What changed in this filing

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Item 1. Financial Statements

2024-07-26 compared with 2024-04-26 · 59 added, 39 removed, 333 unchanged (23% of the section changed)

3 unchanged sentences

QUARTER ENDED

YEAR-TO-DATE ENDED

DOLLAR AMOUNTS IN MILLIONS, EXCEPT PER-SHARE FIGURES

3 unchanged sentences

General and administrative expenses

Other operating costs, net (Note 13)

Other operating (income) costs, net (Note 13)

Operating income

10 unchanged sentences

QUARTER ENDED

YEAR-TO-DATE ENDED

DOLLAR AMOUNTS IN MILLIONS

Other comprehensive (loss) income:

Other comprehensive income:

Foreign currency translation adjustments

Changes in unamortized actuarial loss, net of tax expense of $ 2 , $ 2 , $ 6 and $ 4

Total other comprehensive (loss) income

Changes in unamortized net prior service credit, net of tax benefit of $ 0 , $ 1 , $ 0 and $ 1

Total other comprehensive income

Total comprehensive income

17 unchanged sentences

Current liabilities:

Current maturities of long-term debt

Current maturities of long-term debt (Note 8)

Accounts payable

1 unchanged sentence

Total current liabilities

Long-term debt, net

Long-term debt, net (Note 8)

Deferred tax liabilities

7 unchanged sentences

issued and outstanding:

729,141 thousand shares at March 31, 2024 and 729,753 thousand shares at December 31, 2023

727,519 thousand shares at June 30, 2024 and 729,753 thousand shares at December 31, 2023

Other capital

5 unchanged sentences

CONSOLIDATED STATEMENT OF CASH FLOWS

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YEAR-TO-DATE ENDED

DOLLAR AMOUNTS IN MILLIONS

Cash flows from operations:

Noncash charges (credits) to earnings:

Noncash charges to earnings:

Depreciation, depletion and amortization

11 unchanged sentences

Capital expenditures for timberlands reforestation

Acquisitions of timberlands (Note 15)

Purchase of short-term investments

Net cash from investing activities

1 unchanged sentence

Cash dividends on common shares

Net proceeds from issuance of long-term debt (Note 8)

Repurchases of common shares (Note 4)

10 unchanged sentences

QUARTER ENDED

YEAR-TO-DATE ENDED

DOLLAR AMOUNTS IN MILLIONS, EXCEPT PER-SHARE FIGURES

17 unchanged sentences

Balance at beginning of period

Other comprehensive (loss) income

Other comprehensive income

Balance at end of period (Note 11)

10 unchanged sentences

ACCRUED LIABILITIES

LINE OF CREDIT

LONG-TERM DEBT AND LINE OF CREDIT

FAIR VALUE OF FINANCIAL INSTRUMENTS

2 unchanged sentences

SHARE-BASED COMPENSATION

OTHER OPERATING COSTS, NET

RESTRICTED CASH

OTHER OPERATING (INCOME) COSTS, NET

TIMBERLAND ACQUISITONS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

FOR THE QUARTERS ENDED MARCH 31, 2024 AND 2023

FOR THE QUARTERS AND YEAR-TO-DATE PERIODS ENDED JUNE 30, 2024 AND 2023

BASIS O F PRESENTATION

20 unchanged sentences

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YEAR-TO-DATE ENDED

DOLLAR AMOUNTS IN MILLIONS

16 unchanged sentences

QUARTER ENDED

YEAR-TO-DATE ENDED

DOLLAR AMOUNTS IN MILLIONS

26 unchanged sentences

Our basic and diluted earnings per share were:

● $ 0.16 during first quarter 2024 and

● $ 0.21 during first quarter 2023.

● $ 0.24 during second quarter 2024 and $ 0.39 during year-to-date 2024;

● $ 0.31 during second quarter 2023 and $ 0.52 during year-to-date 2023.

Basic earnings per share is net earnings divided by the weighted average number of our outstanding common shares, including stock equivalent units where there is no circumstance under which those shares would not be issued.

1 unchanged sentence

QUARTER ENDED

YEAR-TO-DATE ENDED

SHARES IN THOUSANDS

11 unchanged sentences

QUARTER ENDED

YEAR-TO-DATE ENDED

SHARES IN THOUSANDS

4 unchanged sentences

Concurrently, the board terminated the remaining repurchase authorization under the share repurchase program approved by the board in February 2019 (the 2019 Repurchase Program).

We repurchased 1,472,369 common shares for approximately $ 49 million (including transaction fees) under the 2021 Repurchase Program during first quarter 2024.

As of March 31, 2024, we had remaining authorization of $ 202 million for future share repurchases.

During first quarter 2023 , we repurchased 1,115,560 common shares for approximately $ 35 million (including transaction fees) under the 2021 Repurchase Program.

We repurchased 1,669,145 common shares for approximately $ 50 million (including transaction fees) under the 2021 Repurchase Program during second quarter 2024 and 3,141,514 common shares for approximately $ 99 million (including transaction fees) under the 2021 Share Repurchase Program during year-to-date 2024.

As of June 30, 2024, we had remaining authorization of $ 152 million for future share repurchases.

During year-to-date 2023 , we repurchased 2,805,434 common shares for approximately $ 85 million (including transaction fees) under the 2021 Repurchase Program.

All common stock repurchases under the 2021 Repurchase Program were made in open-market transactions.

1 unchanged sentence

We record a liability for repurchases that have not yet been settled as of period end.

There were no unsettled shares as of March 31, 2024 and 13,866 unsettled shares (approximately $ 1 million) as of December 31, 2023 .

There were 15,765 unsettled shares (approximately $ 1 million) as of June 30, 2024 and 13,866 unsettled shares (approximately $ 1 million) as of December 31, 2023 .

Inventories include raw materials, work-in-process and finished goods, as well as materials and supplies.

13 unchanged sentences

QUARTER ENDED

YEAR-TO-DATE ENDED

DOLLAR AMOUNTS IN MILLIONS

2 unchanged sentences

Amortization of actuarial loss

Amortization of prior service cost

Total net periodic benefit cost – pension

1 unchanged sentence

QUARTER ENDED

YEAR-TO-DATE ENDED

DOLLAR AMOUNTS IN MILLIONS

1 unchanged sentence

Amortization of actuarial loss

Amortization of prior service credit

Total net periodic benefit cost – other post-employment benefits

4 unchanged sentences

We evaluate the year-end estimated fair value of pension plan assets in second quarter of each year to incorporate final net asset values reflected in financial statements received after we have filed our Annual Report on Form 10-K.

No adjustments to the fair value of assets or projected benefit obligations were necessary during second quarter 2024 .

ACCRU ED LIABILITIES

5 unchanged sentences

Taxes payable

LINE OF CREDIT

In March 2023, we entered into a new $ 1.5 billion five-year senior unsecured revolving credit facility, which expires in March 2028 and replaced the existing facility which was set to expire in January 2025 .

LONG-TERM DEBT AND LINE OF CREDIT

In May 2023, we completed an offering of debt securities by issuing $ 750 million of 4.750 percent notes due in May 2026 .

The net proceeds after deducting the discount, underwriting fees and issuance costs were $ 743 million.

In March 2023, we refinanced and extended our $ 1.5 billion five-year senior unsecured revolving credit facility, which expires in March 2028 .

Borrowings will bear interest at a floating rate based on either the adjusted term Secured Overnight Financing Rate (SOFR) plus a spread or a mutually agreed upon base rate plus a sprea d.

We had no outstanding borrowings on our credit facility as of March 31, 2024 and December 31, 2023 .

We had no outstanding borrowings on our credit facility as of June 30, 2024 and December 31, 2023 .

FAIR VALUE OF FINANCIAL INSTRUMENTS

19 unchanged sentences

● have been notified that we may be a potentially responsible party related to the cleanup of other hazardous waste sites for which proceedings have not yet been initiated.

As of March 31, 2024, our total accrual for future estimated remediation costs on active Superfund sites and other sites for which we are potentially responsible was approximately $ 76 million.

As of June 30, 2024, our total accrual for future estimated remediation costs on active Superfund sites and other sites for which we are potentially responsible was approximately $ 79 million.

These amounts are recorded in "Accrued liabilities" and "Other liabilities" on our Consolidated Balance Sheet .

2 unchanged sentences

QUARTER ENDED

YEAR-TO-DATE ENDED

DOLLAR AMOUNTS IN MILLIONS

Balance at beginning of period

Other comprehensive income before reclassifications

Other comprehensive (loss) income before reclassifications

Amounts reclassified from accumulated other comprehensive loss to earnings (2)

3 unchanged sentences

Balance at beginning of period

Other comprehensive loss before reclassifications

Other comprehensive (loss) income before reclassifications

Amounts reclassified from accumulated other comprehensive loss to earnings (2)

Total other comprehensive loss

Total other comprehensive (loss) income

Balance at end of period

2 unchanged sentences

Translation adjustments

Total other comprehensive loss

Total other comprehensive (loss) income

Balance at end of period

1 unchanged sentence

(1) Amounts presented are net of tax.

(2) Amounts of actuarial loss and prior service cost are components of net periodic benefit cost.

(2) Amounts of actuarial loss and prior service (cost) credit are components of net periodic benefit cost.

Pension and Other Post-Employment Benefit Plans .

SHARE-B ASED COMPENSATION

Share-based compensation activity during first quarter 2024 included the following:

Share-based compensation activity during year-to-date 2024 included the following:

SHARES IN THOUSANDS

19 unchanged sentences

21.50 % – 27.60 %

OTHER OPERAT ING COSTS, NET

Other operating costs, net were comprised of the following:

OTHER OPERAT ING (INCOME) COSTS, NET

Other operating (income) costs, net were comprised of the following:

QUARTER ENDED

YEAR-TO-DATE ENDED

DOLLAR AMOUNTS IN MILLIONS

Environmental remediation charges

Foreign exchange losses (gains), net

Litigation expense, net

Product remediation recovery

Research and development expenses

Total other operating costs, net

Total other operating (income) costs, net

As a real estate investment trust (REIT), we generally are not subject to federal corporate income taxes on REIT taxable income that is distributed to shareholders.

3 unchanged sentences

federal statutory tax rate of 21 percent primarily due to state and foreign income taxes and tax benefits associated with our nontaxable REIT earnings.

RESTRICTED CASH

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported on our Consolidated Balance Sheet that sum to the total of the amounts shown in the Consolidated Statement of Cash Flows :

DOLLAR AMOUNTS IN MILLIONS

Cash and cash equivalents

Restricted cash included in other assets (1)

Total cash, cash equivalents and restricted cash

(1) Amounts included in restricted cash as of March 31, 2024 are comprised of proceeds held by a qualified intermediary that are intended to be reinvested in timber and timberlands through a like-kind exchange transaction.

TIMBERLAND ACQUISITIONS

On July 25, 2024, we announced acquisitions totaling 84 thousand acres of Alabama timberlands for approximately $ 244 million.

The first transaction was completed o n May 30, 2024 and was comprised of 13 thousand acres for approximately $ 48 million.

We recorded $ 47 million of timberland assets in "Timber and timberlands at cost, less depletion" and $ 1 million of related assets in "Property and equipment, net" on our Consolidated Balance Sheet .

The remaining transactions are subject to customary closing conditions and are expected to close in second half 2024.

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.

What changed 10-Q

Item 1. Financial Statements