Rayonier Inc (RYN)

Rayonier Executives to Present at REITweekMay 26, 2026 5:00 PM
Business Wire Rayonier Inc. (NYSE:RYN) announced today that members of its management team will present at Nareit’s REITweek: 2026 Investor Conference on Wednesday, June 3 at 1:15 p.m. Eastern Time in New York, NY. To access a live webcast of the presentation, participants can visit the Investor Relations section of Rayonier’s website at www.rayonier.com and follow the registration link. The webcast will be available for replay on the Company’s website shortly after the live event. About Rayonier Rayonier is a land resources real estate investment trust (REIT) with a portfolio comprising over four million acres in the U.S. South and U.S. Northwest. The company is focused on managing its timberlands on a sustainable basis while optimizing its overall portfolio value by delivering land to its highest and best use. Rayonier also operates six sawmills, an industrial-grade plywood mill, residential and commercial real estate developments, and a rural land sales program. Rayonier is committed to corporate responsibility, third-party forest certification, and supporting climate change mitigation through its land-based solutions business. More information is available at www.rayonier.com. View source version on businesswire.com: https://www.businesswire.com/news/home/20260526647349/en/ Investors/Media: Collin Mings,

Rayonier Announces Second Quarter 2026 DividendMay 15, 2026 4:12 PM
Business Wire Rayonier Inc. (NYSE:RYN) announced today that the Company’s board of directors has declared a second quarter cash dividend of $0.26 per common share. The dividend is payable on June 30, 2026, to shareholders of record on June 16, 2026. The Company also announced today that the Company’s board of directors, in its capacity as the board of directors of the general partner of Rayonier, L.P., has declared a second quarter cash distribution of $0.26 per operating partnership unit. The cash distribution is payable on June 30, 2026, to holders of record on June 16, 2026. About Rayonier Rayonier is a land resources real estate investment trust (REIT) with a portfolio comprising over four million acres in the U.S. South and U.S. Northwest. The company is focused on managing its timberlands on a sustainable basis while optimizing its overall portfolio value by delivering land to its highest and best use. Rayonier also operates six sawmills, an industrial-grade plywood mill, residential and commercial real estate developments, and a rural land sales program. Rayonier is committed to corporate responsibility, third-party forest certification, and supporting climate change mitigation through its land-based solutions business. More information is available at www.rayonier.com. View source version on businesswire.com: https://www.businesswire.com/news/home/20260515973987/en/ Investors/Media: Collin Mings,

Rayonier Reports First Quarter 2026 ResultsMay 6, 2026 4:12 PM
Business Wire First quarter net loss attributable to Rayonier of ($12.4) million (or ($0.05) per diluted share), pro forma net income of $17.4 million (or $0.07 per share), and Adjusted EBITDA of $94.1 million. Successfully completed transformative merger of equals with PotlatchDeltic on January 30, 2026. Repurchased $31.1 million of shares at an average price of $20.98 per share. As of March 31, 2026, Rayonier had $2.06 billion of debt outstanding and $681.7 million of cash. Rayonier Inc. (NYSE:RYN) today reported first quarter net loss attributable to Rayonier of ($12.4) million, or ($0.05) per diluted share, on revenues of $276.8 million. This compares to net loss attributable to Rayonier of ($3.4) million, or ($0.02) per diluted share, on revenues of $82.9 million in the prior year quarter. The first quarter results included $69.5 million of costs (net of tax) related to the merger with PotlatchDeltic1 and a $0.9 million inventory purchase price adjustment (net of tax) in cost of sales,2 which was partially offset by a $40.3 million income tax benefit from the release of a valuation allowance.3 Excluding these items and adjusting for pro forma net income adjustments attributable to noncontrolling interests,4 first quarter pro forma net income5 was $17.4 million, or $0.07 per share. This compares to pro forma net loss5 of ($2.7) million, or ($0.02) per share, in the prior year period. The following table summarizes the current quarter and comparable prior year period results. Consolidated results for the first quarter of 2026 include the operations of PotlatchDeltic for the period from January 31, 2026 through March 31, 2026.                         Three Months Ended     (millions of dollars, except earnings per share (EPS)) March 31, 2026   March 31, 2025       $   EPS   $   EPS                         Revenues $276.8         $82.9                               Net loss attributable to Rayonier ($12.4 )   ($0.05 )   ($3.4 )   ($0.02 )     Pro forma items net of tax:                   Costs related to the merger with PotlatchDeltic1 69.5     0.27     —     —       Inventory purchase price adjustment in cost of sales2 0.9     —     —     —       Tax benefit from valuation allowance release3 (40.3 )   (0.16 )   —     —       Income from operations of discontinued operations6 —     —     (2.5 )   (0.02 )     Restructuring charges7 —     —     1.1     0.01       Net cost on legal settlements8 —     —     1.7     0.01       Pro forma net income (loss) adjustments attributable to noncontrolling interests4 (0.2 )   —     0.4     —       Pro forma net income (loss)5 $17.4     $0.07     ($2.7 )   ($0.02 )                       First quarter operating loss was ($45.7) million versus operating income of $0.1 million in the prior year period. First quarter operating loss included $70.4 million of costs related to the merger with PotlatchDeltic1 and a $1.2 million inventory purchase price adjustment in cost of sales.2 Excluding these items, pro forma operating income5 was $25.9 million. This compares to pro forma operating income5 of $1.2 million in the prior year period. First quarter Adjusted EBITDA5 was $94.1 million versus $27.1 million in the prior year period. The following table summarizes operating income, pro forma operating income,5 and Adjusted EBITDA5 for the current quarter and the comparable prior-year period. The presentation reflects the addition of the Wood Products segment and the renaming of the Pacific Northwest Timber segment following the merger with PotlatchDeltic (as further described below).                                 Three Months Ended March 31,       Operating (Loss) Income   Pro forma Operating Income (Loss)5   Adjusted EBITDA5     (millions of dollars) 2026     2025     2026     2025     2026     2025       Southern Timber $12.4     $10.1     $12.4     $10.1     $45.5     $27.0       Northwest Timber (0.4 )   0.3     (0.4 )   0.3     8.6     5.9       Wood Products (1.0 )   —     0.1     —     6.8     —       Real Estate 27.4     (1.0 )   27.4     (1.0 )   46.2     2.0       Corporate and Other (82.8 )   (9.3 )   (12.3 )   (8.2 )   (11.8 )   (7.9 )     Intersegment Eliminations9 (1.2 )   —     (1.2 )   —     (1.2 )   —       Total ($45.7 )   $0.1     $25.9     $1.2     $94.1     $27.1                                 Cash provided by operating activities was $34.6 million versus $27.7 million in the prior year period. Cash available for distribution (CAD)5 was $90.2 million, which increased $69.9 million versus the prior year period due to higher Adjusted EBITDA5 ($67.1 million) and higher cash interest received (net) ($11.0 million), partially offset by higher capital expenditures ($8.4 million). “During the first quarter, we generated total Adjusted EBITDA of $94.1 million, reflecting two months of post-merger contribution from the legacy PotlatchDeltic businesses following the successful closing of our merger of equals on January 30th,” said Mark McHugh, President and Chief Executive Officer. “In addition to delivering solid financial results to start the year, I am extremely proud of the collaboration, focus and dedication that our team has demonstrated as we’ve executed on integration initiatives.” “In our Southern Timber segment, Adjusted EBITDA of $45.5 million increased 68% versus the prior year quarter, largely due to the contribution of approximately 1.0 million tons of harvest volume from the PotlatchDeltic timberlands. In Northwest Timber, Adjusted EBITDA of $8.6 million was 45% higher than the prior year quarter, primarily due to 116,000 tons of incremental harvest volume from the PotlatchDeltic timberlands.” “In our newly established Wood Products segment, we generated Adjusted EBITDA of $6.8 million, as lumber price realizations trended higher through the first quarter.” “In our Real Estate segment, Adjusted EBITDA totaled $46.2 million—above the high-end of our prior guidance for the quarter—as we continued to see strong momentum across our real estate categories. Notably, our real estate results for the quarter included a $22.5 million land sale to a solar developer at over $10,000 per acre.” PotlatchDeltic Corporation Merger and Changes to Reportable Business Segments On January 30, 2026, Rayonier completed the previously announced merger with PotlatchDeltic Corporation (“PotlatchDeltic”). Accordingly, PotlatchDeltic’s balance sheet and results of operations are included in our consolidated financial statements from and after the date of acquisition. As a result of the merger, we revised our reportable business segments to include a new “Wood Products” segment, which manufactures and sells lumber, plywood and residual products at seven mills located in Arkansas, Idaho, Michigan and Minnesota. We further renamed the Pacific Northwest Timber segment to “Northwest Timber,” reflecting the addition of approximately 623,000 acres of timberlands in Idaho. Within our Southern Timber segment, we revised our price reporting to reflect delivered log prices rather than net stumpage realizations, reflecting the change in the prevalent mode of sale following the addition of approximately 1.5 million acres to the segment through the merger. Southern Timber First quarter sales of $88.7 million increased $37.7 million, or 74%, versus the prior year period. Harvest volumes increased 76% to 2.78 million tons versus 1.58 million tons in the prior year period, primarily driven by 1.0 million tons of incremental volume from the PotlatchDeltic timberlands. Average delivered pine sawtimber prices decreased to $44.59 per ton versus $47.69 per ton in the prior year period, primarily reflecting changes in geographic mix associated with the expanded Southern Timber footprint, as well as modestly weaker market conditions. Average delivered pine pulpwood prices decreased to $30.20 per ton versus $37.83 per ton in the prior year period, reflecting geographic mix impacts from the expanded footprint, as well as softer pulpwood markets. Meanwhile, weighted-average prices on stumpage sales (including hardwood) decreased to $16.65 per ton versus $18.11 per ton in the prior year period, largely attributable to the geographic mix shift due to the merger. Operating income of $12.4 million increased $2.2 million versus the prior year period due to higher volumes ($6.7 million) and higher non-timber income ($4.8 million), partially offset by higher depletion expense ($3.4 million), lower prices ($3.3 million) and higher costs ($2.5 million). First quarter Adjusted EBITDA5 of $45.5 million was 68%, or $18.5 million, above the prior year period. Northwest Timber First quarter sales of $32.1 million increased $10.3 million, or 47%, versus the prior year period. Harvest volumes increased 38% to 361,000 tons versus 261,000 tons in the prior year period, primarily driven by 116,000 tons of incremental volume from legacy PotlatchDeltic timberlands. Idaho harvest activity was limited during the first quarter due to extended spring break-up conditions following a relatively mild winter. Average delivered prices for sawtimber increased to $94.37 per ton versus $90.58 per ton in the prior year period, primarily reflecting geographic mix due to the addition of Idaho sawtimber (most of which is indexed to lumber prices), which more than offset modestly lower prices in the Pacific Northwest. Average delivered pulpwood prices increased to $36.82 per ton versus $30.05 per ton in the prior year period, primarily due to improved pulpwood demand and less competition from sawmill residuals. Operating loss of ($0.4) million versus operating income of $0.3 million in the prior year period was driven by higher costs ($2.4 million) and higher depletion expense ($1.3 million), partially offset by higher volumes ($1.5 million), higher prices ($1.2 million) and higher non-timber income ($0.3 million). First quarter Adjusted EBITDA5 of $8.6 million was 45%, or $2.7 million, above the prior year period. Wood Products First quarter sales totaled $108.5 million, consisting of $87.2 million of lumber sales and $21.3 million of plywood, residual, and other sales. Improved supply-demand conditions due to capacity curtailments announced last year, coupled with seasonal restocking ahead of the spring building season, drove higher lumber prices throughout the first quarter, particularly for southern yellow pine. Lumber shipments totaled 199 MMBF, with average lumber price realizations of $437 per thousand board feet. While shipment volumes were impacted by adverse weather in both our Northern and Southern mills, overall manufacturing costs per unit remained stable. Industrial plywood demand and costs were also relatively stable during the quarter. First quarter operating loss and Adjusted EBITDA5 were ($1.0) million and $6.8 million, respectively. Real Estate First quarter sales of $59.8 million increased $49.6 million versus the prior year period, while operating income of $27.4 million increased $28.3 million versus the prior year period. Sales and operating income increased primarily due to higher acres sold (7,695 acres sold versus 1,031 acres sold in the prior year period), partially offset by lower weighted-average prices ($7,280 per acre versus $8,308 per acre in the prior year period). Improved Development sales of $6.6 million included $3.5 million from the Heartwood development project south of Savannah, Georgia and $3.1 million from the Chenal Valley development project in Little Rock, Arkansas. Sales in Heartwood consisted of a 32-acre church site for $2.2 million ($68,000 per acre) and two commercial properties totaling 2.4 acres for $1.3 million ($538,000 per acre). Sales in Chenal Valley included 20 residential lots for $3.1 million ($157,000 per lot). This compares to Improved Development sales of $3.3 million in the prior year period. Rural sales of $49.4 million consisted of 7,656 acres at an average price of $6,457 per acre, including a 2,226-acre sale to a solar developer for $10,100 per acre. This compares to prior year period sales of $5.3 million, which consisted of 953 acres at an average price of $5,534 per acre. First quarter Adjusted EBITDA5 of $46.2 million increased $44.2 million versus the prior year period. Other Items First quarter corporate and other operating expenses of $82.8 million increased $73.4 million versus the prior year period, primarily due to $70.4 million of costs related to the merger with PotlatchDeltic.1 The prior year period included $1.1 million of restructuring charges.7 First quarter interest expense of $14.3 million increased $7.9 million versus the prior year period, primarily due to incremental debt assumed in the merger with PotlatchDeltic. First quarter interest income of $7.2 million increased $4.3 million versus the prior year period, primarily due to a higher cash balance following the sale of the Company’s New Zealand joint venture interest in the second quarter of 2025. First quarter income tax benefit of $39.4 million versus $0.3 million of income tax expense in the prior year period was primarily driven by a $40.3 million benefit associated with the release of a valuation allowance.3 This valuation allowance was primarily related to net operating losses generated by the Company’s taxable REIT subsidiary, which are now expected to be utilized following the merger with PotlatchDeltic. Share Repurchases During the first quarter, the Company repurchased approximately 1.5 million shares at an average price of $20.98 per share, or $31.1 million in total. As of March 31, 2026, the Company had $198.4 million remaining on its current share repurchase authorization. Outlook Consistent with the initial 2026 financial guidance we provided in February, the following full-year metrics reflect a pro rata contribution from legacy PotlatchDeltic operations for January 31, 2026 through December 31, 2026. Southern Timber: In our Southern Timber segment, we expect to achieve full-year harvest volumes of 12.1 to 12.6 million tons, with anticipated harvest volumes of 2.9 to 3.1 million tons in the second quarter. We expect regional sawtimber and pulpwood prices to remain relatively stable for the second quarter compared to the first quarter. However, full-year and quarterly average pine prices for the combined company’s Southern Timber segment are expected to be lower than the standalone prices for Rayonier in the prior year based on the geographic mix of the combined company. Northwest Timber: In our Northwest Timber segment, we expect to achieve full-year harvest volumes of 2.0 to 2.3 million tons, with anticipated harvest volumes of approximately 500,000 tons in the second quarter. We expect overall sawtimber prices to be higher in the second quarter compared to the first quarter primarily due to the addition of PotlatchDeltic’s Idaho timberlands. We also continue to expect that full-year 2026 average log pricing for the combined company’s Northwest Timber segment will be higher than the standalone pricing for Rayonier in the prior year. However, as we previously highlighted, our pricing in the Northwest following the merger will be more sensitive to fluctuations in lumber pricing, as a significant portion of our sawlog sales in Idaho are indexed to lumber prices. Wood Products: In our Wood Products segment, we continue to expect lumber shipments to total ~1.1 billion board feet for the 11 months of contribution in 2026. We further expect lumber shipments in the second quarter of approximately 310 to 320 million board feet. We were encouraged by the positive trajectory in lumber prices through mid-April, but pricing in recent weeks across some products has moderated amid more balanced supply/demand dynamics. Based on quarter-to-date price realizations and current lumber pricing, we expect the Adjusted EBITDA contribution from the Wood Products segment to be higher in the second quarter as compared to the first quarter results. Real Estate: We are pleased by the continued momentum in our Real Estate segment and maintain a strong pipeline of rural and improved development land sales for the balance of the year. Based on our current transaction pipeline and sales closed quarter-to-date, we expect an Adjusted EBITDA contribution in the second quarter of $25 to $35 million. For the full year, we continue to expect an Adjusted EBITDA contribution from our Real Estate segment of $180 to $200 million. Conference Call A conference call and live audio webcast will be held on Thursday, May 7, 2026 at 10:00 AM (ET) to discuss these results. The conference call can be accessed by registering online at www.rayonier.com, at which time registrants will receive dial-in information. Access to the live audio webcast will be available at www.rayonier.com. A replay of the webcast will be archived on the Company’s website and available shortly after the call. Complimentary copies of Rayonier press releases and other financial documents are also available by calling (904) 357-9100. 1 "Costs related to the merger with PotlatchDeltic" include professional services fees, employee-related costs, accelerated stock-based compensation, and other integration-related costs incurred in connection with the merger, which closed on January 30, 2026. 2 "Inventory purchase price adjustment in cost of sales" reflects a non-cash, one-time charge reflecting the excess of fair value over PotlatchDeltic’s historical cost on acquired finished goods inventory sold post-closing. 3 "Tax benefit from valuation allowance release" reflects a non-cash release of Rayonier's pre-existing valuation allowance, triggered by deferred tax liabilities recognized in the PotlatchDeltic purchase price allocation. 4 "Pro forma net income (loss) adjustments attributable to noncontrolling interests" are the proportionate share of pro forma items that are attributable to noncontrolling interests. 5 "Pro forma net income (loss)," "Pro forma operating income (loss)," "Adjusted EBITDA" and "CAD" are non-GAAP measures defined and reconciled to GAAP in the attached exhibits. 6 "Income from operations of discontinued operations" includes income generated by the Company’s New Zealand joint venture interest, which was classified as discontinued operations prior to its June 30, 2025 disposition. 7 "Restructuring charges" include severance costs related to workforce optimization initiatives. 8 "Net cost on legal settlements" reflects the net loss from litigation regarding insurance claims. 9 "Intersegment eliminations" reflects the elimination of profit on log sales from the Timber segments to Wood Products that remain in inventory at the end of the period. About Rayonier Rayonier is a land resources real estate investment trust (REIT) with a portfolio comprising over four million acres in the U.S. South and U.S. Northwest. The company is focused on managing its timberlands on a sustainable basis while optimizing its overall portfolio value by delivering land to its highest and best use. Rayonier also operates six sawmills, an industrial-grade plywood mill, residential and commercial real estate developments, and a rural land sales program. Rayonier is committed to corporate responsibility, third-party forest certification, and supporting climate change mitigation through its land-based solutions business. More information is available at www.rayonier.com.   Forward-Looking Statements - Certain statements in this press release regarding anticipated financial outcomes including Rayonier’s earnings guidance, if any, business and market conditions, outlook, expected dividend rate, acquisition and disposition activity, including the ability to realize the intended benefits of our recent merger with PotlatchDeltic Corporation, expected harvest schedules, timberland acquisitions and dispositions, the anticipated benefits of Rayonier’s business strategies, including the recent sale of the entities holding Rayonier’s interest in the New Zealand joint venture and the anticipated use of proceeds from such sale, 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,” “long-term,” “looking ahead” 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 following important factors, among others, could cause actual results or events to differ materially from those expressed in forward-looking statements that may have been made in this document: our ability to obtain the intended benefits of our merger with PotlatchDeltic Corporation, including future financial and operating results; the cyclical and competitive nature of the industries in which we operate; fluctuations in demand for, or supply of, our forest products and real estate offerings, including any further downturn in the housing market; entry of new competitors into our markets; changes in production and production capacity in the forest products industry; unanticipated manufacturing disruptions or inefficiencies in our supply chain and/or operations; fires at our manufacturing facilities; changes in policy regarding governmental timber sales; changes in global economic conditions and geopolitical tensions, including the war in Ukraine and elevated tensions in the Middle East; business disruptions arising from government shutdowns, public health crises and outbreaks of communicable diseases; the uncertainties of potential impacts of climate-related initiatives; the cost and availability of third-party logging and trucking services; the geographic concentration of a significant portion of our timberland; our ability to identify, finance and complete timberland acquisitions and/or to complete dispositions; changes in timberland values; changes in environmental laws and regulations regarding timber harvesting, delineation of wetlands, endangered species and development of real estate generally, that may restrict or adversely impact our ability to conduct our business, or increase the cost of doing so; adverse weather conditions, natural disasters and other catastrophic events such as hurricanes, wind storms and wildfires; the lengthy, uncertain and costly process associated with the ownership, entitlement and development of real estate, especially in Florida and Washington, including changes in law, policy and political factors beyond our control; the availability and cost of financing for real estate development and mortgage loans; changes in tariffs, taxes or treaties relating to the import and export of our products, our customers’ products or those of our and our customers’ competitors; changes in key management and personnel; and our ability to meet all necessary legal requirements to continue to qualify as a real estate investment trust (“REIT”) and changes in tax laws that could adversely affect beneficial tax treatment. For additional factors that could impact future results, please see Item 1A - Risk Factors in the Company’s most recent Annual Report on Form 10-K and similar discussion included in other reports that we subsequently file with the Securities and Exchange Commission (the “SEC”). 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 further disclosures we make on related subjects in our subsequent reports filed with the SEC. Non-GAAP Financial 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,” “pro forma operating income (loss),” “pro forma net income (loss),” and “Adjusted EBITDA,” which are defined and further explained in this communication. Reconciliation of such measures to the nearest GAAP measures can also be found in this communication. 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. RAYONIER INC. AND SUBSIDIARIES CONDENSED STATEMENTS OF CONSOLIDATED INCOME March 31, 2026 (unaudited) (millions of dollars, except per share information)   Three Months Ended   March 31,   December 31,   March 31,   2026     2025     2025     SALES $276.8     $117.5     $82.9   Costs and Expenses           Cost of sales (230.3 )   (68.2 )   (65.0 ) Selling and general expenses (21.8 )   (16.1 )   (16.7 ) Other operating expense, net (70.4 )   (6.2 )   (1.1 ) OPERATING (LOSS) INCOME (45.7 )   27.0     0.1   Interest expense, net (14.3 )   (6.7 )   (6.4 ) Interest income 7.2     9.3     2.9   Other miscellaneous income (expense), net 0.9     (3.2 )   (1.9 ) (LOSS) INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES (51.9 )   26.4     (5.3 ) Income tax benefit (expense) 39.4     (0.2 )   (0.3 ) (LOSS) INCOME FROM CONTINUING OPERATIONS (12.5 )   26.2     (5.6 ) Income from operations of discontinued operations, net of tax —     —     2.5   NET (LOSS) INCOME (12.5 )   26.2     (3.1 ) Less: Net loss (income) attributable to noncontrolling interests in the Operating Partnership 0.1     (0.3 )   0.1   Less: Net income attributable to noncontrolling interests in consolidated affiliates —     —     (0.4 ) NET (LOSS) INCOME ATTRIBUTABLE TO RAYONIER INC. ($12.4 )   $25.9     ($3.4 ) (LOSS) EARNINGS PER COMMON SHARE           BASIC (LOSS) EARNINGS PER SHARE ATTRIBUTABLE TO RAYONIER INC.           Continuing Operations ($0.05 )   $0.17     ($0.04 ) Discontinued Operations —     —     $0.01   Net Income ($0.05 )   $0.17     ($0.02 ) DILUTED (LOSS) EARNINGS PER SHARE ATTRIBUTABLE TO RAYONIER INC.           Continuing Operations ($0.05 )   $0.16     ($0.04 ) Discontinued Operations —     —     $0.01   Net Income ($0.05 )   $0.16     ($0.02 )             Pro forma net income (loss) per share (a) $0.07     $0.20     ($0.02 )             Weighted Average Common Shares used for determining           Basic EPS 255,954,391     155,506,254     153,677,854   Diluted EPS (b) 255,954,391     162,170,418     153,677,854   (a) Pro forma net income per share is a non-GAAP measure. See Schedule F for definition and reconciliation to the nearest GAAP measure. (b) Diluted earnings per share is calculated based on the weighted average number of shares of common stock outstanding combined with the incremental weighted average number of shares that would have been outstanding assuming all potentially dilutive securities (including Redeemable Operating Partnership Units) were converted into shares of common stock at the earliest date possible. The incremental weighted average number of shares used for determining diluted EPS for the three months ended December 31, 2025 also includes 4,866,708 of contingently issuable shares from the additional dividend of $1.40 per share, which was declared on October 14, 2025. For the three months ended March 31, 2026 and 2025, because net (loss) earnings from continuing operations was a loss, the effect of anti-dilutive securities was excluded in the denominator of calculating diluted EPS. As of March 31, 2026, there were 301,675,323 common shares and 1,682,257 Redeemable Operating Partnership Units outstanding.   A RAYONIER INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS March 31, 2026 (unaudited) (millions of dollars)     March 31,   December 31,     2026     2025     Assets         Cash and cash equivalents   $681.7     $842.9   Inventory   113.2     6.8   Assets held for sale   28.4     5.4   Other current assets   72.4     28.6   Timber and timberlands, net of depletion and amortization   5,867.7     2,299.5   Higher and better use timberlands and real estate development investments   187.6     126.1   Property, plant and equipment   606.8     39.4   Less - accumulated depreciation   (28.4 )   (20.9 ) Net property, plant and equipment   578.4     18.5   Restricted cash, non-current   0.5     0.5   Operating lease right-of-use assets   23.5     16.3   Other assets   192.0     60.1       $7,745.4     $3,404.7   Liabilities, Noncontrolling Interests in the Operating Partnership and Shareholders’ Equity         Current maturities of long-term debt   200.0     200.0   Other current liabilities   154.1     71.3   Long-term debt   1,855.1     845.3   Pension and other postretirement benefits, non-current   61.6     1.4   Other non-current liabilities   105.3     36.5   Noncontrolling interests in the Operating Partnership   39.9     40.5   Total shareholders’ equity   5,329.4     2,209.7       $7,745.4     $3,404.7     B RAYONIER INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY March 31, 2026 (unaudited) (millions of dollars, except share information)   Common Shares   Retained Earnings   Accumulated Other Comprehensive Income   Shareholders’ Equity   Shares   Amount     Balance, January 1, 2026 161,425,616     $1,904.3     $280.9     $24.5     $2,209.7   Net loss —     —     (12.5 )   —     (12.5 ) Net loss attributable to noncontrolling interests in the Operating Partnership —     —     0.1     —     0.1   Dividends ($0.26 per share) —     —     (81.1 )   —     (81.1 ) Issuance of shares associated with the merger with PotlatchDeltic, net of equity issuance costs of $0.9 million 140,872,342     3,202.6     —     —     3,202.6   Replacement equity awards granted in connection with the merger with PotlatchDeltic — precombination service portion —     25.0     —     —   25.0   Issuance of shares under incentive stock plans 903,045     —     —     —     —   Stock-based incentive compensation —     15.4     —     —     15.4   Repurchase of common shares made under repurchase program (1,480,753 )   —     (31.1 )   —     (31.1 ) Other (a) (44,927 )   (0.8 )   (0.1 )   2.2     1.3   Balance, March 31, 2026 301,675,323     $5,146.5     $156.2     $26.7     $5,329.4     Common Shares   Retained Earnings   Accumulated Other Comprehensive Loss   Noncontrolling Interests in Consolidated Affiliates   Shareholders’ Equity   Shares   Amount     Balance, January 1, 2025 148,536,643     $1,522.5     $257.2     ($10.4 )   $11.2     $1,780.5   Loss from continuing operations —     —     (5.6 )   —     —     (5.6 ) Income from discontinued operations —     —     2.1     —     0.4     2.5   Net loss attributable to noncontrolling interests in the Operating Partnership —     —     0.1     —     —     0.1   Dividends ($0.2725 per share) —     —     (42.7 )   —     —     (42.7 ) Issuance of common shares from special dividend (b) 7,560,983     200.4     —     —     —     200.4   Issuance of shares under incentive stock plans 5,566     —     —     —     —     —   Stock-based incentive compensation —     2.3     —     —     —     2.3   Repurchase of common shares made under repurchase program (95,000 )   —     (2.6 )   —     —     (2.6 ) Adjustment of noncontrolling interests in the Operating Partnership —     —     (4.3 )   —     —     (4.3 ) Other (a) (420 )   —   —     (3.9 )   (1.4 )   (5.3 ) Balance, March 31, 2025 156,007,772     $1,725.2     $204.2     ($14.3 )   $10.2     $1,925.3   (a) Primarily includes shares purchased from employees in non-open market transactions to pay withholding taxes associated with the vesting of shares granted under the Company’s Incentive Stock Plan, dividend equivalents on deferred stock, pension and post-retirement benefit plan adjustments, foreign currency translation adjustments, mark-to-market adjustments of qualifying cash flow hedges, distributions to noncontrolling interests in consolidated affiliates and the allocation of other comprehensive income (loss) to noncontrolling interests in the Operating Partnership. The three months ended March 31, 2026 and March 31, 2025 also includes the redemption of 637 and 1,000 Redeemable Operating Partnership Units, respectively, for an equal number of Rayonier Inc. common shares. (b) Reflects the issuance of shares related to the Company’s special dividend of $1.80 per common share, paid on January 30, 2025, to shareholders of record as of December 12, 2024. This dividend comprised a combination of cash and the Company’s common shares.   C RAYONIER INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS March 31, 2026 (unaudited) (millions of dollars)   Three Months Ended March 31,   2026     2025     Cash provided by operating activities:       Net loss ($12.5 )   ($3.1 ) Depreciation, depletion and amortization from continuing operations 56.2     23.5   Depreciation, depletion and amortization from discontinued operations —     4.3   Non-cash cost of land and improved development 12.0     2.4   Stock-based incentive compensation expense 15.4     2.3   Deferred income taxes (39.5 )   (1.0 ) Other items to reconcile net income to cash provided by operating activities 1.7     8.7   Changes in working capital and other assets and liabilities 1.3     (9.4 )   34.6     27.7   Cash used for investing activities:       Capital expenditures from continuing operations (20.4 )   (12.0 ) Capital expenditures from discontinued operations —     (2.7 ) Real estate development investments (4.5 )   (4.1 ) Net cash consideration for merger with PotlatchDeltic (24.8 )   —   Interest received under swaps with other-than-insignificant financing element 4.1     —   Other (7.4 )   (2.6 )   (53.0 )   (21.4 ) Cash used for financing activities:       Repayment of debt (27.5 )   —   Dividends paid (a) (81.1 )   (110.4 ) Distributions to noncontrolling interests in the Operating Partnership (b) (0.4 )   (1.5 ) Equity issuance costs (0.9 )   —   Repurchase of common shares made under repurchase program (31.1 )   (2.6 ) Distributions to noncontrolling interests in consolidated affiliates —     (1.9 ) Other (1.8 )   (0.1 )   (142.8 )   (116.5 ) Cash, cash equivalents and restricted cash:       Change in cash, cash equivalents and restricted cash (161.2 )   (110.2 )         Balance from continuing operations, beginning of year 843.4     323.1   Balance from discontinued operations, beginning of year —     20.1   Total Balance, beginning of year 843.4     343.2           Balance from continuing operations, end of period 682.2     216.9   Balance from discontinued operations, end of period —     16.1   Total Balance, end of period $682.2     $233.0   (a) The three months ended March 31, 2025 includes an additional dividend of $1.80 per common share, consisting of a combination of cash and the Company’s common shares. The cash portion of $67.8 million was paid on January 30, 2025, to shareholders of record on December 12, 2024. (b) The three months ended March 31, 2025 includes an additional distribution of $1.80 per Redeemable Operating Partnership Unit, consisting of a combination of cash and the Company’s Redeemable Operating Partnership Units. The cash portion of $0.9 million was paid on January 30, 2025, to holders of record on December 12, 2024.   D RAYONIER INC. AND SUBSIDIARIES BUSINESS SEGMENT SALES, OPERATING (LOSS) INCOME, PRO FORMA OPERATING INCOME AND ADJUSTED EBITDA March 31, 2026 (unaudited) (millions of dollars)   Three Months Ended   March 31,   December 31,   March 31,   2026     2025     2025     Sales           Southern Timber $88.7     $57.2     $50.9   Northwest Timber 32.1     18.0     21.8   Wood Products 108.5     —     —   Real Estate 59.8     42.3     10.2   Intersegment Eliminations (a) (12.2 )   —     —   Sales $276.8     $117.5     $82.9               Operating (loss) income           Southern Timber $12.4     $15.8     $10.1   Northwest Timber (0.4 )   (1.6 )   0.3   Wood Products (1.0 )   —     —   Real Estate 27.4     27.1     (1.0 ) Corporate and Other (82.8 )   (14.3 )   (9.3 ) Intersegment Eliminations (a) (1.2 )   —     —   Operating (loss) income ($45.7 )   $27.0     $0.1               Pro forma operating income (loss) (b)           Southern Timber $12.4     $15.8     $10.1   Northwest Timber (0.4 )   (1.6 )   0.3   Wood Products 0.1     —     —   Real Estate 27.4     27.1     (1.0 ) Corporate and Other (12.3 )   (8.0 )   (8.2 ) Intersegment Eliminations (a) (1.2 )   —     —   Pro forma operating income $25.9     $33.3     $1.2               Adjusted EBITDA (b)           Southern Timber $45.5     $32.0     $27.0   Northwest Timber 8.6     4.6     5.9   Wood Products 6.8     —     —   Real Estate 46.2     32.7     2.0   Corporate and Other (11.8 )   (7.5 )   (7.9 ) Intersegment Eliminations (a) (1.2 )   —     —   Adjusted EBITDA $94.1     $61.7     $27.1   (a) Intersegment eliminations represents logs sold by the Timber segments to Wood Products, and includes the elimination of intersegment profit remaining in ending Wood Products inventory. (b) Pro forma operating income (loss) and Adjusted EBITDA are non-GAAP measures. See Schedule F for definitions and reconciliations.   E RAYONIER INC. AND SUBSIDIARIES RECONCILIATION OF NON-GAAP MEASURES March 31, 2026 (unaudited) (millions of dollars, except per share information) LIQUIDITY MEASURES:             Three Months Ended     March 31,   March 31,     2026     2025     Cash Provided by Operating Activities   $34.6     $27.7   Working capital and other balance sheet changes   5.6     13.6   Costs related to the merger with PotlatchDeltic (a)   70.4     —   Capital expenditures   (20.4 )   (12.0 ) Cash provided by operating activities from discontinued operations   —     (9.0 ) Cash Available for Distribution (b)   $90.2     $20.3             Net Loss   ($12.5 )   ($3.1 ) Interest, net and miscellaneous expense   7.1     3.5   Income tax (benefit) expense (c)   (39.4 )   0.3   Depreciation, depletion and amortization   56.2     23.5   Non-cash cost of land and improved development   12.0     2.4   Non-operating (income) expense (d)   (0.9 )   1.8   Costs related to the merger with PotlatchDeltic (a)   70.4     —   Inventory purchase price adjustment in cost of sales (e)   1.2     —   Restructuring charges (f)   —     1.1   Income from operations of discontinued operations, net of tax (g)   —     (2.5 ) Adjusted EBITDA (h)   $94.1     $27.1   Cash interest received, net (i)   16.5     5.5   Cash taxes paid   —     (0.3 ) Capital expenditures   (20.4 )   (12.0 ) Cash Available for Distribution (b)   $90.2     $20.3             Cash Available for Distribution (b)   $90.2     $20.3   Real estate development investments   (4.5 )   (4.1 ) Cash Available for Distribution after real estate development investments   $85.6     $16.2   PRO FORMA NET INCOME (LOSS) (j):     Three Months Ended     March 31, 2026   December 31, 2025   March 31, 2025     $   Per Diluted Share   $   Per Diluted Share   $   Per Diluted Share   Net (Loss) Income Attributable to Rayonier Inc.   ($12.4 )   ($0.05 )   $25.9     $0.16     ($3.4 )   ($0.02 ) Pro Forma items net of tax:                         Costs related to the merger with PotlatchDeltic (a)   69.5     0.27     6.3     0.04     —     —   Inventory purchase price adjustment in cost of sales (e)   0.9     —     —     —     —     —   Tax benefit from valuation allowance release (k)   (40.3 )   (0.16 )   —     —     —     —   Income from operations of discontinued operations (g)   —     —     —     —     (2.5 )   (0.02 ) Restructuring charges (f)   —     —     —     —     1.1     0.01   Net cost on legal settlements (l)   —     —     —     —   1.7     0.01   Pro forma net income (loss) adjustments attributable to noncontrolling interests (m)   (0.2 )   —     (0.1 )   —     0.4     —   Pro Forma Net Income (Loss)   $17.4     $0.07     $32.1     $0.20     ($2.7 )   ($0.02 ) PRO FORMA OPERATING INCOME (LOSS) AND ADJUSTED EBITDA (n) (h):                                   Three Months Ended   Southern Timber   Northwest Timber   Wood Products   Real Estate   Corporate and Other   Intersegment Eliminations   Total   March 31, 2026                             Operating income (loss)   $12.4     ($0.4 )   ($1.0 )   $27.4     ($82.8 )   ($1.2 )   ($45.7 ) Costs related to the merger with PotlatchDeltic (a)   —     —     —     —     70.4     —     70.4   Inventory purchase price adjustment in cost of sales (e)   —     —     1.2     —     —     —     1.2   Pro forma operating income (loss)   $12.4     ($0.4 )   $0.1     $27.4     ($12.3 )   ($1.2 )   $25.9   Depreciation, depletion and amortization   33.1     9.0     6.7     6.9     0.6     —     56.2   Non-cash cost of land and improved development   —     —     —     12.0     —     —     12.0   Adjusted EBITDA   $45.5     $8.6     $6.8     $46.2     ($11.8 )   ($1.2 )   $94.1                                 December 31, 2025                             Operating income (loss)   $15.8     ($1.6 )   —     $27.1     ($14.3 )   —     $27.0   Costs related to the merger with PotlatchDeltic (a)   —     —     —     —     6.3     —     6.3   Pro forma operating income (loss)   $15.8     ($1.6 )   —     $27.1     ($8.0 )   —     $33.3   Depreciation, depletion and amortization   16.2     6.2     —     1.9     0.4     —     24.7   Non-cash cost of land and improved development   —     —     —     3.7     —     —     3.7   Adjusted EBITDA   $32.0     $4.6     —     $32.7     ($7.5 )   —     $61.7                                 March 31, 2025                             Operating income (loss)   $10.1     $0.3     —     ($1.0 )   ($9.3 )   —     $0.1   Restructuring charges (f)   —     —     —     —     1.1     —     1.1   Pro forma operating income (loss)   $10.1     $0.3     —     ($1.0 )   ($8.2 )   —     $1.2   Depreciation, depletion and amortization   16.9     5.6     —     0.6     0.4     —     23.5   Non-cash cost of land and improved development   —     —     —     2.4     —     —     2.4   Adjusted EBITDA   $27.0     $5.9     —     $2.0     ($7.9 )   —     $27.1   (a) “Costs related to the merger with PotlatchDeltic” include professional services fees, employee-related costs, accelerated stock-based compensation, and other integration-related costs incurred in connection with the merger, which closed on January 30, 2026. (b) “Cash Available for Distribution” (CAD) is defined as cash provided by operating activities adjusted for capital spending (excluding timberland acquisitions and real estate development investments) and working capital and other balance sheet changes. CAD is a non-GAAP measure of cash generated during a period that is available for common share dividends, distributions to Operating Partnership unitholders, common share repurchases, debt reduction, timberland acquisitions and real estate development investments. CAD is not necessarily indicative of the CAD that may be generated in future periods. (c) The three months ended March 31, 2026 includes a $40.3 million tax benefit from our valuation allowance release. (d) The three months ended March 31, 2025 includes $1.7 million of net costs associated with legal settlements. (e) “Inventory purchase price adjustment in cost of sales” reflects a non-cash, one-time charge reflecting the excess of fair value over PotlatchDeltic’s historical cost on acquired finished goods inventory sold post-closing. (f) “Restructuring charges” include severance costs related to workforce optimization initiatives. (g) “Income from operations of discontinued operations, net of tax” includes income generated by the Company’s New Zealand joint venture interest, which was classified as discontinued operations prior to its June 30, 2025 disposition. (h) “Adjusted EBITDA” is defined as earnings before interest, taxes, depreciation, depletion, amortization, the non-cash cost of land and improved development, non-operating (income) expense, costs related to the merger with PotlatchDeltic, an inventory purchase price adjustment in cost of sales, restructuring charges, income from operations of discontinued operations 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 excludes specific items that management believes are not indicative of the Company’s ongoing operating results. (i) “Cash interest received, net” includes patronage refunds received of $14.8 million and $7.7 million during the three months ended March 31, 2026 and March 31, 2025, respectively. In addition, cash interest received, net includes cash interest received of $7.1 million and $2.9 million during the three months ended March 31, 2026 and March 31, 2025, respectively. (j) “Pro forma net income (loss)” is defined as net income (loss) attributable to Rayonier Inc. adjusted for its proportionate share of costs related to the merger with PotlatchDeltic, an inventory purchase price adjustment in cost of sales, a tax benefit from valuation allowance release, income from operations of discontinued operations (net of tax), net costs associated with legal settlements, restructuring charges and Large Dispositions. Rayonier believes that this non-GAAP financial measure provides investors with useful information to evaluate our core business operations because it excludes specific items that are not indicative of the Company’s ongoing operating results. (k) “Tax benefit from valuation allowance release" reflects a non-cash release of Rayonier's pre-existing valuation allowance, triggered by deferred tax liabilities recognized in the PotlatchDeltic purchase price allocation. (l) “Net cost on legal settlements” reflects the net loss from litigation regarding insurance claims. (m) “Pro forma net income (loss) adjustments attributable to noncontrolling interests” are the proportionate share of pro forma items that are attributable to noncontrolling interests. (n) “Pro forma operating income (loss)” is defined as operating income (loss) adjusted for costs related to the merger with PotlatchDeltic, an inventory purchase price adjustment in cost of sales, restructuring charges and Large Dispositions. Rayonier believes that this non-GAAP financial measure provides investors with useful information to evaluate our core business operations because it excludes specific items that are not indicative of the Company’s ongoing operating results.   F   View source version on businesswire.com: https://www.businesswire.com/news/home/20260505552584/en/ Investors/Media
Collin Mings
904-357-9100
investorrelations@rayonier.com Original: Rayonier Reports First Quarter 2026 Results

Rayonier $RYN — Timber REITs are stuck between weak lumber demand and rising operating costs. RYN’s portfolio isn’t producing the cash flow needed to justify its valuation, and any slowdown in construction or land sales exposes how fragile the business really is.

Rayonier Maintains Current Name and Ticker Symbol, Introduces New LogoMarch 31, 2026 4:12 PM
Business Wire
Rayonier (NYSE:RYN) announced today that it will maintain the Rayonier name after a thorough review of alternatives following its recent merger of equals with PotlatchDeltic, while also introducing a new corporate logo that reflects a fresh brand identity for the combined company.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20260331902318/en/
“In a spirit of collaboration following our transformative merger of equals, we considered numerous alternatives for a new company name,” said Mark McHugh, President and CEO. “We also considered the rich history, considerable brand equity, and established market presence of both the legacy Rayonier and PotlatchDeltic corporate brands. Ultimately, the new Board of Directors and senior leadership team of the combined company agreed that the new organization would be best served by retaining the name ‘Rayonier,’ while also introducing a refreshed corporate logo that reflects the beginning of a new era as a combined company. This approach will allow us to honor our proud history and leverage our strong brand equity among stakeholders, while also mitigating the cost, complexity and potential risk of confusion in adopting an entirely new corporate identity.”


Rayonier’s common stock will continue to trade on the New York Stock Exchange under the ticker symbol “RYN”.


About Rayonier


Rayonier is a land resources real estate investment trust (REIT) with a portfolio comprising over four million acres in the U.S. South and U.S. Northwest. The company is focused on managing its timberlands on a sustainable basis while optimizing its overall portfolio value by delivering land to its highest and best use. Rayonier also operates six sawmills, an industrial-grade plywood mill, residential and commercial real estate developments, and a rural land sales program. Rayonier is committed to corporate responsibility, third-party forest certification, and supporting climate change mitigation through its land-based solutions business. More information is available at www.rayonier.com.

View source version on businesswire.com: https://www.businesswire.com/news/home/20260331902318/en/
Investors/Media: Collin Mings,

Rayonier Announces Wood Products Leadership TransitionMarch 11, 2026 4:12 PM
Business Wire
Rayonier Inc. (NYSE:RYN) today announced that Ashlee Townsend Cribb has resigned as Executive Vice President, Wood Products to accept a CEO opportunity with a privately-owned, specialty wood products manufacturer that Rayonier does not consider to be a competitor. Ms. Cribb will remain at the Company until March 20, 2026, to assist with an orderly transition of her responsibilities.


“On behalf of our Board of Directors and the entire team at Rayonier, I want to thank Ashlee for her significant contributions to our Wood Products business since 2021, including her leadership through the recent merger of equals between Rayonier and PotlatchDeltic,” said Mark McHugh, President and CEO. “During Ashlee’s tenure, she has overseen significant operational improvements and developed a strong team of leaders in the Wood Products business, leaving it well positioned for the future. We wish Ashlee continued success in her future endeavors.”


Ryan Daniels, currently Senior Vice President, Operations of the Wood Products business, will assume leadership of the Wood Products business on an interim basis. The Company will conduct a search for a permanent successor, which may include internal and external candidates. Mr. Daniels has over 20 years of wood products manufacturing experience. Prior to joining PotlatchDeltic in 2023, he served in roles of increasing responsibility at several large-scale wood products manufacturing companies, including Weyerhaeuser, Georgia-Pacific, and Coastal Forest Resources Company. Mr. Daniels holds a B.S. degree in Industrial Engineering and an M.S. degree in Industrial Engineering from the University of Arkansas.


About Rayonier


Rayonier is a land resources real estate investment trust (REIT) with a portfolio comprising over four million acres in the U.S. South and U.S. Northwest. The company is focused on managing its timberlands on a sustainable basis while optimizing its overall portfolio value by delivering land to its highest and best use. Rayonier also operates six sawmills, an industrial-grade plywood mill, residential and commercial real estate developments, and a rural land sales program. Rayonier is committed to corporate responsibility, third-party forest certification, and supporting climate change mitigation through its land-based solutions business. More information is available at www.rayonier.com.

View source version on businesswire.com: https://www.businesswire.com/news/home/20260311737243/en/
Investors/Media: Collin Mings,

Rayonier Reports Fourth Quarter 2025 ResultsFebruary 11, 2026 4:12 PM
Business Wire

Fourth quarter net income attributable to Rayonier of $25.9 million ($0.16 per share), pro forma net income of $32.1 million ($0.20 per share), and Adjusted EBITDA of $61.7 million.



Full-year net income attributable to Rayonier of $474.4 million ($3.03 per share), pro forma net income of $89.2 million ($0.57 per share), and Adjusted EBITDA of $248.0 million



Successfully completed the merger of equals with PotlatchDeltic (January 30, 2026), creating a leading land resources REIT.



Since November 2023 announcement of initiatives to enhance shareholder value, returned over $235 million of capital to shareholders in the form of special cash dividends and share repurchases, while reducing Net Debt to 2025 Adjusted EBITDA to 0.8x as of year-end.



Rayonier Inc. (NYSE:RYN) today reported fourth quarter net income attributable to Rayonier of $25.9 million, or $0.16 per share, on revenues of $117.5 million. This compares to net income attributable to Rayonier of $327.1 million, or $2.15 per share, on revenues of $650.5 million in the prior year quarter.


The fourth quarter results included $6.3 million of costs related to the merger with PotlatchDeltic.1 Excluding this item and adjusting for pro forma net income adjustments attributable to noncontrolling interests,2 fourth quarter pro forma net income3 was $32.1 million, or $0.20 per share. This compares to pro forma net income3 of $36.1 million, or $0.24 per share, on pro forma revenues3 of $155.5 million in the prior year period.


The following table summarizes the current quarter and comparable prior year period results:




 






 






 






 






 







 






 






 






 






 








 






 






Three Months Ended






 








 






(millions of dollars, except earnings per share (EPS))






December 31, 2025







 






December 31, 2024






 








 






 






$






 






EPS







 






$






 






EPS






 








 






 






 






 






 







 






 






 






 






 








 






Revenues






$117.5






 






 






 







 






$650.5






 






 






 






 








 






Large Dispositions4






—






 






 






 







 






(495.0






)






 






 






 








 






Pro forma revenues3






$117.5






 






 






 







 






$155.5






 






 






 






 








 






 






 






 






 







 






 






 






 






 








 






Net income attributable to Rayonier






$25.9






 






 






$0.16







 






$327.1






 






 






$2.15






 






 








 






Costs related to the merger with PotlatchDeltic1






6.3






 






 






0.04







 






—






 






 






—






 






 








 






Income from operations of discontinued operations, net of tax5






—






 






 






—







 






(6.2






)






 






(0.04






)






 








 






Large Dispositions4






—






 






 






—







 






(291.1






)






 






(1.88






)






 








 






Restructuring charges6






—






 






 






—







 






1.1






 






 






0.01






 






 








 






Gain from terminated cash flow hedge7






—






 






 






—







 






(1.6






)






 






(0.01






)






 








 






Net cost on legal settlements8






—






 






 






—







 






1.6






 






 






0.01






 






 








 






Pro forma net income adjustments attributable to noncontrolling interests2






(0.1






)






 






—







 






5.1






 






 






0.01






 






 








 






Pro forma net income3






$32.1






 






 






$0.20







 






$36.1






 






 






$0.24






 






 








 






 






 






 






 







 






 






 






 






 







Fourth quarter operating income was $27.0 million versus $332.1 million in the prior year period. Fourth quarter operating income included $6.3 million of costs related to the merger with PotlatchDeltic.1 Excluding this item, pro forma operating income3 was $33.3 million. This compares to pro forma operating income3 of $42.2 million in the prior year period. Fourth quarter Adjusted EBITDA3 was $61.7 million versus $95.1 million in the prior year period.


The following table summarizes operating income, pro forma operating income,3 and Adjusted EBITDA3 for the current quarter and comparable prior year period. All periods presented have been retrospectively adjusted to recast the historical results of the former Trading segment into the Southern Timber and Pacific Northwest Timber segments.




 






 






 






 






 






 






 






 






 






 






 






 






 






 








 






 






Three Months Ended December 31,






 








 






 






Operating Income

(Loss)






 






Pro forma Operating

Income (Loss)3






 






Adjusted EBITDA3






 








 






(millions of dollars)






2025






 






2024






 






2025






 






2024






 






2025






 






2024






 








 






Southern Timber






$15.8






 






 






$18.0






 






 






$15.8






 






 






$18.0






 






 






$32.0






 






 






$34.7






 






 








 






Pacific Northwest Timber






(1.6






)






 






(1.3






)






 






(1.6






)






 






(1.3






)






 






4.6






 






 






6.1






 






 








 






Real Estate






27.1






 






 






326.1






 






 






27.1






 






 






35.0






 






 






32.7






 






 






63.4






 






 








 






Corporate and Other






(14.3






)






 






(10.7






)






 






(8.0






)






 






(9.5






)






 






(7.5






)






 






(9.1






)






 








 






Total






$27.0






 






 






$332.1






 






 






$33.3






 






 






$42.2






 






 






$61.7






 






 






$95.1






 






 








 






 






 






 






 






 






 






 






 






 






 






 






 






 







Overview of Full-Year Results: Full-year 2025 net income attributable to Rayonier was $474.4 million, or $3.03 per share, on revenues of $484.5 million. This compares to net income attributable to Rayonier of $359.1 million, or $2.39 per share, on revenues of $987.9 million in the prior year.


Full-year results included $1.9 million of income from operations of discontinued operations, net of tax,5 a $404.4 million gain on sale of discontinued operations,9 $6.3 million of costs related to the merger with PotlatchDeltic,1 a $7.0 million asset impairment charge,10 $1.1 million of restructuring charges,6 and $1.7 million of net costs on legal settlements.8 Excluding these items and adjusting for pro forma net income adjustments attributable to noncontrolling interests,2 full-year pro forma net income3 was $89.2 million, or $0.57 per share. This compares to pro forma net income3 of $45.8 million, or $0.31 per share, on pro forma revenues3 of $492.9 million in the prior year period.


The following table summarizes the full-year and comparable prior year period results:




 






 






 






 






 






 






 






 






 






 








 






 






Year Ended






 








 






(millions of dollars, except earnings per share (EPS))






December 31, 2025






 






December 31, 2024






 








 






 






$






 






EPS






 






$






 






EPS






 








 






 






 






 






 






 






 






 






 






 








 






Revenues






$484.5






 






 






 






 






$987.9






 






 






 






 








 






Large Dispositions4






—






 






 






 






 






(495.0






)






 






 






 








 






Pro forma revenues3






$484.5






 






 






 






 






$492.9






 






 






 






 








 






 






 






 






 






 






 






 






 






 








 






Net income attributable to Rayonier






$474.4






 






 






$3.03






 






 






$359.1






 






 






$2.39






 






 








 






Income from operations of discontinued operations, net of tax5






(1.9






)






 






(0.01






)






 






(28.1






)






 






(0.18






)






 








 






Gain on sale of discontinued operations9






(404.4






)






 






(2.55






)






 






—






 






 






—






 






 








 






Costs related to the merger with PotlatchDeltic1






6.3






 






 






0.04






 






 






—






 






 






—






 






 








 






Asset impairment charge10






7.0






 






 






0.04






 






 






—






 






 






—






 






 








 






Restructuring charges6






1.1






 






 






0.01






 






 






1.1






 






 






0.01






 






 








 






Net cost (recovery) on legal settlements8






1.7






 






 






0.01






 






 






(8.0






)






 






(0.05






)






 








 






Large Dispositions4






—






 






 






—






 






 






(291.1






)






 






(1.91






)






 








 






Gain from terminated cash flow hedge7






—






 






 






—






 






 






(1.6






)






 






(0.01






)






 








 






Costs related to disposition initiatives11






—






 






 






—






 






 






0.8






 






 






0.01






 






 








 






Pension settlement charge12






—






 






 






—






 






 






4.8






 






 






0.03






 






 








 






Pro forma net income adjustments attributable to noncontrolling interests2






5.0






 






 






—






 






 






8.7






 






 






0.03






 






 








 






Pro forma net income3






$89.2






 






 






$0.57






 






 






$45.8






 






 






$0.31






 






 








 






 






 






 






 






 






 






 






 






 







Full-year operating income was $83.3 million versus $364.1 million in the prior year. Full-year operating income included a $7.0 million asset impairment charge,10 $6.3 million of costs related to the merger with PotlatchDeltic,1 and $1.1 million of restructuring charges.6 Excluding these items, full-year pro forma operating income3 was $97.8 million. This compares to pro forma operating income3 of $75.0 million in the prior year. Full-year Adjusted EBITDA3 was $248.0 million versus $230.2 million in the prior year.


The following table summarizes operating income, pro forma operating income,3 and Adjusted EBITDA3 for the full-year and comparable prior year period:




 






 






 






 






 






 






 






 






 






 






 






 






 






 








 






 






Year Ended December 31,






 








 






 






Operating Income

(Loss)






 






Pro forma Operating

Income (Loss)3






 






Adjusted EBITDA3






 








 






(millions of dollars)






2025






 






2024






 






2025






 






2024






 






2025






 






2024






 








 






Southern Timber






$61.1






 






 






$77.9






 






 






$61.1






 






 






$77.9






 






 






$130.1






 






 






$151.3






 






 








 






Pacific Northwest Timber






1.9






 






 






(6.3






)






 






1.9






 






 






(6.3






)






 






23.7






 






 






25.4






 






 








 






Real Estate






62.3






 






 






335.1






 






 






69.4






 






 






44.0






 






 






127.1






 






 






92.4






 






 








 






Corporate and Other






(42.0






)






 






(42.6






)






 






(34.6






)






 






(40.6






)






 






(32.9






)






 






(38.8






)






 








 






Total






$83.3






 






 






$364.1






 






 






$97.8






 






 






$75.0






 






 






$248.0






 






 






$230.2






 






 








 






 






 






 






 






 






 






 






 






 






 






 






 






 







Full-year cash provided by operating activities was $256.7 million versus $261.6 million in the prior year period. Full-year cash available for distribution (CAD)3 was $198.6 million, which increased $57.6 million versus the prior year period due to higher Adjusted EBITDA3 ($17.7 million), lower cash interest paid (net) ($27.9 million), and lower capital expenditures ($12.0 million).


“Our full-year 2025 performance highlights the resilience of our diversified portfolio as well as our nimble execution as timber market headwinds persisted throughout the year,” said Mark McHugh, President and CEO. “We generated Adjusted EBITDA of $248.0 million, representing an 8% increase over 2024 and exceeding the high end of our prior guidance range. This outperformance was primarily driven by the record contribution from our Real Estate segment, which delivered full-year Adjusted EBITDA of $127.1 million amid continued strength in our rural HBU markets and further growth in our real estate development business.”


“We also advanced key strategic initiatives in 2025, including successfully completing our asset disposition and capital structure realignment plan, as well as announcing a transformative merger of equals with PotlatchDeltic. We are confident that combining these two exceptional land resource companies will create significant value, and our combined team has been diligently advancing the integration following the closing of the merger on January 30, 2026.”


“Turning to our fourth quarter results, we achieved total Adjusted EBITDA of $61.7 million—slightly exceeding the high-end of our previous guidance range, but down 35% compared to the prior year period as Real Estate closing activity in 2024 was heavily concentrated in the fourth quarter.”


“In our Southern Timber segment, Adjusted EBITDA of $32.0 million was 8% below the prior year quarter, as a 9% reduction in weighted-average net stumpage realizations and lower revenue from Land-Based Solutions were partially offset by a 10% increase in harvest volumes. In our Pacific Northwest Timber segment, Adjusted EBITDA of $4.6 million declined 24% versus the prior year quarter, primarily driven by lower harvest volumes, reflecting the impact of the Large Dispositions completed in the fourth quarter of 2024. Meanwhile, in our Real Estate segment, Adjusted EBITDA of $32.7 million decreased $30.7 million versus the prior year quarter, as the prior year period reflected elevated closing activity. Notably, excluding Improved Development, the weighted-average price of real estate sales in the fourth quarter was $6,295 per acre, demonstrating our continued success in capturing substantial HBU premiums above timberland value.”


Southern Timber


Fourth quarter sales of $57.2 million decreased $1.9 million, or 3%, versus the prior year period. Harvest volumes increased 10% to 1.72 million tons versus 1.56 million tons in the prior year period, as production improved due to drier weather conditions and increased demand for green logs as salvage operations in the Atlantic region subsided. Average pine sawtimber stumpage realizations increased 2% to $25.13 per ton versus $24.74 per ton in the prior year period, as the normalization of supply levels following an extended period of hurricane salvage operations more than offset softer sawmill demand. Average pine pulpwood stumpage realizations decreased 27% to $11.70 per ton versus $16.08 per ton in the prior year period, primarily reflecting the impact of increased market supply due to dry weather conditions coupled with weaker demand following recent mill closures in the Atlantic region. Overall, weighted-average net stumpage realizations (including hardwood) decreased 9% to $17.57 per ton versus $19.30 per ton in the prior year period, as lower pulpwood pricing was partially offset by a higher proportion of sawtimber volume. Operating income of $15.8 million decreased $2.2 million versus the prior year period due to lower net stumpage realizations ($3.0 million), lower non-timber income ($2.2 million), and higher costs ($0.6 million), partially offset by lower depletion expense ($2.3 million) and higher volumes ($1.3 million).


Fourth quarter Adjusted EBITDA3 of $32.0 million was 8%, or $2.7 million, below the prior year period.


Pacific Northwest Timber


Fourth quarter sales of $18.0 million decreased $6.2 million, or 26%, versus the prior year period. Harvest volumes decreased 26% to 214,000 tons versus 290,000 tons in the prior year period, primarily due to the impact of the Large Dispositions completed in the fourth quarter of 2024. Average delivered prices for domestic sawtimber decreased 3% to $86.55 per ton versus $89.04 per ton in the prior year period, as softer domestic mill demand more than offset a favorable species mix. Average delivered pulpwood prices increased 26% to $37.84 per ton versus $29.99 per ton in the prior year period, as a reduction in sawmill residuals tightened regional supply and improved market tension. Operating loss of $1.6 million versus an operating loss of $1.3 million in the prior year period was driven by higher depletion expense ($0.7 million), lower volumes ($0.4 million), and lower net stumpage realizations ($0.1 million), partially offset by lower costs ($0.9 million).


Fourth quarter Adjusted EBITDA3 of $4.6 million was 24%, or $1.5 million, below the prior year period.


Real Estate


Fourth quarter sales of $42.3 million decreased $524.9 million versus the prior year period, while operating income of $27.1 million decreased $299.0 million versus the prior year period. The prior year fourth quarter sales and operating income included $495.0 million and $291.1 million, respectively, from Large Dispositions. Excluding this item, pro forma sales3 were $72.2 million and pro forma operating income3 was $35.0 million in the prior year period. Pro forma sales3 and pro forma operating income3 in the fourth quarter decreased versus the prior year period primarily due to lower acres sold (3,813 acres sold versus 7,811 acres sold in the prior year period), partially offset by higher weighted-average prices ($9,741 per acre versus $8,923 per acre in the prior year period).


Improved Development sales of $14.8 million included $9.0 million from the Wildlight development project north of Jacksonville, Florida and $5.8 million from the Heartwood development project south of Savannah, Georgia. Sales in Wildlight consisted of one residential pod sale totaling 112 acres ($80,000 per acre), while sales in Heartwood consisted of two residential pod sales totaling 143 acres ($33,000 per acre) and a 7.1-acre commercial parcel ($140,000 per acre). This compares to Improved Development sales of $14.4 million in the prior year period.


Unimproved Development sales of $2.1 million consisted of three transactions totaling 75 acres at an average price of $28,000 per acre. This compares to Unimproved Development sales of $12.4 million in the prior year period.


Rural sales of $20.3 million consisted of 3,475 acres at an average price of $5,832 per acre. This compares to prior year period sales of $42.9 million, which consisted of 6,592 acres at an average price of $6,515 per acre.


Fourth quarter Adjusted EBITDA3 of $32.7 million decreased $30.7 million versus the prior year period.


Other Items


Fourth quarter corporate and other operating expenses of $14.3 million increased $3.6 million versus the prior year period, primarily due to $6.3 million of costs related to the merger with PotlatchDeltic,1 partially offset by lower compensation and benefit expenses as well as $1.1 million of restructuring charges6 that were reflected in the prior year quarter.


Fourth quarter interest expense of $6.7 million increased $0.1 million versus the prior year period. Fourth quarter interest income of $9.3 million increased $5.8 million versus the prior year period, primarily due to a higher cash balance following the Large Dispositions completed in late 2024 and the sale of the Company’s New Zealand joint venture interest in the second quarter of 2025.


Share Repurchases


During the fourth quarter, the Company repurchased 109,964 shares at an average price of $26.31 per share, or $2.9 million in total. Following the mid-October merger announcement, the Company’s ability to repurchase shares was generally restricted pending the close of the transaction. As of December 31, 2025, the Company had approximately 161.4 million common shares outstanding, 1.7 million redeemable operating partnership units outstanding, and $229.5 million remaining on its current share repurchase authorization.


Outlook


Given the recent completion of our merger with PotlatchDeltic, we are providing the following initial segment guidance for the combined company for 2026 (which reflects the anticipated pro rata contribution from the PotlatchDeltic operations for January 31, 2026 through December 31, 2026):



Southern Timber: In our Southern Timber segment, we expect to achieve full-year harvest volumes of 12.1 to 12.6 million tons—reflecting the increase in our sustainable yield due to the merger with PotlatchDeltic. We further expect that regional pine stumpage realizations will trend modestly higher from fourth quarter levels during the year as supply-demand conditions normalize. However, we expect that full-year 2026 average pine stumpage realizations for the combined company's Southern Timber segment will be lower than the standalone realizations for Rayonier in the prior year based on the pro forma geographic mix of the combined company.



Northwest Timber: In our Northwest Timber segment, we expect to achieve full-year harvest volumes of 2.0 to 2.3 million tons—reflecting the increase in our sustainable yield due to the merger with PotlatchDeltic. We further expect that full-year 2026 average log pricing for the combined company’s Northwest Timber segment will be higher than the standalone pricing for Rayonier in the prior year based on improving demand conditions, a higher mix of sawtimber, and the pro forma geographic mix of the combined company. However, we anticipate that the combined company’s pricing in the Northwest will have increased sensitivity to lumber pricing compared to legacy Rayonier, as a significant portion of our sawlog sales in Idaho are indexed to lumber prices.



Wood Products: In our Wood Products segment, we’ve been encouraged by the positive momentum in lumber prices to start the year. For the 11 months of contribution from the Wood Products segment in 2026, we expect lumber shipments to total ~1.1 billion board feet. Based on quarter-to-date price realizations and current lumber pricing, we would expect the Wood Products segment to have a slightly positive contribution to overall Adjusted EBITDA in the first quarter.



Real Estate: We anticipate continued momentum in our Real Estate segment as a combined company to start 2026, supported by a strong pipeline of rural land sales and improved development projects. Based on our current transaction pipeline and sales closed to date, we expect an Adjusted EBITDA contribution in the first quarter of $30 to $35 million dollars. For the full year, we expect an Adjusted EBITDA contribution from our Real Estate segment of $180 to $200 million.



Conference Call


A conference call and live audio webcast will be held on Thursday, February 12, 2026 at 10:00 AM (ET) to discuss these results. The conference call can be accessed by registering online at www.rayonier.com, at which time registrants will receive dial-in information.


Access to the live audio webcast will be available at www.rayonier.com. A replay of the webcast will be archived on the Company’s website and available shortly after the call.


Complimentary copies of Rayonier press releases and other financial documents are also available by calling (904) 357-9100.




1






"Costs related to the merger with PotlatchDeltic" include legal, accounting, due diligence, consulting and other costs related to the previously announced definitive merger agreement with PotlatchDeltic, which closed on January 30, 2026.








2






"Pro forma net income adjustments attributable to noncontrolling interests" are the proportionate share of pro forma items that are attributable to noncontrolling interests.








3






"Pro forma net income," "Pro forma revenues (sales)," "Pro forma operating income (loss)," "Adjusted EBITDA" and "CAD" are non-GAAP measures defined and reconciled to GAAP in the attached exhibits.








4






"Large Dispositions" are defined as transactions involving the sale of productive timberland assets that exceed $20 million in size and do not reflect a demonstrable premium relative to timberland value.








5






"Income from operations of discontinued operations, net of tax" includes income generated by the Company’s New Zealand joint venture interest, which was classified as discontinued operations prior to its June 30, 2025 disposition.








6






"Restructuring charges" include severance costs related to workforce optimization initiatives.








7






"Gain from terminated cash flow hedge" is the mark to market gain recognized in earnings when the hedged cash flows will no longer occur.








8






"Net cost (recovery) on legal settlements" reflects the net loss (gain) from litigation regarding insurance claims.








9






"Gain on sale of discontinued operations" reflects the net gain recognized on the sale of the Company’s New Zealand joint venture interest.








10






"Asset impairment charge" reflects an impairment charge recognized on certain real estate assets located in Washington, which were acquired in the 2020 merger with Pope Resources.








11






"Costs related to disposition initiatives" include legal, advisory, and other due diligence costs incurred in connection with the Company’s asset disposition plan, which was announced in November 2023.








12






"Pension settlement charge" reflects the net loss recognized in connection with the termination and settlement of the Company’s pension plans.







About Rayonier


Rayonier is a land resources real estate investment trust (REIT) with a portfolio comprising over four million acres in the U.S. South and U.S. Northwest. The company is focused on managing its timberlands on a sustainable basis while optimizing its overall portfolio value by delivering land to its highest and best use. Rayonier also operates six sawmills, an industrial-grade plywood mill, residential and commercial real estate developments, and a rural land sales program. Rayonier is committed to corporate responsibility, third-party forest certification, and supporting climate change mitigation through its land-based solutions business.


More information is available at www.rayonier.com.




 







Forward-Looking Statements - Certain statements in this press release regarding anticipated financial outcomes including Rayonier’s earnings guidance, if any, business and market conditions, outlook, expected dividend rate, acquisition and disposition activity, including the ability to realize the intended benefits of our recent merger with PotlatchDeltic Corporation, expected harvest schedules, timberland acquisitions and dispositions, the anticipated benefits of Rayonier’s business strategies, including the recent sale of the entities holding Rayonier’s interest in the New Zealand joint venture and the anticipated use of proceeds from such sale, 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,” “long-term,” “looking ahead” 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 following important factors, among others, could cause actual results or events to differ materially from those expressed in forward-looking statements that may have been made in this document: our ability to obtain the intended benefits of our merger with PotlatchDeltic Corporation, including future financial and operating results; the cyclical and competitive nature of the industries in which we operate; fluctuations in demand for, or supply of, our forest products and real estate offerings, including any further downturn in the housing market; entry of new competitors into our markets; changes in production and production capacity in the forest products industry; unanticipated manufacturing disruptions or inefficiencies in our supply chain and/or operations; fires at our manufacturing facilities; changes in policy regarding governmental timber sales; changes in global economic conditions and geopolitical tensions, including the war in Ukraine and remaining tensions in the Middle East; business disruptions arising from government shutdowns, public health crises and outbreaks of communicable diseases; the uncertainties of potential impacts of climate-related initiatives; the cost and availability of third-party logging and trucking services; the geographic concentration of a significant portion of our timberland; our ability to identify, finance and complete timberland acquisitions and/or to complete dispositions; changes in timberland values; changes in environmental laws and regulations regarding timber harvesting, delineation of wetlands, endangered species and development of real estate generally, that may restrict or adversely impact our ability to conduct our business, or increase the cost of doing so; adverse weather conditions, natural disasters and other catastrophic events such as hurricanes, wind storms and wildfires; the lengthy, uncertain and costly process associated with the ownership, entitlement and development of real estate, especially in Florida and Washington, including changes in law, policy and political factors beyond our control; the availability and cost of financing for real estate development and mortgage loans; changes in tariffs, taxes or treaties relating to the import and export of our products, our customers’ products or those of our and our customers’ competitors; changes in key management and personnel; and our ability to meet all necessary legal requirements to continue to qualify as a real estate investment trust (“REIT”) and changes in tax laws that could adversely affect beneficial tax treatment.


For additional factors that could impact future results, please see Item 1A - Risk Factors in the Company’s most recent Annual Report on Form 10-K and similar discussion included in other reports that we subsequently file with the Securities and Exchange Commission (the “SEC”). 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 further disclosures we make on related subjects in our subsequent reports filed with the SEC.


Non-GAAP Financial 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,” “pro forma sales,” “pro forma operating income (loss),” “pro forma net income,” and “Adjusted EBITDA,” which are defined and further explained in this communication. Reconciliation of such measures to the nearest GAAP measures can also be found in this communication. 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.




RAYONIER INC. AND SUBSIDIARIES




CONDENSED STATEMENTS OF CONSOLIDATED INCOME




December 31, 2025 (unaudited)




(millions of dollars, except per share information)








 






Three Months Ended






 






Year Ended








 






December 31,






 






September 30,






 






December 31,






 






December 31,






 






December 31,








 






2025






 






2025






 






2024






 






2025






 






2024





















 



SALES






$117.5






 






 






$177.5






 






 






$650.5






 






 






$484.5






 






 






$987.9






 








Costs and Expenses






 






 






 






 






 






 






 






 






 








Cost of sales






(68.2






)






 






(119.1






)






 






(300.8






)






 






(327.2






)






 






(547.6






)








Selling and general expenses






(16.1






)






 






(17.0






)






 






(16.6






)






 






(66.7






)






 






(74.4






)








Other operating (expense) income, net






(6.2






)






 






0.3






 






 






(1.0






)






 






(7.3






)






 






(1.8






)








OPERATING INCOME






27.0






 






 






41.7






 






 






332.1






 






 






83.3






 






 






364.1






 








Interest expense, net






(6.7






)






 






(6.8






)






 






(6.6






)






 






(26.3






)






 






(33.8






)








Interest income






9.3






 






 






9.8






 






 






3.5






 






 






24.3






 






 






8.2






 








Other miscellaneous (expense) income, net






(3.2






)






 






(1.0






)






 






(2.0






)






 






(6.7






)






 






1.3






 








INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES






26.4






 






 






43.7






 






 






327.0






 






 






74.6






 






 






339.8






 








Income tax (expense) benefit






(0.2






)






 






—






 






 






—






 






 






(0.5






)






 






1.1






 








INCOME FROM CONTINUING OPERATIONS






26.2






 






 






43.7






 






 






327.0






 






 






74.1






 






 






340.9






 








Income from operations of discontinued operations, net of tax






—






 






 






—






 






 






6.2






 






 






1.9






 






 






28.1






 








Gain on sale of discontinued operations






—






 






 






—






 






 






—






 






 






404.4






 






 






—






 








INCOME FROM DISCONTINUED OPERATIONS






—






 






 






—






 






 






6.2






 






 






406.3






 






 






28.1






 








NET INCOME






26.2






 






 






43.7






 






 






333.2






 






 






480.4






 






 






369.0






 








Less: Net income attributable to noncontrolling interests in the Operating Partnership






(0.3






)






 






(0.5






)






 






(4.4






)






 






(6.2






)






 






(4.9






)








Less: Net (income) loss attributable to noncontrolling interests in consolidated affiliates






—






 






 






—






 






 






(1.7






)






 






0.2






 






 






(5.0






)








NET INCOME ATTRIBUTABLE TO RAYONIER INC.






$25.9






 






 






$43.2






 






 






$327.1






 






 






$474.4






 






 






$359.1






 








EARNINGS PER COMMON SHARE






 






 






 






 






 






 






 






 






 








BASIC EARNINGS PER SHARE ATTRIBUTABLE TO RAYONIER INC.






 






 






 






 






 






 






 






 






 








Continuing Operations






$0.17






 






 






$0.28






 






 






$2.16






 






 






$0.47






 






 






$2.26






 








Discontinued Operations






—






 






 






—






 






 






$0.03






 






 






$2.59






 






 






$0.16






 








Net Income






$0.17






 






 






$0.28






 






 






$2.20






 






 






$3.07






 






 






$2.41






 








DILUTED EARNINGS PER SHARE ATTRIBUTABLE TO RAYONIER INC.






 






 






 






 






 






 






 






 






 








Continuing Operations






$0.16






 






 






$0.28






 






 






$2.11






 






 






$0.47






 






 






$2.24






 








Discontinued Operations






—






 






 






—






 






 






$0.03






 






 






$2.56






 






 






$0.16






 








Net Income






$0.16






 






 






$0.28






 






 






$2.15






 






 






$3.03






 






 






$2.39






 








 






 






 






 






 






 






 






 






 






 








Pro forma net income per share (a)






$0.20






 






 






$0.32






 






 






$0.24






 






 






$0.57






 






 






$0.31






 








 






 






 






 






 






 






 






 






 






 








Weighted Average Common Shares used for determining






 






 






 






 






 






 






 






 






 








Basic EPS






155,506,254






 






 






154,306,240






 






 






148,895,111






 






 






154,760,442






 






 






148,839,858






 








Diluted EPS (b)






162,170,418






 






 






156,364,684






 






 






154,425,650






 






 






158,709,766






 






 






152,095,503






 









(a)







Pro forma net income per share is a non-GAAP measure. See Schedule F for definition and reconciliation to the nearest GAAP measure.








(b)







Diluted earnings per share is calculated based on the weighted average number of shares of common stock outstanding combined with the incremental weighted average number of shares that would have been outstanding assuming all potentially dilutive securities (including Redeemable Operating Partnership Units) were converted into shares of common stock at the earliest date possible. The incremental weighted average number of shares used for determining diluted EPS for the three and twelve months ended December 31, 2025 also include 4,866,708 and 1,856,440, respectively, of contingently issuable shares from the additional dividends of $1.40 and $1.80 per share, which were declared on October 14, 2025 and December 2, 2024, respectively. The incremental weighted average number of shares used for determining diluted EPS for the three and twelve months ended December 31, 2024 also include 3,290,617 and 827,150, respectively, of contingently issuable shares from an additional dividend of $1.80 per share, which was declared on December 2, 2024. As of December 31, 2025, there were 161,425,616 common shares and 1,682,894 Redeemable Operating Partnership Units outstanding.









 



A









RAYONIER INC. AND SUBSIDIARIES




CONDENSED CONSOLIDATED BALANCE SHEETS




December 31, 2025 (unaudited)




(millions of dollars)








 






 






December 31,






 






December 31,








 






 






2025






 






2024











 



Assets






 






 






 






 








Cash and cash equivalents






 






$842.9






 






 






$303.1






 








Restricted cash, current






 






—






 






 






19.4






 








Assets held for sale






 






5.4






 






 






5.4






 








Current assets of discontinued operations






 






—






 






 






47.3






 








Other current assets






 






35.4






 






 






61.7






 








Timber and timberlands, net of depletion and amortization






 






2,299.5






 






 






2,384.3






 








Higher and better use timberlands and real estate development investments






 






126.1






 






 






109.6






 








Property, plant and equipment






 






39.4






 






 






35.7






 








Less - accumulated depreciation






 






(20.9






)






 






(18.3






)








Net property, plant and equipment






 






18.5






 






 






17.4






 








Restricted cash, non-current






 






0.5






 






 






0.7






 








Right-of-use assets






 






16.3






 






 






18.6






 








Non-current assets of discontinued operations






 






—






 






 






428.6






 








Other assets






 






60.1






 






 






78.3






 








 






 






$3,404.7






 






 






$3,474.4






 








Liabilities, Noncontrolling Interests in the Operating Partnership and Shareholders’ Equity






 






 






 






 








Current maturities of long-term debt






 






200.0






 






 






—






 








Dividend and distribution payable






 






—






 






 






271.8






 








Current liabilities of discontinued operations






 






—






 






 






47.3






 








Other current liabilities






 






71.3






 






 






69.6






 








Long-term debt






 






845.3






 






 






1,044.4






 








Long-term lease liability






 






13.7






 






 






16.3






 








Non-current liabilities of discontinued operations






 






—






 






 






170.8






 








Other non-current liabilities






 






24.2






 






 






21.9






 








Noncontrolling interests in the Operating Partnership






 






40.5






 






 






51.8






 








Total Rayonier Inc. shareholders’ equity






 






2,209.7






 






 






1,769.3






 








Noncontrolling interests in consolidated affiliates






 






—






 






 






11.2






 








Total shareholders’ equity






 






2,209.7






 






 






1,780.5






 








 






 






$3,404.7






 






 






$3,474.4






 













 



B









RAYONIER INC. AND SUBSIDIARIES




CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY




December 31, 2025 (unaudited)




(millions of dollars, except share information)








 






Common Shares







 






Retained

Earnings






 






Accumulated

Other

Comprehensive

Income (Loss)






 






Noncontrolling

Interests in

Consolidated

Affiliates






 






Shareholders’

Equity








 






Shares






 






Amount







 



















 



Balance, December 31, 2023






148,299,117






 






 






$1,497.7







 






$338.2






 






 






$24.6






 






 






$17.1






 






 






$1,877.6






 








Income from continuing operations






—






 






 






—







 






340.4






 






 






—






 






 






0.5






 






 






340.9






 








Income from discontinued operations






—






 






 






—







 






23.6






 






 






—






 






 






4.5






 






 






28.1






 








Net income attributable to noncontrolling interests in the Operating Partnership






—






 






 






—







 






(4.9






)






 






—






 






 






—






 






 






(4.9






)








Dividends ($2.94 per share) (a)






—






 






 






—







 






(438.6






)






 






—






 






 






—






 






 






(438.6






)








Issuance of common shares under incentive stock plans






399,929






 






 






—







 






—






 






 






—






 






 






—






 






 






—






 








Stock-based incentive compensation






—






 






 






14.2







 






—






 






 






—






 






 






—






 






 






14.2






 








Repurchase of common shares made under repurchase program






(488,017






)






 






—







 






(14.7






)






 






—






 






 






—






 






 






(14.7






)








Adjustment of noncontrolling interests in the Operating Partnership






—






 






 






—







 






13.2






 






 






—






 






 






—






 






 






13.2






 








Other (b)






325,614






 






 






10.6







 






—






 






 






(35.0






)






 






(10.9






)






 






(35.3






)








Balance, December 31, 2024






148,536,643






 






 






$1,522.5







 






$257.2






 






 






($10.4






)






 






$11.2






 






 






$1,780.5






 








Income from continuing operations






—






 






 






—







 






74.1






 






 






—






 






 






—






 






 






74.1






 








Income (loss) from discontinued operations






—






 






 






—







 






406.5






 






 






—






 






 






(0.2






)






 






406.3






 








Net income attributable to noncontrolling interests in the Operating Partnership






—






 






 






—







 






(6.2






)






 






—






 






 






—






 






 






(6.2






)








Deconsolidation of discontinued operations






—






 






 






—







 






—






 






 






29.1






 






 






(10.8






)






 






18.3






 








Dividends ($2.49 per share) (a)






—






 






 






—







 






(385.4






)






 






—






 






 






—






 






 






(385.4






)








Issuance of common shares from special




dividends (c)






15,071,426






 






 






362.0







 






—






 






 






—






 






 






—






 






 






362.0






 








Issuance of common shares under incentive stock plans






348,412






 






 






—







 






—






 






 






—






 






 






—






 






 






—






 








Stock-based incentive compensation






—






 






 






11.0







 






—






 






 






—






 






 






—






 






 






11.0






 








Repurchase of common shares made under repurchase program






(2,904,276






)






 






—







 






(70.5






)






 






—






 






 






—






 






 






(70.5






)








Adjustment of noncontrolling interests in the Operating Partnership






—






 






 






—







 






5.2






 






 






—






 






 






—






 






 






5.2






 








Other (b)






373,411






 






 






8.8







 






—






 






 






5.8






 






 






(0.2






)






 






14.4






 








Balance, December 31, 2025






161,425,616






 






 






$1,904.3







 






$280.9






 






 






$24.5






 






 






—






 






 






$2,209.7






 









(a)







The year ended December 31, 2025 includes an additional special dividend of $1.40 per common share, consisting of a combination of cash and the Company’s common shares. The dividend was paid December 12, 2025, to shareholders of record on October 24, 2025. The year ended December 31, 2024 includes an additional special dividend of $1.80 per common share, consisting of a combination of cash and the Company’s common shares. The dividend was paid January 30, 2025, to shareholders of record on December 12, 2024.








(b)







Primarily includes shares purchased from employees in non-open market transactions to pay withholding taxes associated with the vesting of shares granted under the Company’s Incentive Stock Plan, pension and post-retirement benefit plan adjustments, foreign currency translation adjustments, mark-to-market adjustments of qualifying cash flow hedges, distributions to noncontrolling interests in consolidated affiliates and the allocation of other comprehensive income to noncontrolling interests in the Operating Partnership. The year ended December 31, 2025 and December 31, 2024 also includes the redemption of 482,878 and 457,579 Redeemable Operating Partnership Units, respectively, for an equal number of Rayonier Inc. common shares.








(c)







Reflects the issuance of common shares related to the Company’s special dividends of $1.40 and $1.80 per common share.









 



C









RAYONIER INC. AND SUBSIDIARIES




CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS




December 31, 2025 (unaudited)




(millions of dollars)








 






Year Ended December 31,








 






2025






 






2024










 



Cash provided by operating activities:






 






 






 








Net income






$480.4






 






 






$369.0






 








Depreciation, depletion and amortization from continuing operations






106.5






 






 






113.8






 








Depreciation, depletion and amortization from discontinued operations






9.1






 






 






26.4






 








Non-cash cost of land and improved development from continuing operations






43.7






 






 






41.4






 








Non-cash cost of land and improved development from discontinued operations






—






 






 






3.0






 








Gain on sale of discontinued operations






(404.4






)






 






—






 








Gain on large dispositions of timberlands






—






 






 






(291.1






)








Asset impairment charge






7.0






 






 






—






 








Stock-based incentive compensation expense






11.0






 






 






14.2






 








Deferred income taxes






(2.4






)






 






2.6






 








Other items to reconcile net income to cash provided by operating activities






18.8






 






 






5.5






 








Changes in working capital and other assets and liabilities






(13.0






)






 






(23.2






)








 






256.7






 






 






261.6






 








Cash provided by investing activities:






 






 






 








Capital expenditures from continuing operations






(50.0






)






 






(62.1






)








Capital expenditures from discontinued operations






(7.1






)






 






(17.7






)








Real estate development investments






(22.4






)






 






(25.8






)








Net proceeds on sale of discontinued operations (a)






688.3






 






 






—






 








Net proceeds on sale of property, plant and equipment






4.5






 






 






—






 








Net proceeds from large dispositions of timberlands






—






 






 






484.8






 








Purchase of timberlands






—






 






 






(22.8






)








Other






1.8






 






 






(2.4






)








 






615.1






 






 






354.0






 








Cash used for financing activities:






 






 






 








Dividends paid (b)






(292.1






)






 






(200.6






)








Distributions to noncontrolling interests in the Operating Partnership (c)






(3.5






)






 






(2.8






)








Repurchase of common shares made under repurchase program






(70.5






)






 






(14.7






)








Distributions to noncontrolling interests in consolidated affiliates






(3.1






)






 






(7.1






)








Net decrease in debt






—






 






 






(250.0






)








Other






(3.7






)






 






(4.2






)








 






(372.9






)






 






(479.4






)








Effect of exchange rate changes on cash and restricted cash






1.3






 






 






(1.4






)








Cash, cash equivalents and restricted cash:






 






 






 








Change in cash, cash equivalents and restricted cash






500.2






 






 






134.8






 








 






 






 






 








Balance from continuing operations, beginning of year






323.1






 






 






180.4






 








Balance from discontinued operations, beginning of year






20.1






 






 






28.0






 








Total Balance, beginning of year






343.2






 






 






208.4






 








 






 






 






 








Balance from continuing operations, end of period






843.4






 






 






323.1






 








Balance from discontinued operations, end of period






—






 






 






20.1






 








Total Balance, end of period






$843.4






 






 






$343.2









(a)


The year ended December 31, 2025 includes proceeds from the disposition of our New Zealand joint venture, net of closing adjustments, transaction costs, and $11.1 million of deconsolidated cash.







(b)


The year ended December 31, 2025 includes an additional dividend of $1.40 per common share, consisting of a combination of cash and the Company’s common shares. The cash portion of $54.6 million was paid on December 12, 2025, to shareholders of record on October 24, 2025. The year ended December 31, 2025 also includes an additional dividend of $1.80 per common share, consisting of a combination of cash and the Company’s common shares. The cash portion of $67.8 million was paid on January 30, 2025, to shareholders of record on December 12, 2024. The year ended December 31, 2024 includes an additional cash dividend of $0.20 per common share, totaling $29.8 million. The additional dividend was paid on January 12, 2024, to shareholders of record on December 29, 2023.







(c)


The year ended December 31, 2025 includes an additional distribution of $1.40 per Redeemable Operating Partnership Unit, consisting of a combination of cash and the Company’s Redeemable Operating Partnership Units. The cash portion of $0.6 million was paid on December 12, 2025, to holders of record on October 24, 2025. The year ended December 31, 2025 also includes an additional distribution of $1.80 per Redeemable Operating Partnership Unit, consisting of a combination of cash and the Company’s Redeemable Operating Partnership Units. The cash portion of $0.9 million was paid on January 30, 2025, to holders of record on December 12, 2024. The year ended December 31, 2024 includes an additional cash distribution of $0.20 per Redeemable Operating Partnership Unit, totaling $0.5 million. The additional distribution was paid on January 12, 2024, to holders of record on December 29, 2023.









 



D









RAYONIER INC. AND SUBSIDIARIES




BUSINESS SEGMENT SALES, PRO FORMA SALES, OPERATING INCOME,




PRO FORMA OPERATING INCOME AND ADJUSTED EBITDA




December 31, 2025 (unaudited)




(millions of dollars)








 






Three Months Ended






 






Year Ended








 






December 31,






 






September 30,






 






December 31,






 






December 31,






 






December 31,








 






2025






 






2025






 






2024






 






2025






 






2024
















 



Sales






 






 






 






 






 






 






 






 






 








Southern Timber






$57.2






 






 






$66.8






 






 






$59.1






 






 






$228.3






 






 






$251.6






 








Pacific Northwest Timber






18.0






 






 






19.9






 






 






24.2






 






 






83.6






 






 






108.0






 








Real Estate






42.3






 






 






90.8






 






 






567.2






 






 






172.6






 






 






628.3






 








Sales






$117.5






 






 






$177.5






 






 






$650.5






 






 






$484.5






 






 






$987.9






 








 






 






 






 






 






 






 






 






 






 








Pro forma sales (a)






 






 






 






 






 






 






 






 






 








Southern Timber






$57.2






 






 






$66.8






 






 






$59.1






 






 






$228.3






 






 






$251.6






 








Pacific Northwest Timber






18.0






 






 






19.9






 






 






24.2






 






 






83.6






 






 






108.0






 








Real Estate






42.3






 






 






90.8






 






 






72.2






 






 






172.6






 






 






133.3






 








Pro forma sales






$117.5






 






 






$177.5






 






 






$155.5






 






 






$484.5






 






 






$492.9






 








 






 






 






 






 






 






 






 






 






 








Operating income (loss)






 






 






 






 






 






 






 






 






 








Southern Timber






$15.8






 






 






$22.5






 






 






$18.0






 






 






$61.1






 






 






$77.9






 








Pacific Northwest Timber






(1.6






)






 






1.8






 






 






(1.3






)






 






1.9






 






 






(6.3






)








Real Estate






27.1






 






 






26.4






 






 






326.1






 






 






62.3






 






 






335.1






 








Corporate and Other






(14.3






)






 






(9.0






)






 






(10.7






)






 






(42.0






)






 






(42.6






)








Operating income






$27.0






 






 






$41.7






 






 






$332.1






 






 






$83.3






 






 






$364.1






 








 






 






 






 






 






 






 






 






 






 








Pro forma operating income (loss) (a)






 






 






 






 






 






 






 






 






 








Southern Timber






$15.8






 






 






$22.5






 






 






$18.0






 






 






$61.1






 






 






$77.9






 








Pacific Northwest Timber






(1.6






)






 






1.8






 






 






(1.3






)






 






1.9






 






 






(6.3






)








Real Estate






27.1






 






 






33.5






 






 






35.0






 






 






69.4






 






 






44.0






 








Corporate and Other






(8.0






)






 






(9.0






)






 






(9.5






)






 






(34.6






)






 






(40.6






)








Pro forma operating income






$33.3






 






 






$48.8






 






 






$42.2






 






 






$97.8






 






 






$75.0






 








 






 






 






 






 






 






 






 






 






 








Adjusted EBITDA (a)






 






 






 






 






 






 






 






 






 








Southern Timber






$32.0






 






 






$42.7






 






 






$34.7






 






 






$130.1






 






 






$151.3






 








Pacific Northwest Timber






4.6






 






 






6.4






 






 






6.1






 






 






23.7






 






 






25.4






 








Real Estate






32.7






 






 






73.8






 






 






63.4






 






 






127.1






 






 






92.4






 








Corporate and Other






(7.5






)






 






(8.6






)






 






(9.1






)






 






(32.9






)






 






(38.8






)








Adjusted EBITDA






$61.7






 






 






$114.3






 






 






$95.1






 






 






$248.0






 






 






$230.2









(a)


Pro forma sales, Pro forma operating income (loss) and Adjusted EBITDA are non-GAAP measures. See Schedule F for definitions and reconciliations.









 



E









RAYONIER INC. AND SUBSIDIARIES




RECONCILIATION OF NON-GAAP MEASURES




December 31, 2025 (unaudited)




(millions of dollars, except per share information)








LIQUIDITY MEASURES:






 






 






 






 








 






 






Year Ended








 






 






December 31,






 






December 31,








 






 






2025






 






2024











 



Cash Provided by Operating Activities






 






$256.7






 






 






$261.6






 








Cash provided by operating activities from discontinued operations






 






(8.9






)






 






(51.2






)








Working capital and other balance sheet changes






 






0.8






 






 






(7.3






)








Capital expenditures (a)






 






(50.0






)






 






(62.1






)








Cash Available for Distribution (b)






 






$198.6






 






 






$141.0






 








 






 






 






 






 








Net Income






 






$480.4






 






 






$369.0






 








Income from operations of discontinued operations, net of tax (c)






 






(1.9






)






 






(28.1






)








Gain on sale of discontinued operations (d)






 






(404.4






)






 






—






 








Interest, net and miscellaneous expense (e)






 






2.1






 






 






25.5






 








Income tax expense (benefit) (f)






 






0.5






 






 






(1.1






)








Depreciation, depletion and amortization






 






106.5






 






 






113.9






 








Non-cash cost of land and improved development






 






43.7






 






 






41.4






 








Non-operating expense (income) (g)






 






6.7






 






 






(1.3






)








Costs related to the merger with PotlatchDeltic (h)






 






6.3






 






 






—






 








Asset impairment charge (i)






 






7.0






 






 






—






 








Restructuring charges (j)






 






1.1






 






 






1.1






 








Costs related to disposition initiatives (k)






 






—






 






 






0.8






 








Large Dispositions (l)






 






—






 






 






(291.1






)








Adjusted EBITDA (m)






 






$248.0






 






 






$230.2






 








Cash interest received (paid), net (n)






 






1.0






 






 






(26.9






)








Cash taxes paid






 






(0.3






)






 






(0.2






)








Capital expenditures (a)






 






(50.0






)






 






(62.1






)








Cash Available for Distribution (b)






 






$198.6






 






 






$141.0






 








 






 






 






 






 








Cash Available for Distribution (b)






 






$198.6






 






 






$141.0






 








Real estate development investments






 






(22.4






)






 






(25.8






)








Cash Available for Distribution after real estate development investments






 






$176.2






 






 






$115.2






 









PRO FORMA SALES (o):








Three Months Ended






 






Southern

Timber







 






Pacific

Northwest

Timber







 






Real

Estate






 






Total

















 



December 31, 2025






 






 







 






 







 






 






 






 








Sales






 






$57.2







 






$18.0







 






$42.3






 






 






$117.5






 








Pro forma sales






 






$57.2







 






$18.0







 






$42.3






 






 






$117.5






 








 






 






 







 






 







 






 






 






 








September 30, 2025






 






 







 






 







 






 






 






 








Sales






 






$66.8







 






$19.9







 






$90.8






 






 






$177.5






 








Pro forma sales






 






$66.8







 






$19.9







 






$90.8






 






 






$177.5






 








 






 






 







 






 







 






 






 






 








December 31, 2024






 






 







 






 







 






 






 






 








Sales






 






$59.1







 






$24.2







 






$567.2






 






 






$650.5






 








Large Dispositions (l)






 






—







 






—







 






(495.0






)






 






(495.0






)








Pro forma sales






 






$59.1







 






$24.2







 






$72.2






 






 






$155.5






 









PRO FORMA SALES (o):








Year Ended






 






Southern

Timber







 






Pacific

Northwest

Timber







 






Real

Estate






 






Total

















 



December 31, 2025






 






 







 






 







 






 






 






 








Sales






 






$228.3







 






$83.6







 






$172.6






 






 






$484.5






 








Pro forma sales






 






$228.3







 






$83.6







 






$172.6






 






 






$484.5






 








 






 






 







 






 







 






 






 






 








December 31, 2024






 






 







 






 







 






 






 






 








Sales






 






$251.6







 






$108.0







 






$628.3






 






 






$987.9






 








Large Dispositions (l)






 






—







 






—







 






(495.0






)






 






(495.0






)








Pro forma sales






 






$251.6







 






$108.0







 






$133.3






 






 






$492.9






 









PRO FORMA NET INCOME (p):








 






 






Three Months Ended






 






Year Ended








 






 






December 31, 2025







 






September 30, 2025







 






December 31, 2024






 






December 31, 2025






 






December 31, 2024








 






 






$






 






Per Diluted Share







 






$






 






Per Diluted Share







 






$






 






Per Diluted Share






 






$






 






Per Diluted Share






 






$






 






Per Diluted Share





































 



Net Income Attributable to Rayonier Inc.






 






$25.9






 






 






$0.16







 






$43.2






 






 






$0.28







 






$327.1






 






 






$2.15






 






 






$474.4






 






 






$3.03






 






 






$359.1






 






 






$2.39






 








Costs related to the merger with PotlatchDeltic (h)






 






6.3






 






 






0.04







 






—






 






 






—







 






—






 






 






—






 






 






6.3






 






 






0.04






 






 






—






 






 






—






 








Income from operations of discontinued operations, net of tax (c)






 






—






 






 






—







 






—






 






 






—







 






(6.2






)






 






(0.04






)






 






(1.9






)






 






(0.01






)






 






(28.1






)






 






(0.18






)








Gain on sale of discontinued operations (d)






 






—






 






 






—







 






—






 






 






—







 






—






 






 






—






 






 






(404.4






)






 






(2.55






)






 






—






 






 






—






 








Asset impairment charge (i)






 






—






 






 






—







 






7.0






 






 






0.05







 






—






 






 






—






 






 






7.0






 






 






0.04






 






 






—






 






 






—






 








Restructuring charges (j)






 






—






 






 






—







 






—






 






 






—







 






1.1






 






 






0.01






 






 






1.1






 






 






0.01






 






 






1.1






 






 






0.01






 








Net cost (recovery) on legal settlements (q)






 






—






 






 






—







 






—






 






 






—







 






1.6






 






 






0.01






 






 






1.7






 






 






0.01






 






 






(8.0






)






 






(0.05






)








Gain from terminated cash flow hedge (r)






 






—






 






 






—







 






—






 






 






—







 






(1.6






)






 






(0.01






)






 






—






 






 






—






 






 






(1.6






)






 






(0.01






)








Large Dispositions (l)






 






—






 






 






—







 






—






 






 






—







 






(291.1






)






 






(1.88






)






 






—






 






 






—






 






 






(291.1






)






 






(1.91






)








Costs related to disposition initiatives (k)






 






—






 






 






—







 






—






 






 






—







 






—






 






 






—






 






 






—






 






 






—






 






 






0.8






 






 






0.01






 








Pension settlement charges, net of tax (s)






 






—






 






 






—







 






—






 






 






—







 






—






 






 






—






 






 






—






 






 






—






 






 






4.8






 






 






0.03






 








Pro forma net income adjustments attributable to noncontrolling interests (t)






 






(0.1






)






 






—







 






(0.1






)






 






—







 






5.1






 






 






0.01






 






 






5.0






 






 






—






 






 






8.7






 






 






0.03






 








Pro Forma Net Income






 






$32.1






 






 






$0.20







 






$50.2






 






 






$0.32







 






$36.1






 






 






$0.24






 






 






$89.2






 






 






$0.57






 






 






$45.8






 






 






$0.31






 









PRO FORMA OPERATING INCOME (LOSS) AND ADJUSTED EBITDA (u) (m):






 






 






 






 








 






 






 







 






 






 






 






 






 






 






 








Three Months Ended






 






Southern

Timber







 






Pacific

Northwest

Timber






 






Real

Estate






 






Corporate

and

Other






 






Total


















 



December 31, 2025






 






 







 






 






 






 






 






 






 






 








Operating income (loss)






 






$15.8







 






($1.6






)






 






$27.1






 






 






($14.3






)






 






$27.0






 








Costs related to the merger with PotlatchDeltic (h)






 






—







 






—






 






 






—






 






 






6.3






 






 






6.3






 








Pro forma operating income (loss)






 






$15.8







 






($1.6






)






 






$27.1






 






 






($8.0






)






 






$33.3






 








Depreciation, depletion and amortization






 






16.2







 






6.2






 






 






1.9






 






 






0.4






 






 






24.7






 








Non-cash cost of land and improved development






 






—







 






—






 






 






3.7






 






 






—






 






 






3.7






 








Adjusted EBITDA






 






$32.0







 






$4.6






 






 






$32.7






 






 






($7.5






)






 






$61.7






 








 






 






 







 






 






 






 






 






 






 






 








September 30, 2025






 






 







 






 






 






 






 






 






 






 








Operating income






 






$22.5







 






$1.8






 






 






$26.4






 






 






($9.0






)






 






$41.7






 








Asset impairment charge (i)






 






—







 






—






 






 






7.0






 






 






—






 






 






7.0






 








Pro forma operating income






 






$22.5







 






$1.8






 






 






$33.5






 






 






($9.0






)






 






$48.8






 








Depreciation, depletion and amortization






 






20.1







 






4.6






 






 






9.6






 






 






0.4






 






 






34.8






 








Non-cash cost of land and improved development






 






—







 






—






 






 






30.7






 






 






—






 






 






30.7






 








Adjusted EBITDA






 






$42.7







 






$6.4






 






 






$73.8






 






 






($8.6






)






 






$114.3






 








 






 






 







 






 






 






 






 






 






 






 








December 31, 2024






 






 







 






 






 






 






 






 






 






 








Operating income (loss)






 






$18.0







 






($1.3






)






 






$326.1






 






 






($10.7






)






 






$332.1






 








Large Dispositions (l)






 






—







 






—






 






 






(291.1






)






 






—






 






 






(291.1






)








Restructuring charges (j)






 






—







 






—






 






 






—






 






 






1.1






 






 






1.1






 








Pro forma operating income (loss)






 






$18.0







 






($1.3






)






 






$35.0






 






 






($9.5






)






 






$42.2






 








Depreciation, depletion and amortization






 






16.7







 






7.4






 






 






3.2






 






 






0.5






 






 






27.7






 








Non-cash cost of land and improved development






 






—







 






—






 






 






25.2






 






 






—






 






 






25.2






 








Adjusted EBITDA






 






$34.7







 






$6.1






 






 






$63.4






 






 






($9.1






)






 






$95.1






 









PRO FORMA OPERATING INCOME (LOSS) AND ADJUSTED EBITDA (u) (m):






 






 






 






 








 






 






 







 






 






 






 






 






 






 






 








Year Ended






 






Southern

Timber







 






Pacific

Northwest

Timber






 






Real

Estate






 






Corporate

and

Other






 






Total


















 



December 31, 2025






 






 







 






 






 






 






 






 






 






 








Operating income






 






$61.1







 






$1.9






 






 






$62.3






 






 






($42.0






)






 






$83.3






 








Costs related to the merger with PotlatchDeltic (h)






 






—







 






—






 






 






—






 






 






6.3






 






 






6.3






 








Asset impairment charge (i)






 






—







 






—






 






 






7.0






 






 






—






 






 






7.0






 








Restructuring charges (j)






 






—







 






—






 






 






—






 






 






1.1






 






 






1.1






 








Pro forma operating income






 






$61.1







 






$1.9






 






 






$69.4






 






 






($34.6






)






 






$97.8






 








Depreciation, depletion and amortization






 






69.0







 






21.8






 






 






14.0






 






 






1.7






 






 






106.5






 








Non-cash cost of land and improved development






 






—







 






—






 






 






43.7






 






 






—






 






 






43.7






 








Adjusted EBITDA






 






$130.1







 






$23.7






 






 






$127.1






 






 






($32.9






)






 






$248.0






 








 






 






 







 






 






 






 






 






 






 






 








December 31, 2024






 






 







 






 






 






 






 






 






 






 








Operating income (loss)






 






$77.9







 






($6.3






)






 






$335.1






 






 






($42.6






)






 






$364.1






 








Restructuring charges (j)






 






—







 






—






 






 






—






 






 






1.1






 






 






1.1






 








Costs related to disposition initiatives (k)






 






—







 






—






 






 






—






 






 






0.8






 






 






0.8






 








Large Dispositions (l)






 






—







 






—






 






 






(291.1






)






 






—






 






 






(291.1






)








Pro forma operating income (loss)






 






$77.9







 






($6.3






)






 






$44.0






 






 






($40.6






)






 






$75.0






 








Depreciation, depletion and amortization






 






73.4







 






31.7






 






 






7.0






 






 






1.8






 






 






113.9






 








Non-cash cost of land and improved development






 






—







 






—






 






 






41.4






 






 






—






 






 






41.4






 








Adjusted EBITDA






 






$151.3







 






$25.4






 






 






$92.4






 






 






($38.8






)






 






$230.2






 








(a)


“Capital expenditures” exclude timberland acquisitions of $22.8 million during the twelve months ended December 31, 2024.







(b)


“Cash Available for Distribution” (CAD) is defined as cash provided by operating activities adjusted for capital spending (excluding timberland acquisitions and real estate development investments) and working capital and other balance sheet changes. CAD is a non-GAAP measure of cash generated during a period that is available for common share dividends, distributions to Operating Partnership unitholders, repurchase of the Company's common shares, debt reduction, timberland acquisitions and real estate development investments. CAD is not necessarily indicative of the CAD that may be generated in future periods.







(c)


“Income from operations of discontinued operations, net of tax” includes income generated by the Company’s New Zealand joint venture interest, which was classified as discontinued operations prior to its June 30, 2025 disposition.







(d)


“Gain on sale of discontinued operations" reflects the net gain recognized on the sale of the Company’s New Zealand joint venture interest.







(e)


The twelve months ended December 31, 2024 includes a $1.6 million gain from a terminated cash flow hedge.







(f)


The twelve months ended December 31, 2024 includes a $1.2 million income tax benefit related to the pension settlement.







(g)


The twelve months ended December 31, 2025 includes $1.7 million of net costs associated with legal settlements. The twelve months ended December 31, 2024 includes $8.0 million of net recoveries associated with legal settlements, which is partially offset by $6.0 million of pension settlement charges.







(h)


“Costs related to the merger with PotlatchDeltic” include legal, accounting, due diligence, consulting and other costs related to the previously announced definitive merger agreement with PotlatchDeltic, which closed on January 30, 2026.







(i)


“Asset impairment charge” reflects an impairment charge recognized on certain real estate assets located in Washington, which were acquired in the 2020 merger with Pope Resources.







(j)


“Restructuring charges” include severance costs related to workforce optimization initiatives.







(k)


“Costs related to disposition initiatives” include legal, advisory, and other due diligence costs incurred in connection with the Company’s asset disposition plan, which was announced in November 2023.







(l)


“Large Dispositions” are defined as transactions involving the sale of productive timberland assets that exceed $20 million in size and do not reflect a demonstrable premium relative to timberland value.







(m)


“Adjusted EBITDA” is defined as earnings before interest, taxes, depreciation, depletion, amortization, the non-cash cost of land and improved development, non-operating expense (income), income from operations of discontinued operations, gain on sale of discontinued operations, costs related to the merger with PotlatchDeltic, asset impairment charges, restructuring charges, costs related to disposition initiatives 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 excludes specific items that management believes are not indicative of the Company’s ongoing operating results.







(n)


“Cash interest received (paid), net” includes patronage refunds received of $7.9 million and $8.3 million during the twelve months ended December 31, 2025 and December 31, 2024, respectively. In addition, cash interest received (paid), net includes cash interest received of $24.3 million and $8.2 million during the twelve months ended December 31, 2025 and December 31, 2024, respectively.







(o)


“Pro forma revenue (sales)” is defined as revenue (sales) adjusted for Large Dispositions. Rayonier believes that this non-GAAP financial measure provides investors with useful information to evaluate our core business operations because it excludes specific items that are not indicative of the Company’s ongoing operating results.







(p)


“Pro forma net income” is defined as net income attributable to Rayonier Inc. adjusted for its proportionate share of income from operations of discontinued operations (net of tax), gain on sale of discontinued operations, costs related to the merger with PotlatchDeltic, asset impairment charges, net costs (recoveries) associated with legal settlements, restructuring charges, gain from terminated cash flow hedge, pension settlement charges, costs related to disposition initiatives and Large Dispositions. Rayonier believes that this non-GAAP financial measure provides investors with useful information to evaluate our core business operations because it excludes specific items that are not indicative of the Company’s ongoing operating results.







(q)


“Net cost (recovery) on legal settlements” reflects the net loss (gain) from litigation regarding insurance claims.







(r)


“Gain from terminated cash flow hedge" is the mark to market gain recognized in earnings when the hedged cash flows will no longer occur.







(s)


“Pension settlement charges, net of tax" reflects the net loss recognized in connection with the termination and settlement of the Company’s pension plans.







(t)


“Pro forma net income adjustments attributable to noncontrolling interests” are the proportionate share of pro forma items that are attributable to noncontrolling interests.







(u)


“Pro forma operating income (loss)” is defined as operating income (loss) adjusted for costs related to the merger with PotlatchDeltic, asset impairment charges, restructuring charges, costs related to disposition initiatives and Large Dispositions. Rayonier believes that this non-GAAP financial measure provides investors with useful information to evaluate our core business operations because it excludes specific items that are not indicative of the Company’s ongoing operating results.









 



F







 

View source version on businesswire.com: https://www.businesswire.com/news/home/20260210112322/en/
Investors/Media

Collin Mings

904-357-9100

investorrelations@rayonier.com


Original: Rayonier Reports Fourth Quarter 2025 Results