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 (Date of earliest event reported): 04/08/2008
RAYONIER INC.
(Exact name of registrant as specified in its charter)
Commission File Number: 1-6780
| North Carolina | 13-2607329 | |
| (State or other jurisdiction of incorporation) |
(IRS Employer Identification No.) |
50 North Laura Street
Jacksonville, Florida
32202
(Address of principal executive offices, including zip code)
904-357-9100
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Information to be included in the report
| Item 8.01. | Other Events |
On April 8, 2008, Rayonier Inc. announced it completed the previously announced purchase of 56,300 acres of timberland in southwest Washington from Sierra Pacific Industries. After adjustments, the final purchase price was $213.4 million.
| Item 9.01. | Financial Statements and Exhibits |
| (d) | Exhibits |
99.1 Press release entitled “Rayonier Completes Purchase of 56,300 Acres of Timberland in Washington”, dated April 8, 2008.
Signature(s)
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| RAYONIER INC. | ||||||
| Date: April 10, 2008 | By: | /s/ Hans E. Vanden Noort | ||||
| Hans E. Vanden Noort | ||||||
| Senior Vice President and Chief Financial Officer | ||||||
Exhibit Index
| Exhibit No. |
Description | |
| EX-99.1 |
99.1 Press release entitled “Rayonier Completes Purchase of 56,300 Acres of Timberland in Washington”, dated April 8, 2008. |
Exhibit 99.1
 |
50 N. Laura Street | |
| Jacksonville, Fla. 32202 | ||
| 904-357-9100 |
News Release
| Contacts | ||||||
| Investors | Mr. Carl Kraus | 904-357-9158 | ||||
| Media Relations | Mrs. Shannon Thuren | 904-357-9181 | ||||
For Immediate Release
Rayonier Completes Purchase of 56,300 Acres of Timberland in Washington
JACKSONVILLE, Fla.—(BUSINESS WIRE)—April 8, 2008—Rayonier (NYSE:RYN) said today that it has completed the previously announced purchase of 56,300 acres of timberland in southwest Washington from Sierra Pacific Industries. After adjustments, the final purchase price was $213.4 million or $3,790 per acre. Rayonier’s Washington holdings now total more than 426,000 acres.
The timberlands are heavily stocked with 319 million board feet of merchantable timber, increasing Rayonier’s Western region inventory by 27 percent. The acquisition also significantly improves Rayonier’s inventory of higher value species, reflecting the property’s mix of 41 percent Douglas-fir and 55 percent hemlock.
“The acquisition of these highly productive timberlands reflects our continued commitment to disciplined, strategic growth,” said Rayonier chairman, president and CEO Lee M. Thomas. “We have significantly increased our merchantable timber and have achieved greater scale in the Northwest.”
The transaction is structured as part of a tax-efficient like-kind exchange through which the company expects to realize tax benefits of approximately $36 million in the next three years (2008-2010). Funding for the purchase was provided through a combination of cash on hand and borrowings from Rayonier’s existing revolving credit facility.
Based on conservative harvest assumptions reflecting current market conditions, the acquisition is expected to be slightly cash accretive ($.01 to $.02 per share) in 2008 and 2009, with projected increases thereafter as timber markets recover. However, earnings per share dilution of approximately $.06 per share is expected in 2008, primarily due to non-cash depletion expense.
Rayonier manages its Washington timberlands in accordance with the Sustainable Forestry Initiative(R) and intends to certify the acquired timberlands.
Headquartered in Jacksonville, Fla., Rayonier is a leading international forest products company with three core businesses: Timber, Real Estate and Performance Fibers. The company owns, leases or manages 2.6 million acres of timber and land in the United States and New Zealand. The company’s real estate holdings include approximately 200,000 acres in the fast-growing counties along Interstate 95 between Savannah, Georgia, and Daytona Beach, Florida. Rayonier is structured as a real estate investment trust.
Certain statements in this document regarding anticipated financial outcomes (including earnings guidance, if any), business and market conditions, outlook and other similar statements relating to Rayonier’s future financial and operational performance, are “forward-looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements are identified by the use of words such as “may,” “will,” “should,” “expect,” “estimate,” “believe,” “anticipate” and other similar language. Forward-looking statements are not guarantees of future performance and undue reliance should not be placed on these statements.
The following important factors, among others, could cause actual results to differ materially from those expressed in forward-looking statements that may have been made in this document: the cyclical and competitive nature of the industries in which we operate; fluctuations in demand for, or supply of, our forest products offerings; entry of new competitors into our markets; changes in global economic conditions and world events, including political changes in particular regions or countries; changes in energy and raw material prices; the geographic concentration of a significant portion of our timberland; our ability to identify and complete timberland acquisitions; changes in environmental laws and regulations, including laws regarding air emissions and water discharges, remediation of contaminated sites, timber harvesting, delineation of wetlands, and endangered species, that may restrict or adversely impact our ability to conduct our business, or increase the cost of doing so; adverse weather conditions, natural disasters and other catastrophic events such as hurricanes, wind storms and wildfires, which can adversely affect our timberlands and the production, distribution and availability of our products and raw materials such as wood, energy and chemicals; changes in tariffs, taxes or treaties relating to the import and export of our products or those of our competitors; the ability to complete like-kind-exchanges of timberlands and real estate; our ability to continue to qualify as a REIT and to fund distributions using cash generated through our taxable REIT subsidiaries; and changes in tax laws that could reduce the benefits associated with REIT status.