1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT -- MARCH 23, 2001 COMMISSION FILE NUMBER 1-6780 RAYONIER INC. Incorporated in the State of North Carolina I.R.S. Employer Identification Number l3-2607329 50 North Laura Street, Jacksonville, Florida 32202 (Principal Executive Office) Telephone Number: (904) 357-9100
2 RAYONIER INC. TABLE OF CONTENTS PAGE ---- Item 5. Other Events 1 Item 7. Financial Statements and Exhibits 1 Signature 1 Exhibit Index 2 i
3 ITEM 5. OTHER EVENTS Incorporated by reference is a news release issued by the Registrant on March 22, 2001, attached as Exhibit 00.1. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS See Exhibit Index on Page 2. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of l934, the registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized. RAYONIER INC. (Registrant) BY: GERALD J. POLLACK --------------------------- Gerald J. Pollack Senior Vice President and Chief Financial Officer March 23, 2001 1
4 EXHIBIT NO. DESCRIPTION LOCATION ---------- ----------- -------- 00.1 News Release issued March 22, 2001 Filed herewith 2
1 FOR RELEASE AT 5:00 P.M. Media Contact: Jay Fredericksen THURSDAY, MARCH 22, 2001 904-357-9106 Investor Contact: Parag Bhansali 904-357-9155 RAYONIER HIGHLIGHTS CERTAIN FORM 10-K ITEMS JACKSONVILLE, FL, March 22, 2001 - Rayonier (NYSE: RYN) today filed its Annual Report on Form 10-K with the Securities and Exchange Commission. The company said the 10-K incorporates several items that update information issued in its year-end earnings press release: 1. Business segment reporting has been reformatted in line with the company's strategy to focus on two core businesses, Performance Fibers and Timberland Management. The reclassified sales and operating income for each quarter of 2000 are shown in the new format in the accompanying analysis. 2. The major timberland sale that occurred in the first quarter of 2000 has been reclassified as operating activity to correspond with the company's new strategy to annually sell 2 to 4 percent of its timberland holdings and opportunistically replace the acreage over time. As a result, the following changes took place: a. Operating income for the year increased from $166.4 million to $189.5 million. Net income was unchanged. b. Depletion, depreciation and amortization increased from $161.5 million to $176.9 million and now includes depletable costs associated with the major timberland sale. c. EBITDA increased from $347.7 million to $393.1 million, also incorporating the remaining non-cash costs of the major timberland sale. 3. Sales reported in the 10-K are $1,226.9 million, approximately $57.4 million higher than the year-end preliminary amount, due to the reclassification of the major timberland sale, and additional freight costs charged to cost of sales in accordance with EITF-00-10 (accounting for shipping and handling costs). (more)
2 4. The company reclassified certain contingent liabilities related to long term compensation to the equity account to the extent that such compensation would be paid in common shares. This change had no material effect on the company's debt-to-capital ratio. 5. In the management's discussion and analysis section, the company updated the earnings outlook for the first quarter of 2001, expressed in its year-end earnings release, from "may be lower" to "will be lower" than fourth quarter 2000 earnings before non-recurring items, due to the widening global economic slowdown. Rayonier is the world's premier producer of high performance specialty cellulose and has 2.3 million acres of timber in the United States and New Zealand. About half of Rayonier's sales are to international customers in 60 countries. In 2001, Rayonier is celebrating its 75th anniversary. For further information, visit the company's website at www.rayonier.com. Complimentary copies of Rayonier press releases and other financial documents are available by calling 1-800-RYN-7611. # # #
3 RESTATED SEGMENT INFORMATION BY QUARTER FOR 2000 (in Millions) Q1 Q2 Q3 Q4 Total Year ----- ----- ----- ----- ---------- SALES - ----- Performance Fibers Cellulose Specialties $ 87 $ 87 $ 83 $ 91 $ 348 Absorbent Materials 54 57 60 57 228 ----- ----- ----- ----- -------- Total Performance Fibers 141 144 143 148 576 ----- ----- ----- ----- -------- Timberland Management Timber Harvest 63 50 40 57 210 Timberland and Real Estate 53 4 5 8 70 ----- ----- ----- ----- -------- Total Timberland Management 116 54 45 65 280 ----- ----- ----- ----- -------- Wood Products and Trading 108 115 86 92 401 Intersegment Eliminations (10) (9) (4) (7) (30) ----- ----- ----- ----- -------- Total Sales $ 355 $ 304 $ 270 $ 298 $ 1,227 ===== ===== ===== ===== ======== OPERATING INCOME/(LOSS) - ----------------------- Performance Fibers $ 18 $ 21 $ 23 $ 21 $ 83 Timberland Management Timber Harvest 41 28 17 28 114 Timberland and Real Estate 26 3 4 5 38 ----- ----- ----- ----- -------- Total Timberland Management 67 31 21 33 152 ----- ----- ----- ----- -------- Wood Products and Trading (2) (1) (8) (6) (17) Provision for Dispositions -- -- -- (15) (15) Corporate and Other (8) (4) (2) 1 (13) ----- ----- ----- ----- -------- Total Operating Income $ 75 $ 47 $ 34 $ 34 $ 190 ===== ===== ===== ===== ========