RAYONIER INC 10-Q

Item 1. Financial Statements RAYONIER INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (LOSS) (Unaudited) (Dollars in thousands, except per share amounts) Three Months Ended March 31, 2025 2024 SALES ( NOTE 4 ) $ 82,922 $ 113,704 Costs and Expenses Cost of sales ( 64,952 ) ( 86,123 ) Selling and general expenses ( 16,692 ) ( 18,980 ) Other operating (expense) income, net ( Note 15 ) ( 1,219 ) 31 ( 82,863 ) ( 105,072 ) OPERATING INCOME 59 8,632 Interest expense, net ( 6,394 ) ( 8,948 ) Interest income 2,876 1,895 Other miscellaneous expense, net ( 1,842 ) ( 7,080 ) LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES ( 5,301 ) ( 5,501 ) Income tax (expense) benefit ( Note 16 ) ( 291 ) 991 LOSS FROM CONTINUING OPERATIONS ( 5,592 ) ( 4,510 ) DISCONTINUED OPERATIONS, NET ( NOTE 2 ) Income from discontinued operations, net of tax 2,507 6,816 NET (LOSS) INCOME ( 3,085 ) 2,306 Less: Net loss (income) attributable to noncontrolling interests in the Operating Partnership 46 ( 20 ) Less: Net income attributable to noncontrolling interests in consolidated affiliates ( 385 ) ( 929 ) NET (LOSS) INCOME ATTRIBUTABLE TO RAYONIER INC. ( 3,424 ) 1,357 OTHER COMPREHENSIVE (LOSS) INCOME, RELATING TO CONTINUING OPERATIONS Cash flow hedges, net of income tax effect of $ 0 and $ 0 ( 8,758 ) 7,763 Pension and postretirement benefit plans, net of income tax effect of $ 0 and $ 1,222 ( 2 ) 9,562 OTHER COMPREHENSIVE INCOME (LOSS), RELATING TO DISCONTINUED OPERATIONS Foreign currency translation adjustment, net of income tax effect of $ 0 and $ 0 3,633 ( 16,951 ) Cash flow hedges, net of income tax effect of $ 665 and $ 1,866 1,711 ( 4,797 ) Total other comprehensive loss ( 3,416 ) ( 4,423 ) COMPREHENSIVE LOSS ( 6,501 ) ( 2,117 ) Less: Comprehensive loss attributable to noncontrolling interests in the Operating Partnership 98 17 Less: Comprehensive (income) loss attributable to noncontrolling interests in consolidated affiliates ( 897 ) 947 COMPREHENSIVE LOSS ATTRIBUTABLE TO RAYONIER INC. ($ 7,300 ) ($ 1,153 ) (LOSS) EARNINGS PER COMMON SHARE ( NOTE 6 ) BASIC (LOSS) EARNINGS PER SHARE ATTRIBUTABLE TO RAYONIER INC. Continuing Operations ($ 0.04 ) ($ 0.03 ) Discontinued Operations $ 0.01 $ 0.04 Net Income ($ 0.02 ) $ 0.01 DILUTED (LOSS) EARNINGS PER SHARE ATTRIBUTABLE TO RAYONIER INC. Continuing Operations ($ 0.04 ) ($ 0.03 ) Discontinued Operations $ 0.01 $ 0.04 Net Income ($ 0.02 ) $ 0.01 See Notes to Consolidated Financial Statements. 1 Table of Contents RAYONIER INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Unaudited) (Dollars in thousands) March 31, 2025 December 31, 2024 ASSETS CURRENT ASSETS Cash and cash equivalents $ 216,242 $ 303,065 Restricted cash, current ( Note 18 ) — 19,366 Trade receivables, less allowance for doubtful accounts of $ 217 and $ 401 10,414 8,006 Other receivables 6,790 13,267 Inventory ( Note 14 ) 33,310 30,879 Prepaid expenses 9,869 9,566 Assets held for sale (excluding discontinued operations) ( Note 19 ) 7,356 5,371 Other current assets 54 53 Current assets of discontinued operations ( Note 2 ) 483,353 47,320 Total current assets 767,388 436,893 TIMBER AND TIMBERLANDS, NET OF DEPLETION AND AMORTIZATION 2,367,109 2,384,345 HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT INVESTMENTS ( NOTE 13 ) 112,868 109,610 PROPERTY, PLANT AND EQUIPMENT Land 5,581 5,581 Buildings 24,493 24,493 Machinery and equipment 4,876 4,876 Construction in progress 1,548 779 Total property, plant and equipment, gross 36,498 35,729 Less — accumulated depreciation ( 18,764 ) ( 18,297 ) Total property, plant and equipment, net 17,734 17,432 RESTRICTED CASH, NON-CURRENT ( NOTE 18 ) 677 676 RIGHT-OF-USE ASSETS 18,042 18,588 OTHER ASSETS 67,535 78,276 NON-CURRENT ASSETS OF DISCONTINUED OPERATIONS ( NOTE 2 ) — 428,599 TOTAL ASSETS $ 3,351,353 $ 3,474,419 LIABILITIES, NONCONTROLLING INTERESTS IN THE OPERATING PARTNERSHIP AND SHAREHOLDERS’ EQUITY CURRENT LIABILITIES Accounts payable $ 11,399 $ 16,914 Accrued taxes 3,490 1,840 Accrued payroll and benefits 6,417 15,317 Accrued interest 7,671 5,228 Dividend and distribution payable — 271,815 Deferred revenue 17,732 20,902 Other current liabilities 8,114 9,359 Current liabilities of discontinued operations ( Note 2 ) 227,991 47,335 Total current liabilities 282,814 388,710 LONG-TERM DEBT, NET ( NOTE 7 ) 1,044,635 1,044,410 LONG-TERM LEASE LIABILITY 15,318 16,260 LONG-TERM DEFERRED REVENUE 12,354 10,697 OTHER NON-CURRENT LIABILITIES 12,767 11,125 NON-CURRENT LIABILITIES OF DISCONTINUED OPERATIONS ( NOTE 2 ) — 170,841 CONTINGENCIES ( NOTE 10 ) NONCONTROLLING INTERESTS IN THE OPERATING PARTNERSHIP ( NOTE 5 ) 58,170 51,843 SHAREHOLDERS’ EQUITY Common Shares, 480,000,000 shares authorized, 156,007,772 and 148,536,643 shares issued and outstanding 1,725,212 1,522,487 Retained earnings 204,180 257,254 Accumulated other comprehensive loss ( Note 17 ) ( 14,304 ) ( 10,429 ) TOTAL RAYONIER INC. SHAREHOLDERS’ EQUITY 1,915,088 1,769,312 Noncontrolling interests in consolidated affiliates ( Note 5 ) 10,207 11,221 TOTAL SHAREHOLDERS’ EQUITY 1,925,295 1,780,533 TOTAL LIABILITIES, NONCONTROLLING INTERESTS IN THE OPERATING PARTNERSHIP AND SHAREHOLDERS’ EQUITY $ 3,351,353 $ 3,474,419 See Notes to Consolidated Financial Statements. 2 Table of Contents RAYONIER INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (Unaudited) (Dollars in thousands, except share data) Common Shares Retained Earnings Accumulated Other Comprehensive Loss Noncontrolling Interests in Consolidated Affiliates Shareholders’ Equity Shares Amount Balance, January 1, 2025 148,536,643 $ 1,522,487 $ 257,254 ($ 10,429 ) $ 11,221 $ 1,780,533 Net (loss) income — — ( 3,470 ) — 385 ( 3,085 ) Net loss attributable to noncontrolling interests in the Operating Partnership — — 46 — — 46 Dividends ($ 0.2725 per share) (a) — — ( 42,686 ) — — ( 42,686 ) Issuance of common shares from special dividend (b) 7,560,983 200,454 — — — 200,454 Issuance of shares under incentive stock plans 5,566 — — — — — Stock-based incentive compensation — 2,281 — — — 2,281 Repurchase of common shares to pay withholding taxes on vested incentive stock awards ( 1,420 ) ( 38 ) — — — ( 38 ) Repurchase of common shares made under repurchase program ( 95,000 ) — ( 2,623 ) — — ( 2,623 ) Adjustment of noncontrolling interests in the Operating Partnership — — ( 4,341 ) — — ( 4,341 ) Conversion of units into common shares 1,000 28 — — — 28 Pension and postretirement benefit plans — — — ( 2 ) — ( 2 ) Foreign currency translation adjustment — — — 3,515 118 3,633 Cash flow hedges — — — ( 7,441 ) 394 ( 7,047 ) Allocation of other comprehensive loss to noncontrolling interests in the Operating Partnership — — — 53 — 53 Distributions to noncontrolling interests in consolidated affiliates — — — — ( 1,911 ) ( 1,911 ) Balance, March 31, 2025 156,007,772 $ 1,725,212 $ 204,180 ($ 14,304 ) $ 10,207 $ 1,925,295 (a) For information regarding distributions to noncontrolling interests in the Operating Partnership, see the Rayonier Inc. Consolidated Statements of Cash Flows and Note 5 — Noncontrolling Interests . (b) Reflects the issuance of shares related to the Company’s special dividend of $ 1.80 per common share, paid on January 30, 2025, to shareholders of record as of December 12, 2024. This dividend comprised a combination of cash and the Company’s common shares. 3 Table of Contents RAYONIER INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (CONTINUED) (Unaudited) (Dollars in thousands, except share data) Common Shares Retained Earnings Accumulated Other Comprehensive Income Noncontrolling Interests in Consolidated Affiliates Shareholders’ Equity Shares Amount Balance, January 1, 2024 148,299,117 $ 1,497,641 $ 338,244 $ 24,651 $ 17,066 $ 1,877,602 Net income — — 1,377 — 929 2,306 Net income attributable to noncontrolling interests in the Operating Partnership — — ( 20 ) — — ( 20 ) Dividends ($ 0.285 per share) (a) — — ( 42,777 ) — — ( 42,777 ) Issuance of shares under incentive stock plans 752 — — — — — Stock-based incentive compensation — 3,218 — — — 3,218 Repurchase of common shares to pay withholding taxes on vested incentive stock awards ( 924 ) ( 31 ) — — — ( 31 ) Adjustment of noncontrolling interests in the Operating Partnership — — ( 291 ) — — ( 291 ) Conversion of units into common shares 350,376 11,511 — — — 11,511 Pension and postretirement benefit plans — — — 9,562 — 9,562 Foreign currency translation adjustment — — — ( 16,178 ) ( 773 ) ( 16,951 ) Cash flow hedges — — — 4,070 ( 1,104 ) 2,966 Allocation of other comprehensive loss to noncontrolling interests in the Operating Partnership — — — 265 — 265 Distributions to noncontrolling interests in consolidated affiliates — — — — ( 1,713 ) ( 1,713 ) Balance, March 31, 2024 148,649,321 $ 1,512,339 $ 296,533 $ 22,370 $ 14,405 $ 1,845,647 (a) For information regarding distributions to noncontrolling interests in the Operating Partnership, see the Rayonier Inc. Consolidated Statements of Cash Flows and Note 5 — Noncontrolling Interests . See Notes to Consolidated Financial Statements. 4 Table of Contents RAYONIER INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (Dollars in thousands) Three Months Ended March 31, 2025 2024 OPERATING ACTIVITIES Net (loss) income ($ 3,085 ) $ 2,306 Adjustments to reconcile net (loss) income to cash provided by operating activities: Depreciation, depletion and amortization from continuing operations 23,493 33,063 Depreciation, depletion and amortization from discontinued operations 4,334 4,020 Non-cash cost of land and improved development 2,399 2,953 Stock-based incentive compensation expense 2,281 3,218 Deferred income taxes ( 1,048 ) ( 1,004 ) Pension settlement charge — 5,673 Other 8,754 1,899 Changes in operating assets and liabilities: Receivables ( 687 ) ( 7,493 ) Inventories ( 1,506 ) 565 Accounts payable 1,131 8,537 All other operating activities ( 8,367 ) ( 1,439 ) CASH PROVIDED BY OPERATING ACTIVITIES 27,699 52,298 INVESTING ACTIVITIES Capital expenditures from continuing operations ( 12,023 ) ( 15,260 ) Capital expenditures from discontinued operations ( 2,654 ) ( 3,608 ) Real estate development investments ( 4,087 ) ( 5,483 ) Other ( 2,674 ) 302 CASH USED FOR INVESTING ACTIVITIES ( 21,438 ) ( 24,049 ) FINANCING ACTIVITIES Dividends paid on common shares (a) ( 110,442 ) ( 72,258 ) Distributions to noncontrolling interests in the Operating Partnership (b) ( 1,463 ) ( 1,085 ) Repurchase of common shares to pay withholding taxes on vested incentive stock awards ( 38 ) ( 31 ) Repurchase of common shares made under repurchase program ( 2,623 ) — Distributions to noncontrolling interests in consolidated affiliates ( 1,911 ) ( 1,713 ) CASH USED FOR FINANCING ACTIVITIES ( 116,477 ) ( 75,087 ) EFFECT OF EXCHANGE RATE CHANGES ON CASH 28 ( 956 ) CASH, CASH EQUIVALENTS AND RESTRICTED CASH Change in cash, cash equivalents and restricted cash ( 110,188 ) ( 47,794 ) Balance from continuing operations, beginning of year 323,107 180,362 Balance from discontinued operations, beginning of year 20,093 28,012 Total Balance, beginning of year $ 343,200 $ 208,374 Balance from continuing operations, end of period 216,919 142,784 Balance from discontinued operations, end of period 16,093 17,796 Total Balance, end of period $ 233,012 $ 160,580 (a) The three months ended March 31, 2025 includes an additional dividend of $ 1.80 per common share, consisting of a combination of cash and the Company’s common shares. The cash portion of $ 67.8 million was paid on January 30, 2025 to shareholders of record on December 12, 2024. The three months ended March 31, 2024 includes an additional cash dividend of $ 0.20 per common share, totaling $ 29.8 million. The additional dividend was paid on January 12, 2024, to shareholders of record on December 29, 2023. (b) The three months ended March 31, 2025 includes an additional distribution of $ 1.80 per Redeemable Operating Partnership Unit, consisting of a combination of cash and the Company’s Redeemable Operating Partnership Units. The cash portion of $ 0.9 million was paid on January 30, 2025, to holders of record on December 12, 2024. The three months ended March 31, 2024 includes an additional cash distribution of $ 0.20 per Redeemable Operating Partnership Unit, totaling $ 0.5 million. The additional distribution was paid on January 12, 2024, to holders of record on December 29, 2023. 5 Table of Contents Three Months Ended March 31, 2025 2024 SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash (received) paid during the period: Interest (a) ($ 1,882 ) $ 800 Income taxes (b) 3,117 1,845 Non-cash investing and financing activity: Capital assets purchased on account 3,798 7,330 Issuance of common shares from special dividend 200,454 — Issuance of Redeemable Operating Partnership Units from special distribution 2,681 — (a) Interest (received) paid includes patronage paymen ts receive d of $ 7.7 million a n d $ 8.1 million for the three months ended March 31, 2025 and March 31, 2024, respectively. For additional information on patronage payments, see Note 7 — Debt in the 2024 Form 10-K. Interest (received) paid for the three months ended March 31, 2025 and March 31, 2024 includes $ 0.7 million and $ 0.8 million, respectively, from discontinued operations. (b) Income taxes for the three months ended March 31, 2025 and March 31, 2024 includes $ 2.9 million and $ 1.6 million, respectively, from discontinued operations. See Notes to Consolidated Financial Statements. 6 Table of Contents RAYONIER, L.P. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (LOSS) (Unaudited) (Dollars in thousands, except per unit amounts) Three Months Ended March 31, 2025 2024 SALES ( NOTE 4 ) $ 82,922 $ 113,704 Costs and Expenses Cost of sales ( 64,952 ) ( 86,123 ) Selling and general expenses ( 16,692 ) ( 18,980 ) Other operating (expense) income, net ( Note 15 ) ( 1,219 ) 31 ( 82,863 ) ( 105,072 ) OPERATING INCOME 59 8,632 Interest expense, net ( 6,394 ) ( 8,948 ) Interest income 2,876 1,895 Other miscellaneous expense, net ( 1,842 ) ( 7,080 ) LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES ( 5,301 ) ( 5,501 ) Income tax (expense) benefit ( Note 16 ) ( 291 ) 991 LOSS FROM CONTINUING OPERATIONS ( 5,592 ) ( 4,510 ) DISCONTINUED OPERATIONS, NET ( NOTE 2 ) Income from discontinued operations, net of tax 2,507 6,816 NET (LOSS) INCOME ( 3,085 ) 2,306 Less: Net income attributable to noncontrolling interests in consolidated affiliates ( 385 ) ( 929 ) NET (LOSS) INCOME ATTRIBUTABLE TO RAYONIER, L.P. UNITHOLDERS ( 3,470 ) 1,377 NET (LOSS) INCOME ATTRIBUTABLE TO UNITHOLDERS ATTRIBUTABLE TO: Limited Partners ( 3,435 ) 1,363 General Partners ( 35 ) 14 Net (loss) income attributable to unitholders ( 3,470 ) 1,377 OTHER COMPREHENSIVE (LOSS) INCOME, RELATING TO CONTINUING OPERATIONS Cash flow hedges, net of income tax effect of $ 0 and $ 0 ( 8,758 ) 7,763 Pension and postretirement benefit plans, net of income tax effect of $ 0 and $ 1,222 ( 2 ) 9,562 OTHER COMPREHENSIVE INCOME (LOSS), RELATING TO DISCONTINUED OPERATIONS Foreign currency translation adjustment, net of income tax effect of $ 0 and $ 0 3,633 ( 16,951 ) Cash flow hedges, net of income tax effect of $ 665 and $ 1,866 1,711 ( 4,797 ) Total other comprehensive loss ( 3,416 ) ( 4,423 ) COMPREHENSIVE LOSS ( 6,501 ) ( 2,117 ) Less: Comprehensive (income) loss attributable to noncontrolling interests in consolidated affiliates ( 897 ) 947 COMPREHENSIVE LOSS ATTRIBUTABLE TO RAYONIER, L.P. UNITHOLDERS ($ 7,398 ) ($ 1,170 ) (LOSS) EARNINGS PER UNIT ( NOTE 6 ) BASIC (LOSS) EARNINGS PER UNIT ATTRIBUTABLE TO RAYONIER L.P. Continuing Operations ($ 0.04 ) ($ 0.03 ) Discontinued Operations $ 0.01 $ 0.04 Net Income ($ 0.02 ) $ 0.01 DILUTED (LOSS) EARNINGS PER UNIT ATTRIBUTABLE TO RAYONIER L.P. Continuing Operations ($ 0.04 ) ($ 0.03 ) Discontinued Operations $ 0.01 $ 0.04 Net Income ($ 0.02 ) $ 0.01 See Notes to Consolidated Financial Statements. 7 Table of Contents RAYONIER, L.P. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Unaudited) (Dollars in thousands) March 31, 2025 December 31, 2024 ASSETS CURRENT ASSETS Cash and cash equivalents $ 216,242 $ 303,065 Restricted cash, current ( Note 18 ) — 19,366 Trade receivables, less allowance for doubtful accounts of $ 217 and $ 401 10,414 8,006 Other receivables 6,790 13,267 Inventory ( Note 14 ) 33,310 30,879 Prepaid expenses 9,869 9,566 Assets held for sale (excluding discontinued operations) ( Note 19 ) 7,356 5,371 Other current assets 54 53 Current assets of discontinued operations ( Note 2 ) 483,353 47,320 Total current assets 767,388 436,893 TIMBER AND TIMBERLANDS, NET OF DEPLETION AND AMORTIZATION 2,367,109 2,384,345 HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT INVESTMENTS ( NOTE 13 ) 112,868 109,610 PROPERTY, PLANT AND EQUIPMENT Land 5,581 5,581 Buildings 24,493 24,493 Machinery and equipment 4,876 4,876 Construction in progress 1,548 779 Total property, plant and equipment, gross 36,498 35,729 Less — accumulated depreciation ( 18,764 ) ( 18,297 ) Total property, plant and equipment, net 17,734 17,432 RESTRICTED CASH, NON-CURRENT ( NOTE 18 ) 677 676 RIGHT-OF-USE ASSETS 18,042 18,588 OTHER ASSETS 67,535 78,276 NON-CURRENT ASSETS OF DISCONTINUED OPERATIONS ( NOTE 2 ) — 428,599 TOTAL ASSETS $ 3,351,353 $ 3,474,419 LIABILITIES, REDEEMABLE OPERATING PARTNERSHIP UNITS AND CAPITAL CURRENT LIABILITIES Accounts payable $ 11,399 $ 16,914 Accrued taxes 3,490 1,840 Accrued payroll and benefits 6,417 15,317 Accrued interest 7,671 5,228 Distribution payable — 271,815 Deferred revenue 17,732 20,902 Other current liabilities 8,114 9,359 Current liabilities of discontinued operations ( Note 2 ) 227,991 47,335 Total current liabilities 282,814 388,710 LONG-TERM DEBT, NET ( NOTE 7 ) 1,044,635 1,044,410 LONG-TERM LEASE LIABILITY 15,318 16,260 LONG-TERM DEFERRED REVENUE 12,354 10,697 OTHER NON-CURRENT LIABILITIES 12,767 11,125 NON-CURRENT LIABILITIES OF DISCONTINUED OPERATIONS ( NOTE 2 ) — 170,841 CONTINGENCIES ( NOTE 10 ) REDEEMABLE OPERATING PARTNERSHIP UNITS ( NOTE 5 ) 2,086,450 and 1,986,319 Units outstanding, respectively 58,170 51,843 CAPITAL General partners’ capital 19,269 17,772 Limited partners’ capital 1,907,612 1,759,405 Accumulated other comprehensive loss ( Note 17 ) ( 11,793 ) ( 7,865 ) TOTAL CONTROLLING INTEREST CAPITAL 1,915,088 1,769,312 Noncontrolling interests in consolidated affiliates ( Note 5 ) 10,207 11,221 TOTAL CAPITAL 1,925,295 1,780,533 TOTAL LIABILITIES, REDEEMABLE OPERATING PARTNERSHIP UNITS AND CAPITAL $ 3,351,353 $ 3,474,419 See Notes to Consolidated Financial Statements. 8 Table of Contents RAYONIER, L.P. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN CAPITAL (Unaudited) (Dollars in thousands, except share data) Units Accumulated Other Comprehensive Loss Noncontrolling Interests in Consolidated Affiliates Total Capital General Partners’ Capital Limited Partners’ Capital Balance, January 1, 2025 $ 17,772 $ 1,759,405 ($ 7,865 ) $ 11,221 $ 1,780,533 Net (loss) income ( 35 ) ( 3,435 ) — 385 ( 3,085 ) Distributions on units ($ 0.2725 per unit) ( 432 ) ( 42,822 ) — — ( 43,254 ) Issuance of units from special distribution (a) 2,031 201,104 — — 203,135 Stock-based incentive compensation 23 2,258 — — 2,281 Repurchase of units to pay withholding taxes on vested incentive stock awards ( 1 ) ( 37 ) — — ( 38 ) Repurchase of units made under repurchase program ( 26 ) ( 2,597 ) — — ( 2,623 ) Adjustment of Redeemable Operating Partnership Units ( 63 ) ( 6,292 ) — — ( 6,355 ) Conversion of units into common shares — 28 — — 28 Pension and postretirement benefit plans — — ( 2 ) — ( 2 ) Foreign currency translation adjustment — — 3,515 118 3,633 Cash flow hedges — — ( 7,441 ) 394 ( 7,047 ) Distributions to noncontrolling interests in consolidated affiliates — — — ( 1,911 ) ( 1,911 ) Balance, March 31, 2025 $ 19,269 $ 1,907,612 ($ 11,793 ) $ 10,207 $ 1,925,295 (a) Reflects the issuance of units related to the Company’s special distribution of $ 1.80 per unit, paid on January 30, 2025, to holders of record as of December 12, 2024. This distribution comprised a combination of cash and units. Units Accumulated Other Comprehensive Income Noncontrolling Interests in Consolidated Affiliates Total Capital General Partners’ Capital Limited Partners’ Capital Balance, January 1, 2024 $ 18,325 $ 1,814,193 $ 28,018 $ 17,066 $ 1,877,602 Net income 14 1,363 — 929 2,306 Distributions on units ($ 0.285 per unit) ( 434 ) ( 42,940 ) — — ( 43,374 ) Stock-based incentive compensation 32 3,186 — — 3,218 Repurchase of units to pay withholding taxes on vested incentive stock awards ( 1 ) ( 30 ) — — ( 31 ) Adjustment of Redeemable Operating Partnership Units 6 545 — — 551 Conversion of units into common shares 115 11,396 — — 11,511 Pension and postretirement benefit plans — — 9,562 — 9,562 Foreign currency translation adjustment — — ( 16,178 ) ( 773 ) ( 16,951 ) Cash flow hedges — — 4,070 ( 1,104 ) 2,966 Distributions to noncontrolling interests in consolidated affiliates — — — ( 1,713 ) ( 1,713 ) Balance, March 31, 2024 $ 18,057 $ 1,787,713 $ 25,472 $ 14,405 $ 1,845,647 See Notes to Consolidated Financial Statements. 9 Table of Contents RAYONIER, L.P. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (Dollars in thousands) Three Months Ended March 31, 2025 2024 OPERATING ACTIVITIES Net (loss) income ($ 3,085 ) $ 2,306 Adjustments to reconcile net (loss) income to cash provided by operating activities: Depreciation, depletion and amortization from continuing operations 23,493 33,063 Depreciation, depletion and amortization from discontinued operations 4,334 4,020 Non-cash cost of land and improved development 2,399 2,953 Stock-based incentive compensation expense 2,281 3,218 Deferred income taxes ( 1,048 ) ( 1,004 ) Pension settlement charge — 5,673 Other 8,754 1,899 Changes in operating assets and liabilities: Receivables ( 687 ) ( 7,493 ) Inventories ( 1,506 ) 565 Accounts payable 1,131 8,537 All other operating activities ( 8,367 ) ( 1,439 ) CASH PROVIDED BY OPERATING ACTIVITIES 27,699 52,298 INVESTING ACTIVITIES Capital expenditures from continuing operations ( 12,023 ) ( 15,260 ) Capital expenditures from discontinued operations ( 2,654 ) ( 3,608 ) Real estate development investments ( 4,087 ) ( 5,483 ) Other ( 2,674 ) 302 CASH USED FOR INVESTING ACTIVITIES ( 21,438 ) ( 24,049 ) FINANCING ACTIVITIES Distributions on units (a) ( 111,905 ) ( 73,343 ) Repurchase of units to pay withholding taxes on vested incentive stock awards ( 38 ) ( 31 ) Repurchase of units made under repurchase program ( 2,623 ) — Distributions to noncontrolling interests in consolidated affiliates ( 1,911 ) ( 1,713 ) CASH USED FOR FINANCING ACTIVITIES ( 116,477 ) ( 75,087 ) EFFECT OF EXCHANGE RATE CHANGES ON CASH 28 ( 956 ) CASH, CASH EQUIVALENTS AND RESTRICTED CASH Change in cash, cash equivalents and restricted cash ( 110,188 ) ( 47,794 ) Balance from continuing operations, beginning of year 323,107 180,362 Balance from discontinued operations, beginning of year 20,093 28,012 Total Balance, beginning of year $ 343,200 $ 208,374 Balance from continuing operations, end of period 216,919 142,784 Balance from discontinued operations, end of period 16,093 17,796 Total Balance, end of period $ 233,012 $ 160,580 (a) The three months ended March 31, 2025 includes an additional distribution of $ 1.80 per unit, consisting of a combination of cash and units. The cash portion of $ 68.7 million was paid on January 30, 2025, to holders of record on December 12, 2024. The three months ended March 31, 2024 includes an additional cash distribution of $ 0.20 per unit, totaling $ 30.2 million. The additional distribution was paid on January 12, 2024, to holders of record on December 29, 2023. 10 Table of Contents Three Months Ended March 31, 2025 2024 SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash (received) paid during the period: Interest (a) ($ 1,882 ) $ 800 Income taxes (b) 3,117 1,845 Non-cash investing and financing activity: Capital assets purchased on account 3,798 7,330 Issuance of units from special distribution 203,135 — (a) Interest (received) paid includes patronage payments received of $ 7.7 million and $ 8.1 million for the three months ended March 31, 2025 and March 31, 2024, respectively. For additional information on patronage payments, see Note 7 — Debt in the 2024 Form 10-K. Interest (received) paid for the three months ended March 31, 2025 and March 31, 2024 includes $ 0.7 million and $ 0.8 million, respectively, from discontinued operations. (b) Income taxes for the three months ended March 31, 2025 and March 31, 2024 includes $ 2.9 million and $ 1.6 million, respectively, from discontinued operations. See Notes to Consolidated Financial Statements. 11 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 1. 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. and Rayonier, L.P. 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 our Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the SEC (the “2024 Form 10-K”). As of March 31, 2025, the Company owned a 98.7 % interest in the Operating Partnership, with the remaining 1.3 % 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. SUMMARY OF UPDATES TO SIGNIFICANT ACCOUNTING POLICIES For a full description of our other significant accounting policies, see Note 1 — Summary of Significant Accounting Policies in our 2024 Form 10-K. RECLASSIFICATIONS Certain 2024 amounts have been reclassified to align with the current presentation, including reclassifications for discontinued operations. In March 2025, we entered into a purchase and sale agreement to divest our entire 77 % interest in our New Zealand operations. Accordingly, New Zealand’s financial results are reported as discontinued operations in our Consolidated Statements of Income and Comprehensive Income for all periods presented. Our New Zealand assets and liabilities are presented separately as Assets Held for Sale in our Consolidated Balance Sheets for all periods presented. The Consolidated Statements of Cash Flows for both 2025 and 2024 have not been restated to exclude the New Zealand operation’s cash flows. Unless otherwise specified, all amounts and disclosures within these Notes to Condensed Consolidated Financial Statements pertain to the Company’s continuing operations. See Not e 2 — Discontinued Operations for additional information regarding the sale of the New Zealand joint venture. ACCOUNTING STANDARDS ISSUED BUT NOT YET ADOPTED In November 2024, the FASB issued ASU No. 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. This ASU requires additional disclosures about certain costs and expenses within the notes to the financial statements. Subsequently in January 2025, the FASB issued ASU No. 2025-01, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date, which clarifies the adoption timeline . ASU 2024-03 is effective for annual periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027, with early adoption permitted. The guidance allows for either prospective or retrospective application. We are currently evaluating the impact of adopting this new guidance on our consolidated financial statements and disclosures. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This ASU enhances annual income tax disclosures, primarily affecting the rate reconciliation and income taxes paid reconciliation. The pronouncement is effective for annual periods beginning after December 15, 2024, and requires prospective application, although early adoption and retrospective application are permitted. We do not anticipate this disclosure-only ASU will impact our consolidated financial statements. 12 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) Other recent accounting pronouncements, either adopted or pending adoption and not discussed above, are not applicable or are not expected to have a material impact on our consolidated financial condition, results of operations, or cash flows. SUBSEQUENT EVENTS During April, the Company repurchased another 404,041 shares at an average price of $ 24.75 per share, or $ 10.0 million in total. As of April 30, the Company had $ 287.4 million remaining on its current share repurchase authorization. 2. DISCONTINUED OPERATIONS On March 9, 2025, Rayonier entered into a purchase and sale agreement with Taurus Forest Holdings Limited, pursuant to which Rayonier has agreed to sell its entire 77 % interest in its New Zealand operations for $ 710 million, subject to net debt, working capital, and other adjustments. The transaction is expected to close in 2025, subject to the receipt of regulatory approvals and the satisfaction of other closing conditions. We will not have a continuing involvement in the operations of New Zealand following the close of the sale. Accordingly, the financial results of the New Zealand Timber segment and the New Zealand portion of the Real Estate, Trading and Corporate segments are classified as discontinued operations in our Consolidated Statements of Income and Comprehensive Income (Loss) for all periods presented. The following table summarizes the results of our New Zealand operations for the three months ended March 31, 2025 and 2024, as presented in “Income from discontinued operations, net of tax” in the Consolidated Statements of Income and Comprehensive Income (Loss): Three Months Ended March 31, 2025 2024 Sales $ 56,760 $ 54,392 Costs and Expenses Cost of sales ( 50,589 ) ( 47,057 ) Other operating (expense) income, net (a) ( 1,622 ) 243 ( 52,211 ) ( 46,814 ) Operating income from discontinued operations 4,549 7,578 Interest expense, net ( 728 ) ( 796 ) Interest income 98 193 Income from discontinued operations before income taxes 3,919 6,975 Income tax expense ( 1,412 ) ( 159 ) Income from discontinued operations, net of tax 2,507 6,816 Less: Net income from discontinued operations attributable to noncontrolling interests in the Operating Partnership ( 28 ) ( 85 ) Less: Net income from discontinued operations attributable to noncontrolling interests in consolidated affiliates ( 385 ) ( 939 ) Net income from discontinued operations attributable to Rayonier Inc. $ 2,094 $ 5,792 (a) The three months ended March 31, 2025 includes $ 0.2 million of transaction costs which include legal, advisory, and other due diligence costs. 13 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) The major classes of the New Zealand operation’s assets and liabilities are as follows: March 31, 2025 December 31, 2024 ASSETS CURRENT ASSETS Cash and cash equivalents 16,093 $ 20,093 Trade receivables, less allowance for doubtful accounts of $ 0 and $ 0 18,634 18,935 Inventory 3,030 1,462 Prepaid expenses 6,107 6,206 Other current assets 205 624 Total current assets 44,069 47,320 TIMBER AND TIMBERLANDS, NET OF DEPLETION AND AMORTIZATION 342,899 339,724 PROPERTY, PLANT AND EQUIPMENT Buildings 1,732 1,707 Machinery and equipment 173 171 Total property, plant and equipment, gross 1,905 1,878 Less — accumulated depreciation ( 980 ) ( 935 ) Total property, plant and equipment, net 925 943 RIGHT-OF-USE ASSETS 71,128 64,082 OTHER ASSETS 24,332 23,850 TOTAL ASSETS $ 483,353 $ 475,919 LIABILITIES CURRENT LIABILITIES Accounts payable 12,074 $ 9,145 Current maturities of long-term debt, net 19,722 19,442 Accrued taxes 649 2,399 Accrued payroll and benefits 1,215 793 Other current liabilities 15,668 15,556 Total current liabilities 49,328 47,335 LONG-TERM DEBT, NET 46,015 45,360 LONG-TERM LEASE LIABILITY 67,055 60,038 OTHER NON-CURRENT LIABILITIES 65,593 65,443 TOTAL LIABILITIES $ 227,991 $ 218,176 The following table summarizes the depreciation, depletion and amortization and capital expenditures of the Company’s discontinued operations related to the New Zealand operations: Three Months Ended March 31, 2025 2024 Depreciation, depletion and amortization $ 4,334 $ 4,020 Capital expenditures 2,654 3,608 14 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 3. SEGMENT AND GEOGRAPHICAL INFORMATION As of March 31, 2025, Rayonier operated in four reportable segments: Southern Timber, Pacific Northwest Timber, Real Estate, and Trading. Prior to the first quarter of 2025, we operated in five reportable business segments, which included New Zealand Timber. On March 9, 2025, we entered into a purchase and sale agreement to sell our entire 77 % interest in the New Zealand joint venture and as a result, the New Zealand operations are shown as discontinued operations for all periods presented. See Note 2 — Discontinued Operations for additional information. Sales between operating segments are made based on estimated fair market value, and intercompany sales, purchases and profits (losses) are eliminated in consolidation. Our chief operating decision maker (“CODM”), the Chief Executive Officer, evaluates segment operating performance based on Adjusted Earnings before Interest, Taxes, Depreciation, Depletion and Amortization (“Adjusted EBITDA”) to make decisions about allocating resources and assessing performance. Total assets by segment are not used by the CODM to assess the performance of or allocate resources to the segments, therefore total assets by segment are not disclosed. Adjusted EBITDA is defined as earnings before interest, taxes, depreciation, depletion, amortization, the non-cash cost of land and improved development, non-operating income and expense, income from discontinued operations, restructuring charges and Large Dispositions. We believe that Operating income (loss), as defined by U.S. GAAP, is the most appropriate earnings measurement with which to reconcile Adjusted EBITDA. Adjusted EBITDA should not be considered as an alternative to Operating income (loss) as determined in accordance with U.S. GAAP. Operating income (loss) as presented in the Consolidated Statements of Income and Comprehensive Income (Loss) is equal to segment income. 15 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) The following tables summarize the segment information for the three months ended March 31, 2025 and 2024: Three Months Ended Southern Timber Pacific Northwest Timber Real Estate Trading Corporate and Other Total March 31, 2025 Sales $ 50,944 $ 21,404 $ 10,167 $ 407 — $ 82,922 Costs and Expenses Cut & haul costs ( 12,521 ) ( 9,340 ) — — — ( 21,861 ) Port / freight costs — ( 14 ) — ( 4 ) — ( 18 ) Depreciation, depletion and amortization ( 16,899 ) ( 5,606 ) ( 564 ) — ( 424 ) ( 23,493 ) Non-cash cost of land and improved development — — ( 2,399 ) — — ( 2,399 ) Other costs and expenses (a) ( 11,374 ) ( 5,696 ) ( 8,154 ) ( 857 ) ( 9,011 ) ( 35,092 ) Operating income (loss) $ 10,150 $ 748 ($ 950 ) ($ 454 ) ($ 9,435 ) $ 59 Add: Restructuring charges (b) — — — — 1,110 1,110 Add: Depreciation, depletion and amortization 16,899 5,606 564 — 424 23,493 Add: Non-cash cost of land and improved development — — 2,399 — — 2,399 Adjusted EBITDA $ 27,049 $ 6,354 $ 2,013 ($ 454 ) ($ 7,901 ) $ 27,061 Reconciliation of segment results to consolidated income before taxes Interest, net and miscellaneous income ($ 3,518 ) Depreciation, depletion and amortization ( 23,493 ) Non-cash cost of land and improved development ( 2,399 ) Non-operating expense ( 1,842 ) Restructuring charges (b) ( 1,110 ) Loss from Continuing Operations Before Income Taxes ($ 5,301 ) Income tax expense ( 291 ) Loss from Continuing Operations ($ 5,592 ) Income from discontinued operations, net of tax 2,507 Net Loss ($ 3,085 ) (a) Other costs and expenses for each reportable segment primarily includes other direct and indirect cost of sales and selling and general expenses. (b) Restructuring charges include severance costs related to workforce optimization initiatives. Restructuring charges are recorded within the Consolidated Statements of Income and Comprehensive Income (Loss) under the caption “Other operating (expense) income, net.” 16 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) Three Months Ended Southern Timber Pacific Northwest Timber Real Estate Trading Corporate and Other Total March 31, 2024 Sales $ 69,978 $ 25,192 $ 15,564 $ 2,970 — $ 113,704 Costs and Expenses Cut & haul costs ( 13,398 ) ( 10,837 ) — — — ( 24,235 ) Port / freight costs ( 1,216 ) ( 1,239 ) — ( 1,327 ) — ( 3,782 ) Depreciation, depletion and amortization ( 21,796 ) ( 9,075 ) ( 1,749 ) — ( 443 ) ( 33,063 ) Non-cash cost of land and improved development — — ( 2,953 ) — — ( 2,953 ) Other costs and expenses (a) ( 10,563 ) ( 8,401 ) ( 10,990 ) ( 1,639 ) ( 9,446 ) ( 41,039 ) Operating income (loss) $ 23,005 ($ 4,360 ) ($ 128 ) $ 4 ($ 9,889 ) $ 8,632 Add: Depreciation, depletion and amortization 21,796 9,075 1,749 — 443 33,063 Add: Non-cash cost of land and improved development — — 2,953 — — 2,953 Adjusted EBITDA $ 44,801 $ 4,715 $ 4,574 $ 4 ($ 9,446 ) $ 44,648 Reconciliation of segment results to consolidated income before taxes Interest, net and miscellaneous income ($ 7,054 ) Depreciation, depletion and amortization ( 33,063 ) Non-cash cost of land and improved development ( 2,953 ) Non-operating expense ( 7,079 ) Loss from Continuing Operations Before Income Taxes ($ 5,501 ) Income tax benefit 991 Loss from Continuing Operations ($ 4,510 ) Income from discontinued operations, net of tax 6,816 Net Income $ 2,306 (a) Other costs and expenses for each reportable segment primarily includes other direct and indirect cost of sales and selling and general expenses. Three Months Ended March 31, 2025 2024 Capital Expenditures Southern Timber $ 9,615 $ 11,003 Pacific Northwest Timber 2,366 4,119 Real Estate 42 79 Corporate and other — 59 Total Capital Expenditures $ 12,023 $ 15,260 17 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 4. REVENUE 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”). Unsatisfied performance obligations as of March 31, 2025 are primarily due to advances on stumpage contracts, unearned license revenue and unearned carbon capture and storage revenue. Of these performance obligations, $ 17.7 million is expected to be recognized within the next twelve months , with the remaining $ 12.4 million expected to be recognized thereafter as we satisfy our performance obligations. 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 trade receivables and deferred revenue (contract liabilities) on the Consolidated Balance Sheets. Trade receivables are recorded when we have an unconditional right to consideration for completed performance under a contract. Contract liabilities relate to payments received in advance of performance under a contract. Contract liabilities are recognized as revenue as (or when) we perform under a contract. The following table contains contract balances recorded in the Consolidated Balance Sheets at March 31, 2025 and December 31, 2024: March 31, 2025 December 31, 2024 Balance Sheet Location Contract assets Trade receivables, net $ 10,414 $ 8,006 Trade receivables Contract liabilities Deferred revenue, current 17,732 20,902 Deferred revenue Deferred revenue, non-current 12,354 10,697 Long-term deferred revenue The following table summarizes revenue recognized during the three months ended March 31, 2025 and 2024 that was included in the contract liability balance at the beginning of each year: Three Months Ended March 31, 2025 2024 Revenue recognized from contract liability balance at the beginning of the year $ 9,089 $ 10,235 18 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) The following tables present our revenue from contracts with customers disaggregated by product type for the three months ended March 31, 2025 and 2024: Three Months Ended Southern Timber Pacific Northwest Timber Real Estate Trading Total March 31, 2025 Pulpwood $ 19,798 $ 1,265 — — $ 21,063 Sawtimber 20,565 19,106 — 407 40,078 Hardwood 1,529 — — — 1,529 Total Timber Sales 41,892 20,371 — 407 62,670 License Revenue, Primarily From Hunting 5,235 91 — — 5,326 Land-Based Solutions (a) 2,755 30 — — 2,785 Other Non-Timber Revenue 1,062 912 — — 1,974 Total Non-Timber Sales 9,052 1,033 — — 10,085 Improved Development — — 3,294 — 3,294 Rural — — 5,274 — 5,274 Deferred Revenue/Other (b) — — 1,290 — 1,290 Total Real Estate Sales — — 9,858 — 9,858 Revenue from Contracts with Customers 50,944 21,404 9,858 407 82,613 Lease Revenue — — 309 — 309 Total Revenue $ 50,944 $ 21,404 $ 10,167 $ 407 $ 82,922 Three Months Ended Southern Timber Pacific Northwest Timber Real Estate Trading Total March 31, 2024 Pulpwood $ 25,931 $ 1,551 — — $ 27,482 Sawtimber 33,740 22,677 — 2,970 59,387 Hardwood 1,195 — — — 1,195 Total Timber Sales 60,866 24,228 — 2,970 88,064 License Revenue, Primarily from Hunting 5,275 95 — — 5,370 Land-Based Solutions (a) 1,710 — — — 1,710 Other Non-Timber Revenue 2,127 869 — — 2,996 Total Non-Timber Sales 9,112 964 — — 10,076 Improved Development — — 1,825 — 1,825 Rural — — 8,728 — 8,728 Timberland & Non-Strategic — — 610 — 610 Deferred Revenue/Other (b) — — 4,112 — 4,112 Total Real Estate Sales — — 15,275 — 15,275 Revenue from Contracts with Customers 69,978 25,192 15,275 2,970 113,415 Lease Revenue — — 289 — 289 Total Revenue $ 69,978 $ 25,192 $ 15,564 $ 2,970 $ 113,704 (a) Consists primarily of sales from carbon capture and storage (“CCS”) and solar energy contracts. (b) Includes deferred revenue adjustments, builder price participation and marketing fees related to Improved Development sales. 19 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) The following tables present our timber sales disaggregated by contract type for the three months ended March 31, 2025 and 2024: Three Months Ended Southern Timber Pacific Northwest Timber Trading Total March 31, 2025 Stumpage Pay-as-Cut $ 17,982 — — $ 17,982 Stumpage Lump Sum 426 1,150 — 1,576 Total Stumpage 18,408 1,150 — 19,558 Delivered Wood (Domestic) 23,484 19,178 297 42,959 Delivered Wood (Export) — 43 110 153 Total Delivered 23,484 19,221 407 43,112 Total Timber Sales $ 41,892 $ 20,371 $ 407 $ 62,670 March 31, 2024 Stumpage Pay-as-Cut $ 33,530 $ 3 — $ 33,533 Stumpage Lump Sum — 1,981 — 1,981 Total Stumpage 33,530 1,984 — 35,514 Delivered Wood (Domestic) 25,113 19,559 7 44,679 Delivered Wood (Export) 2,223 2,685 2,963 7,871 Total Delivered 27,336 22,244 2,970 52,550 Total Timber Sales $ 60,866 $ 24,228 $ 2,970 $ 88,064 20 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 5. 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 412,000 legal acres of New Zealand timberland. Accordingly, we consolidate the New Zealand subsidiary’s balance sheet and results of operations. Income attributable to the New Zealand subsidiary’s 23 % noncontrolling interests is reflected as an adjustment to income in our Consolidated Statements of Income and Comprehensive Income (Loss) under the caption “Net 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. As of March 31, 2025, the New Zealand subsidiary is classified as discontinued operations in our Consolidated Statements of Income and Comprehensive Income (Loss) for all periods presented. See Note 2 — Discontinued Operations for additional information. NONCONTROLLING INTERESTS IN THE OPERATING PARTNERSHIP Noncontrolling interests in the Operating Partnership relate to the third-party ownership of Redeemable Operating Partnership Units. Net income attributable to the noncontrolling interests in the Operating Partnership is computed by applying the weighted average Redeemable Operating Partnership Units outstanding during the period as a percentage of the weighted average total units outstanding to the Operating Partnership’s net income for the period. If a noncontrolling unitholder redeems a 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 March 31, 2025 2024 Beginning noncontrolling interests in the Operating Partnership $ 51,843 $ 81,651 Adjustment of noncontrolling interests in the Operating Partnership 4,341 291 Issuance of Redeemable Operating Partnership Units (a) 2,681 — Conversions of Redeemable Operating Partnership Units to common shares ( 28 ) ( 11,511 ) Net (loss) income attributable to noncontrolling interests in the Operating Partnership ( 46 ) 20 Other comprehensive loss attributable to noncontrolling interests in the Operating Partnership ( 53 ) ( 265 ) Distributions to noncontrolling interests in the Operating Partnership ( 568 ) ( 597 ) Total noncontrolling interests in the Operating Partnership $ 58,170 $ 69,589 (a) Reflects the issuance of Redeemable Operating Partnership Units related to the Company’s special distribution of $ 1.80 per Operating Partnership unit, paid on January 30, 2025, to holders of record as of December 12, 2024. This distribution comprised a combination of cash and Redeemable Operating Partnership Units. 21 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 6. (LOSS) EARNINGS PER SHARE AND PER UNIT Basic (loss) earnings per common share (“EPS”) is calculated by dividing net income attributable to Rayonier Inc. by the weighted average number of common shares outstanding. Diluted EPS is calculated by dividing net income attributable to Rayonier Inc., before net income attributable to noncontrolling interests (“NCI”) in the Operating Partnership by the weighted average number of common shares outstanding adjusted to include the potentially dilutive effect of outstanding stock options, performance shares, restricted shares, restricted stock units, noncontrolling interests in Operating Partnership units and contingently issuable shares and units. The following table provides details of the calculation of basic (loss) earnings per common share of the Company: Three Months Ended March 31, 2025 2024 Basic (loss) earnings per common share Numerator: Net loss from continuing operations ($ 5,592 ) ($ 4,510 ) Less: Net loss from continuing operations attributable to NCI in the Operating Partnership 74 65 Less: Net loss from continuing operations attributable to NCI in consolidated affiliates — 10 Net loss from continuing operations attributable to Rayonier Inc. ($ 5,518 ) ($ 4,435 ) Net income from discontinued operations, net of tax 2,507 6,816 Less: Net income from discontinued operations attributable to NCI in the Operating Partnership ( 28 ) ( 85 ) Less: Net income from discontinued operations attributable to NCI in consolidated affiliates ( 385 ) ( 939 ) Net income from discontinued operations attributable to Rayonier Inc. $ 2,094 $ 5,792 Net (loss) income ($ 3,085 ) $ 2,306 Less: Net loss (income) attributable to NCI in the Operating Partnership 46 ( 20 ) Less: Net income attributable to NCI in consolidated affiliates ( 385 ) ( 929 ) Net (loss) income attributable to Rayonier Inc. ($ 3,424 ) $ 1,357 Denominator: Denominator for basic earnings per common share - weighted average shares 153,677,854 148,567,375 Basic (loss) earnings per common share attributable to Rayonier Inc.: Continuing operations ($ 0.04 ) ($ 0.03 ) Discontinued operations $ 0.01 $ 0.04 Basic (loss) earnings per common share ($ 0.02 ) $ 0.01 22 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) The following table provides details of the calculation of diluted (loss) earnings per common share of the Company: Three Months Ended March 31, 2025 2024 Diluted (loss) earnings per common share Numerator: Net loss from continuing operations ($ 5,592 ) ($ 4,510 ) Less: Net loss from continuing operations attributable to NCI in the Operating Partnership (a) 74 65 Less: Net loss from continuing operations attributable to NCI in consolidated affiliates — 10 Net loss from continuing operations attributable to Rayonier Inc. used for determining diluted loss per common share ($ 5,518 ) ($ 4,435 ) Net income from discontinued operations, net of tax 2,507 6,816 Less: Net income from discontinued operations attributable to NCI in the Operating Partnership (a) ( 28 ) ( 85 ) Less: Net income from discontinued operations attributable to NCI in consolidated affiliates ( 385 ) ( 939 ) Net income from discontinued operations attributable to Rayonier Inc. used for determining diluted earnings per common share $ 2,094 $ 5,792 Net (loss) income ( 3,085 ) 2,306 Less: Net loss (income) attributable to NCI in the Operating Partnership (a) 46 ( 20 ) Less: Net income attributable to NCI in consolidated affiliates ( 385 ) ( 929 ) Net (loss) income attributable to Rayonier Inc. used for determining diluted (loss) earnings per common share ($ 3,424 ) $ 1,357 Denominator: Denominator for diluted earnings per common share - weighted average shares (b) 153,677,854 148,567,375 Diluted (loss) earnings per common share attributable to Rayonier Inc.: Continuing operations ($ 0.04 ) ($ 0.03 ) Discontinued operations $ 0.01 $ 0.04 Diluted (loss) earnings per common share ($ 0.02 ) $ 0.01 Three Months Ended March 31, 2025 2024 Anti-dilutive shares excluded from the computations of diluted (loss) earnings per common share: Stock options, performance shares, restricted shares, restricted stock units, noncontrolling interests in Operating Partnership units, and contingently issuable shares and units from special dividend (b) 5,019,873 2,902,249 (a) For the quarters ended March 31, 2025 and 2024, net (loss) income attributable to NCI in the Operating Partnership was included in the numerator for diluted (loss) earnings attributable to Rayonier Inc. due to a loss from continuing operations. (b) For the quarters ended March 31, 2025 and 2024, the effect of anti-dilutive securities related to stock options, performance shares, restricted shares, restricted stock units and contingently issuable shares and units from the special dividend were not included in the denominator of calculating diluted loss (earnings) per share due to a loss from continuing operations. Also, as a result of the net loss from continuing operations attributable to Rayonier Inc. during the three months ended March 31, 2025 and 2024, the incremental shares related to noncontrolling interests in Operating Partnership units were excluded from the denominator of diluted loss per share. 23 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) Basic (loss) earnings per unit (“EPU”) is calculated by dividing net income available to unitholders of Rayonier, L.P. by the weighted average number of units outstanding. Diluted EPU is calculated by dividing net income available to unitholders of Rayonier, L.P. by the weighted average number of units outstanding adjusted to include the potentially dilutive effect of outstanding unit equivalents, including stock options, performance shares, restricted shares, restricted stock units and contingently issuable shares and units. The following table provides details of the calculations of basic (loss) earnings per unit of the Operating Partnership: Three Months Ended March 31, 2025 2024 Basic (loss) earnings per unit Numerator: Net loss from continuing operations ($ 5,592 ) ($ 4,510 ) Less: Net loss from continuing operations attributable to NCI in consolidated affiliates — 10 Net loss from continuing operations available to unitholders ($ 5,592 ) ($ 4,500 ) Net income from discontinued operations, net of tax $ 2,507 $ 6,816 Less: Net income from discontinued operations attributable to NCI in consolidated affiliates ( 385 ) ( 939 ) Net income from discontinued operations available to unitholders $ 2,122 $ 5,877 Net (loss) income ($ 3,085 ) $ 2,306 Less: Net income attributable to NCI in consolidated affiliates ( 385 ) ( 929 ) Net (loss) income available to unitholders ($ 3,470 ) $ 1,377 Denominator: Denominator for basic earnings per unit - weighted average units 155,731,594 150,745,614 Basic (loss) earnings per unit attributable to Rayonier, L.P.: Continuing operations ($ 0.04 ) ($ 0.03 ) Discontinued operations $ 0.01 $ 0.04 Basic (loss) earnings per unit ($ 0.02 ) $ 0.01 24 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) The following table provides details of the calculations of diluted (loss) earnings per unit of the Operating Partnership: Three Months Ended March 31, 2025 2024 Diluted (loss) earnings per unit Numerator: Net loss from continuing operations ($ 5,592 ) ($ 4,510 ) Less: Net loss from continuing operations attributable to NCI in consolidated affiliates — 10 Net loss from continuing operations available to unitholders ($ 5,592 ) ($ 4,500 ) Net income from discontinued operations, net of tax $ 2,507 $ 6,816 Less: Net income from discontinued operations attributable to NCI in consolidated affiliates ( 385 ) ( 939 ) Net income from discontinued operations available to unitholders $ 2,122 $ 5,877 Net (loss) income ($ 3,085 ) $ 2,306 Less: Net income attributable to NCI in consolidated affiliates ( 385 ) ( 929 ) Net (loss) income available to unitholders ($ 3,470 ) $ 1,377 Denominator: Denominator for diluted earnings per unit - weighted average units (a) 155,731,594 150,745,614 Diluted (loss) earnings per unit attributable to Rayonier, L.P.: Continuing operations ($ 0.04 ) ($ 0.03 ) Discontinued operations $ 0.01 $ 0.04 Diluted (loss) earnings per unit ($ 0.02 ) $ 0.01 Three Months Ended March 31, 2025 2024 Anti-dilutive unit equivalents excluded from the computations of diluted (loss) earnings per unit: Stock options, performance shares, restricted shares, restricted stock units, and contingently issuable shares and units from special dividend (a) 2,966,133 724,010 (a) For the quarters ended March 31, 2025 and March 31, 2024, the effect of anti-dilutive securities related to stock options, performance shares, restricted shares, restricted stock units and contingently issuable shares and units from the special dividend were not included in the denominator of calculating diluted loss (earnings) per unit due to a loss from continuing operations. 25 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 7. DEBT Our debt consisted of the following at March 31, 2025: March 31, 2025 Debt Senior Notes due 2031 at a fixed interest rate of 2.75 % $ 450,000 2015 Term Loan borrowings due 2028 at a variable interest rate of 5.93 % 200,000 2016 Incremental Term Loan borrowings due 2026 at a variable interest rate of 6.08 % 200,000 2021 Incremental Term Loan borrowings due 2029 at a variable interest rate of 5.98 % 200,000 Total principal debt 1,050,000 Less: Unamortized discounts ( 2,343 ) Less: Deferred financing costs ( 3,022 ) Total long-term debt $ 1,044,635 The following table contains information on the outstanding variable rate debt as of March 31, 2025: Debt Periodic Interest Rate (a) Effective Fixed Interest Rate (b) 2015 Term Loan Daily Simple SOFR + 1.60 % 2.11 % 2016 Incremental Term Loan Daily Simple SOFR + 1.75 % 2.40 % 2021 Incremental Term Loan Daily Simple SOFR + 1.65 % 1.46 % (a) Includes credit spread adjustment of 0.1 %. (b) Effective interest rate is after consideration of interest rate swaps and estimated patronage. Principal payments due during the next five years and thereafter are as follows: Total 2025 — 2026 $ 200,000 2027 — 2028 200,000 2029 200,000 Thereafter 450,000 Total Debt $ 1,050,000 2025 DEBT ACTIVITY During the three months ended March 31, 2025, we made no borrowings or repayments on our Revolving Credit Facility. At March 31, 2025, we had available borrowings of $ 293.0 million under the Revolving Credit Facility, net of $ 7.0 million to secure our outstanding letters of credit. DEBT COVENANTS In connection with our 2015 Term Loan Agreement, 2016 Incremental Term Loan Agreement, 2021 Incremental Term Loan Agreement and Revolving Credit Facility, customary covenants must be met, the most significant of which include interest coverage and leverage ratios. 26 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) The covenants listed below, which are the most significant financial covenants in effect as of March 31, 2025, 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 7.2 to 1 4.7 Covenant debt to covenant net worth plus covenant debt shall not exceed 65 % 36 % 29 % In addition to the financial covenants listed above, the Senior Notes due 2031, 2015 Term Loan Agreement, 2016 Incremental Term Loan Agreement, 2021 Incremental Term Loan Agreement, and Revolving Credit Facility include customary covenants that limit the incurrence of debt and the disposition of assets, among others. At March 31, 2025, we were in compliance with all applicable covenants. 8. DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES Our financial results are subject to market risk from potential changes in interest rates. To manage this exposure, we utilize derivative financial instruments. We account for derivative financial instruments under ASC Topic 815, Derivatives and Hedging , (“ASC 815”), and record them at fair value as assets or liabilities in the Consolidated Balance Sheets. The accounting for changes in their fair value depends on their intended use. Gains and losses on derivatives designated and qualifying as cash flow hedges are recorded in accumulated other comprehensive income (“AOCI”) and reclassified into earnings when the hedged transaction occurs. Similarly, gains and losses on derivatives designated and qualifying as net investment hedges are recorded in AOCI but are reclassified into earnings only upon partial or complete liquidation of the investment. Changes in the fair value of derivatives not designated as hedges or those that are no longer effective as hedges are recognized immediately in earnings. INTEREST RATE PRODUCTS We are exposed to cash flow interest rate risk on our variable-rate debt. To hedge this exposure, we use variable-to-fixed interest rate swaps. For these swaps, we report the gains or losses from changes in their fair value in AOCI and reclassify them to interest expense in the period the hedged interest payments affect earnings. If we de-designate or terminate a cash flow hedge while the hedged item still exists, the unrealized gain or loss on the cash flow hedge at the time of de-designation remains in AOCI. This amount is then amortized to interest expense on a straight-line basis over the remaining life of the hedged item. However, if the hedged item becomes ineffective, the related gain or loss is immediately reclassified from AOCI to earnings. INTEREST RATE SWAPS The following table contains information on the outstanding interest rate swaps as of March 31, 2025: Outstanding Interest Rate Swaps (a) Date Entered Into Term Notional Amount Related Debt Facility Fixed Rate of Swap Bank Margin on Debt (b) Total Effective Interest Rate (c) April 2016 10 years $ 100,000 2016 Incremental Term Loan 1.50 % 1.75 % 3.25 % April 2016 10 years 100,000 2016 Incremental Term Loan 1.51 % 1.75 % 3.26 % February 2022 7 years 200,000 2021 Incremental Term Loan 0.67 % 1.65 % 2.32 % August 2024 4 years 100,000 2015 Term Loan 0.78 % 1.60 % 2.38 % August 2024 4 years 50,000 2015 Term Loan 0.64 % 1.60 % 2.24 % August 2024 4 years 50,000 2015 Term Loan 3.29 % 1.60 % 4.89 % (a) All interest rate swaps are designated as cash flow hedges and qualify for hedge accounting. (b) Includes the SOFR Credit Spread Adjustment component of 0.1 %. (c) Rate is before estimated patronage payments. 27 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) The following table demonstrates the impact, gross of tax, of our derivatives on the Consolidated Statements of Income and Comprehensive Income (Loss) for the three months ended March 31, 2025 and 2024: Three Months Ended March 31, Income Statement Location 2025 2024 Derivatives designated as cash flow hedges: Interest rate products Other comprehensive (loss) income, relating to continuing operations ($ 4,247 ) $ 15,041 Interest expense, net ( 4,511 ) ( 7,278 ) During the next 12 months, the amount of the AOCI balance, net of tax, expected to be reclassified into earnings is a gain of approximately $ 15.3 million. The following table provides details of these expected reclassifications: Amount expected to be reclassified into earnings in next 12 months Derivatives designated as cash flow hedges: Interest rate products (a) $ 15,320 Total estimated net gain on derivatives contracts $ 15,320 (a) These reclassified amounts are expected to perfectly offset variable interest rate payments to debt holders, resulting in no net impact on our earnings or cash flows. The following table contains the notional amounts of the derivative financial instruments recorded in the Consolidated Balance Sheets: Notional Amount March 31, 2025 December 31, 2024 Derivatives designated as cash flow hedges: Interest rate swaps $ 600,000 $ 600,000 The following table contains the fair values of the derivative financial instruments recorded in the Consolidated Balance Sheets at March 31, 2025 and December 31, 2024: Location on Balance Sheet Fair Value Assets / (Liabilities) (a) March 31, 2025 December 31, 2024 Derivatives designated as cash flow hedges: Interest rate swaps Other assets $ 40,367 $ 49,353 (a) See Note 9 — Fair Value Measurements for further information on the fair value of our derivatives including their classification within the fair value hierarchy. OFFSETTING DERIVATIVES We present derivative financial instruments at their gross fair values in the Consolidated Balance Sheets. These instruments are not subject to master netting arrangements that would permit the right of offset. 28 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 9. 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 March 31, 2025 and December 31, 2024, using market information valuation methodologies we believe are appropriate under GAAP: March 31, 2025 December 31, 2024 Asset (Liability) (a) Carrying Amount Fair Value Carrying Amount Fair Value Level 1 Level 2 Level 1 Level 2 Cash and cash equivalents $ 216,242 $ 216,242 — $ 303,065 $ 303,065 — Restricted cash, current (b) — — — 19,366 19,366 — Restricted cash, non-current (b) 677 677 — 676 676 — Long-term debt (c) ( 1,044,635 ) — ( 992,895 ) ( 1,044,410 ) — ( 980,970 ) Interest rate swaps (d) 40,367 — 40,367 49,353 — 49,353 Noncontrolling interests in the Operating Partnership (e) 58,170 — 58,170 51,843 — 51,843 (a) We did not have Level 3 assets or liabilities at March 31, 2025 or December 31, 2024. (b) Restricted cash includes proceeds from like-kind exchange sales held by a third-party intermediary and cash held in escrow. See Note 18 — Restricted Cash for additional information. (c) The carrying amount of long-term debt is presented net of deferred financing costs and unamortized discounts on non-revolving debt. See Note 7 — Debt for additional information. (d) See Note 8 — Derivative Financial Instruments and Hedging Activities for information regarding the Consolidated Balance Sheets classification of our derivative financial instruments. (e) Noncontrolling interests in the Operating Partnership, representing ownership of Rayonier, L.P. units by parties other than the Company, are classified as temporary equity and are neither assets nor liabilities on the Company’s Consolidated Balance Sheets. See Note 5 — Noncontrolling Interests for additional information. 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 determined using quoted market prices for debt with comparable terms and maturities. For variable-rate debt, the carrying value approximates fair value as the interest rate adjusts with market changes. 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. Noncontrolling interests in the Operating Partnership — The fair value of noncontrolling interests in the Operating Partnership is determined by using the period-end closing price of Rayonier Inc. common shares. 29 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 10. CONTINGENCIES We 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. 11. ENVIRONMENTAL AND NATURAL RESOURCE DAMAGE LIABILITIES Federal and state environmental laws in our operating areas hold current and former property owners liable for cleanup or restoration. These laws often impose “strict liability,” meaning owners or operators didn’t necessarily cause, or even been aware of, the release of contaminated materials. Similarly, certain environmental laws allow state, federal, and tribal trustees (collectively, the “Trustees”) to bring suit against property owners for natural resource damages (“NRD”) resulting from releases of contaminants on or from their property, regardless of culpability for the release. Like cleanup liability, NRD liability can attach to property due to such contamination. Changes in environmental and NRD liabilities from December 31, 2024 to March 31, 2025 are shown below: Port Gamble, WA Non-current portion at December 31, 2024 $ 3,610 Plus: Current portion 4,283 Total Balance at December 31, 2024 7,893 Expenditures charged to liabilities ( 2,964 ) Increase to liabilities (a) 1,668 Total Balance at March 31, 2025 6,597 Less: Current portion ( 1,765 ) Non-current portion at March 31, 2025 $ 4,832 (a) The increase in liabilities resulted from revised environmental and NRD cost estimates recognized during the three months ended March 31, 2025. We anticipate the upland mill site cleanup and NRD restoration will occur over the next one to two years , while the monitoring of Port Gamble Bay, mill site, and landfills will continue for an additional 15 to 20 years. NRD costs are subject to change as the restoration projects progress. It is reasonably possible that these components of the liability may increase as construction continues. Management continues to monitor the Port Gamble cleanup process and will make adjustments as needed. Should any future circumstances result in a change to the estimated cost of the project, we will record an appropriate adjustment to the liability in the period it becomes known and when we can reasonably estimate the amount. We do not currently anticipate any material loss in excess of the amounts accrued; however, we are not able to estimate a possible loss or range of loss, if any, in excess of the established liabilities. Our future remediation expenses may be affected by a number of uncertainties including, but not limited to, the difficulty in estimating the extent and method of remediation, the evolving nature of environmental regulations, and the availability and application of technology. We do not expect the resolution of such uncertainties to have a material adverse effect on our consolidated financial position or liquidity. 30 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 12. GUARANTEES We provide financial guarantees as required by creditors, insurance programs, and various governmental agencies. As of March 31, 2025, the following financial guarantees were outstanding: Financial Commitments (a) Maximum Potential Payment Standby letters of credit (b) $ 6,996 Surety bonds (c) 45,412 Total financial commitments $ 52,408 (a) We have not recorded any liabilities for these financial commitments in our Consolidated Balance Sheets. The guarantees are not subject to measurement as the guarantees are dependent on our own performance. (b) Approximately $ 6.3 million of the standby letters of credit provide credit support for real estate construction in our Wildlight development project. The remaining letters of credit support various insurance related agreements. These letters of credit will expire at various dates in 2025 and will be renewed as required. (c) Surety bonds primarily secure performance obligations for various operational activities and provide collateral for our Wildlight (Nassau County, Florida) and Heartwood (Richmond Hill, Georgia) development projects. These surety bonds expire on various dates through 2027 and are expected to be renewed as required. 31 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 13. HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT INVESTMENTS We routinely 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. Changes in higher and better use timberlands and real estate development investments from December 31, 2024 to March 31, 2025 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, 2024 $ 86,832 $ 22,778 $ 109,610 Plus: Current portion (a) 1,402 28,206 29,608 Total Balance at December 31, 2024 88,234 50,984 139,218 Non-cash cost of land and improved development ( 182 ) ( 1,799 ) ( 1,981 ) Amortization of parcel real estate development investments — ( 180 ) ( 180 ) Timber depletion from harvesting activities and basis of timber sold in real estate sales ( 359 ) — ( 359 ) Capitalized real estate development investments (b) — 4,970 4,970 Capital expenditures (silviculture) 42 — 42 Intersegment transfers 3,287 — 3,287 Total Balance at March 31, 2025 91,022 53,975 144,997 Less: Current portion (a) ( 1,950 ) ( 30,179 ) ( 32,129 ) Non-current portion at March 31, 2025 $ 89,072 $ 23,796 $ 112,868 (a) The current portion of Higher and Better Use Timberlands and Real Estate Development Investments is recorded in Inventory. See Note 14 — Inventory for additional information. (b) Capitalized real estate development investments include $ 0.2 million of capitalized interest and $ 0.9 million of parcel real estate development investments. Parcel real estate development investments represent investments made for specific lots and/or commercial parcels that are currently under contract or expected to be ready for market within one year. 14. INVENTORY As of March 31, 2025 and December 31, 2024, our inventory consisted entirely of finished goods, as follows: March 31, 2025 December 31, 2024 Finished goods inventory Real estate inventory (a) $ 32,129 $ 29,608 Log inventory 1,181 1,271 Total inventory $ 33,310 $ 30,879 (a) Represents the cost of HBU real estate expected to be sold, including capitalized development investments. See Note 13 — Higher And Better Use Timberlands and Real Estate Development Investments for additional information. 32 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 15. OTHER OPERATING (EXPENSE) INCOME, NET Other operating (expense) income, net consisted of the following: Three Months Ended March 31, 2025 2024 Gain on sale or disposal of property, plant and equipment $ 4 $ 10 Restructuring charges (a) ( 1,110 ) — Miscellaneous (expense) income, net ( 113 ) 21 Total ($ 1,219 ) $ 31 (a) Restructuring charges include severance costs related to workforce optimization initiatives. 16. INCOME TAXES Rayonier is a REIT under the Internal Revenue Code and therefore generally does not pay U.S. federal or state income tax. As of March 31, 2025, Rayonier owns a 98.7 % inter est in the Operating Partnership and conducts substantially all of its timberland operations 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 our TRS. The TRS subsidiaries are subject to United States federal and state corporate income tax. PROVISION FOR INCOME TAXES The Company’s tax expense for continuing operations is principally related to state income tax. The following table contains the income tax (expense) benefit recognized on the Consolidated Statements of Income and Comprehensive Income (Loss): Three Months Ended March 31, 2025 2024 Income tax (expense) benefit (a) ($ 291 ) $ 991 (a) The three months ended March 31, 2024 included a $ 1.2 million income tax benefit related to the pension settlement. 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 for its continuing operations: Three Months Ended March 31, 2025 2024 Annualized effective tax rate after discrete items (a) ( 5.5 %) 18.0 % (a) The effective tax rate for the three months ended March 31, 2024 was positive despite a pre-tax book loss, primarily due to a $ 1.2 million income tax benefit related to the pension settlement. This tax benefit, when applied to a pre-tax book loss, results in a positive effective tax rate. 33 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 17. ACCUMULATED OTHER COMPREHENSIVE LOSS The following table summarizes the changes in AOCI by component for the three months ended March 31, 2025 and the year ended December 31, 2024. All amounts are presented net of tax and exclude portions attributable to noncontrolling interests. Foreign currency translation (losses) gains Net investment hedges of New Zealand subsidiary Cash flow hedges Employee benefit plans Total Rayonier, L.P. Allocation of Operating Partnership Total Rayonier Inc. Balance as of December 31, 2023 ($ 19,533 ) $ 1,321 $ 55,846 ($ 9,616 ) $ 28,018 ($ 3,367 ) $ 24,651 Other comprehensive (loss) income before reclassifications ( 31,616 ) — 13,713 (a) 5,251 ( 12,652 ) 163 ( 12,489 ) Amounts reclassified from accumulated other comprehensive (loss) income — — ( 27,826 ) 4,595 (b) ( 23,231 ) 640 ( 22,591 ) Net other comprehensive (loss) income ( 31,616 ) — ( 14,113 ) 9,846 ( 35,883 ) 803 ( 35,080 ) Balance as of December 31, 2024 ($ 51,149 ) $ 1,321 $ 41,733 $ 230 ($ 7,865 ) ($ 2,564 ) ($ 10,429 ) Other comprehensive income (loss) before reclassifications 3,515 — ( 3,385 ) (a) — 130 ( 2 ) 128 Amounts reclassified from accumulated other comprehensive (loss) income — — ( 4,056 ) ( 2 ) (b) ( 4,058 ) 55 ( 4,003 ) Net other comprehensive income (loss) 3,515 — ( 7,441 ) ( 2 ) ( 3,928 ) 53 ( 3,875 ) Balance as of March 31, 2025 ($ 47,634 ) $ 1,321 $ 34,292 $ 228 ($ 11,793 ) ($ 2,511 ) ($ 14,304 ) (a) The three months ended March 31, 2025 includes $ 4.2 million o f other comprehensive loss related to interest rate products. The year ended December 31, 2024 included $ 21.8 million of other comprehensive income re lated to interest rate products. See Note 8 — 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. The year ended December 31, 2024 includes a pension settlement charge of $ 4.6 million, net of tax of $ 1.2 million. 34 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) The following table presents details of the amounts reclassified in their entirety from AOCI to net (loss) income for the three months ended March 31, 2025 and March 31, 2024: Details about accumulated other comprehensive loss components Amount reclassified from accumulated other comprehensive loss Affected line item in the Income Statement March 31, 2025 March 31, 2024 Realized loss on foreign currency exchange contracts $ 801 $ 459 Income from discontinued operations, net of tax Realized loss on foreign currency option contracts 20 8 Income from discontinued operations, net of tax Noncontrolling interests ( 189 ) ( 108 ) Comprehensive loss attributable to noncontrolling interests Realized gain on interest rate contracts ( 4,511 ) ( 7,278 ) Interest expense, net Income tax effect from net loss on foreign currency contracts ( 177 ) ( 101 ) Income from discontinued operations, net of tax Net gain on cash flow hedges reclassified from accumulated other comprehensive loss ($ 4,056 ) ($ 7,020 ) 18. RESTRICTED CASH Restricted cash includes cash deposited with a like-kind exchange (“LKE”) intermediary. In order to qualify for 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 the Company after 180 days and reclassified as available cash. Additionally, restricted cash includes cash balances held in escrow as collateral for certain contractual obligations related to our Heartwood development project as well as cash held in escrow for real estate sales. The following table provides a reconciliation of cash, cash equivalents and restricted cash in the Consolidated Balance Sheets that sum to the total of the same such amounts in the Consolidated Statements of Cash Flows for the three months ended March 31, 2025 and 2024: Three Months Ended March 31, 2025 2024 Restricted cash held in escrow 677 677 Total restricted cash 677 677 Cash and cash equivalents 216,242 142,107 Total cash, cash equivalents and restricted cash from continuing operations shown in the Consolidated Statements of Cash Flows $ 216,919 $ 142,784 19. ASSETS HELD FOR SALE (EXCLUDING DISCONTINUED OPERATIONS) Assets held for sale (excluding discontinued operations) comprise properties not included in inventory that are expected to be sold within 12 months and meet the held-for-sale criteria of ASC 360-10-45-9. The basis of these properties was $ 7.4 million and $ 5.4 million, as of March 31, 2025, and December 31, 2024, respectively. We recognized an immaterial impairment charge on these assets during the three months ended March 31, 2025, which is recorded in the Consolidated Statements of Income and Comprehensive Income (Loss) under the caption “Other operating (expense) income, net.” 35 Table of Contents