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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 FORM 10-Q
(Mark One)
x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2018
OR
o
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
    
For the transition period from              to             
Commission File Number 1-6780
https://cdn.kscope.io/82811c0381e0a384f6c80456d339c722-logocolor450pxwidthpnga03.jpg
Incorporated in the State of North Carolina
I.R.S. Employer Identification No. 13-2607329
1 RAYONIER WAY
WILDLIGHT, FL 32097
(Principal Executive Office)
Telephone Number: (904) 357-9100

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
YES x        NO  o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
YES x       NO  o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer  x
  
Accelerated filer  o
  
 
Non-accelerated filer  o
  
Smaller reporting company o
  
Emerging growth company o

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
YES o        NO  x

As of July 27, 2018, there were outstanding 129,459,659 Common Shares of the registrant.









Table of Contents

TABLE OF CONTENTS
 
Item
 
 
Page
 
 
PART I - FINANCIAL INFORMATION
 
1.
 
 
 
 
 
 
 
 
 
 
 
2.
 
3.
 
4.
 
 
 
PART II - OTHER INFORMATION
 
1.
 
2.
 
6.
 
 
 
 

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Table of Contents

PART I.        FINANCIAL INFORMATION

Item 1.         Financial Statements

RAYONIER INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
AND COMPREHENSIVE INCOME
(Unaudited)
(Dollars in thousands, except per share amounts)
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2018
 
2017
 
2018
 
2017
SALES

$245,906

 

$200,964

 

$449,101

 

$395,455

Costs and Expenses
 
 
 
 
 
 
 
Cost of sales
184,418

 
144,610

 
322,906

 
281,438

Selling and general expenses
11,502

 
10,246

 
20,504

 
19,836

Other operating income, net (Note 15)
(1,659
)
 
(785
)
 
(3,029
)
 
(1,973
)

194,261

 
154,071

 
340,381

 
299,301

OPERATING INCOME
51,645

 
46,893

 
108,720

 
96,154

Interest expense
(8,102
)
 
(8,631
)
 
(16,155
)
 
(17,046
)
Interest and other miscellaneous income, net
2,905

 
4

 
3,525

 
522

INCOME BEFORE INCOME TAXES
46,448

 
38,266

 
96,090

 
79,630

Income tax expense (Note 8)
(7,110
)
 
(7,493
)
 
(14,047
)
 
(13,774
)
NET INCOME
39,338

 
30,773

 
82,043

 
65,856

Less: Net income attributable to noncontrolling interest
3,080

 
4,612

 
5,246

 
5,853

NET INCOME ATTRIBUTABLE TO RAYONIER INC.
36,258

 
26,161

 
76,797

 
60,003

OTHER COMPREHENSIVE (LOSS) INCOME
 
 
 
 
 
 
 
Foreign currency translation adjustment, net of income tax expense of $0, $0, $0 and $0
(29,760
)
 
21,484

 
(20,072
)
 
23,916

Cash flow hedges, net of income tax (expense) benefit of ($2,008), $1,180, ($1,640) and $1,148
529

 
(1,988
)
 
17,143

 
565

Amortization of pension and postretirement plans, net of income tax expense of $0, $0, $0 and $0
178

 
116

 
338

 
233

Total other comprehensive (loss) income
(29,053
)
 
19,612

 
(2,591
)
 
24,714

COMPREHENSIVE INCOME
10,285

 
50,385

 
79,452

 
90,570

Less: Comprehensive (loss) income attributable to noncontrolling interest
(5,011
)
 
9,595

 
(528
)
 
11,247

COMPREHENSIVE INCOME ATTRIBUTABLE TO RAYONIER INC.

$15,296

 

$40,790

 

$79,980

 

$79,323

EARNINGS PER COMMON SHARE (Note 11)
 
 
 
 
 
 
 
Basic earnings per share attributable to Rayonier Inc.

$0.28

 

$0.20

 

$0.60

 

$0.48

Diluted earnings per share attributable to Rayonier Inc.

$0.28

 

$0.20

 

$0.59

 

$0.47

 
 
 
 
 
 
 
 
Dividends declared per share

$0.27

 

$0.25

 

$0.52

 

$0.50


See Notes to Consolidated Financial Statements.

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RAYONIER INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(Dollars in thousands)
 
June 30, 2018
 
December 31, 2017
ASSETS
CURRENT ASSETS
 
 
 
Cash and cash equivalents

$106,611

 

$112,653

Accounts receivable, less allowance for doubtful accounts of $23 and $23
54,340

 
27,693

Inventory (Note 16)
19,125

 
24,141

Prepaid expenses
15,774

 
15,993

Other current assets
2,840

 
3,047

Total current assets
198,690

 
183,527

TIMBER AND TIMBERLANDS, NET OF DEPLETION AND AMORTIZATION
2,406,425

 
2,462,066

HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT
     INVESTMENTS (NOTE 6)
86,955

 
80,797

PROPERTY, PLANT AND EQUIPMENT
 
 
 
Land
3,962

 
3,962

Buildings
23,142

 
23,618

Machinery and equipment
4,432

 
4,440

Construction in progress
545

 
627

Total property, plant and equipment, gross
32,081

 
32,647

Less — accumulated depreciation
(9,149
)
 
(9,269
)
Total property, plant and equipment, net
22,932

 
23,378

RESTRICTED CASH (NOTE 17)
69,638

 
59,703

OTHER ASSETS
66,422

 
49,010

TOTAL ASSETS

$2,851,062

 

$2,858,481

LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES
 
 
 
Accounts payable

$27,692

 

$25,148

Current maturities of long-term debt (Note 5)

 
3,375

Accrued taxes
5,299

 
3,781

Accrued payroll and benefits
6,690

 
9,662

Accrued interest
4,995

 
5,054

Deferred revenue
17,674

 
9,721

Other current liabilities
21,538

 
11,807

Total current liabilities
83,888

 
68,548

LONG-TERM DEBT, NET OF DEFERRED FINANCING COSTS (NOTE 5)
972,285

 
1,022,004

PENSION AND OTHER POSTRETIREMENT BENEFITS (NOTE 14)
30,230

 
31,905

OTHER NON-CURRENT LIABILITIES
51,782

 
43,084

COMMITMENTS AND CONTINGENCIES (NOTES 7 and 9)

 

SHAREHOLDERS’ EQUITY
 
 
 
Common Shares, 480,000,000 shares authorized, 129,451,268 and 128,970,776 shares issued and outstanding
880,560

 
872,228

Retained earnings
716,328

 
707,378

Accumulated other comprehensive income (Note 18)
16,601

 
13,417

TOTAL RAYONIER INC. SHAREHOLDERS’ EQUITY
1,613,489

 
1,593,023

Noncontrolling interest
99,388

 
99,917

TOTAL SHAREHOLDERS’ EQUITY
1,712,877

 
1,692,940

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

$2,851,062

 

$2,858,481


See Notes to Consolidated Financial Statements.

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RAYONIER INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
(Unaudited)
(Dollars in thousands, except share data)


 
Common Shares
 
Retained
Earnings
 
Accumulated
Other
Comprehensive
Income
 
Non-controlling Interest
 
Shareholders’
Equity
 
Shares
 
Amount
 
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

 

 
148,842

 

 
12,737

 
161,579

Dividends ($1.00 per share)

 

 
(127,986
)
 

 

 
(127,986
)
Issuance of shares under incentive stock plans
322,314

 
4,751

 

 

 

 
4,751

Stock-based compensation

 
5,396

 

 

 

 
5,396

Repurchase of common shares
(5,906
)
 
(176
)
 

 

 

 
(176
)
Actuarial change and amortization of pension and postretirement plan liabilities

 

 

 
(208
)
 

 
(208
)
Foreign currency translation adjustment

 

 

 
7,416

 
1,698

 
9,114

Cash flow hedges

 

 

 
5,353

 
340

 
5,693

Issuance of shares under equity offering, net of costs
5,750,000

 
152,390

 

 

 

 
152,390

Balance, December 31, 2017
128,970,776

 

$872,228

 

$707,378

 

$13,417

 

$99,917

 

$1,692,940

Net income

 

 
76,797

 

 
5,246

 
82,043

Dividends ($0.52 per share)

 

 
(67,847
)
 

 

 
(67,847
)
Issuance of shares under incentive stock plans
561,475

 
7,824

 

 

 

 
7,824

Stock-based compensation

 
3,474

 

 

 

 
3,474

Repurchase of common shares
(80,983
)
 
(2,966
)
 

 

 

 
(2,966
)
Amortization of pension and postretirement plan liabilities

 

 

 
338

 

 
338

Foreign currency translation adjustment

 

 

 
(15,251
)
 
(4,821
)
 
(20,072
)
Cash flow hedges

 

 

 
18,097

 
(954
)
 
17,143

Balance, June 30, 2018
129,451,268

 

$880,560

 

$716,328

 

$16,601

 

$99,388

 

$1,712,877


See Notes to Consolidated Financial Statements.















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RAYONIER INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(Dollars in thousands)
 
Six Months Ended June 30,
 
2018
 
2017
OPERATING ACTIVITIES
 
 
 
Net income

$82,043

 

$65,856

Adjustments to reconcile net income to cash provided by operating activities:
 
 
 
Depreciation, depletion and amortization
80,920

 
67,895

Non-cash cost of land and improved development
14,936

 
7,359

Stock-based incentive compensation expense
3,474

 
2,892

Deferred income taxes
13,653

 
15,214

Amortization of losses from pension and postretirement plans
338

 
233

Gain on sale of large disposition of timberlands

 
(28,183
)
Other
(5,466
)
 
1,719

Changes in operating assets and liabilities:
 
 
 
Receivables
(26,203
)
 
(10,421
)
Inventories
1,014

 
(1,772
)
Accounts payable
4,448

 
5,141

Income tax receivable/payable
(84
)
 
(126
)
All other operating activities
12,510

 
2,508

CASH PROVIDED BY OPERATING ACTIVITIES
181,583

 
128,315

INVESTING ACTIVITIES
 
 
 
Capital expenditures
(25,920
)
 
(29,840
)
Real estate development investments
(4,501
)
 
(5,599
)
Purchase of timberlands
(31,234
)
 
(237,235
)
Net proceeds from large disposition of timberlands

 
42,029

Rayonier office building under construction

 
(5,573
)
Other
113

 
1,033

CASH (USED FOR) INVESTING ACTIVITIES
(61,542
)
 
(235,185
)
FINANCING ACTIVITIES
 
 
 
Issuance of debt
1,014

 
63,389

Repayment of debt
(54,389
)
 
(60,422
)
Dividends paid
(67,053
)
 
(62,825
)
Proceeds from the issuance of common shares under incentive stock plan
7,824

 
3,206

Proceeds from the issuance of common shares from equity offering, net of costs

 
152,390

Repurchase of common shares
(2,966
)
 

CASH (USED FOR) PROVIDED BY FINANCING ACTIVITIES
(115,570
)
 
95,738

EFFECT OF EXCHANGE RATE CHANGES ON CASH
(578
)
 
1,855

CASH, CASH EQUIVALENTS AND RESTRICTED CASH (a)
 
 
 
Change in cash, cash equivalents and restricted cash
3,893

 
(9,277
)
Balance, beginning of year
172,356

 
157,617

Balance, end of period

$176,249

 

$148,340

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
 
 
 
Cash paid during the period:
 
 
 
Interest (b)

$14,858

 

$16,546

Income taxes
302

 
376

Non-cash investing activity:
 
 
 
Capital assets purchased on account
6,646

 
5,284

 
 
 
 
 
(a)
Due to the adoption of ASU No. 2016-18, restricted cash is now included with cash and cash equivalents when reconciling the beginning-of-year and end-of-period total amounts shown and therefore changes in restricted cash are no longer reported as investing activities. Prior period amounts have been restated to conform to current period presentation. For additional information and a reconciliation of cash, see Note 17 — Restricted Cash.
(b)
Interest paid is presented net of patronage payments received of $3.8 million and $3.0 million for the six months ended June 30, 2018 and June 30, 2017, respectively. For additional information on patronage payments, see Note 5 — Debt in the 2017 Form 10-K.

See Notes to Consolidated Financial Statements.

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RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)


1.
BASIS OF PRESENTATION
The unaudited consolidated financial statements and notes thereto of Rayonier Inc. and its subsidiaries (“Rayonier” or the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”). The year-end balance sheet information was derived from audited financial statements not included herein. In the opinion of management, these financial statements and notes reflect any adjustments (all of which are normal recurring adjustments) necessary for a fair presentation of the results of operations, financial position and cash flows for the periods presented. These statements and notes should be read in conjunction with the financial statements and supplementary data included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017, as filed with the SEC (the “2017 Form 10-K”).
SUMMARY OF UPDATES TO SIGNIFICANT ACCOUNTING POLICIES
REVENUE
See Note 2 — Revenue for significant accounting policies related to revenue that were revised upon adoption of Accounting Standards Codification (“ASC”) 606.
COST OF SALES
Cost of sales associated with real estate sold includes the cost of the land, the cost of any timber on the property that was conveyed to the buyer, any real estate development costs and any closing costs including sales commissions that may be borne by the Company. As allowed under GAAP, the Company expenses closing costs, including sales commissions, when incurred for all real estate sales with future performance obligations expected to be satisfied within one year. When developed residential or commercial land is sold, the cost of sales includes actual costs incurred and estimates of future development costs benefiting the property sold through completion. Costs are allocated to each sold unit or lot based upon the relative sales value. For purposes of allocating development costs, estimates of future revenues and development costs are re-evaluated periodically throughout the year, with adjustments being allocated prospectively to the remaining units available for sale.
For a full description of our significant accounting policies, see Note 2 — Summary of Significant Accounting Policies in the 2017 Form 10-K.
RECENTLY ADOPTED STANDARDS
The Company adopted Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606), on January 1, 2018. The Company elected to use the modified retrospective method to contracts that were not completed at the date of adoption. The Company also elected not to retrospectively restate contracts modified prior to January 1, 2018. A cumulative effect of adoption adjustment to the opening balance of retained earnings was not recorded as there was no accounting impact to any contracts with customers not completed at the date of adoption. See Note 2 — Revenue for additional information.
In March 2017, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost, which requires that an employer report the service cost component of net periodic benefit cost in the Consolidated Statements of Income in the same line item as other compensation costs arising from services rendered by the pertinent employees during the period. Additionally, the other components of net periodic benefit cost (interest cost, expected return on plan assets and amortization of losses or gains) are required to be presented in the income statement separately from the service cost component and outside a subtotal of income from operations. ASU No. 2017-07 is effective for annual periods beginning after December 15, 2017, including interim periods within those annual periods, and is required to be applied retrospectively to all periods presented beginning in the period of adoption. Rayonier adopted ASU No. 2017-07 during the first quarter ended March 31, 2018 and applied the update retrospectively to all periods presented. See Note 14 — Employee Benefit Plans for the components of net periodic benefit cost and the location of these items in the Consolidated Statements of Income and Comprehensive Income.

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Table of Contents
RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash, which requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the Consolidated Statements of Cash Flows. ASU No. 2016-18 is effective for annual periods beginning after December 15, 2017, and interim periods within those annual periods. ASU No. 2016-18 is required to be applied retrospectively to all periods presented beginning in the period of adoption. Rayonier adopted ASU No. 2016-18 in the first quarter ended March 31, 2018 and applied the update retrospectively to all periods presented. Restricted cash is now included with cash and cash equivalents when reconciling the beginning-of-year and end-of-period total amounts shown on the Consolidated Statements of Cash Flows and therefore changes in restricted cash are no longer reported as cash flow activities. See Note 17 — Restricted Cash for additional information, including the nature of restrictions on the Company’s cash, cash equivalents, and restricted cash.

Rayonier adopted ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Receipts and Cash Payments in the first quarter ended March 31, 2018 with no material impact on the consolidated financial statements.
NEW ACCOUNTING STANDARDS
In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which currently requires lessees to recognize most leases on their balance sheets related to the rights and obligations created by those leases. ASU No. 2016-02 also requires additional qualitative and quantitative disclosures related to the nature, timing and uncertainty of cash flows arising from leases. In January 2018, the FASB issued ASU No. 2018-01, Leases (Topic 842): Land Easement Practical Expedient for Transition to Topic 842. This update provides an optional transition practical expedient not to evaluate under ASU No. 2016-02 existing or expired land easements that were not previously accounted for as leases under the current leases guidance. An entity that elects this practical expedient should evaluate new or modified land easements under ASU No. 2016-02, once adopted. An entity that does not elect this practical expedient should evaluate all existing or expired land easements in connection with the adoption of ASU No. 2016-02 to assess whether they meet the definition of a lease. This standard is effective for annual reporting periods beginning after December 15, 2018, including interim periods within that reporting period, and is required to be applied on a modified retrospective basis beginning at the earliest period presented. Early adoption is permitted. The Company is currently evaluating the impact of adopting this new guidance on the consolidated financial statements.
In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities, which will make more financial and non-financial hedging strategies eligible for hedge accounting. It also amends the presentation and disclosure requirements and changes how companies assess effectiveness. It is intended to more closely align hedge accounting with companies’ risk management strategies, simplify the application of hedge accounting, and increase transparency as to the scope and results of hedging programs. ASU No. 2017-12 is effective for annual periods beginning after December 15, 2018, and interim periods within those annual periods. Early adoption is permitted and the amended presentation and disclosure guidance is required to be applied on a prospective basis. The Company is currently evaluating the impact of adopting this new guidance on the consolidated financial statements.
In February 2018, the FASB issued ASU No. 2018-02, Income Statement—Reporting Comprehensive Income (Topic 220) Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, to allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. Consequently, the amendments eliminate the stranded tax effects resulting from the Tax Cuts and Jobs Act. The amendments in this update also require certain disclosures about stranded tax effects. ASU No. 2018-02 is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. ASU No. 2018-02 is required to be applied either in the period of adoption or retrospectively to each period (or periods) in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Cuts and Jobs Act is recognized. Early adoption is permitted in any interim period for which financial statements have not yet been issued. The Company is currently evaluating the impact of adopting this new guidance on the consolidated financial statements.

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Table of Contents
RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

In February 2018, the FASB issued ASU No. 2018-03, Technical Corrections and Improvements to Financial Instruments —Overall (Subtopic 825-10), to clarify certain provisions of ASU No. 2016-01 and amend other provisions. ASU No. 2018-03 is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years beginning after June 15, 2018. Early adoption is permitted for entities that have adopted ASU 2016-01. The Company anticipates the adoption of this standard will not have a significant impact on the Company’s consolidated financial statements.
SUBSEQUENT EVENTS
The Company has evaluated events occurring from June 30, 2018 to the date of issuance of these Consolidated Financial Statements for potential recognition or disclosure in the consolidated financial statements. No events were identified that warranted recognition or disclosure.

2.    REVENUE
ADOPTION OF ASC 606
For information on the adoption of ASC 606, including changes to significant accounting policies and required transition disclosures, see Note 1 — Basis of Presentation.
REVENUE RECOGNITION
The Company recognizes revenues when control of promised goods or services (“performance obligations”) is transferred to customers, in an amount that reflects the consideration expected to be entitled to in exchange for those goods or services (“transaction price”). The Company generally satisfies performance obligations within a year of entering into a contract and therefore has applied the disclosure exemption found under ASC 606-10-50-14. Unsatisfied performance obligations as of June 30, 2018 are primarily due to advances on stumpage contracts and unearned license revenue. These performance obligations are expected to be satisfied within the next twelve months. The Company generally collects payment within a year of satisfying performance obligations and therefore has elected not to adjust revenues for a financing component.
    

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RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

The following table presents our revenue from contracts with customers disaggregated by product type for the three and six months ended June 30, 2018 and 2017:
Three Months Ended
Southern Timber
 
Pacific Northwest Timber
 
New Zealand Timber
 
Real Estate
 
Trading
 
Elim.
 
Total
June 30, 2018
 
 
 
 
 
 
 
 
 
 
 
 
 
Pulpwood

$20,300

 

$4,625

 

$7,788

 

 

$3,804

 

 

$36,517

Sawtimber
15,776

 
26,654

 
61,219

 

 
42,162

 

 
145,811

Hardwood
1,214

 

 

 

 

 

 
1,214

Total Timber Sales
37,290

 
31,279

 
69,007

 

 
45,966

 

 
183,542

License Revenue, Primarily From Hunting
3,936

 
103

 
142

 

 

 

 
4,181

Other Non-Timber/Carbon Revenue
6,589

 
749

 
504

 

 

 

 
7,842

Agency Fee Income

 

 

 

 
167

 

 
167

Total Non-Timber Sales
10,525

 
852

 
646

 

 
167

 

 
12,190

Improved Development



 

 
1,345

 

 

 
1,345

Unimproved Development



 

 

 

 

 

Rural



 

 
4,827

 

 

 
4,827

Non-strategic / Timberlands



 

 
43,688

 

 

 
43,688

Large Dispositions



 

 

 

 

 

Total Real Estate Sales



 

 
49,860

 

 

 
49,860

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue from Contracts with Customers
47,815

 
32,131

 
69,653

 
49,860

 
46,133

 

 
245,592

Other Non-Timber Sales, Primarily Lease
232

 
82

 

 

 

 

 
314

Intersegment

 

 

 

 
29

 
(29
)
 

Total Revenue

$48,047

 

$32,213

 

$69,653

 

$49,860

 

$46,162

 

($29
)
 

$245,906

 
 
 
 
 
 
 
 
 
 
 
 
 
 
June 30, 2017
 
 
 
 
 
 
 
 
 
 
 
 
 
Pulpwood

$15,170

 

$2,803

 

$6,450

 

 

$3,711

 

 

$28,134

Sawtimber
14,580

 
16,648

 
46,403

 

 
37,996

 

 
115,627

Hardwood
1,027

 

 

 

 

 

 
1,027

Total Timber Sales
30,777

 
19,451

 
52,853

 

 
41,707

 

 
144,788

License Revenue, Primarily from Hunting
3,808

 
93

 
72

 

 

 

 
3,973

Other Non-Timber Revenue
753

 
858

 
86

 

 

 

 
1,697

Agency Fee Income

 

 

 

 
330

 

 
330

Total Non-Timber Sales
4,561

 
951

 
158

 

 
330

 

 
6,000

Improved Development

 

 

 
143

 

 

 
143

Unimproved Development

 

 

 
2,500

 

 

 
2,500

Rural

 

 

 
5,493

 

 

 
5,493

Non-strategic / Timberlands

 

 
24,311

 
17,484

 

 

 
41,795

Large Dispositions

 

 

 

 

 

 

Total Real Estate Sales

 

 
24,311

 
25,620

 

 

 
49,931

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue from Contracts with Customers
35,338

 
20,402

 
77,322

 
25,620

 
42,037

 

 
200,719

Other Non-Timber Sales, Primarily Lease
190

 
55

 

 

 

 

 
245

Total Revenue

$35,528



$20,457



$77,322



$25,620



$42,037



 

$200,964



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Table of Contents
RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

Six Months Ended
Southern Timber
 
Pacific Northwest Timber
 
New Zealand Timber
 
Real Estate
 
Trading
 
Elim.
 
Total
June 30, 2018
 
 
 
 
 
 
 
 
 
 
 
 
 
Pulpwood

$41,904

 

$8,044

 

$13,632

 

 

$8,062

 

 

$71,642

Sawtimber
31,713

 
53,721

 
105,964

 

 
76,987

 

 
268,385

Hardwood
1,811

 

 

 

 

 

 
1,811

Total Timber Sales
75,428

 
61,765

 
119,596

 

 
85,049

 

 
341,838

License Revenue, Primarily From Hunting
8,024

 
128

 
194

 

 

 

 
8,346

Other Non-Timber/Carbon Revenue
7,781

 
1,554

 
2,827

 

 

 

 
12,162

Agency Fee Income

 

 

 

 
289

 

 
289

Total Non-Timber Sales
15,805

 
1,682

 
3,021

 

 
289

 

 
20,797

Improved Development

 

 

 
2,465

 

 

 
2,465

Unimproved Development

 

 

 
7,446

 

 

 
7,446

Rural

 

 

 
6,480

 

 

 
6,480

Non-strategic / Timberlands

 

 

 
69,533

 

 

 
69,533

Large Dispositions

 

 

 

 

 

 

Total Real Estate Sales

 

 

 
85,924

 

 

 
85,924

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue from Contracts with Customers
91,233

 
63,447

 
122,617

 
85,924

 
85,338

 

 
448,559

Other Non-Timber Sales, Primarily Lease
402

 
140

 

 

 

 

 
542

Intersegment

 

 

 

 
35

 
(35
)
 

Total Revenue

$91,635

 

$63,587

 

$122,617

 

$85,924

 

$85,373

 

($35
)
 

$449,101

 
 
 
 
 
 
 
 
 
 
 
 
 
 
June 30, 2017
 
 
 
 
 
 
 
 
 
 
 
 
 
Pulpwood

$34,146

 

$6,162

 

$11,611

 

 

$6,547

 

 

$58,466

Sawtimber
27,603

 
38,081

 
81,982

 

 
69,137

 

 
216,803

Hardwood
1,743

 

 

 

 

 

 
1,743

Total Timber Sales
63,492

 
44,243

 
93,593

 

 
75,684

 

 
277,012

License Revenue, Primarily from Hunting
7,638

 
190

 
119

 

 

 

 
7,947

Other Non-Timber Revenue
3,142

 
1,804

 
173

 

 

 

 
5,119

Agency Fee Income

 

 

 

 
618

 

 
618

Total Non-Timber Sales
10,780

 
1,994

 
292

 

 
618

 

 
13,684

Improved Development

 

 

 
143

 

 

 
143

Unimproved Development

 

 

 
2,500

 

 

 
2,500

Rural

 

 

 
12,232

 

 

 
12,232

Non-strategic / Timberlands

 

 
24,311

 
23,083

 

 

 
47,394

Large Dispositions

 

 

 
41,951

 

 

 
41,951

Total Real Estate Sales

 

 
24,311

 
79,909

 

 

 
104,220

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue from Contracts with Customers
74,272

 
46,237

 
118,196

 
79,909

 
76,302

 

 
394,916

Other Non-Timber Sales, Primarily Lease
394

 
145

 

 

 

 

 
539

Total Revenue

$74,666

 

$46,382

 

$118,196

 

$79,909

 

$76,302

 

 

$395,455



9


Table of Contents
RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

REVENUE RECOGNITION FOR TIMBER SALES AND NON-TIMBER INCOME
Revenue from the sale of timber is recognized when control passes to the buyer. The Company utilizes two primary methods or sales channels for the sale of timber, a stumpage or standing timber model and a delivered log model. The sales method the Company employs depends upon local market conditions and which method management believes will provide the best overall margins. Under the stumpage model, standing timber is sold primarily under pay-as-cut contracts, with specified duration (typically one year or less) and fixed prices, whereby revenue is recognized as timber is severed and the sales volume is determined. The Company also sells stumpage under lump-sum contracts for specified parcels where the Company receives cash for the full agreed value of the timber prior to harvest and control passes to the buyer upon signing the contract. The Company retains interest in the land, slash products, and the use of the land for recreational and other purposes. Any uncut timber remaining at the end of the contract period reverts to the Company. Revenue is recognized for lump-sum timber sales when payment is received, the contract is signed and control passes to the buyer. A third type of stumpage sale the Company utilizes is an agreed-volume sale, whereby revenue is recognized using the output method, as periodic physical observations are made of the percentage of acreage harvested.
Under the delivered log model, the Company hires third-party loggers and haulers to harvest timber and deliver it to a buyer. Sales of domestic logs generally do not require an initial payment and are made to third-party customers on open credit terms. Sales of export logs generally require a letter of credit from an approved bank. Revenue is recognized when the logs are delivered and control has passed to the buyer. For domestic log sales, control is considered passed to the buyer as the logs are delivered to the customer’s facility. For export log sales (primarily in New Zealand), control is considered passed to the buyer upon delivery onto the export vessel.
Non-timber income is primarily comprised of hunting and recreational licenses. Such income and any related cost are recognized ratably over the term of the agreement and included in “Sales” and “Cost of sales”, respectively. Payment is generally due upon contract execution.
The following table summarizes revenue recognition and general payment terms for timber sales:
Contract Type
 
Performance
Obligation
 
Timing of
Revenue Recognition
 
General
Payment Terms
Stumpage Pay-as-Cut
 
Right to harvest a unit (i.e. ton, MBF, JAS m3) of standing timber
 
As timber is severed
(point-in-time)
 
Initial payment between
5% and 20% of estimated contract value; collection generally within 10 days of severance
Stumpage Lump Sum
 
Right to harvest an agreed upon volume of standing timber
 
Contract execution
(point-in-time)
 
Full payment due upon contract execution
Stumpage Agreed Volume
 
Right to harvest an agreed upon acreage of standing timber
 
As timber is severed (over-time)
 
Payments made throughout contract term at the earlier of a specified harvest percentage or time elapsed
Delivered Wood (Domestic)
 
Delivery of a unit (i.e. ton, MBF, JAS m3) of timber to customer’s facility
 
Upon delivery to customer’s facility
 (point-in-time)
 
No initial payment and on open credit terms; collection generally within 30 days of invoice
Delivered Wood (Export)
 
Delivery of a unit (i.e. ton, MBF, JAS m3) onto export vessel
 
Upon delivery onto export vessel
 (point-in-time)
 
Letter of credit from an approved bank; collection generally within 30 days of delivery

    

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Table of Contents
RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

The following table presents our timber sales disaggregated by contract type for the three and six months ended June 30, 2018 and 2017:
Three Months Ended
Southern Timber
 
Pacific Northwest Timber
 
New Zealand Timber
 
Trading
 
Total
June 30, 2018
 
 
 
 
 
 
 
 
 
Stumpage Pay-as-Cut

$19,855

 

 

 

 

$19,855

Stumpage Lump Sum
256

 
4,605

 

 

 
4,861

Stumpage Agreed Volume

 

 

 

 

Total Stumpage
20,111

 
4,605

 

 

 
24,716

 
 
 
 
 
 
 
 
 
 
Delivered Wood (Domestic)
15,166

 
26,674

 
25,647

 
1,567

 
69,054

Delivered Wood (Export)
2,013

 

 
43,360

 
44,399

 
89,772

Total Delivered
17,179

 
26,674

 
69,007

 
45,966

 
158,826

 
 
 
 
 
 
 
 
 
 
Total Timber Sales

$37,290

 

$31,279

 

$69,007

 

$45,966

 

$183,542

 
 
 
 
 
 
 
 
 
 
June 30, 2017
 
 
 
 
 
 
 
 
 
Stumpage Pay-as-Cut

$18,249

 

 

 

 

$18,249

Stumpage Lump Sum
2,247

 

 

 

 
2,247

Stumpage Agreed Volume

 
54

 

 

 
54

Total Stumpage
20,496

 
54

 

 

 
20,550

 
 
 
 
 
 
 
 
 
 
Delivered Wood (Domestic)
10,281

 
19,397

 
20,598

 
1,317

 
51,593

Delivered Wood (Export)

 

 
32,255

 
40,390

 
72,645

Total Delivered
10,281

 
19,397

 
52,853

 
41,707

 
124,238

 
 
 
 
 
 
 
 
 
 
Total Timber Sales

$30,777

 

$19,451

 

$52,853

 

$41,707

 

$144,788

Six Months Ended
Southern Timber
 
Pacific Northwest Timber
 
New Zealand Timber
 
Trading
 
Total
June 30, 2018
 
 
 
 
 
 
 
 
 
Stumpage Pay-as-Cut

$42,364

 

 

 

 

$42,364

Stumpage Lump Sum
2,074

 
9,711

 

 

 
11,785

Stumpage Agreed Volume

 

 

 

 

Total Stumpage
44,438

 
9,711

 

 

 
54,149

 
 
 
 
 
 
 
 
 
 
Delivered Wood (Domestic)
28,543

 
52,054

 
45,750

 
2,504

 
128,851

Delivered Wood (Export)
2,447

 

 
73,846

 
82,545

 
158,838

Total Delivered
30,990

 
52,054

 
119,596

 
85,049

 
287,689

 
 
 
 
 
 
 
 
 
 
Total Timber Sales

$75,428

 

$61,765

 

$119,596

 

$85,049

 

$341,838

 
 
 
 
 
 
 
 
 
 
June 30, 2017
 
 
 
 
 
 
 
 
 
Stumpage Pay-as-Cut

$38,352

 

 

 

 

$38,352

Stumpage Lump Sum
5,043

 
2,580

 

 

 
7,623

Stumpage Agreed Volume

 
1,234

 

 

 
1,234

Total Stumpage
43,395

 
3,814

 

 

 
47,209

 
 
 
 
 
 
 
 
 
 
Delivered Wood (Domestic)
20,097

 
40,429

 
39,443

 
2,324

 
102,293

Delivered Wood (Export)

 

 
54,150

 
73,360

 
127,510

Total Delivered
20,097

 
40,429

 
93,593

 
75,684

 
229,803

 
 
 
 
 
 
 
 
 
 
Total Timber Sales

$63,492

 

$44,243

 

$93,593

 

$75,684

 

$277,012


11


Table of Contents
RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)



REVENUE RECOGNITION FOR REAL ESTATE SALES
The Company recognizes revenue on sales of real estate generally at the point in time when cash has been received, the sale has closed, and control has passed to the buyer. A deposit of 5% is generally required at the time a purchase and sale agreement is executed, with the balance due at closing. On sales of real estate containing future performance obligations, revenue is recognized using the input method based on costs incurred to date relative to the total costs expected to fulfill the performance obligations in the contract with the customer.
REVENUE RECOGNITION FOR LOG TRADING
Log trading revenue is generally recognized when procured logs are delivered to the buyer and control has passed. For domestic log trading, control is considered passed to the buyer as the logs are delivered to the customer’s facility. For export log trading, control is considered passed to the buyer upon delivery onto the export vessel. The Trading segment also includes sales from log agency contracts, whereby the Company acts as an agent managing export services on behalf of third parties. Revenue for log agency fees are recognized net of related costs.
Contract Balances
The timing of revenue recognition, invoicing and cash collections results in accounts receivable and deferred revenue (contract liabilities) on the Consolidated Balance Sheets. Accounts receivable are recorded when the Company has an unconditional right to consideration for completed performance under the contract. Contract liabilities relate to payments received in advance of performance under the contract. Contract liabilities are recognized as revenue as (or when) the Company performs under the contract.
The following tables summarizes revenue recognized during the three and six months ended June 30, 2018 and 2017 that was included in the contract liability balance at the beginning of each year:
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2018
 
2017
 
2018
 
2017
Revenue recognized from contract liability balance at the beginning of the year (a)

$5,429

 

$3,809

 

$11,800

 

$8,592

 
 
 
 
 
(a)
Revenue recognized was primarily from hunting licenses and the use of advances on pay-as-cut timber sales.
3.
JOINT VENTURE INVESTMENT
MATARIKI FORESTRY GROUP
The Company maintains a controlling financial interest in Matariki Forestry Group (the “New Zealand JV”), a joint venture that owns or leases approximately 411,000 legal acres of New Zealand timberland. Accordingly, the Company consolidates the New Zealand JV’s balance sheet and results of operations. The portions of the consolidated financial position and results of operations attributable to the New Zealand JV’s 23% noncontrolling interest are shown separately within the Consolidated Statements of Income and Comprehensive Income and Consolidated Statements of Changes in Shareholders’ Equity. Rayonier New Zealand Limited (“RNZ”), a wholly-owned subsidiary of Rayonier Inc., serves as the manager of the New Zealand JV.

4.
SEGMENT AND GEOGRAPHICAL INFORMATION
Sales between operating segments are made based on estimated fair market value, and intercompany sales, purchases and profits (losses) are eliminated in consolidation. The Company evaluates financial performance based on segment operating income and Adjusted EBITDA. Asset information is not reported by segment, as the Company does not produce asset information by segment internally.
Operating income as presented in the Consolidated Statements of Income and Comprehensive Income is equal to segment income. Certain income (loss) items in the Consolidated Statements of Income and Comprehensive Income are not allocated to segments. These items, which include interest expense, interest and other miscellaneous income

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Table of Contents
RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

and income tax expense, are not considered by management to be part of segment operations and are included under “Corporate and other” or “unallocated interest expense and other.”
The following tables summarize the segment information for the three and six months ended June 30, 2018 and 2017:
 
Three Months Ended June 30,
 
Six Months Ended June 30,
SALES
2018
 
2017
 
2018
 
2017
Southern Timber

$48,047

 

$35,528

 

$91,635

 

$74,666

Pacific Northwest Timber
32,213

 
20,457

 
63,587

 
46,382

New Zealand Timber
69,653

 
77,322

 
122,617

 
118,196

Real Estate (a)
49,860

 
25,620

 
85,924

 
79,909

Trading
46,162

 
42,037

 
85,373

 
76,302

Intersegment Eliminations
(29
)
 

 
(35
)
 

Total

$245,906

 

$200,964

 

$449,101

 

$395,455

 
 
 
 
 
(a)
The six months ended June 30, 2017 includes $42.0 million of Large Dispositions.
 
Three Months Ended June 30,
 
Six Months Ended June 30,
OPERATING INCOME (LOSS)
2018
 
2017
 
2018
 
2017
Southern Timber

$15,651

 

$9,655

 

$27,878

 

$23,594

Pacific Northwest Timber
5,625

 
(1,535
)
 
10,299

 
(2,413
)
New Zealand Timber
17,768

 
26,804

 
33,725

 
37,046

Real Estate (a)
18,864

 
16,133

 
46,918

 
45,798

Trading
227

 
1,141

 
376

 
2,239

Corporate and other
(6,490
)
 
(5,305
)
 
(10,476
)
 
(10,110
)
Total Operating Income
51,645

 
46,893

 
108,720

 
96,154

Unallocated interest expense and other
(5,197
)
 
(8,627
)
 
(12,630
)
 
(16,524
)
Total Income before Income Taxes

$46,448

 

$38,266

 

$96,090

 

$79,630

 
 
 
 
 
(a)
The six months ended June 30, 2017 includes $28.2 million of Large Dispositions.
 
Three Months Ended June 30,
 
Six Months Ended June 30,
DEPRECIATION, DEPLETION AND AMORTIZATION
2018
 
2017
 
2018
 
2017
Southern Timber

$14,940

 

$11,904

 

$30,919

 

$24,356

Pacific Northwest Timber
9,381

 
7,075

 
18,885

 
17,285

New Zealand Timber (a)
8,026

 
15,456

 
13,743

 
20,863

Real Estate (b)
13,739

 
2,596

 
16,805

 
13,303

Trading

 

 

 

Corporate and other
297

 
92

 
568

 
192

Total

$46,383

 

$37,123

 

$80,920

 

$75,999

 
 
 
 
 
(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.    

13


Table of Contents
RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

NON-CASH COST OF LAND AND IMPROVED DEVELOPMENT
Three Months Ended June 30,
 
Six Months Ended June 30,
2018
 
2017
 
2018
 
2017
Southern Timber

 

 

 

Pacific Northwest Timber

 

 

 

New Zealand Timber

 
128

 

 
128

Real Estate (a)
13,312

 
2,752

 
14,936

 
12,974

Trading

 

 

 

Total

$13,312

 

$2,880

 

$14,936

 

$13,102

 
 
 
 
 
(a)
The six months ended June 30, 2017 includes $5.7 million from Large Dispositions.

5.
DEBT
Rayonier’s debt consisted of the following at June 30, 2018:
 
June 30, 2018
Term Credit Agreement borrowings due 2024 at a variable interest rate of 3.6% at June 30, 2018 (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 3.9% at June 30, 2018 (b)
300,000

Total debt
975,000

Less: Deferred financing costs
(2,715
)
Long-term debt, net of deferred financing costs

$972,285

 
 
 
 
 
(a)    As of June 30, 2018, 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, 2018, 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.
Principal payments due during the next five years and thereafter are as follows:
2018

2019

2020

2021

2022
325,000

Thereafter
650,000

Total Debt

$975,000


14


Table of Contents
RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

2018 DEBT ACTIVITY
During the six months ended June 30, 2018, the Company made a repayment of $50.0 million on the Revolving Credit Facility. As of June 30, 2018, the Company had available borrowings of $189.6 million under the Revolving Credit Facility, net of $10.4 million to secure its outstanding letters of credit.
In addition, the New Zealand JV made borrowings and repayments of $1.0 million on its working capital facility. As of June 30, 2018, draws totaling NZ$40.0 million remain available on the working capital facility. The New Zealand JV also fully repaid its shareholder loan held by the noncontrolling interest party during the six months ended June 30, 2018.
DEBT COVENANTS
In connection with the Company’s $350 million term credit agreement (the “Term Credit Agreement”), $300 million incremental term loan agreement (the “Incremental Term Loan Agreement”) and $200 million revolving credit facility (the “Revolving Credit Facility”), customary covenants must be met, the most significant of which include interest coverage and leverage ratios.
In addition to these financial covenants listed above, the Senior Notes, Term Credit Agreement, Incremental Term Loan Agreement and Revolving Credit Facility include customary covenants that limit the incurrence of debt and the disposition of assets, among others. At June 30, 2018, the Company was in compliance with all applicable covenants.

6.
HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT INVESTMENTS
Rayonier continuously assesses potential alternative uses of its timberlands, as some properties may become more valuable for development, residential, recreation or other purposes. The Company periodically transfers, via a sale or contribution from the real estate investment trust (“REIT”) entities to taxable REIT subsidiaries (“TRS”), higher and better use (“HBU”) timberlands to enable land-use entitlement, development or marketing activities. The Company also acquires HBU properties in connection with timberland acquisitions. These properties are managed as timberlands until sold or developed. While the majority of HBU sales involve rural and recreational land, the Company also selectively pursues various land-use entitlements on certain properties for residential, commercial and industrial development in order to enhance the long-term value of such properties. For selected development properties, Rayonier also invests in targeted infrastructure improvements, such as roadways and utilities, to accelerate the marketability and improve the value of such properties.
An analysis of higher and better use timberlands and real estate development investments from December 31, 2017 to June 30, 2018 is shown below:
 
Higher and Better Use Timberlands and Real Estate Development Investments
 
Land and Timber
 
Development Investments
 
Total
Non-current portion at December 31, 2017

$59,653

 

$21,144

 

$80,797

Plus: Current portion (a)
6,702

 
11,648

 
18,350

Total Balance at December 31, 2017
66,355

 
32,792

 
99,147

Non-cash cost of land and improved development
(1,034
)
 
(1,853
)
 
(2,887
)
Timber depletion from harvesting activities and basis of timber sold in real estate sales
(929
)
 

 
(929
)
Capitalized real estate development investments (b)

 
4,500

 
4,500

Capital expenditures (silviculture)
47

 

 
47

Intersegment transfers
1,325

 

 
1,325

Total Balance at June 30, 2018
65,764

 
35,439

 
101,203

Less: Current portion (a)
(4,241
)
 
(10,007
)
 
(14,248
)
Non-current portion at June 30, 2018

$61,523

 

$25,432

 

$86,955

 
 
 
 
 
(a)
The current portion of Higher and Better Use Timberlands and Real Estate Development Investments is recorded in Inventory. See Note 16 — Inventory for additional information.
(b)
Capitalized real estate development investments include $0.3 million of capitalized interest.

15


Table of Contents
RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

7.    COMMITMENTS
The Company leases certain buildings, machinery, and equipment under various operating leases. The Company also has long-term lease agreements on certain timberlands in the Southern U.S. and New Zealand. U.S. leases typically have initial terms of approximately 30 to 65 years, with renewal provisions in some cases. New Zealand timberland lease terms range between 30 and 99 years. Such leases are generally non-cancellable and require minimum annual rental payments.
At June 30, 2018, the future minimum payments under non-cancellable operating leases, timberland leases and other commitments were as follows:
 
Operating
Leases
 
Timberland
Leases (a)
 
Commitments (b)
 
Total
Remaining 2018

$590

 

$5,689

 

$7,641

 

$13,920

2019
1,032

 
8,873

 
5,121

 
15,026

2020
850

 
8,495

 
3,403

 
12,748

2021
736

 
8,497

 
1,573

 
10,806

2022
705

 
8,260

 
956

 
9,921

Thereafter (c)
708

 
147,321

 
1,510

 
149,539

 

$4,621

 

$187,135

 

$20,204

 

$211,960

 
 
 
 
 
(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 $1.7 million of pension contribution requirements remaining in 2018 based on actuarially determined estimates and IRS minimum funding requirements, payments expected to be made on derivative financial instruments (foreign exchange contracts and interest rate swaps), construction of the Company’s Wildlight development project and other purchase obligations. For additional information on the pension contribution see Note 15 — Employee Benefit Plans in the 2017 Form 10-K.
(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, 2018, the New Zealand JV has three 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.

8.    INCOME TAXES
The operations conducted by the Company’s REIT entities are generally not subject to U.S. federal and state income tax. The New Zealand JV is subject to corporate level tax in New Zealand. Non-REIT qualifying operations are conducted by the Company’s TRS. The primary businesses performed in Rayonier’s TRS include log trading and certain real estate activities, such as the sale, entitlement and development of HBU properties. For the three and six months ended June 30, 2018, the Company recorded income tax expense of $7.1 million and $14.0 million, respectively. For the three and six months ended June 30, 2017, the Company recorded income tax expense of $7.5 million and $13.8 million, respectively.
PROVISION FOR INCOME TAXES
The Company’s effective tax rate is below the 21.0% U.S. statutory rate due to tax benefits associated with being a REIT. The Company’s annualized effective tax rate (“AETR”) as of June 30, 2018 and June 30, 2017 was 14.5% and 17.3%, respectively. The increase in income tax expense and the decrease in AETR for the three and six months ended June 30, 2018 is principally related to the New Zealand JV.
In accordance with GAAP, the Company recognizes the impact of a tax position if a position is “more-likely-than-not” to prevail. For the six months ended June 30, 2018, there were no material changes in uncertain tax positions.

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RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

U.S. TAX REFORM
The Tax Cuts and Jobs Act (the “Act”) was signed into law on December 22, 2017 making significant changes to the Internal Revenue Code. Changes include a permanent reduction in the U.S. statutory corporate income tax rate from 35% to 21% beginning January 1, 2018 and a one-time transition tax on the deemed repatriation of deferred foreign earnings in 2017.
The SEC issued Staff Accounting Bulletin 118 (“SAB 118”), which provides additional clarification regarding the application of ASC Topic 740 when registrants do not have the necessary information available, prepared, or analyzed in reasonable detail to complete the accounting for certain income tax effects of the Act for the reporting period in which the Act was enacted. SAB 118 provides a measurement period beginning in the reporting period that includes the Act’s enactment date and ending when the registrant has obtained, prepared, and analyzed the information needed in order to complete the accounting requirements, but in no circumstances should the measurement period extend beyond one year from the enactment date.
The Company has not completed its assessment of the accounting implications of the Act. However, the Company reasonably calculated an estimate of the impact of the Act in the 2017 year end income tax provision and recorded $0.1 million of additional income tax expense as of December 31, 2017. This amount was offset by the Alternative Minimum Tax credit benefit, resulting in a zero net effect to income tax expense. This provisional amount is related to the one-time transition tax on the deemed repatriation of deferred foreign earnings as of December 31, 2017. The remeasurement of certain deferred tax assets and liabilities resulting from the permanent reduction in the U.S. statutory corporate tax rate resulted in a provisional amount of zero as the change in rate was offset by a change in the valuation allowance.
As the Company completes its analysis of the Act, it may make adjustments to the provisional amounts. No adjustments have been made to the provisional amounts as of the six months ended June 30, 2018. However, any subsequent adjustments to these amounts will be recorded to current tax expense in the quarter the analysis is complete.
The Act subjects a U.S. shareholder to current tax on global intangible low-taxed income (“GILTI”) earned by certain foreign subsidiaries effective January 1, 2018. For the current year, the Company’s REIT entity has a GILTI income inclusion of $1.7 million. The FASB Staff Q&A, Topic 740 No. 5, Accounting for Global Intangible Low-Taxed Income, states that an entity can make an accounting policy election to either recognize deferred taxes for temporary differences expected to reverse as GILTI in future years or provide for the tax expense related to GILTI in the year the tax is incurred. Due to the Company’s REIT status and the corresponding distribution requirement, the Company has neither a deferred tax related to GILTI nor any current tax expense.


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RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

9.
CONTINGENCIES

Following the Company’s November 10, 2014 earnings release and filing of the restated interim financial statements for the quarterly periods ended March 31 and June 30, 2014, (the “November 2014 Announcement”), on November 26, 2014, December 29, 2014, January 26, 2015, February 13, 2015, and May 12, 2015, the Company received separate letters from shareholders requesting that the Company investigate or pursue derivative claims against certain officers and directors related to the November 2014 Announcement (the “Derivative Claims”). Although these demands do not identify any claims against the Company, the Company has certain obligations to advance expenses and provide indemnification to certain current and former officers and directors of the Company. The Company has also incurred expenses as a result of costs arising from the investigation of the claims alleged in the various demands.

Following the Company’s receipt of the Derivative Claims, it entered into a series of tolling agreements with the shareholders from whom it received demands (the “Demand Shareholders”). The last of these tolling agreements ended in March of 2017. On October 13, 2017, one of the Demand Shareholders filed an action in the United States District Court for the Middle District of Florida, currently styled Molloy v. Boynton, et al., Civil Action No. 3:17-cv-01157-TJC-MCR (the “Derivative Lawsuit”). The complaint alleges breaches of fiduciary duties and unjust enrichment and names as defendants former officers, Paul G. Boynton, Hans E. Vanden Noort and N. Lynn Wilson, and former directors, C. David Brown, II, Mark E. Gaumond, James H. Miller, Thomas I. Morgan and Ronald Townsend (the former officers and directors named as defendants are collectively the “Individual Defendants”).
In November 2017, the parties reached an agreement to resolve all claims brought in the Derivative Lawsuit and agreed to negotiate in good faith regarding the amount of attorneys’ fees and expenses to be paid to the Demand Shareholders’ counsel, subject to court approval. The parties executed a term sheet on November 27, 2017, and agreed to schedule a mediation regarding the amount of attorneys’ fees and expenses. On November 30, 2017, Rayonier and certain of the Individual Defendants who had been served with the complaint filed an unopposed Motion to Stay or, in the Alternative, to Extend Time to Respond to the Complaint in order to allow the parties time to attempt to resolve the Derivative Lawsuit without further litigation. On December 6, 2017, the Court entered an order staying the case, directing that the case be administratively closed, and ordering the parties to file a joint status report with the Court not later than March 15, 2018. At December 31, 2017, the case was stayed, some of the Individual Defendants had not yet been served, none of the defendants had filed any responsive pleading or dispositive motion, and the Company could not determine whether there was a likelihood a material loss had been incurred nor could the range of any such loss be estimated.
On March 13, 2018, the Demand Shareholders, Rayonier, certain of Rayonier’s directors’ and officers’ insurance carriers, and certain of the Individual Defendants participated in a mediation, at the conclusion of which the parties reached an agreement in principle to settle the case and amended the term sheet to memorialize such agreement. On April 17, 2018, Plaintiff filed with the Court Plaintiff’s Unopposed Motion for Preliminary Approval of Derivative Settlement and Memorandum of Legal Authority in Support (“Motion for Preliminary Approval”). The terms of the proposed settlement (the “Settlement”) are contained in the Stipulation and Agreement of Settlement (the “Stipulation”), which was attached to the Motion for Preliminary Approval and filed with the Court. The Stipulation, executed by all parties, included the material terms of the term sheet. Pursuant to the terms of the Settlement, which is subject to Court approval and objections by shareholders, the Company agreed to certain governance reforms and to cause certain of its directors’ and officers’ liability insurance carriers to fund a settlement payment for the Demand Shareholders’ attorneys’ fees and expenses as well as incentive awards to the Demand Shareholders in the aggregate amount of $1.995 million. The payments agreed to on March 13, 2018, including the realized amount to be funded by the insurance carriers, were reflected in the Company’s Consolidated Financial Statements as of June 30, 2018.
The Company has also been named as a defendant in various other lawsuits and claims arising in the normal course of business. While the Company has procured reasonable and customary insurance covering risks normally occurring in connection with its businesses, it has in certain cases retained some risk through the operation of large deductible insurance plans, primarily in the areas of executive risk, property, automobile and general liability. These pending lawsuits and claims, either individually or in the aggregate, are not expected to have a material adverse effect on the Company’s financial position, results of operations, or cash flow.



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RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

10.
GUARANTEES
The Company provides financial guarantees as required by creditors, insurance programs, and various governmental agencies.
As of June 30, 2018, the following financial guarantees were outstanding:
Financial Commitments
 
Maximum Potential
Payment
 
Carrying Amount
of Associated Liability
Standby letters of credit (a)
 

$10,353

 

Guarantees (b)
 
2,254

 
43

Surety bonds (c)
 
1,284

 

Total financial commitments
 

$13,891

 

$43

 
 
 
 
 
(a)
Approximately $9.2 million of the irrevocable 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 2018 and 2019 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, 2018, 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 outstanding claims under the Company’s previous workers’ compensation self-insurance programs in Washington and Florida. 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 2018 and 2019 and are expected to be renewed as required.

11.    EARNINGS PER COMMON SHARE
The following table provides details of the calculations of basic and diluted earnings per common share:
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2018
 
2017
 
2018
 
2017
Net Income

$39,338

 

$30,773

 

$82,043

 

$65,856

Less: Net income attributable to noncontrolling interest
3,080

 
4,612

 
5,246

 
5,853

Net income attributable to Rayonier Inc.

$36,258

 

$26,161

 

$76,797

 

$60,003

 
 
 
 
 
 
 
 
Shares used for determining basic earnings per common share
129,067,325

 
128,548,218

 
128,935,003

 
126,081,762

Dilutive effect of:
 
 
 
 
 
 
 
Stock options
103,154

 
92,513

 
90,815

 
99,602

Performance and restricted shares
540,808

 
447,448

 
606,760

 
337,862

Shares used for determining diluted earnings per common share
129,711,287

 
129,088,179

 
129,632,578

 
126,519,226

 
 
 
 
 
 
 
 
Basic earnings per common share attributable to Rayonier Inc.:

$0.28

 

$0.20

 

$0.60

 

$0.48

 
 
 
 
 
 
 
 
Diluted earnings per common share attributable to Rayonier Inc.:

$0.28

 

$0.20

 

$0.59

 

$0.47

 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2018
 
2017
 
2018
 
2017
Anti-dilutive shares excluded from the computations of diluted earnings per share:
 
 
 
 
 
 
 
Stock options
254,663

 
586,017

 
213,241

 
589,335


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RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

12.
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES
The Company is exposed to market risk related to potential fluctuations in foreign currency exchange rates and interest rates. The Company uses derivative financial instruments to mitigate the financial impact of exposure to these risks.
Accounting for derivative financial instruments is governed by ASC Topic 815, Derivatives and Hedging, (“ASC 815”). In accordance with ASC 815, the Company records its derivative instruments at fair value as either assets or liabilities in the Consolidated Balance Sheets. Changes in the instruments’ fair value are accounted for based on their intended use. Gains and losses on derivatives that are designated and qualify for cash flow hedge accounting are recorded as a component of accumulated other comprehensive income (“AOCI”) and reclassified into earnings when the hedged transaction materializes. Gains and losses on derivatives that are designated and qualify for net investment hedge accounting are recorded as a component of AOCI and will not be reclassified into earnings until the Company’s investment in its New Zealand operations is partially or completely liquidated. The ineffective portion of any hedge, changes in the fair value of derivatives not designated as hedging instruments and those which are no longer effective as hedging instruments, are recognized immediately in earnings. The Company’s hedge ineffectiveness was de minimis for all periods presented.
FOREIGN CURRENCY EXCHANGE AND OPTION CONTRACTS
The functional currency of Rayonier’s wholly owned subsidiary, Rayonier New Zealand Limited, and the New Zealand JV is the New Zealand dollar. The New Zealand JV is exposed to foreign currency risk on export sales and ocean freight payments which are mainly denominated in U.S. dollars. The New Zealand JV typically hedges 35% to 90% of its estimated foreign currency exposure with respect to the following three months forecasted sales and purchases, 25% to 75% of forecasted sales and purchases for the forward three to 12 months and up to 50% of the forward 12 to 18 months. Foreign currency exposure from the New Zealand JV’s trading operations is typically hedged based on the following three months forecasted sales and purchases. As of June 30, 2018, foreign currency exchange contracts and foreign currency option contracts had maturity dates through December 2019 and March 2019, respectively.
Foreign currency exchange and option contracts hedging foreign currency risk on export sales and ocean freight payments qualify for cash flow hedge accounting. The fair value of foreign currency exchange contracts is determined by a mark-to-market valuation which estimates fair value by discounting the difference between the contracted forward price and the current forward price for the residual maturity of the contract using a risk-free interest rate. The fair value of foreign currency option contracts is based on a mark-to-market calculation using the Black-Scholes option pricing model.
The Company may de-designate these cash flow hedge relationships in advance or at the occurrence of the forecasted transaction. The portion of gains or losses on the derivative instrument previously accumulated in other comprehensive income for de-designated hedges remains in accumulated other comprehensive income until the forecasted transaction affects earnings. Changes in the value of derivative instruments after de-designation are recorded in earnings.
Through our ownership in the New Zealand JV, the Company is exposed to foreign currency risk on shareholder distribution payments which are denominated in N.Z. dollars. On behalf of the Company, the New Zealand JV typically hedges 60% to 100% of its estimated foreign currency exposure with respect to the following three months anticipated distributions, up to 75% of anticipated distributions for the forward three to six months and up to 50% of the forward six to 12 months. For the three and six months ended June 30, 2018, the change in fair value of the foreign exchange forward contracts of $2.5 million and $2.6 million, respectively, was recorded in “Interest and other miscellaneous income, net” as the contracts did not qualify for hedge accounting treatment. As of June 30, 2018, foreign exchange forward contracts had maturity dates through December 2018.
 

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RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

In March 2018, the Company entered into a foreign currency exchange contract (notional amount of NZ$37 million) to mitigate the risk of fluctuations in foreign currency exchange rates when translating the New Zealand JV’s balance sheet to U.S. dollars. This contract hedged the cash portion of the Company’s net investment in New Zealand and qualified as a net investment hedge. The fair value of this contract was determined by a mark-to-market valuation, which estimates fair value by discounting the difference between the contracted forward price and the current forward price for the residual maturity of the contract using a risk-free interest rate. This hedge qualified for hedge accounting whereby fluctuations in fair market value during the life of the hedge are recorded in AOCI and remain there permanently unless a partial or full liquidation of the investment is made. At each reporting period, the Company reviews the hedge for ineffectiveness. Ineffectiveness can occur when changes to the investment or the hedged instrument are made such that the risk of foreign exchange movements are no longer mitigated by the hedging instrument. At that time, the amount related to the ineffectiveness of the hedge is recorded into earnings. The Company did not have any ineffectiveness during the life of the hedge. In April 2018, the foreign currency exchange contract matured and the Company repatriated the cash.
INTEREST RATE SWAPS
The Company is exposed to cash flow interest rate risk on its variable-rate Term Credit Agreement and Incremental Term Loan Agreement (as discussed below), and uses variable-to-fixed interest rate swaps to hedge this exposure. For these derivative instruments, the Company reports the gains/losses from the fluctuations in the fair market value of the hedges in AOCI and reclassifies them to earnings as interest expense in the same period in which the hedged interest payments affect earnings.
The following table contains information on the outstanding interest rate swaps as of June 30, 2018:
Outstanding Interest Rate Swaps (a)
Date Entered Into
Term
Notional Amount
Related Debt Facility
Fixed Rate of Swap
Bank Margin on Debt
Total Effective Interest Rate (b)
August 2015
9 years
$170,000
Term Credit Agreement
2.20
%
1.63
%
3.83
%
August 2015
9 years
180,000
Term Credit Agreement
2.35
%
1.63
%
3.98
%
April 2016
10 years
100,000
Incremental Term Loan
1.60
%
1.90
%
3.50
%
April 2016
10 years
100,000
Incremental Term Loan
1.60
%
1.90
%
3.50
%
July 2016
10 years
100,000
Incremental Term Loan
1.26
%
1.90
%
3.16
%
 
 
 
 
 
(a)
All interest rate swaps have been designated as interest rate cash flow hedges and qualify for hedge accounting.
(b)
Rate is before estimated patronage payments.


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Table of Contents
RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

The following tables demonstrate the impact of the Company’s derivatives on the Consolidated Statements of Income and Comprehensive Income for the three and six months ended June 30, 2018 and 2017.
 
 
 
Three Months Ended June 30,
 
Income Statement Location
 
2018
 
2017
Derivatives designated as cash flow hedges:
 
 
 
 
 
Foreign currency exchange contracts
Other comprehensive (loss) income
 

($6,630
)
 

$3,261

Foreign currency option contracts
Other comprehensive (loss) income
 
(539
)
 
976

Interest rate swaps
Other comprehensive (loss) income
 
5,690

 
(5,022
)
 
 
 
 
 
 
Derivatives designated as a net investment hedge:
 
 
 
 
Foreign currency exchange contract
Other comprehensive (loss) income
 
(454
)
 

 
 
 
 
 
 
Derivatives not designated as hedging instruments:
 
 
 
 
Foreign currency exchange contracts
Interest and other miscellaneous income, net
 
2,479

 
(462
)

 
 
 
Six Months Ended June 30,
 
Income Statement Location
 
2018
 
2017
Derivatives designated as cash flow hedges:
 
 
 
 
 
Foreign currency exchange contracts
Other comprehensive (loss) income
 

($5,398
)
 

$3,189

Foreign currency option contracts
Other comprehensive (loss) income
 
(359
)
 
935

Interest rate swaps
Other comprehensive (loss) income
 
21,287

 
(2,388
)
 
 
 
 
 
 
Derivatives designated as a net investment hedge:
 
 
 
 
Foreign currency exchange contract
Other comprehensive (loss) income
 
(344
)
 

 
 
 
 
 
 
Derivatives not designated as hedging instruments:
 
 
 
 
Foreign currency exchange contracts
Interest and other miscellaneous income, net
 
2,608

 
(327
)
During the next 12 months, the amount of the June 30, 2018 AOCI balance, net of tax, expected to be reclassified into earnings as a result of the maturation of the Company’s derivative instruments is a loss of approximately $1.4 million.

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RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

The following table contains the notional amounts of the derivative financial instruments recorded in the Consolidated Balance Sheets:
 
Notional Amount
 
June 30, 2018
 
December 31, 2017
Derivatives designated as cash flow hedges:
 
 
 
Foreign currency exchange contracts

$134,250

 

$107,400

Foreign currency option contracts
24,000

 
48,000

Interest rate swaps
650,000

 
650,000

 
 
 
 
Derivative not designated as a hedging instrument:
 
 
 
Foreign currency exchange contracts
33,870

 
18,439

The following table contains the fair values of the derivative financial instruments recorded in the Consolidated Balance Sheets:
 
Location on Balance Sheet
 
Fair Value Assets / (Liabilities) (a)
 
 
 
June 30, 2018
 
December 31, 2017
Derivatives designated as cash flow hedges:
 
 
 
 
Foreign currency exchange contracts
Other current assets
 

$5

 

$2,286

 
Other assets
 

 
538

 
Other current liabilities
 
(1,951
)
 
(37
)
 
Other non-current liabilities
 
(664
)
 

Foreign currency option contracts
Other current assets
 
81

 
389

 
Other assets
 

 
137

 
Other current liabilities
 
(116
)
 
(119
)
 
Other non-current liabilities
 

 
(55
)
Interest rate swaps
Other assets
 
36,727

 
17,473

 
Other non-current liabilities
 

 
(2,033
)
 
 
 
 
 
 
Derivative not designated as a hedging instrument:
 
 
 
 
Foreign currency exchange contracts
Other current assets
 
2,492

 
209

 
Other current liabilities
 

 
(189
)
 
 
 
 
 
 
Total derivative contracts:
 
 
 
 
 
Other current assets
 
 

$2,578

 

$2,884

Other assets
 
 
36,727

 
18,148

Total derivative assets
 
 

$39,305

 

$21,032

 
 
 
 
 
 
Other current liabilities
 
 
(2,067
)
 
(345
)
Other non-current liabilities
 
 
(664
)
 
(2,088
)
Total derivative liabilities
 
 

($2,731
)
 

($2,433
)
 
 
 
 
 
(a)
See Note 13 — Fair Value Measurements for further information on the fair value of the Company’s derivatives including their classification within the fair value hierarchy.

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RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

OFFSETTING DERIVATIVES
Derivative financial instruments are presented at their gross fair values in the Consolidated Balance Sheets. The Company’s derivative financial instruments are not subject to master netting arrangements, which would allow the right of offset.

13.
FAIR VALUE MEASUREMENTS
FAIR VALUE OF FINANCIAL INSTRUMENTS
A three-level hierarchy that prioritizes the inputs used to measure fair value was established in the Accounting Standards Codification as follows:
Level 1 — Quoted prices in active markets for identical assets or liabilities.
Level 2 Observable inputs other than quoted prices included in Level 1.
Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. (a)
The following table presents the carrying amount and estimated fair values of financial instruments held by the Company at June 30, 2018 and December 31, 2017, using market information and what the Company believes to be appropriate valuation methodologies under GAAP:
 
June 30, 2018
 
December 31, 2017
Asset (Liability) (a)
Carrying
Amount
 
Fair Value
 
Carrying
Amount
 
Fair Value
 
Level 1
 
Level 2
 
 
Level 1
 
Level 2
Cash and cash equivalents

$106,611

 

$106,611

 

 

$112,653

 

$112,653

 

Restricted cash (b)
69,638

 
69,638

 

 
59,703

 
59,703

 

Current maturities of long-term debt

 

 

 
(3,375
)
 

 
(3,375
)
Long-term debt (c)
(972,285
)
 

 
(973,505
)
 
(1,022,004
)
 

 
(1,030,135
)
Interest rate swaps (d)
36,727

 

 
36,727

 
15,440

 

 
15,440

Foreign currency exchange contracts (d)
(118
)
 

 
(118
)
 
2,807

 

 
2,807

Foreign currency option contracts (d)
(35
)
 

 
(35
)
 
352

 

 
352

 
 
 
 
 
(a)
The Company did not have Level 3 assets or liabilities at June 30, 2018 and December 31, 2017.
(b)
Restricted cash represents 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 17 — 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 12 — Derivative Financial Instruments and Hedging Activities for information regarding the Consolidated Balance Sheets classification of the Company’s derivative financial instruments.
Rayonier uses the following methods and assumptions in estimating the fair value of its financial instruments:
Cash and cash equivalents and Restricted cash — The carrying amount is equal to fair market value.
Debt — The fair value of fixed rate debt is based upon quoted market prices for debt with similar terms and maturities. The variable rate debt adjusts with changes in the market rate, therefore the carrying value approximates fair value.
Interest rate swap agreements — The fair value of interest rate contracts is determined by discounting the expected future cash flows, for each instrument, at prevailing interest rates.
Foreign currency exchange contracts — The fair value of foreign currency exchange contracts is determined by a mark-to-market valuation which estimates fair value by discounting the difference between the contracted forward price and the current forward price for the residual maturity of the contract using a risk-free interest rate.
Foreign currency option contracts — The fair value of foreign currency option contracts is based on a mark-to-market calculation using the Black-Scholes option pricing model.

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RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)


14.
EMPLOYEE BENEFIT PLANS
The Company has one qualified non-contributory defined benefit pension plan covering a portion of its employees and an unfunded plan that provides benefits in excess of amounts allowable under current tax law in the qualified plan. Both plans are closed to new participants. Effective December 31, 2016, the Company froze benefits for all employees participating in the pension plan. In lieu of the pension plan, the Company provides those employees with an enhanced 401(k) plan match. Employee benefit plan liabilities are calculated using actuarial estimates and management assumptions. These estimates are based on historical information, along with certain assumptions about future events. Changes in assumptions, as well as changes in actual experience, could cause the estimates to change.
As of June 30, 2018, the Company has paid $1.2 million of the approximately $2.9 million in current year mandatory pension contribution requirements (based on actuarially determined estimates and IRS minimum funding requirements).
The net pension and postretirement benefit (credit) costs that have been recorded are shown in the following table:
Components of Net Periodic Benefit (Credit) Cost
Income Statement Location (a)
 
Pension
 
Postretirement
 
Three Months Ended June 30,
 
Three Months Ended June 30,
 
2018
 
2017
 
2018
 
2017
Components of Net Periodic Benefit (Credit) Cost
 
 
 
 
 
 
 
 
 
Service cost
Selling and general expenses
 

 

 

$2

 

$2

Interest cost
Interest and other miscellaneous income, net
 
759

 
815

 
13

 
13

Expected return on plan assets (b)
Interest and other miscellaneous income, net
 
(984
)
 
(945
)
 

 

Amortization of losses
Interest and other miscellaneous income, net
 
178

 
116

 

 

Net periodic benefit (credit) cost
 
 

($47
)
 

($14
)
 

$15

 

$15

 
 
 
 
 
 
 
 
 
 
Components of Net Periodic Benefit (Credit) Cost
Income Statement Location (a)
 
Pension
 
Postretirement
 
Six Months Ended June 30,
 
Six Months Ended June 30,
 
2018
 
2017
 
2018
 
2017
Components of Net Periodic Benefit (Credit) Cost
 
 
 
 
 
 
 
 
 
Service cost
Selling and general expenses
 

 

 

$3

 

$3

Interest cost
Interest and other miscellaneous income, net
 
1,510

 
1,630

 
25

 
26

Expected return on plan assets (b)
Interest and other miscellaneous income, net
 
(1,968
)
 
(1,891
)
 

 

Amortization of losses
Interest and other miscellaneous income, net
 
338

 
233

 
1

 

Net periodic benefit (credit) cost
 
 

($120
)
 

($28
)
 

$29

 

$29

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(a)
Due to the adoption of ASU No. 2017-07, the service cost component of net periodic benefit (credit) cost is now recorded to “Selling and general expenses” in the Consolidated Statements of Income and Comprehensive Income with other compensation costs arising from services rendered by employees during the period. The other components of net periodic benefit (credit) cost (interest cost, expected return on plan assets and amortization of losses) are now recorded to “Interest and other miscellaneous income, net” in the Consolidated Statements of Income. Prior period amounts have been reclassified to conform to current period presentation. See Note 1 — Basis of Presentation for additional information.
(b)
The weighted-average expected long-term rate of return on plan assets used in computing 2018 net periodic benefit cost for pension benefits is 7.2%.


25


Table of Contents
RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

15.
OTHER OPERATING INCOME, NET
Other operating income, net comprised the following:
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2018
 
2017
 
2018
 
2017
Foreign currency income (expense)

$1,267

 

($1,470
)
 

$514

 

($1,233
)
Gain (loss) on sale or disposal of property and equipment
12

 
(7
)
 
27

 
(6
)
Gain on foreign currency exchange and option contracts
386

 
1,536

 
1,819

 
2,264

Log trading marketing fees
62

 
329

 
131

 
508

Income from the sale of unused Internet Protocol addresses

 

 
646

 

Income from New Zealand Timber settlement

 

 

 
420

Miscellaneous (expense) income, net
(68
)
 
397

 
(108
)
 
20

Total

$1,659

 

$785

 

$3,029

 

$1,973


16.
INVENTORY
As of June 30, 2018 and December 31, 2017, Rayonier’s inventory was solely comprised of finished goods, as follows:
 
June 30, 2018
 
December 31, 2017
Finished goods inventory
 
 
 
Real estate inventory (a)

$14,248

 

$18,350

Log inventory
4,877

 
5,791

Total inventory

$19,125

 

$24,141

 
 
 
 
 
(a)
Represents cost of HBU real estate (including capitalized development investments) expected to be sold within 12 months. See Note 6 — Higher And Better Use Timberlands and Real Estate Development Investments for additional information.

17.
RESTRICTED CASH
In order to qualify for like-kind exchange (“LKE”) treatment, the proceeds from real estate sales must be deposited with a third-party intermediary. These proceeds are accounted for as restricted cash until a suitable replacement property is acquired. In the event LKE purchases are not completed, the proceeds are returned to the Company after 180 days and reclassified as available cash. As of June 30, 2018 and December 31, 2017, the Company had $69.6 million and $59.7 million, respectively, of proceeds from real estate sales classified as restricted cash which were deposited with an LKE intermediary as well as cash held in escrow for a real estate sale.
The following table contains the amounts of restricted cash recorded in the Consolidated Balance Sheets and Consolidated Statements of Cash Flows for the six months ended June 30, 2018:
 
June 30, 2018
Restricted cash deposited with LKE intermediary
$69,088
Restricted cash held in escrow
550

Total restricted cash shown in the Consolidated Balance Sheets
69,638

Cash and cash equivalents
106,611

Total cash, cash equivalents and restricted cash shown in the Consolidated Statements of Cash Flows
$176,249


26


Table of Contents
RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

18.
ACCUMULATED OTHER COMPREHENSIVE INCOME
The following table summarizes the changes in AOCI by component for the six months ended June 30, 2018 and the year ended December 31, 2017. All amounts are presented net of tax and exclude portions attributable to noncontrolling interest.
 
Foreign currency translation gains
 
Net investment hedges of New Zealand JV
 
Cash flow hedges
 
Employee benefit plans
 
Total
Balance as of December 31, 2016

$8,559

 

$1,665

 

$10,831

 

($20,199
)
 

$856

Other comprehensive income before reclassifications
7,416

 

 
7,321

 
(673
)
 
14,064

Amounts reclassified from accumulated other comprehensive income

 

 
(1,968
)
 
465

(b)
(1,503
)
Net other comprehensive income/(loss)
7,416

 

 
5,353

 
(208
)
 
12,561

Balance as of December 31, 2017

$15,975

 

$1,665

 

$16,184

 

($20,407
)
 

$13,417

Other comprehensive (loss)/income before reclassifications
(14,907
)
 
(344
)
 
19,106

(a)

 
3,855

Amounts reclassified from accumulated other comprehensive income

 

 
(1,009
)
 
338

(b)
(671
)
Net other comprehensive (loss)/income
(14,907
)
 
(344
)
 
18,097


338


3,184

Balance as of June 30, 2018

$1,068

 

$1,321

 

$34,281

 

($20,069
)
 

$16,601

 
 
 
 
 
(a)
Includes $21.3 million of other comprehensive income related to interest rate swaps. See Note 12 — Derivative Financial Instruments and Hedging Activities for additional information.
(b)
This component of other comprehensive income is included in the computation of net periodic pension cost. See Note 14 — Employee Benefit Plans for additional information.

The following table presents details of the amounts reclassified in their entirety from AOCI to net income for the six months ended June 30, 2018 and June 30, 2017:
Details about accumulated other comprehensive income components
 
Amount reclassified from accumulated other comprehensive income
 
Affected line item in the income statement
 
 
June 30, 2018
 
June 30, 2017
 
 
Realized gain on foreign currency exchange contracts
 

($1,654
)
 

($1,730
)
 
Other operating income, net
Realized gain on foreign currency option contracts
 
(165
)
 
(534
)
 
Other operating income, net
Noncontrolling interest
 
419

 
521

 
Comprehensive (loss) income attributable to noncontrolling interest
Income tax expense from gain on foreign currency contracts
 
391

 
488

 
Income tax expense
Net gain from accumulated other comprehensive income
 

($1,009
)
 

($1,255
)
 
 

27


Table of Contents
RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

19.
CONSOLIDATING FINANCIAL STATEMENTS
The condensed consolidating financial information below follows the same accounting policies as described in the consolidated financial statements, except for the use of the equity method of accounting to reflect ownership interests in wholly-owned subsidiaries, which are eliminated upon consolidation, and the allocation of certain expenses of Rayonier Inc. incurred for the benefit of its subsidiaries.
In March 2012, Rayonier Inc. issued $325 million of 3.75% Senior Notes due 2022. In connection with these notes, the Company provides the following condensed consolidating financial information in accordance with SEC Regulation S-X Rule 3-10, Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or Being Registered.
The subsidiary guarantors, Rayonier Operating Company LLC (“ROC”) and Rayonier TRS Holdings Inc., are wholly-owned by the parent company, Rayonier Inc. The notes are fully and unconditionally guaranteed on a joint and several basis by the guarantor subsidiaries.
 
CONDENSED CONSOLIDATING STATEMENTS OF INCOME
 AND COMPREHENSIVE INCOME
 
For the Three Months Ended June 30, 2018
 
Rayonier Inc.
(Parent
Issuer)
 
Subsidiary Guarantors
 
Non-
guarantors
 
Consolidating
Adjustments
 
Total
Consolidated
SALES

 

 

$245,906

 

 

$245,906

Costs and Expenses
 
 
 
 
 
 
 
 
 
Cost of sales

 

 
184,418

 

 
184,418

Selling and general expenses

 
5,471

 
6,031

 

 
11,502

Other operating expense (income), net

 
40

 
(1,699
)
 

 
(1,659
)
 

 
5,511

 
188,750

 

 
194,261

OPERATING (LOSS) INCOME

 
(5,511
)
 
57,156

 

 
51,645

Interest expense
(3,139
)
 
(4,900
)
 
(63
)
 

 
(8,102
)
Interest and miscellaneous income (expense), net
2,734

 
746

 
(575
)
 

 
2,905

Equity in income from subsidiaries
36,663

 
46,419

 

 
(83,082
)
 

INCOME BEFORE INCOME TAXES
36,258

 
36,754

 
56,518

 
(83,082
)
 
46,448

Income tax expense

 
(91
)
 
(7,019
)
 

 
(7,110
)
NET INCOME
36,258

 
36,663

 
49,499

 
(83,082
)
 
39,338

Less: Net income attributable to noncontrolling interest

 

 
3,080

 

 
3,080

NET INCOME ATTRIBUTABLE TO RAYONIER INC.
36,258

 
36,663

 
46,419

 
(83,082
)
 
36,258

OTHER COMPREHENSIVE (LOSS) INCOME
 
 
 
 
 
 
 
 
 
Foreign currency translation adjustment, net of income tax
(22,856
)
 
341

 
(30,101
)
 
22,856

 
(29,760
)
Cash flow hedges, net of income tax
1,716

 
5,690

 
(5,161
)
 
(1,716
)
 
529

Amortization of pension and postretirement plans, net of income tax
178

 
178

 

 
(178
)
 
178

Total other comprehensive (loss) income
(20,962
)
 
6,209

 
(35,262
)
 
20,962

 
(29,053
)
COMPREHENSIVE INCOME
15,296

 
42,872

 
14,237

 
(62,120
)
 
10,285

Less: Comprehensive loss attributable to noncontrolling interest

 

 
(5,011
)
 

 
(5,011
)
COMPREHENSIVE INCOME ATTRIBUTABLE TO RAYONIER INC.

$15,296

 

$42,872

 

$19,248

 

($62,120
)
 

$15,296

 
 
 
 
 
 
 
 
 
 

28


Table of Contents
RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

 
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

 

 

$200,964

 

 

$200,964

Costs and Expenses
 
 
 
 
 
 
 
 
 
Cost of sales

 

 
144,610

 

 
144,610

Selling and general expenses

 
4,248

 
5,998

 

 
10,246

Other operating expense (income), net

 
20

 
(805
)
 

 
(785
)
 

 
4,268

 
149,803

 

 
154,071

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 BEFORE INCOME TAXES
26,161

 
27,124

 
47,516

 
(62,535
)
 
38,266

Income tax expense

 
(169
)
 
(7,324
)
 

 
(7,493
)
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 (LOSS)
 
 
 
 
 
 
 
 
 
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 (loss)
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

 
 
 
 
 
 
 
 
 
 



29


Table of Contents
RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

 
CONDENSED CONSOLIDATING STATEMENTS OF INCOME
 AND COMPREHENSIVE INCOME
 
For the Six Months Ended June 30, 2018
 
Rayonier Inc.
(Parent
Issuer)
 
Subsidiary Guarantors
 
Non-
guarantors
 
Consolidating
Adjustments
 
Total
Consolidated
SALES

 

 

$449,101

 

 

$449,101

Costs and Expenses
 
 
 
 
 
 
 
 
 
Cost of sales

 

 
322,906

 

 
322,906

Selling and general expenses

 
9,859

 
10,645

 

 
20,504

Other operating expense (income), net
12

 
(595
)
 
(2,446
)
 

 
(3,029
)
 
12

 
9,264

 
331,105

 

 
340,381

OPERATING (LOSS) INCOME
(12
)
 
(9,264
)
 
117,996

 

 
108,720

Interest expense
(6,278
)
 
(9,555
)
 
(322
)
 

 
(16,155
)
Interest and miscellaneous income (expense), net
5,362

 
1,511

 
(3,348
)
 

 
3,525

Equity in income from subsidiaries
77,725

 
95,246

 

 
(172,971
)
 

INCOME BEFORE INCOME TAXES
76,797

 
77,938

 
114,326

 
(172,971
)
 
96,090

Income tax expense

 
(213
)
 
(13,834
)
 

 
(14,047
)
NET INCOME
76,797

 
77,725

 
100,492

 
(172,971
)
 
82,043

Less: Net income attributable to noncontrolling interest

 

 
5,246

 

 
5,246

NET INCOME ATTRIBUTABLE TO RAYONIER INC.
76,797

 
77,725

 
95,246

 
(172,971
)
 
76,797

OTHER COMPREHENSIVE INCOME (LOSS)
 
 
 
 
 
 
 
 
 
Foreign currency translation adjustment, net of income tax
(15,252
)
 
452

 
(20,524
)
 
15,252

 
(20,072
)
Cash flow hedges, net of income tax
18,097

 
21,287

 
(4,144
)
 
(18,097
)
 
17,143

Amortization of pension and postretirement plans, net of income tax
338

 
338

 

 
(338
)
 
338

Total other comprehensive income (loss)
3,183

 
22,077

 
(24,668
)
 
(3,183
)
 
(2,591
)
COMPREHENSIVE INCOME
79,980

 
99,802

 
75,824

 
(176,154
)
 
79,452

Less: Comprehensive loss attributable to noncontrolling interest

 

 
(528
)
 

 
(528
)
COMPREHENSIVE INCOME ATTRIBUTABLE TO RAYONIER INC.

$79,980

 

$99,802

 

$76,352

 

($176,154
)
 

$79,980

 
 
 
 
 
 
 
 
 
 





30


Table of Contents
RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

 
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

 

 

$395,455

 

 

$395,455

Costs and Expenses
 
 
 
 
 
 
 
 
 
Cost of sales

 

 
281,438

 

 
281,438

Selling and general expenses

 
7,784

 
12,052

 

 
19,836

Other operating expense (income), net

 
131

 
(2,104
)
 

 
(1,973
)
 

 
7,915

 
291,386

 

 
299,301

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 (LOSS)
 
 
 
 
 
 
 
 
 
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 (loss)
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

 
 
 
 
 
 
 
 
 
 


31


Table of Contents
RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

 
CONDENSED CONSOLIDATING BALANCE SHEETS
 
As of June 30, 2018
 
Rayonier Inc.
(Parent
Issuer)
 
Subsidiary Guarantors
 
Non-
guarantors
 
Consolidating
Adjustments
 
Total
Consolidated
ASSETS
 
 
 
 
 
 
 
 
 
CURRENT ASSETS
 
 
 
 
 
 
 
 
 
Cash and cash equivalents

$76,980

 

$11,964

 

$17,667

 

 

$106,611

Accounts receivable, less allowance for doubtful accounts
1,995

 
1,814

 
50,531

 

 
54,340

Inventory

 

 
19,125

 

 
19,125

Prepaid expenses

 
1,924

 
13,850

 

 
15,774

Other current assets

 
106

 
2,734

 

 
2,840

Total current assets
78,975

 
15,808

 
103,907

 

 
198,690

TIMBER AND TIMBERLANDS, NET OF DEPLETION AND AMORTIZATION

 

 
2,406,425

 

 
2,406,425

HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT INVESTMENTS

 

 
86,955

 

 
86,955

NET PROPERTY, PLANT AND EQUIPMENT

 
17,459

 
5,473

 

 
22,932

RESTRICTED CASH

 

 
69,638

 

 
69,638

INVESTMENT IN SUBSIDIARIES
1,516,631

 
2,757,876

 

 
(4,274,507
)
 

INTERCOMPANY RECEIVABLE
37,826

 
(628,749
)
 
590,923

 

 

OTHER ASSETS
3

 
32,274

 
34,145

 

 
66,422

TOTAL ASSETS

$1,633,435

 

$2,194,668

 

$3,297,466

 

($4,274,507
)
 

$2,851,062

LIABILITIES AND SHAREHOLDERS’ EQUITY
 
 
 
 
 
 

 
 
CURRENT LIABILITIES
 
 
 
 
 
 

 
 
Accounts payable

 

$3,980

 

$23,712

 

 

$27,692

Accrued taxes

 
8

 
5,291

 

 
5,299

Accrued payroll and benefits

 
3,864

 
2,826

 

 
6,690

Accrued interest
3,047

 
1,948

 

 

 
4,995

Deferred revenue

 

 
17,674

 

 
17,674

Other current liabilities
1,995

 
593

 
18,950

 

 
21,538

Total current liabilities
5,042

 
10,393

 
68,453

 

 
83,888

LONG-TERM DEBT, NET OF DEFERRED FINANCING COSTS
323,618

 
648,667

 

 

 
972,285

PENSION AND OTHER POSTRETIREMENT BENEFITS

 
30,914

 
(684
)
 

 
30,230

OTHER NON-CURRENT LIABILITIES

 
7,025

 
44,757

 

 
51,782

INTERCOMPANY PAYABLE
(308,714
)
 
(18,962
)
 
327,676

 

 

TOTAL RAYONIER INC. SHAREHOLDERS’ EQUITY
1,613,489

 
1,516,631

 
2,757,876

 
(4,274,507
)
 
1,613,489

Noncontrolling interest

 

 
99,388

 

 
99,388

TOTAL SHAREHOLDERS’ EQUITY
1,613,489

 
1,516,631

 
2,857,264

 
(4,274,507
)
 
1,712,877

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

$1,633,435

 

$2,194,668

 

$3,297,466

 

($4,274,507
)
 

$2,851,062



32


Table of Contents
RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

 
CONDENSED CONSOLIDATING BALANCE SHEETS
 
As of December 31, 2017
 
Rayonier Inc.
(Parent
Issuer)
 
Subsidiary Guarantors
 
Non-
guarantors
 
Consolidating
Adjustments
 
Total
Consolidated
ASSETS
 
 
 
 
 
 
 
 
 
CURRENT ASSETS
 
 
 
 
 
 
 
 
 
Cash and cash equivalents

$48,564

 

$25,042

 

$39,047

 

 

$112,653

Accounts receivable, less allowance for doubtful accounts

 
3,726

 
23,967

 

 
27,693

Inventory

 

 
24,141

 

 
24,141

Prepaid expenses

 
759

 
15,234

 

 
15,993

Other current assets

 
14

 
3,033

 

 
3,047

Total current assets
48,564

 
29,541

 
105,422

 

 
183,527

TIMBER AND TIMBERLANDS, NET OF DEPLETION AND AMORTIZATION

 

 
2,462,066

 

 
2,462,066

HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT INVESTMENTS

 

 
80,797

 

 
80,797

NET PROPERTY, PLANT AND EQUIPMENT

 
21

 
23,357

 

 
23,378

RESTRICTED CASH

 

 
59,703

 

 
59,703

INVESTMENT IN SUBSIDIARIES
1,531,156

 
2,814,408

 

 
(4,345,564
)
 

INTERCOMPANY RECEIVABLE
40,067

 
(628,167
)
 
588,100

 

 

OTHER ASSETS
2

 
12,680

 
36,328

 

 
49,010

TOTAL ASSETS

$1,619,789

 

$2,228,483

 

$3,355,773

 

($4,345,564
)
 

$2,858,481

LIABILITIES AND SHAREHOLDERS’ EQUITY
 
 
 
 
 
 
 
 
 
CURRENT LIABILITIES
 
 
 
 
 
 
 
 
 
Accounts payable

 

$2,838

 

$22,310

 

 

$25,148

Current maturities of long-term debt

 

 
3,375

 

 
3,375

Accrued taxes

 
48

 
3,733

 

 
3,781

Accrued payroll and benefits

 
5,298

 
4,364

 

 
9,662

Accrued interest
3,047

 
1,995

 
12

 

 
5,054

Deferred revenue

 

 
9,721

 

 
9,721

Other current liabilities

 
564

 
11,243

 

 
11,807

Total current liabilities
3,047

 
10,743

 
54,758

 

 
68,548

LONG-TERM DEBT, NET OF DEFERRED FINANCING COSTS
323,434

 
663,570

 
35,000

 

 
1,022,004

PENSION AND OTHER POSTRETIREMENT BENEFITS

 
32,589

 
(684
)
 

 
31,905

OTHER NON-CURRENT LIABILITIES

 
9,386

 
33,698

 

 
43,084

INTERCOMPANY PAYABLE
(299,715
)
 
(18,961
)
 
318,676

 

 

TOTAL RAYONIER INC. SHAREHOLDERS’ EQUITY
1,593,023

 
1,531,156

 
2,814,408

 
(4,345,564
)
 
1,593,023

Noncontrolling interest

 

 
99,917

 

 
99,917

TOTAL SHAREHOLDERS’ EQUITY
1,593,023

 
1,531,156

 
2,914,325

 
(4,345,564
)
 
1,692,940

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

$1,619,789

 

$2,228,483

 

$3,355,773

 

($4,345,564
)
 

$2,858,481



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Table of Contents
RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

 
CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
 
For the Six Months Ended June 30, 2018
 
Rayonier Inc.
(Parent
Issuer)
 
Subsidiary Guarantors
 
Non-
guarantors
 
Consolidating
Adjustments
 
Total
Consolidated
CASH (USED FOR) PROVIDED BY OPERATING ACTIVITIES

($7,491
)
 

$57,280

 

$131,794

 

 

$181,583

INVESTING ACTIVITIES
 
 
 
 
 
 
 
 
 
Capital expenditures

 
(58
)
 
(25,862
)
 

 
(25,920
)
Real estate development investments

 

 
(4,501
)
 

 
(4,501
)
Purchase of timberlands

 

 
(31,234
)
 

 
(31,234
)
Investment in subsidiaries

 
40,441

 

 
(40,441
)
 

Other

 

 
113

 

 
113

CASH PROVIDED BY (USED FOR) INVESTING ACTIVITIES

 
40,383

 
(61,484
)
 
(40,441
)
 
(61,542
)
FINANCING ACTIVITIES
 
 
 
 
 
 

 
 
Issuance of debt

 

 
1,014

 

 
1,014

Repayment of debt

 
(50,000
)
 
(4,389
)
 

 
(54,389
)
Dividends paid
(67,053
)
 

 

 

 
(67,053
)
Proceeds from the issuance of common shares under incentive stock plan
7,824

 

 

 

 
7,824

Repurchase of common shares
(2,966
)
 

 

 

 
(2,966
)
Issuance of intercompany notes
(9,000
)
 

 
9,000

 

 

Intercompany distributions
107,102

 
(60,741
)
 
(86,802
)
 
40,441

 

CASH PROVIDED BY (USED FOR) FINANCING ACTIVITIES
35,907

 
(110,741
)
 
(81,177
)
 
40,441

 
(115,570
)
EFFECT OF EXCHANGE RATE CHANGES ON CASH

 

 
(578
)
 

 
(578
)
CASH, CASH EQUIVALENTS AND RESTRICTED CASH
 
 
 
 
 
 

 
 
Change in cash, cash equivalents and restricted cash
28,416

 
(13,078
)
 
(11,445
)
 

 
3,893

Balance, beginning of year
48,564

 
25,042

 
98,750

 

 
172,356

Balance, end of period

$76,980

 

$11,964

 

$87,305

 

 

$176,249


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Table of Contents
RAYONIER INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
(Dollar amounts in thousands unless otherwise stated)

 
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
)
Investment in subsidiaries

 
6,932

 

 
(6,932
)
 

Other

 

 
1,033

 

 
1,033

CASH PROVIDED BY (USED FOR) INVESTING ACTIVITIES

 
6,932

 
(235,185
)
 
(6,932
)
 
(235,185
)
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 from equity offering, net of costs
152,390

 

 

 

 
152,390

Issuance of intercompany notes

 

 

 

 

Intercompany distributions
(25,419
)
 
(73,365
)
 
91,852

 
6,932

 

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, CASH EQUIVALENTS AND RESTRICTED CASH
 
 
 
 
 
 
 
 
 
Change in cash, cash equivalents and restricted cash
59,704

 
3,124

 
(72,105
)
 

 
(9,277
)
Balance, beginning of year
21,453

 
9,461

 
126,703

 

 
157,617

Balance, end of period

$81,157

 

$12,585

 

$54,598

 

 

$148,340



35


Table of Contents



Item 2.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (“MD&A”)
When we refer to “we,” “us,” “our,” “the Company,” or “Rayonier,” we mean Rayonier Inc. and its consolidated subsidiaries. References herein to “Notes to Financial Statements” refer to the Notes to Consolidated Financial Statements of Rayonier Inc. included in Item 1 of this report.
This MD&A is intended to provide a reader of our financial statements with a narrative from the perspective of management on our financial condition, results of operations, liquidity, and certain other factors which may affect future results. Our MD&A should be read in conjunction with our Consolidated Financial Statements included in Item 1 of this report, our Annual Report on Form 10-K for the year ended December 31, 2017 (the “2017 Form 10-K”) and information contained in our subsequent reports filed with the Securities and Exchange Commission (the “SEC”).
FORWARD-LOOKING STATEMENTS
Certain statements in this document regarding anticipated financial outcomes, including Rayonier’s earnings guidance, if any, business and market conditions, outlook, expected dividend rate, Rayonier’s business strategies, including expected harvest schedules, timberland acquisitions and dispositions, the anticipated benefits of Rayonier’s business strategies, and other similar statements relating to Rayonier’s future events, developments, or financial or operational performance or results, 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,” “intend,” “project,” “anticipate” and other similar language. However, the absence of these or similar words or expressions does not mean that a statement is not forward-looking. While management believes that these forward-looking statements are reasonable when made, forward-looking statements are not guarantees of future performance or events and undue reliance should not be placed on these statements. The risk factors contained in Item 1A — Risk Factors in the 2017 Form 10-K and similar discussions included in other reports that we subsequently file with the SEC, among others, could cause actual results or events to differ materially from the Company’s historical experience and those expressed in forward-looking statements made in this document.
Forward-looking statements are only as of the date they are made, and the Company undertakes no duty to update its forward-looking statements except as required by law. You are advised, however, to review any subsequent disclosures the Company makes on related subjects in its subsequent reports filed with the SEC.
NON-GAAP MEASURES
To supplement Rayonier’s financial statements presented in accordance with generally accepted accounting principles in the United States (“GAAP”), Rayonier uses certain non-GAAP measures, including “cash available for distribution,” and “Adjusted EBITDA,” which are defined and further explained in Performance and Liquidity Indicators below. Reconciliation of such measures to the nearest GAAP measures can also be found in Performance and Liquidity Indicators below. Rayonier’s definitions of these non-GAAP measures may differ from similarly titled measures used by others. These non-GAAP measures should be considered supplemental to, and not a substitute for, financial information prepared in accordance with GAAP.


36


Table of Contents

OUR COMPANY
We are a leading timberland real estate investment trust (“REIT”) with assets located in some of the most productive softwood timber growing regions in the United States and New Zealand. Our revenues, operating income and cash flows are primarily derived from the following core business segments: Southern Timber, Pacific Northwest Timber, New Zealand Timber, Real Estate and Trading. As of June 30, 2018, we owned or leased under long-term agreements approximately 2.6 million acres of timberlands located in the U.S. South (1.8 million acres) and U.S. Pacific Northwest (378,000 acres). We also have a 77% ownership interest in Matariki Forestry Group, a joint venture (the “New Zealand JV”), that owns or leases approximately 411,000 acres (294,000 net plantable acres) of timberlands in New Zealand.
The Southern Timber, Pacific Northwest Timber and New Zealand Timber segments include all activities related to the harvesting of timber and other non-timber income activities, such as the licensing of properties for hunting and the leasing of properties for mineral extraction and cell towers. The New Zealand Timber segment also reflects any land or leasehold sales that occur within our New Zealand portfolio.
The Real Estate segment includes all U.S. land sales disaggregated into five sales categories: Improved Development, Unimproved Development, Rural, Non-Strategic / Timberlands and Large Dispositions.
The Trading segment reflects the log trading activities that support our New Zealand operations. The Trading segment complements the New Zealand Timber segment by adding scale and achieving cost savings that directly benefit the New Zealand Timber segment. Trading also generally contributes modestly to earnings without significant investment and provides market intelligence that benefits the timber business.
INDUSTRY AND MARKET CONDITIONS
The demand for timber is directly related to the underlying demand for pulp, paper, packaging, lumber and other wood products. The significant majority of timber sold in our Southern Timber segment is consumed domestically. With a higher proportion of pulpwood, our Southern Timber segment relies heavily on downstream markets for pulp and paper, and to a lesser extent wood pellet markets. Our Pacific Northwest Timber segment relies primarily on domestic customers but also exports a significant volume of timber, particularly to China. Both the Southern and Pacific Northwest Timber segments rely on the strength of U.S. lumber markets as well as underlying housing starts. Our New Zealand Timber segment sells timber to domestic New Zealand wood products mills and also exports a significant portion of its volume to markets in China, South Korea and India. In addition to market dynamics in the Pacific Rim, the New Zealand Timber segment is subject to foreign exchange fluctuations, which can impact the operating results of the segment in U.S. dollar terms.
The Company is also subject to the risk of price fluctuations in its major cost components. The primary components of the Company's cost of sales are the cost basis of timber sold (depletion), the cost basis of real estate sold and logging and transportation costs (cut and haul). Depletion includes the amortization of capitalized costs (site preparation, planting and fertilization, real estate taxes, timberland lease payments and certain payroll costs). Other costs include amortization of capitalized costs related to road and bridge construction and software, depreciation of fixed assets and equipment, road maintenance, severance and excise taxes, fire prevention and real estate commissions and closing costs.
For additional information on market conditions impacting our business, see Results of Operations.

CRITICAL ACCOUNTING POLICIES AND USE OF ESTIMATES
The preparation of financial statements requires us to make estimates, assumptions and judgments that affect our assets, liabilities, revenues and expenses, and disclosure of contingent assets and liabilities. We base these estimates and assumptions on historical data and trends, current fact patterns, expectations and other sources of information we believe are reasonable. Actual results may differ from these estimates. See Note 1 — Basis of Presentation and Note 2 — Revenue contained in Part I, Item 1 of this report for a discussion of the Company’s updated accounting policies on revenue recognition and cost of sales. For a full description of our critical accounting policies, see Item 7 — Management’s Discussion and Analysis of Financial Condition and Results of Operations in the 2017 Form 10-K.


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Table of Contents

DISCUSSION OF TIMBER INVENTORY AND SUSTAINABLE YIELD
See Item 1 — BusinessDiscussion of Timber Inventory and Sustainable Yield in the 2017 Form 10-K.
OUR TIMBERLANDS
Our timber operations are disaggregated into three geographically distinct segments: Southern Timber, Pacific Northwest Timber and New Zealand Timber. The following table provides a breakdown of our timberland holdings as of June 30, 2018 and December 31, 2017:
(acres in 000s)
As of June 30, 2018
 
As of December 31, 2017
 
Owned
 
Leased
 
Total
 
Owned
 
Leased
 
Total
Southern
 
 
 
 
 
 
 
 
 
 
 
Alabama
229

 
14

 
243

 
229

 
14

 
243

Arkansas

 
11

 
11

 

 
11

 
11

Florida
280

 
82

 
362

 
274

 
83

 
357

Georgia
622

 
82

 
704

 
622

 
82

 
704

Louisiana
129

 

 
129

 
144

 
1

 
145

Mississippi
67

 

 
67

 
67

 

 
67

Oklahoma
92

 

 
92

 
92

 

 
92

South Carolina
18

 

 
18

 
18

 

 
18

Tennessee
1

 

 
1

 
1

 

 
1

Texas
181

 

 
181

 
182

 

 
182

 
1,619


189


1,808

 
1,629

 
191

 
1,820

 
 
 
 
 
 
 
 
 
 
 
 
Pacific Northwest
 
 
 
 
 
 
 
 
 
 
 
Oregon
61

 

 
61

 
61

 

 
61

Washington
316

 
1

 
317

 
316

 
1

 
317

 
377

 
1

 
378

 
377

 
1

 
378

 
 
 
 
 
 
 
 
 
 
 
 
New Zealand (a)
179

 
232

 
411

 
179

 
231

 
410

Total
2,175

 
422

 
2,597

 
2,185

 
423

 
2,608

 
 
 
 
 
(a)
Represents legal acres owned and leased by the New Zealand JV, in which Rayonier owns a 77% interest. As of June 30, 2018, legal acres in New Zealand were comprised of 294,000 plantable acres and 117,000 non-productive acres.

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Table of Contents

The following tables detail activity for owned and leased acres in our timberland holdings by state from December 31, 2017 to June 30, 2018:
(acres in 000s)
Acres Owned
 
December 31, 2017
 
Acquisitions
 
Sales
 
June 30, 2018
Southern
 
 
 
 
 
 
 
Alabama
229

 

 

 
229

Florida
274

 
13

 
(8
)
 
280

Georgia
622

 
1

 
(1
)
 
622

Louisiana
144

 

 
(15
)
 
129

Mississippi
67

 

 

 
67

Oklahoma
92

 

 

 
92

South Carolina
18

 

 

 
18

Tennessee
1

 

 

 
1

Texas
182

 

 
(1
)
 
181

 
1,629

 
14

 
(25
)
 
1,619

 
 
 
 
 
 
 
 
Pacific Northwest
 
 
 
 
 
 
 
Oregon
61

 

 

 
61

Washington
316

 

 

 
316

 
377

 

 

 
377

 
 
 
 
 
 
 
 
New Zealand (a)
179

 

 

 
179

Total
2,185

 
14

 
(25
)
 
2,175

 
 
 
 
 
(a)
Represents legal acres owned by the New Zealand JV, in which Rayonier has a 77% interest.
(acres in 000s)
Acres Leased
 
December 31, 2017
 
New Leases
 
Sold/Expired Leases (a)
 
June 30, 2018
Southern
 
 
 
 
 
 
 
Alabama
14

 

 

 
14

Arkansas
11

 

 

 
11

Florida
83

 

 
(1
)
 
82

Georgia
82

 

 

 
82

Louisiana
1

 

 
(1
)
 

 
191

 

 
(2
)
 
189

 
 
 
 
 
 
 
 
Pacific Northwest
 
 
 
 
 
 
 
Washington
1

 

 

 
1

 
 
 
 
 
 
 
 
New Zealand (b)
231

 
2

 
(1
)
 
232

Total
423

 
2

 
(3
)
 
422

 
 
 
 
 
(a)
Includes acres previously under lease that have been harvested and activity for the relinquishment of leased acres.
(b)
Represents legal acres leased by the New Zealand JV, in which Rayonier has a 77% interest.



39


Table of Contents

RESULTS OF OPERATIONS
CONSOLIDATED RESULTS
The following table provides key financial information by segment and on a consolidated basis:
 
Three Months Ended June 30,
 
Six Months Ended June 30,
Financial Information (in millions)
2018
 
2017
 
2018
 
2017
Sales
 
 
 
 
 
 
 
Southern Timber

$48.0

 

$35.5

 

$91.6

 

$74.7

Pacific Northwest Timber
32.2

 
20.5

 
63.6

 
46.4

New Zealand Timber
69.7

 
77.4

 
122.6

 
118.2

Real Estate
 
 
 
 
 
 
 
Improved Development
1.3

 
0.1

 
2.5

 
0.1

Unimproved Development

 
2.5

 
7.4

 
2.5

Rural
4.8

 
5.5

 
6.5

 
12.2

Non-Strategic / Timberlands
43.7

 
17.5

 
69.5

 
23.1

Large Dispositions

 

 

 
42.0

Total Real Estate
49.9

 
25.6

 
85.9

 
79.9

Trading
46.2

 
42.0

 
85.4

 
76.3

Total Sales

$245.9

 

$201.0

 

$449.1

 

$395.5

 
 
 
 
 
 
 
 
Operating Income (Loss)
 
 
 
 
 
 
 
Southern Timber

$15.7

 

$9.7

 

$27.9

 

$23.6

Pacific Northwest Timber
5.6

 
(1.5
)
 
10.3

 
(2.4
)
New Zealand Timber
17.8

 
26.8

 
33.7

 
37.1

Real Estate (a)
18.9

 
16.1

 
46.9

 
45.8

Trading
0.2

 
1.1

 
0.4

 
2.2

Corporate and other
(6.5
)

(5.3
)

(10.5
)

(10.1
)
Operating Income
51.6

 
46.9

 
108.7

 
96.2

Interest expense, interest income and other
(5.2
)

(8.6
)

(12.7
)

(16.6
)
Income tax expense
(7.1
)
 
(7.5
)
 
(14.0
)
 
(13.7
)
Net Income
39.3

 
30.8

 
82.0

 
65.9

Less: Net income attributable to noncontrolling interest
3.0

 
4.6

 
5.2

 
5.9

Net Income Attributable to Rayonier Inc.

$36.3

 

$26.2

 

$76.8

 

$60.0

 
 
 
 
 
 
 
 
Adjusted EBITDA (b)
 
 
 
 
 
 
 
Southern Timber

$30.6

 

$21.6

 

$58.8

 

$48.0

Pacific Northwest Timber
15.0

 
5.5

 
29.2

 
14.9

New Zealand Timber
25.8

 
42.3

 
47.5

 
58.0

Real Estate
45.9

 
21.5

 
78.7

 
30.1

Trading
0.2

 
1.1

 
0.4

 
2.2

Corporate and Other
(6.2
)
 
(5.2
)
 
(9.9
)
 
(9.2
)
Total Adjusted EBITDA

$111.3

 

$86.8

 

$204.6

 

$144.0

 
 
 
 
 
(a)
The six months ended June 30, 2017 include $28.2 million from a Large Disposition.
(b)
Adjusted EBITDA is a non-GAAP measure defined and reconciled in Performance and Liquidity Indicators.



40


Table of Contents

 
Three Months Ended June 30,
 
Six Months Ended June 30,
Southern Timber Overview
2018
 
2017
 
2018
 
2017
Sales Volume (in thousands of tons)
 
 
 
 
 
 
 
Pine Pulpwood
905

 
764

 
1,848

 
1,587

Pine Sawtimber
503

 
520

 
1,083

 
1,025

Total Pine Volume
1,408

 
1,284

 
2,931

 
2,612

Hardwood
82

 
73

 
127

 
124

Total Volume
1,490

 
1,357

 
3,058

 
2,736

 
 
 
 
 
 
 
 
Percentage Delivered Sales
29
%
 
20
%
 
26
%
 
20
%
Percentage Stumpage Sales
71
%
 
80
%
 
74
%
 
80
%
 
 
 
 
 
 
 
 
Net Stumpage Pricing (dollars per ton)
 
 
 
 
 
 
 
Pine Pulpwood

$16.05

 

$15.62

 

$16.59

 

$16.50

Pine Sawtimber
26.23

 
25.66

 
26.27

 
26.01

Weighted Average Pine

$19.69

 

$19.68

 

$20.17

 

$20.23

Hardwood
12.12

 
11.65

 
11.54

 
11.36

Weighted Average Total

$19.27

 

$19.25

 

$19.80

 

$19.83

 
 
 
 
 
 
 
 
Summary Financial Data (in millions of dollars)
 
 
 
 
 
 
 
Timber Sales

$37.3

 

$30.8

 

$75.4

 

$63.5

Less: Cut, Haul & Freight
(8.6
)
 
(4.7
)
 
(14.8
)
 
(9.3
)
Net Stumpage Sales

$28.7

 

$26.1

 

$60.6

 

$54.2

 
 
 
 
 
 
 
 
Non-Timber Sales
10.8

 
4.8

 
16.2

 
11.2

Total Sales

$48.0

 

$35.5

 

$91.6

 

$74.7

 
 
 
 
 
 
 
 
Operating Income

$15.7

 

$9.7

 

$27.9

 

$23.6

(+) Depreciation, depletion and amortization
14.9

 
11.9

 
30.9

 
24.4

Adjusted EBITDA (a)

$30.6

 

$21.6

 

$58.8

 

$48.0

 
 
 
 
 
 
 
 
Other Data
 
 
 
 
 
 
 
Period-End Acres (in thousands)
1,808

 
1,903

 
1,808

 
1,903

 
 
 
 
 
(a)
Adjusted EBITDA is a non-GAAP measure defined and reconciled in Performance and Liquidity Indicators.










41


Table of Contents

 
Three Months Ended June 30,

Six Months Ended June 30,
Pacific Northwest Timber Overview
2018
 
2017
 
2018
 
2017
Sales Volume (in thousands of tons)
 
 
 
 
 
 
 
Pulpwood
94

 
71

 
169

 
160

Sawtimber
281

 
204

 
585

 
514

Total Volume
374

 
275

 
753

 
674

 
 
 
 
 
 
 
 
Sales Volume (converted to MBF)
 
 
 
 
 
 
 
Pulpwood
8,859

 
6,745

 
16,029

 
15,009

Sawtimber
37,414

 
26,758

 
76,224

 
66,216

Total Volume
46,273

 
33,503

 
92,253

 
81,225

 
 
 
 
 
 
 
 
Percentage Delivered Sales
81
%
 
99
%
 
80
%
 
88
%
Percentage Sawtimber Sales
75
%
 
74
%
 
78
%
 
76
%
 
 
 
 
 
 
 
 
Delivered Log Pricing (in dollars per ton)
 
 
 
 
 
 
 
Pulpwood

$49.76

 

$39.38

 

$47.49

 

$39.03

Sawtimber
103.38

 
81.93

 
99.24

 
78.08

Weighted Average Log Price

$88.45

 

$70.88

 

$86.41

 

$68.29

 
 
 
 
 
 
 
 
Summary Financial Data (in millions of dollars)
 
 
 
 
 
 
 
Timber Sales

$31.3

 

$19.4

 

$61.8

 

$44.2

Less: Cut and Haul
(11.6
)
 
(9.9
)
 
(23.0
)
 
(20.2
)
Net Stumpage Sales

$19.6

 

$9.5

 

$38.7

 

$24.0

 
 
 
 
 
 
 
 
Non-Timber Sales
0.9

 
1.0

 
1.8

 
2.1

Total Sales

$32.2

 

$20.5

 

$63.6

 

$46.4

 
 
 
 
 
 
 
 
Operating Income (Loss)

$5.6

 

($1.5
)
 

$10.3

 

($2.4
)
(+) Depreciation, depletion and amortization
9.4

 
7.0

 
18.9

 
17.3

Adjusted EBITDA (a)

$15.0

 

$5.5

 

$29.2

 

$14.9

 
 
 
 
 
 
 
 
Other Data
 
 
 
 
 
 
 
Period-End Acres (in thousands)
378

 
378

 
378

 
378

Sawtimber (in dollars per MBF)

$770

 

$638

 

$767

 

$623

Estimated Percentage of Export Volume
27
%
 
25
%
 
24
%
 
25
%
 
 
 
 
 
(a)
Adjusted EBITDA is a non-GAAP measure defined and reconciled in Performance and Liquidity Indicators.

42


Table of Contents

 
Three Months Ended June 30,
 
Six Months Ended June 30,
New Zealand Timber Overview
2018
 
2017
 
2018
 
2017
Sales Volume (in thousands of tons)
 
 
 
 
 
 
 
Domestic Pulpwood (Delivered)
141

 
104

 
254

 
205

Domestic Sawtimber (Delivered)
235

 
217

 
420

 
413

Export Pulpwood (Delivered)
22

 
32

 
38

 
55

Export Sawtimber (Delivered)
340

 
263

 
584

 
443

Total Volume
738

 
616

 
1,297

 
1,116

 
 
 
 
 
 
 
 
Delivered Log Pricing (in dollars per ton)
 
 
 
 
 
 
 
Domestic Pulpwood

$38.28

 

$33.31

 

$37.26

 

$34.00

Domestic Sawtimber
86.21

 
79.04

 
86.57

 
78.76

Export Sawtimber
120.80

 
111.05

 
119.51

 
110.10

Weighted Average Log Price

$93.46

 

$85.78

 

$92.24

 

$83.60

 
 
 
 
 
 
 
 
Summary Financial Data (in millions of dollars)
 
 
 
 
 
 
 
Timber Sales

$69.0

 

$52.9

 

$119.6

 

$93.6

Less: Cut and Haul
(24.6
)
 
(19.5
)
 
(42.9
)
 
(35.5
)
Less: Port and Freight Costs
(14.5
)
 
(9.6
)
 
(23.1
)
 
(15.6
)
Net Stumpage Sales

$30.0

 

$23.8

 

$53.6

 

$42.5

 
 
 
 
 
 
 
 
Land / Other Sales

 
24.3

 

 
24.3

Non-Timber Sales / Carbon Credits
0.6

 
0.2

 
3.0

 
0.3

Total Sales

$69.7

 

$77.4

 

$122.6

 

$118.2

 
 
 
 
 
 
 
 
Operating Income

$17.8

 

$26.8

 

$33.7

 

$37.1

(+) Depreciation, depletion and amortization
8.0

 
15.5

 
13.7

 
20.8

(+) Non-cash cost of land sold

 

 

 
0.1

Adjusted EBITDA (a)

$25.8

 

$42.3

 

$47.5

 

$58.0

 
 
 
 
 
 
 
 
Other Data
 
 
 
 
 
 
 
New Zealand Dollar to U.S. Dollar Exchange Rate (b)
0.7104

 
0.6985

 
0.7170

 
0.7067

Net Plantable Period-End Acres (in thousands)
294

 
294

 
294

 
294

Export Sawtimber (in dollars per JAS m3)

$140.46

 

$129.06

 

$138.95

 

$127.97

Domestic Sawtimber (in $NZD per tonne)

$133.60

 

$124.47

 

$132.91

 

$122.70

 
 
 
 
 
(a)
Adjusted EBITDA is a non-GAAP measure defined and reconciled in Performance and Liquidity Indicators.
(b)
Represents the average period rate.


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Table of Contents

 
Three Months Ended June 30,
 
Six Months Ended June 30,
Real Estate Overview
2018
 
2017
 
2018
 
2017
Sales (in millions of dollars)
 
 
 
 
 
 
 
Improved Development

$1.3



$0.1



$2.5



$0.1

Unimproved Development


2.5


7.4


2.5

Rural
4.8


5.5


6.5


12.2

Non-Strategic / Timberlands
43.7


17.5


69.5


23.1

Large Dispositions (a)

 

 

 
42.0

Total Sales

$49.9

 

$25.6

 

$85.9

 

$79.9

 
 
 
 
 
 
 
 
Acres Sold
 
 
 
 
 
 
 
Improved Development
4.1

 
1.3

 
8.2

 
1.3

Unimproved Development

 
130

 
625

 
130

Rural
1,071

 
1,728

 
1,486

 
4,012

Non-Strategic / Timberlands
14,729

 
5,733

 
21,910

 
9,656

Large Dispositions (a)

 

 

 
24,954

Total Acres Sold
15,804

 
7,592

 
24,029

 
38,753

 
 
 
 
 
 
 
 
Gross Price per Acre (dollars per acre)
 
 
 
 
 
 
 
Improved Development

$317,008

 

$324,427

 

$299,005

 

$324,427

Unimproved Development

 
19,195

 
11,922

 
19,195

Rural
4,509

 
3,178

 
4,361

 
3,049

Non-Strategic / Timberlands
2,966

 
3,050

 
3,174

 
2,390

Large Dispositions (a)

 

 

 
1,681

Weighted Average (Total) (b)

$3,153

 

$3,411

 

$3,575

 

$2,771

Weighted Average (Adjusted) (c)

$3,071

 

$3,356

 

$3,474

 

$2,741

 
 
 
 
 
 
 
 
Sales (Excluding Large Dispositions)

$49.9



$25.6

 

$85.9

 

$37.9

 
 
 
 
 
 
 
 
Operating Income

$18.9

 

$16.1

 

$46.9

 

$45.8

(+) Depreciation, depletion and amortization
13.7

 
2.6

 
16.8

 
5.2

(+) Non-cash cost of land and improved development
13.3

 
2.8

 
14.9

 
7.3

(–) Large Dispositions (a)

 

 

 
(28.2
)
Adjusted EBITDA (d)

$45.9

 

$21.5

 

$78.7

 

$30.1

 
 
 
 
 
(a)
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.
(b)
Excludes Large Dispositions.
(c)
Excludes Improved Development and Large Dispositions.
(d)
Adjusted EBITDA is a non-GAAP measure defined and reconciled in Performance and Liquidity Indicators below.



44


Table of Contents

 
Three Months Ended June 30,
 
Six Months Ended June 30,
Capital Expenditures By Segment (in millions of dollars)
2018
 
2017
 
2018
 
2017
Timber Capital Expenditures
 
 
 
 
 
 
 
Southern Timber
 
 
 
 
 
 
 
Reforestation, silviculture and other capital expenditures

$3.8

 

$2.7

 

$6.4

 

$5.9

Property taxes
1.7

 
1.8

 
3.2

 
4.4

Lease payments
0.5

 
0.7

 
2.1

 
2.5

Allocated overhead
0.9

 
0.8

 
2.0

 
1.8

Subtotal Southern Timber

$6.9

 

$6.0

 

$13.7

 

$14.6

Pacific Northwest Timber
 
 
 
 
 
 
 
Reforestation, silviculture and other capital expenditures
1.0

 
2.0

 
3.5

 
3.9

Property taxes
0.2

 
0.2

 
0.4

 
0.4

Allocated overhead
0.6

 
0.5

 
1.2

 
1.0

Subtotal Pacific Northwest Timber

$1.7

 

$2.7

 

$5.0

 

$5.3

New Zealand Timber
 
 
 
 
 
 
 
Reforestation, silviculture and other capital expenditures
2.0

 
2.5

 
3.8

 
3.9

Property taxes
0.1

 
0.2

 
0.3

 
0.4

Lease payments
1.1

 
1.4

 
1.5

 
2.0

Allocated overhead
0.7

 
0.7

 
1.4

 
1.4

Subtotal New Zealand Timber

$4.0

 

$4.8

 

$7.1

 

$7.7

Total Timber Segments Capital Expenditures

$12.6

 

$13.5

 

$25.8

 

$27.6

Real Estate
0.1

 
0.3

 
0.1

 
0.4

Corporate

 
1.6

 

 
1.8

Total Capital Expenditures

$12.7

 

$15.4

 

$25.9

 

$29.8

 
 
 
 
 
 
 
 
Timberland Acquisitions
 
 
 
 
 
 
 
Southern Timber

$24.4

 

$213.8

 

$24.4

 

$214.3

Pacific Northwest Timber

 

 

 
1.5

New Zealand Timber
6.8

 
12.1

 
6.8

 
21.4

Subtotal Timberland Acquisitions

$31.2

 

$225.9

 

$31.2

 

$237.2

 
 
 
 
 
 
 
 
Real Estate Development Investments

$2.2

 

$3.4

 

$4.5

 

$5.6

Rayonier Office Building

 

$3.0

 

 

$5.6



45


Table of Contents


The following tables summarize sales, operating income and Adjusted EBITDA variances for June 30, 2018 versus June 30, 2017 (millions of dollars):
Sales
 
Southern Timber
 
Pacific Northwest Timber
 
New Zealand Timber
 
Real Estate
 
Trading
 
Total
Three Months Ended June 30, 2017
 

$35.5

 

$20.5

 

$77.4

 

$25.6

 

$42.0

 

$201.0

Volume/Mix
 
2.6

 
3.4

 
10.3

 
28.1

 
1.0

 
45.4

Price
 

 
6.7

 
5.5

 
(4.1
)
 
3.3

 
11.4

Non-timber sales (a)
 
6.0

 
(0.1
)
 
0.4

 

 
(0.1
)
 
6.2

Foreign exchange (b)
 

 

 
0.4

 

 

 
0.4

Other
 
3.9

(c)
1.7

(c)
(24.3
)
(d)
0.3

(e)

 
(18.5
)
Three Months Ended June 30, 2018
 

$48.0

 

$32.2

 

$69.7

 

$49.9

 

$46.2

 

$245.9

 
 
 
 
 
(a)    New Zealand Timber includes $0.3 million of carbon credit sales during the three months ended June 30, 2018.
(b)    Net of currency hedging impact.
(c)    Includes variance due to stumpage versus delivered sales.
(d)    New Zealand Timber includes $24.3 million of timberland sales during the three months ended June 30, 2017.
(e)    Real Estate includes $0.3 million of deferred revenue during the three months ended June 30, 2017.

Sales
 
Southern Timber
 
Pacific Northwest Timber
 
New Zealand Timber
 
Real Estate
 
Trading
 
Total
Six Months Ended June 30, 2017
 

$74.7

 

$46.4

 

$118.2

 

$79.9

 

$76.3

 

$395.5

Volume/Mix
 
6.4

 
2.8

 
15.0

 
28.3

 
3.0

 
55.5

Price
 
(0.1
)
 
11.9

 
10.5

 
19.3

 
6.4

 
48.0

Non-timber sales (a)
 
5.0

 
(0.3
)
 
2.7

 

 
(0.3
)
 
7.1

Foreign exchange (b)
 

 

 
0.5

 

 
 
 
0.5

Other
 
5.6

(c)
2.8

(c)
(24.3
)
(d)
(41.6
)
(e)

 
(57.5
)
Six Months Ended June 30, 2018
 

$91.6

 

$63.6

 

$122.6

 

$85.9

 

$85.4

 

$449.1

 
 
 
 
 
(a)    New Zealand Timber includes $2.6 million of carbon credit sales during the six months ended June 30, 2018.
(b)    Net of currency hedging impact.
(c)    Includes variance due to stumpage versus delivered sales.
(d)    New Zealand Timber includes $24.3 million of timberland sales in 2017.
(e)    Real Estate includes $42.0 million of sales from Large Dispositions in 2017 and $0.3 million of deferred revenue in 2017.







46


Table of Contents

Operating Income
 
Southern Timber
 
Pacific Northwest Timber
 
New Zealand Timber
 
Real Estate
 
Trading
 
Corporate and Other
 
Total
Three Months Ended June 30, 2017
 

$9.7

 

($1.5
)
 

$26.8

 

$16.1

 

$1.1

 

($5.3
)
 

$46.9

Volume/Mix
 
1.4

 
0.3

 
3.4

 
21.5

 

 

 
26.6

Price
 

 
6.7

 
1.6

 
(4.1
)
 

 

 
4.2

Cost
 
0.3

 
(0.1
)
 
(0.9
)
 
0.9

 
(0.9
)
 
(1.0
)
 
(1.7
)
Non-timber income
 
6.2

 

 
0.5

 

 

 

 
6.7

Foreign exchange (a)
 

 

 
1.3

 

 

 

 
1.3

Depreciation, depletion & amortization
 
(1.9
)
 
0.2

 
(0.1
)
 
(8.5
)
 

 
(0.2
)
 
(10.5
)
Non-cash cost of land and improved development
 

 

 

 
(7.0
)
 

 

 
(7.0
)
Other
 

 

 
(14.8
)
(b)

 

 

 
(14.8
)
Three Months Ended June 30, 2018
 

$15.7

 

$5.6

 

$17.8

 

$18.9

 

$0.2

 

($6.5
)
 

$51.6

 
 
 
 
 
(a)    Net of currency hedging impact.
(b)    New Zealand Timber includes $14.8 million of income from timberland sales during the three months ended June 30, 2017.

Operating Income
 
Southern Timber
 
Pacific Northwest Timber
 
New Zealand Timber
 
Real Estate
 
Trading
 
Corporate and Other
 
Total
Six Months Ended June 30, 2017
 

$23.6

 

($2.4
)
 

$37.1

 

$45.8

 

$2.2

 

($10.1
)
 

$96.2

Volume/Mix
 
3.4

 
0.3

 
5.0

 
18.3

 

 

 
27.0

Price
 
(0.1
)
 
11.9

 
4.4

 
19.3

 

 

 
35.5

Cost
 
(0.3
)
 
0.4

 
(1.2
)
 
1.4

 
(1.8
)
 

 
(1.5
)
Non-timber income
 
5.0

 
(0.3
)
 
2.5

 

 

 

 
7.2

Foreign exchange (a)
 

 

 
0.9

 

 

 

 
0.9

Depreciation, depletion & amortization
 
(3.7
)
 
0.4

 
0.2

 
(7.9
)
 

 
(0.4
)
 
(11.4
)
Non-cash cost of land and improved development
 

 

 

 
(1.8
)
 

 

 
(1.8
)
Other
 

 

 
(15.2
)
(b)
(28.2
)
(c)

 

 
(43.4
)
Six Months Ended June 30, 2018
 

$27.9

 

$10.3

 

$33.7

 

$46.9

 

$0.4

 

($10.5
)
 

$108.7

 
 
 
 
 
(a)    Net of currency hedging impact.
(b)    New Zealand Timber includes $14.8 million of income from timberland sales in 2017 and $0.4 million from a settlement received in 2017.
(c)
Real Estate includes $28.2 million of operating income from Large Dispositions in 2017.
Adjusted EBITDA (a)
 
Southern Timber
 
Pacific Northwest Timber
 
New Zealand Timber
 
Real Estate
 
Trading
 
Corporate and Other
 
Total
Three Months Ended June 30, 2017
 

$21.6

 

$5.5

 

$42.3

 

$21.5

 

$1.1

 

($5.2
)
 

$86.8

Volume/Mix
 
2.5

 
2.9

 
4.6

 
27.3

 

 

 
37.3

Price
 

 
6.7

 
1.6

 
(4.1
)
 

 

 
4.2

Cost
 
0.3

 
(0.1
)
 
(0.9
)
 
0.9

 
(0.9
)
 
(1.0
)
 
(1.7
)
Non-timber income
 
6.2

 

 
0.5

 

 

 

 
6.7

Foreign exchange (b)
 

 

 
1.5

 

 

 

 
1.5

Other
 

 

 
(23.8
)
(c)
0.3

(d)

 

 
(23.5
)
Three Months Ended June 30, 2018
 

$30.6



$15.0



$25.8



$45.9



$0.2



($6.2
)


$111.3

 
 
 
 
 
(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 $0.3 million of deferred revenue in Q2 2017.


47


Table of Contents

Adjusted EBITDA (a)
 
Southern Timber
 
Pacific Northwest Timber
 
New Zealand Timber
 
Real Estate
 
Trading
 
Corporate and Other
 
Total
Six Months Ended June 30, 2017
 

$48.0

 

$14.9

 

$58.0

 

$30.1

 

$2.2

 

($9.2
)
 

$144.0

Volume/Mix
 
6.2

 
2.3

 
6.7

 
27.6

 

 

 
42.8

Price
 
(0.1
)
 
11.9

 
4.4

 
19.3

 

 

 
35.5

Cost
 
(0.3
)
 
0.4

 
(1.2
)
 
1.4

 
(1.8
)
 
(0.7
)
 
(2.2
)
Non-timber income
 
5.0

 
(0.3
)
 
2.5

 

 

 

 
7.2

Foreign exchange (b)
 

 

 
1.5

 

 

 

 
1.5

Other
 

 

 
(24.4
)
(c)
0.3

(d)

 

 
(24.1
)
Six Months Ended June 30, 2018
 

$58.8

 

$29.2

 

$47.5

 

$78.7

 

$0.4

 

($9.9
)
 

$204.6

 
 
 
 
 
(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.
(d)
Real Estate includes $0.3 million of deferred revenue in 2017.

SOUTHERN TIMBER
Second quarter sales of $48.0 million (which included pipeline easements of $5.8 million) increased $12.5 million, or 35%, versus the prior year period. Harvest volumes increased 10% to 1.49 million tons versus 1.36 million tons in the prior year period, primarily due to incremental volume from acquisitions coupled with stronger overall demand. Average pine sawtimber stumpage prices increased 2% to $26.23 per ton versus $25.66 per ton in the prior year period driven by stronger demand, particularly in coastal markets. Average pine pulpwood stumpage prices increased 3% to $16.05 per ton versus $15.62 per ton in the prior year period, as the prior year period was negatively impacted by salvage timber volume from the West Mims fire. Overall, weighted-average stumpage prices (including hardwood) were relatively flat at $19.27 per ton versus $19.25 per ton in the prior year period, as modest price increases were offset by changes in mix. Operating income of $15.7 million increased $6.0 million versus the prior year period due to higher volumes ($1.4 million), higher non-timber income ($6.2 million), lower costs ($0.2 million) and lower franchise taxes ($0.1 million), which were partially offset by higher depletion rates ($1.9 million). Second quarter Adjusted EBITDA of $30.6 million was $9.0 million above the prior year period.
Year-to-date sales of $91.6 million increased $16.9 million, or 23%, versus the prior year period. Harvest volumes increased 12% to 3.1 million tons versus 2.7 million tons in the prior year period, primarily due to incremental volume from acquisitions coupled with stronger overall demand. Average pine sawtimber stumpage prices increased 1% to $26.27 per ton versus $26.01 per ton in the prior year period, while average pine pulpwood stumpage prices remained roughly flat at $16.59 per ton versus $16.50 per ton in the prior year period. The increase in average sawtimber prices was primarily due to export demand from China. Overall, weighted-average stumpage prices (including hardwood) remained roughly flat at $19.80 per ton versus to $19.83 per ton in the prior year period. Operating income of $27.9 million increased $4.3 million versus the prior year period due to higher non-timber income ($5.0 million) and higher volumes ($3.4 million), which were partially offset by lower prices ($0.1) million, higher depletion rates ($3.7 million) and higher costs ($0.3 million). Adjusted EBTIDA of $58.8 million was $10.7 million above the prior year period.
PACIFIC NORTHWEST TIMBER
Second quarter sales of $32.2 million increased $11.7 million, or 58%, versus the prior year period. Harvest volumes increased 36% to 374,000 tons versus 275,000 tons in the prior year period, as we pulled forward some volume to take advantage of favorable market conditions. Average delivered sawtimber prices increased 26% to $103.38 per ton versus $81.93 per ton in the prior year period, while average delivered pulpwood prices increased 26% to $49.76 per ton versus $39.38 per ton in the prior year period. The increase in average sawtimber and pulpwood prices was due to strong demand from both domestic and export markets. Operating income of $5.6 million increased $7.1 million relative to an operating loss of $1.5 million in the prior year period due to higher prices ($6.7 million), volume/mix changes ($0.3 million) and lower depletion rates ($0.2 million), which were partially offset by higher costs ($0.1 million). Second quarter Adjusted EBITDA of $15.0 million was $9.5 million above the prior year period.

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Table of Contents

Year-to-date sales of $63.6 million increased $17.2 million, or 37%, versus the prior year period. Harvest volumes increased 12% to 753,000 tons versus 674,000 tons in the prior year period. Average delivered sawtimber prices increased 27% to $99.24 per ton versus $78.08 per ton in the prior year period, while average delivered pulpwood prices increased 22% to $47.49 per ton versus $39.03 per ton in the prior year period. The increase in average sawtimber and pulpwood prices was due to strong demand from both domestic and export markets. Operating income of $10.3 million increased $12.7 million relative to an operating loss of $2.4 million in the prior year period due to higher prices ($11.9 million), lower costs ($0.4 million), higher volume ($0.3 million) and lower depletion rates ($0.4 million), which were partially offset by lower non-timber income ($0.3 million). Adjusted EBITDA of $29.2 million was $14.3 million above the prior year period.
NEW ZEALAND TIMBER
Second quarter sales of $69.7 million decreased $7.7 million, or 10%, versus the prior year period as the prior year period included $24.3 million of timberland sales. Excluding these timberland sales, sales for the quarter increased $16.6 million, or 31%, versus the prior year period. Harvest volumes increased 20% to 738,000 tons versus 616,000 tons in the prior year period, driven primarily by the timing of export shipments and incremental volume from prior year acquisitions. Average delivered prices for export sawtimber increased 9% to $120.80 per ton versus $111.05 per ton in the prior year period, while average delivered prices for domestic sawtimber increased 9% to $86.21 per ton versus $79.04 per ton in the prior year period. The increase in export sawtimber prices was primarily due to stronger demand from China. The increase in domestic sawtimber prices (in U.S. dollar terms) was driven by increased demand tension between export markets and local sawmills as well as a modest rise in the NZ$/US$ exchange rate (US$0.71 per NZ$1.00 versus US$0.70 per NZ$1.00). Excluding the impact of foreign exchange rates, domestic sawtimber prices increased 7% from the prior year period. Operating income of $17.8 million decreased $9.0 million versus the prior year period due to lower timberland sales ($14.8 million), higher road maintenance costs ($0.9 million) and higher depletion rates ($0.1 million), which were partially offset by higher volumes ($3.4 million), higher prices ($1.6 million), favorable foreign exchange impacts ($1.3 million), higher carbon sales ($0.3 million) and other non-timber income ($0.2 million). Second quarter Adjusted EBITDA of $25.8 million was $16.5 million below the prior year period.
Year-to-date sales of $122.6 million increased $4.4 million, or 4%, versus the prior year period. Harvest volumes increased 16% to 1.3 million tons versus 1.1 million tons in the prior year period, driven primarily by incremental volume from prior year acquisitions. Average delivered prices for export sawtimber increased 9% to $119.51 per ton versus $110.10 per ton in the prior year period, while average delivered prices for domestic sawtimber increased 10% to $86.57 per ton versus $78.76 per ton in the prior year period. The increase in export sawtimber was primarily due to stronger demand from China. The increase in domestic sawtimber prices (in U.S. dollar terms) was driven by increased demand tension between export markets and local sawmills. Excluding the impact of foreign exchange rates, domestic sawtimber prices increased 8% from the prior year period. Operating income of $33.7 million decreased $3.3 million versus the prior year period due to lower income from timberland sales ($14.8 million), higher costs ($1.2 million) and the prior year receipt of a timber damage settlement ($0.4 million), partially offset by higher volume ($5.0 million), higher prices ($4.4 million), higher non-timber income ($2.5 million), favorable foreign exchange impacts ($1.2 million) and lower depletion rates ($0.2 million).
REAL ESTATE
Second quarter sales of $49.9 million increased $24.3 million versus the prior year period, while operating income of $18.9 million increased $2.8 million versus the prior year period due to a higher number of acres sold (15,804 acres sold versus 7,592 acres sold in the prior year period), partially offset by a decrease in weighted-average prices ($3,153 per acre versus $3,411 per acre in the prior year period). Improved Development closings of $1.3 million in the Wildlight development project included 2.0 acres of commercial property for $0.7 million ($351,000 per acre) and 12 residential lots for $0.6 million ($52,000 per lot or $287,000 per acre). Rural sales of $4.8 million were comprised of 1,071 acres at an average price of $4,509 per acre. This compares to prior year second quarter sales of $5.5 million, comprised of 1,728 acres at an average price of $3,178 per acre. Non-strategic / Timberland sales of $43.7 million were comprised of 14,729 acres at an average price of $2,966 per acre, including a sale of 14,447 acres in Louisiana for $2,988 per acre. This compares to prior year second quarter sales of $17.5 million, comprised of 5,733 acres primarily in Florida at an average price of $3,050 per acre. Second quarter Adjusted EBITDA of $45.9 million was $24.4 million above the prior year period.
Year-to-date sales of $85.9 million increased $6.0 million versus the prior year period, while operating income of $46.9 million increased $1.1 million versus the prior year period. Prior period year-to-date sales and operating income include $42.0 million and $28.2 million, respectively, from Large Dispositions in 2017. Sales and operating income increased in the first six months due to higher weighted average prices ($3,575 per acre versus $2,069 per acre in the

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prior year period), partially offset by lower volumes (24,029 acres sold versus 38,753 acres sold in the prior year period). Year-to-date Adjusted EBITDA of $78.7 million increased $48.6 million above the prior year period.
TRADING
Second quarter sales of $46.2 million increased $4.2 million versus the prior year period due to higher volumes and prices. Sales volumes increased 2% to 395,000 tons versus 386,000 tons in the prior year period. Average prices increased 8% to $116.47 per ton versus $108.06 per ton in the prior year period primarily due to stronger demand from China. Operating income and Adjusted EBITDA of $0.2 million decreased $0.9 million versus the prior year period due to higher costs associated with port congestion.
Year-to-date sales of $85.4 million increased $9.4 million versus the prior year period due to higher volumes and prices. Sales volumes increased 4% to 736,000 tons versus 708,000 tons in the prior year period. Average prices increased 8% to $115.61 per ton versus $106.86 per ton in the prior year period primarily due to stronger demand from China. Operating income and Adjusted EBITDA of $0.4 million decreased $1.9 million versus the prior year period due to lower trading margins resulting from increased competition for log supply coupled with higher log yard and port costs due to port congestion and vessel timing.
OTHER ITEMS
CORPORATE AND OTHER EXPENSE/ELIMINATIONS
Second quarter corporate and other operating expenses of $6.5 million increased $1.2 million versus the prior year period due to higher stock-based compensation and other benefits expense ($0.5 million), higher depreciation expense ($0.2 million) and a reduction in overhead costs allocated to operating segments ($0.5 million).
Year-to-date corporate and other operating expense of $10.5 million increased $0.4 million versus the prior year period due to a reduction in overhead costs allocated to operating segments ($0.8 million), higher stock-based compensation and other benefits expense ($0.4 million) and higher depreciation expense ($0.4 million), partially offset by lower costs related to shareholder litigation ($0.7 million) and income from the sale of unused Internet Protocol addresses ($0.6 million).
Costs related to shareholder litigation in the prior year period include expenses incurred as a result of the now-concluded securities litigation and the shareholder derivative demands. For additional information related to the securities litigation, see Note 10—Contingencies of Item 8 — Financial Statements and Supplementary Data in the Company’s most recent Annual Report on Form 10-K. For additional information on the shareholder derivative demands, see Note 9 — Contingencies.
INTEREST EXPENSE
Second quarter interest expense of $8.1 million decreased $0.5 million versus the prior year period. Year-to-date interest expense of $16.2 million decreased $0.9 million versus the prior year period. The decrease in second quarter and year-to-date interest expense was due to lower average debt.
NON-OPERATING INCOME
Second quarter and year-to-date non-operating income of $2.9 million and $3.5 million, respectively, includes unrealized gains on foreign currency derivatives used to mitigate the risk of fluctuations in foreign exchange rates with respect to anticipated distributions from the New Zealand JV and interest income.
INCOME TAX EXPENSE
Second quarter income tax expense of $7.1 million decreased $0.4 million versus the prior year period. Year-to-date income tax expense of $14.0 million increased $0.3 million versus the prior year period. The New Zealand JV is the primary driver of income tax expense.

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OUTLOOK
Based on our solid first half results and our expectations for the balance of the year, we now anticipate full-year net income attributable to Rayonier of $82 to $89 million, EPS of $0.63 to $0.68 and Adjusted EBITDA of $300 to $315 million. We expect to achieve our prior full-year volume guidance in each of our three timber segments, although we anticipate lower volumes in the second half of the year relative to the first half of the year, primarily due to elevated first half harvest levels in response to strong market conditions. We continue to expect that overall pricing in the Southern Timber segment will be relatively flat, as price increases in certain regions will generally be offset by the geographic mix of harvest volumes. In the Pacific Northwest Timber segment, we expect a relatively stable pricing environment driven by continued strong domestic market conditions, although we expect a modest decline in our weighted-average prices based on product mix. In the New Zealand Timber segment, we expect some softening in export prices, primarily due to market uncertainty resulting from the ongoing trade tensions between the U.S. and China. While we believe that fundamental export market conditions remain favorable, we are continuing to monitor the trade dispute between the U.S. and China and the potential impacts on our business. In our Real Estate segment, we expect very light activity in the third and fourth quarters following extraordinarily strong first and second quarters, as the timing of closings was heavily weighted to the first half of the year.
ADJUSTED EBITDA GUIDANCE (a):
 
 
 
2018
 
Revised Full-Year
Guidance
 
Year-to-Date
Results
Net Income to Adjusted EBITDA Reconciliation
 
 
 
 
 
Net income

$91.5

-

$99.0

 

$82.0

Less: Net income attributable to noncontrolling interest
(10.0
)
-
(10.5
)
 
(5.2
)
Net income attributable to Rayonier Inc.

$81.5

-

$88.5

 

$76.8

 
 
 
 
 
 
Interest, net
32.0

-
32.0

 
15.3

Income tax expense
14.5

-
15.5

 
14.0

Depreciation, depletion and amortization
141.0

-
146.5

 
80.9

Non-cash cost of land and improved development
21.0

-
22.0

 
14.9

Non-operating income

 

 
(2.7
)
Net income attributable to noncontrolling interest
10.0

-
10.5

 
5.2

Adjusted EBITDA (a)

$300.0

-

$315.0

 

$204.6

 
 
 
 
 
 
Diluted Earnings per Share

$0.63

-

$0.68

 

$0.59

 
 
 
 
 
(a)
Adjusted EBITDA is defined as earnings before interest, taxes, depreciation, depletion, amortization, the non-cash cost of land and improved development, non-operating income and expense, costs related to shareholder litigation and Large Dispositions. Adjusted EBITDA is a non-GAAP measure that management uses to make strategic decisions about the business and that investors can use to evaluate the operational performance of the assets under management. It removes the impact of specific items that management believes do not directly reflect the core business operations on an ongoing basis.

LIQUIDITY AND CAPITAL RESOURCES
Our principal source of cash is cash flow from operations, primarily the harvesting of timber and sales of real estate. As a REIT, our main use of cash is dividends. We also use cash to maintain the productivity of our timberlands through replanting and silviculture. Our operations have generally produced consistent cash flow and required limited capital resources. Short-term borrowings have helped fund working capital needs while acquisitions of timberlands generally require funding from external sources or asset dispositions.
SUMMARY OF LIQUIDITY AND FINANCING COMMITMENTS
 
June 30,
 
December 31,
(millions of dollars)
2018
 
2017
Cash and cash equivalents

$106.6

 

$112.7

Total debt (a)
975.0

 
1,028.4

Shareholders’ equity
1,712.9

 
1,693.0

Total capitalization (total debt plus equity)
2,687.9

 
2,721.4

Debt to capital ratio
36
%
 
38
%
Net debt to enterprise value (b)
15
%
 
18
%

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(a)
Total debt as of June 30, 2018 and December 31, 2017 is presented gross of deferred financing costs of $2.7 million and $3.0 million, respectively.
(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, 2018 and December 31, 2017.

CASH FLOWS
The following table summarizes our cash flows from operating, investing and financing activities for the six months ended June 30, 2018 and 2017.
(millions of dollars)
2018
 
2017
Cash provided by (used for):
 
 
 
Operating activities

$181.6

 

$128.3

Investing activities (a)
(61.5
)
 
(235.2
)
Financing activities
(115.6
)
 
95.7

 
 
 
 
 
(a)
Due to the adoption of ASU No. 2016-18, restricted cash is now included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown and therefore changes in restricted cash are no longer reported as investing activities. Prior period amounts have been restated to conform to current period presentation.
CASH PROVIDED BY OPERATING ACTIVITIES
Cash provided by operating activities increased $53.3 million primarily due to higher operating results.
CASH USED FOR INVESTING ACTIVITIES
Cash used for investing activities decreased $173.6 million compared to the prior year period primarily due to decreases in timberland acquisitions ($206.0 million), spending on the construction of the Company’s office building ($5.6 million), capital expenditures ($3.9 million) and real estate development investments ($1.1 million). These activities were offset by a decrease in net proceeds from Large Dispositions ($42.0 million) and other investing activities of $0.9 million.
CASH USED FOR FINANCING ACTIVITIES
Cash used for financing activities increased $211.3 million from the prior year period primarily due to decreases in equity issuances ($147.8 million), an increase in net debt repayments ($56.3 million) and an increase in dividends paid ($4.2 million) and shares repurchased ($3.0 million).
EXPECTED 2018 EXPENDITURES
Capital expenditures in 2018 are expected to be between $65 and $69 million, excluding any strategic timberland acquisitions we may make. Capital expenditures are expected to be comprised primarily of seedling planting, fertilization and other silvicultural activities, property taxes, lease payments, allocated overhead and other capitalized costs. Aside from capital expenditures, we may also acquire timberland as we actively evaluate acquisition opportunities.
Real estate development investments in 2018 are expected to be between $10 and $12 million, net of anticipated reimbursements from community development bonds. Expected real estate development investments are primarily related to Wildlight, our mixed-use community development project located north of Jacksonville, Florida at the interchange of I-95 and State Road A1A.
Our 2018 dividend payments are expected to be approximately $137 million assuming no change in the quarterly dividend rate of $0.27 per share or material changes in the number of shares outstanding.
Future share repurchases, if any, will depend on the Company’s liquidity and cash flow, as well as general market conditions and other considerations including capital allocation priorities.
We have approximately $2.9 million of mandatory pension contribution requirements in 2018 and may make discretionary contributions in the future.
Cash tax payments in 2018 are expected to be approximately $2.1 million, primarily due to the New Zealand JV.

PERFORMANCE AND LIQUIDITY INDICATORS

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The discussion below is presented to enhance the reader’s understanding of our operating performance, liquidity, ability to generate cash and satisfy rating agency and creditor requirements. This information includes two measures of financial results: Adjusted Earnings before Interest, Taxes, Depreciation, Depletion and Amortization (“Adjusted EBITDA”) and Cash Available for Distribution (“CAD”). These measures are not defined by Generally Accepted Accounting Principles (“GAAP”), and the discussion of Adjusted EBITDA and CAD is not intended to conflict with or change any of the GAAP disclosures described above.
Management uses CAD as a liquidity measure. CAD is a non-GAAP measure that management uses to measure cash generated during a period that is available for common stock dividends, distributions to the New Zealand minority shareholder, repurchase of the Company’s common shares, debt reduction, strategic acquisitions and real estate development investments. We define CAD as cash provided by operating activities adjusted for capital spending (excluding timberland acquisitions and spending on the Company’s office building) and working capital and other balance sheet changes. CAD is not necessarily indicative of the CAD that may be generated in future periods.
Management uses Adjusted EBITDA as a performance measure. Adjusted EBITDA is a non-GAAP measure that management uses to make strategic decisions about the business and that investors can use to evaluate the operational performance of the assets under management. It removes the impact of specific items that management believes do not directly reflect the core business operations on an ongoing basis. We define Adjusted EBITDA as earnings before interest, taxes, depreciation, depletion, amortization, the non-cash cost of land and improved development, non-operating income and expense, costs related to shareholder litigation and Large Dispositions. Costs related to shareholder litigation include expenses incurred as a result of the now-concluded securities class action litigation and the shareholder derivative demands. For additional information related to the securities litigation, see Note 10 — Contingencies of Item 8 — Financial Statements and Supplementary Data in the Company’s most recent Annual Report on Form 10-K. For additional information on the shareholder derivative demands, see Note 9 — Contingencies.
We reconcile Adjusted EBITDA to Net Income for the consolidated Company and to Operating Income for the segments, as those are the most comparable GAAP measures for each. The following table provides a reconciliation of Net Income to Adjusted EBITDA for the respective periods (in millions of dollars):
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2018
 
2017
 
2018
 
2017
Net Income to Adjusted EBITDA Reconciliation
 
 
 
 
 
 
 
Net income

$39.3

 

$30.8

 

$82.0

 

$65.9

Interest, net
7.6

 
8.2

 
15.3

 
16.3

Income tax expense
7.1

 
7.5

 
14.0

 
13.7

Depreciation, depletion and amortization
46.4

 
37.1

 
80.9

 
67.9

Non-cash cost of land and improved development
13.3

 
2.8

 
14.9

 
7.4

Non-operating (income) expense
(2.5
)
 
0.4

 
(2.7
)
 
0.3

Costs related to shareholder litigation

 

 

 
0.7

Large Dispositions (a)

 

 

 
(28.2
)
Adjusted EBITDA

$111.3

 

$86.8

 

$204.6

 

$144.0

 
 
 
 
 
(a)
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.

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The following tables provide a reconciliation of Operating Income (Loss) by segment to Adjusted EBITDA by segment for the respective periods (in millions of dollars):
Three Months Ended
Southern Timber
 
Pacific Northwest Timber
 
New Zealand Timber
 
Real Estate
 
Trading
 
Corporate
and
other
 
Total
June 30, 2018
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating income

$15.7

 

$5.6

 

$17.8

 

$18.9

 

$0.2

 

($6.5
)
 

$51.6

Depreciation, depletion and amortization
14.9

 
9.4

 
8.0

 
13.7

 

 
0.3

 
46.4

Non-cash cost of land and improved development

 

 

 
13.3

 

 

 
13.3

Adjusted EBITDA

$30.6

 

$30.6

 

$25.8

 

$45.9

 

$0.2

 

($6.2
)
 

$111.3

 
 
 
 
 
 
 
 
 
 
 
 
 
 
June 30, 2017
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating income (loss)

$9.7

 

($1.5
)
 

$26.8

 

$16.1

 

$1.1

 

($5.3
)
 

$46.9

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

 

$42.3

 

$21.5

 

$1.1

 

($5.2
)
 

$86.8

Six Months Ended
Southern Timber
 
Pacific Northwest Timber
 
New Zealand Timber
 
Real Estate
 
Trading
 
Corporate
and
other
 
Total
June 30, 2018
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating income

$27.9

 

$10.3

 

$33.7

 

$46.9

 

$0.4

 

($10.5
)
 

$108.7

Depreciation, depletion and amortization
30.9

 
18.9

 
13.7

 
16.8

 

 
0.6

 
80.9

Non-cash cost of land and improved development

 

 

 
14.9

 

 

 
14.9

Adjusted EBITDA

$58.8

 

$29.2

 

$47.5

 

$78.7

 

$0.4

 

($9.9
)
 

$204.6

 
 
 
 
 
 
 
 
 
 
 
 
 
 
June 30, 2017
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating income (loss)

$23.6

 

($2.4
)
 

$37.0

 

$45.8

 

$2.2

 

($10.1
)
 

$96.2

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

 

 

 

 

 
0.7

 
0.7

Large Dispositions (a)

 

 

 
(28.2
)
 

 

 
(28.2
)
Adjusted EBITDA

$48.0

 

$14.9

 

$58.0

 

$30.1

 

$2.2

 

($9.2
)
 

$144.0

 
 
 
 
 
(a)
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.

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The following table provides a reconciliation of Cash Provided by Operating Activities to Adjusted CAD (in millions of dollars):
 
Six Months Ended June 30,
 
2018
 
2017
Cash provided by operating activities

$181.6

 

$128.3

Capital expenditures (a)
(25.9
)
 
(29.8
)
Working capital and other balance sheet changes
7.8

 
(1.2
)
CAD
163.5

 
97.3

Mandatory debt repayments

 

Mandatory pension requirements
(2.9
)
 

CAD after mandatory debt repayments and pension requirements
160.6

 
97.3

Cash used for investing activities (b)

($61.5
)
 

($235.2
)
Cash (used for) provided by financing activities

($115.6
)
 

$95.7

 
 
 
 
 
(a)
Capital expenditures exclude timberland acquisitions during the six months ended June 30, 2018 and June 30, 2017 and spending on the Rayonier office building during the six months ended June 30, 2017.
(b)
Due to the adoption of ASU No. 2016-18, restricted cash is now included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown and therefore changes in restricted cash are no longer reported as investing activities. Prior period amounts have been restated to conform to current period presentation.
The following table provides supplemental cash flow data (in millions):
 
Six Months Ended June 30,
 
2018
 
2017
Purchase of timberlands

($31.2
)
 

($237.2
)
Real Estate Development Investments
(4.5
)
 
(5.6
)
Distributions to New Zealand minority shareholder (a)
(3.4
)
 
(7.6
)
Rayonier Office Building

 
(5.6
)
 
 
 
 
 
(a)
Includes debt repayments on the New Zealand JV noncontrolling interest shareholder loan. See Note 5 — Debt for additional information.

LIQUIDITY FACILITIES
2018 DEBT ACTIVITY
During the six months ended June 30, 2018, the Company made a repayment of $50.0 million on the Revolving Credit Facility. As of June 30, 2018, the Company had available borrowings of $189.6 million under the Revolving Credit Facility, net of $10.4 million to secure its outstanding letters of credit.
In addition, the New Zealand JV made borrowings and repayments of $1.0 million on its working capital facility. As of June 30, 2018, draws totaling NZ$40.0 million remain available on the working capital facility. The New Zealand JV also fully repaid its shareholder loan held by the noncontrolling interest party during the six months ended June 30, 2018.

OFF-BALANCE SHEET ARRANGEMENTS
We utilize off-balance sheet arrangements to provide credit support for certain suppliers and vendors in case of their default on critical obligations, and collateral for outstanding claims under the Company’s previous workers’ compensation self-insurance programs. These arrangements consist of standby letters of credit and surety bonds. As part of our ongoing operations, we also periodically issue guarantees to third parties. Off-balance sheet arrangements are not considered a source of liquidity or capital resources and do not expose us to material risks or material unfavorable financial impacts. See Note 10 — Guarantees for details on the letters of credit, surety bonds and guarantees as of June 30, 2018.


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CONTRACTUAL FINANCIAL OBLIGATIONS
In addition to using cash flow from operations and proceeds from Large Dispositions, we finance our operations through the issuance of debt and by entering into leases. These financial obligations are recorded in accordance with accounting rules applicable to the underlying transaction, with the result that some are recorded as liabilities on the Consolidated Balance Sheets, while others are required to be disclosed in the Notes to Consolidated Financial Statements and Management’s Discussion and Analysis.
The following table aggregates our contractual financial obligations as of June 30, 2018 and anticipated cash spending by period: 
Contractual Financial Obligations (in millions)
Total
 
Payments Due by Period
Remaining 2018
 
2019-2020
 
2021-2022
 
Thereafter
Long-term debt (a)

$975.0

 

 

 

$325.0

 

$650.0

Interest payments on long-term debt (b)
214.2

 
18.3

 
73.1

 
63.9

 
58.9

Operating leases — timberland
187.2

 
5.7

 
17.4

 
16.8

 
147.3

Operating leases — PP&E, offices
4.6

 
0.6

 
1.9

 
1.4

 
0.7

Commitments — derivatives (c)
8.4

 
2.4

 
2.6

 
1.9

 
1.5

Commitments — other (d)
11.8

 
5.2

 
6.0

 
0.6

 

Total contractual cash obligations

$1,401.2

 

$32.2

 

$101.0

 

$409.6

 

$858.4

 
 
 
 
 
(a)
The book value of long-term debt, net of deferred financing costs, is currently recorded at $972.3 million on the Company’s Consolidated Balance Sheet, but upon maturity the liability will be $975.0 million.
(b)
Projected interest payments for variable rate debt were calculated based on outstanding principal amounts and interest rates as of June 30, 2018.
(c)
Commitments — derivatives represents payments expected to be made on derivative financial instruments (foreign exchange contracts and interest rate swaps). See Note 12 — Derivative Financial Instruments and Hedging Activities.
(d)
Commitments — other includes $1.7 million of pension contribution requirements remaining in 2018 based on actuarially determined estimates and IRS minimum funding requirements, payments expected to be made on the Company’s Wildlight development project and other purchase obligations. For additional information on the pension contribution see Note 15 — Employee Benefit Plans in the 2017 Form 10-K.

Item 3.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
We are exposed to various market risks, including changes in interest rates, commodity prices and foreign exchange rates. Our objective is to minimize the economic impact of these market risks. We use derivatives in accordance with policies and procedures approved by the Audit Committee of the Board of Directors. Derivatives are managed by a senior executive committee whose responsibilities include initiating, managing and monitoring resulting exposures. We do not enter into financial instruments for trading or speculative purposes.
Interest Rate Risk
We are exposed to interest rate risk through our variable rate debt, primarily due to changes in LIBOR. However, we use interest rate swaps to manage our exposure to interest rate movements on our term credit agreements by swapping existing and anticipated future borrowings from floating rates to fixed rates. As of June 30, 2018 we had $650 million of U.S. long-term variable rate debt. The notional amount of outstanding interest rate swap contracts at June 30, 2018 was $650 million. The term credit agreement and associated interest rate swaps mature in August 2024 and the incremental term loan agreement and associated interest rate swaps mature in May 2026. At this borrowing level, a hypothetical one-percentage point increase/decrease in interest rates would result in no corresponding increase/decrease in interest payments and expense over a 12-month period.
The fair market value of our long-term fixed interest rate debt is also subject to interest rate risk. The estimated fair value of our long-term fixed rate debt at June 30, 2018 was $324 million compared to the $325 million principal amount. We use interest rates of debt with similar terms and maturities to estimate the fair value of our debt. Generally, the fair market value of fixed-rate debt will increase as interest rates fall and decrease as interest rates rise. A hypothetical one-percentage point increase/decrease in prevailing interest rates at June 30, 2018 would result in a corresponding decrease/increase in the fair value of our long-term fixed rate debt of approximately $11 million.
    

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We estimate the periodic effective interest rate on U.S. long-term fixed and variable rate debt to be approximately 3.3% after consideration of interest rate swaps and estimated patronage refunds, excluding unused commitment fees on the revolving credit facility.
The following table summarizes our outstanding debt, interest rate swaps and average interest rates, by year of expected maturity and their fair values at June 30, 2018:
(Dollars in thousands)
2018
 
2019
 
2020
 
2021
 
2022
 
Thereafter
 
Total
 
Fair Value
Variable rate debt:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Principal amounts
 
 
 
 
 
$650,000
 
$650,000
 
$650,000
Average interest rate (a)(b)
 
 
 
 
 
3.75%
 
3.75%
 
Fixed rate debt:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Principal amounts
 
 
 
 
$325,000
 
 
$325,000
 
$323,505
Average interest rate (b)
 
 
 
 
3.75%
 
 
3.75%
 
Interest rate swaps:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Notional amount
 
 
 
 
 
$650,000
 
$650,000
 
$36,727
Average pay rate (b)
 
 
 
 
 
1.91%
 
1.91%
 
Average receive rate (b)
 
 
 
 
 
1.99%
 
1.99%
 
 
 
 
 
 
(a)    Excludes estimated patronage refunds.
(b)    Interest rates as of June 30, 2018.
Foreign Currency Exchange Rate Risk
The functional currency of the Company’s New Zealand-based operations and New Zealand JV is the New Zealand dollar. Through these operations and our ownership in the New Zealand JV, we are exposed to foreign currency risk on cash held in foreign currencies, shareholder distributions which are denominated in U.S. dollars and on foreign export sales and ocean freight payments that are predominantly denominated in U.S. dollars. To mitigate these risks, the New Zealand JV routinely enters into foreign currency exchange contracts and foreign currency option contracts to hedge a portion of the New Zealand JV’s foreign exchange exposure.
Sales and Expense Exposure
At June 30, 2018, the New Zealand JV had foreign currency exchange contracts with a notional amount of $134 million ($1 million on behalf of suppliers) and foreign currency option contracts with a notional amount of $24 million outstanding related to foreign export sales and ocean freight payments. The amount hedged represents a portion of forecast U.S. dollar denominated export timber and log trading sales proceeds over the next 18 months and next 3 months, respectively.
Shareholder Distributions
At June 30, 2018, the New Zealand JV had foreign currency exchange contracts with a notional amount of NZ$50 million representing a portion of anticipated shareholder distribution payments over the next 12 months.
Net Investment
In March 2018, we entered into a foreign currency exchange contract with a notional amount of NZ$37 million to mitigate the risk of foreign currency exchange rates fluctuations on the cash portion of the Company’s net investment in New Zealand. The foreign currency exchange contract matured April 2018 and the cash was repatriated. For additional information regarding our derivative balances and activity, see Note 12 — Derivative Financial Instruments and Hedging Activities.
    

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The following table summarizes our outstanding foreign currency exchange rate risk contracts at June 30, 2018:
(Dollars in thousands)
0-1 months
 
1-2 months
 
2-3 months
 
3-6 months
 
6-12 months
 
12-18 months
 
Total
 
Fair Value
Foreign exchange contracts to sell U.S. dollar for New Zealand dollar
 
 
 
 
Notional amount
$12,250
 
$11,500
 
$8,750
 
$24,750
 
$42,000
 
$35,000
 
$134,250
 
($2,611)
Average contract rate
1.4503
 
1.4480
 
1.4527
 
1.4431
 
1.4412
 
1.4413
 
1.4437
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Foreign currency option contracts to sell U.S. dollar for New Zealand dollar
 

 
 
Notional amount
$4,000
 
$4,000
 
$4,000
 
$6,000
 
$6,000
 
 
$24,000
 
($35)
Average strike price
1.4557
 
1.4566
 
1.4692
 
1.4715
 
1.4711
 
 
1.4659
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Foreign exchange contracts to sell New Zealand dollar for U.S. dollar
 

 
 
Notional amount (NZ$)
$22,500
 
 
$17,500
 
$10,000
 
 
 
$50,000
 
$2,492
Average contract rate
0.7200
 
 
0.7331
 
0.7338
 
 
 
0.7273
 
 


Item 4.
CONTROLS AND PROCEDURES
DISCLOSURE CONTROLS AND PROCEDURES
Rayonier management is responsible for establishing and maintaining adequate disclosure controls and procedures. Disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”), are designed with the objective of ensuring information required to be disclosed by the Company in reports filed under the Exchange Act, such as this quarterly report on Form 10-Q, is (1) recorded, processed, summarized and reported or submitted within the time periods specified in the SEC’s rules and forms and (2) accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
Because of the inherent limitations in all control systems, no control evaluation can provide absolute assurance that all control exceptions and instances of fraud have been prevented or detected on a timely basis. Even systems determined to be effective can provide only reasonable assurance that their objectives are achieved.
Based on an evaluation of our disclosure controls and procedures as of the end of the period covered by this quarterly report on Form 10-Q, our management, including the Chief Executive Officer and Chief Financial Officer, concluded the design and operation of the disclosure controls and procedures were effective as of June 30, 2018.
In the quarter ended June 30, 2018, based upon the evaluation required by Rule 13a-15(d) under the Exchange Act, there were no changes in our internal control over financial reporting that would materially affect or are reasonably likely to materially affect our internal control over financial reporting.

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PART II.    OTHER INFORMATION

Item 1.
LEGAL PROCEEDINGS

The information set forth in Note 9 — Contingencies in the “Notes to Consolidated Financial Statements” under Item 1 of Part I of this report is incorporated herein by reference. 

Item 2.
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
ISSUER PURCHASES OF EQUITY SECURITIES
In February 2016, the Board of Directors approved the repurchase of up to $100 million of Rayonier’s common shares (the “share repurchase program”) to be made at management’s and the Board of Directors’ discretion. The program has no time limit and may be suspended or discontinued at any time. There were no shares repurchased under this program in the second quarter of 2018 and there was $99.3 million, or approximately 2,566,824 shares based on the period end closing stock price of $38.69, available for repurchase as of June 30, 2018.
In 1996, we began a common share repurchase program (the “1996 anti-dilutive program”) to minimize the dilutive effect of our employee incentive stock plans on earnings per share. This program limits the number of shares that may be purchased each year to the greater of 1.5% of outstanding shares at the beginning of the year or the number of incentive shares issued to employees during the year. In October 2000, July 2003 and October 2011, our Board of Directors authorized the purchase of additional shares in the program totaling 2.1 million shares. The 1996 anti-dilutive program does not have an expiration date. There were no shares purchased under this program in the second quarter of 2018 and there were 3,869,621 shares available for purchase at June 30, 2018.
The following table provides information regarding our purchases of Rayonier common shares during the quarter ended June 30, 2018:
Period
 
Total Number of Shares Purchased (a)
 
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 (b)
April 1 to April 30
 
80,158

 
36.77

 

 
6,436,445

May 1 to May 31
 
14

 
37.36

 

 
6,436,445

June 1 to June 30
 

 

 

 
6,436,445

Total
 
80,172

 
 
 

 


 
 
 
 
 
(a)
Includes 80,172 shares of the Company’s common shares purchased in April, May and June from current and former employees in non-open market transactions. The shares were sold by current and former employees of the Company in exchange for cash that was used to pay withholding taxes associated with the vesting of restricted stock awards and performance share awards under the Company’s stock incentive plan. The price per share surrendered is based on the closing price of the company’s common shares on the respective vesting dates of the awards.
(b)
Maximum number of shares authorized to be purchased as of June 30, 2018 include 3,869,621 under the 1996 anti-dilutive program and approximately 2,566,824 under the share repurchase program.


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Item 6.
EXHIBITS
31.1

Filed herewith
31.2

Filed herewith
32

Furnished herewith
101

The following financial information from our Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2018, formatted in Extensible Business Reporting Language (“XBRL”), includes: (i) the Consolidated Statements of Income and Comprehensive Income for the Three and Six Months Ended June 30, 2018 and 2017; (ii) the Consolidated Balance Sheets as of June 30, 2018 and December 31, 2017; (iii) the Consolidated Statements of Changes in Shareholders’ Equity for the Six Months Ended June 30, 2018 and the Years Ended December 31, 2017 and 2016; (iv) the Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2018 and 2017; and (v) the Notes to Consolidated Financial Statements
Filed herewith
                    


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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 
 
RAYONIER INC.
 
 
(Registrant)
 
 
 
 
By:
/s/ APRIL TICE
 
 
April Tice
Director, Financial Services and Corporate Controller
(Duly Authorized Officer, Principal Accounting Officer)
Date: August 3, 2018





61

Exhibit


EXHIBIT 31.1
CERTIFICATION
I, David L. Nunes, certify that:
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.
Date: August 3, 2018
 
/S/ DAVID L. NUNES
 
David L. Nunes
President and Chief Executive Officer, Rayonier Inc.



Exhibit


EXHIBIT 31.2
CERTIFICATION
I, Mark McHugh, certify that:
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.
Date: August 3, 2018
 
 
/s/ MARK MCHUGH
 
Mark McHugh
Senior Vice President and Chief Financial Officer, Rayonier Inc. 




Exhibit


EXHIBIT 32
CERTIFICATION
The undersigned hereby certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, that to our knowledge:
1.
The quarterly report on Form 10-Q of Rayonier Inc. (the "Company") for the period ended June 30, 2018 (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.
August 3, 2018
 
/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.