4 unchanged sentences
Such shares are issued based on an exchange ratio of one common share for each unit in the Operating Partnership.
−Removed: During the quarter ended March 31, 2023, the Company issued 729,551 common shares in exchange for an equal number of units in the Operating Partnership pursuant to the agreement of the Operating Partnership.
+Added: During the quarter ended June 30, 2023, the Company issued 10,103 common shares in exchange for an equal number of units in the Operating Partnership pursuant to the agreement of the Operating Partnership.
ISSUER PURCHASES OF EQUITY SECURITIES
1 unchanged sentence
The program has no time limit and may be suspended or discontinued at any time.
−Removed: There were no shares repurchased under this program in the first quarter of 2023.
−Removed: As of March 31, 2023, there was $87.7 million, or approximately 2,637,656 shares based on the period-end closing stock price of $33.26, remaining under this program.
−Removed: The following table provides information regarding our purchases of Rayonier common shares during the quarter ended March 31, 2023:
+Added: There were no shares repurchased under this program in the second quarter of 2023.
+Added: As of June 30, 2023, there was $87.7 million, or approximately 2,793,900 shares based on the period-end closing stock price of $31.40, remaining under this program.
+Added: The following table provides information regarding our purchases of Rayonier common shares during the quarter ended June 30, 2023:
Period Total Number of Shares Purchased (a) Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (b) Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs (c)
−Removed: January 1 to January 31 1,167 $34.96 — 2,410,785
−Removed: February 1 to February 28 — — — 2,612,521
−Removed: March 1 to March 31 — — — 2,637,656
+Added: April 1 to April 30 125,979 $32.71 — 2,797,463
+Added: May 1 to May 31 527 30.07 — 2,992,103
+Added: June 1 to June 30 282 29.96 — 2,793,900
Total 126,788 —
2 unchanged sentences
(b) Purchases made in open-market transactions under the $100 million share repurchase program announced on February 10, 2016.
−Removed: (c) Maximum number of shares authorized to be purchased under the share repurchase program at the end of January, February and March are based on month-end closing stock prices of $36.39, $33.58 and $33.26, respectively.
+Added: (c) Maximum number of shares authorized to be purchased under the share repurchase program at the end of April, May and June are based on month-end closing stock prices of $31.36, $29.32 and $31.40, respectively.
Rayonier, L.P.
UNREGISTERED SALES OF EQUITY SECURITIES
−Removed: There were no unregistered sales of equity securities made by the Operating Partnership during the quarter ended March 31, 2023.
+Added: There were no unregistered sales of equity securities made by the Operating Partnership during the quarter ended June 30, 2023.
ISSUER PURCHASES OF EQUITY SECURITIES
Pursuant to the Operating Partnership’s limited partnership agreement, limited partners have the right to redeem their units in the Operating Partnership for cash, or at our election, shares of Rayonier Common Stock on a one-for-one basis.
−Removed: During the quarter ended March 31, 2023, 729,551 units in the Operating Partnership held by limited partners were redeemed in exchange for shares of Rayonier Common Stock.
−Removed: 10.1 2023 Performance Share Award Program*
−Removed: Filed herewith
−Removed: 22.1 List of Guarantor Subsidiaries
−Removed: Incorporated by reference to Exhibit 22.1 to the Registrant’s June 30, 2022 Form 10-Q
−Removed: 31.1 Rayonier Inc.
−Removed: - Chief Executive Officer’s Certification Pursuant to Rule 13a-14(a)/15d-14(a) and pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
−Removed: Filed herewith
−Removed: 31.2 Rayonier Inc.
−Removed: - Chief Financial Officer’s Certification Pursuant to Rule 13a-14(a)/15d-14(a) and pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
−Removed: Filed herewith
−Removed: 31.3 Rayonier, L.P.
−Removed: - Chief Executive Officer’s Certification Pursuant to Rule 13a-14(a)/15d-14(a) and pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
−Removed: Filed herewith
−Removed: 31.4 Rayonier, L.P.
−Removed: - Chief Financial Officer’s Certification Pursuant to Rule 13a-14(a)/15d-14(a) and pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
−Removed: Filed herewith
−Removed: 32.1 Rayonier Inc.
−Removed: - Certification of Periodic Financial Reports Under Section 906 of the Sarbanes-Oxley Act of 2002
−Removed: Furnished herewith
−Removed: 32.2 Rayonier, L.P.
−Removed: - Certification of Periodic Financial Reports Under Section 906 of the Sarbanes-Oxley Act of 2002
−Removed: Furnished herewith
−Removed: 101 The following financial information from Rayonier Inc.
−Removed: and Rayonier, L.P.’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2023, formatted in Extensible Business Reporting Language (“XBRL”), includes:
−Removed: (i) the Consolidated Statements of Income and Comprehensive Income for the Three Months Ended March 31, 2023 and 2022 of Rayonier Inc.;
−Removed: (ii) the Consolidated Balance Sheets as of March 31, 2023 and December 31, 2022 of Rayonier Inc.;
−Removed: (iii) the Consolidated Statements of Changes in Shareholders’ Equity for the Three Months Ended March 31, 2023 and 2022 of Rayonier Inc.;
−Removed: (iv) the Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2023 and 2022 of Rayonier Inc.;
−Removed: (v) the Consolidated Statements of Income and Comprehensive Income for the Three Months Ended March 31, 2023 and 2022 of Rayonier, L.P.;
−Removed: (vi) the Consolidated Balance Sheets as of March 31, 2023 and December 31, 2022 of Rayonier, L.P.;
−Removed: (vii) the Consolidated Statements of Changes in Capital for the Three Months Ended March 31, 2023 and 2022 of Rayonier, L.P.;
−Removed: (viii) the Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2023 and 2022 of Rayonier, L.P.;
−Removed: and (ix) the Notes to Consolidated Financial Statements of Rayonier Inc.
−Removed: and Rayonier, L.P.
−Removed: Filed herewith
−Removed: 104 The cover page from the Company’s Quarterly Report on Form 10-Q from the quarter ended March 31, 2023, formatted in Inline XBRL (included as Exhibit 101).
−Removed: Filed herewith
−Removed: * Management contract or compensatory plan
−Removed: Pursuant to the requirements of the Securities Exchange Act of 1934, each of the registrants has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
−Removed: RAYONIER INC.
−Removed: /s/ APRIL TICE
−Removed: Vice President and Chief Accounting Officer
−Removed: (Duly Authorized Officer, Principal Accounting Officer)
−Removed: RAYONIER, L.P.
−Removed: RAYONIER INC., its sole general partner
−Removed: /s/ APRIL TICE
−Removed: Vice President and Chief Accounting Officer
−Removed: (Duly Authorized Officer, Principal Accounting Officer)
+Added: During the quarter ended June 30, 2023, 10,103 units in the Operating Partnership held by limited partners were redeemed in exchange for shares of Rayonier Common Stock.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.