
|
|
—
|
|
|
61
|
|
Washington
|
316
|
|
|
1
|
|
|
317
|
|
|
316
|
|
|
1
|
|
|
317
|
|
|
377
|
|
|
1
|
|
|
378
|
|
|
377
|
|
|
1
|
|
|
378
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
New Zealand (a)
|
179
|
|
|
251
|
|
|
430
|
|
|
179
|
|
|
254
|
|
|
433
|
|
Total
|
2,214
|
|
|
497
|
|
|
2,711
|
|
|
2,167
|
|
|
493
|
|
|
2,660
|
|
|
|
|
|
|
(a)
|
Represents legal acres owned and leased by the New Zealand JV, in which Rayonier owns a 77% interest. As of
June 30, 2017
, legal acres in New Zealand were comprised of 294,000 plantable acres and 136,000 non-productive acres.
|
(acres in 000s)
|
Acres Owned
|
||||||||||
|
December 31, 2016
|
|
Acquisitions
|
|
Sales
|
|
June 30, 2017
|
||||
Southern
|
|
|
|
|
|
|
|
||||
Alabama
|
284
|
|
|
—
|
|
|
(30
|
)
|
|
254
|
|
Florida
|
281
|
|
|
5
|
|
|
(4
|
)
|
|
282
|
|
Georgia
|
554
|
|
|
63
|
|
|
—
|
|
|
617
|
|
Louisiana
|
145
|
|
|
—
|
|
|
—
|
|
|
145
|
|
Mississippi
|
67
|
|
|
—
|
|
|
—
|
|
|
67
|
|
Oklahoma
|
92
|
|
|
—
|
|
|
—
|
|
|
92
|
|
South Carolina
|
—
|
|
|
18
|
|
|
—
|
|
|
18
|
|
Tennessee
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
Texas
|
187
|
|
|
—
|
|
|
(5
|
)
|
|
182
|
|
|
1,611
|
|
|
86
|
|
|
(39
|
)
|
|
1,658
|
|
|
|
|
|
|
|
|
|
||||
Pacific Northwest
|
|
|
|
|
|
|
|
||||
Oregon
|
61
|
|
|
—
|
|
|
—
|
|
|
61
|
|
Washington
|
316
|
|
|
—
|
|
|
—
|
|
|
316
|
|
|
377
|
|
|
—
|
|
|
—
|
|
|
377
|
|
|
|
|
|
|
|
|
|
||||
New Zealand (a)
|
179
|
|
|
—
|
|
|
—
|
|
|
179
|
|
Total
|
2,167
|
|
|
86
|
|
|
(39
|
)
|
|
2,214
|
|
|
|
|
|
|
(a)
|
Represents legal acres owned by the New Zealand JV, in which Rayonier has a 77% interest.
|
(acres in 000s)
|
Acres Leased
|
||||||||||
|
December 31, 2016
|
|
New Leases
|
|
Leases Sold/
Expired (a)
|
|
June 30, 2017
|
||||
Southern
|
|
|
|
|
|
|
|
||||
Alabama
|
24
|
|
|
—
|
|
|
—
|
|
|
24
|
|
Arkansas
|
14
|
|
|
—
|
|
|
(1
|
)
|
|
13
|
|
Florida
|
92
|
|
|
10
|
|
|
—
|
|
|
102
|
|
Georgia
|
107
|
|
|
—
|
|
|
(2
|
)
|
|
105
|
|
Louisiana
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
238
|
|
|
10
|
|
|
(3
|
)
|
|
245
|
|
|
|
|
|
|
|
|
|
||||
Pacific Northwest
|
|
|
|
|
|
|
|
||||
Washington
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
|
|
|
|
|
|
|
||||
New Zealand (b)
|
254
|
|
|
8
|
|
|
(11
|
)
|
|
251
|
|
Total
|
493
|
|
|
18
|
|
|
(14
|
)
|
|
497
|
|
|
|
|
|
|
(a)
|
Includes acres previously under lease that have been harvested or expired.
|
(b)
|
Represents legal acres leased by the New Zealand JV, in which Rayonier has a 77% interest.
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
Financial Information (in millions)
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Sales
|
|
|
|
|
|
|
|
||||||||
Southern Timber
|
|
$30.8
|
|
|
|
$29.6
|
|
|
|
$63.5
|
|
|
|
$74.4
|
|
Pacific Northwest Timber
|
19.4
|
|
|
16.9
|
|
|
44.2
|
|
|
36.2
|
|
||||
New Zealand Timber
|
77.2
|
|
|
47.7
|
|
|
117.9
|
|
|
83.8
|
|
||||
Real Estate
|
|
|
|
|
|
|
|
||||||||
Improved Development
|
0.1
|
|
|
—
|
|
|
0.1
|
|
|
1.7
|
|
||||
Unimproved Development
|
2.5
|
|
|
—
|
|
|
2.5
|
|
|
0.9
|
|
||||
Rural
|
5.5
|
|
|
7.3
|
|
|
12.2
|
|
|
11.0
|
|
||||
Non-Strategic / Timberlands
|
17.5
|
|
|
0.5
|
|
|
23.1
|
|
|
7.6
|
|
||||
Large Dispositions
|
—
|
|
|
129.5
|
|
|
42.0
|
|
|
129.5
|
|
||||
Total Real Estate
|
25.6
|
|
|
137.3
|
|
|
79.9
|
|
|
150.7
|
|
||||
Trading
|
41.7
|
|
|
30.1
|
|
|
75.7
|
|
|
51.3
|
|
||||
Total Sales
|
|
$194.7
|
|
|
|
$261.6
|
|
|
|
$381.2
|
|
|
|
$396.4
|
|
|
|
|
|
|
|
|
|
||||||||
Operating Income (Loss)
|
|
|
|
|
|
|
|
||||||||
Southern Timber
|
|
$9.7
|
|
|
|
$11.1
|
|
|
|
$23.6
|
|
|
|
$26.8
|
|
Pacific Northwest Timber
|
(1.5
|
)
|
|
1.1
|
|
|
(2.4
|
)
|
|
2.4
|
|
||||
New Zealand Timber
|
26.8
|
|
|
10.0
|
|
|
37.1
|
|
|
14.8
|
|
||||
Real Estate (a)
|
16.1
|
|
|
105.7
|
|
|
45.8
|
|
|
109.9
|
|
||||
Trading
|
1.1
|
|
|
0.6
|
|
|
2.2
|
|
|
1.0
|
|
||||
Corporate and other
|
(5.3
|
)
|
|
(6.9
|
)
|
|
(10.1
|
)
|
|
(10.3
|
)
|
||||
Operating Income
|
46.9
|
|
|
121.6
|
|
|
96.2
|
|
|
144.6
|
|
||||
Interest Expense, Interest Income and Other
|
(8.6
|
)
|
|
(7.7
|
)
|
|
(16.6
|
)
|
|
(16.5
|
)
|
||||
Income Tax Expense
|
(7.5
|
)
|
|
(2.3
|
)
|
|
(13.7
|
)
|
|
(1.5
|
)
|
||||
Net Income
|
30.8
|
|
|
111.6
|
|
|
65.9
|
|
|
126.6
|
|
||||
Less: Net income attributable to noncontrolling interest
|
4.6
|
|
|
1.8
|
|
|
5.9
|
|
|
2.3
|
|
||||
Net Income Attributable to Rayonier Inc.
|
|
$26.2
|
|
|
|
$109.8
|
|
|
|
$60.0
|
|
|
|
$124.3
|
|
|
|
|
|
|
|
|
|
||||||||
Adjusted EBITDA (b)
|
|
|
|
|
|
|
|
||||||||
Southern Timber
|
|
$21.6
|
|
|
|
$21.7
|
|
|
|
$48.0
|
|
|
|
$53.9
|
|
Pacific Northwest Timber
|
5.5
|
|
|
4.8
|
|
|
14.9
|
|
|
10.7
|
|
||||
New Zealand Timber
|
41.9
|
|
|
16.4
|
|
|
57.7
|
|
|
27.9
|
|
||||
Real Estate
|
21.5
|
|
|
7.7
|
|
|
30.1
|
|
|
17.4
|
|
||||
Trading
|
1.1
|
|
|
0.6
|
|
|
2.2
|
|
|
1.0
|
|
||||
Corporate and Other
|
(5.2
|
)
|
|
(6.2
|
)
|
|
(9.2
|
)
|
|
(10.3
|
)
|
||||
Total Adjusted EBITDA
|
|
$86.4
|
|
|
|
$45.0
|
|
|
|
$143.7
|
|
|
|
$100.6
|
|
|
|
|
|
|
(a)
|
The six months ended June 30, 2017 included
$28.2 million
from a Large Disposition. The three and six months ended June 30, 2016 included
$101.3 million
from a Large Disposition.
|
(b)
|
Adjusted EBITDA is a non-GAAP measure defined and reconciled in
Performance and Liquidity Indicators.
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
Southern Timber Overview
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Sales Volume (in thousands of tons)
|
|
|
|
|
|
|
|
||||||||
Pine Pulpwood
|
764
|
|
|
795
|
|
|
1,587
|
|
|
1,976
|
|
||||
Pine Sawtimber
|
520
|
|
|
334
|
|
|
1,025
|
|
|
862
|
|
||||
Total Pine Volume
|
1,284
|
|
|
1,129
|
|
|
2,612
|
|
|
2,838
|
|
||||
Hardwood
|
73
|
|
|
54
|
|
|
124
|
|
|
104
|
|
||||
Total Volume
|
1,357
|
|
|
1,183
|
|
|
2,736
|
|
|
2,942
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Percentage Delivered Sales
|
20
|
%
|
|
27
|
%
|
|
20
|
%
|
|
25
|
%
|
||||
Percentage Stumpage Sales
|
80
|
%
|
|
73
|
%
|
|
80
|
%
|
|
75
|
%
|
||||
|
|
|
|
|
|
|
|
||||||||
Net Stumpage
Pricing
(dollars per ton)
|
|
|
|
|
|
|
|
||||||||
Pine Pulpwood
|
$15.62
|
|
|
|
$18.31
|
|
|
|
$16.50
|
|
|
|
$18.66
|
|
|
Pine Sawtimber
|
25.66
|
|
|
27.00
|
|
|
26.01
|
|
|
26.95
|
|
||||
Weighted Average Pine
|
$19.68
|
|
|
|
$20.88
|
|
|
|
$20.23
|
|
|
|
$21.18
|
|
|
Hardwood
|
11.65
|
|
|
10.90
|
|
|
11.36
|
|
|
11.66
|
|
||||
Weighted Average Total
|
$19.25
|
|
|
|
$20.42
|
|
|
|
$19.83
|
|
|
|
$20.83
|
|
|
|
|
|
|
|
|
|
|
||||||||
Summary Financial Data (in millions of dollars)
|
|
|
|
|
|
|
|
||||||||
Sales
|
$30.8
|
|
|
|
$29.6
|
|
|
|
$63.5
|
|
|
|
$74.4
|
|
|
Less: Cut and Haul
|
(4.7
|
)
|
|
(5.4
|
)
|
|
(9.3
|
)
|
|
(13.1
|
)
|
||||
Net Stumpage Sales
|
$26.1
|
|
|
|
$24.2
|
|
|
|
$54.2
|
|
|
|
$61.3
|
|
|
|
|
|
|
|
|
|
|
||||||||
Operating Income
|
|
$9.7
|
|
|
|
$11.1
|
|
|
|
$23.6
|
|
|
|
$26.8
|
|
(+) Depreciation, depletion and amortization
|
11.9
|
|
|
10.6
|
|
|
24.4
|
|
|
27.1
|
|
||||
Adjusted EBITDA (a)
|
|
$21.6
|
|
|
|
$21.7
|
|
|
|
$48.0
|
|
|
|
$53.9
|
|
|
|
|
|
|
|
|
|
||||||||
Other Data
|
|
|
|
|
|
|
|
||||||||
Non-Timber Income (in millions of dollars) (b)
|
$4.4
|
|
|
|
$5.3
|
|
|
|
$10.0
|
|
|
|
$9.5
|
|
|
Period-End Acres (in thousands)
|
1,903
|
|
|
1,871
|
|
|
1,903
|
|
|
1,871
|
|
|
|
|
|
|
(a)
|
Adjusted EBITDA is a non-GAAP measure defined and reconciled in
Performance and Liquidity Indicators.
|
(b)
|
Non-Timber Income is presented net of direct charges and excludes allocated overhead.
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
Pacific Northwest Timber Overview
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Sales Volume (in thousands of tons)
|
|
|
|
|
|
|
|
||||||||
Pulpwood
|
71
|
|
|
77
|
|
|
160
|
|
|
167
|
|
||||
Sawtimber
|
204
|
|
|
190
|
|
|
514
|
|
|
431
|
|
||||
Total Volume
|
275
|
|
|
267
|
|
|
674
|
|
|
598
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Sales Volume (converted to MBF)
|
|
|
|
|
|
|
|
||||||||
Pulpwood
|
6,745
|
|
|
7,304
|
|
|
15,009
|
|
|
15,904
|
|
||||
Sawtimber
|
26,758
|
|
|
25,552
|
|
|
66,216
|
|
|
55,930
|
|
||||
Total Volume
|
33,503
|
|
|
32,856
|
|
|
81,225
|
|
|
71,834
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Percentage Delivered Sales
|
99
|
%
|
|
94
|
%
|
|
88
|
%
|
|
90
|
%
|
||||
Percentage Sawtimber Sales
|
74
|
%
|
|
71
|
%
|
|
76
|
%
|
|
72
|
%
|
||||
|
|
|
|
|
|
|
|
||||||||
Delivered Log Pricing (in dollars per ton)
|
|
|
|
|
|
|
|
||||||||
Pulpwood
|
|
$39.38
|
|
|
|
$42.97
|
|
|
|
$39.03
|
|
|
|
$43.96
|
|
Sawtimber
|
81.93
|
|
|
74.54
|
|
|
78.08
|
|
|
71.00
|
|
||||
Weighted Average Log Price
|
|
$70.88
|
|
|
|
$65.27
|
|
|
|
$68.29
|
|
|
|
$63.11
|
|
|
|
|
|
|
|
|
|
||||||||
Summary Financial Data (in millions of dollars)
|
|
|
|
|
|
|
|
||||||||
Sales
|
|
$19.4
|
|
|
|
$16.9
|
|
|
|
$44.2
|
|
|
|
$36.2
|
|
Less: Cut and Haul
|
(9.9
|
)
|
|
(8.1
|
)
|
|
(20.2
|
)
|
|
(16.8
|
)
|
||||
Net Stumpage Sales
|
|
$9.5
|
|
|
|
$8.8
|
|
|
|
$24.0
|
|
|
|
$19.4
|
|
|
|
|
|
|
|
|
|
||||||||
Operating (Loss) Income
|
|
($1.5
|
)
|
|
|
$1.1
|
|
|
|
($2.4
|
)
|
|
|
$2.4
|
|
(+) Depreciation, depletion and amortization
|
7.0
|
|
|
3.7
|
|
|
17.3
|
|
|
8.3
|
|
||||
Adjusted EBITDA (a)
|
|
$5.5
|
|
|
|
$4.8
|
|
|
|
$14.9
|
|
|
|
$10.7
|
|
|
|
|
|
|
|
|
|
||||||||
Other Data
|
|
|
|
|
|
|
|
||||||||
Non-Timber Income (in millions of dollars) (b)
|
|
$0.9
|
|
|
|
$0.8
|
|
|
|
$2.0
|
|
|
|
$1.6
|
|
Period-End Acres (in thousands)
|
378
|
|
|
379
|
|
|
378
|
|
|
379
|
|
||||
Sawtimber (in dollars per MBF)
|
|
$638
|
|
|
|
$558
|
|
|
|
$623
|
|
|
|
$553
|
|
Estimated Percentage of Export Volume
|
25
|
%
|
|
28
|
%
|
|
25
|
%
|
|
27
|
%
|
|
|
|
|
|
(a)
|
Adjusted EBITDA is a non-GAAP measure defined and reconciled in
Performance and Liquidity Indicators.
|
(b)
|
Non-Timber Income is presented net of direct charges and excludes allocated overhead.
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
New Zealand Timber Overview
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Sales Volume (in thousands of tons)
|
|
|
|
|
|
|
|
||||||||
Domestic Sawtimber (Delivered)
|
217
|
|
|
224
|
|
|
413
|
|
|
410
|
|
||||
Domestic Pulpwood (Delivered)
|
104
|
|
|
92
|
|
|
205
|
|
|
186
|
|
||||
Export Sawtimber (Delivered)
|
263
|
|
|
276
|
|
|
443
|
|
|
462
|
|
||||
Export Pulpwood (Delivered)
|
32
|
|
|
20
|
|
|
55
|
|
|
39
|
|
||||
Stumpage
|
—
|
|
|
10
|
|
|
—
|
|
|
10
|
|
||||
Total Volume
|
616
|
|
|
621
|
|
|
1,116
|
|
|
1,106
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Delivered Log Pricing (in dollars per ton)
|
|
|
|
|
|
|
|
||||||||
Domestic Sawtimber
|
|
$79.04
|
|
|
|
$71.37
|
|
|
|
$78.76
|
|
|
|
$69.22
|
|
Domestic Pulpwood
|
|
$33.31
|
|
|
|
$31.80
|
|
|
|
$34.00
|
|
|
|
$30.64
|
|
Export Sawtimber
|
|
$111.05
|
|
|
|
$96.11
|
|
|
|
$110.10
|
|
|
|
$95.40
|
|
|
|
|
|
|
|
|
|
||||||||
Summary Financial Data (in millions of dollars)
|
|
|
|
|
|
|
|
||||||||
Sales
|
|
$52.9
|
|
|
|
$47.7
|
|
|
|
$93.6
|
|
|
|
$82.0
|
|
Less: Cut and Haul
|
(19.5
|
)
|
|
(19.2
|
)
|
|
(35.5
|
)
|
|
(33.8
|
)
|
||||
Less: Port and Freight Costs
|
(9.6
|
)
|
|
(7.5
|
)
|
|
(15.6
|
)
|
|
(12.7
|
)
|
||||
Net Stumpage Sales
|
|
$23.8
|
|
|
|
$21.1
|
|
|
|
$42.5
|
|
|
|
$35.4
|
|
|
|
|
|
|
|
|
|
||||||||
Land Sales
|
24.3
|
|
|
—
|
|
|
24.3
|
|
|
1.8
|
|
||||
Total Sales
|
|
$77.2
|
|
|
|
$47.7
|
|
|
|
$117.9
|
|
|
|
$83.8
|
|
|
|
|
|
|
|
|
|
||||||||
Operating Income
|
|
$26.8
|
|
|
|
$10.0
|
|
|
|
$37.1
|
|
|
|
$14.8
|
|
(-) Non-operating expense
|
(0.4
|
)
|
|
—
|
|
|
(0.3
|
)
|
|
—
|
|
||||
(+) Depreciation, depletion and amortization (a)
|
15.5
|
|
|
6.4
|
|
|
20.8
|
|
|
11.3
|
|
||||
(+) Non-cash cost of land sold
|
—
|
|
|
—
|
|
|
0.1
|
|
|
1.8
|
|
||||
Adjusted EBITDA (b)
|
|
$41.9
|
|
|
|
$16.4
|
|
|
|
$57.7
|
|
|
|
$27.9
|
|
|
|
|
|
|
|
|
|
||||||||
Other Data
|
|
|
|
|
|
|
|
||||||||
Non-timber Income / Carbon credits ($ in MMs)
|
|
$0.1
|
|
|
|
$0.9
|
|
|
|
$0.2
|
|
|
|
$1.0
|
|
New Zealand Dollar to U.S. Dollar Exchange Rate (c)
|
0.6985
|
|
|
0.6866
|
|
|
0.7067
|
|
|
0.6756
|
|
||||
Net Plantable Period-End Acres (in thousands)
|
294
|
|
|
299
|
|
|
294
|
|
|
299
|
|
||||
Export Sawtimber (in dollars per JAS m
3
)
|
|
$129.06
|
|
|
|
$111.71
|
|
|
|
$127.97
|
|
|
|
$110.88
|
|
Domestic Sawtimber (in $NZD per tonne)
|
|
$124.47
|
|
|
|
$114.34
|
|
|
|
$122.70
|
|
|
|
$112.51
|
|
|
|
|
|
|
(a)
|
The three and six months ended June 30, 2017 includes $8.9 million of DD&A related to timberland sales.
|
(b)
|
Adjusted EBITDA is a non-GAAP measure defined and reconciled in
Performance and Liquidity Indicators.
|
(c)
|
Represents the average period rate.
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
Real Estate Overview
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Sales (in millions of dollars)
|
|
|
|
|
|
|
|
||||||||
Improved Development (a)
|
|
$0.1
|
|
|
—
|
|
|
|
$0.1
|
|
|
|
$1.7
|
|
|
Unimproved Development
|
2.5
|
|
|
—
|
|
|
2.5
|
|
|
0.9
|
|
||||
Rural
|
5.5
|
|
|
7.3
|
|
|
12.2
|
|
|
11.0
|
|
||||
Non-Strategic / Timberlands
|
17.5
|
|
|
0.5
|
|
|
23.1
|
|
|
7.6
|
|
||||
Large Dispositions (b)
|
—
|
|
|
129.5
|
|
|
42.0
|
|
|
129.5
|
|
||||
Total Sales
|
|
$25.6
|
|
|
|
$137.3
|
|
|
|
$79.9
|
|
|
|
$150.7
|
|
|
|
|
|
|
|
|
|
||||||||
Acres Sold
|
|
|
|
|
|
|
|
||||||||
Improved Development (a)
|
1
|
|
|
—
|
|
|
1
|
|
|
47
|
|
||||
Unimproved Development
|
130
|
|
|
—
|
|
|
130
|
|
|
48
|
|
||||
Rural
|
1,728
|
|
|
2,666
|
|
|
4,012
|
|
|
4,111
|
|
||||
Non-Strategic / Timberlands
|
5,733
|
|
|
252
|
|
|
9,656
|
|
|
6,382
|
|
||||
Large Dispositions (b)
|
—
|
|
|
55,320
|
|
|
24,954
|
|
|
55,320
|
|
||||
Total Acres Sold
|
7,592
|
|
|
58,238
|
|
|
38,753
|
|
|
65,908
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Gross Price per Acre (dollars per acre)
|
|
|
|
|
|
|
|
||||||||
Improved Development (a)
|
|
$324,427
|
|
|
—
|
|
|
|
$324,427
|
|
|
|
$37,353
|
|
|
Unimproved Development
|
19,195
|
|
|
—
|
|
|
19,195
|
|
|
18,000
|
|
||||
Rural
|
3,178
|
|
|
2,711
|
|
|
3,049
|
|
|
2,654
|
|
||||
Non-Strategic / Timberlands
|
3,050
|
|
|
2,161
|
|
|
2,390
|
|
|
1,195
|
|
||||
Large Dispositions (b)
|
—
|
|
|
2,342
|
|
|
1,681
|
|
|
2,342
|
|
||||
Weighted Average (Total) (c)
|
|
$3,411
|
|
|
|
$2,664
|
|
|
|
$2,771
|
|
|
|
$1,996
|
|
Weighted Average (Adjusted) (d)
|
|
$3,356
|
|
|
|
$2,664
|
|
|
|
$2,741
|
|
|
|
$1,840
|
|
|
|
|
|
|
|
|
|
||||||||
Sales (Excluding Large Dispositions)
|
|
$25.6
|
|
|
|
$7.8
|
|
|
|
$37.9
|
|
|
|
$21.2
|
|
|
|
|
|
|
|
|
|
||||||||
Operating Income
|
|
$16.1
|
|
|
|
$105.7
|
|
|
|
$45.8
|
|
|
|
$109.9
|
|
(+) Depreciation, depletion and amortization
|
2.6
|
|
|
1.6
|
|
|
5.2
|
|
|
4.8
|
|
||||
(+) Non-cash cost of land and improved development
|
2.8
|
|
|
1.7
|
|
|
7.3
|
|
|
4.0
|
|
||||
(–) Large Dispositions (b)
|
—
|
|
|
(101.3
|
)
|
|
(28.2
|
)
|
|
(101.3
|
)
|
||||
Adjusted EBITDA (e)
|
|
$21.5
|
|
|
|
$7.7
|
|
|
|
$30.1
|
|
|
|
$17.4
|
|
|
|
|
|
|
(a)
|
Reflects land with capital invested in infrastructure improvements. Sales for the three and six months ended
June 30, 2017
are presented net of
$0.3 million
of deferred revenue adjustments due to remaining performance obligations. Price per acre is calculated on gross sales of
$0.4 million
.
|
(b)
|
Large Dispositions are defined as transactions involving the sale of timberland that exceed $20 million in size and do not have a demonstrable premium relative to timberland value. In January 2017, the Company completed a disposition of approximately 25,000 acres located in Alabama for a sale price and gain of approximately
$42.0 million
and
$28.2 million
, respectively. In April 2016, the Company completed a disposition of approximately 55,000 acres in Washington for a sale price and gain of approximately
$129.5 million
and
$101.3 million
, respectively.
|
(c)
|
Excludes Large Dispositions.
|
(d)
|
Excludes Improved Development and Large Dispositions.
|
(e)
|
Adjusted EBITDA is a non-GAAP measure defined and reconciled in
Performance and Liquidity Indicators
below
.
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
Capital Expenditures By Segment (in millions of dollars)
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Timber Capital Expenditures
|
|
|
|
|
|
|
|
||||||||
Southern Timber
|
|
|
|
|
|
|
|
||||||||
Reforestation, silviculture and other capital expenditures
|
|
$2.7
|
|
|
|
$4.4
|
|
|
|
$5.9
|
|
|
|
$7.5
|
|
Property taxes
|
1.8
|
|
|
1.7
|
|
|
4.4
|
|
|
3.6
|
|
||||
Lease payments
|
0.7
|
|
|
0.7
|
|
|
2.5
|
|
|
2.7
|
|
||||
Allocated overhead
|
0.8
|
|
|
1.1
|
|
|
1.8
|
|
|
2.1
|
|
||||
Subtotal Southern Timber
|
|
$6.0
|
|
|
|
$7.9
|
|
|
|
$14.6
|
|
|
|
$15.9
|
|
Pacific Northwest Timber
|
|
|
|
|
|
|
|
||||||||
Reforestation, silviculture and other capital expenditures
|
2.0
|
|
|
0.7
|
|
|
3.9
|
|
|
3.0
|
|
||||
Property taxes
|
0.2
|
|
|
0.2
|
|
|
0.4
|
|
|
0.3
|
|
||||
Allocated overhead
|
0.5
|
|
|
0.3
|
|
|
1.0
|
|
|
0.7
|
|
||||
Subtotal Pacific Northwest Timber
|
|
$2.7
|
|
|
|
$1.2
|
|
|
|
$5.3
|
|
|
|
$4.0
|
|
New Zealand Timber
|
|
|
|
|
|
|
|
||||||||
Reforestation, silviculture and other capital expenditures
|
2.5
|
|
|
2.1
|
|
|
3.9
|
|
|
3.4
|
|
||||
Property taxes
|
0.2
|
|
|
0.2
|
|
|
0.4
|
|
|
0.3
|
|
||||
Lease payments
|
1.4
|
|
|
0.9
|
|
|
2.0
|
|
|
1.3
|
|
||||
Allocated overhead
|
0.7
|
|
|
0.6
|
|
|
1.4
|
|
|
1.2
|
|
||||
Subtotal New Zealand Timber
|
|
$4.8
|
|
|
|
$3.8
|
|
|
|
$7.7
|
|
|
|
$6.2
|
|
Total Timber Segments Capital Expenditures
|
|
$13.5
|
|
|
|
$12.9
|
|
|
|
$27.6
|
|
|
|
$26.1
|
|
Real Estate
|
0.3
|
|
|
—
|
|
|
0.4
|
|
|
0.1
|
|
||||
Corporate
|
1.6
|
|
|
—
|
|
|
1.8
|
|
|
—
|
|
||||
Total Capital Expenditures
|
|
$15.4
|
|
|
|
$12.9
|
|
|
|
$29.8
|
|
|
|
$26.2
|
|
|
|
|
|
|
|
|
|
||||||||
Timberland Acquisitions
|
|
|
|
|
|
|
|
||||||||
Southern Timber
|
|
$213.8
|
|
|
—
|
|
|
|
$214.3
|
|
|
|
$14.3
|
|
|
Pacific Northwest Timber
|
—
|
|
|
262.3
|
|
|
1.5
|
|
|
262.3
|
|
||||
New Zealand Timber
|
12.1
|
|
|
—
|
|
|
21.4
|
|
|
—
|
|
||||
Subtotal Timberland Acquisitions
|
|
$225.9
|
|
|
|
$262.3
|
|
|
|
$237.2
|
|
|
|
$276.6
|
|
|
|
|
|
|
|
|
|
||||||||
Real Estate Development Investments
|
|
$3.4
|
|
|
|
$1.3
|
|
|
|
$5.6
|
|
|
|
$3.0
|
|
Rayonier Office Building
|
|
$3.0
|
|
|
|
$1.0
|
|
|
|
$5.6
|
|
|
|
$1.2
|
|
Sales
|
|
Southern Timber
|
|
Pacific Northwest Timber
|
|
New Zealand Timber
|
|
Real Estate
|
|
Trading
|
|
Total
|
||||||||||||
Three Months Ended June 30, 2016
|
|
|
$29.6
|
|
|
|
$16.9
|
|
|
|
$47.7
|
|
|
|
$137.3
|
|
|
|
$30.1
|
|
|
|
$261.6
|
|
Volume/Mix
|
|
4.4
|
|
|
0.4
|
|
|
(1.0
|
)
|
|
12.4
|
|
|
6.1
|
|
|
22.3
|
|
||||||
Price
|
|
(3.2
|
)
|
|
2.1
|
|
|
5.8
|
|
|
5.7
|
|
|
5.5
|
|
|
15.9
|
|
||||||
Foreign exchange (a)
|
|
—
|
|
|
—
|
|
|
0.4
|
|
|
—
|
|
|
—
|
|
|
0.4
|
|
||||||
Other
|
|
—
|
|
|
—
|
|
|
24.3
|
|
(b)
|
(129.8
|
)
|
(c)
|
—
|
|
|
(105.5
|
)
|
||||||
Three Months Ended June 30, 2017
|
|
|
$30.8
|
|
|
|
$19.4
|
|
|
|
$77.2
|
|
|
|
$25.6
|
|
|
|
$41.7
|
|
|
|
$194.7
|
|
|
|
|
|
|
Sales
|
|
Southern Timber
|
|
Pacific Northwest Timber
|
|
New Zealand Timber
|
|
Real Estate
|
|
Trading
|
|
Total
|
||||||||||||
Six Months Ended June 30, 2016
|
|
|
$74.4
|
|
|
|
$36.2
|
|
|
|
$83.8
|
|
|
|
$150.7
|
|
|
|
$51.3
|
|
|
|
$396.4
|
|
Volume/Mix
|
|
(5.2
|
)
|
|
4.6
|
|
|
(0.3
|
)
|
|
6.3
|
|
|
15.1
|
|
|
20.5
|
|
||||||
Price
|
|
(5.7
|
)
|
|
3.4
|
|
|
10.0
|
|
|
10.7
|
|
|
9.3
|
|
|
27.7
|
|
||||||
Foreign exchange (a)
|
|
—
|
|
|
—
|
|
|
2.0
|
|
|
—
|
|
|
—
|
|
|
2.0
|
|
||||||
Other
|
|
—
|
|
|
—
|
|
|
22.4
|
|
(b)
|
(87.8
|
)
|
(c)
|
—
|
|
|
(65.4
|
)
|
||||||
Six Months Ended June 30, 2017
|
|
|
$63.5
|
|
|
|
$44.2
|
|
|
|
$117.9
|
|
|
|
$79.9
|
|
|
|
$75.7
|
|
|
|
$381.2
|
|
|
|
|
|
|
Operating Income
|
|
Southern Timber
|
|
Pacific Northwest Timber
|
|
New Zealand Timber
|
|
Real Estate
|
|
Trading
|
|
Corporate and Other
|
|
Total
|
||||||||||||||
Three Months Ended June 30, 2016
|
|
|
$11.1
|
|
|
|
$1.1
|
|
|
|
$10.0
|
|
|
|
$105.7
|
|
|
|
$0.6
|
|
|
|
($6.9
|
)
|
|
|
$121.6
|
|
Volume/Mix
|
|
2.1
|
|
|
0.1
|
|
|
(1.2
|
)
|
|
7.0
|
|
|
—
|
|
|
—
|
|
|
8.0
|
|
|||||||
Price
|
|
(1.6
|
)
|
|
0.3
|
|
|
4.0
|
|
|
5.7
|
|
|
—
|
|
|
—
|
|
|
8.4
|
|
|||||||
Cost
|
|
(1.1
|
)
|
|
0.1
|
|
|
(0.6
|
)
|
|
0.4
|
|
|
0.5
|
|
|
1.6
|
|
|
0.9
|
|
|||||||
Non-timber income
|
|
(0.9
|
)
|
|
0.2
|
|
|
(0.7
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.4
|
)
|
|||||||
Foreign exchange (a)
|
|
—
|
|
|
—
|
|
|
0.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.6
|
|
|||||||
Depreciation, depletion & amortization
|
|
0.1
|
|
|
(3.3
|
)
|
|
(0.1
|
)
|
|
1.3
|
|
|
—
|
|
|
—
|
|
|
(2.0
|
)
|
|||||||
Non-cash cost of land and improved development
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.3
|
|
|
—
|
|
|
—
|
|
|
1.3
|
|
|||||||
Other
|
|
—
|
|
|
—
|
|
|
14.8
|
|
(b)
|
(105.3
|
)
|
(c)
|
—
|
|
|
—
|
|
|
(90.5
|
)
|
|||||||
Three Months Ended June 30, 2017
|
|
|
$9.7
|
|
|
|
($1.5
|
)
|
|
|
$26.8
|
|
|
|
$16.1
|
|
|
|
$1.1
|
|
|
|
($5.3
|
)
|
|
|
$46.9
|
|
|
|
|
|
|
Operating Income
|
|
Southern Timber
|
|
Pacific Northwest Timber
|
|
New Zealand Timber
|
|
Real Estate
|
|
Trading
|
|
Corporate and Other
|
|
Total
|
||||||||||||||
Six Months Ended June 30, 2016
|
|
|
$26.8
|
|
|
|
$2.4
|
|
|
|
$14.8
|
|
|
|
$109.9
|
|
|
|
$1.0
|
|
|
|
($10.3
|
)
|
|
|
$144.6
|
|
Volume/Mix
|
|
(2.3
|
)
|
|
0.9
|
|
|
(1.1
|
)
|
|
3.6
|
|
|
—
|
|
|
—
|
|
|
1.1
|
|
|||||||
Price
|
|
(2.8
|
)
|
|
2.1
|
|
|
7.9
|
|
|
10.7
|
|
|
—
|
|
|
—
|
|
|
17.9
|
|
|||||||
Cost
|
|
0.5
|
|
|
(0.3
|
)
|
|
(0.8
|
)
|
|
0.1
|
|
|
1.2
|
|
|
0.2
|
|
|
0.9
|
|
|||||||
Non-timber income
|
|
0.6
|
|
|
0.4
|
|
|
(0.7
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.3
|
|
|||||||
Foreign exchange (a)
|
|
—
|
|
|
—
|
|
|
1.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.7
|
|
|||||||
Depreciation, depletion & amortization
|
|
0.8
|
|
|
(7.9
|
)
|
|
(0.1
|
)
|
|
1.0
|
|
|
—
|
|
|
—
|
|
|
(6.2
|
)
|
|||||||
Non-cash cost of land and improved development
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2.4
|
)
|
|
—
|
|
|
—
|
|
|
(2.4
|
)
|
|||||||
Other
|
|
—
|
|
|
—
|
|
|
15.4
|
|
(b)
|
(77.1
|
)
|
(c)
|
—
|
|
|
—
|
|
|
(61.7
|
)
|
|||||||
Six Months Ended June 30, 2017
|
|
|
$23.6
|
|
|
|
($2.4
|
)
|
|
|
$37.1
|
|
|
|
$45.8
|
|
|
|
$2.2
|
|
|
|
($10.1
|
)
|
|
|
$96.2
|
|
|
|
|
|
|
(c)
|
Real Estate includes $28.2 million of operating income from Large Dispositions, offset by $101.3 million of operating income from Large Dispositions in 2016 and the receipt of a $4.0 million deferred payment related to a prior land sale in 2016.
|
Adjusted EBITDA (a)
|
|
Southern Timber
|
|
Pacific Northwest Timber
|
|
New Zealand Timber
|
|
Real Estate
|
|
Trading
|
|
Corporate and Other
|
|
Total
|
||||||||||||||
Three Months Ended June 30, 2016
|
|
|
$21.7
|
|
|
|
$4.8
|
|
|
|
$16.4
|
|
|
|
$7.7
|
|
|
|
$0.6
|
|
|
|
($6.2
|
)
|
|
|
$45.0
|
|
Volume/Mix
|
|
3.5
|
|
|
0.1
|
|
|
(1.2
|
)
|
|
12.0
|
|
|
—
|
|
|
—
|
|
|
14.4
|
|
|||||||
Price
|
|
(1.6
|
)
|
|
0.3
|
|
|
4.0
|
|
|
5.7
|
|
|
—
|
|
|
—
|
|
|
8.4
|
|
|||||||
Cost
|
|
(1.1
|
)
|
|
0.1
|
|
|
(0.6
|
)
|
|
0.4
|
|
|
0.5
|
|
|
1.0
|
|
|
0.3
|
|
|||||||
Non-timber income
|
|
(0.9
|
)
|
|
0.2
|
|
|
(0.7
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.4
|
)
|
|||||||
Foreign exchange (b)
|
|
—
|
|
|
—
|
|
|
0.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.2
|
|
|||||||
Other
|
|
—
|
|
|
—
|
|
|
23.8
|
|
(c)
|
(4.3
|
)
|
(d)
|
—
|
|
|
—
|
|
|
19.5
|
|
|||||||
Three Months Ended June 30, 2017
|
|
|
$21.6
|
|
|
|
$5.5
|
|
|
|
$41.9
|
|
|
|
$21.5
|
|
|
|
$1.1
|
|
|
|
($5.2
|
)
|
|
|
$86.4
|
|
|
|
|
|
|
(a)
|
Adjusted EBITDA is a non-GAAP measure defined and reconciled in
Performance and Liquidity Indicators
below.
|
(b)
|
Net of currency hedging impact.
|
(c)
|
New Zealand Timber includes $24.3 million of timberland sold less cash costs of $0.5 million in Q2 2017.
|
(d)
|
Real Estate includes the receipt of a $4.0 million deferred payment related to a prior land sale in 2016.
|
Adjusted EBITDA (a)
|
|
Southern Timber
|
|
Pacific Northwest Timber
|
|
New Zealand Timber
|
|
Real Estate
|
|
Trading
|
|
Corporate and Other
|
|
Total
|
||||||||||||||
Six Months Ended June 30, 2016
|
|
|
$53.9
|
|
|
|
$10.7
|
|
|
|
$27.9
|
|
|
|
$17.4
|
|
|
|
$1.0
|
|
|
|
($10.3
|
)
|
|
|
$100.6
|
|
Volume/Mix
|
|
(4.2
|
)
|
|
2.0
|
|
|
(1.0
|
)
|
|
6.2
|
|
|
—
|
|
|
—
|
|
|
3.0
|
|
|||||||
Price
|
|
(2.8
|
)
|
|
2.1
|
|
|
7.9
|
|
|
10.7
|
|
|
—
|
|
|
—
|
|
|
17.9
|
|
|||||||
Cost
|
|
0.5
|
|
|
(0.3
|
)
|
|
(0.8
|
)
|
|
0.1
|
|
|
1.2
|
|
|
1.1
|
|
|
1.8
|
|
|||||||
Non-timber income
|
|
0.6
|
|
|
0.4
|
|
|
(0.7
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.3
|
|
|||||||
Foreign exchange (b)
|
|
—
|
|
|
—
|
|
|
2.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.0
|
|
|||||||
Other
|
|
—
|
|
|
—
|
|
|
22.4
|
|
(c)
|
(4.3
|
)
|
(d)
|
—
|
|
|
—
|
|
|
18.1
|
|
|||||||
Six Months Ended June 30, 2017
|
|
|
$48.0
|
|
|
|
$14.9
|
|
|
|
$57.7
|
|
|
|
$30.1
|
|
|
|
$2.2
|
|
|
|
($9.2
|
)
|
|
|
$143.7
|
|
|
|
|
|
|
(a)
|
Adjusted EBITDA is a non-GAAP measure defined and reconciled in
Performance and Liquidity Indicators
below.
|
(b)
|
Net of currency hedging impact.
|
(c)
|
New Zealand Timber includes $24.3 million of timberland sold in 2017 less cash costs of $0.5 million and $0.4 million of operating income from a settlement received in 2017, offset by $1.8 million of timberland sold in 2016.
|
(d)
|
Real Estate includes the receipt of a $4.0 million deferred payment related to a prior land sale in 2016.
|
|
June 30,
|
|
December 31,
|
||||
(millions of dollars)
|
2017
|
|
2016
|
||||
Cash and cash equivalents
|
|
$136.6
|
|
|
|
$85.9
|
|
Total debt (a)
|
1,068.4
|
|
|
1,065.5
|
|
||
Shareholders’ equity
|
1,668.1
|
|
|
1,496.9
|
|
||
Total capitalization (total debt plus equity)
|
2,736.5
|
|
|
2,562.4
|
|
||
Debt to capital ratio
|
39
|
%
|
|
42
|
%
|
||
Net debt to enterprise value (b)
|
20
|
%
|
|
23
|
%
|
|
|
|
|
|
(a)
|
Total debt as of
June 30, 2017
includes
$31.5 million
of short-term borrowings in addition to
$1,036.9 million
of long-term borrowings, gross of
$3.3 million
of deferred financing costs.
|
(b)
|
Enterprise value is calculated as the number of shares outstanding multiplied by the Company’s share price plus net debt as of
June 30, 2017
and
December 31, 2016
.
|
(millions of dollars)
|
2017
|
|
2016
|
||||
Cash provided by (used for):
|
|
|
|
||||
Operating activities
|
|
$128.3
|
|
|
|
$77.0
|
|
Investing activities
|
(175.3
|
)
|
|
(165.2
|
)
|
||
Financing activities
|
95.7
|
|
|
165.2
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Net Income to Adjusted EBITDA Reconciliation
|
|
|
|
|
|
|
|
||||||||
Net income
|
|
$30.8
|
|
|
|
$111.6
|
|
|
|
$65.9
|
|
|
|
$126.6
|
|
Interest, net
|
8.2
|
|
|
7.7
|
|
|
16.3
|
|
|
16.5
|
|
||||
Income tax expense
|
7.5
|
|
|
2.3
|
|
|
13.7
|
|
|
1.5
|
|
||||
Depreciation, depletion and amortization
|
37.1
|
|
|
22.4
|
|
|
67.9
|
|
|
51.7
|
|
||||
Non-cash cost of land and improved development
|
2.8
|
|
|
1.7
|
|
|
7.4
|
|
|
5.8
|
|
||||
Costs related to shareholder litigation (a)
|
—
|
|
|
0.6
|
|
|
0.7
|
|
|
1.0
|
|
||||
Gain on foreign currency derivatives (b)
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.2
|
)
|
||||
Large Dispositions (c)
|
—
|
|
|
(101.3
|
)
|
|
(28.2
|
)
|
|
(101.3
|
)
|
||||
Adjusted EBITDA
|
|
$86.4
|
|
|
|
$45.0
|
|
|
|
$143.7
|
|
|
|
$100.6
|
|
|
|
|
|
|
(a)
|
Costs related to shareholder litigation include expenses incurred as a result of the securities litigation and the shareholder derivative demands. See
Note 8
—
Contingencies
. In addition, these costs include the costs associated with the Company’s response to a subpoena it received from the SEC in November 2014. In July 2016, the Division of Enforcement of the SEC notified the Company that it had concluded its investigation into the Company.
|
(b)
|
Gain on foreign currency derivatives
is the gain resulting from the foreign exchange derivatives the Company used to mitigate the risk of fluctuations in foreign exchange rates while awaiting the capital contribution to the New Zealand JV.
|
(c)
|
Large Dispositions are defined as transactions involving the sale of timberland that exceed $20 million in size and do not have a demonstrable premium relative to timberland value. In January 2017, the Company completed a disposition of approximately 25,000 acres located in Alabama for a sale price and gain of approximately
$42.0 million
and
$28.2 million
, respectively. In April 2016, a disposition of approximately 55,000 acres located in Washington was completed for a sales price and gain of approximately $129.5 million and $101.3 million, respectively.
|
Three Months Ended
|
Southern Timber
|
|
Pacific Northwest Timber
|
|
New Zealand Timber
|
|
Real Estate
|
|
Trading
|
|
Corporate
and other |
|
Total
|
||||||||||||||
June 30, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Operating income (loss)
|
|
$9.7
|
|
|
|
($1.5
|
)
|
|
|
$26.8
|
|
|
|
$16.1
|
|
|
|
$1.1
|
|
|
|
($5.3
|
)
|
|
|
$46.9
|
|
Non-operating expense
|
—
|
|
|
—
|
|
|
(0.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.4
|
)
|
|||||||
Depreciation, depletion and amortization
|
11.9
|
|
|
7.0
|
|
|
15.5
|
|
|
2.6
|
|
|
—
|
|
|
0.1
|
|
|
37.1
|
|
|||||||
Non-cash cost of land and improved development
|
—
|
|
|
—
|
|
|
—
|
|
|
2.8
|
|
|
—
|
|
|
—
|
|
|
2.8
|
|
|||||||
Adjusted EBITDA
|
|
$21.6
|
|
|
|
$5.5
|
|
|
|
$41.9
|
|
|
|
$21.5
|
|
|
|
$1.1
|
|
|
|
($5.2
|
)
|
|
|
$86.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
June 30, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Operating income (loss)
|
|
$11.1
|
|
|
|
$1.1
|
|
|
|
$10.0
|
|
|
|
$105.7
|
|
|
|
$0.6
|
|
|
|
($6.9
|
)
|
|
|
$121.6
|
|
Depreciation, depletion and amortization
|
10.6
|
|
|
3.7
|
|
|
6.4
|
|
|
1.6
|
|
|
—
|
|
|
0.1
|
|
|
22.4
|
|
|||||||
Non-cash cost of land and improved development
|
—
|
|
|
—
|
|
|
—
|
|
|
1.7
|
|
|
—
|
|
|
—
|
|
|
1.7
|
|
|||||||
Costs related to shareholder litigation (a)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.6
|
|
|
0.6
|
|
|||||||
Large Dispositions (b)
|
—
|
|
|
—
|
|
|
—
|
|
|
(101.3
|
)
|
|
—
|
|
|
—
|
|
|
(101.3
|
)
|
|||||||
Adjusted EBITDA
|
|
$21.7
|
|
|
|
$4.8
|
|
|
|
$16.4
|
|
|
|
$7.7
|
|
|
|
$0.6
|
|
|
|
($6.2
|
)
|
|
|
$45.0
|
|
|
|
|
|
|
(a)
|
Costs related to shareholder litigation include expenses incurred as a result of the securities litigation and the shareholder derivative demands. See
Note 8
—
Contingencies
. In addition, these costs include the costs associated with the Company’s response to a subpoena it received from the SEC in November 2014. In July 2016, the Division of Enforcement of the SEC notified the Company that it had concluded its investigation into the Company.
|
(b)
|
Large Dispositions are defined as transactions involving the sale of timberland that exceed $20 million in size and do not have a demonstrable premium relative to timberland value. In April 2016, the Company completed a disposition of approximately 55,000 acres located in Washington for a sales price and gain of approximately $129.5 million and $101.3 million, respectively.
|
Six Months Ended
|
Southern Timber
|
|
Pacific Northwest Timber
|
|
New Zealand Timber
|
|
Real Estate
|
|
Trading
|
|
Corporate
and other |
|
Total
|
||||||||||||||
June 30, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Operating income (loss)
|
|
$23.6
|
|
|
|
($2.4
|
)
|
|
|
$37.1
|
|
|
|
$45.8
|
|
|
|
$2.2
|
|
|
|
($10.1
|
)
|
|
|
$96.2
|
|
Non-operating expense
|
—
|
|
|
—
|
|
|
(0.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.3
|
)
|
|||||||
Depreciation, depletion and amortization
|
24.4
|
|
|
17.3
|
|
|
20.8
|
|
|
5.2
|
|
|
—
|
|
|
0.2
|
|
|
67.9
|
|
|||||||
Non-cash cost of land and improved development
|
—
|
|
|
—
|
|
|
0.1
|
|
|
7.3
|
|
|
—
|
|
|
—
|
|
|
7.4
|
|
|||||||
Costs related to shareholder litigation (a)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.7
|
|
|
0.7
|
|
|||||||
Large Dispositions (b)
|
—
|
|
|
—
|
|
|
—
|
|
|
(28.2
|
)
|
|
—
|
|
|
—
|
|
|
(28.2
|
)
|
|||||||
Adjusted EBITDA
|
|
$48.0
|
|
|
|
$14.9
|
|
|
|
$57.7
|
|
|
|
$30.1
|
|
|
|
$2.2
|
|
|
|
($9.2
|
)
|
|
|
$143.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
June 30, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Operating income (loss)
|
|
$26.8
|
|
|
|
$2.4
|
|
|
|
$14.8
|
|
|
|
$109.9
|
|
|
|
$1.0
|
|
|
|
($10.3
|
)
|
|
|
$144.6
|
|
Depreciation, depletion and amortization
|
27.1
|
|
|
8.3
|
|
|
11.3
|
|
|
4.8
|
|
|
—
|
|
|
0.2
|
|
|
51.7
|
|
|||||||
Non-cash cost of land and improved development
|
—
|
|
|
—
|
|
|
1.8
|
|
|
4.0
|
|
|
—
|
|
|
—
|
|
|
5.8
|
|
|||||||
Costs related to shareholder litigation (a)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.0
|
|
|
1.0
|
|
|||||||
Gain on foreign currency derivatives (c)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.2
|
)
|
|
(1.2
|
)
|
|||||||
Large Dispositions (b)
|
—
|
|
|
—
|
|
|
—
|
|
|
(101.3
|
)
|
|
—
|
|
|
—
|
|
|
(101.3
|
)
|
|||||||
Adjusted EBITDA
|
|
$53.9
|
|
|
|
$10.7
|
|
|
|
$27.9
|
|
|
|
$17.4
|
|
|
|
$1.0
|
|
|
|
($10.3
|
)
|
|
|
$100.6
|
|
|
|
|
|
|
(a)
|
Costs related to shareholder litigation include expenses incurred as a result of the securities litigation and the shareholder derivative demands. See
Note 8
—
Contingencies
. In addition, these costs include the costs associated with the Company’s response to a subpoena it received from the SEC in November 2014. In July 2016, the Division of Enforcement of the SEC notified the Company that it had concluded its investigation into the Company.
|
(b)
|
L
arge Dispositions are defined as transactions involving the sale of timberland that exceed $20 million in size and do not have a demonstrable premium relative to timberland value. In January 2017, the Company completed a disposition of approximately 25,000 acres located in Alabama for a sale price and gain of approximately
$42.0 million
and
$28.2 million
, respectively. In April 2016, a disposition of approximately 55,000 acres located in Washington was completed for a sales price and gain of approximately $129.5 million and $101.3 million, respectively.
|
(c)
|
Gain on foreign currency derivatives
is the gain resulting from the foreign exchange derivatives used by the Company to mitigate the risk of fluctuations in foreign exchange rates while awaiting the capital contribution to the New Zealand JV.
|
|
Six Months Ended June 30,
|
||||||
|
2017
|
|
2016
|
||||
Cash provided by operating activities
|
|
$128.3
|
|
|
|
$77.0
|
|
Capital expenditures (a)
|
(29.8
|
)
|
|
(26.2
|
)
|
||
Working capital and other balance sheet changes
|
(1.5
|
)
|
|
6.4
|
|
||
CAD
|
97.0
|
|
|
57.2
|
|
||
Mandatory debt repayments
|
—
|
|
|
—
|
|
||
CAD after mandatory debt repayments
|
|
$97.0
|
|
|
|
$57.2
|
|
Cash used for investing activities
|
|
($175.3
|
)
|
|
|
($165.2
|
)
|
Cash provided by (used for) financing activities
|
|
$95.7
|
|
|
|
$165.2
|
|
|
|
|
|
|
(a)
|
Capital expenditures exclude timberland acquisitions of
$237.2 million
and
$276.6 million
and spending on the Rayonier office
building of
$5.6 million
and
$1.2 million
during the
six
months ended
June 30, 2017
and
June 30, 2016
, respectively.
|
Contractual Financial Obligations (in millions)
|
Total
|
|
Payments Due by Period
|
||||||||||||||||
Remaining 2017
|
|
2018-2019
|
|
2020-2021
|
|
Thereafter
|
|||||||||||||
Long-term debt (a)
|
|
$1,037
|
|
|
—
|
|
|
—
|
|
|
|
$50
|
|
|
|
$987
|
|
||
Current maturities of long-term debt
|
32
|
|
|
32
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Interest payments on long-term debt (b)
|
207
|
|
|
16
|
|
|
63
|
|
|
62
|
|
|
66
|
|
|||||
Operating leases — timberland
|
194
|
|
|
4
|
|
|
18
|
|
|
17
|
|
|
155
|
|
|||||
Operating leases — PP&E, offices
|
5
|
|
|
1
|
|
|
2
|
|
|
1
|
|
|
1
|
|
|||||
Commitments — derivatives (c)
|
42
|
|
|
3
|
|
|
11
|
|
|
11
|
|
|
17
|
|
|||||
Commitments — other (d)
|
2
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total contractual cash obligations
|
|
$1,519
|
|
|
|
$58
|
|
|
|
$94
|
|
|
|
$141
|
|
|
|
$1,226
|
|
|
|
|
|
|
(a)
|
The book value of long-term debt, net of deferred financing costs, is currently recorded at $1,033.6 million on the Company’s Consolidated Balance Sheet, but upon maturity the liability will be $1,036.9 million.
|
(b)
|
Projected interest payments for variable rate debt were calculated based on outstanding principal amounts and interest rates as of
June 30, 2017
.
|
(c)
|
Commitments represent payments expected to be made on derivative financial instruments (foreign exchange contracts and interest rate swaps). See
Note 11
—
Derivative Financial Instruments and Hedging Activities
.
|
(d)
|
Commitments include payments expected to be made on the construction of the Company’s office building and Wildlight development project.
|
Item 3.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
Item 4.
|
CONTROLS AND PROCEDURES
|
Item 1.
|
Legal Proceedings
|
Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
Period
|
|
Total Number of Shares Purchased
|
|
Average Price Paid per Share
|
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
|
|
Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs (a)
|
|||||
April 1 to April 30
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,230,498
|
|
|
May 1 to May 31
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,230,498
|
|
|
June 1 to June 30
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,230,498
|
|
|
Total
|
|
—
|
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
(a)
|
Maximum number of shares authorized to be purchased as of
June 30, 2017
include
3,778,625
under the 1996 anti-dilutive program and approximately
3,451,874
under the share repurchase program.
|
Item 6.
|
Exhibits
|
10.1
|
|
Amendment to Rayonier Investment and Savings Plan for Salaried Employees effective January 1, 2017*
|
Filed herewith
|
31.1
|
|
Chief Executive Officer’s Certification Pursuant to Rule 13a-14(a)/15d-14(a) and pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
Filed herewith
|
31.2
|
|
Chief Financial Officer’s Certification Pursuant to Rule 13a-14(a)/15d-14(a) and pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
Filed herewith
|
32
|
|
Certification of Periodic Financial Reports Under Section 906 of the Sarbanes-Oxley Act of 2002
|
Furnished herewith
|
101
|
|
The following financial information from our Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2017, formatted in Extensible Business Reporting Language (“XBRL”), includes: (i) the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the Three and Six Months Ended June 30, 2017 and 2016; (ii) the Consolidated Balance Sheets as of June 30, 2017 and December 31, 2016; (iii) the Consolidated Statements of Shareholders’ Equity for the Six Months Ended June 30, 2017 and the Years Ended December 31, 2016 and 2015; (iv) the Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2017 and 2016; and (v) the Notes to Consolidated Financial Statements
|
Filed herewith
|
|
|
RAYONIER INC.
|
|
|
(Registrant)
|
|
|
|
|
By:
|
/s/ APRIL TICE
|
|
|
April Tice
Director, Financial Services and Corporate Controller
(Duly Authorized Officer, Principal Accounting Officer)
|
1.
|
The Adoption Agreement is amended to read:
|
¨
|
(a) payroll period
|
¨
|
(b) Plan Year quarter
|
¨
|
(c) calendar month
|
¨
|
(d) Other:
|
•
|
(a) The adoption of a
new plan
, effective [
insert Effective Date of Plan
]. [
Note:
Date can be no earlier than the first day of the Plan Year in which the Plan
is
adopted.
]
|
•
|
(b) The
restatement
of an existing plan, in order to comply with the requirements of PPA, pursuant to Rev. Proc. 2011-49.
|
(1)
|
Effective date of restatement:. [
Note:
Date can be no earlier than January 1, 2007. Section 14.01(f)(2) of Plan provides for retroactive effective dates for all PPA provisions. Thus, a current effective date may be used under this subsection (1) without jeopardizing reliance.
]
|
(2)
|
Name of plan(s) being restated:
|
(3)
|
The original effective date of the plan(s) being restated:
|
R
(c)
|
An
amendment or restatement
of the Plan (other than to comply with PPA). If this Plan is being amended, a snap-on amendment may be used to designate the modifications to the Plan or the updated pages of the Adoption Agreement may be substituted for the original pages in the Adoption Agreement. All prior Employer Signature Pages should be retained as part of this Adoption Agreement.
|
(1)
|
Effective Date(s) of amendment/restatement:
1-1-2017
|
(2)
|
Name of plan being amended/restated:
Rayonier Investment and Savings Plan for Salaried Employees
|
(3)
|
The original effective date of the plan being amended/restated:
3-1-1994
|
(4)
|
If Plan is being amended, identify the Adoption Agreement section(s) being amended:
Section 6B-5 to change the period for determining Company Match contributions to Plan Year.
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Rayonier Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rule 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.
|
|
/
S
/ DAVID L. NUNES
|
|
David L. Nunes
President and Chief Executive Officer, Rayonier Inc.
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Rayonier Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rule 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.
|
|
/s/ MARK MCHUGH
|
|
Mark McHugh
Senior Vice President and Chief Financial Officer, Rayonier Inc.
|
1.
|
The quarterly report on Form 10-Q of Rayonier Inc. (the "Company") for the period ended
June 30, 2017
(the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
2.
|
The information in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
/s/ DAVID L. NUNES
|
|
/s/ MARK MCHUGH
|
David L. Nunes
|
|
Mark McHugh
|
President and Chief Executive Officer, Rayonier Inc.
|
|
Senior Vice President and
Chief Financial Officer, Rayonier Inc.
|