CONSOLIDATING FINANCIAL STATEMENTS | CONSOLIDATING FINANCIAL STATEMENTS The condensed consolidating financial information below follows the same accounting policies as described in the consolidated financial statements, except for the use of the equity method of accounting to reflect ownership interests in wholly-owned subsidiaries, which are eliminated upon consolidation, and the allocation of certain expenses of Rayonier Inc. incurred for the benefit of its subsidiaries. In March 2012 , Rayonier Inc. issued $325 million of 3.75% Senior Notes due 2022 . In connection with these notes, the Company provides the following condensed consolidating financial information in accordance with SEC Regulation S-X Rule 3-10, Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or Being Registered . The subsidiary guarantors, Rayonier Operating Company LLC (“ROC”) and Rayonier TRS Holdings Inc., are wholly-owned by the parent company, Rayonier Inc. The notes are fully and unconditionally guaranteed on a joint and several basis by the guarantor subsidiaries. CONDENSED CONSOLIDATING STATEMENTS OF INCOME AND COMPREHENSIVE INCOME Three Months Ended March 31, 2019 Rayonier Inc. (Parent Issuer) Subsidiary Guarantors Non- guarantors Consolidating Adjustments Total Consolidated SALES — — $191,546 — $191,546 Costs and Expenses Cost of sales — — (143,251 ) — (143,251 ) Selling and general expenses — (4,843 ) (4,967 ) — (9,810 ) Other operating (loss) income, net — — 35 — 35 — (4,843 ) (148,183 ) — (153,026 ) OPERATING (LOSS) INCOME — (4,843 ) 43,363 — 38,520 Interest expense (3,138 ) (4,547 ) (25 ) — (7,710 ) Interest and miscellaneous income (expense), net (457 ) 964 825 — 1,332 Equity in income from subsidiaries 28,389 37,432 — (65,821 ) — INCOME BEFORE INCOME TAXES 24,794 29,006 44,163 (65,821 ) 32,142 Income tax expense — (617 ) (3,732 ) — (4,349 ) NET INCOME 24,794 28,389 40,431 (65,821 ) 27,793 Less: Net income attributable to noncontrolling interest — — (2,999 ) — (2,999 ) NET INCOME ATTRIBUTABLE TO RAYONIER INC. 24,794 28,389 37,432 (65,821 ) 24,794 OTHER COMPREHENSIVE INCOME (LOSS) Foreign currency translation adjustment, net of income tax 4,679 (90 ) 6,122 (4,678 ) 6,033 Cash flow hedges, net of income tax (10,884 ) (11,548 ) 862 10,884 (10,686 ) Amortization of pension and postretirement plans, net of income tax 112 112 — (112 ) 112 Total other comprehensive income (loss) (6,093 ) (11,526 ) 6,984 6,094 (4,541 ) COMPREHENSIVE INCOME 18,701 16,863 47,415 (59,727 ) 23,252 Less: Comprehensive loss attributable to noncontrolling interest — — (4,551 ) — (4,551 ) COMPREHENSIVE INCOME ATTRIBUTABLE TO RAYONIER INC. $18,701 $16,863 $42,864 ($59,727 ) $18,701 Three Months Ended March 31, 2018 Rayonier Inc. Subsidiary Guarantors Non- Consolidating Total Consolidated SALES — — $203,196 — $203,196 Costs and Expenses Cost of sales — — (138,488 ) — (138,488 ) Selling and general expenses — (4,389 ) (4,614 ) — (9,003 ) Other operating (loss) income, net (13 ) 635 747 — 1,369 (13 ) (3,754 ) (142,355 ) — (146,122 ) OPERATING (LOSS) INCOME (13 ) (3,754 ) 60,841 — 57,074 Interest expense (3,139 ) (4,653 ) (260 ) — (8,052 ) Interest and miscellaneous income (expense), net 2,628 765 (2,773 ) — 620 Equity in income from subsidiaries 41,063 48,828 — (89,891 ) — INCOME BEFORE INCOME TAXES 40,539 41,186 57,808 (89,891 ) 49,642 Income tax expense — (123 ) (6,813 ) — (6,936 ) NET INCOME 40,539 41,063 50,995 (89,891 ) 42,706 Less: Net income attributable to noncontrolling interest — — (2,167 ) — (2,167 ) NET INCOME ATTRIBUTABLE TO RAYONIER INC. 40,539 41,063 48,828 (89,891 ) 40,539 OTHER COMPREHENSIVE INCOME (LOSS) Foreign currency translation adjustment, net of income tax 7,606 111 9,577 (7,606 ) 9,688 Cash flow hedges, net of income tax 16,381 15,598 1,017 (16,381 ) 16,615 Amortization of pension and postretirement plans, net of income tax 159 159 — (159 ) 159 Total other comprehensive income (loss) 24,146 15,868 10,594 (24,146 ) 26,462 COMPREHENSIVE INCOME 64,685 56,931 61,589 (114,037 ) 69,168 Less: Comprehensive income attributable to noncontrolling interest — — (4,483 ) — (4,483 ) COMPREHENSIVE INCOME ATTRIBUTABLE TO RAYONIER INC. $64,685 $56,931 $57,106 ($114,037 ) $64,685 CONDENSED CONSOLIDATING BALANCE SHEETS As of March 31, 2019 Rayonier Inc. (Parent Issuer) Subsidiary Guarantors Non- guarantors Consolidating Adjustments Total Consolidated ASSETS CURRENT ASSETS Cash and cash equivalents $16,590 $98,805 $39,218 — $154,613 Accounts receivable, less allowance for doubtful accounts — 1,017 31,014 — 32,031 Inventory — — 26,221 — 26,221 Prepaid expenses — 1,130 16,153 — 17,283 Other current assets — 99 639 — 738 Total current assets 16,590 101,051 113,245 — 230,886 TIMBER AND TIMBERLANDS, NET OF DEPLETION AND AMORTIZATION — — 2,395,625 — 2,395,625 HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT INVESTMENTS — — 76,287 — 76,287 NET PROPERTY, PLANT AND EQUIPMENT — 16,690 5,851 — 22,541 RESTRICTED CASH — — 9,867 — 9,867 RIGHT OF USE ASSETS — 35,236 70,509 — 105,745 INVESTMENT IN SUBSIDIARIES 1,799,713 3,014,476 — (4,814,189 ) — INTERCOMPANY RECEIVABLE 56,251 (643,442 ) 587,191 — — OTHER ASSETS 2 10,030 33,227 — 43,259 TOTAL ASSETS $1,872,556 $2,534,041 $3,291,802 ($4,814,189 ) $2,884,210 LIABILITIES AND SHAREHOLDERS’ EQUITY CURRENT LIABILITIES Accounts payable — $4,403 $21,555 — $25,958 Accrued taxes — 64 3,964 — 4,028 Accrued payroll and benefits — 3,093 1,639 — 4,732 Accrued interest 6,094 2,012 — — 8,106 Deferred revenue — — 8,468 — 8,468 Other current liabilities — 5,765 21,285 — 27,050 Total current liabilities 6,094 15,337 56,911 — 78,342 LONG-TERM DEBT, NET OF DEFERRED FINANCING COSTS 323,895 648,812 — — 972,707 PENSION AND OTHER POSTRETIREMENT BENEFITS — 30,497 (685 ) — 29,812 LONG-TERM LEASE LIABILITY — 30,078 64,931 — 95,009 OTHER NON-CURRENT LIABILITIES — 9,604 57,536 — 67,140 INTERCOMPANY PAYABLE — — — — — TOTAL RAYONIER INC. SHAREHOLDERS’ EQUITY 1,542,567 1,799,713 3,014,476 (4,814,189 ) 1,542,567 Noncontrolling interest — — 98,633 — 98,633 TOTAL SHAREHOLDERS’ EQUITY 1,542,567 1,799,713 3,113,109 (4,814,189 ) 1,641,200 TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $1,872,556 $2,534,041 $3,291,802 ($4,814,189 ) $2,884,210 CONDENSED CONSOLIDATING BALANCE SHEETS As of December 31, 2018 Rayonier Inc. (Parent Issuer) Subsidiary Guarantors Non- guarantors Consolidating Adjustments Total Consolidated ASSETS CURRENT ASSETS Cash and cash equivalents $361 $104,777 $43,236 — $148,374 Accounts receivable, less allowance for doubtful accounts — 3,752 22,399 — 26,151 Inventory — — 15,703 — 15,703 Prepaid expenses — 977 16,039 — 17,016 Other current assets — 108 501 — 609 Total current assets 361 109,614 97,878 — 207,853 TIMBER AND TIMBERLANDS, NET OF DEPLETION AND AMORTIZATION — — 2,401,327 — 2,401,327 HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT INVESTMENTS — — 85,609 — 85,609 NET PROPERTY, PLANT AND EQUIPMENT — 16,940 5,811 — 22,751 RESTRICTED CASH — — 8,080 — 8,080 INVESTMENT IN SUBSIDIARIES 1,833,899 3,022,875 — (4,856,774 ) — INTERCOMPANY RECEIVABLE 49,461 (638,424 ) 588,963 — — OTHER ASSETS 2 19,244 35,800 — 55,046 TOTAL ASSETS $1,883,723 $2,530,249 $3,223,468 ($4,856,774 ) $2,780,666 LIABILITIES AND SHAREHOLDERS’ EQUITY CURRENT LIABILITIES Accounts payable — $1,616 $16,403 — $18,019 Accrued taxes — 8 3,170 — 3,178 Accrued payroll and benefits — 5,848 4,568 — 10,416 Accrued interest 3,047 1,960 — — 5,007 Deferred revenue — — 10,447 — 10,447 Other current liabilities — 216 16,258 — 16,474 Total current liabilities 3,047 9,648 50,846 — 63,541 LONG-TERM DEBT, NET OF DEFERRED FINANCING COSTS 323,803 648,764 — — 972,567 PENSION AND OTHER POSTRETIREMENT BENEFITS — 30,484 (684 ) — 29,800 OTHER NON-CURRENT LIABILITIES — 7,454 52,754 — 60,208 TOTAL RAYONIER INC. SHAREHOLDERS’ EQUITY 1,556,873 1,833,899 3,022,875 (4,856,774 ) 1,556,873 Noncontrolling interest — — 97,677 — 97,677 TOTAL SHAREHOLDERS’ EQUITY 1,556,873 1,833,899 3,120,552 (4,856,774 ) 1,654,550 TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $1,883,723 $2,530,249 $3,223,468 ($4,856,774 ) $2,780,666 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS Three Months Ended March 31, 2019 Rayonier Inc. (Parent Issuer) Subsidiary Guarantors Non- guarantors Consolidating Adjustments Total Consolidated CASH (USED FOR) PROVIDED BY OPERATING ACTIVITIES ($7,623 ) ($2,265 ) $80,805 — $70,917 INVESTING ACTIVITIES Capital expenditures — — (14,122 ) — (14,122 ) Real estate development investments — — (1,677 ) — (1,677 ) Purchase of timberlands — — (12,349 ) — (12,349 ) Investment in subsidiaries — 6,495 — (6,495 ) — Other — — 2,337 — 2,337 CASH PROVIDED BY (USED FOR) INVESTING ACTIVITIES — 6,495 (25,811 ) (6,495 ) (25,811 ) FINANCING ACTIVITIES Dividends paid (34,858 ) (19 ) — — (34,877 ) Proceeds from the issuance of common shares under incentive stock plan 597 — — — 597 Repurchase of common shares (33 ) — — (33 ) Other — — (16 ) — (16 ) Distribution to minority shareholder — — (3,594 ) — (3,594 ) Intercompany distributions 58,146 (10,183 ) (54,458 ) 6,495 — CASH USED FOR FINANCING ACTIVITIES 23,852 (10,202 ) (58,068 ) 6,495 (37,923 ) EFFECT OF EXCHANGE RATE CHANGES ON CASH — — 843 — 843 CASH, CASH EQUIVALENTS AND RESTRICTED CASH Change in cash, cash equivalents and restricted cash 16,229 (5,972 ) (2,231 ) — 8,026 Balance, beginning of year 361 104,777 51,316 — 156,454 Balance, end of period $16,590 $98,805 $49,085 — $164,480 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS For Three Months Ended March 31, 2018 Rayonier Inc. (Parent Issuer) Subsidiary Guarantors Non- guarantors Consolidating Adjustments Total Consolidated CASH (USED FOR) PROVIDED BY OPERATING ACTIVITIES ($701 ) $37,055 $41,881 — $78,235 INVESTING ACTIVITIES Capital expenditures — (35 ) (13,157 ) — (13,192 ) Real estate development investments — — (2,340 ) — (2,340 ) Purchase of timberlands — — (12 ) — (12 ) Investment in subsidiaries — 31,654 — (31,654 ) — Other — — (2,105 ) — (2,105 ) CASH PROVIDED BY (USED FOR) INVESTING ACTIVITIES — 31,619 (17,614 ) (31,654 ) (17,649 ) FINANCING ACTIVITIES Repayment of debt — (26,000 ) (3,375 ) — (29,375 ) Dividends paid (32,123 ) — — — (32,123 ) Proceeds from the issuance of common shares under incentive stock plan 5,455 — — — 5,455 Repurchase of common shares (18 ) — — — (18 ) Intercompany distributions 13,660 (49,065 ) 3,751 31,654 — CASH PROVIDED BY (USED FOR) FINANCING ACTIVITIES (13,026 ) (75,065 ) 376 31,654 (56,061 ) EFFECT OF EXCHANGE RATE CHANGES ON CASH — — 807 — 807 CASH, CASH EQUIVALENTS AND RESTRICTED CASH Change in cash, cash equivalents and restricted cash (13,727 ) (6,391 ) 25,450 — 5,332 Balance, beginning of year 48,564 25,042 98,750 — 172,356 Balance, end of period $34,837 $18,651 $124,200 — $177,688 |