Item 1. Financial Statements
Item 1. FINANCIAL STATEMENTS
WEYERHAEUSER COMPANY
CONSOLIDATED STATEMENT OF OPERATIONS
(UNAUDITED)
QUARTER ENDED
YEAR-TO-DATE ENDED
DOLLAR AMOUNTS IN MILLIONS, EXCEPT PER-SHARE FIGURES
JUNE 2021
JUNE 2020
JUNE 2021
JUNE 2020
Net sales ( Note 3 )
$
3,144
$
1,631
$
5,650
$
3,359
Costs of sales
1,583
1,283
3,013
2,665
Gross margin
1,561
348
2,637
694
Selling expenses
24
18
44
40
General and administrative expenses
95
84
185
158
Other operating costs, net ( Note 15 )
13
3
23
13
Operating income
1,429
243
2,385
483
Non-operating pension and other post-employment benefit costs ( Note 7 )
( 1
)
( 10
)
( 9
)
( 19
)
Interest income and other
2
2
3
3
Interest expense, net of capitalized interest
( 78
)
( 103
)
( 157
)
( 188
)
Earnings before income taxes
1,352
132
2,222
279
Income taxes ( Note 16 )
( 324
)
( 60
)
( 513
)
( 57
)
Net earnings
$
1,028
$
72
$
1,709
$
222
Earnings per share, basic and diluted ( Note 4 )
$
1.37
$
0.10
$
2.28
$
0.30
Weighted average shares outstanding (in thousands) ( Note 4 ):
Basic
750,127
746,896
749,429
746,715
Diluted
751,508
746,984
750,773
747,070
See accompanying Notes to Consolidated Financial Statements .
1
WEYERHAEUSER COMPANY
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
(UNAUDITED)
QUARTER ENDED
YEAR-TO-DATE ENDED
DOLLAR AMOUNTS IN MILLIONS
JUNE 2021
JUNE 2020
JUNE 2021
JUNE 2020
Net earnings
$
1,028
$
72
$
1,709
$
222
Other comprehensive income (loss):
Foreign currency translation adjustments
15
17
24
( 25
)
Changes in unamortized actuarial loss, net of tax expense of $ 38 , $ 8 , $ 45 and $ 24
121
23
141
67
Changes in unamortized net prior service credit, net of tax expense of $ 1 , $ 0 , $ 0 and $ 0
—
1
1
2
Total other comprehensive income
136
41
166
44
Total comprehensive income
$
1,164
$
113
$
1,875
$
266
See accompanying Notes to Consolidated Financial Statements .
2
WEYERHAEUSER COMPANY
CONSOLIDATED BALANCE SHEET
(UNAUDITED)
DOLLAR AMOUNTS IN MILLIONS, EXCEPT PAR VALUE
JUNE 30,
2021
DECEMBER 31,
2020
ASSETS
Current assets:
Cash and cash equivalents
$
1,777
$
495
Receivables, net
702
450
Receivables for taxes
7
82
Inventories ( Note 5 )
499
443
Assets held for sale ( Note 14 )
229
—
Prepaid expenses and other current assets
141
139
Total current assets
3,355
1,609
Property and equipment, less accumulated depreciation of $ 3,550 and $ 3,432
1,965
2,013
Construction in progress
102
73
Timber and timberlands at cost, less depletion
11,643
11,827
Minerals and mineral rights, less depletion
262
268
Deferred tax assets
71
120
Other assets
432
401
Total assets
$
17,830
$
16,311
LIABILITIES AND EQUITY
Current liabilities:
Current maturities of long-term debt ( Note 9 )
$
150
$
150
Accounts payable
253
204
Accrued liabilities ( Note 8 )
775
596
Total current liabilities
1,178
950
Long-term debt, net ( Note 9 )
5,100
5,325
Deferred tax liabilities
42
24
Deferred pension and other post-employment benefits ( Note 7 )
747
911
Other liabilities
363
370
Total liabilities
7,430
7,580
Commitments and contingencies ( Note 11 )
Equity:
Common shares: $ 1.25 par value; authorized 1,360 million shares; issued and outstanding: 749,782 thousand shares at June 30, 2021 and 747,385 thousand shares at
December 31, 2020
937
934
Other capital
8,258
8,208
Retained earnings
1,861
411
Accumulated other comprehensive loss ( Note 12 )
( 656
)
( 822
)
Total equity
10,400
8,731
Total liabilities and equity
$
17,830
$
16,311
See accompanying Notes to Consolidated Financial Statements .
3
WEYERHAEUSER COMPANY
CONSOLIDATED STATEMENT OF CASH FLOWS
(UNAUDITED)
YEAR-TO-DATE ENDED
DOLLAR AMOUNTS IN MILLIONS
JUNE 2021
JUNE 2020
Cash flows from operations:
Net earnings
$
1,709
$
222
Noncash charges (credits) to earnings:
Depreciation, depletion and amortization
238
240
Basis of real estate sold
51
96
Deferred income taxes, net
19
( 2
)
Pension and other post-employment benefits ( Note 7 )
30
37
Share-based compensation expense ( Note 13 )
15
15
Change in:
Receivables, net
( 252
)
( 112
)
Receivables and payables for taxes
236
61
Inventories
( 51
)
2
Prepaid expenses and other current assets
( 1
)
5
Accounts payable and accrued liabilities
65
( 61
)
Pension and post-employment benefit contributions and payments
( 33
)
( 16
)
Other
( 20
)
( 10
)
Net cash from operations
2,006
477
Cash flows from investing activities:
Capital expenditures for property and equipment
( 93
)
( 102
)
Capital expenditures for timberlands reforestation
( 32
)
( 32
)
Acquisition of Alabama timberlands ( Note 14 )
( 149
)
—
Proceeds from note receivable held by variable interest entities ( Note 6 )
—
362
Proceeds from sale of Montana timberlands ( Note 14 )
—
145
Other
1
3
Net cash from investing activities
( 273
)
376
Cash flows from financing activities:
Cash dividends on common shares
( 255
)
( 254
)
Net proceeds from issuance of long-term debt ( Note 9 )
—
732
Payments on long-term debt ( Note 9 )
( 225
)
( 588
)
Proceeds from borrowings on line of credit ( Note 9 )
—
550
Payments on line of credit ( Note 9 )
—
( 780
)
Proceeds from exercise of stock options
45
6
Other
( 16
)
( 15
)
Net cash from financing activities
( 451
)
( 349
)
Net change in cash and cash equivalents
1,282
504
Cash and cash equivalents at beginning of period
495
139
Cash and cash equivalents at end of period
$
1,777
$
643
Cash paid (received) during the period for:
Interest, net of amount capitalized of $ 2 and $ 3
$
154
$
178
Income taxes, net of refunds
$
263
$
1
See accompanying Notes to Consolidated Financial Statements .
4
WEYERHAEUSER COMPANY
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
(UNAUDITED)
QUARTER ENDED
YEAR-TO-DATE ENDED
DOLLAR AMOUNTS IN MILLIONS, EXCEPT PER-SHARE FIGURES
JUNE 2021
JUNE 2020
JUNE 2021
JUNE 2020
Common shares:
Balance at beginning of period
$
936
$
933
$
934
$
932
Issued for exercise of stock options and vested units
1
—
3
1
Balance at end of period
937
933
937
933
Other capital:
Balance at beginning of period
8,222
8,159
8,208
8,152
Issued for exercise of stock options
27
—
43
6
Share-based compensation
8
8
15
15
Other transactions, net
1
( 1
)
( 8
)
( 7
)
Balance at end of period
8,258
8,166
8,258
8,166
Retained earnings (accumulated deficit):
Balance at beginning of period
962
( 109
)
411
( 3
)
Net earnings
1,028
72
1,709
222
Dividends on common shares
( 129
)
—
( 259
)
( 256
)
Balance at end of period
1,861
( 37
)
1,861
( 37
)
Accumulated other comprehensive loss:
Balance at beginning of period
( 792
)
( 901
)
( 822
)
( 904
)
Other comprehensive income
136
41
166
44
Balance at end of period ( Note 12 )
( 656
)
( 860
)
( 656
)
( 860
)
Total equity:
Balance at end of period
$
10,400
$
8,202
$
10,400
$
8,202
Dividends paid per common share
$
0.17
$
—
$
0.34
$
0.34
See accompanying Notes to Consolidated Financial Statements .
5
INDEX FOR NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1:
BASIS OF PRESENTATION
7
NOTE 2:
BUSINESS SEGMENTS
7
NOTE 3:
REVENUE RECOGNITION
8
NOTE 4:
NET EARNINGS PER SHARE
8
NOTE 5:
INVENTORIES
9
NOTE 6:
VARIABLE INTEREST ENTITIES
9
NOTE 7:
PENSION AND OTHER POST-EMPLOYMENT BENEFIT PLANS
10
NOTE 8:
ACCRUED LIABILITIES
10
NOTE 9:
LONG-TERM DEBT AND LINE OF CREDIT
11
NOTE 10:
FAIR VALUE OF FINANCIAL INSTRUMENTS
11
NOTE 11:
LEGAL PROCEEDINGS, COMMITMENTS AND CONTINGENCIES
11
NOTE 12:
ACCUMULATED OTHER COMPREHENSIVE LOSS
12
NOTE 13:
SHARE-BASED COMPENSATION
12
NOTE 14:
TIMBERLAND ACQUISITIONS AND DIVESTITURES
13
NOTE 15:
OTHER OPERATING COSTS, NET
13
NOTE 16:
INCOME TAXES
13
6
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
FOR THE QUARTERS AND YEAR-TO-DATE PERIODS ENDED JUNE 30, 2021 AND 2020
NOTE 1: BASIS OF PRESENTATION
Our consolidated financial statements provide an overall view of our results of operations, financial condition and cash flows. They include our accounts and the accounts of entities we control, including majority-owned domestic and foreign subsidiaries. They do not include our intercompany transactions and accounts, which are eliminated. Throughout these Notes to Consolidated Financial Statements, unless specified otherwise, references to “Weyerhaeuser,” “we,” “the company” and “our” refer to the consolidated company.
The accompanying unaudited Consolidated Financial Statements reflect all adjustments that are, in the opinion of management, necessary for a fair presentation of our financial position, results of operations and cash flows for the interim periods presented. Except as otherwise disclosed in these Notes to Consolidated Financial Statements, such adjustments are of a normal, recurring nature. The Consolidated Financial Statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission pertaining to interim financial statements. Certain information and footnote disclosures normally included in our annual Consolidated Financial Statements have been condensed or omitted. These quarterly Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the year ended December 31, 2020. Results of operations for interim periods should not necessarily be regarded as indicative of the results that may be expected for the full year.
NOTE 2: BUSINESS SEGMENTS
We are principally engaged in growing and harvesting timber; manufacturing, distributing and selling products made from trees; maximizing the value of every acre we own through the sale of higher and better use (HBU) properties; and monetizing the value of surface and subsurface assets through leases and royalties. Our business segments are categorized based primarily on products and services which include:
●
Timberlands – Logs, timber, recreational leases and other products;
●
Real Estate, Energy and Natural Resources (Real Estate & ENR) – Real Estate (sales of timberlands) and ENR (rights to explore for and extract hard minerals, construction materials, natural gas, and wind and solar resources) and
●
Wood Products – Structural lumber, oriented strand board, engineered wood products and building materials distribution.
A reconciliation of our business segment information to the respective information in the Consolidated Statement of Operations is as follows:
QUARTER ENDED
YEAR-TO-DATE ENDED
DOLLAR AMOUNTS IN MILLIONS
JUNE 2021
JUNE 2020
JUNE 2021
JUNE 2020
Sales to unaffiliated customers:
Timberlands
$
405
$
359
$
784
$
740
Real Estate & ENR
110
65
216
177
Wood Products
2,629
1,207
4,650
2,442
3,144
1,631
5,650
3,359
Intersegment sales:
Timberlands
136
121
270
243
Total sales
3,280
1,752
5,920
3,602
Intersegment eliminations
( 136
)
( 121
)
( 270
)
( 243
)
Total
$
3,144
$
1,631
$
5,650
$
3,359
Net contribution (charge) to earnings:
Timberlands
$
113
$
75
$
221
$
180
Real Estate & ENR
63
19
129
55
Wood Products
1,338
159
2,178
293
1,514
253
2,528
528
Unallocated items (1)
( 84
)
( 18
)
( 149
)
( 61
)
Net contribution to earnings
1,430
235
2,379
467
Interest expense, net of capitalized interest
( 78
)
( 103
)
( 157
)
( 188
)
Earnings before income taxes
1,352
132
2,222
279
Income taxes
( 324
)
( 60
)
( 513
)
( 57
)
Net earnings
$
1,028
$
72
$
1,709
$
222
(1)
Unallocated items are gains or charges not related to, or allocated to, an individual operating segment. They include all or a portion of items such as share-based compensation, pension and post-employment costs, elimination of intersegment profit in inventory and LIFO, foreign exchange transaction gains and losses, interest income and other as well as legacy obligations.
7
NOTE 3: REVENUE RECOGNITION
A reconciliation of revenue recognized by our major products:
QUARTER ENDED
YEAR-TO-DATE ENDED
DOLLAR AMOUNTS IN MILLIONS
JUNE 2021
JUNE 2020
JUNE 2021
JUNE 2020
Net sales to unaffiliated customers:
Timberlands segment
Delivered logs:
West
Domestic sales
$
80
$
71
$
159
$
158
Export grade sales
142
108
264
198
Subtotal West
222
179
423
356
South
145
145
276
295
North
9
7
25
24
Subtotal delivered logs sales
376
331
724
675
Stumpage and pay-as-cut timber
7
5
13
10
Recreational and other lease revenue
16
16
32
31
Other (1)
6
7
15
24
Net sales attributable to Timberlands segment
405
359
784
740
Real Estate & ENR segment
Real estate
83
48
167
143
Energy and natural resources
27
17
49
34
Net sales attributable to Real Estate & ENR segment
110
65
216
177
Wood Products segment
Structural lumber
1,349
538
2,339
1,046
Oriented strand board
605
179
1,043
369
Engineered solid section
166
111
308
238
Engineered I-joists
104
70
187
148
Softwood plywood
69
34
125
73
Medium density fiberboard
43
33
91
77
Complementary building products
213
169
384
322
Other (2)
80
73
173
169
Net sales attributable to Wood Products segment
2,629
1,207
4,650
2,442
Total net sales
$
3,144
$
1,631
$
5,650
$
3,359
( 1 )
Other Timberlands sales include sales of seeds and seedlings from our nursery operations as well as wood chips.
( 2 )
Other Wood Products sales include wood chips, other byproducts and third-party residual log sales from our Canadian Forestlands operations.
NOTE 4: NET EARNINGS PER SHARE
Our basic and diluted earnings per share were:
●
$ 1.37 during second quarter 2021 and $ 2.28 during year-to-date 2021;
●
$ 0.10 during second quarter 2020 and $ 0.30 during year-to-date 2020.
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. Diluted earnings per share is net earnings divided by the sum of the weighted average number of our outstanding common shares and the effect of our outstanding dilutive potential common shares.
8
QUARTER ENDED
YEAR-TO-DATE ENDED
SHARES IN THOUSANDS
JUNE 2021
JUNE 2020
JUNE 2021
JUNE 2020
Weighted average common shares outstanding – basic
750,127
746,896
749,429
746,715
Dilutive potential common shares:
Stock options
443
—
330
169
Restricted stock units
659
38
699
161
Performance share units
279
50
315
25
Total effect of outstanding dilutive potential common shares
1,381
88
1,344
355
Weighted average common shares outstanding – dilutive
751,508
746,984
750,773
747,070
We use the treasury stock method to calculate the dilutive effect of our outstanding stock options, restricted stock units and performance share units.
Potential Shares Not Included in the Computation of Diluted Earnings per Share
The following shares were not included in the computation of diluted earnings per share because they were either antidilutive or the required performance or market conditions were not met. Some or all of these shares may be dilutive potential common shares in future periods.
QUARTER ENDED
YEAR-TO-DATE ENDED
SHARES IN THOUSANDS
JUNE 2021
JUNE 2020
JUNE 2021
JUNE 2020
Stock options
—
4,676
—
4,676
Performance share units
1,142
1,139
1,142
1,139
NOTE 5: INVENTORIES
Inventories include raw materials, work-in-process, finished goods, as well as materials and supplies.
DOLLAR AMOUNTS IN MILLIONS
JUNE 30,
2021
DECEMBER 31,
2020
LIFO inventories:
Logs
$
17
$
24
Lumber, plywood, panels and fiberboard
80
59
Other products
10
9
Moving average cost or FIFO inventories:
Logs
67
64
Lumber, plywood, panels, fiberboard and engineered wood products
104
84
Other products
109
100
Materials and supplies
112
103
Total
$
499
$
443
LIFO – the last-in, first-out method – applies to major inventory products held at our U.S. locations. The moving average cost method or FIFO – the first-in, first-out method – applies to the balance of our U.S. raw material and product inventories, all material and supply inventories and all foreign inventories.
NOTE 6: VARIABLE INTEREST ENTITIES
From 2002 through 2004, we sold certain nonstrategic timberlands. As a result of these sales, buyer-sponsored and monetization variable interest entities, or special purpose entities (SPEs), were formed. We were the primary beneficiary and consolidated the assets and liabilities of the SPEs involved in these transactions.
The assets of the buyer-sponsored SPEs were financial investments which consisted of bank guarantees. These bank guarantees were in turn backed by bank notes, which were the liabilities of the monetization SPEs. Interest earned from the financial investments within the buyer-sponsored SPEs was used to pay interest accrued on the corresponding monetization SPE’s note.
During first quarter 2020, we received $ 362 million in proceeds from our final buyer-sponsored SPE at maturity. The corresponding $ 302 million in liabilities of this SPE was paid in third quarter 2019.
9
NOTE 7: PENSION AND OTHER POST-EMPLOYMENT BENEFIT PLANS
The components of net periodic benefit cost are:
PENSION
QUARTER ENDED
YEAR-TO-DATE ENDED
DOLLAR AMOUNTS IN MILLIONS
JUNE 2021
JUNE 2020
JUNE 2021
JUNE 2020
Service cost
$
10
$
8
$
21
$
18
Interest cost
25
34
49
69
Expected return on plan assets
( 53
)
( 57
)
( 102
)
( 116
)
Amortization of actuarial loss
27
31
57
61
Amortization of prior service cost
—
1
1
2
Total net periodic benefit cost – pension
$
9
$
17
$
26
$
34
OTHER POST-EMPLOYMENT BENEFITS
QUARTER ENDED
YEAR-TO-DATE ENDED
DOLLAR AMOUNTS IN MILLIONS
JUNE 2021
JUNE 2020
JUNE 2021
JUNE 2020
Interest cost
$
1
$
1
$
2
$
2
Amortization of actuarial loss
—
—
2
1
Amortization of prior service credit
1
—
—
—
Total net periodic benefit cost – other post-employment benefits
$
2
$
1
$
4
$
3
For the periods presented, service cost is included in “Costs of sales,” “Selling expenses,” and “General and administrative expenses” with the remaining components included in “Non-operating pension and other post-employment benefit costs” in the Consolidated Statement of Operations .
Fair Value of Pension Plan Assets and Obligations
In our year-end reporting process, we estimate the fair value of pension plan assets based upon the information available at that time. For certain assets, primarily private equity funds, the information available consists of net asset values as of an interim date, cash flows between the interim date and the end of the year and market events. We update the year-end estimated fair value of pension plan assets in the 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.
During second quarter 2021, we recorded an increase to the beginning of the year fair value of the pension assets of $ 155 million, or 5 percent. We also updated our census data that is used to estimate our beginning of the year projected benefit obligation for our pension plans, which resulted in a projected benefit obligation increase of $ 17 million, or less than 1 percent. The net effect of these updates was a $ 138 million improvement in funded status. This change in funded status was reflected on our Consolidated Balance Sheet as of June 30, 2021.
NOTE 8: ACCRUED LIABILITIES
Accrued liabilities were comprised of the following:
DOLLAR AMOUNTS IN MILLIONS
JUNE 30,
2021
DECEMBER 31,
2020
Compensation and employee benefit costs
$
185
$
204
Current portion of lease liabilities
23
26
Customer rebates, volume discounts and deferred income
160
111
Interest
86
87
Taxes payable
235
75
Other
86
93
Total
$
775
$
596
10
NOTE 9: LONG-TERM DEBT AND LINE OF CREDIT
In May 2021, we repaid our $ 225 million variable-rate term loan that was scheduled to mature in July 2026 .
In March 2020, we issued $ 750 million of 4.00 percent notes due in April 2030 . The net proceeds after deducting the discount, underwriting fees and issuance costs were $ 732 million. In May 2020, a portion of the net proceeds was used to redeem our $ 569 million 4.70 percent notes due in March 2021 . A net pretax charge of $ 11 million was included in “Interest expense, net of capitalized interest” in the Consolidated Statement of Operations in second quarter 2020 for the make-whole premium in connection with the early extinguishment of the $ 569 million notes, partially offset by the write-off of an unamortized fair value step-up adjustment.
In January 2020, we refinanced and extended our $ 1.5 billion five-year senior unsecured revolving credit facility, which expires in January 2025 . Borrowings are at LIBOR plus a spread or at other interest rates mutually agreed upon between the borrower and the lending banks. We had no outstanding borrowings on our credit facility as of June 30, 2021 and December 31, 2020.
NOTE 10: FAIR VALUE OF FINANCIAL INSTRUMENTS
The estimated fair values and carrying values of our long-term debt and line of credit consisted of the following:
JUNE 30,
2021
DECEMBER 31,
2020
DOLLAR AMOUNTS IN MILLIONS
CARRYING
VALUE
FAIR VALUE
(LEVEL 2)
CARRYING
VALUE
FAIR VALUE
(LEVEL 2)
Long-term debt (including current maturities) and line of credit:
Fixed rate
$
5,250
$
6,529
$
5,250
$
6,718
Variable rate
—
—
225
225
Total debt
$
5,250
$
6,529
$
5,475
$
6,943
To estimate the fair value of fixed rate long-term debt, we used the market approach, which is based on quoted market prices we received for the same types and issues of our debt. We believe that our variable rate long-term debt and line of credit instruments have net carrying values that approximate their fair values with only insignificant differences. The inputs to these valuations are based on market data obtained from independent sources or information derived principally from observable market data. The difference between the fair value and the carrying value represents the theoretical net premium or discount we would pay or receive to retire all debt at the measurement date.
Fair Value of Other Financial Instruments
We believe that our other financial instruments, including cash and cash equivalents, short-term investments, and receivables and payables, have net carrying values that approximate their fair values with only insignificant differences. This is primarily due to the short-term nature of these instruments and the allowance for doubtful accounts.
NOTE 11: LEGAL PROCEEDINGS, COMMITMENTS AND CONTINGENCIES
Legal Proceedings
We are party to various legal proceedings arising in the ordinary course of business. We are not currently a party to any legal proceeding that management believes could have a material adverse effect on our Consolidated Statement of Operations , Consolidated Balance Sheet or Consolidated Statement of Cash Flows .
Environmental Matters
Site Remediation
Under the federal Comprehensive Environmental Response, Compensation and Liability Act (CERCLA) – commonly known as the “Superfund” – and similar state laws, we:
●
are a party to various proceedings related to the cleanup of hazardous waste sites and
●
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 June 30, 2021, our total accrual for future estimated remediation costs on active Superfund sites and other sites for which we are potentially responsible was approximately $ 58 million. These amounts are recorded in "Accrued liabilities" and "Other liabilities" on our Consolidated Balance Sheet .
11
NOTE 12: ACCUMULATED OTHER COMPREHENSIVE LOSS
Changes in amounts included in our accumulated other comprehensive loss by component are:
QUARTER ENDED
YEAR-TO-DATE ENDED
DOLLAR AMOUNTS IN MILLIONS
JUNE 2021
JUNE 2020
JUNE 2021
JUNE 2020
Pension (1)
Balance at beginning of period
$
( 1,044
)
$
( 1,084
)
$
( 1,064
)
$
( 1,128
)
Other comprehensive income before reclassifications
100
—
96
20
Amounts reclassified from accumulated other comprehensive loss to earnings (2)
20
24
44
48
Total other comprehensive income
120
24
140
68
Balance at end of period
( 924
)
( 1,060
)
( 924
)
( 1,060
)
Other Post-Employment Benefits (1)
Balance at beginning of period
$
( 11
)
$
( 11
)
$
( 12
)
$
( 12
)
Amounts reclassified from accumulated other comprehensive loss to earnings (2)
1
—
2
1
Total other comprehensive income
1
—
2
1
Balance at end of period
( 10
)
( 11
)
( 10
)
( 11
)
Translation Adjustments and Other
Balance at beginning of period
$
263
$
194
$
254
$
236
Translation adjustments
15
17
24
( 25
)
Total other comprehensive income (loss)
15
17
24
( 25
)
Balance at end of period
278
211
278
211
Accumulated other comprehensive loss, end of period
$
( 656
)
$
( 860
)
$
( 656
)
$
( 860
)
(1)
Amounts presented are net of tax.
(2)
Amounts of actuarial loss and prior service (cost) credit are components of net periodic benefit cost (credit). See Note 7: Pension and Other Post-Employment Benefit Plans .
NOTE 13: SHARE-BASED COMPENSATION
Share-based compensation activity during year-to-date 2021 included the following:
SHARES IN THOUSANDS
GRANTED
VESTED
Restricted stock units (RSUs)
769
781
Performance share units (PSUs)
354
229
A total of 2.4 million shares of common stock were issued as a result of RSU vestings, PSU vestings and stock option exercises.
Restricted Stock Units
The weighted average fair value of the RSUs granted in 2021 was $ 34.38 . The vesting provisions for RSUs granted in 2021 were consistent with prior year grants.
Performance Share Units
The weighted average grant date fair value of PSUs granted in 2021 was $ 38.50 . The final number of shares granted in 2021 will vest between a range of 0 percent to 150 percent of each grant's target, depending upon actual company performance compared against an industry peer group. PSUs granted in 2021 will vest at a maximum of 100 percent of target value in the event of negative absolute company total shareholder return.
Weighted Average Assumptions Used in Estimating the Value of Performance Share Units Granted in 2021
PERFORMANCE SHARE UNITS
Performance period
2/11/2021 – 12/31/2023
Valuation date average stock price (1)
$ 34.14
Expected dividends
1.99 %
Risk-free rate
0.02% – 0.20%
Expected volatility
32.87% – 52.82%
(1)
Calculated as an average of the high and low prices on grant date.
12
NOTE 14: TIMBERLAND ACQUISITIONS AND DIVESTITURES
Washington Divestiture
On April 30, 2021, we announced an agreement to sell 145,000 acres of timberlands in the North Cascades region of Washington. On July 7, 2021, we completed the sale for $ 261 million in cash proceeds, which is net of purchase price adjustments and closing costs. This transaction was structured as a like-kind exchange along with the Alabama acquisition discussed below. As a result of the sale, a gain of approximately $ 30 million will be recorded in the Timberlands segment in our third quarter 2021 Consolidated Statement of Operations .
This divestiture is not considered a strategic shift that has, or will have, a major effect on our operations or financial results and therefore does not meet the requirements for presentation as discontinued operations. However, the related assets have met the relevant criteria to be classified as held for sale in the current period Consolidated Balance Sheet . The designation as held for sale requires us to record the related net assets at the lower of their current cost basis or fair value, less an amount of estimated selling costs. This classification does not affect the presentation in the Consolidated Statement of Operations . The held for sale classification did change the presentation of the related assets from long-term to current on our Consolidated Balance Sheet .
As of June 30, 2021, “Assets held for sale” had a balance of $ 229 million, which consisted primarily of timberlands and other related assets.
Alabama Acquisition
On February 25, 2021, we announced an agreement to purchase 69,200 acres of southwest Alabama timberlands for approximately $ 149 million. We completed the purchase on April 27, 2021 and recorded $ 148 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 . As discussed above, this transaction was structured as a like-kind exchange, and therefore, the southwest Alabama timberlands were held on our behalf by an intermediary as of June 30, 2021 .
Montana Divestiture
On December 17, 2019, we announced an agreement to sell 630,000 acres of Montana timberlands, which was part of our Timberlands business segment. On March 26, 2020, we completed the sale for $ 145 million in cash proceeds, which is net of purchase price adjustments and closing costs. Due to the impairment recorded during fourth quarter 2019, no material gain or loss was recorded as a result of this sale.
The divestiture was not considered a strategic shift that had or will have a major effect on our operations or financial results and therefore did not meet the requirements for presentation as discontinued operations.
NOTE 15: OTHER OPERATING COSTS, NET
Other operating costs, net were comprised of the following:
QUARTER ENDED
YEAR-TO-DATE ENDED
DOLLAR AMOUNTS IN MILLIONS
JUNE 2021
JUNE 2020
JUNE 2021
JUNE 2020
Foreign exchange losses (gains), net
$
1
$
( 3
)
$
3
$
5
Litigation expense, net
3
6
6
2
Product remediation recovery
—
( 8
)
—
( 8
)
Research and development expenses
1
2
2
3
Other, net
8
6
12
11
Total other operating costs, net
$
13
$
3
$
23
$
13
NOTE 16: INCOME TAXES
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. We are required to pay corporate income taxes on earnings of our wholly-owned Taxable REIT Subsidiaries (TRSs), which includes our Wood Products segment earnings and portions of our Timberlands and Real Estate & ENR segments' earnings.
The quarterly provision for income taxes is based on our current estimate of the annual effective tax rate and is adjusted for discrete taxable events that have occurred during the year. Our 2021 estimated annual effective tax rate, excluding discrete items, differs from the U.S. federal statutory tax rate of 21 percent primarily due to state and foreign income taxes and tax benefits associated with our nontaxable REIT earnings.
13
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.