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 For the Three Months Ended June 30, 2019 Rayonier Inc. (Parent Issuer) Subsidiary Guarantors Non- guarantors Consolidating Adjustments Total Consolidated SALES — — $184,800 — $184,800 Costs and Expenses Cost of sales — — (140,454 ) — (140,454 ) Selling and general expenses — (5,660 ) (5,324 ) — (10,984 ) Other operating expense, net — (1,091 ) (878 ) — (1,969 ) — (6,751 ) (146,656 ) — (153,407 ) OPERATING (LOSS) INCOME — (6,751 ) 38,144 — 31,393 Interest expense (3,140 ) (4,769 ) (13 ) — (7,922 ) Interest and miscellaneous income (expense), net (457 ) 928 586 — 1,057 Equity in income from subsidiaries 22,349 33,071 — (55,420 ) — INCOME BEFORE INCOME TAXES 18,752 22,479 38,717 (55,420 ) 24,528 Income tax expense — (130 ) (3,478 ) — (3,608 ) NET INCOME 18,752 22,349 35,239 (55,420 ) 20,920 Less: Net income attributable to noncontrolling interest — — (2,168 ) — (2,168 ) NET INCOME ATTRIBUTABLE TO RAYONIER INC. 18,752 22,349 33,071 (55,420 ) 18,752 OTHER COMPREHENSIVE (LOSS) INCOME Foreign currency translation adjustment, net of income tax (4,305 ) — (5,604 ) 4,305 (5,604 ) Cash flow hedges, net of income tax (19,465 ) (19,284 ) (235 ) 19,465 (19,519 ) Amortization of pension and postretirement plans, net of income tax 112 112 — (112 ) 112 Total other comprehensive (loss) income (23,658 ) (19,172 ) (5,839 ) 23,658 (25,011 ) COMPREHENSIVE (LOSS) INCOME (4,906 ) 3,177 29,400 (31,762 ) (4,091 ) Less: Comprehensive income attributable to noncontrolling interest — — (815 ) — (815 ) COMPREHENSIVE INCOME ATTRIBUTABLE TO RAYONIER INC. ($4,906 ) $3,177 $28,585 ($31,762 ) ($4,906 ) CONDENSED CONSOLIDATING STATEMENTS OF INCOME AND COMPREHENSIVE INCOME For the Three Months Ended June 30, 2018 Rayonier Inc. (Parent Issuer) Subsidiary Guarantors Non- guarantors Consolidating Adjustments Total Consolidated SALES — — $245,906 — $245,906 Costs and Expenses Cost of sales — — (184,418 ) — (184,418 ) Selling and general expenses — (5,471 ) (6,031 ) — (11,502 ) Other operating (expense) income, net — (40 ) 1,699 — 1,659 — (5,511 ) (188,750 ) — (194,261 ) OPERATING (LOSS) INCOME — (5,511 ) 57,156 — 51,645 Interest expense (3,139 ) (4,900 ) (63 ) — (8,102 ) Interest and miscellaneous income (expense), net 2,734 746 (575 ) — 2,905 Equity in income from subsidiaries 36,663 46,419 — (83,082 ) — INCOME BEFORE INCOME TAXES 36,258 36,754 56,518 (83,082 ) 46,448 Income tax expense — (91 ) (7,019 ) — (7,110 ) NET INCOME 36,258 36,663 49,499 (83,082 ) 39,338 Less: Net income attributable to noncontrolling interest — — (3,080 ) — (3,080 ) NET INCOME ATTRIBUTABLE TO RAYONIER INC. 36,258 36,663 46,419 (83,082 ) 36,258 OTHER COMPREHENSIVE (LOSS) INCOME Foreign currency translation adjustment, net of income tax (22,856 ) 341 (30,101 ) 22,856 (29,760 ) Cash flow hedges, net of income tax 1,716 5,690 (5,161 ) (1,716 ) 529 Amortization of pension and postretirement plans, net of income tax 178 178 — (178 ) 178 Total other comprehensive (loss) income (20,962 ) 6,209 (35,262 ) 20,962 (29,053 ) COMPREHENSIVE INCOME 15,296 42,872 14,237 (62,120 ) 10,285 Less: Comprehensive loss attributable to noncontrolling interest — — 5,011 — 5,011 COMPREHENSIVE INCOME ATTRIBUTABLE TO RAYONIER INC. $15,296 $42,872 $19,248 ($62,120 ) $15,296 CONDENSED CONSOLIDATING STATEMENTS OF INCOME AND COMPREHENSIVE INCOME Six Months Ended June 30, 2019 Rayonier Inc. (Parent Issuer) Subsidiary Guarantors Non- guarantors Consolidating Adjustments Total Consolidated SALES — — $376,346 — $376,346 Costs and Expenses Cost of sales — — (283,705 ) — (283,705 ) Selling and general expenses — (10,503 ) (10,291 ) — (20,794 ) Other operating expense, net — (1,090 ) (844 ) — (1,934 ) — (11,593 ) (294,840 ) — (306,433 ) OPERATING (LOSS) INCOME — (11,593 ) 81,506 — 69,913 Interest expense (6,278 ) (9,316 ) (38 ) — (15,632 ) Interest and miscellaneous income (expense), net (913 ) 1,892 1,411 — 2,390 Equity in income from subsidiaries 50,737 70,501 — (121,238 ) — INCOME BEFORE INCOME TAXES 43,546 51,484 82,879 (121,238 ) 56,671 Income tax expense — (747 ) (7,211 ) — (7,958 ) NET INCOME 43,546 50,737 75,668 (121,238 ) 48,713 Less: Net income attributable to noncontrolling interest — — (5,167 ) — (5,167 ) NET INCOME ATTRIBUTABLE TO RAYONIER INC. 43,546 50,737 70,501 (121,238 ) 43,546 OTHER COMPREHENSIVE (LOSS) INCOME Foreign currency translation adjustment, net of income tax 374 (90 ) 520 (375 ) 429 Cash flow hedges, net of income tax (30,349 ) (30,832 ) 627 30,349 (30,205 ) Amortization of pension and postretirement plans, net of income tax 224 224 — (224 ) 224 Total other comprehensive (loss) income (29,751 ) (30,698 ) 1,147 29,750 (29,552 ) COMPREHENSIVE INCOME 13,795 20,039 76,815 (91,488 ) 19,161 Less: Comprehensive income attributable to noncontrolling interest — — (5,366 ) — (5,366 ) COMPREHENSIVE INCOME ATTRIBUTABLE TO RAYONIER INC. $13,795 $20,039 $71,449 ($91,488 ) $13,795 CONDENSED CONSOLIDATING STATEMENTS OF INCOME AND COMPREHENSIVE INCOME Six Months Ended June 30, 2018 Rayonier Inc. Subsidiary Guarantors Non- Consolidating Total Consolidated SALES — — $449,101 — $449,101 Costs and Expenses Cost of sales — — (322,906 ) — (322,906 ) Selling and general expenses — (9,859 ) (10,645 ) — (20,504 ) Other operating (expense) income, net (12 ) 595 2,446 — 3,029 (12 ) (9,264 ) (331,105 ) — (340,381 ) OPERATING (LOSS) INCOME (12 ) (9,264 ) 117,996 — 108,720 Interest expense (6,278 ) (9,555 ) (322 ) — (16,155 ) Interest and miscellaneous income (expense), net 5,362 1,511 (3,348 ) — 3,525 Equity in income from subsidiaries 77,725 95,246 — (172,971 ) — INCOME BEFORE INCOME TAXES 76,797 77,938 114,326 (172,971 ) 96,090 Income tax expense — (213 ) (13,834 ) — (14,047 ) NET INCOME 76,797 77,725 100,492 (172,971 ) 82,043 Less: Net income attributable to noncontrolling interest — — (5,246 ) — (5,246 ) NET INCOME ATTRIBUTABLE TO RAYONIER INC. 76,797 77,725 95,246 (172,971 ) 76,797 OTHER COMPREHENSIVE (LOSS) INCOME Foreign currency translation adjustment, net of income tax (15,252 ) 452 (20,524 ) 15,252 (20,072 ) Cash flow hedges, net of income tax 18,097 21,287 (4,144 ) (18,097 ) 17,143 Amortization of pension and postretirement plans, net of income tax 338 338 — (338 ) 338 Total other comprehensive (loss) income 3,183 22,077 (24,668 ) (3,183 ) (2,591 ) COMPREHENSIVE INCOME 79,980 99,802 75,824 (176,154 ) 79,452 Less: Comprehensive loss attributable to noncontrolling interest — — 528 — 528 COMPREHENSIVE INCOME ATTRIBUTABLE TO RAYONIER INC. $79,980 $99,802 $76,352 ($176,154 ) $79,980 CONDENSED CONSOLIDATING BALANCE SHEETS As of June 30, 2019 Rayonier Inc. (Parent Issuer) Subsidiary Guarantors Non- guarantors Consolidating Adjustments Total Consolidated ASSETS CURRENT ASSETS Cash and cash equivalents $84 $92,874 $37,998 — $130,956 Accounts receivable, less allowance for doubtful accounts — 1,919 43,012 — 44,931 Inventory — — 23,597 — 23,597 Prepaid expenses — 2,286 18,295 — 20,581 Other current assets — 97 593 — 690 Total current assets 84 97,176 123,495 — 220,755 TIMBER AND TIMBERLANDS, NET OF DEPLETION AND AMORTIZATION — — 2,392,389 — 2,392,389 HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT INVESTMENTS — — 77,072 — 77,072 NET PROPERTY, PLANT AND EQUIPMENT — 16,439 5,605 — 22,044 RESTRICTED CASH — — 3,754 — 3,754 RIGHT-OF-USE ASSETS — 35,291 68,725 — 104,016 INVESTMENT IN SUBSIDIARIES 1,771,540 3,009,380 — (4,780,920 ) — INTERCOMPANY RECEIVABLE 56,257 (644,161 ) 587,904 — — OTHER ASSETS 2 169 40,850 — 41,021 TOTAL ASSETS $1,827,883 $2,514,294 $3,299,794 ($4,780,920 ) $2,861,051 LIABILITIES AND SHAREHOLDERS’ EQUITY CURRENT LIABILITIES Accounts payable — $4,227 $20,717 — $24,944 Accrued taxes — 170 5,765 — 5,935 Accrued payroll and benefits — 3,123 2,328 — 5,451 Accrued interest 3,046 1,885 — — 4,931 Deferred revenue — — 19,798 — 19,798 Other current liabilities — 5,793 19,233 — 25,026 Total current liabilities 3,046 15,198 67,841 — 86,085 LONG-TERM DEBT, NET OF DEFERRED FINANCING COSTS 323,987 648,861 — — 972,848 PENSION AND OTHER POSTRETIREMENT BENEFITS — 30,067 (684 ) — 29,383 LONG-TERM LEASE LIABILITY — 30,130 63,619 — 93,749 OTHER NON-CURRENT LIABILITIES — 18,498 60,190 — 78,688 TOTAL RAYONIER INC. SHAREHOLDERS’ EQUITY 1,500,850 1,771,540 3,009,380 (4,780,920 ) 1,500,850 Noncontrolling interest — — 99,448 — 99,448 TOTAL SHAREHOLDERS’ EQUITY 1,500,850 1,771,540 3,108,828 (4,780,920 ) 1,600,298 TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $1,827,883 $2,514,294 $3,299,794 ($4,780,920 ) $2,861,051 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 Six Months Ended June 30, 2019 Rayonier Inc. (Parent Issuer) Subsidiary Guarantors Non- guarantors Consolidating Adjustments Total Consolidated CASH (USED FOR) PROVIDED BY OPERATING ACTIVITIES ($14,180 ) $25,406 $105,728 — $116,954 INVESTING ACTIVITIES Capital expenditures — — (29,505 ) — (29,505 ) Real estate development investments — — (999 ) — (999 ) Purchase of timberlands — — (26,396 ) — (26,396 ) Investment in subsidiaries — 832 — (832 ) — Other — (7,539 ) 3,651 — (3,888 ) CASH PROVIDED BY (USED FOR) INVESTING ACTIVITIES — (6,707 ) (53,249 ) (832 ) (60,788 ) FINANCING ACTIVITIES Dividends paid (69,798 ) (1,309 ) — (71,107 ) Proceeds from the issuance of common shares under incentive stock plan 774 — — — 774 Repurchase of common shares (4,241 ) — — — (4,241 ) Other — — 133 — 133 Distribution to minority shareholder — — (3,594 ) — (3,594 ) Intercompany distributions 87,168 (29,293 ) (58,707 ) 832 — CASH USED FOR FINANCING ACTIVITIES 13,903 (30,602 ) (62,168 ) 832 (78,035 ) EFFECT OF EXCHANGE RATE CHANGES ON CASH — — 125 — 125 CASH, CASH EQUIVALENTS AND RESTRICTED CASH Change in cash, cash equivalents and restricted cash (277 ) (11,903 ) (9,564 ) — (21,744 ) Balance, beginning of year 361 104,777 51,316 — 156,454 Balance, end of period $84 $92,874 $41,752 — $134,710 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS Six Months Ended June 30, 2018 Rayonier Inc. (Parent Issuer) Subsidiary Guarantors Non- guarantors Consolidating Adjustments Total Consolidated CASH (USED FOR) PROVIDED BY OPERATING ACTIVITIES ($7,491 ) $57,280 $131,794 — $181,583 INVESTING ACTIVITIES Capital expenditures — (58 ) (25,862 ) — (25,920 ) Real estate development investments — — (4,501 ) — (4,501 ) Purchase of timberlands — — (31,234 ) — (31,234 ) Investment in subsidiaries — 40,441 — (40,441 ) — Other — — 113 — 113 CASH PROVIDED BY (USED FOR) INVESTING ACTIVITIES — 40,383 (61,484 ) (40,441 ) (61,542 ) FINANCING ACTIVITIES Issuance of debt — — 1,014 — 1,014 Repayment of debt — (50,000 ) (4,389 ) — (54,389 ) Dividends paid (67,053 ) — — — (67,053 ) Proceeds from the issuance of common shares under incentive stock plan 7,824 — — — 7,824 Repurchase of common shares (2,966 ) — — — (2,966 ) Issuance of intercompany notes (9,000 ) — 9,000 — — Intercompany distributions 107,102 (60,741 ) (86,802 ) 40,441 — CASH PROVIDED BY (USED FOR) FINANCING ACTIVITIES 35,907 (110,741 ) (81,177 ) 40,441 (115,570 ) EFFECT OF EXCHANGE RATE CHANGES ON CASH — — (578 ) — (578 ) CASH, CASH EQUIVALENTS AND RESTRICTED CASH Change in cash, cash equivalents and restricted cash 28,416 (13,078 ) (11,445 ) — 3,893 Balance, beginning of year 48,564 25,042 98,750 — 172,356 Balance, end of period $76,980 $11,964 $87,305 — $176,249 |