Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2020 | Jul. 31, 2020 | |
Entity Addresses [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2020 | |
Document Transition Report | false | |
Entity Registrant Name | RAYONIER INC. | |
Entity Incorporation, State or Country Code | NC | |
Entity File Number | 1-6780 | |
Entity Tax Identification Number | 13-2607329 | |
Entity Address, Address Line One | 1 RAYONIER WAY | |
Entity Address, City or Town | WILDLIGHT | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 32097 | |
City Area Code | 904 | |
Local Phone Number | 357-9100 | |
Title of 12(b) Security | Common Shares, no par value, of Rayonier Inc. | |
Trading Symbol | RYN | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares/Units Outstanding | 136,512,112 | |
Entity Central Index key | 0000052827 | |
Current Fiscal year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Rayonier Limited Partnership | ||
Entity Addresses [Line Items] | ||
Entity Registrant Name | Rayonier, L.P. | |
Entity Incorporation, State or Country Code | DE | |
Entity File Number | 333-237246 | |
Entity Tax Identification Number | 91-1313292 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares/Units Outstanding | 4,446,153 | |
Entity Central Index key | 0001806931 | |
Current Fiscal year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
SALES | $ 195,630 | $ 184,800 | $ 454,760 | $ 376,346 |
Costs and Expenses | ||||
Cost of sales | (154,891) | (140,454) | (364,390) | (283,705) |
Selling and general expenses | (12,570) | (10,984) | (22,538) | (20,794) |
Other operating expense, net (Note 19) | (16,483) | (1,969) | (17,594) | (1,934) |
Costs and expenses | (183,944) | (153,407) | (404,522) | (306,433) |
OPERATING (LOSS) INCOME | 11,686 | 31,393 | 50,238 | 69,913 |
Interest expense | (9,820) | (7,922) | (18,036) | (15,632) |
Interest and other miscellaneous income, net | 1,579 | 1,057 | 1,370 | 2,390 |
INCOME BEFORE INCOME TAXES | 3,445 | 24,528 | 33,572 | 56,671 |
Income tax expense (Note 10) | (2,990) | (3,608) | (6,696) | (7,958) |
NET INCOME | 455 | 20,920 | 26,876 | 48,713 |
Less: Net income attributable to noncontrolling interest in the Operating Partnership | (219) | 0 | (219) | 0 |
Less: Net loss (income) attributable to noncontrolling interests in consolidated affiliates | 1,499 | (2,168) | 931 | (5,167) |
NET INCOME ATTRIBUTABLE TO RAYONIER INC / COMMON UNITHOLDERS | 1,735 | 18,752 | 27,588 | 43,546 |
OTHER COMPREHENSIVE INCOME (LOSS) | ||||
Foreign currency translation adjustment, net of income tax effect of $0, $0, $0, and $0 | 23,258 | (5,604) | (20,765) | 429 |
Cash flow hedges, net of income tax effect of $1,741, $91, $116 and $244 | (7,276) | (19,519) | (90,751) | (30,205) |
Amortization of pension and postretirement plans, net of income tax expense of $0, $0, $0 and $0 | 217 | 112 | 434 | 224 |
Total other comprehensive (loss) income | 16,199 | (25,011) | (111,082) | (29,552) |
COMPREHENSIVE INCOME (LOSS) | 16,654 | (4,091) | (84,206) | 19,161 |
Less: Comprehensive income attributable to noncontrolling interests in the Operating Partnership | (676) | 0 | (676) | 0 |
Less: Comprehensive (income) loss attributable to noncontrolling interests in consolidated affiliates | (4,917) | (815) | 5,743 | (5,366) |
Comprehensive INCOME (LOSS) ATTRIBUTABLE TO RAYONIER INC / COMMON UNITHLDERS | $ 11,061 | $ (4,906) | $ (79,139) | $ 13,795 |
EARNINGS PER COMMON SHARE / UNIT (NOTE 14) | ||||
Basic earnings per share attributable to Rayonier Inc (in dollars per share) | $ 0.01 | $ 0.14 | $ 0.21 | $ 0.34 |
Diluted earnings per share attributable to Rayonier Inc (in dollars per share) | $ 0.01 | $ 0.14 | $ 0.21 | $ 0.34 |
Rayonier Limited Partnership | ||||
SALES | $ 195,630 | $ 184,800 | $ 454,760 | $ 376,346 |
Costs and Expenses | ||||
Cost of sales | (154,891) | (140,454) | (364,390) | (283,705) |
Selling and general expenses | (12,570) | (10,984) | (22,538) | (20,794) |
Other operating expense, net (Note 19) | (16,483) | (1,969) | (17,594) | (1,934) |
Costs and expenses | (183,944) | (153,407) | (404,522) | (306,433) |
OPERATING (LOSS) INCOME | 11,686 | 31,393 | 50,238 | 69,913 |
Interest expense | (9,820) | (7,922) | (18,036) | (15,632) |
Interest and other miscellaneous income, net | 1,579 | 1,057 | 1,370 | 2,390 |
INCOME BEFORE INCOME TAXES | 3,445 | 24,528 | 33,572 | 56,671 |
Income tax expense (Note 10) | (2,990) | (3,608) | (6,696) | (7,958) |
NET INCOME | 455 | 20,920 | 26,876 | 48,713 |
Less: Net loss (income) attributable to noncontrolling interests in consolidated affiliates | 1,499 | (2,168) | 931 | (5,167) |
NET INCOME ATTRIBUTABLE TO RAYONIER INC / COMMON UNITHOLDERS | 1,954 | 18,752 | 27,807 | 43,546 |
OTHER COMPREHENSIVE INCOME (LOSS) | ||||
Foreign currency translation adjustment, net of income tax effect of $0, $0, $0, and $0 | 23,258 | (5,604) | (20,765) | 429 |
Cash flow hedges, net of income tax effect of $1,741, $91, $116 and $244 | (7,276) | (19,519) | (90,751) | (30,205) |
Amortization of pension and postretirement plans, net of income tax expense of $0, $0, $0 and $0 | 217 | 112 | 434 | 224 |
Total other comprehensive (loss) income | 16,199 | (25,011) | (111,082) | (29,552) |
COMPREHENSIVE INCOME (LOSS) | 16,654 | (4,091) | (84,206) | 19,161 |
Less: Comprehensive (income) loss attributable to noncontrolling interests in consolidated affiliates | (4,917) | (815) | 5,743 | (5,366) |
Comprehensive INCOME (LOSS) ATTRIBUTABLE TO RAYONIER INC / COMMON UNITHLDERS | $ 11,737 | $ (4,906) | $ (78,463) | $ 13,795 |
EARNINGS PER COMMON UNIT (NOTE 14) | ||||
Basic earnings per share attributable to Rayonier, L.P. (in dollars per unit) | $ 0.01 | $ 0.14 | $ 0.21 | $ 0.34 |
Diluted earnings per share attributable to Rayonier, L.P. (in dollars per unit) | $ 0.01 | $ 0.14 | $ 0.21 | $ 0.34 |
CONSOLIDATED STATEMENTS OF IN_2
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Foreign currency translation adjustment, tax expense | $ 0 | $ 0 | $ 0 | $ 0 |
Cash flow hedges, income tax (expense) benefit | 1,741 | 91 | 116 | 244 |
Amortization of pension and postretirement plans, tax expense | 0 | 0 | 0 | 0 |
Rayonier Limited Partnership | ||||
Foreign currency translation adjustment, tax expense | 0 | 0 | 0 | 0 |
Cash flow hedges, income tax (expense) benefit | 1,741 | 91 | 116 | 244 |
Amortization of pension and postretirement plans, tax expense | $ 0 | $ 0 | $ 0 | $ 0 |
CONSOLIDATED BALANCE SHEETS (Un
CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
CURRENT ASSETS | ||
Total cash and cash equivalents | $ 94,786 | $ 68,735 |
Accounts receivable, less allowance for doubtful accounts of $25 and $24 | 36,811 | 27,127 |
Inventory (Note 21) | 10,365 | 14,518 |
Prepaid expenses | 18,133 | 14,728 |
Other current assets | 1,135 | 867 |
Total current assets | 161,230 | 125,975 |
TIMBER AND TIMBERLANDS, NET OF DEPLETION AND AMORTIZATION | 3,332,067 | 2,482,047 |
HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT INVESTMENTS (NOTE 8) | 113,920 | 81,791 |
PROPERTY, PLANT AND EQUIPMENT | ||
Land | 5,566 | 4,131 |
Buildings | 29,153 | 23,095 |
Machinery and equipment | 4,753 | 4,339 |
Construction in progress | 382 | 348 |
Total property, plant and equipment, gross | 39,854 | 31,913 |
Less — accumulated depreciation | (10,444) | (9,662) |
Total property, plant and equipment, net | 29,410 | 22,251 |
RESTRICTED CASH (NOTE 22) | 475 | 1,233 |
RIGHT-OF-USE ASSETS (NOTE 4) | 96,710 | 99,942 |
OTHER ASSETS | 35,455 | 47,757 |
TOTAL ASSETS | 3,769,267 | 2,860,996 |
CURRENT LIABILITIES | ||
Accounts payable | 21,836 | 18,160 |
Accrued taxes | 6,444 | 3,032 |
Accrued payroll and benefits | 6,628 | 8,869 |
Accrued interest | 6,500 | 5,205 |
Deferred revenue | 18,434 | 11,440 |
Other current liabilities | 24,405 | 22,480 |
Total current liabilities | 109,289 | 151,186 |
LONG-TERM DEBT, NET OF DEFERRED FINANCING COSTS | 1,346,123 | |
PENSION AND OTHER POSTRETIREMENT BENEFITS (NOTE 17) | 23,767 | 25,311 |
LONG-TERM LEASE LIABILITY (NOTE 4) | 87,774 | 90,481 |
OTHER NON-CURRENT LIABILITIES | 178,136 | 83,247 |
COMMITMENTS AND CONTINGENCIES (NOTES 9 and 11) | ||
NONCONTROLLING INTERESTS IN THE OPERATING PARTNERSHIP/REDEEMABLE OPERATING PARTNERSHIP UNITS (NOTE 5) 4,446,153 and 0 Common Units outstanding, respectively | 110,220 | 0 |
SHAREHOLDERS’ EQUITY | ||
Common stock | 1,063,489 | 888,177 |
Retained earnings | 531,681 | 583,006 |
Accumulated other comprehensive loss (Note 23) | (137,929) | (31,202) |
TOTAL RAYONIER INC. SHAREHOLDERS’ EQUITY | 1,457,241 | 1,439,981 |
Noncontrolling interests in consolidated affiliates (Note 5) | 456,717 | 97,661 |
TOTAL SHAREHOLDERS’ EQUITY | 1,913,958 | 1,537,642 |
CAPITAL | ||
Accumulated other comprehensive loss (Note 23) | (137,929) | (31,202) |
TOTAL LIABILITIES, NONCONTROLLING INTERESTS IN THE OPERATING PARTNERSHIP AND SHAREHOLDERS’ EQUITY | 3,769,267 | 2,860,996 |
Excluding Timber Funds | ||
CURRENT ASSETS | ||
Total cash and cash equivalents | 87,813 | 68,735 |
CURRENT LIABILITIES | ||
Current maturities of long-term debt, excluding Timber Funds (Note 7) | 0 | 82,000 |
LONG-TERM DEBT, NET OF DEFERRED FINANCING COSTS | 1,310,506 | 973,129 |
Timber Funds | ||
CURRENT ASSETS | ||
Total cash and cash equivalents | 6,973 | 0 |
CURRENT LIABILITIES | ||
Current maturities of long-term debt, excluding Timber Funds (Note 7) | 25,042 | 0 |
LONG-TERM DEBT, NET OF DEFERRED FINANCING COSTS | 35,617 | 0 |
Rayonier Limited Partnership | ||
CURRENT ASSETS | ||
Total cash and cash equivalents | 94,786 | 68,735 |
Accounts receivable, less allowance for doubtful accounts of $25 and $24 | 36,811 | 27,127 |
Inventory (Note 21) | 10,365 | 14,518 |
Prepaid expenses | 18,133 | 14,728 |
Other current assets | 1,135 | 867 |
Total current assets | 161,230 | 125,975 |
TIMBER AND TIMBERLANDS, NET OF DEPLETION AND AMORTIZATION | 3,332,067 | 2,482,047 |
HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT INVESTMENTS (NOTE 8) | 113,920 | 81,791 |
PROPERTY, PLANT AND EQUIPMENT | ||
Land | 5,566 | 4,131 |
Buildings | 29,153 | 23,095 |
Machinery and equipment | 4,753 | 4,339 |
Construction in progress | 382 | 348 |
Total property, plant and equipment, gross | 39,854 | 31,913 |
Less — accumulated depreciation | (10,444) | (9,662) |
Total property, plant and equipment, net | 29,410 | 22,251 |
RESTRICTED CASH (NOTE 22) | 475 | 1,233 |
RIGHT-OF-USE ASSETS (NOTE 4) | 96,710 | 99,942 |
OTHER ASSETS | 35,455 | 47,757 |
TOTAL ASSETS | 3,769,267 | 2,860,996 |
CURRENT LIABILITIES | ||
Accounts payable | 21,836 | 18,160 |
Accrued taxes | 6,444 | 3,032 |
Accrued payroll and benefits | 6,628 | 8,869 |
Accrued interest | 6,500 | 5,205 |
Deferred revenue | 18,434 | 11,440 |
Other current liabilities | 24,405 | 22,480 |
Total current liabilities | 109,289 | 151,186 |
PENSION AND OTHER POSTRETIREMENT BENEFITS (NOTE 17) | 23,767 | 25,311 |
LONG-TERM LEASE LIABILITY (NOTE 4) | 87,774 | 90,481 |
OTHER NON-CURRENT LIABILITIES | 178,136 | 83,247 |
NONCONTROLLING INTERESTS IN THE OPERATING PARTNERSHIP/REDEEMABLE OPERATING PARTNERSHIP UNITS (NOTE 5) 4,446,153 and 0 Common Units outstanding, respectively | 110,220 | 0 |
SHAREHOLDERS’ EQUITY | ||
Accumulated other comprehensive loss (Note 23) | (137,472) | (31,202) |
CAPITAL | ||
General partners’ capital | 15,947 | 14,712 |
Limited partners’ capital | 1,578,766 | 1,456,471 |
Accumulated other comprehensive loss (Note 23) | (137,472) | (31,202) |
TOTAL RAYONIER INC. SHAREHOLDERS’ EQUITY | 1,457,241 | 1,439,981 |
Noncontrolling interests in consolidated affiliates (Note 5) | 456,717 | 97,661 |
TOTAL CAPITAL | 1,913,958 | 1,537,642 |
TOTAL LIABILITIES, NONCONTROLLING INTERESTS IN THE OPERATING PARTNERSHIP AND SHAREHOLDERS’ EQUITY | 3,769,267 | 2,860,996 |
Rayonier Limited Partnership | Excluding Timber Funds | ||
CURRENT ASSETS | ||
Total cash and cash equivalents | 87,813 | 68,735 |
CURRENT LIABILITIES | ||
Current maturities of long-term debt, excluding Timber Funds (Note 7) | 0 | 82,000 |
LONG-TERM DEBT, NET OF DEFERRED FINANCING COSTS | 1,310,506 | 973,129 |
Rayonier Limited Partnership | Timber Funds | ||
CURRENT ASSETS | ||
Total cash and cash equivalents | 6,973 | 0 |
CURRENT LIABILITIES | ||
Current maturities of long-term debt, excluding Timber Funds (Note 7) | 25,042 | 0 |
LONG-TERM DEBT, NET OF DEFERRED FINANCING COSTS | $ 35,617 | $ 0 |
CONSOLIDATED BALANCE SHEETS (_2
CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
CURRENT ASSETS | ||
Allowance for doubtful accounts | $ 25 | $ 24 |
SHAREHOLDERS’ EQUITY | ||
Common shares, shares authorized (in shares) | 480,000,000 | 480,000,000 |
Common shares, shares issued (in shares) | 136,512,112 | 136,512,112 |
Common shares, shares outstanding (in shares) | 129,331,069 | 129,331,069 |
Rayonier Limited Partnership | ||
CURRENT ASSETS | ||
Allowance for doubtful accounts | $ 25 | $ 24 |
Common units outstanding (in shares) | 4,446,153 | 0 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (Unaudited) - USD ($) $ in Thousands | Total | Rayonier Limited Partnership | Rayonier Limited PartnershipAccumulated Other Comprehensive Loss | Rayonier Limited PartnershipNoncontrolling Interests in Consolidated Affiliates | Rayonier Limited PartnershipGeneral Partners’ CapitalCommon Units | Rayonier Limited PartnershipLimited Partners’ CapitalCommon Units | Common Shares | Retained Earnings | Accumulated Other Comprehensive Loss | Noncontrolling Interests in Consolidated Affiliates | |
Beginning balance (in shares) at Dec. 31, 2018 | 129,488,675 | ||||||||||
Beginning balance at Dec. 31, 2018 | $ 1,654,550 | $ 884,263 | $ 672,371 | $ 239 | $ 97,677 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income (loss) | 27,793 | 24,794 | 2,999 | ||||||||
Dividends ($0.27 per share) | (35,049) | (35,049) | |||||||||
Issuance of shares under incentive stock plans (in shares) | 26,031 | ||||||||||
Issuance of shares under incentive stock plans | 597 | $ 597 | |||||||||
Stock-based compensation | 1,477 | $ 1,477 | |||||||||
Amortization of pension and postretirement plan liabilities | 112 | $ 112 | $ 112 | 112 | |||||||
Foreign currency translation adjustment | 6,033 | 6,033 | 4,680 | $ 1,353 | 4,680 | 1,353 | |||||
Cash flow hedges | (10,686) | (10,686) | (10,884) | 198 | (10,884) | 198 | |||||
Repurchase of common shares (in shares) | (1,140) | ||||||||||
Repurchase of common shares made under repurchase program | (33) | $ (33) | |||||||||
Distributions to noncontrolling interests in consolidated affiliates | (3,594) | (3,594) | |||||||||
Ending balance (in shares) at Mar. 31, 2019 | 129,513,566 | ||||||||||
Ending balance at Mar. 31, 2019 | 1,641,200 | $ 886,304 | 662,116 | (5,853) | 98,633 | ||||||
Beginning balance at Dec. 31, 2018 | 1,654,550 | 239 | 97,677 | $ 15,566 | $ 1,541,068 | ||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||
Distributions on common units ($0.27 per common unit) | (35,049) | (351) | (34,698) | ||||||||
Issuance of common units under incentive stock plans | 597 | 6 | 591 | ||||||||
Stock-based compensation | 1,477 | 15 | 1,462 | ||||||||
Repurchase of common units made under repurchase program | (33) | 33 | |||||||||
Net income (loss) | 27,793 | 2,999 | 248 | 24,546 | |||||||
Amortization of pension and postretirement plan liabilities | 112 | 112 | 112 | 112 | |||||||
Foreign currency translation adjustment | 6,033 | 6,033 | 4,680 | 1,353 | 4,680 | 1,353 | |||||
Cash flow hedges | (10,686) | (10,686) | (10,884) | 198 | (10,884) | 198 | |||||
Distributions to noncontrolling interests in consolidated affiliates | (3,594) | (3,594) | |||||||||
Ending balance at Mar. 31, 2019 | 1,641,200 | (5,853) | 98,633 | 15,484 | 1,532,936 | ||||||
Beginning balance (in shares) at Dec. 31, 2018 | 129,488,675 | ||||||||||
Beginning balance at Dec. 31, 2018 | 1,654,550 | $ 884,263 | 672,371 | 239 | 97,677 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income attributable to noncontrolling interest in the Operating Partnership | 0 | ||||||||||
Amortization of pension and postretirement plan liabilities | 224 | 224 | |||||||||
Foreign currency translation adjustment | 429 | 429 | |||||||||
Ending balance (in shares) at Jun. 30, 2019 | 129,629,716 | ||||||||||
Ending balance at Jun. 30, 2019 | 1,600,298 | $ 884,618 | 645,743 | (29,511) | 99,448 | ||||||
Beginning balance at Dec. 31, 2018 | 1,654,550 | 239 | 97,677 | 15,566 | 1,541,068 | ||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||
Net income (loss) | 48,713 | 48,713 | |||||||||
Amortization of pension and postretirement plan liabilities | 224 | 224 | |||||||||
Foreign currency translation adjustment | 429 | 429 | |||||||||
Ending balance at Jun. 30, 2019 | 1,600,298 | (29,511) | 99,448 | 15,304 | 1,515,057 | ||||||
Beginning balance (in shares) at Mar. 31, 2019 | 129,513,566 | ||||||||||
Beginning balance at Mar. 31, 2019 | 1,641,200 | $ 886,304 | 662,116 | (5,853) | 98,633 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income (loss) | 20,920 | 18,752 | 2,168 | ||||||||
Net income attributable to noncontrolling interest in the Operating Partnership | 0 | ||||||||||
Dividends ($0.27 per share) | (35,125) | (35,125) | |||||||||
Issuance of shares under incentive stock plans (in shares) | 250,344 | ||||||||||
Issuance of shares under incentive stock plans | 177 | $ 177 | |||||||||
Stock-based compensation | 2,344 | $ 2,344 | |||||||||
Amortization of pension and postretirement plan liabilities | 112 | 112 | 112 | 112 | |||||||
Foreign currency translation adjustment | (5,604) | (5,604) | (4,305) | (1,299) | (4,305) | (1,299) | |||||
Cash flow hedges | (19,519) | (19,519) | (19,465) | (54) | (19,465) | (54) | |||||
Repurchase of common shares (in shares) | (134,194) | ||||||||||
Repurchase of common shares made under repurchase program | (4,207) | $ (4,207) | |||||||||
Ending balance (in shares) at Jun. 30, 2019 | 129,629,716 | ||||||||||
Ending balance at Jun. 30, 2019 | 1,600,298 | $ 884,618 | 645,743 | (29,511) | 99,448 | ||||||
Beginning balance at Mar. 31, 2019 | 1,641,200 | (5,853) | 98,633 | 15,484 | 1,532,936 | ||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||
Distributions on common units ($0.27 per common unit) | (35,125) | (351) | (34,774) | ||||||||
Issuance of common units under incentive stock plans | 177 | 2 | 175 | ||||||||
Stock-based compensation | 2,344 | 23 | 2,321 | ||||||||
Repurchase of common units made under repurchase program | (4,207) | (42) | (4,165) | ||||||||
Net income (loss) | 20,920 | 20,920 | 2,168 | 188 | 18,564 | ||||||
Amortization of pension and postretirement plan liabilities | 112 | 112 | 112 | 112 | |||||||
Foreign currency translation adjustment | (5,604) | (5,604) | (4,305) | (1,299) | (4,305) | (1,299) | |||||
Cash flow hedges | (19,519) | (19,519) | (19,465) | (54) | (19,465) | (54) | |||||
Ending balance at Jun. 30, 2019 | 1,600,298 | (29,511) | 99,448 | 15,304 | 1,515,057 | ||||||
Beginning balance (in shares) at Dec. 31, 2019 | 129,331,069 | ||||||||||
Beginning balance at Dec. 31, 2019 | 1,537,642 | $ 888,177 | 583,006 | (31,202) | 97,661 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income (loss) | 26,421 | 25,854 | 567 | ||||||||
Dividends ($0.27 per share) | (34,813) | (34,813) | |||||||||
Issuance of shares under incentive stock plans (in shares) | 2,407 | ||||||||||
Issuance of shares under incentive stock plans | 66 | $ 66 | |||||||||
Stock-based compensation | 1,510 | $ 1,510 | |||||||||
Amortization of pension and postretirement plan liabilities | 217 | 217 | 217 | 217 | |||||||
Foreign currency translation adjustment | (44,023) | (44,023) | (33,894) | (10,129) | (33,894) | (10,129) | |||||
Cash flow hedges | (83,475) | (83,475) | (82,376) | (1,099) | (82,376) | (1,099) | |||||
Repurchase of common shares (in shares) | (152,237) | ||||||||||
Repurchase of common shares made under repurchase program | (3,152) | (3,152) | |||||||||
Distributions to noncontrolling interests in consolidated affiliates | (725) | (725) | |||||||||
Ending balance (in shares) at Mar. 31, 2020 | 129,181,239 | ||||||||||
Ending balance at Mar. 31, 2020 | 1,399,668 | $ 889,753 | 570,895 | (147,255) | 86,275 | ||||||
Beginning balance at Dec. 31, 2019 | 1,537,642 | (31,202) | 97,661 | 14,712 | 1,456,471 | ||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||
Distributions on common units ($0.27 per common unit) | (34,813) | (349) | (34,464) | ||||||||
Issuance of common units under incentive stock plans | 66 | 1 | 65 | ||||||||
Stock-based compensation | 1,510 | 15 | 1,495 | ||||||||
Repurchase of common units made under repurchase program | (3,152) | (32) | (3,120) | ||||||||
Net income (loss) | 26,421 | 567 | 259 | 25,595 | |||||||
Amortization of pension and postretirement plan liabilities | 217 | 217 | 217 | 217 | |||||||
Foreign currency translation adjustment | (44,023) | (44,023) | (33,894) | (10,129) | (33,894) | (10,129) | |||||
Cash flow hedges | (83,475) | (83,475) | (82,376) | (1,099) | (82,376) | (1,099) | |||||
Distributions to noncontrolling interests in consolidated affiliates | (725) | (725) | |||||||||
Ending balance at Mar. 31, 2020 | 1,399,668 | (147,255) | 86,275 | 14,606 | 1,446,042 | ||||||
Beginning balance (in shares) at Dec. 31, 2019 | 129,331,069 | ||||||||||
Beginning balance at Dec. 31, 2019 | 1,537,642 | $ 888,177 | 583,006 | (31,202) | 97,661 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income attributable to noncontrolling interest in the Operating Partnership | (219) | ||||||||||
Amortization of pension and postretirement plan liabilities | 434 | 434 | |||||||||
Foreign currency translation adjustment | (20,765) | (20,765) | |||||||||
Ending balance (in shares) at Jun. 30, 2020 | 136,512,112 | ||||||||||
Ending balance at Jun. 30, 2020 | 1,913,958 | $ 1,063,489 | 531,681 | (137,929) | 456,717 | ||||||
Beginning balance at Dec. 31, 2019 | 1,537,642 | (31,202) | 97,661 | 14,712 | 1,456,471 | ||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||
Net income (loss) | 26,876 | 26,876 | |||||||||
Amortization of pension and postretirement plan liabilities | 434 | 434 | |||||||||
Foreign currency translation adjustment | (20,765) | (20,765) | |||||||||
Ending balance at Jun. 30, 2020 | 1,913,958 | (137,472) | 456,717 | 15,947 | 1,578,766 | ||||||
Beginning balance (in shares) at Mar. 31, 2020 | 129,181,239 | ||||||||||
Beginning balance at Mar. 31, 2020 | 1,399,668 | $ 889,753 | 570,895 | (147,255) | 86,275 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Issuances of shares associated with the merger with Pope Resources (in shares) | 7,181,071 | ||||||||||
Issuances of shares associated with the merger with Pope Resources | 172,418 | $ 172,418 | |||||||||
Net income (loss) | 455 | 1,954 | (1,499) | ||||||||
Net income attributable to noncontrolling interest in the Operating Partnership | (219) | (219) | |||||||||
Dividends ($0.27 per share) | [1] | (36,957) | (36,957) | ||||||||
Issuance of shares under incentive stock plans (in shares) | 215,970 | ||||||||||
Issuance of shares under incentive stock plans | 222 | $ 222 | |||||||||
Stock-based compensation | 2,668 | $ 2,668 | |||||||||
Amortization of pension and postretirement plan liabilities | 217 | 217 | 217 | 217 | |||||||
Foreign currency translation adjustment | 23,258 | 23,258 | 17,872 | 5,386 | 17,872 | 5,386 | |||||
Cash flow hedges | (7,276) | (7,276) | (8,306) | 1,030 | (8,306) | 1,030 | |||||
Repurchase of common shares (in shares) | (66,168) | ||||||||||
Repurchase of common shares made under repurchase program | (1,572) | $ (1,572) | |||||||||
Adjustment of noncontrolling interest in the Operating Partnership | (3,992) | (3,992) | |||||||||
Acquisition of noncontrolling interests in consolidated affiliates | 372,381 | 372,381 | 372,381 | ||||||||
Allocation of other comprehensive income to noncontrolling interests in the Operating Partnership | (457) | (457) | |||||||||
Distributions to noncontrolling interests in consolidated affiliates | (6,856) | (6,856) | |||||||||
Ending balance (in shares) at Jun. 30, 2020 | 136,512,112 | ||||||||||
Ending balance at Jun. 30, 2020 | 1,913,958 | $ 1,063,489 | $ 531,681 | (137,929) | 456,717 | ||||||
Beginning balance at Mar. 31, 2020 | 1,399,668 | (147,255) | 86,275 | 14,606 | 1,446,042 | ||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||
Distributions on common units ($0.27 per common unit) | (38,157) | (382) | (37,775) | ||||||||
Issuance of common units under incentive stock plans | 222 | 2 | 220 | ||||||||
Stock-based compensation | 2,668 | 27 | 2,641 | ||||||||
Repurchase of common units made under repurchase program | (1,572) | (15) | (1,557) | ||||||||
Issuance of common units associated with the merger with Pope Resources | 172,418 | 1,724 | 170,694 | ||||||||
Partners' Capital Account, Adjustment Of Redeemable Common Units | (3,468) | (35) | (3,433) | ||||||||
Net income (loss) | 455 | 455 | (1,499) | 20 | 1,934 | ||||||
Acquisition of noncontrolling interests in consolidated affiliates | 372,381 | 372,381 | 372,381 | ||||||||
Amortization of pension and postretirement plan liabilities | 217 | 217 | 217 | 217 | |||||||
Foreign currency translation adjustment | 23,258 | 23,258 | 17,872 | 5,386 | 17,872 | 5,386 | |||||
Cash flow hedges | $ (7,276) | (7,276) | (8,306) | 1,030 | $ (8,306) | $ 1,030 | |||||
Distributions to noncontrolling interests in consolidated affiliates | (6,856) | (6,856) | |||||||||
Ending balance at Jun. 30, 2020 | $ 1,913,958 | $ (137,472) | $ 456,717 | $ 15,947 | $ 1,578,766 | ||||||
[1] | For information regarding distributions to noncontrolling interests in the Operating Partnership, see the Rayonier Inc. Consolidated Statement s of Cas h F lows and Note 5 — Non controlling Interests . |
CONSOLIDATED STATEMENTS OF CH_2
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (Unaudited) (Parenthetical) - $ / shares | 3 Months Ended | |||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | |
Dividends declared (in dollars per share) | $ 0.27 | $ 0.27 | $ 0.27 | $ 0.27 |
Rayonier Limited Partnership | ||||
Distributions declared (in dollars per unit) | $ 0.27 | $ 0.27 | $ 0.27 | $ 0.27 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | ||
OPERATING ACTIVITIES | |||
Net income | $ 26,876 | $ 48,713 | |
Adjustments to reconcile net income to cash provided by operating activities: | |||
Depreciation, depletion and amortization | 76,195 | 64,093 | |
Non-cash cost of land and improved development | 13,441 | 5,647 | |
Stock-based incentive compensation expense | 4,178 | 3,821 | |
Deferred income taxes | 9,225 | 7,257 | |
Amortization of losses from pension and postretirement plans | 435 | 224 | |
Gain on sale of large disposition of timberlands | (28,655) | 0 | |
Other | (10,632) | 987 | |
Changes in operating assets and liabilities, net of effects of merger with Pope Resources: | |||
Receivables | (7,604) | (21,031) | |
Inventories | (3,714) | (994) | |
Accounts payable | 4,895 | 5,558 | |
All other operating activities | (2,040) | 2,679 | |
CASH PROVIDED BY OPERATING ACTIVITIES | 82,600 | 116,954 | |
INVESTING ACTIVITIES | |||
Capital expenditures | (29,440) | (29,505) | |
Real estate development investments | (3,587) | (999) | |
Purchase of timberlands | (24,238) | (26,396) | |
Net proceeds from large disposition of timberlands | 115,666 | 0 | |
Net cash consideration for merger with Pope Resources | (231,068) | 0 | |
Other | 1,880 | (3,888) | |
CASH USED FOR INVESTING ACTIVITIES | (170,787) | (60,788) | |
FINANCING ACTIVITIES | |||
Issuance of debt | 320,000 | 0 | |
Repayment of debt | (117,000) | 0 | |
Dividends paid on common stock | (72,204) | (71,107) | |
Distributions to noncontrolling interests in the Operating Partnership | (1,200) | 0 | |
Proceeds from the issuance of common shares under incentive stock plan | 66 | 774 | |
Repurchase of common shares | (1,572) | (4,241) | |
Debt issuance costs | (2,427) | 0 | |
Repurchase of common shares made under repurchase program | (3,152) | 0 | |
Distributions to noncontrolling interest in consolidated affiliates | (7,581) | (3,594) | |
Other | 0 | 133 | |
CASH PROVIDED BY (USED FOR) FINANCING ACTIVITIES | 114,930 | (78,035) | |
EFFECT OF EXCHANGE RATE CHANGES ON CASH | (1,450) | 125 | |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH | |||
Change in cash, cash equivalents and restricted cash | 25,293 | (21,744) | |
Balance, beginning of year | 69,968 | 156,454 | |
Balance, end of period | 95,261 | 134,710 | |
Cash paid during the period: | |||
Interest | [1] | 16,134 | 14,377 |
Income taxes | 1,083 | 705 | |
Non-cash investing activity: | |||
Capital assets purchased on account | 2,217 | 3,407 | |
Non-cash financing activity: | |||
Equity consideration for merger with Pope Resources | 172,640 | 0 | |
Redeemable Common Unit consideration for merger with Pope Resources | 106,752 | 0 | |
Rayonier Limited Partnership | |||
OPERATING ACTIVITIES | |||
Net income | 26,876 | 48,713 | |
Adjustments to reconcile net income to cash provided by operating activities: | |||
Depreciation, depletion and amortization | 76,195 | 64,093 | |
Non-cash cost of land and improved development | 13,441 | 5,647 | |
Stock-based incentive compensation expense | 4,178 | 3,821 | |
Deferred income taxes | 9,225 | 7,257 | |
Amortization of losses from pension and postretirement plans | 435 | 224 | |
Gain on sale of large disposition of timberlands | (28,655) | 0 | |
Other | (10,632) | 987 | |
Changes in operating assets and liabilities, net of effects of merger with Pope Resources: | |||
Receivables | (7,604) | (21,031) | |
Inventories | (3,714) | (994) | |
Accounts payable | 4,895 | 5,558 | |
All other operating activities | (2,040) | 2,679 | |
CASH PROVIDED BY OPERATING ACTIVITIES | 82,600 | 116,954 | |
INVESTING ACTIVITIES | |||
Capital expenditures | (29,440) | (29,505) | |
Real estate development investments | (3,587) | (999) | |
Purchase of timberlands | (24,238) | (26,396) | |
Net proceeds from large disposition of timberlands | 115,666 | 0 | |
Net cash consideration for merger with Pope Resources | (231,068) | 0 | |
Other | 1,880 | (3,888) | |
CASH USED FOR INVESTING ACTIVITIES | (170,787) | (60,788) | |
FINANCING ACTIVITIES | |||
Issuance of debt | 320,000 | 0 | |
Repayment of debt | (117,000) | 0 | |
Distribution on common units | (73,404) | (71,107) | |
Proceeds from the issuance of common units under incentive stock plan | 66 | 774 | |
Repurchase of common units | (1,572) | (4,241) | |
Debt issuance costs | (2,427) | 0 | |
Repurchase of common shares made under repurchase program | (3,152) | 0 | |
Distributions to noncontrolling interest in consolidated affiliates | (7,581) | (3,594) | |
Other | 0 | 133 | |
CASH PROVIDED BY (USED FOR) FINANCING ACTIVITIES | 114,930 | (78,035) | |
EFFECT OF EXCHANGE RATE CHANGES ON CASH | (1,450) | 125 | |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH | |||
Change in cash, cash equivalents and restricted cash | 25,293 | (21,744) | |
Balance, beginning of year | 69,968 | 156,454 | |
Balance, end of period | 95,261 | 134,710 | |
Cash paid during the period: | |||
Interest | [2] | 16,134 | 14,377 |
Income taxes | 1,083 | 705 | |
Non-cash investing activity: | |||
Capital assets purchased on account | 2,217 | 3,407 | |
Non-cash financing activity: | |||
Redeemable Common Unit consideration for merger with Pope Resources | 106,752 | 0 | |
Common unit consideration for merger with Pope Resources | $ 172,640 | $ 0 | |
[1] | Interest paid is presented net of patronage paymen ts received of $4.3 million an d $4.0 million for the six months ended June 30, 2020 and June 30, 2019, respectively. For additional information on patronage payments, see Note 6 — Debt in the 2019 Form 10-K. | ||
[2] | Interest paid is presented net of patronage paymen ts received of $4.3 million an d $4.0 million for the six months ended June 30, 2020 and June 30, 2019, respectively. For additional information on patronage payments, see Note 6 — Debt in the 2019 Form 10-K. |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Patronage refunds received, netted with interest paid | $ 4.3 | $ 4 |
Rayonier Limited Partnership | ||
Patronage refunds received, netted with interest paid | $ 4.3 | $ 4 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION The unaudited consolidated financial statements and notes thereto of Rayonier Inc. and its subsidiaries and Rayonier, L.P. have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”). The Rayonier Inc. year-end balance sheet information was derived from audited financial statements not included herein. In the opinion of management, these financial statements and notes reflect any adjustments (all of which are normal recurring adjustments) necessary for a fair presentation of the results of operations, financial position and cash flows for the periods presented. These statements and notes should be read in conjunction with the financial statements and supplementary data included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, as filed with the SEC (the “2019 Form 10-K”). On May 7, 2020, Rayonier Inc. contributed its 100% ownership interest in Rayonier Operating Company LLC (the “Contribution”) to Rayonier, L.P. As a result of the Contribution, which constituted the transfer of all or substantially all of Rayonier’s assets under the terms of the Indenture, dated March 5, 2012 (as supplemented and amended from time to time, the “Indenture”), between Rayonier, as issuer, the subsidiary guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee, Rayonier, L.P. expressly assumed all the obligations of Rayonier under the Indenture, including obligations with respect to the outstanding $325 million in aggregate principal amount of 3.750% Senior Notes due 2022 (the “2022 Notes”) issued thereunder. On May 7, 2020, Rayonier, Rayonier, L.P., the subsidiary guarantors party thereto and the Trustee entered into the Third Supplemental Indenture, pursuant to which (1) Rayonier, L.P. succeeded to and became substituted for the Company under the Indenture and 2022 Notes and expressly assumed all the obligations of the Company under the Indenture, including obligations with respect to the 2022 Notes, and (2) Rayonier agreed to irrevocably, fully and unconditionally guarantee, jointly and severally, the obligations of Rayonier, L.P. under Indenture, including the 2022 Notes. On May 8, 2020, Rayonier, L.P. acquired Pope Resources and became the general partner of Pope Resources. The acquisition occurred pursuant to a series of mergers (the “Mergers”) provided for in Agreement and Plan of Merger, dated as of January 14, 2020, as amended by Amendment No. 1, dated as of April 1, 2020 (as amended, the “Merger Agreement”), by and among Rayonier Inc., Rayonier, L.P., Rayonier Operating Company LLC, Rayonier Operating Company Holdings, LLC, Pacific GP Merger Sub I, LLC, Pacific GP Merger Sub II, LLC, Pacific LP Merger Sub III, LLC, Pope Resources, Pope EGP, Inc. and Pope MGP, Inc. As of June 30, 2020, the Company owned a 96.8% interest in the Operating Partnership, with the remaining 3.2% interest owned by limited partners of the Operating Partnership. As the sole general partner of the Operating Partnership, Rayonier Inc. has exclusive control of the day-to-day management of the Operating Partnership. The Rayonier, L.P. year-end balance sheet information was derived from the separate historical unaudited financial statements of Rayonier Operating Company LLC not included herein. In the opinion of management, these financial statements and notes reflect any adjustments (all of which are normal recurring adjustments) necessary for a fair presentation of the results of operations, financial position and cash flows for the periods presented. These statements and notes should be read in conjunction with the audited consolidated financial statements as of and for the years ended December 31, 2019, 2018 and 2017 included in Exhibit 99.4 of the Operating Partnership’s Amendment No. 1 to the Current Report on Form 8-K filed with the SEC on July 17, 2020. The Contribution was accounted for as a change in reporting entity between entities under common control in accordance with ASC 250-10-45-21. A change in reporting entity requires retrospective application for all periods as if the Contribution had been in effect since inception of common control. As a result, the unaudited consolidated financial statements and notes thereto for Rayonier, L.P. in this combined report have been prepared as if the change in reporting entity occurred on January 1, 2019. The effect of the change in reporting entity on Rayonier L.P.’s operating income, net income attributable to Rayonier, L.P. and per unit amounts for the three and six months ended June 30, 2020 and 2019, are presented below (in thousands, except per unit amounts): Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Operating income — — — — Net income attributable to Rayonier, L.P. (a) ($3,596) ($3,596) ($7,192) ($7,192) Basic earnings per unit attributable to Rayonier, L.P. ($0.03) ($0.03) ($0.05) ($0.06) Diluted earnings per unit attributable to Rayonier, L.P. ($0.03) ($0.03) ($0.05) ($0.06) (a) The effect of the change in net income attributable to Rayonier, L.P. is due to the interest expense and guarantee fees associated with the 2022 Notes. SUMMARY OF UPDATES TO SIGNIFICANT ACCOUNTING POLICIES REDEEMABLE COMMON UNITS Limited partners holding common units other than the Company (“Redeemable Common Units”) have the right to put any and all of the common units to the Operating Partnership in exchange for Rayonier registered common shares, on a one-for-one basis, or cash, at Rayonier’s option. Consequently, these Redeemable Common Units are classified outside of permanent partners’ capital in the Operating Partnership's accompanying balance sheets. The recorded value of the Redeemable Common Units is based on the higher of 1) initial carrying amount, increased or decreased for its share of net income or loss, other comprehensive income or loss, and dividend or 2) redemption value as measured by the closing price of Rayonier Inc. Common Stock on the balance sheet date multiplied by the total number of Redeemable Common Units outstanding. For a full description of our other significant accounting policies, see Note 1 — Summary of Significant Accounting Policies in the Company’s 2019 Form 10-K and Note 1 — S ummary of Significant Accounting Policies in the audited consolidated financial statements as of and for the years ended December 31, 2019, 2018 and 2017 included in Exhibit 99.4 of the Operating Partnership’s Amendment No. 1 to the Current Report on Form 8-K filed with the SEC on July 17, 2020. MERGER WITH POPE RESOURCES On May 8, 2020, we completed the previously announced acquisition of Pope Resources. Therefore, Pope Resources’ balance sheet and results of operations are included in our consolidated financial statements from and after the date of acquisition. See Note 2 - Merger with Pope Resources , Note 7 - Debt , and Note 20 - Charges for Integration and Restructuring for further information pertaining to the merger. As a result of the merger with Pope Resources, we have revised our reportable business segments, adding one additional segment, Timber Funds. Please see Note 6 - Segment and Geographical information for more information about our revised business segments. RECENTLY ADOPTED STANDARDS We adopted Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments-Credit Losses (Topic 326) on January 1, 2020, with no material impact on the consolidated financial statements. NEW ACCOUNTING STANDARDS In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848) , which provides optional guidance to ease the potential burden in accounting due to reference rate reform. The guidance in this update provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts and hedging relationships that reference LIBOR or another reference rate expected to be discontinued due to reference rate reform. These amendments are effective immediately and may be applied prospectively to contract modifications made and hedging relationships entered into on or before December 31, 2022. We are currently evaluating our contracts and the optional expedients provided by the new standard. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740) - Simplifying the Accounting for Income Taxes . The guidance issued in this update simplifies the accounting for income taxes by eliminating certain exceptions to the guidance in ASC 740 related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. ASU No. 2019-12 also simplifies aspects of the accounting for franchise taxes and enacted changes in tax laws or rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill. The standard will be effective for annual reporting periods beginning after December 15, 2020, including interim reporting periods within those fiscal years. We do not expect a material impact on our Consolidated Financial Statements. On March 2, 2020, the SEC adopted amendments to the financial disclosure requirements for guarantors and issuers of guaranteed securities, as well for affiliates whose securities collateralize a registrant’s securities. The amendments revise Rules 3-10 and 3-16 of Regulation S-X, and relocate part of Rule 3-10 and all of Rule 3-16 to the new Article 13 in Regulation S-X, which is comprised of new Rules 13-01 and 13-02. We early adopted the requirements of the amendments on April 1, 2020, which included replacing guarantor condensed consolidating financial information with summarized financial information for the consolidated obligor group (Parent, Issuer, and Guarantor Subsidiaries) as well as no longer requiring guarantor cash flow information, financial information for non-guarantor subsidiaries, and a reconciliation to the consolidated results. SUBSEQUENT EVENTS |
MERGER WITH POPE RESOURCES
MERGER WITH POPE RESOURCES | 6 Months Ended |
Jun. 30, 2020 | |
Business Combinations [Abstract] | |
MERGER WITH POPE RESOURCES | MERGER WITH POPE RESOURCES On May 8, 2020, Rayonier Inc. and Rayonier, L.P. merged with Pope Resources. Pope Resources was a master limited partnership that primarily owned and managed timberlands in the U.S. Pacific Northwest. Pope Resources also managed and co-invested in three private equity timber funds and developed and sold real estate properties. The merger added approximately 124,000 acres of high-quality, predominantly Douglas-fir timberlands to our Pacific Northwest timberland portfolio as well as a private equity timber fund business with three funds comprising approximately 141,000 acres. Additionally, the merger augmented our higher-and-better-use real estate pipeline with rural and conservation land sale opportunities and high-potential improved development projects in the West Puget Sound area. Under the merger agreement, each outstanding unit representing limited partnership interests of Pope Resources was, at the option of its holder, exchanged for either: • 3.929 shares of Rayonier Inc. common stock • 3.929 units representing limited partnership interests of Rayonier, L.P. • $125.00 in cash Holders of Pope Resources units who did not make a valid election received shares of Rayonier Inc. common stock. The elections were subject to proration to ensure that the aggregate amount of Rayonier shares and Rayonier, L.P. units, on the one hand, and cash, on the other hand, issued in the merger equaled the amounts issued as if every Pope Resources unit converted into merger consideration received 2.751 shares of Rayonier Inc. common stock or Rayonier, L.P. units and $37.50 in cash. Upon consummation of the merger, all outstanding Pope Resources restricted units were converted into equivalent equity awards with respect to Rayonier Inc. common shares. Pope Resources directors and some executive employees of Pope Resources held restricted Pope Resources units that were subject to accelerated vesting in connection with the merger. Since a portion of these Pope Resources units relate to services rendered to Pope Resources prior to the merger, a portion of the replacement Rayonier Inc. restricted stock awards’ fair value is included in the consideration transferred. See additional details about the replacement restricted stock awards in Note 18 — Incentive Stock Plans . The following table summarizes the total consideration transferred by Rayonier in the merger (dollars in thousands, except per share and per unit data): Cash consideration: Pope Resources units outstanding as of May 8, 2020 4,366,636 Less: Pope Resources units held by us (114,400) Units outstanding, net 4,252,236 Cash consideration (per Pope Resources unit) $37.50 Cash consideration for elections $159,463 General partner interest 10,000 Repayment of Pope Resources debt 65,943 Prepayment penalty and accrued interest on Pope Resources’ debt 2,275 Closing costs paid on behalf of Pope Resources 9,637 Cash consideration transferred $247,318 Equity consideration: Rayonier common shares issued 7,181,071 Rayonier share price (a) $24.01 Equity consideration for elections $172,418 Pope Resources replacement awards (b)(c) 222 Equity consideration transferred $172,640 Redeemable Common Unit consideration: Redeemable Common Units issued 4,446,153 Rayonier share price (a) $24.01 Redeemable Common Unit consideration transferred $106,752 Fair Value of Pope Resources units held by us (d) $11,211 Total consideration $537,921 (a) The closing price of Rayonier common stock on the NYSE on May 7, 2020. (b) See Note 18 — Incentive Stock Plans for additional details. (c) Represents the fair value of Rayonier replacement restricted stock awards for restricted Pope Resources units held by employees that relate to pre-merger services rendered to Pope Resources. (d) Based on the closing price of Pope Resources units on the NASDAQ on May 7, 2020. The following table contains the amounts of cash transferred in the merger and net cash consideration shown in the Consolidated Statements of Cash Flows for the six months ended June 30, 2020: June 30, 2020 Cash consideration transferred $247,318 Less: Cash assumed in merger (16,250) Net cash consideration shown in the Consolidated Statements of Cash Flows $231,068 We recognized approximately $2.5 million and $13.5 million of merger-related costs that were expensed during the first and second quarters of 2020, respectively. See Note 20 — Charges for Integration and Restructuring for descriptions of the components of merger-related costs. The acquisition of Pope Resources has been accounted for as a business combination under ASC 805, Business Combinations , (“ASC 805”). Under ASC 805, assets acquired and liabilities assumed in a business combination must be recorded at their fair value as of the acquisition date. Recorded fair valuation of assets acquired and liabilities assumed related to the acquisition of Pope Resources is preliminary and will be completed as soon as practicable, but no later than one year after the consummation of the transaction. Pursuant to ASC 805, the financial statements will not be retrospectively adjusted for any provisional amount changes that occur in subsequent periods. Rather, we will recognize any provisional amount adjustments during the reporting period in which the adjustments are determined. We will also be required to record, in the same period's financial statements, the effect on earnings of changes in depletion, depreciation, amortization, or other income effects, if any, as a result of any change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. Our consolidated financial statements as of and for the six months ended June 30, 2020, include results of operations for Pope Resources from May 8, 2020 through June 30, 2020. The preliminary estimate of fair value required the use of significant assumptions and estimates. Critical estimates included, but were not limited to, future expected cash flows, including projected revenues and expenses, and the applicable discount rates. These estimates were based on assumptions that we believe to be reasonable; however, actual results may differ from these estimates. The assessment of fair value is preliminary and is based on information that was available to management at the time the consolidated financial statements were prepared. Those estimates and assumptions are subject to change as we obtain additional information related to those estimates during the applicable measurement periods (up to one year from the acquisition date). The most significant open items necessary to complete are related to timberlands, property, plant and equipment, higher and better use timberlands and real estate development investments, long-term debt instruments, environmental liabilities, intangible assets and tax related matters. The preliminary fair value estimates were generally based on significant inputs that are not observable in the market and thus represent Level 3 measurements as defined in ASC 820, Fair Value Measurement , (“ASC 820”) with the exception of certain long-term debt instruments assumed in the merger that can be valued using observable market inputs and are therefore Level 2 measurements. See Note 16 — Fair Value Measurements for further information on the fair value hierarchy. The following summarizes the fair value methodology utilized in our preliminary fair value estimates for significant assets and liabilities: Income Approach — Estimates fair value for an asset based on the present value of cash flow projected to be generated by the asset. Projected cash flows are discounted at rates of return that reflect the relative risk of achieving the cash flows and the time value of money. This approach was primarily used to value acquired timberlands in both our Pacific Northwest and Timber Funds segment. Cost Approach — Estimates value by determining the current cost of replacing an asset with another of equivalent economic utility. This approach was primarily used for property and equipment. Market Approach — Estimates fair value for an asset based on values of recent comparable transactions. This approach was primarily used to value higher and better use timberlands and real estate developments investments, certain land and building assets and long-term debt instruments. The preliminary allocation of purchase price to the identifiable assets acquired and liabilities assumed was based on preliminary estimates of fair value as of May 8, 2020, and is as follows (in thousands): Core Timberlands Timber Funds Total Timberland and Real Estate Business Cash $7,380 $8,870 $16,250 Accounts receivable 2,280 1,794 4,074 Other current assets 651 499 1,150 Timber and Timberlands 515,519 471,900 987,419 Higher and Better Use Timberlands and Real Estate Development Investments 27,722 — 27,722 Property, plant and equipment 8,307 — 8,307 Other assets 4,297 — 4,297 Total identifiable assets acquired $566,156 $483,063 $1,049,219 — Accounts payable 274 292 566 Current maturities of long-term debt — 25,084 25,084 Accrued interest 244 275 519 Other current liabilities 7,233 1,117 8,350 Long-term debt 53,502 35,759 89,261 Long-term environmental liabilities 11,000 — 11,000 Other non-current liabilities (a) 4,137 — 4,137 Total liabilities assumed $76,390 $62,527 $138,917 Net identifiable assets $489,766 $420,536 $910,302 Less: noncontrolling interest (3,307) (369,074) (372,381) Total net assets acquired $486,459 $51,462 $537,921 (a) Other non-current liabilities includes a $4.0 million deferred income tax liability resulting from the preliminary fair value adjustment to Pope Resources’ assets and liabilities. These estimated fair values are preliminary in nature and subject to adjustments, which could be material. We have not identified any material unrecorded pre-merger contingencies where the related asset, liability or impairment is probable and the amount can be reasonably estimated. Our valuations will be finalized when certain information arranged to be obtained has been received and our review of that information has been completed. Prior to the finalization of the purchase price allocation, if information becomes available that would indicate it is probable that such events had occurred and the amounts can be reasonably estimated, such items will be included in the final purchase price allocation. The amount of revenue of Pope Resources included in our Consolidated Statements of Income and Comprehensive Income from the date of the merger to June 30, 2020 is approximately $11.1 million. The net income effect resulting from the merger with Pope Resources for the three and six months ended June 30, 2020 is impracticable to determine, as we immediately integrated Pope Resources into our ongoing operations. Pursuant to ASC 805, unaudited supplemental pro forma results of operations for the three and six months ended June 30, 2020 and 2019, assuming the acquisition had occurred as of January 1, 2019, are presented below (in thousands, except per share and unit amounts): Three Months Ended June 30, Six Months Ended 2020 2019 2020 2019 Sales $215,500 $212,800 $499,100 $429,300 Net income attributable to Rayonier Inc. $7,644 $13,016 $28,069 $32,959 Basic earnings per share attributable to Rayonier Inc. $0.06 $0.10 $0.20 $0.24 Diluted earnings per share attributable to Rayonier Inc. $0.06 $0.09 $0.20 $0.24 Net income attributable to Rayonier, L.P. $7,823 $13,414 $28,819 $34,028 Basic earnings per unit attributable to Rayonier, L.P. $0.06 $0.10 $0.20 $0.24 Diluted earnings per unit attributable to Rayonier, L.P. $0.06 $0.09 $0.20 $0.24 The unaudited pro forma results include certain pro forma adjustments to net earnings that were directly attributable to the acquisition, assuming the acquisition had occurred on January 1, 2019, including the following: • additional depletion expense that would have been recognized relating to the basis increase in the acquired Timber and Timberlands; • adjustment to interest expense to reflect the removal of Pope Resources debt and the additional borrowings we incurred in conjunction with the acquisition; and • a reduction in expenses for the three and six months ended June 30, 2020 of $23.3 million and $31.2 million, respectively, for acquisition-related transaction costs. Pro forma data may not be indicative of the results that would have been obtained had these events occurred at the beginning of the periods presented, nor is it intended to be a projection of future results. |
REVENUE
REVENUE | 6 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | REVENUE RECLASSIFICATIONS Effective April 1, 2020, we changed the composition of our Rural and Timberland & Non-Strategic Real Estate sales categories to better align with the way management internally evaluates real estate sales. The Rural category now includes all real estate sales (excluding development sales) representing a demonstrable premium above timberland value. The Timberland & Non-Strategic category now includes all real estate sales representing little to no premium to timberland value. This category consists primarily of sales of property that management views as non-strategic to our long-term portfolio as well as sales of property for capital allocation purposes that do not fit the definition of a Large Disposition. All prior period amounts have been reclassified to reflect the new composition of these two sales categories. The Improved Development, Unimproved Development and Large Disposition categories remain unchanged, and this reclassification had no impact on overall segment results. PERFORMANCE OBLIGATIONS We recognize revenue when control of promised goods or services (“performance obligations”) is transferred to customers, in an amount that reflects the consideration expected in exchange for those goods or services (“transaction price”). We generally satisfy performance obligations within a year of entering into a contract and therefore have applied the disclosure exemption found under ASC 606-10-50-14. Unsatisfied performance obligations as of June 30, 2020 are primarily due to advances on stumpage contracts, unearned license revenue and post-closing obligations on real estate sales. These performance obligations are expected to be satisfied within the next twelve months. We generally collect payment within a year of satisfying performance obligations and therefore have elected not to adjust revenues for a financing component. CONTRACT BALANCES The timing of revenue recognition, invoicing and cash collections results in accounts receivable and deferred revenue (contract liabilities) on the Consolidated Balance Sheets. Accounts receivable are recorded when we have an unconditional right to consideration for completed performance under the contract. Contract liabilities relate to payments received in advance of performance under the contract. Contract liabilities are recognized as revenue as (or when) we perform under the contract. The following table summarizes revenue recognized during the three and six months ended June 30, 2020 and 2019 that was included in the contract liability balance at the beginning of each year: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Revenue recognized from contract liability balance at the beginning of the year (a) $3,661 $3,440 $10,086 $8,796 (a) Revenue recognized was primarily from hunting licenses and the use of advances on pay-as-cut timber sales. The following tables present our revenue from contracts with customers disaggregated by product type for the three and six months ended June 30, 2020 and 2019: Three Months Ended Southern Timber Pacific Northwest Timber New Zealand Timber Timber Funds Real Estate Trading Elim. Total June 30, 2020 Pulpwood $24,685 $3,163 $5,766 $328 — $2,463 — $36,405 Sawtimber 16,359 22,296 34,959 6,305 — 21,805 — 101,724 Hardwood 512 — — — — — — 512 Total Timber Sales 41,556 25,459 40,725 6,633 — 24,268 — 138,641 License Revenue, Primarily from Hunting 4,337 95 83 10 — — — 4,525 Other Non-Timber/Carbon Revenue 874 617 961 4 — — — 2,456 Agency Fee Income — — — — — (1) — (1) Total Non-Timber Sales 5,211 712 1,044 14 — (1) — 6,980 Improved Development — — — — 6,427 — — 6,427 Unimproved Development — — — — 8,426 — — 8,426 Rural — — — — 27,234 — — 27,234 Timberlands & Non-Strategic — — — — 9,606 — — 9,606 Deferred Revenue/Other (b) — — — — (1,756) — — (1,756) Total Real Estate Sales — — — — 49,937 — — 49,937 Revenue from Contracts with Customers 46,767 26,171 41,769 6,647 49,937 24,267 — 195,558 Lease Revenue — — — — 72 — — 72 Intersegment — — — 877 — 53 (930) — Total Revenue $46,767 $26,171 $41,769 $7,524 $50,009 $24,320 ($930) $195,630 Three Months Ended Southern Timber Pacific Northwest Timber New Zealand Timber Timber Funds Real Estate Trading Elim. Total June 30, 2019 Pulpwood $19,310 $2,267 $8,581 — — $3,826 — $33,984 Sawtimber 16,286 15,407 52,427 — — 31,377 — 115,497 Hardwood 1,391 — — — — — — 1,391 Total Timber Sales 36,987 17,674 61,008 — — 35,203 — 150,872 License Revenue, Primarily from Hunting 4,296 103 142 — — — — 4,541 Other Non-Timber/Carbon Revenue 4,914 779 977 — — — — 6,670 Agency Fee Income — — — — — 184 — 184 Total Non-Timber Sales 9,210 882 1,119 — — 184 — 11,395 Improved Development — — — — 172 — — 172 Unimproved Development — — — — 14,431 — — 14,431 Rural (a) — — — — 7,107 — — 7,107 Timberlands & Non-Strategic (a) — — — — 815 — — 815 Deferred Revenue/Other (b) — — — — 8 — — 8 Total Real Estate Sales — — — — 22,533 — — 22,533 Revenue from Contracts with Customers 46,197 18,556 62,127 — 22,533 35,387 — 184,800 Intersegment — — — — — 74 (74) — Total Revenue $46,197 $18,556 $62,127 — $22,533 $35,461 ($74) $184,800 (a) The three months ended June 30, 2019 reflects the reclassification of certain real estate sales between the Rural and Timberlands & Non-Strategic sales categories to better align with the way management internally evaluates real estate sales. (b) Includes deferred revenue adjustments and marketing fees related to Improved Development sales. Six Months Ended Southern Timber Pacific Northwest Timber New Zealand Timber Timber Funds Real Estate Trading Elim. Total June 30, 2020 Pulpwood $52,178 $6,290 $10,613 $328 — $4,993 — $74,402 Sawtimber 35,868 49,741 65,746 6,305 — 37,918 — 195,578 Hardwood 993 — — — — — — 993 Total Timber Sales 89,039 56,031 76,359 6,633 — 42,911 — 270,973 License Revenue, Primarily From Hunting 8,926 192 140 10 — — — 9,268 Other Non-Timber/Carbon Revenue 1,784 1,022 2,809 4 — — — 5,619 Agency Fee Income — — — — — 327 — 327 Total Non-Timber Sales 10,710 1,214 2,949 14 — 327 — 15,214 Improved Development — — — — 6,427 — — 6,427 Unimproved Development — — — — 8,426 — — 8,426 Rural — — — — 29,631 — — 29,631 Timberlands & Non-Strategic — — — — 9,606 — — 9,606 Deferred Revenue/Other (b) — — — — (1,616) — — (1,616) Large Dispositions — — — — 116,027 — — 116,027 Total Real Estate Sales — — — — 168,501 — — 168,501 Revenue from Contracts with Customers 99,749 57,245 79,308 6,647 168,501 43,238 — 454,688 Lease Revenue — — — — 72 — — 72 Intersegment — — — 877 — 66 (943) — Total Revenue $99,749 $57,245 $79,308 $7,524 $168,573 $43,304 ($943) $454,760 Six Months Ended Southern Timber Pacific Northwest Timber New Zealand Timber Timber Funds Real Estate Trading Elim. Total June 30, 2019 Pulpwood $46,109 $5,087 $17,349 — — $8,152 — $76,697 Sawtimber 39,437 32,684 98,290 — — 58,890 — 229,301 Hardwood 2,477 — — — — — — 2,477 Total Timber Sales 88,023 37,771 115,639 — — 67,042 — 308,475 License Revenue, Primarily from Hunting 8,420 205 195 — — — — 8,820 Other Non-Timber/Carbon Revenue 10,600 1,115 3,423 — — — — 15,138 Agency Fee Income — — — — — 381 — 381 Total Non-Timber Sales 19,020 1,320 3,618 — — 381 — 24,339 Improved Development — — — — 514 — — 514 Unimproved Development — — — — 15,430 — — 15,430 Rural (a) — — — — 26,313 — — 26,313 Timberlands & Non-Strategic (a) — — — — 1,207 — — 1,207 Deferred Revenue/Other (b) — — — — 68 — — 68 Total Real Estate Sales — — — — 43,532 — — 43,532 Revenue from Contracts with Customers 107,043 39,091 119,257 — 43,532 67,423 — 376,346 Intersegment — — — — — 103 (103) — Total Revenue $107,043 $39,091 $119,257 — $43,532 $67,526 ($103) $376,346 (a) The six months ended June 30, 2019 reflects the reclassification of certain real estate sales between the Rural and Timberlands & Non-Strategic sales categories to better align with the way management internally evaluates real estate sales. (b) Includes deferred revenue adjustments and marketing fees related to Improved Development sales. The following tables present our timber sales disaggregated by contract type for the three and six months ended June 30, 2020 and 2019: Three Months Ended Southern Timber Pacific Northwest Timber New Zealand Timber Timber Funds Trading Total June 30, 2020 Stumpage Pay-as-Cut $16,216 — — 531 — $16,747 Stumpage Lump Sum 863 326 — — — 1,189 Total Stumpage 17,079 326 — 531 — 17,936 Delivered Wood (Domestic) 21,438 25,133 12,126 6,102 462 65,261 Delivered Wood (Export) 3,039 — 28,599 — 23,806 55,444 Total Delivered 24,477 25,133 40,725 6,102 24,268 120,705 Total Timber Sales $41,556 $25,459 $40,725 $6,633 $24,268 $138,641 June 30, 2019 Stumpage Pay-as-Cut $15,172 — — — — $15,172 Stumpage Lump Sum 581 — — — — 581 Total Stumpage 15,753 — — — — 15,753 Delivered Wood (Domestic) 17,041 17,674 21,739 — 2,669 59,123 Delivered Wood (Export) 4,193 — 39,269 — 32,534 75,996 Total Delivered 21,234 17,674 61,008 — 35,203 135,119 Total Timber Sales $36,987 $17,674 $61,008 — $35,203 $150,872 Six Months Ended Southern Timber Pacific Northwest Timber New Zealand Timber Timber Funds Trading Total June 30, 2020 Stumpage Pay-as-Cut $41,623 — — 531 — $42,154 Stumpage Lump Sum 1,251 5,457 — — — 6,708 Total Stumpage 42,874 5,457 — 531 — 48,862 Delivered Wood (Domestic) 42,498 50,574 25,817 6,102 934 125,925 Delivered Wood (Export) 3,667 — 50,542 — 41,977 96,186 Total Delivered 46,165 50,574 76,359 6,102 42,911 222,111 Total Timber Sales $89,039 $56,031 $76,359 $6,633 $42,911 $270,973 June 30, 2019 Stumpage Pay-as-Cut $43,180 — — — — $43,180 Stumpage Lump Sum 2,675 — — — — $2,675 Total Stumpage 45,855 — — — — 45,855 Delivered Wood (Domestic) 36,379 37,771 42,439 — 4,793 121,382 Delivered Wood (Export) 5,789 — 73,200 — 62,249 141,238 Total Delivered 42,168 37,771 115,639 — 67,042 262,620 Total Timber Sales $88,023 $37,771 $115,639 — $67,042 $308,475 |
LEASES
LEASES | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
LEASES | LEASES TIMBERLAND LEASES U.S. timberland leases typically have initial terms of approximately 30 to 65 years, with renewal provisions in some cases. New Zealand timberland lease terms typically range between 30 and 99 years. New Zealand lease arrangements generally consist of Crown Forest Licenses (“CFLs”), forestry rights and land leases. A CFL is a license arrangement to use government or privately owned land to operate a commercial forest. CFLs generally extend indefinitely and may only be terminated upon a 35-year termination notice. If no termination notice is given, the CFLs renew automatically each year for a one-year term. Alternatively, some CFLs extend for a specific term. Once a CFL is terminated, the Company may be able to obtain a forestry right from the subsequent owner. A forestry right is a license arrangement with a private entity to use their lands to operate a commercial forest. Forestry rights terminate either upon the issuance of a termination notice (which can last 35 to 45 years), completion of harvest, or a specified termination date. As of June 30, 2020, the New Zealand subsidiary has two CFLs comprising 9,000 gross acres or 8,000 net plantable acres under termination notice that are being relinquished as harvest activities are concluded, as well as two fixed-term CFLs comprising 3,000 gross acres or 2,000 net plantable acres expiring in 2062. Additionally, the New Zealand subsidiary has two forestry rights comprising 32,000 gross acres or 8,000 net plantable acres under termination notice that are being relinquished as harvest activities are concluded. OTHER NON-TIMBERLAND LEASES In addition to timberland holdings, we have leased properties for certain office locations. Significant leased properties include a regional office in Lufkin, Texas; a Pacific Northwest Timber office in Hoquiam, Washington and a New Zealand Timber and Trading headquarters in Auckland, New Zealand. LEASE MATURITIES, LEASE COST AND OTHER LEASE INFORMATION The following table details our undiscounted lease obligations as of June 30, 2020 by type of lease and year of expiration: Year of Expiration Lease obligations Total Remaining 2020 2021 2022 2023 2024 Thereafter Operating lease liabilities $178,880 $5,675 $9,003 $8,119 $8,051 $7,946 $140,086 Total Undiscounted Cash Flows $178,880 $5,675 $9,003 $8,119 $8,051 $7,946 $140,086 Imputed interest (82,154) Balance at June 30, 2020 96,726 Less: Current portion (8,952) Non-current portion at June 30, 2020 $87,774 The following table details components of our lease cost for the three and six months ended June 30, 2020 and June 30, 2019: Three Months Ended June 30, Six Months Ended June 30, Lease Cost Components 2020 2019 2020 2019 Operating lease cost $1,341 $2,396 $3,439 $4,833 Variable lease cost (a) 136 81 214 157 Total lease cost (b) $1,477 $2,477 $3,653 $4,990 (a) The majority of timberland leases are subject to increases or decreases based on either the Consumer Price Index, Producer Price Index or market rates. (b) Short-term leases with an initial term of 12 months or less are not recorded on the balance sheet. Lease expense for these leases are expensed on a straight line basis over the lease term. Short-term lease expense was not material for the six months ended June 30, 2020. The following table provides supplemental cash flow information related to our leases for the six months ended June 30, 2020 and June 30, 2019: Six Months Ended June 30, Supplemental cash flow information related to leases: 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $1,138 $1,493 Investing cash flows from operating leases 2,301 3,340 Total cash flows from operating leases $3,439 $4,833 Weighted-average remaining lease term in years - operating leases 28 28 Weighted-average discount rate - operating leases 5 % 5 % Lessor lease information In the merger with Pope Resources, we acquired income generating commercial and residential leases primarily concentrated in Port Gamble, Washington. Each of these are classified as operating leases. The following table details our lease income for the three and six months ended June 30, 2020: Three Months Ended June 30, Six Months Ended June 30, Lease Income Components 2020 2020 Operating lease income $72 $72 Total lease income $72 $72 Future lease income as of June 30, 2020, based on payments due by period under the lease contracts, are presented in the following table: Year of Expiration Lease assets Total Remaining 2020 2021 2022 2023 2024 Thereafter Operating lease Income $708 $165 $176 $173 $137 $57 — We apply the following practical expedients as allowed under ASC 842: Practical Expedient Description Short-term leases We do not record right-of-use assets or lease liabilities for short-term leases (a lease that at commencement date has a lease term of 12 months or less and does not contain a purchase option that is reasonably certain to be exercised). Separation of lease and non-lease components We do not separate non-lease components from the associated lease components if they have the same timing and pattern of transfer and, if accounted for separately, would both be classified as an operating lease. |
LEASES | LEASES TIMBERLAND LEASES U.S. timberland leases typically have initial terms of approximately 30 to 65 years, with renewal provisions in some cases. New Zealand timberland lease terms typically range between 30 and 99 years. New Zealand lease arrangements generally consist of Crown Forest Licenses (“CFLs”), forestry rights and land leases. A CFL is a license arrangement to use government or privately owned land to operate a commercial forest. CFLs generally extend indefinitely and may only be terminated upon a 35-year termination notice. If no termination notice is given, the CFLs renew automatically each year for a one-year term. Alternatively, some CFLs extend for a specific term. Once a CFL is terminated, the Company may be able to obtain a forestry right from the subsequent owner. A forestry right is a license arrangement with a private entity to use their lands to operate a commercial forest. Forestry rights terminate either upon the issuance of a termination notice (which can last 35 to 45 years), completion of harvest, or a specified termination date. As of June 30, 2020, the New Zealand subsidiary has two CFLs comprising 9,000 gross acres or 8,000 net plantable acres under termination notice that are being relinquished as harvest activities are concluded, as well as two fixed-term CFLs comprising 3,000 gross acres or 2,000 net plantable acres expiring in 2062. Additionally, the New Zealand subsidiary has two forestry rights comprising 32,000 gross acres or 8,000 net plantable acres under termination notice that are being relinquished as harvest activities are concluded. OTHER NON-TIMBERLAND LEASES In addition to timberland holdings, we have leased properties for certain office locations. Significant leased properties include a regional office in Lufkin, Texas; a Pacific Northwest Timber office in Hoquiam, Washington and a New Zealand Timber and Trading headquarters in Auckland, New Zealand. LEASE MATURITIES, LEASE COST AND OTHER LEASE INFORMATION The following table details our undiscounted lease obligations as of June 30, 2020 by type of lease and year of expiration: Year of Expiration Lease obligations Total Remaining 2020 2021 2022 2023 2024 Thereafter Operating lease liabilities $178,880 $5,675 $9,003 $8,119 $8,051 $7,946 $140,086 Total Undiscounted Cash Flows $178,880 $5,675 $9,003 $8,119 $8,051 $7,946 $140,086 Imputed interest (82,154) Balance at June 30, 2020 96,726 Less: Current portion (8,952) Non-current portion at June 30, 2020 $87,774 The following table details components of our lease cost for the three and six months ended June 30, 2020 and June 30, 2019: Three Months Ended June 30, Six Months Ended June 30, Lease Cost Components 2020 2019 2020 2019 Operating lease cost $1,341 $2,396 $3,439 $4,833 Variable lease cost (a) 136 81 214 157 Total lease cost (b) $1,477 $2,477 $3,653 $4,990 (a) The majority of timberland leases are subject to increases or decreases based on either the Consumer Price Index, Producer Price Index or market rates. (b) Short-term leases with an initial term of 12 months or less are not recorded on the balance sheet. Lease expense for these leases are expensed on a straight line basis over the lease term. Short-term lease expense was not material for the six months ended June 30, 2020. The following table provides supplemental cash flow information related to our leases for the six months ended June 30, 2020 and June 30, 2019: Six Months Ended June 30, Supplemental cash flow information related to leases: 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $1,138 $1,493 Investing cash flows from operating leases 2,301 3,340 Total cash flows from operating leases $3,439 $4,833 Weighted-average remaining lease term in years - operating leases 28 28 Weighted-average discount rate - operating leases 5 % 5 % Lessor lease information In the merger with Pope Resources, we acquired income generating commercial and residential leases primarily concentrated in Port Gamble, Washington. Each of these are classified as operating leases. The following table details our lease income for the three and six months ended June 30, 2020: Three Months Ended June 30, Six Months Ended June 30, Lease Income Components 2020 2020 Operating lease income $72 $72 Total lease income $72 $72 Future lease income as of June 30, 2020, based on payments due by period under the lease contracts, are presented in the following table: Year of Expiration Lease assets Total Remaining 2020 2021 2022 2023 2024 Thereafter Operating lease Income $708 $165 $176 $173 $137 $57 — We apply the following practical expedients as allowed under ASC 842: Practical Expedient Description Short-term leases We do not record right-of-use assets or lease liabilities for short-term leases (a lease that at commencement date has a lease term of 12 months or less and does not contain a purchase option that is reasonably certain to be exercised). Separation of lease and non-lease components We do not separate non-lease components from the associated lease components if they have the same timing and pattern of transfer and, if accounted for separately, would both be classified as an operating lease. |
NONCONTROLLING INTERESTS
NONCONTROLLING INTERESTS | 6 Months Ended |
Jun. 30, 2020 | |
Equity Method Investments and Joint Ventures [Abstract] | |
NONCONTROLLING INTERESTS | NONCONTROLLING INTERESTS NONCONTROLLING INTERESTS IN CONSOLIDATED AFFILIATES Matariki Forestry Group We maintain a 77% controlling financial interest in Matariki Forestry Group (the “New Zealand subsidiary”), a joint venture that owns or leases approximately 416,000 legal acres of New Zealand timberland. Accordingly, we consolidate the New Zealand subsidiary’s balance sheet and results of operations. The portions of the consolidated financial position and results of operations attributable to the New Zealand subsidiary’s 23% noncontrolling interest are reflected as an adjustment to income in our Consolidated Statements of Income and Comprehensive Income under the caption “Net loss (income) attributable to noncontrolling interests in consolidated affiliates.” Rayonier New Zealand Limited (“RNZ”), a wholly-owned subsidiary, serves as the manager of the New Zealand subsidiary. The following table sets forth the income attributable to the New Zealand subsidiary’s noncontrolling interests: Three Months Ended June 30, Six Months Ended 2020 2019 2020 2019 Net income attributable to noncontrolling interest in the New Zealand subsidiary $693 $2,168 $1,261 $5,167 ORM Timber Fund II, Inc. (Fund II), ORM Timber Fund III LLC (Fund III), and ORM Timber Fund IV LLC. (Fund IV) (Collectively, “The Funds”) Upon completion of the merger with Pope Resources, we became manager of three private equity timber funds, Fund II, Fund III, and Fund IV, and obtained ownership interests in the funds of 20%, 5%, and 15%, respectively. We determined, based upon an analysis under the variable interest entity guidance, that we have the power to direct the activities that most significantly impact the Funds’ economic success. Therefore, we are considered the primary beneficiary and are required under ASC 810 — Consolidation to consolidate the Funds. Loss attributed to third-party investors is reflected as an adjustment to income in our Consolidated Statements of Income and Comprehensive Income under the caption “Net loss (income) attributable to noncontrolling interests in consolidated affiliates.” The following table sets forth the (loss) attributable to the Funds’ noncontrolling interests: Three Months Ended June 30, Six Months Ended 2020 2019 2020 2019 Net (loss) attributable to noncontrolling interest in the Funds: ($2,146) — ($2,146) — Prior to our merger with Pope Resources, the Funds were formed by ORM LLC for the purpose of generating a return on investment through the acquisition, management, value enhancement and sale of timberland properties. Each Fund is organized to operate for a specified term from the end of its respective investment period: 10 years for each of Fund II and Fund III, and 15 years for Fund IV. Fund II is scheduled to terminate in March 2021, Fund III is scheduled to terminate in December 2025 and Fund IV is scheduled to terminate in December 2034. The obligations of each of the Funds do not have any recourse to the Company or the Operating Partnership. Ferncliff Investors We also acquired in the merger with Pope Resources an ownership interest in a real estate joint venture entity. In 2017, Ferncliff Management and Ferncliff Investors were formed for the purpose of raising capital from third parties to invest in an unconsolidated real estate joint venture entity, Bainbridge Landing LLC, which is developing a five-acre parcel on Bainbridge Island, Washington into a multi-family community containing apartments and townhomes. Ferncliff Management is the manager and 33.33% owner of Ferncliff Investors, with the remaining ownership interest in Ferncliff Investors held by third-party investors. Ferncliff Investors holds a 50% interest in Bainbridge Landing LLC, the joint venture entity that owns and is developing the property. We determined, based upon an analysis under the variable interest entity guidance, that we have the power to direct the activities that most significantly impact the joint venture’s economic success. Therefore, we are considered the primary beneficiary and are required under ASC 810 — Consolidation to consolidate Ferncliff Investors. The obligations of Ferncliff Investors do not have any recourse to the Company or the Operating Partnership. Bainbridge Landing LLC is considered a voting interests entity. Ferncliff Investors accounts for its interest in the joint venture entity under the equity method because neither it nor the other member can exercise control over Bainbridge Landing LLC. Under the equity method, Ferncliff Investors records its share of the net income or loss of Bainbridge Landing LLC. To date, this activity has been a loss and is included in Other operating expense, net in the Real Estate segment. The portion of Ferncliff Investors’ loss attributed to third-party investors is shown within the Consolidated Statements of Income and Comprehensive Income under the caption “Net loss (income) attributable to noncontrolling interests in consolidated affiliates.” The following table sets forth the (loss) attributable to Ferncliff Investors’ noncontrolling interests: Three Months Ended June 30, Six Months Ended 2020 2019 2020 2019 Net (loss) attributable to noncontrolling interest in the Ferncliff Investors: ($46) — ($46) — NONCONTROLLING INTERESTS IN THE OPERATING PARTNERSHIP Noncontrolling interests in the Operating Partnership relate to the third-party ownership of Redeemable Common Units. Net income attributable to noncontrolling interests in the Operating Partnership is computed by applying the weighted average Redeemable Common Units outstanding during the period as a percentage of the weighted average total common units outstanding to the Operating Partnership’s net income for the period. If a noncontrolling unitholder redeems a common unit for a registered common share of Rayonier or cash, the noncontrolling interests in the Operating Partnership will be reduced and the Company’s share in the Operating Partnership will be increased by the fair value of each security at the time of redemption. The following table sets forth the Company’s noncontrolling interests in the Operating Partnership: Three Months Ended June 30, Six Months Ended June 30, 2020 2020 Beginning noncontrolling interests in the Operating Partnership — — Issuances of Redeemable Common Units 106,752 106,752 Adjustment of noncontrolling interests in the Operating Partnership 3,992 3,992 Net Income attributable to noncontrolling interests in the Operating Partnership 219 219 Other Comprehensive Income attributable to noncontrolling interests in the Operating Partnership 457 457 Distributions to noncontrolling interests in the Operating Partnership (1,200) (1,200) Total noncontrolling interests in the Operating Partnership $110,220 $110,220 |
SEGMENT AND GEOGRAPHICAL INFORM
SEGMENT AND GEOGRAPHICAL INFORMATION | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
SEGMENT AND GEOGRAPHICAL INFORMATION | SEGMENT AND GEOGRAPHICAL INFORMATION As a result of the merger with Pope Resources, we have revised our reportable business segments, adding one additional segment, Timber Funds. The Timber Funds segment represents operations of the three private equity timber funds included in the transaction – Fund II, Fund III and Fund IV (collectively, the “Funds”). Rayonier owns 20% of Fund II, 5% of Fund III, and 15% of Fund IV and is also the managing member of the Funds. As discussed in Note 5 - Noncontrolling Int erests , the Funds are consolidated into our financial statements. The Timber Funds segment also includes fee revenue paid to us for managing the Funds, which consists of both fixed components based on invested capital and acres under management as well as variable components related to the harvest volumes of the Funds. These fees, which also represent an expense in the Timber Funds segment, are eliminated in consolidation. We now operate in six reportable segments: Southern Timber, Pacific Northwest Timber, New Zealand Timber, Timber Funds, Real Estate, and Trading. Sales between operating segments are made based on estimated fair market value, and intercompany sales, purchases and profits (losses) are eliminated in consolidation. We evaluate financial performance based on segment operating income (loss) and Adjusted EBITDA. Asset information is not reported by segment, as we do not produce asset information by segment internally. Operating income as presented in the Consolidated Statements of Income and Comprehensive Income is equal to segment income. Certain income (loss) items in the Consolidated Statements of Income and Comprehensive Income are not allocated to segments. These items, which include interest income (expense), miscellaneous income (expense) and income tax expense, are not considered by management to be part of segment operations and are included under “unallocated interest expense and other.” The following tables summarize the segment information for the three and six months ended June 30, 2020 and 2019: Three Months Ended June 30, Six Months Ended June 30, SALES 2020 2019 2020 2019 Southern Timber $46,767 $46,197 $99,749 $107,043 Pacific Northwest Timber 26,171 18,556 57,245 39,091 New Zealand Timber 41,769 62,127 79,308 119,257 Timber Funds (a) 7,524 — 7,524 — Real Estate (b) 50,009 22,533 168,573 43,532 Trading 24,320 35,461 43,304 67,526 Intersegment Eliminations (c) (930) (74) (943) (103) Total $195,630 $184,800 $454,760 $376,346 (a) The three and six months ended June 30, 2020 includes $5.8 million of sales attributable to noncontrolling interests in the Timber Funds. (b) The six months ended June 30, 2020 includes $116.0 million from a Large Disposition. (c) Primarily consists of the elimination of timberland investment management fees paid to us by the timber funds which are initially recognized as sales and cost of sales within the Timber Funds segment, as well as log marketing fees paid to our New Zealand Timber segment from our Southern Timber and Pacific Northwest Timber segments for marketing log export sales. Three Months Ended June 30, Six Months Ended June 30, OPERATING INCOME (LOSS) 2020 2019 2020 2019 Southern Timber $11,208 $14,741 $26,278 $36,261 Pacific Northwest Timber (6,681) (3,815) (7,629) (7,556) New Zealand Timber 4,973 12,797 10,422 28,517 Timber Funds (a) (1,892) — (1,892) — Real Estate (b) 24,848 15,468 51,622 25,495 Trading 102 (171) 83 309 Corporate and Other (c) (20,872) (7,627) (28,646) (13,113) Total Operating Income 11,686 31,393 50,238 69,913 Unallocated interest expense and other (8,241) (6,865) (16,666) (13,242) Total Income before Income Taxes $3,445 $24,528 $33,572 $56,671 (a) The three and six months ended June 30, 2020 includes $2.0 million of operating loss attributable to noncontrolling interests in the Timber Funds. (b) The six months ended June 30, 2020 includes $28.7 million from a Large Disposition. (c) The three and six months ended June 30, 2020 include $13.5 million and $16.0 million, respectively, of integration and restructuring costs related to the merger with Pope Resources. See Note 20 — Charges for Integration and Restructuring for additional details. Three Months Ended June 30, Six Months Ended June 30, DEPRECIATION, DEPLETION AND AMORTIZATION 2020 2019 2020 2019 Southern Timber $15,231 $12,880 $33,414 $32,608 Pacific Northwest Timber 10,606 6,045 21,308 12,871 New Zealand Timber 4,942 7,189 9,716 13,508 Timber Funds (a) 4,070 — 4,070 — Real Estate (b) 6,678 1,199 42,422 4,534 Corporate and Other 340 288 637 572 Total $41,867 $27,601 $111,567 $64,093 (a) The three and six months ended June 30, 2020 includes $3.5 million of depreciation, depletion and amortization related to noncontrolling interests in the Timber Funds. (b) The six months ended June 30, 2020 includes $35.4 million from a Large Disposition. Three Months Ended June 30, Six Months Ended June 30, NON-CASH COST OF LAND AND IMPROVED DEVELOPMENT 2020 2019 2020 2019 Real Estate (a) $13,030 $1,617 $65,081 $5,647 Total $13,030 $1,617 $65,081 $5,647 (a) The six months ended June 30, 2020 includes $51.6 million from a Large Disposition. |
DEBT
DEBT | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Our debt consisted of the following at June 30, 2020: June 30, 2020 Debt, excluding Timber Funds: Term Credit Agreement borrowings due 2028 at a variable interest rate of 1.8% at June 30, 2020 (a) $350,000 Senior Notes due 2022 at a fixed interest rate of 3.75% 325,000 Incremental Term Loan Agreement borrowings due 2026 at a variable interest rate of 2.1% at June 30, 2020 (b) 300,000 2020 Incremental Term Loan Facility borrowings due 2025 at a variable interest rate of 2.0% at June 30, 2020 (c) 250,000 Revolving Credit Facility borrowings due 2025 at an average variable interest rate of 1.7% at June 30, 2020 35,000 Northwest Farm Credit Services Credit Facility with quarterly interest-only payments, collateralized by Core Timberlands, with the following tranches (d) Due 2025 at a fixed interest rate of 6.1% 11,779 Due 2028 at a fixed interest rate of 4.1% 12,085 Due 2033 at a fixed interest rate of 5.3% 19,564 Due 2036 at a fixed interest rate of 5.4% 9,927 Total debt, excluding Timber Funds 1,313,355 Debt, Timber Funds: Fund II Mortgages Payable, collateralized by Fund II timberlands with quarterly interest Due 2020 at a fixed interest rate of 4.9% 11,030 Due 2020 at a fixed interest rate of 3.8% 14,012 Fund III Mortgages Payable, collateralized by Fund III timberlands with quarterly interest Due 2023 at a fixed interest rate of 5.1% 19,827 Due 2024 at a fixed interest rate of 4.5% 15,790 Total debt, Timber Funds 60,659 Total debt 1,374,014 Less: Current maturities of long-term debt, Timber Funds (25,042) Less: Deferred financing costs (2,849) Long-term debt, net of deferred financing costs $1,346,123 (a) As of June 30, 2020, the periodic interest rate on the term loan facility was LIBOR plus 1.600%. We estimate the effective fixed interest rate on the term loan facility to be approximately 3.2% after consideration of interest rate swaps and estimated patronage refunds. (b) As of June 30, 2020, the periodic interest rate on the incremental term loan was LIBOR plus 1.900%. We estimate the effective fixed interest rate on the incremental term loan facility to be approximately 2.8% after consideration of interest rate swaps and estimated patronage refunds. (c) As of June 30, 2020, the periodic interest rate on the 2020 incremental term loan was LIBOR plus 1.850%. We estimate the effective fixed interest rate on the incremental term loan facility to be approximately 2.3% after consideration of interest rate swaps and estimated patronage refunds. (d) See the section below labeled “Long-Term Debt Assumed in the Pope Resources Merger” for additional details. Principal payments due during the next five years and thereafter are as follows: Excluding Timber Funds Timber Funds Total 2020 — $25,000 $25,000 2021 — — — 2022 325,000 — 325,000 2023 — 17,980 17,980 2024 — 14,400 14,400 Thereafter 980,000 — 980,000 Total Debt $1,305,000 $57,380 $1,362,380 2020 DEBT ACTIVITY On April 1, 2020, we entered into a Second Amendment to Credit Agreement to increase the limit on our Revolving Credit Facility from $200 million to $250 million and extend its maturity date from August 5, 2020 to April 1, 2025. Additionally, the maturity date of the Term Credit Agreement was extended from August 5, 2024 to April 1, 2028. On April 13, 2020, we entered into an Accordion Increase Agreement to further increase the limit on the Revolving Credit Facility from $250 million to $300 million. On April 16, 2020, we entered into a Third Amendment and Incremental Term Loan Agreement, which provided for the advancement of a five-year $250 million senior unsecured incremental term loan facility (the “2020 Incremental Term Loan Facility”). The proceeds from this facility were used to fund our acquisition of Pope Resources. During the six months ended June 30, 2020, we made borrowings of $70.0 million and repayments of $117.0 million on our Revolving Credit Facility . At June 30, 2020, we had available borrowings of $264.0 million under the Revolving Credit Facility, net of $1.0 million to secure our outstanding letters of credit. In June 2020, the New Zealand subsidiary renewed its NZ$20 million working capital facility for an additional 12-month term. During the six months ended June 30, 2020, the New Zealand subsidiary made no borrowings or repayments on its working capital facility. At June 30, 2020, the New Zealand subsidiary had NZ$20.0 million of available borrowings under its working capital facility. LONG-TERM DEBT ASSUMED IN THE POPE RESOURCES MERGER Through our merger with Pope Resources, we assumed long-term debt instruments consisting of: • five tranches of a credit facility payable to Northwest Farm Credit Services (“NWFCS”) (defined and described below) totaling $45.0 million, collateralized by the portion of Pacific Northwest Core Timberlands acquired in the merger with Pope Resources; and • two of Fund II's Mortgages Payable to MetLife (defined and described below) totaling $25.0 million, collateralized by a portion of Fund II timberlands; and • two of Fund III's Mortgages Payable to NWFCS (defined and described below) totaling $32.4 million, collateralized by a portion of Fund III timberlands. NWFCS CREDIT FACILITY We assumed five tranches of a credit facility payable to NWFCS (the “NWFCS Credit Facility”) totaling $45.0 million. Quarterly payments of interest only are due on the NWFCS Credit Facility through the respective maturity of each tranche. The NWFCS Credit Facility is collateralized by a portion of the Pacific Northwest timberlands acquired in the merger with Pope Resources. The NWFCS Credit Facility allows us to receive annual patronage payments, which are profit distributions made by a cooperative to its member-users based on the quantity or value of business done with the member-user. The pertinent details of each tranche of the NWFCS Credit Facility we assumed are as follows: Tranche Stated Fixed Interest Rate Effective Fixed Interest Rate (a) Stated Principal Amount Est. Fair Value at Merger Date (b) Tranche 2 (Due 2025) 6.1 % 4.8 % $10,000 $11,838 Tranche 4 (Due 2028) 4.1 % 3.1 % 11,000 12,108 Tranches 6 & 7 (Due 2033) 5.3 % 4.2 % 16,000 19,609 Tranche 8 (Due 2036) 5.4 % 4.3 % 8,000 9,947 Total NWFCS Credit Facility assumed $45,000 $53,502 (a) Estimated effective fixed interest rates as of June 30, 2020 after consideration of estimated patronage refunds. (b) The fair market value premium will be amortized as a benefit to interest expense over the maturity term of each tranche. FUND II MORTGAGES PAYABLE We assumed Fund II's two mortgages payable (the “Fund II Mortgages Payable”) to MetLife totaling $25.0 million. Quarterly payments of interest only are due on the Fund II Mortgages Payable through their respective maturities. The Fund II Mortgages Payable are collateralized by Fund II Timberlands and do not have any recourse to the Company or the Operating Partnership. The pertinent details of the Fund II Mortgages Payable are as follows: Maturity Date Stated Fixed Interest Rate Stated Principal Amount Est. Fair Value at Merger Date (a) September 2020 4.9 % $11,000 $11,061 September 2020 3.8 % 14,000 14,023 $25,000 $25,084 (a) The fair market value premium will be amortized as a benefit to interest expense over the maturity term of each mortgage. FUND III MORTGAGES PAYABLE We assumed Fund III’s two mortgages payable (the “Fund III Mortgages Payable”) to NWFCS totaling $32.4 million. Quarterly payments of interest only are due on the Fund III Mortgages Payable through their respective maturities. The Fund III Mortgages Payable are collateralized by Fund III Timberlands and do not have any recourse to the Company or the Operating Partnership. The pertinent details of the Fund III Mortgages Payable are as follows: Maturity Date Stated Fixed Interest Rate Effective Fixed Interest Rate (a) Stated Principal Amount Est. Fair Value at Merger Date (b) December 2023 5.1 % 3.9 % $17,980 $19,915 October 2024 4.5 % 3.2 % 14,400 15,844 $32,380 $35,759 (a) Estimated effective fixed interest rates as of June 30, 2020 after consideration of estimated patronage refunds. (b) The fair market value premium will be amortized as a benefit to interest expense over the maturity term of each mortgage. DEBT COVENANTS — EXCLUDING TIMBER FUNDS In connection with our $350 million term credit agreement (the “Term Credit Agreement”), $300 million incremental term loan agreement (the “Incremental Term Loan Agreement”), $250 million incremental term loan agreement (“the “2020 Incremental Term Loan Agreement”) and $300 million revolving credit facility (the “Revolving Credit Facility”), customary covenants must be met, the most significant of which include interest coverage and leverage ratios. The covenants listed below, which are the most significant financial covenants in effect as of June 30, 2020, are calculated on a trailing 12-month basis: Covenant Requirement Actual Ratio Favorable Covenant EBITDA to consolidated interest expense should not be less than 2.5 to 1 9.8 to 1 7.3 Covenant debt to covenant net worth plus covenant debt shall not exceed 65 % 47 % 18 % In connection with our $45 million NWFCS Credit Facility, customary covenants must be met, the most significant of which include interest coverage and debt-to-capitalization ratios. The covenants listed below, which are the most significant financial covenants in effect as of June 30, 2020, are calculated on a trailing 12-month basis: Covenant Requirement Actual Ratio Favorable Covenant loan-to-appraised value shall not exceed 50% 11% 39 % Covenant EBITDA to consolidated interest expense should not be less than 2.5 to 1 9.8 to 1 7.3 Covenant debt to covenant net worth plus covenant debt shall not exceed 65 % 47 % 18 % In addition to these financial covenants listed above, the Senior Notes, Term Credit Agreement, Incremental Term Loan Agreement, 2020 Incremental Term Loan Facility, Revolving Credit Facility, and NWFCS Credit Facility include customary covenants that limit the incurrence of debt and the disposition of assets, among others. At June 30, 2020, we were in compliance with all applicable covenants. DEBT COVENANTS — TIMBER FUNDS The Fund II Mortgages Payable to MetLife contains a requirement to maintain a loan-to-value ratio of less than 50%, with the denominator defined as fair market value of the timberland pledged as collateral. The Fund III Mortgages Payable to NWFCS contain a requirement to maintain a minimum interest coverage ratio of 1.5:1, minimum working capital of $500,000, and a loan-to-value ratio of less than 50%, with the denominator defined as fair market value. |
HIGHER AND BETTER USE TIMBERLAN
HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT INVESTMENTS | 6 Months Ended |
Jun. 30, 2020 | |
Real Estate [Abstract] | |
HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT INVESTMENTS | HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT INVESTMENTS We continuously assess potential alternative uses of our timberlands, as some properties may become more valuable for development, residential, recreation or other purposes. We periodically transfer, via a sale or contribution from the real estate investment trust (“REIT”) entities to taxable REIT subsidiaries (“TRS”), higher and better use (“HBU”) timberlands to enable land-use entitlement, development or marketing activities. We also acquire HBU properties in connection with timberland acquisitions. These properties are managed as timberlands until sold or developed. While the majority of HBU sales involve rural and recreational land, we also selectively pursue various land-use entitlements on certain properties for residential, commercial and industrial development in order to enhance the long-term value of such properties. For selected development properties, we also invest in targeted infrastructure improvements, such as roadways and utilities, to accelerate the marketability and improve the value of such properties. In the merger with Pope Resources, we acquired HBU properties with an estimated fair value of $27.7 million. This includes development properties in the town of Port Gamble, Washington, development projects in Gig Harbor, Kingston, and Bremerton, Washington and various other assets. Changes in higher and better use timberlands and real estate development investments from December 31, 2019 to June 30, 2020 are shown below: Higher and Better Use Timberlands and Real Estate Development Investments Land and Timber Development Investments Total Non-current portion at December 31, 2019 $58,091 $23,700 $81,791 Plus: Current portion (a) 274 12,389 12,663 Total Balance at December 31, 2019 58,365 36,089 94,454 Non-cash cost of land and improved development (280) (3,523) (3,803) Timber depletion from harvesting activities and basis of timber sold in real estate sales (351) — (351) Capitalized real estate development investments (b) — 3,587 3,587 HBU properties acquired in merger with Pope Resources (c) 27,722 — 27,722 Capital expenditures (silviculture) 180 — 180 Intersegment transfers (3,979) — (3,979) Total Balance at June 30, 2020 81,657 36,153 117,810 Less: Current portion (a) (361) (3,529) (3,890) Non-current portion at June 30, 2020 $81,296 $32,624 $113,920 (a) The current portion of Higher and Better Use Timberlands and Real Estate Development Investments is recorded in Inventory. See Note 21 — Inventory for additional information. (b) Capitalized real estate development investments include $0.2 million of capitalized interest. |
COMMITMENTS
COMMITMENTS | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS | COMMITMENTS At June 30, 2020, the future minimum payments under non-cancellable commitments were as follows: Environmental Remediation (a) Development Projects (b) Pension Contributions (c) Commitments (d) Total Remaining 2020 $710 $4,206 $2,476 $7,880 $15,272 2021 2,387 160 681 14,193 17,421 2022 2,023 220 — 16,992 19,235 2023 2,012 232 — 17,719 19,963 2024 2,012 232 — 14,987 17,231 Thereafter 2,784 2,770 — 39,877 45,431 $11,928 $7,820 $3,157 $111,648 $134,553 (a) Environmental remediation represents our estimate of potential liability associated with environmental contamination in Port Gamble, Washington. (b) Primarily consisting of payments expected to be made on our Wildlight and Richmond Hill development projects. (c) Pension contribution requirements are based on actuarially determined estimates and IRS minimum funding requirements. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES Rayonier Inc. is a real estate investment trust (a “REIT”) under the Internal Revenue Code and therefore generally does not pay U.S. federal or state income tax. Through a series of transactions in connection with the Mergers, the Company transferred all of its assets to the Operating Partnership on May 8, 2020. As a result of these transactions, the Company owns approximately 96.8% of the Operating Partnership and conducts substantially all of its business through the Operating Partnership. The taxable income or loss generated by the Operating Partnership is passed through and reported to its unit holders (including the Company) on a Schedule K-1 for inclusion in each unitholder’s income tax return. Certain operations, including log trading and certain real estate activities, such as the entitlement, development and sale of HBU properties, are conducted through taxable REIT subsidiary (“TRS”) entities. The TRS entities are subject to United States federal and state corporate income tax. The New Zealand timber operations are conducted by the New Zealand subsidiary, which is subject to corporate-level tax in New Zealand and is treated as a partnership for US income tax purposes. PROVISION FOR INCOME TAXES Our tax expense is principally related to New Zealand corporate-level tax on the New Zealand subsidiary income. The following table contains the income tax expense recognized in the Consolidated Statements of Income and Comprehensive Income: Three Months Ended Six Months Ended 2020 2019 2020 2019 Income tax expense ($2,990) ($3,608) ($6,696) ($7,958) ANNUAL EFFECTIVE TAX RATE The Company’s effective tax rate after discrete items is below the 21.0% U.S. statutory rate due to tax benefits associated with being a REIT. The following table contains the Company’s annualized effective tax rate after discrete items: Six Months Ended 2020 2019 Annualized effective tax rate after discrete items 19.8 % 15.5 % |
CONTINGENCIES
CONTINGENCIES | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
CONTINGENCIES | CONTINGENCIESWe have been named as a defendant in various lawsuits and claims arising in the normal course of business. While we have procured reasonable and customary insurance covering risks normally occurring in connection with our businesses, we have in certain cases retained some risk through the operation of large deductible insurance plans, primarily in the areas of executive risk, property, automobile and general liability. These pending lawsuits and claims, either individually or in the aggregate, are not expected to have a material adverse effect on our financial position, results of operations, or cash flow. |
ENVIRONMENTAL REMEDIATION LIABI
ENVIRONMENTAL REMEDIATION LIABILITIES | 6 Months Ended |
Jun. 30, 2020 | |
Environmental Remediation Obligations [Abstract] | |
ENVIRONMENTAL REMEDIATION LIABILITIES | ENVIRONMENTAL REMEDIATION LIABILITIES Various federal and state environmental laws in the states in which we operate place liability for environmental contamination on the current and former owners of real estate on which contamination is discovered. These laws are often a source of “strict liability,” meaning that an owner or operator need not necessarily have caused, or even been aware of, the release of hazardous substances. Similarly, there are certain environmental laws that allow state, federal, and tribal trustees (collectively, the “Trustees”) to bring suit against property owners to recover damage for injuries to natural resources. Like the liability that attaches to current property owners in the cleanup context, liability for natural resource damages (“NRD”) can attach to a property simply because an injury to natural resources resulted from releases of hazardous substances on the owner’s property, regardless of culpability for the release. In connection to the merger with Pope Resources, we assumed ownership of certain real estate in Port Gamble, Washington where hazardous substances had previously been discovered, requiring environmental remediation under these laws. Prior to the merger, Pope Resources had completed required remediation on the Port Gamble Bay, performed remedial investigation and drafted a cleanup action plan for the Port Gamble millsite, and started discussions relating to alleged natural resource damages. As of June 30, 2020, we have accrued $11.9 million for environmental remediation, which represents our current estimate of the remaining cleanup cost and most likely outcome to various contingencies. It is expected that the millsite cleanup and natural resource damages (NRD) restoration will occur over the next two Note 9 - Commitments . |
GUARANTEES
GUARANTEES | 6 Months Ended |
Jun. 30, 2020 | |
Guarantees [Abstract] | |
GUARANTEES | GUARANTEES We provide financial guarantees as required by creditors, insurance programs, and various governmental agencies. As of June 30, 2020, the following financial guarantees were outstanding: Financial Commitments (a) Maximum Potential Standby letters of credit $985 Surety bonds (b) 10,011 Total financial commitments $10,996 (a) We have not recorded any liabilities for these financial commitments in the Consolidated Balance Sheets. The guarantees are not subject to measurement, as the guarantees are dependent on our own performance. (b) Surety bonds are issued primarily to secure performance obligations related to various operational activities, to provide collateral for our Wildlight development project in Nassau County, Florida and in connection with pending and completed sales from the Harbor Hill project in Gig Harbor, Washington. These surety bonds expire at various dates during 2020, 2021 and 2022 and are expected to be renewed as required. |
EARNINGS PER SHARE AND PER UNIT
EARNINGS PER SHARE AND PER UNIT | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE AND PER UNIT | EARNINGS PER SHARE AND PER UNIT The following table provides details of the calculations of basic and diluted earnings per common share of the Company: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Earnings per common share - basic Numerator: Net Income $455 $20,920 $26,876 $48,713 Less: Net income attributable to noncontrolling interest in the Operating Partnership (219) — (219) — Less: Net loss (income) attributable to noncontrolling interests in consolidated affiliates 1,499 (2,168) 931 (5,167) Net income attributable to Rayonier Inc. $1,735 $18,752 $27,588 $43,546 Denominator: Denominator for basic earnings per common share - weighted average shares 133,318,209 129,380,282 131,227,852 129,277,490 Basic earnings per common share attributable $0.01 $0.14 $0.21 $0.34 Earnings per common share - diluted Numerator: Net Income $455 $20,920 $26,876 $48,713 Less: Net loss (income) attributable to noncontrolling interest in consolidated affiliates 1,499 (2,168) 931 (5,167) Net income attributable to Rayonier Inc., before net income attributable to noncontrolling interests in the Operating Partnership $1,954 $18,752 $27,807 $43,546 Denominator: Denominator for basic earnings per common 133,318,209 129,380,282 131,227,852 129,277,490 Add: Dilutive effect of: Stock options — 13,463 537 16,580 Performance shares, restricted shares and restricted stock units 49,299 250,170 129,390 403,915 Noncontrolling interests in common units 2,589,518 — 1,294,759 — Denominator for diluted earnings per common share - adjusted weighted average shares 135,957,026 129,643,915 132,652,538 129,697,985 Diluted earnings per common share attributable to Rayonier Inc.: $0.01 $0.14 $0.21 $0.34 Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Anti-dilutive shares excluded from the computations of diluted earnings per share: Stock options, performance shares, restricted shares and restricted stock units 635,779 451,258 521,053 444,765 Total 635,779 451,258 521,053 444,765 The following table provides details of the calculations of basic and diluted earnings per common unit of the Operating Partnership: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Earnings per common unit - basic Numerator: Net Income $455 $20,920 $26,876 $48,713 Less: Net loss (income) attributable to noncontrolling interests in consolidated affiliates 1,499 (2,168) 931 (5,167) Net income available to unitholders $1,954 $18,752 $27,807 $43,546 Denominator: Denominator for basic earnings per common unit - weighted average units 135,907,727 129,380,282 132,522,611 129,277,490 Basic earnings per common unit attributable $0.01 $0.14 $0.21 $0.34 Earnings per common unit - diluted Numerator: Net Income $455 $20,920 $26,876 $48,713 Less: Net loss (income) attributable to noncontrolling interests in consolidated affiliates 1,499 (2,168) 931 (5,167) Net income available to unitholders $1,954 $18,752 $27,807 $43,546 Denominator: Denominator for basic earnings per common 135,907,727 129,380,282 132,522,611 129,277,490 Add: Dilutive effect of unit equivalents: Stock options — 13,463 537 16,580 Performance shares, restricted shares and restricted stock units 49,299 250,170 129,390 403,915 Denominator for diluted earnings per common unit - adjusted weighted average units 135,957,026 129,643,915 132,652,538 129,697,985 Diluted earnings per common share attributable to Rayonier, L.P..: $0.01 $0.14 $0.21 $0.34 Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Anti-dilutive unit equivalents excluded from the computations of diluted earnings per unit: Stock options, performance shares, restricted shares and restricted stock units 635,779 451,258 521,053 444,765 Total 635,779 451,258 521,053 444,765 |
DERIVATIVE FINANCIAL INSTRUMENT
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES | 6 Months Ended |
Jun. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES | DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES We are exposed to market risk related to potential fluctuations in foreign currency exchange rates and interest rates. We use derivative financial instruments to mitigate the financial impact of exposure to these risks. Accounting for derivative financial instruments is governed by ASC Topic 815, Derivatives and Hedging , (“ASC 815”). In accordance with ASC 815, we record our derivative instruments at fair value as either assets or liabilities in the Consolidated Balance Sheets. Changes in the instruments’ fair value are accounted for based on their intended use. Gains and losses on derivatives that are designated and qualify for cash flow hedge accounting are recorded as a component of accumulated other comprehensive loss (“AOCI”) and reclassified into earnings when the hedged transaction materializes. Gains and losses on derivatives that are designated and qualify for net investment hedge accounting are recorded as a component of AOCI and will not be reclassified into earnings until the investment is partially or completely liquidated. The changes in the fair value of derivatives not designated as hedging instruments and those which are no longer effective as hedging instruments, are recognized immediately in earnings. FOREIGN CURRENCY EXCHANGE AND OPTION CONTRACTS The functional currency of Rayonier New Zealand Limited, and the New Zealand subsidiary is the New Zealand dollar. The New Zealand subsidiary is exposed to foreign currency risk on export sales and ocean freight payments which are mainly denominated in U.S. dollars. The New Zealand subsidiary typically hedges 50% to 90% of its estimated foreign currency exposure with respect to the following twelve months forecasted sales and purchases, less distributions, and up to 75% of the forward 12 to 18 months. Additionally, the New Zealand subsidiary will occasionally hedge up to 50% of its estimated foreign currency exposure with respect to the following 18 to 48 months forecasted sales and purchases, less distributions, when the New Zealand dollar is at a cyclical low versus the U.S. dollar. Foreign currency exposure from the New Zealand subsidiary’s trading operations is typically hedged based on the following three months forecasted sales and purchases. As of June 30, 2020, foreign currency exchange contracts and foreign currency option contracts had maturity dates through April 2022 and August 2021, respectively. Foreign currency exchange and option contracts hedging foreign currency risk on export sales and ocean freight payments qualify for cash flow hedge accounting. We may de-designate these cash flow hedge relationships in advance or at the occurrence of the forecasted transaction. The portion of gains or losses on the derivative instrument previously accumulated in other comprehensive loss for de-designated hedges remains in accumulated other comprehensive loss until the forecasted transaction affects earnings. Changes in the value of derivative instruments after de-designation are recorded in earnings. INTEREST RATE SWAPS We are exposed to cash flow interest rate risk on our variable-rate Term Credit Agreement, Incremental Term Loan Agreement and 2020 Incremental Term Loan Facility and use variable-to-fixed interest rate swaps to hedge this exposure. For these derivative instruments, we report the gains/losses from the fluctuations in the fair market value of the hedges in AOCI and reclassify them to earnings as interest expense in the same period in which the hedged interest payments affect earnings. The following table contains information on the outstanding interest rate swaps as of June 30, 2020: Outstanding Interest Rate Swaps (a) Date Entered Into Term Notional Amount Related Debt Facility Fixed Rate of Swap (b) Bank Margin on Debt Total Effective Interest Rate (c) August 2015 9 years $170,000 Term Credit Agreement 2.20 % 1.60 % 3.80 % August 2015 9 years 180,000 Term Credit Agreement 2.35 % 1.60 % 3.95 % April 2016 10 years 100,000 Incremental Term Loan 1.60 % 1.90 % 3.50 % April 2016 10 years 100,000 Incremental Term Loan 1.60 % 1.90 % 3.50 % July 2016 10 years 100,000 Incremental Term Loan 1.26 % 1.90 % 3.16 % June 2020 10 years 250,000 2020 Incremental Term Loan 1.10 % 1.85 % 2.95 % (a) All interest rate swaps have been designated as interest rate cash flow hedges and qualify for hedge accounting. (b) The interest rate swap entered in June 2020, was an off-market derivative, meaning it contained an embedded financing element, which the counterparties recovered through an incremental charge in the fixed rate over what would have been charged for an at-market swap. (c) Rate is before estimated patronage payments. TREASURY LOCKS During the first quarter, we entered into treasury lock agreements, which were designated and qualified as cash flow hedges. These derivative instruments hedged the impact of changes in the benchmark interest rate to future interest payments associated with anticipated debt issuances. Prior to expiration, we de-designated and settled the treasury locks by converting them into interest rate swap lock agreements (discussed below). To the extent we de-designate or terminate a cash flow hedging relationship and the associated hedged item continues to exist, any unrealized gain or loss of the cash flow hedge at the time of de-designation remains in accumulated other comprehensive loss and is amortized using the straight-line method through interest expense over the remaining life of the hedged item. Amounts recorded in accumulated other comprehensive loss in connection with the settled treasury locks were ($20.8) million which will be reclassified to earnings through interest expense over the life of the anticipated issued debt. The following table contains information on the expired treasury lock agreements entered into during the six months ended June 30, 2020: Converted Treasury Rate Locks (a) Date Entered Into Term Notional Amount Rate Related Debt Facility (b) Expiration Date January 2020 10 years $100,000 1.53% 2020 Incremental Term Loan Facility March 30, 2020 January 2020 10 years 100,000 1.53% 2020 Incremental Term Loan Facility March 31, 2020 February 2020 10 years 50,000 1.35% 2020 Incremental Term Loan Facility March 31, 2020 (a) At inception, all treasury locks were designated as interest rate cash flow hedges and qualified for hedge accounting. (b) On April 16, 2020, we entered into a Third Amendment and Incremental Term Loan Agreement which provided for a five-year $250 million senior unsecured incremental term loan facility (the “2020 Incremental Term Loan Facility”). See Note 7 — Debt for more information. We anticipate extending the term of the 2020 Incremental Term Loan facility for an additional five-year term upon maturity. INTEREST RATE SWAP LOCKS Upon de-designation, we converted the above treasury lock agreements to interest rate swap lock agreements to hedge the risk of changes in the interest payments attributable to changes in the benchmark LIBOR interest rate associated with anticipated issuances of debt. The interest rate swap locks were designated and qualified as cash flow hedges. Prior to expiration, we de-designated and partially cash settled $11.1 million of the interest rate swap locks and converted them into interest rate swap agreements. To the extent we de-designate or terminate a cash flow hedging relationship and the associated hedged item continues to exist, any unrealized gain or loss of the cash flow hedge at the time of de-designation remains in accumulated other comprehensive loss and is amortized using the straight-line method through interest expense over the remaining life of the hedged item. Incremental a mounts recorded in accumulated other comprehensive loss in connection with the settled interest rate swap locks were ($1.4) million, which will be reclassified to earnings through interest expense over the life of the anticipated issued debt. The following table contains information on the terminated interest rate swap lock agreements as of June 30, 2020: Converted Interest Rate Swap Locks (a) Date Entered Into Term Notional Amount Fixed Rate of Swap Lock (b) Related Debt Facility (c) Termination Date March 2020 10 years $100,000 1.56% 2020 Incremental Term Loan Facility June 30, 2020 March 2020 10 years 100,000 1.59% 2020 Incremental Term Loan Facility June 30, 2020 March 2020 10 years 50,000 1.41% 2020 Incremental Term Loan Facility June 30, 2020 (a) All interest rate swap locks have been designated as interest rate cash flow hedges and qualify for hedge accounting. (b) These interest rate swap locks were off-market derivatives, meaning they contained an embedded financing element, which the counterparties recovered through an incremental charge in the fixed rate over what would have been charged for an at-market swap lock. (c) On April 16, 2020, we entered into a Third Amendment and Incremental Term Loan Agreement which provided for a five-year $250 million senior unsecured incremental term loan facility (the “2020 Incremental Term Loan Facility”). See Note 7 — Debt for information. We anticipate extending the term of the 2020 Incremental Term Loan facility for an additional five-year term upon maturity. FORWARD-STARTING INTEREST RATE SWAPS We are exposed to cash flow interest rate risk on anticipated debt issuances and use forward-starting interest rate swap agreements to hedge against changes in future cash flows resulting from changes in interest rates from the trade date through the anticipated issuance date. For these derivative instruments, we report the gains/losses from the fluctuations in the fair market value of the hedges in AOCI and reclassify them to earnings as interest expense in the same period in which the hedged interest payments affect earnings. The following table contains information on the outstanding forward-starting interest rate swaps as of June 30, 2020: Outstanding Forward-Starting Interest Rate Swaps (a) Date Entered Into Term Notional Amount Fixed Rate of Swap Related Debt Facility Forward Date Maximum Period Ending for Forecasted Issuance Date February 2020 10 years $325,000 1.40 % Anticipated refinancing of Senior Notes due 2022 April 2022 April 2022 March 2020 4 years 100,000 0.88 % Term Credit Agreement August 2024 N/A May 2020 4 years 50,000 0.74 % Term Credit Agreement August 2024 N/A (a) All forward-starting interest rate swaps have been designated as interest rate cash flow hedges and qualify for hedge accounting. CARBON OPTIONS The New Zealand subsidiary enters into carbon options from time to time to sell carbon assets at certain prices. Changes in fair value of the carbon option contracts are recorded in “Interest and other miscellaneous income, net” as the contracts do not qualify for hedge accounting treatment. As of June 30, 2020, all existing carbon option contracts have expired. The following tables demonstrate the impact, gross of tax, of the Company’s derivatives on the Consolidated Statements of Income and Comprehensive Income for the three and six months ended June 30, 2020 and 2019: Three Months Ended Income Statement Location 2020 2019 Derivatives designated as cash flow hedges: Foreign currency exchange contracts Other comprehensive income (loss) $5,340 ($219) Foreign currency option contracts Other comprehensive income (loss) 877 (107) Interest rate products Other comprehensive income (loss) (14,469) (18,371) Interest Expense 2,716 (913) Derivatives not designated as hedging instruments: Foreign currency exchange contracts Interest and other miscellaneous income, net — 152 Carbon option contracts Interest and other miscellaneous income, net 14 12 Six Months Ended Income Statement Location 2020 2019 Derivatives designated as cash flow hedges: Foreign currency exchange contracts Other comprehensive income (loss) ($140) $900 Foreign currency option contracts Other comprehensive income (loss) (273) (30) Interest rate products Other comprehensive income (loss) (93,621) (28,966) Interest Expense 3,168 (1,866) Derivatives not designated as hedging instruments: Foreign currency exchange contracts Interest and other miscellaneous income, net — 135 Carbon option contracts Interest and other miscellaneous income, net 563 415 During the next 12 months, the amount of the June 30, 2020 AOCI balance, net of tax, expected to be reclassified into earnings as a result of the maturation of the Company’s derivative instruments is a loss of approximat ely $0.5 million. The following table contains the notional amounts of the derivative financial instruments recorded in the Consolidated Balance Sheets: Notional Amount June 30, 2020 December 31, 2019 Derivatives designated as cash flow hedges: Foreign currency exchange contracts $61,500 $56,350 Foreign currency option contracts 36,000 22,000 Interest rate swaps 900,000 650,000 Forward-starting interest rate swaps 475,000 — Derivative not designated as a hedging instrument: Carbon options (a) — 9,592 (a) Notional amount for carbon options is calculated as the number of units outstanding multiplied by the spot price as of June 30, 2020. The following table contains the fair values of the derivative financial instruments recorded in the Consolidated Balance Sheets: Location on Balance Sheet Fair Value Assets / (Liabilities) (a) June 30, 2020 December 31, 2019 Derivatives designated as cash flow hedges: Foreign currency exchange contracts Other current assets $310 $424 Other assets 1,177 390 Other current liabilities (968) (172) Other non-current liabilities (17) — Foreign currency option contracts Other current assets 275 151 Other assets 172 209 Other current liabilities (305) (27) Other non-current liabilities (112) (30) Interest rate swaps Other assets — 2,614 Other non-current liabilities (65,381) (11,068) Forward-starting interest rate swaps Other non-current liabilities (22,832) — Derivative not designated as a hedging instrument: Carbon options Other current liabilities — (607) Total derivative contracts: Other current assets $585 $575 Other assets 1,349 3,213 Total derivative assets $1,934 $3,788 Other current liabilities (1,273) (806) Other non-current liabilities (88,342) (11,098) Total derivative liabilities ($89,615) ($11,904) (a) See Note 16 — Fair Value Measurements for further information on the fair value of our derivatives including their classification within the fair value hierarchy. OFFSETTING DERIVATIVES Derivative financial instruments are presented at their gross fair values in the Consolidated Balance Sheets. Our derivative financial instruments are not subject to master netting arrangements, which would allow the right of offset. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS FAIR VALUE OF FINANCIAL INSTRUMENTS A three-level hierarchy that prioritizes the inputs used to measure fair value was established in the Accounting Standards Codification as follows: Level 1 — Quoted prices in active markets for identical assets or liabilities. Level 2 — Observable inputs other than quoted prices included in Level 1. Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The following table presents the carrying amount and estimated fair values of our financial instruments as of June 30, 2020 and December 31, 2019, using market information and what we believe to be appropriate valuation methodologies under GAAP: June 30, 2020 December 31, 2019 Asset (Liability) (a) Carrying Fair Value Carrying Fair Value Level 1 Level 2 Level 1 Level 2 Cash and cash equivalents, excluding Timber Funds $87,813 $87,813 — $68,735 $68,735 — Cash and cash equivalents, Timber Funds 6,973 6,973 — — — — Restricted cash (b) 475 475 — 1,233 1,233 — Current maturities of long-term debt, excluding Timber Funds — — — (82,000) — (82,000) Current maturities of long-term debt, Timber Funds (25,042) — (25,083) — — — Long-term debt, excluding Timber Funds (c) (1,310,506) — (1,297,698) (973,129) — (981,500) Long-term debt, Timber Funds (c) (35,617) — (35,741) — — — Interest rate swaps (d) (65,381) — (65,381) (8,454) — (8,454) Forward-starting interest rate swaps (d) (22,832) — (22,832) — — — Foreign currency exchange contracts (d) 502 — 502 642 — 642 Foreign currency option contracts (d) 30 — 30 303 — 303 Carbon option contracts (d) — — — (607) — (607) Marketable equity securities (e) — — — 10,582 10,582 — Noncontrolling Interests in the Operating Partnership (f) 110,220 110,220 — — — — (a) We did not have Level 3 assets or liabilities at June 30, 2020 and December 31, 2019. (b) Restricted cash represents the proceeds from like-kind exchange sales deposited with a third-party intermediary and cash held in escrow for a real estate sale. See Note 22 — Restricted Cash for additional information. (c) The carrying amount of long-term debt is presented net of capitalized debt costs on non-revolving debt. See Note 7 — Debt for additional information. (d) See Note 15 — Derivative Financial Instruments and Hedging Activities for information regarding the Consolidated Balance Sheets classification of our derivative financial instruments. (e) Investments in marketable securities are classified in “Other Assets” based on the nature of the securities and their availability for use in current operations. (f) Noncontrolling Interests in the Operating Partnership is neither an asset or liability and is classified as temporary equity in the Company’s Consolidated Balance Sheets. This relates to the ownership of Rayonier, L.P. Common Units by various individuals and entities other than the Company. We use the following methods and assumptions in estimating the fair value of our financial instruments: Cash and cash equivalents and Restricted cash — The carrying amount is equal to fair market value. Debt — The fair value of fixed rate debt is based upon quoted market prices for debt with similar terms and maturities. The variable rate debt adjusts with changes in the market rate, therefore the carrying value approximates fair value. Interest rate swap agreements — The fair value of interest rate contracts is determined by discounting the expected future cash flows, for each instrument, at prevailing interest rates. Foreign currency exchange contracts — The fair value of foreign currency exchange contracts is determined by a mark-to-market valuation, which estimates fair value by discounting the difference between the contracted forward price and the current forward price for the residual maturity of the contract using a risk-free interest rate. Foreign currency option contracts — The fair value of foreign currency option contracts is based on a mark-to-market calculation using the Black-Scholes option pricing model. Carbon option contracts — The fair value of carbon option contracts is determined by a mark-to-market valuation using the Black-Scholes option pricing model, which estimates fair value by discounting the difference between the contracted forward price and the current forward price for the residual maturity of the contract using a risk-free interest rate. Marketable equity securities — The fair value of marketable equity securities is determined by quoted prices in their active market. Noncontrolling Interests in the Operating Partnership — The fair value of noncontrolling interests in the Operating Partnership is determined based on the period-end closing price of Rayonier Inc. common shares. The following table presents marketable equity securities that have been in a continuous unrealized gain position for less than 12 months and for more than 12 months or greater at June 30, 2020 and December 31, 2019: June 30, 2020 December 31, 2019 Carrying Amount Less than 12 Months 12 Months or Greater Total Carrying Amount Less than 12 Months 12 Months or Greater Total Fair value of marketable equity securities — — — — $10,582 10,582 — 10,582 Unrealized (losses) gains — — — — — 3,043 — 3,043 |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 6 Months Ended |
Jun. 30, 2020 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract] | |
EMPLOYEE BENEFIT PLANS | EMPLOYEE BENEFIT PLANS We have one qualified non-contributory defined benefit pension plan covering a portion of our employees and an unfunded plan that provides benefits in excess of amounts allowable under current tax law in the qualified plan. Both plans are closed to new participants. Effective December 31, 2016, we froze benefits for all employees participating in the pension plan. In lieu of the pension plan, we provide those employees with an enhanced 401(k) plan match. Employee benefit plan liabilities are calculated using actuarial estimates and management assumptions. These estimates are based on historical information, along with certain assumptions about future events. Changes in assumptions, as well as changes in actual experience, could cause the estimates to change. As of June 30, 2020, we have pai d $1.1 million of the approximately $3.6 million in current year mandatory pension contribution requirements (based on actuarial estimates and IRS minimum funding requirements). The net pension and postretirement benefit costs (credits) that have been recorded are shown in the following table: Components of Net Periodic Benefit Cost (Credit) Income Statement Location Pension Postretirement Three Months Ended Three Months Ended 2020 2019 2020 2019 Service cost Selling and general expenses — — $2 $1 Interest cost Interest and other miscellaneous income, net 677 799 13 13 Expected return on plan assets (a) Interest and other miscellaneous income, net (876) (777) — — Amortization of losses Interest and other miscellaneous income, net 215 112 2 — Net periodic benefit cost $16 $134 $17 $14 Components of Net Periodic Benefit Cost (Credit) Income Statement Location Pension Postretirement Six Months Ended Six Months Ended 2020 2019 2020 2019 Service cost Selling and general expenses — — $3 $3 Interest cost Interest and other miscellaneous income, net 1,353 1,599 26 27 Expected return on plan assets (a) Interest and other miscellaneous income, net (1,752) (1,554) — — Amortization of losses Interest and other miscellaneous income, net 431 224 4 — Net periodic benefit cost $32 $269 $33 $30 (a) The weighted-average expected long-term rate of return on plan assets used in computing 2020 net periodic benefit cost for pension benefit s is 5.7% DEFINED CONTRIBUTION PLANS |
INCENTIVE STOCK PLANS
INCENTIVE STOCK PLANS | 6 Months Ended |
Jun. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
INCENTIVE STOCK PLANS | INCENTIVE STOCK PLANS REPLACEMENT RESTRICTED STOCK AWARDS FROM THE MERGER WITH POPE RESOURCES As a result of the merger with Pope Resources, Rayonier issued 69,176 shares of restricted stock awards (“replacement awards”) in connection with unvested Pope Resources restricted units. Eligible outstanding Pope Resources restricted units were canceled and exchanged for replacement awards, pursuant to an exchange ratio in the merger agreement designed to maintain the intrinsic value of the awards immediately prior to the exchange. In accordance with ASC 805, these awards are considered to be replacement awards. Exchanges of share-based payment awards in conjunction with a business combination are modifications in accordance with ASC 718, Compensation — Stock Compensation (“ASC 718”). As a result, the portion of the fair-value of replacement awards attributable to pre-merger services were included in measuring the consideration transferred in the business combination. The fair value of the replacement awards was estimated to be approximately $1.7 million of which $0.2 million was attributable to pre-merger services. See Note 2 — Merger with Pope Resources for additional information. REPLACEMENT AWARD EXPENSE The replacement awards issued have similar vesting provisions as the terms of existing Rayonier Inc. restricted stock. Expense for the replacement awards that were not fully vested prior to the date of the merger will continue to be recognized over a weighted average remaining service period of approximately 21 months unless a qualifying termination occurs. A qualifying termination of an awardee will result in the acceleration of vesting and expense recognition in the period that the qualifying termination occurs. Qualifying terminations during three months and six months ended June 30, 2020 resulted in the accelerated vesting of 11,076 of the replacement awards and recognition of approximately $0.2 million of expense. This accelerated vesting expense is included in merger-related integration costs as described in Note 20 — Charges for Integration and Restructuring . A summary of the replacement awards granted as a result of the merger with Pope Resources is presented below: Three Months Ended June 30, Six Months Ended 2020 2020 Replacement restricted shares granted 69,176 69,176 Weighted average price of replacement restricted shares granted $24.01 $24.01 Replacement restricted shares vested as a result of acceleration due to qualifying terminations 11,076 11,076 Grant date fair value of replacement restricted shares vested $24.01 $24.01 Intrinsic value of replacement restricted shares outstanding (a) $1,440 $1,440 Cash used to purchase common shares from employees with vested replacement shares to pay minimum withholding tax requirements 44 44 (a) Intrinsic value of restricted stock outstanding is based on the market price of the Company’s stock at June 30, 2020. For additional information related to our incentive stock plans, see Note 17 — Incentive Stock Plans in the Company’s 2019 Form 10-K. |
OTHER OPERATING EXPENSE, NET
OTHER OPERATING EXPENSE, NET | 6 Months Ended |
Jun. 30, 2020 | |
Other Income and Expenses [Abstract] | |
OTHER OPERATING EXPENSE, NET | OTHER OPERATING EXPENSE, NET Other operating expense, net consisted of the following: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Loss on foreign currency remeasurement, net of cash flow hedges ($2,720) ($719) ($1,287) ($690) Gain on sale or disposal of property and equipment 4 35 7 56 Log trading marketing fees 3 80 50 137 Costs related to the merger with Pope Resources (a) (13,498) — (15,985) — Miscellaneous expense, net (272) (1,365) (379) (1,437) Total ($16,483) ($1,969) ($17,594) ($1,934) (a) Includes legal, accounting, due diligence, consulting and other costs related to the merger with Pope Resources. See Note 2 - Merger with Pope Resources and Note 20 - Charges for Integration and Restructuring for additional information. |
CHARGES FOR INTEGRATION AND RES
CHARGES FOR INTEGRATION AND RESTRUCTURING | 6 Months Ended |
Jun. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
CHARGES FOR INTEGRATION AND RESTRUCTURING | CHARGES FOR INTEGRATION AND RESTRUCTURING During 2020, we have incurred and accrued for termination benefits (primarily severance) and accelerated share-based payment costs based upon actual and expected qualifying terminations of certain employees as a result of restructuring decisions made concurrent with and subsequent to the Mergers. We have also incurred non-recurring professional services costs for investment banking, legal, consulting, accounting and certain other fees directly attributable to our merger with Pope Resources. A summary of the charges for integration and restructuring related to our merger with Pope Resources is presented below: Three Months Ended Six Months Ended June 30, 2020 June 30, 2020 Termination benefits $581 $581 Acceleration of share-based compensation related to qualifying terminations ( Note 18 ) 232 232 Professional services 10,967 13,314 Other integration and restructuring costs 1,718 1,858 Total integration and restructuring charges related to our merger with Pope Resources $13,498 $15,985 Changes in accrued severance related to restructuring during the three and six months ended June 30, 2020 were as follows: Three Months Ended Six Months Ended June 30, 2020 June 30, 2020 Accrued severance as of March 31, 2020 — — Charges 581 581 Payments (334) (334) Accrued severance as of June 30, 2020 $247 $247 Accrued severance is recorded within “Accrued Payroll and Benefits” in our Consolidated Balance Sheets. The majority of the accrued severance balance as of June 30, 2020 is expected to be paid within one year. |
INVENTORY
INVENTORY | 6 Months Ended |
Jun. 30, 2020 | |
Inventory Disclosure [Abstract] | |
INVENTORY | INVENTORY As of June 30, 2020 and December 31, 2019, our inventory consisted entirely of finished goods, as follows: June 30, 2020 December 31, 2019 Finished goods inventory Real estate inventory (a) $3,890 $12,663 Log inventory 6,475 1,855 Total inventory $10,365 $14,518 (a) Represents the cost of HBU real estate (including capitalized development investments) under contract to be sold. See Note 8 — Higher And Better Use Timberlands and Real Estate Development Investments for additional information. |
RESTRICTED CASH
RESTRICTED CASH | 6 Months Ended |
Jun. 30, 2020 | |
Restricted Cash and Investments [Abstract] | |
RESTRICTED CASH | RESTRICTED CASH In order to qualify for like-kind exchange (“LKE”) treatment, the proceeds from real estate sales must be deposited with a third-party intermediary. These proceeds are accounted for as restricted cash until a suitable replacement property is acquired. In the event LKE purchases are not completed, the proceeds are returned to us after 180 days and reclassified as available cash. As of June 30, 2020 and December 31, 2019, we had $0.5 million and $1.2 million, respectively, of proceeds from real estate sales classified as restricted cash which were deposited with an LKE intermediary as well as cash held in escrow for a real estate sale. The following table contains the amounts of restricted cash recorded in the Consolidated Balance Sheets and Consolidated Statements of Cash Flows for the six months ended June 30, 2020: June 30, 2020 Restricted cash held in escrow $475 Total restricted cash shown in the Consolidated Balance Sheets 475 Cash and cash equivalents 94,786 Total cash, cash equivalents and restricted cash shown in the Consolidated Statements of Cash Flows $95,261 |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE LOSS | 6 Months Ended |
Jun. 30, 2020 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | ACCUMULATED OTHER COMPREHENSIVE LOSS The following table summarizes the changes in AOCI by component for the six months ended June 30, 2020 and the year ended December 31, 2019. All amounts are presented net of tax and exclude portions attributable to noncontrolling interest. Foreign currency translation (loss) gains Net investment hedges of New Zealand subsidiary Cash flow hedges Employee benefit plans Total Rayonier, L.P. Allocation to Operating Partnership Total Rayonier Inc. Balance as of December 31, 2018 ($1,010) $1,321 $21,965 ($22,037) $239 — $239 Other comprehensive (loss) income before reclassifications 784 — (29,251) (1,799) (30,266) — (30,266) Amounts reclassified from accumulated other comprehensive (loss) income — — (1,624) 449 (b) (1,175) — (1,175) Net other comprehensive (loss) income 784 — (30,875) (1,350) (31,441) — (31,441) Balance as of December 31, 2019 ($226) $1,321 ($8,910) ($23,387) ($31,202) — ($31,202) Other comprehensive loss before reclassifications (16,022) — (92,806) (a) — (108,828) — (108,828) Amounts reclassified from accumulated other comprehensive (loss) income — — 2,124 434 (b) 2,558 (457) 2,101 Net other comprehensive (loss) income (16,022) — (90,682) 434 (106,270) (457) (106,727) Balance as of June 30, 2020 ($16,248) $1,321 ($99,592) ($22,953) ($137,472) ($457) ($137,929) (a) Includes $90.5 million of other comprehensive loss related to interest rate swaps, treasury locks, interest rate swap locks and forward-starting interest rate swaps. See Note 15 — Derivative Financial Instruments and Hedging Activities for additional information. (b) This component of other comprehensive (loss) income is included in the computation of net periodic pension and post-retirement costs. See Note 17 — Employee Benefit Plans for additional information. The following table presents details of the amounts reclassified in their entirety from AOCI to net income for the six months ended June 30, 2020 and June 30, 2019: Details about accumulated other comprehensive (loss) income components Amount reclassified from accumulated other comprehensive (loss) income Affected line item in the income statement June 30, 2020 June 30, 2019 Realized (gain) loss on foreign currency exchange contracts ($1,892) ($190) Other operating expense, net Realized loss (gain) on foreign currency option contracts 8 (60) Other operating expense, net Noncontrolling interest 434 58 Comprehensive (loss) income attributable to noncontrolling interest Realized loss (gain) on interest rate contracts 3,168 (1,866) Interest expense Income tax expense from net gain on foreign currency contracts 406 54 Income tax expense Net gain from accumulated other comprehensive income $2,124 ($2,004) |
VARIABLE INTEREST ENTITIES
VARIABLE INTEREST ENTITIES | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
VARIABLE INTEREST ENTITIES | VARIABLE INTEREST ENTITIES ORM Timber Fund II, Inc. (Fund II), ORM Timber Fund III LLC (Fund III), and ORM Timber Fund IV LLC. (Fund IV) (Collectively, “The Funds”) In the May 8, 2020 merger with Pope Resources, we became manager of three private equity timber funds, Fund II, Fund III, and Fund IV, and obtained ownership interests in the funds of 20%, 5%, and 15%, respectively. We determined, based upon an analysis under the variable interest entity guidance, that we have the power to direct the activities that most significantly impact the Funds’ economic success. Therefore, we are considered the primary beneficiary and are required under ASC 810 — Consolidation to consolidate the Funds. For further information on The Funds, see Note 5 — Noncontrolling Interests . The assets and liabilities of The Funds as of June 30, 2020, were as follows: Timber Funds June 30, 2020 Assets: Cash and cash equivalents $6,973 Accounts receivable 3,213 Prepaid expenses 81 Other current assets 361 Total current assets 10,628 Timber and timberlands, net of depletion and amortization 467,800 Other assets 3 Total assets $478,431 Liabilities and Equity: Accounts payable $636 Intercompany payable (a) 3,837 Current maturities of long-term debt 25,042 Accrued taxes 251 Accrued interest 655 Deferred revenue 1 Other current liabilities 787 Total current liabilities 31,209 Long-term debt 35,617 Funds’ equity 411,605 Total liabilities and equity $478,431 (a) Includes management fees and other expenses payable to the Operating Partnership. These amounts are eliminated in the Consolidated Balance Sheets. Ferncliff Investors We also acquired in the merger with Pope Resources an ownership interest in a real estate joint venture entity. We determined, based upon an analysis under the variable interest entity guidance, that we have the power to direct the activities that most significantly impact the joint venture’s economic success. Therefore, we are considered the primary beneficiary and are required under ASC 810 — Consolidation to consolidate Ferncliff Investors. For further information on Ferncliff Investors, see Note 5 — Noncontrolling Interests . The assets and liabilities of Ferncliff Investors as of June 30, 2020, were as follows: Ferncliff Investors June 30, 2020 Assets: Cash and cash equivalents $760 Total current assets 760 Investment in real estate joint venture entity 3,141 Advances to real estate joint venture entity 1,000 Total assets $4,901 Liabilities and equity: Intercompany payable (a) $10 Total current liabilities 10 Ferncliff Investors’ equity 4,891 Total liabilities and equity $4,901 (a) Includes miscellaneous expenses payable to the Operating Partnership. These amounts are eliminated in the Consolidated Balance Sheets. |
BASIS OF PRESENTATION (Policies
BASIS OF PRESENTATION (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | BASIS OF PRESENTATION The unaudited consolidated financial statements and notes thereto of Rayonier Inc. and its subsidiaries and Rayonier, L.P. have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”). The Rayonier Inc. year-end balance sheet information was derived from audited financial statements not included herein. In the opinion of management, these financial statements and notes reflect any adjustments (all of which are normal recurring adjustments) necessary for a fair presentation of the results of operations, financial position and cash flows for the periods presented. These statements and notes should be read in conjunction with the financial statements and supplementary data included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, as filed with the SEC (the “2019 Form 10-K”). On May 7, 2020, Rayonier Inc. contributed its 100% ownership interest in Rayonier Operating Company LLC (the “Contribution”) to Rayonier, L.P. As a result of the Contribution, which constituted the transfer of all or substantially all of Rayonier’s assets under the terms of the Indenture, dated March 5, 2012 (as supplemented and amended from time to time, the “Indenture”), between Rayonier, as issuer, the subsidiary guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee, Rayonier, L.P. expressly assumed all the obligations of Rayonier under the Indenture, including obligations with respect to the outstanding $325 million in aggregate principal amount of 3.750% Senior Notes due 2022 (the “2022 Notes”) issued thereunder. On May 7, 2020, Rayonier, Rayonier, L.P., the subsidiary guarantors party thereto and the Trustee entered into the Third Supplemental Indenture, pursuant to which (1) Rayonier, L.P. succeeded to and became substituted for the Company under the Indenture and 2022 Notes and expressly assumed all the obligations of the Company under the Indenture, including obligations with respect to the 2022 Notes, and (2) Rayonier agreed to irrevocably, fully and unconditionally guarantee, jointly and severally, the obligations of Rayonier, L.P. under Indenture, including the 2022 Notes. On May 8, 2020, Rayonier, L.P. acquired Pope Resources and became the general partner of Pope Resources. The acquisition occurred pursuant to a series of mergers (the “Mergers”) provided for in Agreement and Plan of Merger, dated as of January 14, 2020, as amended by Amendment No. 1, dated as of April 1, 2020 (as amended, the “Merger Agreement”), by and among Rayonier Inc., Rayonier, L.P., Rayonier Operating Company LLC, Rayonier Operating Company Holdings, LLC, Pacific GP Merger Sub I, LLC, Pacific GP Merger Sub II, LLC, Pacific LP Merger Sub III, LLC, Pope Resources, Pope EGP, Inc. and Pope MGP, Inc. As of June 30, 2020, the Company owned a 96.8% interest in the Operating Partnership, with the remaining 3.2% interest owned by limited partners of the Operating Partnership. As the sole general partner of the Operating Partnership, Rayonier Inc. has exclusive control of the day-to-day management of the Operating Partnership. The Rayonier, L.P. year-end balance sheet information was derived from the separate historical unaudited financial statements of Rayonier Operating Company LLC not included herein. In the opinion of management, these financial statements and notes reflect any adjustments (all of which are normal recurring adjustments) necessary for a fair presentation of the results of operations, financial position and cash flows for the periods presented. These statements and notes should be read in conjunction with the audited consolidated financial statements as of and for the years ended December 31, 2019, 2018 and 2017 included in Exhibit 99.4 of the Operating Partnership’s Amendment No. 1 to the Current Report on Form 8-K filed with the SEC on July 17, 2020. |
Redeemable Common Units | REDEEMABLE COMMON UNITS Limited partners holding common units other than the Company (“Redeemable Common Units”) have the right to put any and all of the common units to the Operating Partnership in exchange for Rayonier registered common shares, on a one-for-one basis, or cash, at Rayonier’s option. Consequently, these Redeemable Common Units are classified outside of permanent partners’ capital in the Operating Partnership's accompanying balance sheets. The recorded value of the Redeemable Common Units is based on the higher of 1) initial carrying amount, increased or decreased for its share of net income or loss, other comprehensive income or loss, and dividend or 2) redemption value as measured by the closing price of Rayonier Inc. Common Stock on the balance sheet date multiplied by the total number of Redeemable Common Units outstanding. For a full description of our other significant accounting policies, see Note 1 — Summary of Significant Accounting Policies in the Company’s 2019 Form 10-K and Note 1 — S ummary of Significant Accounting Policies in the audited consolidated financial statements as of and for the years ended December 31, 2019, 2018 and 2017 included in Exhibit 99.4 of the Operating Partnership’s Amendment No. 1 to the Current Report on Form 8-K filed with the SEC on July 17, 2020. |
Merger with Pope Resources | MERGER WITH POPE RESOURCES On May 8, 2020, we completed the previously announced acquisition of Pope Resources. Therefore, Pope Resources’ balance sheet and results of operations are included in our consolidated financial statements from and after the date of acquisition. See Note 2 - Merger with Pope Resources , Note 7 - Debt , and Note 20 - Charges for Integration and Restructuring for further information pertaining to the merger. |
Recently Adopted Standards and New Accounting Standards | RECENTLY ADOPTED STANDARDS We adopted Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments-Credit Losses (Topic 326) on January 1, 2020, with no material impact on the consolidated financial statements. NEW ACCOUNTING STANDARDS In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848) , which provides optional guidance to ease the potential burden in accounting due to reference rate reform. The guidance in this update provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts and hedging relationships that reference LIBOR or another reference rate expected to be discontinued due to reference rate reform. These amendments are effective immediately and may be applied prospectively to contract modifications made and hedging relationships entered into on or before December 31, 2022. We are currently evaluating our contracts and the optional expedients provided by the new standard. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740) - Simplifying the Accounting for Income Taxes . The guidance issued in this update simplifies the accounting for income taxes by eliminating certain exceptions to the guidance in ASC 740 related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. ASU No. 2019-12 also simplifies aspects of the accounting for franchise taxes and enacted changes in tax laws or rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill. The standard will be effective for annual reporting periods beginning after December 15, 2020, including interim reporting periods within those fiscal years. We do not expect a material impact on our Consolidated Financial Statements. On March 2, 2020, the SEC adopted amendments to the financial disclosure requirements for guarantors and issuers of guaranteed securities, as well for affiliates whose securities collateralize a registrant’s securities. The amendments revise Rules 3-10 and 3-16 of Regulation S-X, and relocate part of Rule 3-10 and all of Rule 3-16 to the new Article 13 in Regulation S-X, which is comprised of new Rules 13-01 and 13-02. We early adopted the requirements of the amendments on April 1, 2020, which included replacing guarantor condensed consolidating financial information with summarized financial information for the consolidated obligor group (Parent, Issuer, and Guarantor Subsidiaries) as well as no longer requiring guarantor cash flow information, financial information for non-guarantor subsidiaries, and a reconciliation to the consolidated results. |
Subsequent Events | SUBSEQUENT EVENTSWe have evaluated events occurring from June 30, 2020 to the date of issuance of these Consolidated Financial Statements for potential recognition or disclosure in the consolidated financial statements. No events were identified that warranted recognition or disclosure. |
Revenue Recognition | PERFORMANCE OBLIGATIONS We recognize revenue when control of promised goods or services (“performance obligations”) is transferred to customers, in an amount that reflects the consideration expected in exchange for those goods or services (“transaction price”). We generally satisfy performance obligations within a year of entering into a contract and therefore have applied the disclosure exemption found under ASC 606-10-50-14. Unsatisfied performance obligations as of June 30, 2020 are primarily due to advances on stumpage contracts, unearned license revenue and post-closing obligations on real estate sales. These performance obligations are expected to be satisfied within the next twelve months. We generally collect payment within a year of satisfying performance obligations and therefore have elected not to adjust revenues for a financing component. CONTRACT BALANCES The timing of revenue recognition, invoicing and cash collections results in accounts receivable and deferred revenue (contract liabilities) on the Consolidated Balance Sheets. Accounts receivable are recorded when we have an unconditional right to consideration for completed performance under the contract. Contract liabilities relate to payments received in advance of performance under the contract. Contract liabilities are recognized as revenue as (or when) we perform under the contract. |
Segment Reporting | As a result of the merger with Pope Resources, we have revised our reportable business segments, adding one additional segment, Timber Funds. The Timber Funds segment represents operations of the three private equity timber funds included in the transaction – Fund II, Fund III and Fund IV (collectively, the “Funds”). Rayonier owns 20% of Fund II, 5% of Fund III, and 15% of Fund IV and is also the managing member of the Funds. As discussed in Note 5 - Noncontrolling Int erests , the Funds are consolidated into our financial statements. The Timber Funds segment also includes fee revenue paid to us for managing the Funds, which consists of both fixed components based on invested capital and acres under management as well as variable components related to the harvest volumes of the Funds. These fees, which also represent an expense in the Timber Funds segment, are eliminated in consolidation. We now operate in six reportable segments: Southern Timber, Pacific Northwest Timber, New Zealand Timber, Timber Funds, Real Estate, and Trading. Sales between operating segments are made based on estimated fair market value, and intercompany sales, purchases and profits (losses) are eliminated in consolidation. We evaluate financial performance based on segment operating income (loss) and Adjusted EBITDA. Asset information is not reported by segment, as we do not produce asset information by segment internally. Operating income as presented in the Consolidated Statements of Income and Comprehensive Income is equal to segment income. Certain income (loss) items in the Consolidated Statements of Income and Comprehensive Income are not allocated to segments. These items, which include interest income (expense), miscellaneous income (expense) and income tax expense, are not considered by management to be part of segment operations and are included under “unallocated interest expense and other.” |
Derivatives | Accounting for derivative financial instruments is governed by ASC Topic 815, Derivatives and Hedging |
Offsetting Derivatives | OFFSETTING DERIVATIVES Derivative financial instruments are presented at their gross fair values in the Consolidated Balance Sheets. Our derivative financial instruments are not subject to master netting arrangements, which would allow the right of offset. |
Fair Value of Financial Instruments | Foreign currency exchange and option contracts hedging foreign currency risk on export sales and ocean freight payments qualify for cash flow hedge accounting. We may de-designate these cash flow hedge relationships in advance or at the occurrence of the forecasted transaction. The portion of gains or losses on the derivative instrument previously accumulated in other comprehensive loss for de-designated hedges remains in accumulated other comprehensive loss until the forecasted transaction affects earnings. Changes in the value of derivative instruments after de-designation are recorded in earnings. the following methods and assumptions in estimating the fair value of our financial instruments: Cash and cash equivalents and Restricted cash — The carrying amount is equal to fair market value. Debt — The fair value of fixed rate debt is based upon quoted market prices for debt with similar terms and maturities. The variable rate debt adjusts with changes in the market rate, therefore the carrying value approximates fair value. Interest rate swap agreements — The fair value of interest rate contracts is determined by discounting the expected future cash flows, for each instrument, at prevailing interest rates. Foreign currency exchange contracts — The fair value of foreign currency exchange contracts is determined by a mark-to-market valuation, which estimates fair value by discounting the difference between the contracted forward price and the current forward price for the residual maturity of the contract using a risk-free interest rate. Foreign currency option contracts — The fair value of foreign currency option contracts is based on a mark-to-market calculation using the Black-Scholes option pricing model. Carbon option contracts — The fair value of carbon option contracts is determined by a mark-to-market valuation using the Black-Scholes option pricing model, which estimates fair value by discounting the difference between the contracted forward price and the current forward price for the residual maturity of the contract using a risk-free interest rate. Marketable equity securities — The fair value of marketable equity securities is determined by quoted prices in their active market. Noncontrolling Interests in the Operating Partnership — The fair value of noncontrolling interests in the Operating Partnership is determined based on the period-end closing price of Rayonier Inc. common shares. The following table presents marketable equity securities that have been in a continuous unrealized gain position for less than 12 months and for more than 12 months or greater at June 30, 2020 and December 31, 2019: June 30, 2020 December 31, 2019 Carrying Amount Less than 12 Months 12 Months or Greater Total Carrying Amount Less than 12 Months 12 Months or Greater Total Fair value of marketable equity securities — — — — $10,582 10,582 — 10,582 Unrealized (losses) gains — — — — — 3,043 — 3,043 |
BASIS OF PRESENTATION (Tables)
BASIS OF PRESENTATION (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Operating Income and Net Income Attributable to Rayonier. L.P | The effect of the change in reporting entity on Rayonier L.P.’s operating income, net income attributable to Rayonier, L.P. and per unit amounts for the three and six months ended June 30, 2020 and 2019, are presented below (in thousands, except per unit amounts): Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Operating income — — — — Net income attributable to Rayonier, L.P. (a) ($3,596) ($3,596) ($7,192) ($7,192) Basic earnings per unit attributable to Rayonier, L.P. ($0.03) ($0.03) ($0.05) ($0.06) Diluted earnings per unit attributable to Rayonier, L.P. ($0.03) ($0.03) ($0.05) ($0.06) (a) The effect of the change in net income attributable to Rayonier, L.P. is due to the interest expense and guarantee fees associated with the 2022 Notes. |
MERGER WITH POPE RESOURCES (Tab
MERGER WITH POPE RESOURCES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Business Combinations [Abstract] | |
Schedule of Total Consideration Transferred by Rayonier in the Merger | The following table summarizes the total consideration transferred by Rayonier in the merger (dollars in thousands, except per share and per unit data): Cash consideration: Pope Resources units outstanding as of May 8, 2020 4,366,636 Less: Pope Resources units held by us (114,400) Units outstanding, net 4,252,236 Cash consideration (per Pope Resources unit) $37.50 Cash consideration for elections $159,463 General partner interest 10,000 Repayment of Pope Resources debt 65,943 Prepayment penalty and accrued interest on Pope Resources’ debt 2,275 Closing costs paid on behalf of Pope Resources 9,637 Cash consideration transferred $247,318 Equity consideration: Rayonier common shares issued 7,181,071 Rayonier share price (a) $24.01 Equity consideration for elections $172,418 Pope Resources replacement awards (b)(c) 222 Equity consideration transferred $172,640 Redeemable Common Unit consideration: Redeemable Common Units issued 4,446,153 Rayonier share price (a) $24.01 Redeemable Common Unit consideration transferred $106,752 Fair Value of Pope Resources units held by us (d) $11,211 Total consideration $537,921 (a) The closing price of Rayonier common stock on the NYSE on May 7, 2020. (b) See Note 18 — Incentive Stock Plans for additional details. (c) Represents the fair value of Rayonier replacement restricted stock awards for restricted Pope Resources units held by employees that relate to pre-merger services rendered to Pope Resources. (d) Based on the closing price of Pope Resources units on the NASDAQ on May 7, 2020. The following table contains the amounts of cash transferred in the merger and net cash consideration shown in the Consolidated Statements of Cash Flows for the six months ended June 30, 2020: June 30, 2020 Cash consideration transferred $247,318 Less: Cash assumed in merger (16,250) Net cash consideration shown in the Consolidated Statements of Cash Flows $231,068 |
Schedule of Allocation of Purchase Price to the Identifiable Assets Acquired and Liabilities Assumed | The preliminary allocation of purchase price to the identifiable assets acquired and liabilities assumed was based on preliminary estimates of fair value as of May 8, 2020, and is as follows (in thousands): Core Timberlands Timber Funds Total Timberland and Real Estate Business Cash $7,380 $8,870 $16,250 Accounts receivable 2,280 1,794 4,074 Other current assets 651 499 1,150 Timber and Timberlands 515,519 471,900 987,419 Higher and Better Use Timberlands and Real Estate Development Investments 27,722 — 27,722 Property, plant and equipment 8,307 — 8,307 Other assets 4,297 — 4,297 Total identifiable assets acquired $566,156 $483,063 $1,049,219 — Accounts payable 274 292 566 Current maturities of long-term debt — 25,084 25,084 Accrued interest 244 275 519 Other current liabilities 7,233 1,117 8,350 Long-term debt 53,502 35,759 89,261 Long-term environmental liabilities 11,000 — 11,000 Other non-current liabilities (a) 4,137 — 4,137 Total liabilities assumed $76,390 $62,527 $138,917 Net identifiable assets $489,766 $420,536 $910,302 Less: noncontrolling interest (3,307) (369,074) (372,381) Total net assets acquired $486,459 $51,462 $537,921 (a) Other non-current liabilities includes a $4.0 million deferred income tax liability resulting from the preliminary fair value adjustment to Pope Resources’ assets and liabilities. |
Schedule of Unaudited Pro Forma Information | Pursuant to ASC 805, unaudited supplemental pro forma results of operations for the three and six months ended June 30, 2020 and 2019, assuming the acquisition had occurred as of January 1, 2019, are presented below (in thousands, except per share and unit amounts): Three Months Ended June 30, Six Months Ended 2020 2019 2020 2019 Sales $215,500 $212,800 $499,100 $429,300 Net income attributable to Rayonier Inc. $7,644 $13,016 $28,069 $32,959 Basic earnings per share attributable to Rayonier Inc. $0.06 $0.10 $0.20 $0.24 Diluted earnings per share attributable to Rayonier Inc. $0.06 $0.09 $0.20 $0.24 Net income attributable to Rayonier, L.P. $7,823 $13,414 $28,819 $34,028 Basic earnings per unit attributable to Rayonier, L.P. $0.06 $0.10 $0.20 $0.24 Diluted earnings per unit attributable to Rayonier, L.P. $0.06 $0.09 $0.20 $0.24 |
REVENUE (Tables)
REVENUE (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Contract with Customer, Liabilities | The following table summarizes revenue recognized during the three and six months ended June 30, 2020 and 2019 that was included in the contract liability balance at the beginning of each year: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Revenue recognized from contract liability balance at the beginning of the year (a) $3,661 $3,440 $10,086 $8,796 (a) Revenue recognized was primarily from hunting licenses and the use of advances on pay-as-cut timber sales. |
Disaggregation of Revenue by Product | The following tables present our revenue from contracts with customers disaggregated by product type for the three and six months ended June 30, 2020 and 2019: Three Months Ended Southern Timber Pacific Northwest Timber New Zealand Timber Timber Funds Real Estate Trading Elim. Total June 30, 2020 Pulpwood $24,685 $3,163 $5,766 $328 — $2,463 — $36,405 Sawtimber 16,359 22,296 34,959 6,305 — 21,805 — 101,724 Hardwood 512 — — — — — — 512 Total Timber Sales 41,556 25,459 40,725 6,633 — 24,268 — 138,641 License Revenue, Primarily from Hunting 4,337 95 83 10 — — — 4,525 Other Non-Timber/Carbon Revenue 874 617 961 4 — — — 2,456 Agency Fee Income — — — — — (1) — (1) Total Non-Timber Sales 5,211 712 1,044 14 — (1) — 6,980 Improved Development — — — — 6,427 — — 6,427 Unimproved Development — — — — 8,426 — — 8,426 Rural — — — — 27,234 — — 27,234 Timberlands & Non-Strategic — — — — 9,606 — — 9,606 Deferred Revenue/Other (b) — — — — (1,756) — — (1,756) Total Real Estate Sales — — — — 49,937 — — 49,937 Revenue from Contracts with Customers 46,767 26,171 41,769 6,647 49,937 24,267 — 195,558 Lease Revenue — — — — 72 — — 72 Intersegment — — — 877 — 53 (930) — Total Revenue $46,767 $26,171 $41,769 $7,524 $50,009 $24,320 ($930) $195,630 Three Months Ended Southern Timber Pacific Northwest Timber New Zealand Timber Timber Funds Real Estate Trading Elim. Total June 30, 2019 Pulpwood $19,310 $2,267 $8,581 — — $3,826 — $33,984 Sawtimber 16,286 15,407 52,427 — — 31,377 — 115,497 Hardwood 1,391 — — — — — — 1,391 Total Timber Sales 36,987 17,674 61,008 — — 35,203 — 150,872 License Revenue, Primarily from Hunting 4,296 103 142 — — — — 4,541 Other Non-Timber/Carbon Revenue 4,914 779 977 — — — — 6,670 Agency Fee Income — — — — — 184 — 184 Total Non-Timber Sales 9,210 882 1,119 — — 184 — 11,395 Improved Development — — — — 172 — — 172 Unimproved Development — — — — 14,431 — — 14,431 Rural (a) — — — — 7,107 — — 7,107 Timberlands & Non-Strategic (a) — — — — 815 — — 815 Deferred Revenue/Other (b) — — — — 8 — — 8 Total Real Estate Sales — — — — 22,533 — — 22,533 Revenue from Contracts with Customers 46,197 18,556 62,127 — 22,533 35,387 — 184,800 Intersegment — — — — — 74 (74) — Total Revenue $46,197 $18,556 $62,127 — $22,533 $35,461 ($74) $184,800 (a) The three months ended June 30, 2019 reflects the reclassification of certain real estate sales between the Rural and Timberlands & Non-Strategic sales categories to better align with the way management internally evaluates real estate sales. (b) Includes deferred revenue adjustments and marketing fees related to Improved Development sales. Six Months Ended Southern Timber Pacific Northwest Timber New Zealand Timber Timber Funds Real Estate Trading Elim. Total June 30, 2020 Pulpwood $52,178 $6,290 $10,613 $328 — $4,993 — $74,402 Sawtimber 35,868 49,741 65,746 6,305 — 37,918 — 195,578 Hardwood 993 — — — — — — 993 Total Timber Sales 89,039 56,031 76,359 6,633 — 42,911 — 270,973 License Revenue, Primarily From Hunting 8,926 192 140 10 — — — 9,268 Other Non-Timber/Carbon Revenue 1,784 1,022 2,809 4 — — — 5,619 Agency Fee Income — — — — — 327 — 327 Total Non-Timber Sales 10,710 1,214 2,949 14 — 327 — 15,214 Improved Development — — — — 6,427 — — 6,427 Unimproved Development — — — — 8,426 — — 8,426 Rural — — — — 29,631 — — 29,631 Timberlands & Non-Strategic — — — — 9,606 — — 9,606 Deferred Revenue/Other (b) — — — — (1,616) — — (1,616) Large Dispositions — — — — 116,027 — — 116,027 Total Real Estate Sales — — — — 168,501 — — 168,501 Revenue from Contracts with Customers 99,749 57,245 79,308 6,647 168,501 43,238 — 454,688 Lease Revenue — — — — 72 — — 72 Intersegment — — — 877 — 66 (943) — Total Revenue $99,749 $57,245 $79,308 $7,524 $168,573 $43,304 ($943) $454,760 Six Months Ended Southern Timber Pacific Northwest Timber New Zealand Timber Timber Funds Real Estate Trading Elim. Total June 30, 2019 Pulpwood $46,109 $5,087 $17,349 — — $8,152 — $76,697 Sawtimber 39,437 32,684 98,290 — — 58,890 — 229,301 Hardwood 2,477 — — — — — — 2,477 Total Timber Sales 88,023 37,771 115,639 — — 67,042 — 308,475 License Revenue, Primarily from Hunting 8,420 205 195 — — — — 8,820 Other Non-Timber/Carbon Revenue 10,600 1,115 3,423 — — — — 15,138 Agency Fee Income — — — — — 381 — 381 Total Non-Timber Sales 19,020 1,320 3,618 — — 381 — 24,339 Improved Development — — — — 514 — — 514 Unimproved Development — — — — 15,430 — — 15,430 Rural (a) — — — — 26,313 — — 26,313 Timberlands & Non-Strategic (a) — — — — 1,207 — — 1,207 Deferred Revenue/Other (b) — — — — 68 — — 68 Total Real Estate Sales — — — — 43,532 — — 43,532 Revenue from Contracts with Customers 107,043 39,091 119,257 — 43,532 67,423 — 376,346 Intersegment — — — — — 103 (103) — Total Revenue $107,043 $39,091 $119,257 — $43,532 $67,526 ($103) $376,346 (a) The six months ended June 30, 2019 reflects the reclassification of certain real estate sales between the Rural and Timberlands & Non-Strategic sales categories to better align with the way management internally evaluates real estate sales. (b) Includes deferred revenue adjustments and marketing fees related to Improved Development sales. The following tables present our timber sales disaggregated by contract type for the three and six months ended June 30, 2020 and 2019: Three Months Ended Southern Timber Pacific Northwest Timber New Zealand Timber Timber Funds Trading Total June 30, 2020 Stumpage Pay-as-Cut $16,216 — — 531 — $16,747 Stumpage Lump Sum 863 326 — — — 1,189 Total Stumpage 17,079 326 — 531 — 17,936 Delivered Wood (Domestic) 21,438 25,133 12,126 6,102 462 65,261 Delivered Wood (Export) 3,039 — 28,599 — 23,806 55,444 Total Delivered 24,477 25,133 40,725 6,102 24,268 120,705 Total Timber Sales $41,556 $25,459 $40,725 $6,633 $24,268 $138,641 June 30, 2019 Stumpage Pay-as-Cut $15,172 — — — — $15,172 Stumpage Lump Sum 581 — — — — 581 Total Stumpage 15,753 — — — — 15,753 Delivered Wood (Domestic) 17,041 17,674 21,739 — 2,669 59,123 Delivered Wood (Export) 4,193 — 39,269 — 32,534 75,996 Total Delivered 21,234 17,674 61,008 — 35,203 135,119 Total Timber Sales $36,987 $17,674 $61,008 — $35,203 $150,872 Six Months Ended Southern Timber Pacific Northwest Timber New Zealand Timber Timber Funds Trading Total June 30, 2020 Stumpage Pay-as-Cut $41,623 — — 531 — $42,154 Stumpage Lump Sum 1,251 5,457 — — — 6,708 Total Stumpage 42,874 5,457 — 531 — 48,862 Delivered Wood (Domestic) 42,498 50,574 25,817 6,102 934 125,925 Delivered Wood (Export) 3,667 — 50,542 — 41,977 96,186 Total Delivered 46,165 50,574 76,359 6,102 42,911 222,111 Total Timber Sales $89,039 $56,031 $76,359 $6,633 $42,911 $270,973 June 30, 2019 Stumpage Pay-as-Cut $43,180 — — — — $43,180 Stumpage Lump Sum 2,675 — — — — $2,675 Total Stumpage 45,855 — — — — 45,855 Delivered Wood (Domestic) 36,379 37,771 42,439 — 4,793 121,382 Delivered Wood (Export) 5,789 — 73,200 — 62,249 141,238 Total Delivered 42,168 37,771 115,639 — 67,042 262,620 Total Timber Sales $88,023 $37,771 $115,639 — $67,042 $308,475 |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Operating Lease Maturities | The following table details our undiscounted lease obligations as of June 30, 2020 by type of lease and year of expiration: Year of Expiration Lease obligations Total Remaining 2020 2021 2022 2023 2024 Thereafter Operating lease liabilities $178,880 $5,675 $9,003 $8,119 $8,051 $7,946 $140,086 Total Undiscounted Cash Flows $178,880 $5,675 $9,003 $8,119 $8,051 $7,946 $140,086 Imputed interest (82,154) Balance at June 30, 2020 96,726 Less: Current portion (8,952) Non-current portion at June 30, 2020 $87,774 |
Lease Cost | The following table details components of our lease cost for the three and six months ended June 30, 2020 and June 30, 2019: Three Months Ended June 30, Six Months Ended June 30, Lease Cost Components 2020 2019 2020 2019 Operating lease cost $1,341 $2,396 $3,439 $4,833 Variable lease cost (a) 136 81 214 157 Total lease cost (b) $1,477 $2,477 $3,653 $4,990 (a) The majority of timberland leases are subject to increases or decreases based on either the Consumer Price Index, Producer Price Index or market rates. (b) Short-term leases with an initial term of 12 months or less are not recorded on the balance sheet. Lease expense for these leases are expensed on a straight line basis over the lease term. Short-term lease expense was not material for the six months ended June 30, 2020. The following table provides supplemental cash flow information related to our leases for the six months ended June 30, 2020 and June 30, 2019: Six Months Ended June 30, Supplemental cash flow information related to leases: 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $1,138 $1,493 Investing cash flows from operating leases 2,301 3,340 Total cash flows from operating leases $3,439 $4,833 Weighted-average remaining lease term in years - operating leases 28 28 Weighted-average discount rate - operating leases 5 % 5 % |
Operating Lease, Lease Income | The following table details our lease income for the three and six months ended June 30, 2020: Three Months Ended June 30, Six Months Ended June 30, Lease Income Components 2020 2020 Operating lease income $72 $72 Total lease income $72 $72 |
Lessor, Operating Lease, Payment to be Received, Fiscal Year Maturity | Future lease income as of June 30, 2020, based on payments due by period under the lease contracts, are presented in the following table: Year of Expiration Lease assets Total Remaining 2020 2021 2022 2023 2024 Thereafter Operating lease Income $708 $165 $176 $173 $137 $57 — |
Lease, Practical Expedient | We apply the following practical expedients as allowed under ASC 842: Practical Expedient Description Short-term leases We do not record right-of-use assets or lease liabilities for short-term leases (a lease that at commencement date has a lease term of 12 months or less and does not contain a purchase option that is reasonably certain to be exercised). Separation of lease and non-lease components We do not separate non-lease components from the associated lease components if they have the same timing and pattern of transfer and, if accounted for separately, would both be classified as an operating lease. |
NONCONTROLLING INTERESTS (Table
NONCONTROLLING INTERESTS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Noncontrolling Interest in the Operating Partnership and Subsidiaries | The following table sets forth the income attributable to the New Zealand subsidiary’s noncontrolling interests: Three Months Ended June 30, Six Months Ended 2020 2019 2020 2019 Net income attributable to noncontrolling interest in the New Zealand subsidiary $693 $2,168 $1,261 $5,167 The following table sets forth the (loss) attributable to the Funds’ noncontrolling interests: Three Months Ended June 30, Six Months Ended 2020 2019 2020 2019 Net (loss) attributable to noncontrolling interest in the Funds: ($2,146) — ($2,146) — The following table sets forth the (loss) attributable to Ferncliff Investors’ noncontrolling interests: Three Months Ended June 30, Six Months Ended 2020 2019 2020 2019 Net (loss) attributable to noncontrolling interest in the Ferncliff Investors: ($46) — ($46) — The following table sets forth the Company’s noncontrolling interests in the Operating Partnership: Three Months Ended June 30, Six Months Ended June 30, 2020 2020 Beginning noncontrolling interests in the Operating Partnership — — Issuances of Redeemable Common Units 106,752 106,752 Adjustment of noncontrolling interests in the Operating Partnership 3,992 3,992 Net Income attributable to noncontrolling interests in the Operating Partnership 219 219 Other Comprehensive Income attributable to noncontrolling interests in the Operating Partnership 457 457 Distributions to noncontrolling interests in the Operating Partnership (1,200) (1,200) Total noncontrolling interests in the Operating Partnership $110,220 $110,220 |
SEGMENT AND GEOGRAPHICAL INFO_2
SEGMENT AND GEOGRAPHICAL INFORMATION (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following tables summarize the segment information for the three and six months ended June 30, 2020 and 2019: Three Months Ended June 30, Six Months Ended June 30, SALES 2020 2019 2020 2019 Southern Timber $46,767 $46,197 $99,749 $107,043 Pacific Northwest Timber 26,171 18,556 57,245 39,091 New Zealand Timber 41,769 62,127 79,308 119,257 Timber Funds (a) 7,524 — 7,524 — Real Estate (b) 50,009 22,533 168,573 43,532 Trading 24,320 35,461 43,304 67,526 Intersegment Eliminations (c) (930) (74) (943) (103) Total $195,630 $184,800 $454,760 $376,346 (a) The three and six months ended June 30, 2020 includes $5.8 million of sales attributable to noncontrolling interests in the Timber Funds. (b) The six months ended June 30, 2020 includes $116.0 million from a Large Disposition. (c) Primarily consists of the elimination of timberland investment management fees paid to us by the timber funds which are initially recognized as sales and cost of sales within the Timber Funds segment, as well as log marketing fees paid to our New Zealand Timber segment from our Southern Timber and Pacific Northwest Timber segments for marketing log export sales. Three Months Ended June 30, Six Months Ended June 30, OPERATING INCOME (LOSS) 2020 2019 2020 2019 Southern Timber $11,208 $14,741 $26,278 $36,261 Pacific Northwest Timber (6,681) (3,815) (7,629) (7,556) New Zealand Timber 4,973 12,797 10,422 28,517 Timber Funds (a) (1,892) — (1,892) — Real Estate (b) 24,848 15,468 51,622 25,495 Trading 102 (171) 83 309 Corporate and Other (c) (20,872) (7,627) (28,646) (13,113) Total Operating Income 11,686 31,393 50,238 69,913 Unallocated interest expense and other (8,241) (6,865) (16,666) (13,242) Total Income before Income Taxes $3,445 $24,528 $33,572 $56,671 (a) The three and six months ended June 30, 2020 includes $2.0 million of operating loss attributable to noncontrolling interests in the Timber Funds. (b) The six months ended June 30, 2020 includes $28.7 million from a Large Disposition. (c) The three and six months ended June 30, 2020 include $13.5 million and $16.0 million, respectively, of integration and restructuring costs related to the merger with Pope Resources. See Note 20 — Charges for Integration and Restructuring for additional details. Three Months Ended June 30, Six Months Ended June 30, DEPRECIATION, DEPLETION AND AMORTIZATION 2020 2019 2020 2019 Southern Timber $15,231 $12,880 $33,414 $32,608 Pacific Northwest Timber 10,606 6,045 21,308 12,871 New Zealand Timber 4,942 7,189 9,716 13,508 Timber Funds (a) 4,070 — 4,070 — Real Estate (b) 6,678 1,199 42,422 4,534 Corporate and Other 340 288 637 572 Total $41,867 $27,601 $111,567 $64,093 (a) The three and six months ended June 30, 2020 includes $3.5 million of depreciation, depletion and amortization related to noncontrolling interests in the Timber Funds. (b) The six months ended June 30, 2020 includes $35.4 million from a Large Disposition. Three Months Ended June 30, Six Months Ended June 30, NON-CASH COST OF LAND AND IMPROVED DEVELOPMENT 2020 2019 2020 2019 Real Estate (a) $13,030 $1,617 $65,081 $5,647 Total $13,030 $1,617 $65,081 $5,647 (a) The six months ended June 30, 2020 includes $51.6 million from a Large Disposition. |
DEBT (Tables)
DEBT (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt Instruments | Our debt consisted of the following at June 30, 2020: June 30, 2020 Debt, excluding Timber Funds: Term Credit Agreement borrowings due 2028 at a variable interest rate of 1.8% at June 30, 2020 (a) $350,000 Senior Notes due 2022 at a fixed interest rate of 3.75% 325,000 Incremental Term Loan Agreement borrowings due 2026 at a variable interest rate of 2.1% at June 30, 2020 (b) 300,000 2020 Incremental Term Loan Facility borrowings due 2025 at a variable interest rate of 2.0% at June 30, 2020 (c) 250,000 Revolving Credit Facility borrowings due 2025 at an average variable interest rate of 1.7% at June 30, 2020 35,000 Northwest Farm Credit Services Credit Facility with quarterly interest-only payments, collateralized by Core Timberlands, with the following tranches (d) Due 2025 at a fixed interest rate of 6.1% 11,779 Due 2028 at a fixed interest rate of 4.1% 12,085 Due 2033 at a fixed interest rate of 5.3% 19,564 Due 2036 at a fixed interest rate of 5.4% 9,927 Total debt, excluding Timber Funds 1,313,355 Debt, Timber Funds: Fund II Mortgages Payable, collateralized by Fund II timberlands with quarterly interest Due 2020 at a fixed interest rate of 4.9% 11,030 Due 2020 at a fixed interest rate of 3.8% 14,012 Fund III Mortgages Payable, collateralized by Fund III timberlands with quarterly interest Due 2023 at a fixed interest rate of 5.1% 19,827 Due 2024 at a fixed interest rate of 4.5% 15,790 Total debt, Timber Funds 60,659 Total debt 1,374,014 Less: Current maturities of long-term debt, Timber Funds (25,042) Less: Deferred financing costs (2,849) Long-term debt, net of deferred financing costs $1,346,123 (a) As of June 30, 2020, the periodic interest rate on the term loan facility was LIBOR plus 1.600%. We estimate the effective fixed interest rate on the term loan facility to be approximately 3.2% after consideration of interest rate swaps and estimated patronage refunds. (b) As of June 30, 2020, the periodic interest rate on the incremental term loan was LIBOR plus 1.900%. We estimate the effective fixed interest rate on the incremental term loan facility to be approximately 2.8% after consideration of interest rate swaps and estimated patronage refunds. (c) As of June 30, 2020, the periodic interest rate on the 2020 incremental term loan was LIBOR plus 1.850%. We estimate the effective fixed interest rate on the incremental term loan facility to be approximately 2.3% after consideration of interest rate swaps and estimated patronage refunds. |
Schedule of Maturities of Long-Term Debt | Principal payments due during the next five years and thereafter are as follows: Excluding Timber Funds Timber Funds Total 2020 — $25,000 $25,000 2021 — — — 2022 325,000 — 325,000 2023 — 17,980 17,980 2024 — 14,400 14,400 Thereafter 980,000 — 980,000 Total Debt $1,305,000 $57,380 $1,362,380 |
Schedule of Credit Facilities | The pertinent details of each tranche of the NWFCS Credit Facility we assumed are as follows: Tranche Stated Fixed Interest Rate Effective Fixed Interest Rate (a) Stated Principal Amount Est. Fair Value at Merger Date (b) Tranche 2 (Due 2025) 6.1 % 4.8 % $10,000 $11,838 Tranche 4 (Due 2028) 4.1 % 3.1 % 11,000 12,108 Tranches 6 & 7 (Due 2033) 5.3 % 4.2 % 16,000 19,609 Tranche 8 (Due 2036) 5.4 % 4.3 % 8,000 9,947 Total NWFCS Credit Facility assumed $45,000 $53,502 (a) Estimated effective fixed interest rates as of June 30, 2020 after consideration of estimated patronage refunds. (b) The fair market value premium will be amortized as a benefit to interest expense over the maturity term of each tranche. |
Schedule of Mortgages Payable | The pertinent details of the Fund II Mortgages Payable are as follows: Maturity Date Stated Fixed Interest Rate Stated Principal Amount Est. Fair Value at Merger Date (a) September 2020 4.9 % $11,000 $11,061 September 2020 3.8 % 14,000 14,023 $25,000 $25,084 (a) The fair market value premium will be amortized as a benefit to interest expense over the maturity term of each mortgage. The pertinent details of the Fund III Mortgages Payable are as follows: Maturity Date Stated Fixed Interest Rate Effective Fixed Interest Rate (a) Stated Principal Amount Est. Fair Value at Merger Date (b) December 2023 5.1 % 3.9 % $17,980 $19,915 October 2024 4.5 % 3.2 % 14,400 15,844 $32,380 $35,759 (a) Estimated effective fixed interest rates as of June 30, 2020 after consideration of estimated patronage refunds. (b) The fair market value premium will be amortized as a benefit to interest expense over the maturity term of each mortgage. |
Schedule of Debt Covenants | The covenants listed below, which are the most significant financial covenants in effect as of June 30, 2020, are calculated on a trailing 12-month basis: Covenant Requirement Actual Ratio Favorable Covenant EBITDA to consolidated interest expense should not be less than 2.5 to 1 9.8 to 1 7.3 Covenant debt to covenant net worth plus covenant debt shall not exceed 65 % 47 % 18 % The covenants listed below, which are the most significant financial covenants in effect as of June 30, 2020, are calculated on a trailing 12-month basis: Covenant Requirement Actual Ratio Favorable Covenant loan-to-appraised value shall not exceed 50% 11% 39 % Covenant EBITDA to consolidated interest expense should not be less than 2.5 to 1 9.8 to 1 7.3 Covenant debt to covenant net worth plus covenant debt shall not exceed 65 % 47 % 18 % |
HIGHER AND BETTER USE TIMBERL_2
HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT INVESTMENTS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Real Estate [Abstract] | |
Schedule of Costs for Land, Timber and Real Estate Development | Changes in higher and better use timberlands and real estate development investments from December 31, 2019 to June 30, 2020 are shown below: Higher and Better Use Timberlands and Real Estate Development Investments Land and Timber Development Investments Total Non-current portion at December 31, 2019 $58,091 $23,700 $81,791 Plus: Current portion (a) 274 12,389 12,663 Total Balance at December 31, 2019 58,365 36,089 94,454 Non-cash cost of land and improved development (280) (3,523) (3,803) Timber depletion from harvesting activities and basis of timber sold in real estate sales (351) — (351) Capitalized real estate development investments (b) — 3,587 3,587 HBU properties acquired in merger with Pope Resources (c) 27,722 — 27,722 Capital expenditures (silviculture) 180 — 180 Intersegment transfers (3,979) — (3,979) Total Balance at June 30, 2020 81,657 36,153 117,810 Less: Current portion (a) (361) (3,529) (3,890) Non-current portion at June 30, 2020 $81,296 $32,624 $113,920 (a) The current portion of Higher and Better Use Timberlands and Real Estate Development Investments is recorded in Inventory. See Note 21 — Inventory for additional information. (b) Capitalized real estate development investments include $0.2 million of capitalized interest. (c) Based on preliminary estimates of fair value as of May 8, 2020. See Note 2 - Merger with Pope Resources for additional information. |
COMMITMENTS (Tables)
COMMITMENTS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Payments | At June 30, 2020, the future minimum payments under non-cancellable commitments were as follows: Environmental Remediation (a) Development Projects (b) Pension Contributions (c) Commitments (d) Total Remaining 2020 $710 $4,206 $2,476 $7,880 $15,272 2021 2,387 160 681 14,193 17,421 2022 2,023 220 — 16,992 19,235 2023 2,012 232 — 17,719 19,963 2024 2,012 232 — 14,987 17,231 Thereafter 2,784 2,770 — 39,877 45,431 $11,928 $7,820 $3,157 $111,648 $134,553 (a) Environmental remediation represents our estimate of potential liability associated with environmental contamination in Port Gamble, Washington. (b) Primarily consisting of payments expected to be made on our Wildlight and Richmond Hill development projects. (c) Pension contribution requirements are based on actuarially determined estimates and IRS minimum funding requirements. |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense | The following table contains the income tax expense recognized in the Consolidated Statements of Income and Comprehensive Income: Three Months Ended Six Months Ended 2020 2019 2020 2019 Income tax expense ($2,990) ($3,608) ($6,696) ($7,958) |
Schedule of Effective Income Tax Rate Reconciliation | The following table contains the Company’s annualized effective tax rate after discrete items: Six Months Ended 2020 2019 Annualized effective tax rate after discrete items 19.8 % 15.5 % |
GUARANTEES (Tables)
GUARANTEES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Guarantees [Abstract] | |
Schedule of Guarantor Obligations | As of June 30, 2020, the following financial guarantees were outstanding: Financial Commitments (a) Maximum Potential Standby letters of credit $985 Surety bonds (b) 10,011 Total financial commitments $10,996 (a) We have not recorded any liabilities for these financial commitments in the Consolidated Balance Sheets. The guarantees are not subject to measurement, as the guarantees are dependent on our own performance. (b) Surety bonds are issued primarily to secure performance obligations related to various operational activities, to provide collateral for our Wildlight development project in Nassau County, Florida and in connection with pending and completed sales from the Harbor Hill project in Gig Harbor, Washington. These surety bonds expire at various dates during 2020, 2021 and 2022 and are expected to be renewed as required. |
EARNINGS PER SHARE AND PER UN_2
EARNINGS PER SHARE AND PER UNIT (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share and Per Unit, Basic and Diluted | The following table provides details of the calculations of basic and diluted earnings per common share of the Company: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Earnings per common share - basic Numerator: Net Income $455 $20,920 $26,876 $48,713 Less: Net income attributable to noncontrolling interest in the Operating Partnership (219) — (219) — Less: Net loss (income) attributable to noncontrolling interests in consolidated affiliates 1,499 (2,168) 931 (5,167) Net income attributable to Rayonier Inc. $1,735 $18,752 $27,588 $43,546 Denominator: Denominator for basic earnings per common share - weighted average shares 133,318,209 129,380,282 131,227,852 129,277,490 Basic earnings per common share attributable $0.01 $0.14 $0.21 $0.34 Earnings per common share - diluted Numerator: Net Income $455 $20,920 $26,876 $48,713 Less: Net loss (income) attributable to noncontrolling interest in consolidated affiliates 1,499 (2,168) 931 (5,167) Net income attributable to Rayonier Inc., before net income attributable to noncontrolling interests in the Operating Partnership $1,954 $18,752 $27,807 $43,546 Denominator: Denominator for basic earnings per common 133,318,209 129,380,282 131,227,852 129,277,490 Add: Dilutive effect of: Stock options — 13,463 537 16,580 Performance shares, restricted shares and restricted stock units 49,299 250,170 129,390 403,915 Noncontrolling interests in common units 2,589,518 — 1,294,759 — Denominator for diluted earnings per common share - adjusted weighted average shares 135,957,026 129,643,915 132,652,538 129,697,985 Diluted earnings per common share attributable to Rayonier Inc.: $0.01 $0.14 $0.21 $0.34 The following table provides details of the calculations of basic and diluted earnings per common unit of the Operating Partnership: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Earnings per common unit - basic Numerator: Net Income $455 $20,920 $26,876 $48,713 Less: Net loss (income) attributable to noncontrolling interests in consolidated affiliates 1,499 (2,168) 931 (5,167) Net income available to unitholders $1,954 $18,752 $27,807 $43,546 Denominator: Denominator for basic earnings per common unit - weighted average units 135,907,727 129,380,282 132,522,611 129,277,490 Basic earnings per common unit attributable $0.01 $0.14 $0.21 $0.34 Earnings per common unit - diluted Numerator: Net Income $455 $20,920 $26,876 $48,713 Less: Net loss (income) attributable to noncontrolling interests in consolidated affiliates 1,499 (2,168) 931 (5,167) Net income available to unitholders $1,954 $18,752 $27,807 $43,546 Denominator: Denominator for basic earnings per common 135,907,727 129,380,282 132,522,611 129,277,490 Add: Dilutive effect of unit equivalents: Stock options — 13,463 537 16,580 Performance shares, restricted shares and restricted stock units 49,299 250,170 129,390 403,915 Denominator for diluted earnings per common unit - adjusted weighted average units 135,957,026 129,643,915 132,652,538 129,697,985 Diluted earnings per common share attributable to Rayonier, L.P..: $0.01 $0.14 $0.21 $0.34 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share and Per Unit | Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Anti-dilutive shares excluded from the computations of diluted earnings per share: Stock options, performance shares, restricted shares and restricted stock units 635,779 451,258 521,053 444,765 Total 635,779 451,258 521,053 444,765 Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Anti-dilutive unit equivalents excluded from the computations of diluted earnings per unit: Stock options, performance shares, restricted shares and restricted stock units 635,779 451,258 521,053 444,765 Total 635,779 451,258 521,053 444,765 |
DERIVATIVE FINANCIAL INSTRUME_2
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Interest Rate Derivatives | The following table contains information on the outstanding interest rate swaps as of June 30, 2020: Outstanding Interest Rate Swaps (a) Date Entered Into Term Notional Amount Related Debt Facility Fixed Rate of Swap (b) Bank Margin on Debt Total Effective Interest Rate (c) August 2015 9 years $170,000 Term Credit Agreement 2.20 % 1.60 % 3.80 % August 2015 9 years 180,000 Term Credit Agreement 2.35 % 1.60 % 3.95 % April 2016 10 years 100,000 Incremental Term Loan 1.60 % 1.90 % 3.50 % April 2016 10 years 100,000 Incremental Term Loan 1.60 % 1.90 % 3.50 % July 2016 10 years 100,000 Incremental Term Loan 1.26 % 1.90 % 3.16 % June 2020 10 years 250,000 2020 Incremental Term Loan 1.10 % 1.85 % 2.95 % (a) All interest rate swaps have been designated as interest rate cash flow hedges and qualify for hedge accounting. (b) The interest rate swap entered in June 2020, was an off-market derivative, meaning it contained an embedded financing element, which the counterparties recovered through an incremental charge in the fixed rate over what would have been charged for an at-market swap. (c) Rate is before estimated patronage payments. The following table contains information on the expired treasury lock agreements entered into during the six months ended June 30, 2020: Converted Treasury Rate Locks (a) Date Entered Into Term Notional Amount Rate Related Debt Facility (b) Expiration Date January 2020 10 years $100,000 1.53% 2020 Incremental Term Loan Facility March 30, 2020 January 2020 10 years 100,000 1.53% 2020 Incremental Term Loan Facility March 31, 2020 February 2020 10 years 50,000 1.35% 2020 Incremental Term Loan Facility March 31, 2020 (a) At inception, all treasury locks were designated as interest rate cash flow hedges and qualified for hedge accounting. (b) On April 16, 2020, we entered into a Third Amendment and Incremental Term Loan Agreement which provided for a five-year $250 million senior unsecured incremental term loan facility (the “2020 Incremental Term Loan Facility”). See Note 7 — Debt for more information. We anticipate extending the term of the 2020 Incremental Term Loan facility for an additional five-year term upon maturity. The following table contains information on the terminated interest rate swap lock agreements as of June 30, 2020: Converted Interest Rate Swap Locks (a) Date Entered Into Term Notional Amount Fixed Rate of Swap Lock (b) Related Debt Facility (c) Termination Date March 2020 10 years $100,000 1.56% 2020 Incremental Term Loan Facility June 30, 2020 March 2020 10 years 100,000 1.59% 2020 Incremental Term Loan Facility June 30, 2020 March 2020 10 years 50,000 1.41% 2020 Incremental Term Loan Facility June 30, 2020 (a) All interest rate swap locks have been designated as interest rate cash flow hedges and qualify for hedge accounting. (b) These interest rate swap locks were off-market derivatives, meaning they contained an embedded financing element, which the counterparties recovered through an incremental charge in the fixed rate over what would have been charged for an at-market swap lock. (c) On April 16, 2020, we entered into a Third Amendment and Incremental Term Loan Agreement which provided for a five-year $250 million senior unsecured incremental term loan facility (the “2020 Incremental Term Loan Facility”). See Note 7 — Debt for information. We anticipate extending the term of the 2020 Incremental Term Loan facility for an additional five-year term upon maturity. The following table contains information on the outstanding forward-starting interest rate swaps as of June 30, 2020: Outstanding Forward-Starting Interest Rate Swaps (a) Date Entered Into Term Notional Amount Fixed Rate of Swap Related Debt Facility Forward Date Maximum Period Ending for Forecasted Issuance Date February 2020 10 years $325,000 1.40 % Anticipated refinancing of Senior Notes due 2022 April 2022 April 2022 March 2020 4 years 100,000 0.88 % Term Credit Agreement August 2024 N/A May 2020 4 years 50,000 0.74 % Term Credit Agreement August 2024 N/A (a) All forward-starting interest rate swaps have been designated as interest rate cash flow hedges and qualify for hedge accounting. |
Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance | The following tables demonstrate the impact, gross of tax, of the Company’s derivatives on the Consolidated Statements of Income and Comprehensive Income for the three and six months ended June 30, 2020 and 2019: Three Months Ended Income Statement Location 2020 2019 Derivatives designated as cash flow hedges: Foreign currency exchange contracts Other comprehensive income (loss) $5,340 ($219) Foreign currency option contracts Other comprehensive income (loss) 877 (107) Interest rate products Other comprehensive income (loss) (14,469) (18,371) Interest Expense 2,716 (913) Derivatives not designated as hedging instruments: Foreign currency exchange contracts Interest and other miscellaneous income, net — 152 Carbon option contracts Interest and other miscellaneous income, net 14 12 Six Months Ended Income Statement Location 2020 2019 Derivatives designated as cash flow hedges: Foreign currency exchange contracts Other comprehensive income (loss) ($140) $900 Foreign currency option contracts Other comprehensive income (loss) (273) (30) Interest rate products Other comprehensive income (loss) (93,621) (28,966) Interest Expense 3,168 (1,866) Derivatives not designated as hedging instruments: Foreign currency exchange contracts Interest and other miscellaneous income, net — 135 Carbon option contracts Interest and other miscellaneous income, net 563 415 |
Schedule of Notional Amounts of Outstanding Derivative Positions | The following table contains the notional amounts of the derivative financial instruments recorded in the Consolidated Balance Sheets: Notional Amount June 30, 2020 December 31, 2019 Derivatives designated as cash flow hedges: Foreign currency exchange contracts $61,500 $56,350 Foreign currency option contracts 36,000 22,000 Interest rate swaps 900,000 650,000 Forward-starting interest rate swaps 475,000 — Derivative not designated as a hedging instrument: Carbon options (a) — 9,592 (a) Notional amount for carbon options is calculated as the number of units outstanding multiplied by the spot price as of June 30, 2020. |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The following table contains the fair values of the derivative financial instruments recorded in the Consolidated Balance Sheets: Location on Balance Sheet Fair Value Assets / (Liabilities) (a) June 30, 2020 December 31, 2019 Derivatives designated as cash flow hedges: Foreign currency exchange contracts Other current assets $310 $424 Other assets 1,177 390 Other current liabilities (968) (172) Other non-current liabilities (17) — Foreign currency option contracts Other current assets 275 151 Other assets 172 209 Other current liabilities (305) (27) Other non-current liabilities (112) (30) Interest rate swaps Other assets — 2,614 Other non-current liabilities (65,381) (11,068) Forward-starting interest rate swaps Other non-current liabilities (22,832) — Derivative not designated as a hedging instrument: Carbon options Other current liabilities — (607) Total derivative contracts: Other current assets $585 $575 Other assets 1,349 3,213 Total derivative assets $1,934 $3,788 Other current liabilities (1,273) (806) Other non-current liabilities (88,342) (11,098) Total derivative liabilities ($89,615) ($11,904) (a) See Note 16 — Fair Value Measurements for further information on the fair value of our derivatives including their classification within the fair value hierarchy. |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, by Balance Sheet Grouping | The following table presents the carrying amount and estimated fair values of our financial instruments as of June 30, 2020 and December 31, 2019, using market information and what we believe to be appropriate valuation methodologies under GAAP: June 30, 2020 December 31, 2019 Asset (Liability) (a) Carrying Fair Value Carrying Fair Value Level 1 Level 2 Level 1 Level 2 Cash and cash equivalents, excluding Timber Funds $87,813 $87,813 — $68,735 $68,735 — Cash and cash equivalents, Timber Funds 6,973 6,973 — — — — Restricted cash (b) 475 475 — 1,233 1,233 — Current maturities of long-term debt, excluding Timber Funds — — — (82,000) — (82,000) Current maturities of long-term debt, Timber Funds (25,042) — (25,083) — — — Long-term debt, excluding Timber Funds (c) (1,310,506) — (1,297,698) (973,129) — (981,500) Long-term debt, Timber Funds (c) (35,617) — (35,741) — — — Interest rate swaps (d) (65,381) — (65,381) (8,454) — (8,454) Forward-starting interest rate swaps (d) (22,832) — (22,832) — — — Foreign currency exchange contracts (d) 502 — 502 642 — 642 Foreign currency option contracts (d) 30 — 30 303 — 303 Carbon option contracts (d) — — — (607) — (607) Marketable equity securities (e) — — — 10,582 10,582 — Noncontrolling Interests in the Operating Partnership (f) 110,220 110,220 — — — — (a) We did not have Level 3 assets or liabilities at June 30, 2020 and December 31, 2019. (b) Restricted cash represents the proceeds from like-kind exchange sales deposited with a third-party intermediary and cash held in escrow for a real estate sale. See Note 22 — Restricted Cash for additional information. (c) The carrying amount of long-term debt is presented net of capitalized debt costs on non-revolving debt. See Note 7 — Debt for additional information. (d) See Note 15 — Derivative Financial Instruments and Hedging Activities for information regarding the Consolidated Balance Sheets classification of our derivative financial instruments. (e) Investments in marketable securities are classified in “Other Assets” based on the nature of the securities and their availability for use in current operations. |
Schedule of Marketable Securities Unrealized Gain Position | The following table presents marketable equity securities that have been in a continuous unrealized gain position for less than 12 months and for more than 12 months or greater at June 30, 2020 and December 31, 2019: June 30, 2020 December 31, 2019 Carrying Amount Less than 12 Months 12 Months or Greater Total Carrying Amount Less than 12 Months 12 Months or Greater Total Fair value of marketable equity securities — — — — $10,582 10,582 — 10,582 Unrealized (losses) gains — — — — — 3,043 — 3,043 |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract] | |
Schedule of Components of Net Periodic Benefit Cost | The net pension and postretirement benefit costs (credits) that have been recorded are shown in the following table: Components of Net Periodic Benefit Cost (Credit) Income Statement Location Pension Postretirement Three Months Ended Three Months Ended 2020 2019 2020 2019 Service cost Selling and general expenses — — $2 $1 Interest cost Interest and other miscellaneous income, net 677 799 13 13 Expected return on plan assets (a) Interest and other miscellaneous income, net (876) (777) — — Amortization of losses Interest and other miscellaneous income, net 215 112 2 — Net periodic benefit cost $16 $134 $17 $14 Components of Net Periodic Benefit Cost (Credit) Income Statement Location Pension Postretirement Six Months Ended Six Months Ended 2020 2019 2020 2019 Service cost Selling and general expenses — — $3 $3 Interest cost Interest and other miscellaneous income, net 1,353 1,599 26 27 Expected return on plan assets (a) Interest and other miscellaneous income, net (1,752) (1,554) — — Amortization of losses Interest and other miscellaneous income, net 431 224 4 — Net periodic benefit cost $32 $269 $33 $30 (a) The weighted-average expected long-term rate of return on plan assets used in computing 2020 net periodic benefit cost for pension benefit s is 5.7% |
INCENTIVE STOCK PLANS (Tables)
INCENTIVE STOCK PLANS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Restricted Stock Awards Granted as a Result of Our Merger with Pope Resources | A summary of the replacement awards granted as a result of the merger with Pope Resources is presented below: Three Months Ended June 30, Six Months Ended 2020 2020 Replacement restricted shares granted 69,176 69,176 Weighted average price of replacement restricted shares granted $24.01 $24.01 Replacement restricted shares vested as a result of acceleration due to qualifying terminations 11,076 11,076 Grant date fair value of replacement restricted shares vested $24.01 $24.01 Intrinsic value of replacement restricted shares outstanding (a) $1,440 $1,440 Cash used to purchase common shares from employees with vested replacement shares to pay minimum withholding tax requirements 44 44 (a) Intrinsic value of restricted stock outstanding is based on the market price of the Company’s stock at June 30, 2020. |
OTHER OPERATING EXPENSE, NET (T
OTHER OPERATING EXPENSE, NET (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Other Income and Expenses [Abstract] | |
Other Operating Expense Net | Other operating expense, net consisted of the following: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Loss on foreign currency remeasurement, net of cash flow hedges ($2,720) ($719) ($1,287) ($690) Gain on sale or disposal of property and equipment 4 35 7 56 Log trading marketing fees 3 80 50 137 Costs related to the merger with Pope Resources (a) (13,498) — (15,985) — Miscellaneous expense, net (272) (1,365) (379) (1,437) Total ($16,483) ($1,969) ($17,594) ($1,934) (a) Includes legal, accounting, due diligence, consulting and other costs related to the merger with Pope Resources. See Note 2 - Merger with Pope Resources and Note 20 - Charges for Integration and Restructuring for additional information. |
CHARGES FOR INTEGRATION AND R_2
CHARGES FOR INTEGRATION AND RESTRUCTURING (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Integration and Restructuring Related Cost | A summary of the charges for integration and restructuring related to our merger with Pope Resources is presented below: Three Months Ended Six Months Ended June 30, 2020 June 30, 2020 Termination benefits $581 $581 Acceleration of share-based compensation related to qualifying terminations ( Note 18 ) 232 232 Professional services 10,967 13,314 Other integration and restructuring costs 1,718 1,858 Total integration and restructuring charges related to our merger with Pope Resources $13,498 $15,985 |
Schedule of Changes in Accrued Severance Related to Restructuring | Changes in accrued severance related to restructuring during the three and six months ended June 30, 2020 were as follows: Three Months Ended Six Months Ended June 30, 2020 June 30, 2020 Accrued severance as of March 31, 2020 — — Charges 581 581 Payments (334) (334) Accrued severance as of June 30, 2020 $247 $247 |
INVENTORY (Tables)
INVENTORY (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | As of June 30, 2020 and December 31, 2019, our inventory consisted entirely of finished goods, as follows: June 30, 2020 December 31, 2019 Finished goods inventory Real estate inventory (a) $3,890 $12,663 Log inventory 6,475 1,855 Total inventory $10,365 $14,518 (a) Represents the cost of HBU real estate (including capitalized development investments) under contract to be sold. See Note 8 — Higher And Better Use Timberlands and Real Estate Development Investments for additional information. |
RESTRICTED CASH (Tables)
RESTRICTED CASH (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Restricted Cash and Investments [Abstract] | |
Schedule of Restricted Cash | The following table contains the amounts of restricted cash recorded in the Consolidated Balance Sheets and Consolidated Statements of Cash Flows for the six months ended June 30, 2020: June 30, 2020 Restricted cash held in escrow $475 Total restricted cash shown in the Consolidated Balance Sheets 475 Cash and cash equivalents 94,786 Total cash, cash equivalents and restricted cash shown in the Consolidated Statements of Cash Flows $95,261 |
Schedule of Cash and Cash Equivalents | The following table contains the amounts of restricted cash recorded in the Consolidated Balance Sheets and Consolidated Statements of Cash Flows for the six months ended June 30, 2020: June 30, 2020 Restricted cash held in escrow $475 Total restricted cash shown in the Consolidated Balance Sheets 475 Cash and cash equivalents 94,786 Total cash, cash equivalents and restricted cash shown in the Consolidated Statements of Cash Flows $95,261 |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table summarizes the changes in AOCI by component for the six months ended June 30, 2020 and the year ended December 31, 2019. All amounts are presented net of tax and exclude portions attributable to noncontrolling interest. Foreign currency translation (loss) gains Net investment hedges of New Zealand subsidiary Cash flow hedges Employee benefit plans Total Rayonier, L.P. Allocation to Operating Partnership Total Rayonier Inc. Balance as of December 31, 2018 ($1,010) $1,321 $21,965 ($22,037) $239 — $239 Other comprehensive (loss) income before reclassifications 784 — (29,251) (1,799) (30,266) — (30,266) Amounts reclassified from accumulated other comprehensive (loss) income — — (1,624) 449 (b) (1,175) — (1,175) Net other comprehensive (loss) income 784 — (30,875) (1,350) (31,441) — (31,441) Balance as of December 31, 2019 ($226) $1,321 ($8,910) ($23,387) ($31,202) — ($31,202) Other comprehensive loss before reclassifications (16,022) — (92,806) (a) — (108,828) — (108,828) Amounts reclassified from accumulated other comprehensive (loss) income — — 2,124 434 (b) 2,558 (457) 2,101 Net other comprehensive (loss) income (16,022) — (90,682) 434 (106,270) (457) (106,727) Balance as of June 30, 2020 ($16,248) $1,321 ($99,592) ($22,953) ($137,472) ($457) ($137,929) (a) Includes $90.5 million of other comprehensive loss related to interest rate swaps, treasury locks, interest rate swap locks and forward-starting interest rate swaps. See Note 15 — Derivative Financial Instruments and Hedging Activities for additional information. (b) This component of other comprehensive (loss) income is included in the computation of net periodic pension and post-retirement costs. See Note 17 — Employee Benefit Plans |
Reclassification out of Accumulated Other Comprehensive Income | The following table presents details of the amounts reclassified in their entirety from AOCI to net income for the six months ended June 30, 2020 and June 30, 2019: Details about accumulated other comprehensive (loss) income components Amount reclassified from accumulated other comprehensive (loss) income Affected line item in the income statement June 30, 2020 June 30, 2019 Realized (gain) loss on foreign currency exchange contracts ($1,892) ($190) Other operating expense, net Realized loss (gain) on foreign currency option contracts 8 (60) Other operating expense, net Noncontrolling interest 434 58 Comprehensive (loss) income attributable to noncontrolling interest Realized loss (gain) on interest rate contracts 3,168 (1,866) Interest expense Income tax expense from net gain on foreign currency contracts 406 54 Income tax expense Net gain from accumulated other comprehensive income $2,124 ($2,004) |
VARIABLE INTEREST ENTITIES (Tab
VARIABLE INTEREST ENTITIES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Variable Interest Entities | The assets and liabilities of The Funds as of June 30, 2020, were as follows: Timber Funds June 30, 2020 Assets: Cash and cash equivalents $6,973 Accounts receivable 3,213 Prepaid expenses 81 Other current assets 361 Total current assets 10,628 Timber and timberlands, net of depletion and amortization 467,800 Other assets 3 Total assets $478,431 Liabilities and Equity: Accounts payable $636 Intercompany payable (a) 3,837 Current maturities of long-term debt 25,042 Accrued taxes 251 Accrued interest 655 Deferred revenue 1 Other current liabilities 787 Total current liabilities 31,209 Long-term debt 35,617 Funds’ equity 411,605 Total liabilities and equity $478,431 (a) Includes management fees and other expenses payable to the Operating Partnership. These amounts are eliminated in the Consolidated Balance Sheets. The assets and liabilities of Ferncliff Investors as of June 30, 2020, were as follows: Ferncliff Investors June 30, 2020 Assets: Cash and cash equivalents $760 Total current assets 760 Investment in real estate joint venture entity 3,141 Advances to real estate joint venture entity 1,000 Total assets $4,901 Liabilities and equity: Intercompany payable (a) $10 Total current liabilities 10 Ferncliff Investors’ equity 4,891 Total liabilities and equity $4,901 (a) Includes miscellaneous expenses payable to the Operating Partnership. These amounts are eliminated in the Consolidated Balance Sheets. |
BASIS OF PRESENTATION (Narrativ
BASIS OF PRESENTATION (Narrative) (Details) | May 08, 2020segment | May 07, 2020USD ($) |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Number of additional reportable segments | segment | 1 | |
Rayonier Operating Company LLC | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Ownership interest | 100.00% | |
Operating Partnership | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Ownership interest | 96.80% | |
Ownership interest owned by limited partners | 3.20% | |
Senior Notes due 2022 at a fixed interest rate of 3.75% | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Stated Principal Amount | $ | $ 325,000,000 | |
Stated Fixed Interest Rate | 3.75% |
BASIS OF PRESENTATION (Summary
BASIS OF PRESENTATION (Summary of Change in Reporting Entity) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Operating income | $ 11,686 | $ 31,393 | $ 50,238 | $ 69,913 |
Net income attributable to parent | 1,735 | 18,752 | 27,588 | 43,546 |
Rayonier Limited Partnership | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Operating income | 11,686 | 31,393 | 50,238 | 69,913 |
Net income attributable to parent | $ 1,954 | $ 18,752 | $ 27,807 | $ 43,546 |
Basic earnings per share attributable to Rayonier, L.P. (in dollars per unit) | $ 0.01 | $ 0.14 | $ 0.21 | $ 0.34 |
Diluted earnings per share attributable to Rayonier, L.P. (in dollars per unit) | $ 0.01 | $ 0.14 | $ 0.21 | $ 0.34 |
Rayonier Limited Partnership | Revision of Prior Period, Adjustment | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Operating income | $ 0 | $ 0 | $ 0 | $ 0 |
Net income attributable to parent | $ (3,596) | $ (3,596) | $ (7,192) | $ (7,192) |
Basic earnings per share attributable to Rayonier, L.P. (in dollars per unit) | $ (0.03) | $ (0.03) | $ (0.05) | $ (0.06) |
Diluted earnings per share attributable to Rayonier, L.P. (in dollars per unit) | $ (0.03) | $ (0.03) | $ (0.05) | $ (0.06) |
MERGER WITH POPE RESOURCES (Nar
MERGER WITH POPE RESOURCES (Narrative) (Details) $ / shares in Units, a in Thousands, $ in Thousands | May 08, 2020afund$ / sharesshares | Jun. 30, 2020USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) |
Business Acquisition [Line Items] | |||||||
Costs related to the merger with Pope Resources | $ 13,498 | $ 0 | $ 15,985 | $ 0 | |||
Pope Resources | |||||||
Business Acquisition [Line Items] | |||||||
Number of Timber Funds acquired | fund | 3 | ||||||
Pirce per share issued per acquiree share (in dollars per share) | $ / shares | $ 37.50 | ||||||
Costs related to the merger with Pope Resources | 13,500 | $ 2,500 | |||||
Amount of revenue included, subsequent to merger | $ 11,100 | ||||||
Pope Resources | Acquisition-related Transaction Costs | |||||||
Business Acquisition [Line Items] | |||||||
Costs related to the merger with Pope Resources | $ 23,300 | $ 31,200 | |||||
Pope Resources | Pacific Northwest Timber | |||||||
Business Acquisition [Line Items] | |||||||
Number of acres of high-quality land acquired | a | 124 | ||||||
Pope Resources | Timber Funds | |||||||
Business Acquisition [Line Items] | |||||||
Number of acres of Timber Fund land acquired | a | 141 | ||||||
Pope Resources | Limited Partnership Interest Of Pope | |||||||
Business Acquisition [Line Items] | |||||||
Number of shares issued per acquiree share (in shares) | shares | 3.929 | ||||||
Pirce per share issued per acquiree share (in dollars per share) | $ / shares | $ 125 | ||||||
Pope Resources | Limited Partnership Interest Of Pope | Rayonier Limited Partnership | |||||||
Business Acquisition [Line Items] | |||||||
Number of shares issued per acquiree share (in shares) | shares | 3.929 | ||||||
Pope Resources | Holders Of Pope Resources Units With No Valid Election | |||||||
Business Acquisition [Line Items] | |||||||
Number of shares issued per acquiree share (in shares) | shares | 2.751 | ||||||
Pirce per share issued per acquiree share (in dollars per share) | $ / shares | $ 37.50 |
MERGER WITH POPE RESOURCES (Sum
MERGER WITH POPE RESOURCES (Summary of Consideration Transferred) (Details) - Pope Resources - USD ($) $ / shares in Units, $ in Thousands | May 08, 2020 | May 07, 2020 | Jun. 30, 2020 |
Business Acquisition [Line Items] | |||
Pope Resources units outstanding (in shares) | 4,366,636 | ||
Less: Pope Resources units held by us (in shares) | (114,400) | ||
Units outstanding, net (in shares) | 4,252,236 | ||
Pirce per share issued per acquiree share (in dollars per share) | $ 37.50 | ||
Cash consideration for elections | $ 159,463 | ||
General partner interest | 10,000 | ||
Repayment of Pope Resources debt | 65,943 | ||
Prepayment penalty and accrued interest on Pope Resources’ debt | 2,275 | ||
Closing costs paid on behalf of Pope Resources | 9,637 | ||
Cash consideration transferred | 247,318 | $ 247,318 | |
Share price (in dollars per share) | $ 24.01 | ||
Equity consideration for elections | 172,418 | ||
Pope Resources replacement awards | 222 | ||
Equity consideration transferred | 172,640 | ||
Redeemable Common Unit consideration transferred | 106,752 | ||
Fair Value of Pope Resources units held by us | $ 11,211 | ||
Total consideration | $ 537,921 | ||
Common Stock | |||
Business Acquisition [Line Items] | |||
Shares/units issued (in shares/units) | 7,181,071 | ||
Redeemable Common Units | |||
Business Acquisition [Line Items] | |||
Shares/units issued (in shares/units) | 4,446,153 |
MERGER WITH POPE RESOURCES (S_2
MERGER WITH POPE RESOURCES (Summary of Cash Consideration) (Details) - USD ($) $ in Thousands | May 08, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Business Acquisition [Line Items] | |||
Net cash consideration shown in the Consolidated Statements of Cash Flows | $ 231,068 | $ 0 | |
Pope Resources | |||
Business Acquisition [Line Items] | |||
Cash consideration transferred | $ 247,318 | 247,318 | |
Less: Cash assumed in merger | (16,250) | ||
Net cash consideration shown in the Consolidated Statements of Cash Flows | $ 231,068 |
MERGER WITH POPE RESOURCES (Fai
MERGER WITH POPE RESOURCES (Fair Value of Identifiable Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | May 08, 2020 |
Pope Resources | ||
Restructuring Cost and Reserve [Line Items] | ||
Cash | $ 16,250 | |
Accounts receivable | 4,074 | |
Other current assets | 1,150 | |
Timber and Timberlands | 987,419 | |
Higher and Better Use Timberlands and Real Estate Development Investments | 27,722 | |
Property, plant and equipment | 8,307 | |
Other assets | 4,297 | |
Total liabilities assumed | 1,049,219 | |
Accounts payable | 566 | |
Accrued interest | 519 | |
Other current liabilities | 8,350 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt | 25,084 | |
Long-term debt | 89,261 | |
Long-term environmental liabilities | 11,000 | |
Other non-current liabilities | 4,137 | |
Total liabilities assumed | 138,917 | |
Net identifiable assets | 910,302 | |
Less: noncontrolling interest | (372,381) | |
Total net assets acquired | 537,921 | |
Deferred income tax liability | $ 4,000 | |
Core Timberlands | ||
Restructuring Cost and Reserve [Line Items] | ||
Cash | 7,380 | |
Accounts receivable | 2,280 | |
Other current assets | 651 | |
Timber and Timberlands | 515,519 | |
Higher and Better Use Timberlands and Real Estate Development Investments | 27,722 | |
Property, plant and equipment | 8,307 | |
Other assets | 4,297 | |
Total liabilities assumed | 566,156 | |
Accounts payable | 274 | |
Accrued interest | 244 | |
Other current liabilities | 7,233 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt | 0 | |
Long-term debt | 53,502 | |
Long-term environmental liabilities | 11,000 | |
Other non-current liabilities | 4,137 | |
Total liabilities assumed | 76,390 | |
Net identifiable assets | 489,766 | |
Less: noncontrolling interest | (3,307) | |
Total net assets acquired | 486,459 | |
Timber Funds | ||
Restructuring Cost and Reserve [Line Items] | ||
Cash | 8,870 | |
Accounts receivable | 1,794 | |
Other current assets | 499 | |
Timber and Timberlands | 471,900 | |
Higher and Better Use Timberlands and Real Estate Development Investments | 0 | |
Property, plant and equipment | 0 | |
Other assets | 0 | |
Total liabilities assumed | 483,063 | |
Accounts payable | 292 | |
Accrued interest | 275 | |
Other current liabilities | 1,117 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt | 25,084 | |
Long-term debt | 35,759 | |
Long-term environmental liabilities | 0 | |
Other non-current liabilities | 0 | |
Total liabilities assumed | 62,527 | |
Net identifiable assets | 420,536 | |
Less: noncontrolling interest | (369,074) | |
Total net assets acquired | $ 51,462 |
MERGER WITH POPE RESOURCES (Sch
MERGER WITH POPE RESOURCES (Schedule of Unaudited Pro Forma Information) (Details) - Pope Resources - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Business Acquisition [Line Items] | ||||
Sales | $ 215,500 | $ 212,800 | $ 499,100 | $ 429,300 |
Net Income | $ 7,644 | $ 13,016 | $ 28,069 | $ 32,959 |
Basic earnings per share/unit (in dollars per share/unit) | $ 0.06 | $ 0.10 | $ 0.20 | $ 0.24 |
Diluted earnings per share/unit (in dollars per share/unit) | $ 0.06 | $ 0.09 | $ 0.20 | $ 0.24 |
Rayonier Limited Partnership | ||||
Business Acquisition [Line Items] | ||||
Net Income | $ 7,823 | $ 13,414 | $ 28,819 | $ 34,028 |
Basic earnings per share/unit (in dollars per share/unit) | $ 0.06 | $ 0.10 | $ 0.20 | $ 0.24 |
Diluted earnings per share/unit (in dollars per share/unit) | $ 0.06 | $ 0.09 | $ 0.20 | $ 0.24 |
REVENUE (Contract Liability) (D
REVENUE (Contract Liability) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | ||||
Revenue recognized from contract liability balance at the beginning of the year | $ 3,661 | $ 3,440 | $ 10,086 | $ 8,796 |
REVENUE (Disaggregation of Reve
REVENUE (Disaggregation of Revenue by Product) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | $ 195,558 | $ 184,800 | $ 454,688 | $ 376,346 |
Lease Revenue | 72 | 72 | ||
Total Revenue | 195,630 | 184,800 | 454,760 | 376,346 |
Pulpwood | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 36,405 | 33,984 | 74,402 | 76,697 |
Sawtimber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 101,724 | 115,497 | 195,578 | 229,301 |
Hardwood | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 512 | 1,391 | 993 | 2,477 |
Total Timber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 138,641 | 150,872 | 270,973 | 308,475 |
License Revenue, Primarily from Hunting | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 4,525 | 4,541 | 9,268 | 8,820 |
Other Non-Timber/Carbon Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 2,456 | 6,670 | 5,619 | 15,138 |
Agency Fee Income | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | (1) | 184 | 327 | 381 |
Total Non-Timber Sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 6,980 | 11,395 | 15,214 | 24,339 |
Improved Development | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 6,427 | 172 | 6,427 | 514 |
Unimproved Development | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 8,426 | 14,431 | 8,426 | 15,430 |
Rural | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 27,234 | 7,107 | 29,631 | 26,313 |
Timberlands & Non-Strategic (a) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 9,606 | 815 | 9,606 | 1,207 |
Deferred Revenue/Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | (1,756) | 8 | (1,616) | 68 |
Large Dispositions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 116,027 | |||
Total Real Estate | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 49,937 | 22,533 | 168,501 | 43,532 |
Timber Funds | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 6,647 | 6,647 | ||
Trading | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 24,267 | 35,387 | 43,238 | 67,423 |
Elim. | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | (930) | (74) | (943) | (103) |
Operating Segments | Southern Timber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 46,767 | 46,197 | 99,749 | 107,043 |
Total Revenue | 46,767 | 46,197 | 99,749 | 107,043 |
Operating Segments | Southern Timber | Pulpwood | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 24,685 | 19,310 | 52,178 | 46,109 |
Operating Segments | Southern Timber | Sawtimber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 16,359 | 16,286 | 35,868 | 39,437 |
Operating Segments | Southern Timber | Hardwood | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 512 | 1,391 | 993 | 2,477 |
Operating Segments | Southern Timber | Total Timber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 41,556 | 36,987 | 89,039 | 88,023 |
Operating Segments | Southern Timber | License Revenue, Primarily from Hunting | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 4,337 | 4,296 | 8,926 | 8,420 |
Operating Segments | Southern Timber | Other Non-Timber/Carbon Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 874 | 4,914 | 1,784 | 10,600 |
Operating Segments | Southern Timber | Agency Fee Income | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 0 | 0 | 0 | 0 |
Operating Segments | Southern Timber | Total Non-Timber Sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 5,211 | 9,210 | 10,710 | 19,020 |
Operating Segments | Pacific Northwest Timber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 26,171 | 18,556 | 57,245 | 39,091 |
Total Revenue | 26,171 | 18,556 | 57,245 | 39,091 |
Operating Segments | Pacific Northwest Timber | Pulpwood | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 3,163 | 2,267 | 6,290 | 5,087 |
Operating Segments | Pacific Northwest Timber | Sawtimber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 22,296 | 15,407 | 49,741 | 32,684 |
Operating Segments | Pacific Northwest Timber | Hardwood | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 0 | 0 | 0 | 0 |
Operating Segments | Pacific Northwest Timber | Total Timber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 25,459 | 17,674 | 56,031 | 37,771 |
Operating Segments | Pacific Northwest Timber | License Revenue, Primarily from Hunting | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 95 | 103 | 192 | 205 |
Operating Segments | Pacific Northwest Timber | Other Non-Timber/Carbon Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 617 | 779 | 1,022 | 1,115 |
Operating Segments | Pacific Northwest Timber | Agency Fee Income | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 0 | 0 | 0 | 0 |
Operating Segments | Pacific Northwest Timber | Total Non-Timber Sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 712 | 882 | 1,214 | 1,320 |
Operating Segments | New Zealand Timber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 41,769 | 62,127 | 79,308 | 119,257 |
Total Revenue | 41,769 | 62,127 | 79,308 | 119,257 |
Operating Segments | New Zealand Timber | Pulpwood | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 5,766 | 8,581 | 10,613 | 17,349 |
Operating Segments | New Zealand Timber | Sawtimber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 34,959 | 52,427 | 65,746 | 98,290 |
Operating Segments | New Zealand Timber | Hardwood | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 0 | 0 | 0 | 0 |
Operating Segments | New Zealand Timber | Total Timber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 40,725 | 61,008 | 76,359 | 115,639 |
Operating Segments | New Zealand Timber | License Revenue, Primarily from Hunting | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 83 | 142 | 140 | 195 |
Operating Segments | New Zealand Timber | Other Non-Timber/Carbon Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 961 | 977 | 2,809 | 3,423 |
Operating Segments | New Zealand Timber | Agency Fee Income | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 0 | 0 | 0 | 0 |
Operating Segments | New Zealand Timber | Total Non-Timber Sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 1,044 | 1,119 | 2,949 | 3,618 |
Operating Segments | Timber Funds | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 0 | 0 | ||
Total Revenue | 7,524 | 0 | 7,524 | 0 |
Operating Segments | Timber Funds | Pulpwood | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 328 | 0 | 328 | 0 |
Operating Segments | Timber Funds | Sawtimber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 6,305 | 0 | 6,305 | 0 |
Operating Segments | Timber Funds | Hardwood | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 0 | 0 | 0 | 0 |
Operating Segments | Timber Funds | Total Timber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 6,633 | 0 | 6,633 | 0 |
Operating Segments | Timber Funds | License Revenue, Primarily from Hunting | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 10 | 0 | 10 | 0 |
Operating Segments | Timber Funds | Other Non-Timber/Carbon Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 4 | 0 | 4 | 0 |
Operating Segments | Timber Funds | Agency Fee Income | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 0 | 0 | 0 | 0 |
Operating Segments | Timber Funds | Total Non-Timber Sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 14 | 0 | 14 | 0 |
Operating Segments | Real Estate | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 49,937 | 22,533 | 168,501 | 43,532 |
Lease Revenue | 72 | 72 | ||
Total Revenue | 50,009 | 22,533 | 168,573 | 43,532 |
Operating Segments | Real Estate | Improved Development | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 6,427 | 172 | 6,427 | 514 |
Operating Segments | Real Estate | Unimproved Development | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 8,426 | 14,431 | 8,426 | 15,430 |
Operating Segments | Real Estate | Rural | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 27,234 | 7,107 | 29,631 | 26,313 |
Operating Segments | Real Estate | Timberlands & Non-Strategic (a) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 9,606 | 815 | 9,606 | 1,207 |
Operating Segments | Real Estate | Deferred Revenue/Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | (1,756) | 8 | (1,616) | 68 |
Operating Segments | Real Estate | Large Dispositions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 116,027 | |||
Operating Segments | Real Estate | Total Real Estate | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 49,937 | 22,533 | 168,501 | 43,532 |
Operating Segments | Trading | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 24,320 | 35,461 | 43,304 | 67,526 |
Operating Segments | Trading | Pulpwood | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 2,463 | 3,826 | 4,993 | 8,152 |
Operating Segments | Trading | Sawtimber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 21,805 | 31,377 | 37,918 | 58,890 |
Operating Segments | Trading | Hardwood | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 0 | 0 | 0 | 0 |
Operating Segments | Trading | Total Timber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 24,268 | 35,203 | 42,911 | 67,042 |
Operating Segments | Trading | License Revenue, Primarily from Hunting | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 0 | 0 | 0 | 0 |
Operating Segments | Trading | Other Non-Timber/Carbon Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 0 | 0 | 0 | 0 |
Operating Segments | Trading | Agency Fee Income | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | (1) | 184 | 327 | 381 |
Operating Segments | Trading | Total Non-Timber Sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | (1) | 184 | 327 | 381 |
Intersegment Eliminations | Timber Funds | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 877 | 877 | ||
Intersegment Eliminations | Trading | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 53 | 74 | 66 | 103 |
Intersegment Eliminations | Elim. | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | $ (930) | $ (74) | $ (943) | $ (103) |
REVENUE (Disaggregation of Re_2
REVENUE (Disaggregation of Revenue by Contract Type) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | $ 195,558 | $ 184,800 | $ 454,688 | $ 376,346 |
Stumpage Pay-as-Cut | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 16,747 | 15,172 | 42,154 | 43,180 |
Stumpage Lump Sum | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 1,189 | 581 | 6,708 | 2,675 |
Total Stumpage | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 17,936 | 15,753 | 48,862 | 45,855 |
Total Delivered | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 120,705 | 135,119 | 222,111 | 262,620 |
Total Delivered | Delivered Wood (Domestic) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 65,261 | 59,123 | 125,925 | 121,382 |
Total Delivered | Delivered Wood (Export) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 55,444 | 75,996 | 96,186 | 141,238 |
Total Timber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 138,641 | 150,872 | 270,973 | 308,475 |
Southern Timber | Stumpage Pay-as-Cut | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 16,216 | 15,172 | 41,623 | 43,180 |
Southern Timber | Stumpage Lump Sum | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 863 | 581 | 1,251 | 2,675 |
Southern Timber | Total Stumpage | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 17,079 | 15,753 | 42,874 | 45,855 |
Southern Timber | Total Delivered | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 24,477 | 21,234 | 46,165 | 42,168 |
Southern Timber | Total Delivered | Delivered Wood (Domestic) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 21,438 | 17,041 | 42,498 | 36,379 |
Southern Timber | Total Delivered | Delivered Wood (Export) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 3,039 | 4,193 | 3,667 | 5,789 |
Pacific Northwest Timber | Stumpage Pay-as-Cut | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 0 | 0 | 0 | 0 |
Pacific Northwest Timber | Stumpage Lump Sum | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 326 | 0 | 5,457 | 0 |
Pacific Northwest Timber | Total Stumpage | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 326 | 0 | 5,457 | 0 |
Pacific Northwest Timber | Total Delivered | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 25,133 | 17,674 | 50,574 | 37,771 |
Pacific Northwest Timber | Total Delivered | Delivered Wood (Domestic) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 25,133 | 17,674 | 50,574 | 37,771 |
Pacific Northwest Timber | Total Delivered | Delivered Wood (Export) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 0 | 0 | 0 | 0 |
New Zealand Timber | Stumpage Pay-as-Cut | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 0 | 0 | 0 | 0 |
New Zealand Timber | Stumpage Lump Sum | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 0 | 0 | 0 | 0 |
New Zealand Timber | Total Stumpage | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 0 | 0 | 0 | 0 |
New Zealand Timber | Total Delivered | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 40,725 | 61,008 | 76,359 | 115,639 |
New Zealand Timber | Total Delivered | Delivered Wood (Domestic) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 12,126 | 21,739 | 25,817 | 42,439 |
New Zealand Timber | Total Delivered | Delivered Wood (Export) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 28,599 | 39,269 | 50,542 | 73,200 |
Timber Funds | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 6,647 | 6,647 | ||
Timber Funds | Stumpage Pay-as-Cut | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 531 | 0 | 531 | 0 |
Timber Funds | Stumpage Lump Sum | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 0 | 0 | 0 | 0 |
Timber Funds | Total Stumpage | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 531 | 0 | 531 | 0 |
Timber Funds | Total Delivered | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 6,102 | 0 | 6,102 | 0 |
Timber Funds | Total Delivered | Delivered Wood (Domestic) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 6,102 | 0 | 6,102 | 0 |
Timber Funds | Total Delivered | Delivered Wood (Export) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 0 | 0 | 0 | 0 |
Trading | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 24,267 | 35,387 | 43,238 | 67,423 |
Trading | Stumpage Pay-as-Cut | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 0 | 0 | 0 | 0 |
Trading | Stumpage Lump Sum | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 0 | 0 | 0 | 0 |
Trading | Total Stumpage | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 0 | 0 | 0 | 0 |
Trading | Total Delivered | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 24,268 | 35,203 | 42,911 | 67,042 |
Trading | Total Delivered | Delivered Wood (Domestic) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 462 | 2,669 | 934 | 4,793 |
Trading | Total Delivered | Delivered Wood (Export) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 23,806 | 32,534 | 41,977 | 62,249 |
Operating Segments | Southern Timber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 46,767 | 46,197 | 99,749 | 107,043 |
Operating Segments | Southern Timber | Total Timber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 41,556 | 36,987 | 89,039 | 88,023 |
Operating Segments | Pacific Northwest Timber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 26,171 | 18,556 | 57,245 | 39,091 |
Operating Segments | Pacific Northwest Timber | Total Timber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 25,459 | 17,674 | 56,031 | 37,771 |
Operating Segments | New Zealand Timber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 41,769 | 62,127 | 79,308 | 119,257 |
Operating Segments | New Zealand Timber | Total Timber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 40,725 | 61,008 | 76,359 | 115,639 |
Operating Segments | Timber Funds | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 0 | 0 | ||
Operating Segments | Timber Funds | Total Timber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | 6,633 | 0 | 6,633 | 0 |
Operating Segments | Trading | Total Timber | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contracts with Customers | $ 24,268 | $ 35,203 | $ 42,911 | $ 67,042 |
LEASES (Narrative) (Details)
LEASES (Narrative) (Details) a in Thousands | 6 Months Ended |
Jun. 30, 2020alease | |
Crown Forest Licenses | |
Lessee, Lease, Description [Line Items] | |
Operating leases, renewal term | 1 year |
Minimum | Timberland Leases | Crown Forest Licenses | |
Lessee, Lease, Description [Line Items] | |
Lease termination period | 35 years |
Minimum | Timberland Leases | Forestry Right | |
Lessee, Lease, Description [Line Items] | |
Lease termination period | 35 years |
Maximum | Timberland Leases | Forestry Right | |
Lessee, Lease, Description [Line Items] | |
Lease termination period | 45 years |
United States | Minimum | Timberland Leases | |
Lessee, Lease, Description [Line Items] | |
Contract terms, in years | 30 years |
United States | Maximum | Timberland Leases | |
Lessee, Lease, Description [Line Items] | |
Contract terms, in years | 65 years |
New Zealand | Crown Forest Licenses | |
Lessee, Lease, Description [Line Items] | |
Number of leases under termination notice | lease | 2 |
Leases under termination notice, gross acres | 9 |
Leases under termination notice, net plantable acres | 8 |
New Zealand | Forestry Right | |
Lessee, Lease, Description [Line Items] | |
Number of leases under termination notice | lease | 2 |
Leases under termination notice, gross acres | 32 |
Leases under termination notice, net plantable acres | 8 |
New Zealand | Fixed-Term Crown Forest Licenses | |
Lessee, Lease, Description [Line Items] | |
Number of leases under termination notice | lease | 2 |
Leases under termination notice, gross acres | 3 |
Leases under termination notice, net plantable acres | 2 |
New Zealand | Minimum | Timberland Leases | |
Lessee, Lease, Description [Line Items] | |
Contract terms, in years | 30 years |
New Zealand | Maximum | Timberland Leases | |
Lessee, Lease, Description [Line Items] | |
Contract terms, in years | 99 years |
LEASES (Lease Maturities) (Deta
LEASES (Lease Maturities) (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
Remaining 2020 | $ 5,675 | |
2021 | 9,003 | |
2022 | 8,119 | |
2023 | 8,051 | |
2024 | 7,946 | |
Thereafter | 140,086 | |
Operating lease liabilities | 178,880 | |
Imputed interest | (82,154) | |
Balance at June 30, 2020 | 96,726 | |
Less: Current portion | (8,952) | |
Non-current portion at June 30, 2020 | $ 87,774 | $ 90,481 |
LEASES (Lease Cost) (Details)
LEASES (Lease Cost) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Leases [Abstract] | ||||
Operating lease cost | $ 1,341 | $ 2,396 | $ 3,439 | $ 4,833 |
Variable lease cost | 136 | 81 | 214 | 157 |
Total lease cost | $ 1,477 | $ 2,477 | $ 3,653 | $ 4,990 |
LEASES (Supplemental Cash Flow)
LEASES (Supplemental Cash Flow) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Leases [Abstract] | ||
Operating cash flows from operating leases | $ 1,138 | $ 1,493 |
Investing cash flows from operating leases | 2,301 | 3,340 |
Total cash flows from operating leases | $ 3,439 | $ 4,833 |
Weighted-average remaining lease term in years - operating leases | 28 years | 28 years |
Weighted-average discount rate - operating leases | 5.00% | 5.00% |
LEASES (Lease Income) (Details)
LEASES (Lease Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2020 | Jun. 30, 2020 | |
Leases [Abstract] | ||
Operating lease income | $ 72 | $ 72 |
Total lease income | $ 72 | $ 72 |
LEASES (Lease Contracts) (Detai
LEASES (Lease Contracts) (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Leases [Abstract] | |
Total | $ 708 |
Remaining 2020 | 165 |
2021 | 176 |
2022 | 173 |
2023 | 137 |
2024 | 57 |
Thereafter | $ 0 |
NONCONTROLLING INTERESTS (Addit
NONCONTROLLING INTERESTS (Additional Information) (Details) | May 08, 2020afund | Jun. 30, 2020a |
Pope Resources | ||
Schedule of Equity Method Investments [Line Items] | ||
Number of Timber Funds acquired | fund | 3 | |
Matariki Forestry Group | ||
Schedule of Equity Method Investments [Line Items] | ||
Acres of timberland owned (acres) | 416,000 | |
Ferncliff Investors | Variable Interest Entity, Primary Beneficiary | ||
Schedule of Equity Method Investments [Line Items] | ||
Number of acres to be developed | 5 | |
Rayonier | Matariki Forestry Group | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership percentage | 77.00% | |
Rayonier New Zealand Subsidiary | Matariki Forestry Group | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership percentage by noncontrolling owners | 23.00% | |
ORM Timber Fund II | ||
Schedule of Equity Method Investments [Line Items] | ||
Operating agreement term | 10 years | |
ORM Timber Fund II | ORM Timber Funds | Variable Interest Entity, Primary Beneficiary | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership interest | 20.00% | |
ORM Timber Fund III | ||
Schedule of Equity Method Investments [Line Items] | ||
Operating agreement term | 10 years | |
ORM Timber Fund III | ORM Timber Funds | Variable Interest Entity, Primary Beneficiary | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership interest | 5.00% | |
ORM Timber Fund IV | ||
Schedule of Equity Method Investments [Line Items] | ||
Operating agreement term | 15 years | |
ORM Timber Fund IV | ORM Timber Funds | Variable Interest Entity, Primary Beneficiary | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership interest | 15.00% | |
Ferncliff Investors | Ferncliff Management | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership interest owned by limited partners | 33.33% | |
Bainbridge Landing LLC | Ferncliff Investors | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership interest owned by limited partners | 50.00% |
NONCONTROLLING INTERESTS (Sched
NONCONTROLLING INTERESTS (Schedule of Net Income (Loss) Attributable to Noncontrolling Interests) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Schedule of Equity Method Investments [Line Items] | ||||
Net income (loss) attributable to noncontrolling interest | $ (1,499) | $ 2,168 | $ (931) | $ 5,167 |
Matariki Forestry Group | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Net income (loss) attributable to noncontrolling interest | 693 | 2,168 | 1,261 | 5,167 |
ORM Timber Funds | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Net income (loss) attributable to noncontrolling interest | (2,146) | 0 | (2,146) | 0 |
Ferncliff Investors | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Net income (loss) attributable to noncontrolling interest | $ (46) | $ 0 | $ (46) | $ 0 |
NONCONTROLLING INTERESTS (Sch_2
NONCONTROLLING INTERESTS (Schedule of Noncontrolling Interests) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2020 | Jun. 30, 2020 | |
Increase (Decrease) in Temporary Equity [Roll Forward] | ||
Beginning noncontrolling interests in the Operating Partnership | $ 0 | $ 0 |
Issuances of Redeemable Common Units | 106,752 | 106,752 |
Adjustment of noncontrolling interests in the Operating Partnership | 3,992 | 3,992 |
Net Income attributable to noncontrolling interests in the Operating Partnership | 219 | 219 |
Other Comprehensive Income attributable to noncontrolling interests in the Operating Partnership | 457 | 457 |
Distributions to noncontrolling interests in the Operating Partnership | (1,200) | (1,200) |
Total noncontrolling interests in the Operating Partnership | $ 110,220 | $ 110,220 |
SEGMENT AND GEOGRAPHICAL INFO_3
SEGMENT AND GEOGRAPHICAL INFORMATION (Narrative) (Details) | May 08, 2020segmentfund | Jun. 30, 2020segment |
Segment Reporting Information [Line Items] | ||
Number of additional reportable segments | 1 | |
Number of reportable segments | 6 | |
Pope Resources | ||
Segment Reporting Information [Line Items] | ||
Number of Timber Funds acquired | fund | 3 | |
ORM Timber Funds | Variable Interest Entity, Primary Beneficiary | ORM Timber Fund II | ||
Segment Reporting Information [Line Items] | ||
Ownership interest | 20.00% | |
ORM Timber Funds | Variable Interest Entity, Primary Beneficiary | ORM Timber Fund III | ||
Segment Reporting Information [Line Items] | ||
Ownership interest | 5.00% | |
ORM Timber Funds | Variable Interest Entity, Primary Beneficiary | ORM Timber Fund IV | ||
Segment Reporting Information [Line Items] | ||
Ownership interest | 15.00% |
SEGMENT AND GEOGRAPHICAL INFO_4
SEGMENT AND GEOGRAPHICAL INFORMATION (Schedule of Segment Sales) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
SALES | $ 195,630 | $ 184,800 | $ 454,760 | $ 376,346 |
Timber Funds, Portion Attributable To Noncontrolling Interests | ||||
Segment Reporting Information [Line Items] | ||||
SALES | (5,800) | (5,800) | ||
Real Estate | Large Dispositions | ||||
Segment Reporting Information [Line Items] | ||||
SALES | 116,000 | |||
Intersegment Eliminations | ||||
Segment Reporting Information [Line Items] | ||||
SALES | (930) | (74) | (943) | (103) |
Operating Segments | Southern Timber | ||||
Segment Reporting Information [Line Items] | ||||
SALES | 46,767 | 46,197 | 99,749 | 107,043 |
Operating Segments | Pacific Northwest Timber | ||||
Segment Reporting Information [Line Items] | ||||
SALES | 26,171 | 18,556 | 57,245 | 39,091 |
Operating Segments | New Zealand Timber | ||||
Segment Reporting Information [Line Items] | ||||
SALES | 41,769 | 62,127 | 79,308 | 119,257 |
Operating Segments | Timber Funds | ||||
Segment Reporting Information [Line Items] | ||||
SALES | 7,524 | 0 | 7,524 | 0 |
Operating Segments | Real Estate | ||||
Segment Reporting Information [Line Items] | ||||
SALES | 50,009 | 22,533 | 168,573 | 43,532 |
Operating Segments | Trading | ||||
Segment Reporting Information [Line Items] | ||||
SALES | 24,320 | 35,461 | 43,304 | 67,526 |
Intersegment Eliminations | Timber Funds | ||||
Segment Reporting Information [Line Items] | ||||
SALES | 877 | 877 | ||
Intersegment Eliminations | Trading | ||||
Segment Reporting Information [Line Items] | ||||
SALES | 53 | 74 | 66 | 103 |
Intersegment Eliminations | Intersegment Eliminations | ||||
Segment Reporting Information [Line Items] | ||||
SALES | $ (930) | $ (74) | $ (943) | $ (103) |
SEGMENT AND GEOGRAPHICAL INFO_5
SEGMENT AND GEOGRAPHICAL INFORMATION (Schedule of Operating Income (Loss)) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
Total Operating Income | $ 11,686 | $ 31,393 | $ 50,238 | $ 69,913 |
Unallocated interest expense and other | (8,241) | (6,865) | (16,666) | (13,242) |
INCOME BEFORE INCOME TAXES | 3,445 | 24,528 | 33,572 | 56,671 |
Charges | 13,498 | 15,985 | ||
Timber Funds, Portion Attributable To Noncontrolling Interests | ||||
Segment Reporting Information [Line Items] | ||||
Total Operating Income | 2,000 | 2,000 | ||
Real Estate | Large Dispositions | ||||
Segment Reporting Information [Line Items] | ||||
Total Operating Income | 28,700 | |||
Operating Segments | Southern Timber | ||||
Segment Reporting Information [Line Items] | ||||
Total Operating Income | 11,208 | 14,741 | 26,278 | 36,261 |
Operating Segments | Pacific Northwest Timber | ||||
Segment Reporting Information [Line Items] | ||||
Total Operating Income | (6,681) | (3,815) | (7,629) | (7,556) |
Operating Segments | New Zealand Timber | ||||
Segment Reporting Information [Line Items] | ||||
Total Operating Income | 4,973 | 12,797 | 10,422 | 28,517 |
Operating Segments | Timber Funds | ||||
Segment Reporting Information [Line Items] | ||||
Total Operating Income | (1,892) | 0 | (1,892) | 0 |
Operating Segments | Real Estate | ||||
Segment Reporting Information [Line Items] | ||||
Total Operating Income | 24,848 | 15,468 | 51,622 | 25,495 |
Operating Segments | Trading | ||||
Segment Reporting Information [Line Items] | ||||
Total Operating Income | 102 | (171) | 83 | 309 |
Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Total Operating Income | $ (20,872) | $ (7,627) | $ (28,646) | $ (13,113) |
SEGMENT AND GEOGRAPHICAL INFO_6
SEGMENT AND GEOGRAPHICAL INFORMATION (Schedule of Depreciation, Depletion and Amortization) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
DEPRECIATION, DEPLETION AND AMORTIZATION | $ 41,867 | $ 27,601 | $ 111,567 | $ 64,093 |
Timber Funds | ||||
Segment Reporting Information [Line Items] | ||||
DEPRECIATION, DEPLETION AND AMORTIZATION | 3,500 | 3,500 | ||
Real Estate | Large Dispositions | ||||
Segment Reporting Information [Line Items] | ||||
DEPRECIATION, DEPLETION AND AMORTIZATION | 35,400 | |||
Operating Segments | Southern Timber | ||||
Segment Reporting Information [Line Items] | ||||
DEPRECIATION, DEPLETION AND AMORTIZATION | 15,231 | 12,880 | 33,414 | 32,608 |
Operating Segments | Pacific Northwest Timber | ||||
Segment Reporting Information [Line Items] | ||||
DEPRECIATION, DEPLETION AND AMORTIZATION | 10,606 | 6,045 | 21,308 | 12,871 |
Operating Segments | New Zealand Timber | ||||
Segment Reporting Information [Line Items] | ||||
DEPRECIATION, DEPLETION AND AMORTIZATION | 4,942 | 7,189 | 9,716 | 13,508 |
Operating Segments | Timber Funds | ||||
Segment Reporting Information [Line Items] | ||||
DEPRECIATION, DEPLETION AND AMORTIZATION | 4,070 | 0 | 4,070 | 0 |
Operating Segments | Real Estate | ||||
Segment Reporting Information [Line Items] | ||||
DEPRECIATION, DEPLETION AND AMORTIZATION | 6,678 | 1,199 | 42,422 | 4,534 |
Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
DEPRECIATION, DEPLETION AND AMORTIZATION | $ 340 | $ 288 | $ 637 | $ 572 |
SEGMENT AND GEOGRAPHICAL INFO_7
SEGMENT AND GEOGRAPHICAL INFORMATION (Schedule of Non-Cash Cost of Land and Improved Development) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
NON-CASH COST OF LAND AND IMPROVED DEVELOPMENT | $ 13,030 | $ 1,617 | $ 65,081 | $ 5,647 |
Real Estate | ||||
Segment Reporting Information [Line Items] | ||||
NON-CASH COST OF LAND AND IMPROVED DEVELOPMENT | $ 13,030 | $ 1,617 | 65,081 | $ 5,647 |
Real Estate | Large Dispositions | ||||
Segment Reporting Information [Line Items] | ||||
NON-CASH COST OF LAND AND IMPROVED DEVELOPMENT | $ 51,600 |
DEBT (Schedule of Long Term Deb
DEBT (Schedule of Long Term Debt) (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2020 | May 07, 2020 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | |||
Total debt | $ 1,374,014 | ||
Long-term debt, net of deferred financing costs | 1,346,123 | ||
Excluding Timber Funds | |||
Debt Instrument [Line Items] | |||
Total debt, excluding Timber Funds | 1,313,355 | ||
Less: Current maturities of long-term debt, Timber Funds | 0 | $ (82,000) | |
Less: Deferred financing costs | (2,849) | ||
Long-term debt, net of deferred financing costs | 1,310,506 | 973,129 | |
Timber Funds | |||
Debt Instrument [Line Items] | |||
Total debt, excluding Timber Funds | 60,659 | ||
Less: Current maturities of long-term debt, Timber Funds | (25,042) | 0 | |
Long-term debt, net of deferred financing costs | $ 35,617 | $ 0 | |
Term Credit Agreement borrowings due 2028 at a variable interest rate of 1.8% at June 30, 2020 | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate during period | 3.20% | ||
Term Credit Agreement borrowings due 2028 at a variable interest rate of 1.8% at June 30, 2020 | LIBOR | |||
Debt Instrument [Line Items] | |||
Basis points on periodic interest rate | 1.60% | ||
Term Credit Agreement borrowings due 2028 at a variable interest rate of 1.8% at June 30, 2020 | Excluding Timber Funds | |||
Debt Instrument [Line Items] | |||
Total debt, excluding Timber Funds | $ 350,000 | ||
Effective Fixed Interest Rate | 1.80% | ||
Senior Notes due 2022 at a fixed interest rate of 3.75% | |||
Debt Instrument [Line Items] | |||
Stated Fixed Interest Rate | 3.75% | ||
Senior Notes due 2022 at a fixed interest rate of 3.75% | Excluding Timber Funds | |||
Debt Instrument [Line Items] | |||
Total debt, excluding Timber Funds | $ 325,000 | ||
Stated Fixed Interest Rate | 3.75% | ||
Incremental Term Loan Agreement borrowings due 2026 at a variable interest rate of 2.1% at June 30, 2020 | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate during period | 2.80% | ||
Incremental Term Loan Agreement borrowings due 2026 at a variable interest rate of 2.1% at June 30, 2020 | LIBOR | |||
Debt Instrument [Line Items] | |||
Basis points on periodic interest rate | 1.90% | ||
Incremental Term Loan Agreement borrowings due 2026 at a variable interest rate of 2.1% at June 30, 2020 | Excluding Timber Funds | |||
Debt Instrument [Line Items] | |||
Total debt, excluding Timber Funds | $ 300,000 | ||
Effective Fixed Interest Rate | 2.10% | ||
2020 Incremental Term Loan Agreement borrowings due 2025 at an average variable interest rate of 2.05% at June 30, 2020 | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate during period | 2.30% | ||
2020 Incremental Term Loan Agreement borrowings due 2025 at an average variable interest rate of 2.05% at June 30, 2020 | LIBOR | |||
Debt Instrument [Line Items] | |||
Basis points on periodic interest rate | 1.85% | ||
2020 Incremental Term Loan Agreement borrowings due 2025 at an average variable interest rate of 2.05% at June 30, 2020 | Excluding Timber Funds | |||
Debt Instrument [Line Items] | |||
Total debt, excluding Timber Funds | $ 250,000 | ||
Effective Fixed Interest Rate | 2.00% | ||
Revolving Credit Facility borrowings due 2025 at an average variable interest rate of 1.7% at June 30, 2020 | Excluding Timber Funds | |||
Debt Instrument [Line Items] | |||
Total debt, excluding Timber Funds | $ 35,000 | ||
Effective Fixed Interest Rate | 1.70% | ||
Due 2025 at a fixed interest rate of 6.1% | Excluding Timber Funds | |||
Debt Instrument [Line Items] | |||
Total debt, excluding Timber Funds | $ 11,779 | ||
Stated Fixed Interest Rate | 6.10% | ||
Due 2028 at a fixed interest rate of 4.1% | Excluding Timber Funds | |||
Debt Instrument [Line Items] | |||
Total debt, excluding Timber Funds | $ 12,085 | ||
Stated Fixed Interest Rate | 4.10% | ||
Due 2033 at a fixed interest rate of 5.3% | Excluding Timber Funds | |||
Debt Instrument [Line Items] | |||
Total debt, excluding Timber Funds | $ 19,564 | ||
Stated Fixed Interest Rate | 5.30% | ||
Due 2036 at a fixed interest rate of 5.4% | Excluding Timber Funds | |||
Debt Instrument [Line Items] | |||
Total debt, excluding Timber Funds | $ 9,927 | ||
Stated Fixed Interest Rate | 5.40% | ||
Due 2020 at a fixed interest rate of 4.9% | Timber Funds | |||
Debt Instrument [Line Items] | |||
Total debt, excluding Timber Funds | $ 11,030 | ||
Stated Fixed Interest Rate | 4.90% | ||
Due 2020 at a fixed interest rate of 3.8% | Timber Funds | |||
Debt Instrument [Line Items] | |||
Total debt, excluding Timber Funds | $ 14,012 | ||
Stated Fixed Interest Rate | 3.80% | ||
Due 2023 at a fixed interest rate of 5.1% | Timber Funds | |||
Debt Instrument [Line Items] | |||
Total debt, excluding Timber Funds | $ 19,827 | ||
Stated Fixed Interest Rate | 5.10% | ||
Due 2024 at a fixed interest rate of 4.5% | Timber Funds | |||
Debt Instrument [Line Items] | |||
Total debt, excluding Timber Funds | $ 15,790 | ||
Stated Fixed Interest Rate | 4.50% |
DEBT (Schedule of Long Term Mat
DEBT (Schedule of Long Term Maturities) (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Debt Instrument [Line Items] | |
2020 | $ 25,000 |
2021 | 0 |
2022 | 325,000 |
2023 | 17,980 |
2024 | 14,400 |
Thereafter | 980,000 |
Total Debt | 1,362,380 |
Excluding Timber Funds | |
Debt Instrument [Line Items] | |
2020 | 0 |
2021 | 0 |
2022 | 325,000 |
2023 | 0 |
2024 | 0 |
Thereafter | 980,000 |
Total Debt | 1,305,000 |
Timber Funds | |
Debt Instrument [Line Items] | |
2020 | 25,000 |
2021 | 0 |
2022 | 0 |
2023 | 17,980 |
2024 | 14,400 |
Thereafter | 0 |
Total Debt | $ 57,380 |
DEBT (Narrative and Debt Conven
DEBT (Narrative and Debt Convenants) (Details) $ in Millions | May 08, 2020USD ($)mortgage_payable | Jun. 30, 2020USD ($)tranche | Jun. 30, 2020NZD ($) | Apr. 16, 2020USD ($) | Apr. 13, 2020USD ($) | Apr. 12, 2020USD ($) | Apr. 01, 2020USD ($) | Mar. 31, 2020USD ($) |
Debt Instrument [Line Items] | ||||||||
Debt instrument, number of tranches | tranche | 5 | |||||||
Excluding Timber Funds | ||||||||
Debt Instrument [Line Items] | ||||||||
Total debt, excluding Timber Funds | $ 1,313,355,000 | |||||||
Timber Funds | ||||||||
Debt Instrument [Line Items] | ||||||||
Total debt, excluding Timber Funds | 60,659,000 | |||||||
Fund II Mortgages Payable | ||||||||
Debt Instrument [Line Items] | ||||||||
Face amount | $ 25,000,000 | $ 25,000,000 | ||||||
Debt instrument, number of mortgages payable | mortgage_payable | 2 | |||||||
Fund II Mortgages Payable | Timber Funds | ||||||||
Debt Instrument [Line Items] | ||||||||
Loan-to-value ratio, percentage | 50.00% | |||||||
Fund III Mortgages Payable | ||||||||
Debt Instrument [Line Items] | ||||||||
Face amount | $ 32,400,000 | $ 32,380,000 | ||||||
Debt instrument, number of mortgages payable | mortgage_payable | 2 | |||||||
Fund III Mortgages Payable | Timber Funds | ||||||||
Debt Instrument [Line Items] | ||||||||
Loan-to-value ratio, percentage | 50.00% | |||||||
Ratio of minimum interest coverage | 1.5 | 1.5 | ||||||
Working capital | $ 500,000 | |||||||
2020 Incremental Term Loan Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt term | 5 years | |||||||
Face amount | $ 250,000,000 | |||||||
2020 Incremental Term Loan Facility | Excluding Timber Funds | ||||||||
Debt Instrument [Line Items] | ||||||||
Total debt, excluding Timber Funds | 250,000,000 | |||||||
Working Capital Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Proceeds from lines of credit | 0 | |||||||
Repayments of lines of credit | 0 | |||||||
Remaining borrowing capacity | $ 20 | |||||||
Term Credit Agreement | Excluding Timber Funds | ||||||||
Debt Instrument [Line Items] | ||||||||
Total debt, excluding Timber Funds | $ 350,000,000 | |||||||
Covenant EBITDA to consolidated interest expense, Covenant Requirement | 2.5 | 2.5 | ||||||
Covenant EBITDA to consolidated interest expense, Actual ratio | 9.8 | 9.8 | ||||||
Covenant EBITDA to consolidated interest expense, Favorable | 7.3 | 7.3 | ||||||
Covenant debt to net worth plus covenant debt, Covenant Requirement | 0.65 | 0.65 | ||||||
Covenant debt to net worth plus covenant debt, Actual ratio | 0.47 | 0.47 | ||||||
Covenant debt to net worth plus covenant debt, favorable | 0.18 | 0.18 | ||||||
Incremental Term Loan Agreement borrowings due 2026 | Excluding Timber Funds | ||||||||
Debt Instrument [Line Items] | ||||||||
Total debt, excluding Timber Funds | $ 300,000,000 | |||||||
Revolving Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum borrowing capacity | $ 300,000,000 | $ 250,000,000 | $ 250,000,000 | $ 200,000,000 | ||||
Proceeds from lines of credit | 70,000,000 | |||||||
Repayments of lines of credit | 117,000,000 | |||||||
Remaining borrowing capacity | 264,000,000 | |||||||
Amount to secure outstanding letters of credit | 1,000,000 | |||||||
Revolving Credit Facility | Excluding Timber Funds | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum borrowing capacity | 300,000,000 | |||||||
Northwest Farm Credit Services Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Face amount | $ 45,000,000 | 45,000,000 | ||||||
Northwest Farm Credit Services Credit Facility | Excluding Timber Funds | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt fair value | $ 45,000,000 | |||||||
Covenant EBITDA to consolidated interest expense, Covenant Requirement | 2.5 | 2.5 | ||||||
Covenant EBITDA to consolidated interest expense, Actual ratio | 9.8 | 9.8 | ||||||
Covenant EBITDA to consolidated interest expense, Favorable | 7.3 | 7.3 | ||||||
Covenant debt to net worth plus covenant debt, Covenant Requirement | 0.65 | 0.65 | ||||||
Covenant debt to net worth plus covenant debt, Actual ratio | 0.47 | 0.47 | ||||||
Covenant debt to net worth plus covenant debt, favorable | 0.18 | 0.18 | ||||||
Ratio of loan To appraised value, Covenant Requirement | 50 | 50 | ||||||
Ratio of loan to appraised value requirement actual | 11 | 11 | ||||||
Ratio of loan to appraised value, favorable | 0.39 | 0.39 |
DEBT (Credit Facility) (Details
DEBT (Credit Facility) (Details) - Northwest Farm Credit Services Credit Facility - USD ($) | Jun. 30, 2020 | May 08, 2020 |
Debt Instrument [Line Items] | ||
Stated Principal Amount | $ 45,000,000 | $ 45,000,000 |
Est. Fair Value at Merger Date | $ 53,502,000 | |
Tranche 2 (Due 2025) | ||
Debt Instrument [Line Items] | ||
Stated Fixed Interest Rate | 6.10% | |
Effective Fixed Interest Rate | 4.80% | |
Stated Principal Amount | $ 10,000,000 | |
Est. Fair Value at Merger Date | $ 11,838,000 | |
Tranche 4 (Due 2028) | ||
Debt Instrument [Line Items] | ||
Stated Fixed Interest Rate | 4.10% | |
Effective Fixed Interest Rate | 3.10% | |
Stated Principal Amount | $ 11,000,000 | |
Est. Fair Value at Merger Date | $ 12,108,000 | |
Tranches 6 & 7 (Due 2033) | ||
Debt Instrument [Line Items] | ||
Stated Fixed Interest Rate | 5.30% | |
Effective Fixed Interest Rate | 4.20% | |
Stated Principal Amount | $ 16,000,000 | |
Est. Fair Value at Merger Date | $ 19,609,000 | |
Tranche 8 (Due 2036) | ||
Debt Instrument [Line Items] | ||
Stated Fixed Interest Rate | 5.40% | |
Effective Fixed Interest Rate | 4.30% | |
Stated Principal Amount | $ 8,000,000 | |
Est. Fair Value at Merger Date | $ 9,947,000 |
DEBT (Mortgages Payable) (Detai
DEBT (Mortgages Payable) (Details) - USD ($) | Jun. 30, 2020 | May 08, 2020 |
Fund II Mortgages Payable | ||
Debt Instrument [Line Items] | ||
Stated Principal Amount | $ 25,000,000 | $ 25,000,000 |
Est. Fair Value at Merger Date | $ 25,084,000 | |
Fund II Mortgages Payable | Due 2020 at a fixed interest rate of 4.9% | ||
Debt Instrument [Line Items] | ||
Stated Fixed Interest Rate | 4.90% | |
Stated Principal Amount | $ 11,000,000 | |
Est. Fair Value at Merger Date | $ 11,061,000 | |
Fund II Mortgages Payable | Due 2020 at a fixed interest rate of 3.8% | ||
Debt Instrument [Line Items] | ||
Stated Fixed Interest Rate | 3.80% | |
Stated Principal Amount | $ 14,000,000 | |
Est. Fair Value at Merger Date | 14,023,000 | |
Fund III Mortgages Payable | ||
Debt Instrument [Line Items] | ||
Stated Principal Amount | 32,380,000 | $ 32,400,000 |
Est. Fair Value at Merger Date | $ 35,759,000 | |
Fund III Mortgages Payable | Due 2023 at a fixed interest rate of 5.1% | ||
Debt Instrument [Line Items] | ||
Stated Fixed Interest Rate | 5.10% | |
Effective Fixed Interest Rate | 3.90% | |
Stated Principal Amount | $ 17,980,000 | |
Est. Fair Value at Merger Date | $ 19,915,000 | |
Fund III Mortgages Payable | Due 2024 at a fixed interest rate of 4.5% | ||
Debt Instrument [Line Items] | ||
Stated Fixed Interest Rate | 4.50% | |
Effective Fixed Interest Rate | 3.20% | |
Stated Principal Amount | $ 14,400,000 | |
Est. Fair Value at Merger Date | $ 15,844,000 |
HIGHER AND BETTER USE TIMBERL_3
HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT INVESTMENTS (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Real Estate, Land and Land Development Costs [Roll Forward] | |
Non-current portion, Beginning Balance | $ 81,791 |
Plus: Current portion, Beginning Balance | 12,663 |
Total Balance, Beginning Balance | 94,454 |
Non-cash cost of land and improved development | (3,803) |
Timber depletion from harvesting activities and basis of timber sold in real estate sales | (351) |
Capitalized real estate development investments | 3,587 |
HBU properties acquired in merger with Pope Resources (c) | 27,722 |
Capital expenditures (silviculture) | 180 |
Intersegment transfers | (3,979) |
Total Balance, Ending Balance | 117,810 |
Less: Current portion, Ending Balance | (3,890) |
Non-current portion, Ending Balance | 113,920 |
Capitalized interest | 200 |
Pope Resources | |
Real Estate, Land and Land Development Costs [Roll Forward] | |
HBU properties acquired in merger with Pope Resources (c) | 27,700 |
Land and Timber | |
Real Estate, Land and Land Development Costs [Roll Forward] | |
Non-current portion, Beginning Balance | 58,091 |
Plus: Current portion, Beginning Balance | 274 |
Total Balance, Beginning Balance | 58,365 |
Non-cash cost of land and improved development | (280) |
Timber depletion from harvesting activities and basis of timber sold in real estate sales | (351) |
Capitalized real estate development investments | 0 |
HBU properties acquired in merger with Pope Resources (c) | 27,722 |
Capital expenditures (silviculture) | 180 |
Intersegment transfers | (3,979) |
Total Balance, Ending Balance | 81,657 |
Less: Current portion, Ending Balance | (361) |
Non-current portion, Ending Balance | 81,296 |
Development Investments | |
Real Estate, Land and Land Development Costs [Roll Forward] | |
Non-current portion, Beginning Balance | 23,700 |
Plus: Current portion, Beginning Balance | 12,389 |
Total Balance, Beginning Balance | 36,089 |
Non-cash cost of land and improved development | (3,523) |
Timber depletion from harvesting activities and basis of timber sold in real estate sales | 0 |
Capitalized real estate development investments | 3,587 |
HBU properties acquired in merger with Pope Resources (c) | 0 |
Capital expenditures (silviculture) | 0 |
Intersegment transfers | 0 |
Total Balance, Ending Balance | 36,153 |
Less: Current portion, Ending Balance | (3,529) |
Non-current portion, Ending Balance | $ 32,624 |
COMMITMENTS (Details)
COMMITMENTS (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Commitments | |
Remaining 2020 | $ 15,272 |
2021 | 17,421 |
2022 | 19,235 |
2023 | 19,963 |
2024 | 17,231 |
Thereafter | 45,431 |
Commitments, total | 134,553 |
Environmental Remediation | |
Commitments | |
Remaining 2020 | 710 |
2021 | 2,387 |
2022 | 2,023 |
2023 | 2,012 |
2024 | 2,012 |
Thereafter | 2,784 |
Commitments, total | 11,928 |
Development Projects | |
Commitments | |
Remaining 2020 | 4,206 |
2021 | 160 |
2022 | 220 |
2023 | 232 |
2024 | 232 |
Thereafter | 2,770 |
Commitments, total | 7,820 |
Pension Contributions | |
Commitments | |
Remaining 2020 | 2,476 |
2021 | 681 |
2022 | 0 |
2023 | 0 |
2024 | 0 |
Thereafter | 0 |
Commitments, total | 3,157 |
Commitments | |
Commitments | |
Remaining 2020 | 7,880 |
2021 | 14,193 |
2022 | 16,992 |
2023 | 17,719 |
2024 | 14,987 |
Thereafter | 39,877 |
Commitments, total | $ 111,648 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | May 08, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 |
Income Taxes | |||||
Income tax expense | $ (2,990) | $ (3,608) | $ (6,696) | $ (7,958) | |
Annualized effective tax rate after discrete items | 19.80% | 15.50% | |||
Operating Partnership | |||||
Income Taxes | |||||
Ownership interest | 96.80% |
ENVIRONMENTAL REMEDIATION LIA_2
ENVIRONMENTAL REMEDIATION LIABILITIES (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Property, Plant and Equipment [Line Items] | |
Environmental remediation expense | $ 11.9 |
Minimum | Millsite Cleanup And Natural Resource Damages Restoration | |
Property, Plant and Equipment [Line Items] | |
Natural resource damages restoration monitoring term | 2 years |
Minimum | Port Gamble Location | |
Property, Plant and Equipment [Line Items] | |
Natural resource damages restoration monitoring term | 10 years |
Maximum | Millsite Cleanup And Natural Resource Damages Restoration | |
Property, Plant and Equipment [Line Items] | |
Natural resource damages restoration monitoring term | 3 years |
Maximum | Port Gamble Location | |
Property, Plant and Equipment [Line Items] | |
Natural resource damages restoration monitoring term | 15 years |
GUARANTEES (Details)
GUARANTEES (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Guarantor Obligations [Line Items] | |
Maximum Potential Payment | $ 10,996 |
Standby letters of credit | |
Guarantor Obligations [Line Items] | |
Maximum Potential Payment | 985 |
Surety bonds | |
Guarantor Obligations [Line Items] | |
Maximum Potential Payment | $ 10,011 |
EARNINGS PER SHARE AND PER UN_3
EARNINGS PER SHARE AND PER UNIT (Schedule of Earnings Per Share, Basic and Diluted) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Numerator: | ||||||
Net income | $ 455 | $ 20,920 | $ 26,876 | $ 48,713 | ||
Less: Net income attributable to noncontrolling interest in the Operating Partnership | (219) | 0 | (219) | 0 | ||
Less: Net loss (income) attributable to noncontrolling interests in consolidated affiliates | 1,499 | (2,168) | 931 | (5,167) | ||
Net income attributable to parent | $ 1,735 | $ 18,752 | $ 27,588 | $ 43,546 | ||
Denominator: | ||||||
Denominator for basic earnings per common share - weighted average shares (in shares) | 133,318,209 | 129,380,282 | 131,227,852 | 129,277,490 | ||
Basic earnings per common share attributable to Rayonier Inc.(in dollars per share) | $ 0.01 | $ 0.14 | $ 0.21 | $ 0.34 | ||
Numerator: | ||||||
Net income | $ 455 | $ 20,920 | $ 26,876 | $ 48,713 | ||
Less: Net loss (income) attributable to noncontrolling interests in consolidated affiliates | (1,499) | 2,168 | (931) | 5,167 | ||
Net income attributable to Rayonier Inc., before net income attributable to noncontrolling interests in the Operating Partnership | $ 1,954 | $ 18,752 | $ 27,807 | $ 43,546 | ||
Denominator: | ||||||
Denominator for basic earnings per common share - weighted average shares (in shares) | 133,318,209 | 129,380,282 | 131,227,852 | 129,277,490 | ||
Add: Dilutive effect of: | ||||||
Stock options (in shares/units) | 0 | 13,463 | 537 | 16,580 | ||
Performance shares,restricted shares and restricted stock units (in shares/units) | 49,299 | 250,170 | 129,390 | 403,915 | ||
Noncontrolling interest in common units (in shares) | 2,589,518 | 0 | 1,294,759 | 0 | ||
Denominator for diluted earning per common share - adjusted weighted average shares (in shares/units) | 135,957,026 | 129,643,915 | 132,652,538 | 129,697,985 | ||
Diluted earnings per common share attributable to Rayonier Inc. (in dollars per share) | $ 0.01 | $ 0.14 | $ 0.21 | $ 0.34 | ||
Rayonier Limited Partnership | ||||||
Numerator: | ||||||
Net income | $ 455 | $ 26,421 | $ 20,920 | $ 27,793 | $ 26,876 | $ 48,713 |
Less: Net loss (income) attributable to noncontrolling interests in consolidated affiliates | 1,499 | (2,168) | 931 | (5,167) | ||
Net income attributable to parent | $ 1,954 | $ 18,752 | $ 27,807 | $ 43,546 | ||
Denominator: | ||||||
Denominator for basic earnings per common unit - weighted average units (in units) | 135,907,727 | 129,380,282 | 132,522,611 | 129,277,490 | ||
Basic earnings per share attributable to Rayonier, L.P. (in dollars per unit) | $ 0.01 | $ 0.14 | $ 0.21 | $ 0.34 | ||
Numerator: | ||||||
Net income | $ 455 | $ 26,421 | $ 20,920 | $ 27,793 | $ 26,876 | $ 48,713 |
Less: Net loss (income) attributable to noncontrolling interests in consolidated affiliates | $ (1,499) | $ 2,168 | $ (931) | $ 5,167 | ||
Denominator: | ||||||
Denominator for basic earnings per common unit - weighted average units (in units) | 135,907,727 | 129,380,282 | 132,522,611 | 129,277,490 | ||
Add: Dilutive effect of: | ||||||
Stock options (in shares/units) | 0 | 13,463 | 537 | 16,580 | ||
Performance shares,restricted shares and restricted stock units (in shares/units) | 49,299 | 250,170 | 129,390 | 403,915 | ||
Denominator for diluted earning per common share - adjusted weighted average shares (in shares/units) | 135,957,026 | 129,643,915 | 132,652,538 | 129,697,985 | ||
Diluted earnings per share attributable to Rayonier, L.P. (in dollars per unit) | $ 0.01 | $ 0.14 | $ 0.21 | $ 0.34 |
EARNINGS PER SHARE AND PER UN_4
EARNINGS PER SHARE AND PER UNIT (Antidilutive Securities) (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive shares excluded from the computations of diluted (loss) earnings per share (in shares/units) | 635,779 | 451,258 | 521,053 | 444,765 |
Rayonier Limited Partnership | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive shares excluded from the computations of diluted (loss) earnings per share (in shares/units) | 635,779 | 451,258 | 521,053 | 444,765 |
Stock options, performance shares, restricted shares and restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive shares excluded from the computations of diluted (loss) earnings per share (in shares/units) | 635,779 | 451,258 | 521,053 | 444,765 |
Stock options, performance shares, restricted shares and restricted stock units | Rayonier Limited Partnership | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive shares excluded from the computations of diluted (loss) earnings per share (in shares/units) | 635,779 | 451,258 | 521,053 | 444,765 |
DERIVATIVE FINANCIAL INSTRUME_3
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Narrative) (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Interest rate swap locks | |
Derivative [Line Items] | |
Derivative Instrument, Amount De-Designated And Partially Settled | $ 11,100 |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Carbon option contracts | |
Derivative [Line Items] | |
AOCI gain (loss) balance expected to be reclassified in next twelve months, net of tax | 500 |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Treasury locks | |
Derivative [Line Items] | |
Gain (loss) on treasury lock recorded to AOCI | (20,800) |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Interest rate swap locks | |
Derivative [Line Items] | |
Gain (loss) on treasury lock recorded to AOCI | $ (1,400) |
New Zealand JV | Forecasted Sales and Purchases, term 1 | |
Derivative [Line Items] | |
Length of time, foreign currency cash flow hedge | 12 months |
New Zealand JV | Minimum | Forecasted Sales and Purchases, term 1 | |
Derivative [Line Items] | |
Percent of forecast sales and purchases hedged for 12 months | 50.00% |
New Zealand JV | Minimum | Forecasted Sales and Purchases, term 2 | |
Derivative [Line Items] | |
Length of time, foreign currency cash flow hedge | 12 months |
New Zealand JV | Minimum | Foreign Sales and Purchases, term 3 | |
Derivative [Line Items] | |
Length of time, foreign currency cash flow hedge | 18 months |
New Zealand JV | Maximum | Forecasted Sales and Purchases, term 1 | |
Derivative [Line Items] | |
Percent of forecast sales and purchases hedged for 12 months | 90.00% |
New Zealand JV | Maximum | Forecasted Sales and Purchases, term 2 | |
Derivative [Line Items] | |
Length of time, foreign currency cash flow hedge | 18 months |
Percent of forecast sales and purchases hedged for 12 to 18 months | 75.00% |
New Zealand JV | Maximum | Foreign Sales and Purchases, term 3 | |
Derivative [Line Items] | |
Percent of forecast sales and purchases hedged for 12 months | 50.00% |
Length of time, foreign currency cash flow hedge | 48 months |
DERIVATIVE FINANCIAL INSTRUME_4
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Interest Rate Products) (Details) - USD ($) | Apr. 16, 2020 | Jun. 30, 2020 |
2020 Incremental Term Loan Facility | ||
Derivative [Line Items] | ||
Face amount | $ 250,000,000 | |
Treasury locks | 2020 Incremental Term Loan Facility | ||
Derivative [Line Items] | ||
Debt instrument term | 5 years | |
Face amount | $ 250,000,000 | |
Term of extension | 5 years | |
Interest rate swap locks | 2020 Incremental Term Loan Facility | ||
Derivative [Line Items] | ||
Debt instrument term | 5 years | |
Face amount | $ 250,000,000 | |
Term of extension | 5 years | |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Interest Rate Swap 1 | ||
Derivative [Line Items] | ||
Term | 9 years | |
Notional Amount | $ 170,000 | |
Fixed Rate of Swap | 2.20% | |
Bank Margin on Debt | 1.60% | |
Total Effective Interest Rate | 3.80% | |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Interest Rate Swap 2 | ||
Derivative [Line Items] | ||
Term | 9 years | |
Notional Amount | $ 180,000 | |
Fixed Rate of Swap | 2.35% | |
Bank Margin on Debt | 1.60% | |
Total Effective Interest Rate | 3.95% | |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Interest Rate Swap 3 | ||
Derivative [Line Items] | ||
Term | 10 years | |
Notional Amount | $ 100,000 | |
Fixed Rate of Swap | 1.60% | |
Bank Margin on Debt | 1.90% | |
Total Effective Interest Rate | 3.50% | |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Interest Rate Swap 4 | ||
Derivative [Line Items] | ||
Term | 10 years | |
Notional Amount | $ 100,000 | |
Fixed Rate of Swap | 1.60% | |
Bank Margin on Debt | 1.90% | |
Total Effective Interest Rate | 3.50% | |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Interest Rate Swap 5 | ||
Derivative [Line Items] | ||
Term | 10 years | |
Notional Amount | $ 100,000 | |
Fixed Rate of Swap | 1.26% | |
Bank Margin on Debt | 1.90% | |
Total Effective Interest Rate | 3.16% | |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Interest Rate Swap 6 | ||
Derivative [Line Items] | ||
Term | 10 years | |
Notional Amount | $ 250,000 | |
Fixed Rate of Swap | 1.10% | |
Bank Margin on Debt | 1.85% | |
Total Effective Interest Rate | 2.95% | |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Treasury locks | ||
Derivative [Line Items] | ||
Gain (loss) on treasury lock recorded to AOCI | $ (20,800,000) | |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Treasury Lock 1 | ||
Derivative [Line Items] | ||
Term | 10 years | |
Notional Amount | $ 100,000 | |
Fixed rate on derivative | 1.53% | |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Treasury Lock 2 | ||
Derivative [Line Items] | ||
Term | 10 years | |
Notional Amount | $ 100,000 | |
Fixed rate on derivative | 1.53% | |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Treasury Lock 3 | ||
Derivative [Line Items] | ||
Term | 10 years | |
Notional Amount | $ 50,000 | |
Fixed rate on derivative | 1.35% | |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Interest Rate Swap Lock 1 | ||
Derivative [Line Items] | ||
Term | 10 years | |
Notional Amount | $ 100,000 | |
Fixed rate on derivative | 1.56% | |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Interest Rate Swap Lock 2 | ||
Derivative [Line Items] | ||
Term | 10 years | |
Notional Amount | $ 100,000 | |
Fixed rate on derivative | 1.59% | |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Interest Rate Swap Lock 3 | ||
Derivative [Line Items] | ||
Term | 10 years | |
Notional Amount | $ 50,000 | |
Fixed rate on derivative | 1.41% | |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Interest rate swap locks | ||
Derivative [Line Items] | ||
Gain (loss) on treasury lock recorded to AOCI | $ (1,400,000) | |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Forward-Starting Interest Rate Swap 1 | ||
Derivative [Line Items] | ||
Term | 10 years | |
Notional Amount | $ 325,000 | |
Fixed rate on derivative | 1.40% | |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Forward-Starting Interest Rate Swap 2 | ||
Derivative [Line Items] | ||
Term | 4 years | |
Notional Amount | $ 100,000 | |
Fixed rate on derivative | 0.88% | |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Forward-Starting Interest Rate Swap 3 | ||
Derivative [Line Items] | ||
Term | 4 years | |
Notional Amount | $ 50,000 | |
Fixed rate on derivative | 0.74% |
DERIVATIVE FINANCIAL INSTRUME_5
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Income Statement Location) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Derivatives designated as hedging instrument | $ (7,276) | $ (83,475) | $ (19,519) | $ (10,686) | ||
Derivatives designated as cash flow hedges: | Foreign currency exchange contracts | Other comprehensive income (loss) | Derivatives designated as cash flow hedges: | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Derivatives designated as hedging instrument | 5,340 | (219) | $ (140) | $ 900 | ||
Derivatives designated as cash flow hedges: | Foreign currency option contracts | Other comprehensive income (loss) | Derivatives designated as cash flow hedges: | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Derivatives designated as hedging instrument | 877 | (107) | (273) | (30) | ||
Derivatives designated as cash flow hedges: | Interest rate products | Other comprehensive income (loss) | Derivatives designated as cash flow hedges: | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Derivatives designated as hedging instrument | (14,469) | (18,371) | (93,621) | (28,966) | ||
Derivatives designated as cash flow hedges: | Interest rate products | Interest expense | Derivatives designated as cash flow hedges: | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Derivatives designated as hedging instrument | 2,716 | (913) | 3,168 | (1,866) | ||
Derivatives not designated as hedging instruments: | Foreign currency exchange contracts | Interest and other miscellaneous (expense) income, net | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Non-designated hedged item, gain (loss) recognized in income | 0 | 152 | 0 | 135 | ||
Derivatives not designated as hedging instruments: | Carbon option contracts | Interest and other miscellaneous (expense) income, net | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Non-designated hedged item, gain (loss) recognized in income | $ 14 | $ 12 | $ 563 | $ 415 |
DERIVATIVE FINANCIAL INSTRUME_6
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Notional Amounts) (Details) - USD ($) | Jun. 30, 2020 | Dec. 31, 2019 |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Foreign currency exchange contracts | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | $ 61,500,000 | $ 56,350,000 |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Foreign currency option contracts | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | 36,000,000 | 22,000,000 |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Interest rate swaps | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | 900,000,000 | 650,000,000 |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Forward-starting interest rate swaps | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | 475,000,000 | 0 |
Derivatives not designated as hedging instruments: | Carbon options | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | $ 0 | $ 9,592,000 |
DERIVATIVE FINANCIAL INSTRUME_7
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Balance Sheet Location) (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Derivatives, Fair Value [Line Items] | ||
Fair value, derivative asset | $ 1,934 | $ 3,788 |
Fair value, derivative liability | (89,615) | (11,904) |
Other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Fair value, derivative asset | 585 | 575 |
Other assets | ||
Derivatives, Fair Value [Line Items] | ||
Fair value, derivative asset | 1,349 | 3,213 |
Other current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Fair value, derivative liability | (1,273) | (806) |
Other non-current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Fair value, derivative liability | (88,342) | (11,098) |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Foreign currency exchange contracts | Other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Fair value, derivative asset | 310 | 424 |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Foreign currency exchange contracts | Other assets | ||
Derivatives, Fair Value [Line Items] | ||
Fair value, derivative asset | 1,177 | 390 |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Foreign currency exchange contracts | Other current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Fair value, derivative liability | (968) | (172) |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Foreign currency exchange contracts | Other non-current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Fair value, derivative liability | (17) | 0 |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Foreign currency option contracts | Other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Fair value, derivative asset | 275 | 151 |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Foreign currency option contracts | Other assets | ||
Derivatives, Fair Value [Line Items] | ||
Fair value, derivative asset | 172 | 209 |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Foreign currency option contracts | Other current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Fair value, derivative liability | (305) | (27) |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Foreign currency option contracts | Other non-current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Fair value, derivative liability | (112) | (30) |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Interest rate swaps | Other assets | ||
Derivatives, Fair Value [Line Items] | ||
Fair value, derivative asset | 0 | 2,614 |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Interest rate swaps | Other non-current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Fair value, derivative liability | (65,381) | (11,068) |
Derivatives designated as cash flow hedges: | Derivatives designated as cash flow hedges: | Forward-starting interest rate swaps | Other non-current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Fair value, derivative liability | (22,832) | 0 |
Derivative not designated as a hedging instrument: | Carbon options | Other current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Fair value, derivative liability | $ 0 | $ (607) |
FAIR VALUE MEASUREMENTS (Carryi
FAIR VALUE MEASUREMENTS (Carrying Amount and Estimated Fair Value of Financial Instruments) (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carbon option contracts | $ (89,615) | $ (11,904) |
Marketable equity securities | 0 | 10,582 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Noncontrolling Interests in the Operating Partnership | 0 | |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Noncontrolling Interests in the Operating Partnership | 0 | |
Excluding Timber Funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Current maturities of long-term debt | 0 | (82,000) |
Timber Funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | ||
Current maturities of long-term debt | (25,042) | 0 |
Carrying Amount | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Restricted cash | 475 | 1,233 |
Marketable equity securities | 0 | 10,582 |
Noncontrolling Interests in the Operating Partnership | 110,220 | 0 |
Carrying Amount | Interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swaps, liabilities | (65,381) | (8,454) |
Carrying Amount | Forward-starting interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swaps, liabilities | (22,832) | 0 |
Carrying Amount | Foreign currency exchange contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency contracts | 502 | 642 |
Carrying Amount | Foreign currency option contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency contracts | 30 | 303 |
Carrying Amount | Carbon option contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carbon option contracts | 0 | (607) |
Carrying Amount | Excluding Timber Funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 87,813 | 68,735 |
Current maturities of long-term debt | 0 | (82,000) |
Long-term debt | (1,310,506) | (973,129) |
Carrying Amount | Timber Funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 6,973 | 0 |
Current maturities of long-term debt | (25,042) | 0 |
Long-term debt | (35,617) | 0 |
Fair Value | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Restricted cash | 475 | 1,233 |
Marketable equity securities | 0 | 10,582 |
Noncontrolling Interests in the Operating Partnership | 110,220 | |
Fair Value | Level 1 | Interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swaps, liabilities | 0 | 0 |
Fair Value | Level 1 | Forward-starting interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swaps, liabilities | 0 | 0 |
Fair Value | Level 1 | Foreign currency exchange contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency contracts | 0 | 0 |
Fair Value | Level 1 | Foreign currency option contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency contracts | 0 | 0 |
Fair Value | Level 1 | Carbon option contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carbon option contracts | 0 | 0 |
Fair Value | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Restricted cash | 0 | 0 |
Marketable equity securities | 0 | 0 |
Noncontrolling Interests in the Operating Partnership | 0 | |
Fair Value | Level 2 | Interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swaps, liabilities | (65,381) | (8,454) |
Fair Value | Level 2 | Forward-starting interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swaps, liabilities | (22,832) | 0 |
Fair Value | Level 2 | Foreign currency exchange contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency contracts | 502 | 642 |
Fair Value | Level 2 | Foreign currency option contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency contracts | 30 | 303 |
Fair Value | Level 2 | Carbon option contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carbon option contracts | 0 | (607) |
Fair Value | Excluding Timber Funds | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 87,813 | 68,735 |
Current maturities of long-term debt | 0 | 0 |
Long-term debt | 0 | 0 |
Fair Value | Excluding Timber Funds | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Current maturities of long-term debt | 0 | (82,000) |
Long-term debt | (1,297,698) | (981,500) |
Fair Value | Timber Funds | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 6,973 | 0 |
Current maturities of long-term debt | 0 | 0 |
Long-term debt | 0 | 0 |
Fair Value | Timber Funds | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Current maturities of long-term debt | (25,083) | 0 |
Long-term debt | $ (35,741) | $ 0 |
FAIR VALUE MEASUREMENTS (Unreal
FAIR VALUE MEASUREMENTS (Unrealized Gain Position) (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | ||
Fair value of marketable equity securities, Carrying Amount | $ 0 | $ 10,582 |
Fair value of marketable securities, Less then 12 Months | 0 | 10,582 |
Fair value of marketable securities, 12 Months or Greater | 0 | 0 |
Fair value of marketable securities, Total | 0 | 10,582 |
Unrealized (losses) gains, Carrying Amount | 0 | 0 |
Unrealized (losses) gains, Less than 12 Months | 0 | 3,043 |
Unrealized (losses) gains, 12 Months or Greater | 0 | 0 |
Unrealized (losses) gains, Total | $ 0 | $ 3,043 |
EMPLOYEE BENEFIT PLANS (Details
EMPLOYEE BENEFIT PLANS (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($)pension_plan | Jun. 30, 2019USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Number of qualified defined benefit plans | pension_plan | 1 | |||
Weighted-average expected long-term rate of return on plan assets | 5.70% | |||
Pension | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Pension contributions paid | $ 1,100 | |||
Minimum annual pension contribution | $ 3,600 | 3,600 | ||
Service cost | 0 | $ 0 | 0 | $ 0 |
Interest cost | 677 | 799 | 1,353 | 1,599 |
Expected return on plan assets | (876) | (777) | (1,752) | (1,554) |
Amortization of losses | 215 | 112 | 431 | 224 |
Net periodic benefit cost | 16 | 134 | 32 | 269 |
Postretirement | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 2 | 1 | 3 | 3 |
Interest cost | 13 | 13 | 26 | 27 |
Expected return on plan assets | 0 | 0 | 0 | 0 |
Amortization of losses | 2 | 0 | 4 | 0 |
Net periodic benefit cost | $ 17 | $ 14 | $ 33 | $ 30 |
INCENTIVE STOCK PLANS (Narrativ
INCENTIVE STOCK PLANS (Narrative) (Details) - Replacement Restricted Stock Awards - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2020 | Jun. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Replacement restricted shares granted (in shares) | 69,176 | 69,176 |
Fair value of awards granted | $ 1,700 | |
Fair value of awards granted, portion attributable to pre-merger services | $ 200 | |
Weighted average remaining service period | 21 months | |
Accelerated vesting (in shares) | 11,076 | 11,076 |
Cost of accelerated vesting | $ 200 | $ 200 |
INCENTIVE STOCK PLANS (Summary
INCENTIVE STOCK PLANS (Summary of Restricted Stock Awards) (Details) - Replacement Restricted Stock Awards $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2020USD ($)$ / sharesshares | Jun. 30, 2020USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Replacement restricted shares granted (in shares) | shares | 69,176 | 69,176 |
Weighted average price of replacement restricted shares granted (in dollars per share) | $ / shares | $ 24.01 | $ 24.01 |
Replacement restricted shares vested as a result of acceleration due to qualifying terminations (in shares) | shares | 11,076 | 11,076 |
Grant date fair value of replacement restricted shares vested (in dollars per share) | $ / shares | $ 24.01 | $ 24.01 |
Intrinsic value of replacement restricted stock outstanding | $ | $ 1,440 | $ 1,440 |
Cash used to purchase common shares from employees with vested replacement shares to pay minimum withholding tax requirements | $ | $ 44 | $ 44 |
OTHER OPERATING EXPENSE, NET (D
OTHER OPERATING EXPENSE, NET (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Other Income and Expenses [Abstract] | ||||
Loss on foreign currency remeasurement, net of cash flow hedges | $ (2,720) | $ (719) | $ (1,287) | $ (690) |
Gain on sale or disposal of property and equipment | 4 | 35 | 7 | 56 |
Log trading marketing fees | 3 | 80 | 50 | 137 |
Costs related to the merger with Pope Resources | (13,498) | 0 | (15,985) | 0 |
Miscellaneous expense, net | (272) | (1,365) | (379) | (1,437) |
Total | $ (16,483) | $ (1,969) | $ (17,594) | $ (1,934) |
CHARGES FOR INTEGRATION AND R_3
CHARGES FOR INTEGRATION AND RESTRUCTURING (Summary of Charges) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2020 | Jun. 30, 2020 | |
Restructuring and Related Activities [Abstract] | ||
Termination benefits | $ 581 | $ 581 |
Acceleration of share-based compensation related to qualifying terminations (Note 18) | 232 | 232 |
Professional services | 10,967 | 13,314 |
Other integration and restructuring costs | 1,718 | 1,858 |
Total integration and restructuring charges related to our merger with Pope Resources | $ 13,498 | $ 15,985 |
CHARGES FOR INTEGRATION AND R_4
CHARGES FOR INTEGRATION AND RESTRUCTURING (Changes in Accrued Severance) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2020 | Jun. 30, 2020 | |
Restructuring Reserve [Roll Forward] | ||
Charges | $ 13,498 | $ 15,985 |
Severance | ||
Restructuring Reserve [Roll Forward] | ||
Accrued severance as of March 31, 2020 | 0 | 0 |
Charges | 581 | 581 |
Payments | (334) | (334) |
Accrued severance as of June 30, 2020 | $ 247 | $ 247 |
INVENTORY (Details)
INVENTORY (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Inventory [Line Items] | ||
Inventory | $ 10,365 | $ 14,518 |
Real estate inventory | ||
Inventory [Line Items] | ||
Inventory | 3,890 | 12,663 |
Log inventory | ||
Inventory [Line Items] | ||
Inventory | $ 6,475 | $ 1,855 |
RESTRICTED CASH (Narrative) (De
RESTRICTED CASH (Narrative) (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2020 | Dec. 31, 2019 | |
Restricted Cash and Investments [Abstract] | ||
Maximum time period proceeds from LKE sale maintained with third party intermediary, days | 180 days | |
Restricted deposits | $ 0.5 | $ 1.2 |
RESTRICTED CASH (Schedule of Re
RESTRICTED CASH (Schedule of Restricted Cash) (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | Dec. 31, 2018 |
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Restricted cash | $ 475 | $ 1,233 | ||
Cash and cash equivalents | 94,786 | 68,735 | ||
Total cash, cash equivalents and restricted cash shown in the Consolidated Statements of Cash Flows | 95,261 | $ 69,968 | $ 134,710 | $ 156,454 |
Restricted cash held in escrow | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Restricted cash | $ 475 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE LOSS (Schedule of Components) (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning balance | $ 1,537,642 | $ 1,654,550 |
Other comprehensive (loss) income before reclassifications | (108,828) | (30,266) |
Amounts reclassified from accumulated other comprehensive (loss) income | 2,101 | (1,175) |
Net other comprehensive (loss) income | (106,727) | (31,441) |
Ending balance | 1,913,958 | 1,537,642 |
Accumulated Other Comprehensive Loss | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning balance | (31,202) | 239 |
Ending balance | (137,929) | (31,202) |
Foreign currency translation (loss) gains | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning balance | (226) | (1,010) |
Other comprehensive (loss) income before reclassifications | (16,022) | 784 |
Amounts reclassified from accumulated other comprehensive (loss) income | 0 | 0 |
Net other comprehensive (loss) income | (16,022) | 784 |
Ending balance | (16,248) | (226) |
Net investment hedges of New Zealand subsidiary | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning balance | 1,321 | 1,321 |
Other comprehensive (loss) income before reclassifications | 0 | 0 |
Amounts reclassified from accumulated other comprehensive (loss) income | 0 | 0 |
Net other comprehensive (loss) income | 0 | 0 |
Ending balance | 1,321 | 1,321 |
Cash flow hedges | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning balance | (8,910) | 21,965 |
Other comprehensive (loss) income before reclassifications | (92,806) | (29,251) |
Amounts reclassified from accumulated other comprehensive (loss) income | 2,124 | (1,624) |
Net other comprehensive (loss) income | (90,682) | (30,875) |
Ending balance | (99,592) | (8,910) |
Cash flow hedges | Interest rate swaps | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Other comprehensive (loss) income before reclassifications | 90,500 | |
Employee benefit plans | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning balance | (23,387) | (22,037) |
Other comprehensive (loss) income before reclassifications | 0 | (1,799) |
Amounts reclassified from accumulated other comprehensive (loss) income | 434 | 449 |
Net other comprehensive (loss) income | 434 | (1,350) |
Ending balance | (22,953) | (23,387) |
Total Rayonier, L.P. | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning balance | (31,202) | 239 |
Other comprehensive (loss) income before reclassifications | (108,828) | (30,266) |
Amounts reclassified from accumulated other comprehensive (loss) income | 2,558 | (1,175) |
Net other comprehensive (loss) income | (106,270) | (31,441) |
Ending balance | (137,472) | (31,202) |
Allocation to Operating Partnership | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning balance | 0 | 0 |
Other comprehensive (loss) income before reclassifications | 0 | 0 |
Amounts reclassified from accumulated other comprehensive (loss) income | (457) | 0 |
Net other comprehensive (loss) income | (457) | 0 |
Ending balance | $ (457) | $ 0 |
ACCUMULATED OTHER COMPREHENSI_4
ACCUMULATED OTHER COMPREHENSIVE LOSS (Reclassified AOCI) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Other operating expense, net | $ 16,483 | $ 1,969 | $ 17,594 | $ 1,934 |
Interest expense | (9,820) | (7,922) | (18,036) | (15,632) |
Income tax expense | (2,990) | (3,608) | (6,696) | (7,958) |
Net gain from accumulated other comprehensive income | $ (455) | $ (20,920) | (26,876) | (48,713) |
Amount reclassified from accumulated other comprehensive (loss) income | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Net gain from accumulated other comprehensive income | 2,124 | (2,004) | ||
Cash flow hedges, parent | Amount reclassified from accumulated other comprehensive (loss) income | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Income tax expense | 406 | 54 | ||
Cash flow hedges, parent | Amount reclassified from accumulated other comprehensive (loss) income | Foreign currency exchange contracts | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Other operating expense, net | (1,892) | (190) | ||
Cash flow hedges, parent | Amount reclassified from accumulated other comprehensive (loss) income | Realized loss (gain) on foreign currency option contracts | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Other operating expense, net | 8 | (60) | ||
Interest expense | 3,168 | (1,866) | ||
Cash flow hedges, noncontrolling interest | Amount reclassified from accumulated other comprehensive (loss) income | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Comprehensive (loss) income attributable to noncontrolling interest | $ 434 | $ 58 |
VARIABLE INTEREST ENTITIES (Nar
VARIABLE INTEREST ENTITIES (Narrative) (Details) | May 08, 2020fund |
Pope Resources | |
Variable Interest Entity [Line Items] | |
Number of Timber Funds acquired | 3 |
ORM Timber Fund II | Variable Interest Entity, Primary Beneficiary | ORM Timber Funds | |
Variable Interest Entity [Line Items] | |
Ownership interest | 20.00% |
ORM Timber Fund III | Variable Interest Entity, Primary Beneficiary | ORM Timber Funds | |
Variable Interest Entity [Line Items] | |
Ownership interest | 5.00% |
ORM Timber Fund IV | Variable Interest Entity, Primary Beneficiary | ORM Timber Funds | |
Variable Interest Entity [Line Items] | |
Ownership interest | 15.00% |
VARIABLE INTEREST ENTITIES (Sum
VARIABLE INTEREST ENTITIES (Summary of VIEs) (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
ASSETS | ||
Cash and cash equivalents | $ 94,786 | $ 68,735 |
Accounts receivable | 36,811 | 27,127 |
Prepaid expenses | 18,133 | 14,728 |
Other current assets | 1,135 | 867 |
Total current assets | 161,230 | 125,975 |
TIMBER AND TIMBERLANDS, NET OF DEPLETION AND AMORTIZATION | 3,332,067 | 2,482,047 |
TOTAL ASSETS | 3,769,267 | 2,860,996 |
LIABILITIES, NONCONTROLLING INTERESTS IN THE OPERATING PARTNERSHIP AND SHAREHOLDERS’ EQUITY | ||
Accounts payable | 21,836 | 18,160 |
Accrued taxes | 6,444 | 3,032 |
Accrued interest | 6,500 | 5,205 |
Deferred revenue | 18,434 | 11,440 |
Other current liabilities | 24,405 | 22,480 |
Total current liabilities | 109,289 | 151,186 |
Long-term debt, net of deferred financing costs | 1,346,123 | |
Equity | 1,457,241 | 1,439,981 |
TOTAL LIABILITIES, NONCONTROLLING INTERESTS IN THE OPERATING PARTNERSHIP AND SHAREHOLDERS’ EQUITY | 3,769,267 | $ 2,860,996 |
Variable Interest Entity, Primary Beneficiary | Ferncliff Investors | ||
ASSETS | ||
Cash and cash equivalents | 760 | |
Total current assets | 760 | |
Investment in real estate joint venture entity | 3,141 | |
Advances to real estate joint venture entity | 1,000 | |
TOTAL ASSETS | 4,901 | |
LIABILITIES, NONCONTROLLING INTERESTS IN THE OPERATING PARTNERSHIP AND SHAREHOLDERS’ EQUITY | ||
Intercompany payable | 10 | |
Total current liabilities | 10 | |
Equity | 4,891 | |
TOTAL LIABILITIES, NONCONTROLLING INTERESTS IN THE OPERATING PARTNERSHIP AND SHAREHOLDERS’ EQUITY | 4,901 | |
Variable Interest Entity, Primary Beneficiary | ORM Timber Funds | ||
ASSETS | ||
Cash and cash equivalents | 6,973 | |
Accounts receivable | 3,213 | |
Prepaid expenses | 81 | |
Other current assets | 361 | |
Total current assets | 10,628 | |
TIMBER AND TIMBERLANDS, NET OF DEPLETION AND AMORTIZATION | 467,800 | |
Other Assets | 3 | |
TOTAL ASSETS | 478,431 | |
LIABILITIES, NONCONTROLLING INTERESTS IN THE OPERATING PARTNERSHIP AND SHAREHOLDERS’ EQUITY | ||
Accounts payable | 636 | |
Intercompany payable | 3,837 | |
Current maturities of long-term debt, excluding Timber Funds (Note 7) | 25,042 | |
Accrued taxes | 251 | |
Accrued interest | 655 | |
Deferred revenue | 1 | |
Other current liabilities | 787 | |
Total current liabilities | 31,209 | |
Long-term debt, net of deferred financing costs | 35,617 | |
Equity | 411,605 | |
TOTAL LIABILITIES, NONCONTROLLING INTERESTS IN THE OPERATING PARTNERSHIP AND SHAREHOLDERS’ EQUITY | $ 478,431 |