wy-10q_20200630.htm
0000106535 --12-31 Large Accelerated Filer Q2 false 2030-04-30 2021-03-31 2029-11-30 2019-10-31 P5Y 2025-01-31 2020-02-13 0.0145 0.2002 2022-12-31 0.0162 0.2240 0000106535 2020-01-01 2020-06-30 xbrli:shares 0000106535 2020-07-27 iso4217:USD 0000106535 2020-04-01 2020-06-30 0000106535 2019-04-01 2019-06-30 0000106535 2019-01-01 2019-06-30 iso4217:USD xbrli:shares 0000106535 2020-06-30 0000106535 2019-12-31 0000106535 2018-12-31 0000106535 2019-06-30 0000106535 us-gaap:CommonStockMember 2020-03-31 0000106535 us-gaap:CommonStockMember 2019-03-31 0000106535 us-gaap:CommonStockMember 2019-12-31 0000106535 us-gaap:CommonStockMember 2018-12-31 0000106535 us-gaap:CommonStockMember 2020-04-01 2020-06-30 0000106535 us-gaap:CommonStockMember 2019-04-01 2019-06-30 0000106535 us-gaap:CommonStockMember 2020-01-01 2020-06-30 0000106535 us-gaap:CommonStockMember 2019-01-01 2019-06-30 0000106535 us-gaap:CommonStockMember 2020-06-30 0000106535 us-gaap:CommonStockMember 2019-06-30 0000106535 us-gaap:AdditionalPaidInCapitalMember 2020-03-31 0000106535 us-gaap:AdditionalPaidInCapitalMember 2019-03-31 0000106535 us-gaap:AdditionalPaidInCapitalMember 2019-12-31 0000106535 us-gaap:AdditionalPaidInCapitalMember 2018-12-31 0000106535 us-gaap:AdditionalPaidInCapitalMember 2020-04-01 2020-06-30 0000106535 us-gaap:AdditionalPaidInCapitalMember 2019-04-01 2019-06-30 0000106535 us-gaap:AdditionalPaidInCapitalMember 2020-01-01 2020-06-30 0000106535 us-gaap:AdditionalPaidInCapitalMember 2019-01-01 2019-06-30 0000106535 us-gaap:AdditionalPaidInCapitalMember 2020-06-30 0000106535 us-gaap:AdditionalPaidInCapitalMember 2019-06-30 0000106535 us-gaap:RetainedEarningsMember 2020-03-31 0000106535 us-gaap:RetainedEarningsMember 2019-03-31 0000106535 us-gaap:RetainedEarningsMember 2019-12-31 0000106535 us-gaap:RetainedEarningsMember 2018-12-31 0000106535 us-gaap:RetainedEarningsMember 2020-04-01 2020-06-30 0000106535 us-gaap:RetainedEarningsMember 2019-04-01 2019-06-30 0000106535 us-gaap:RetainedEarningsMember 2020-01-01 2020-06-30 0000106535 us-gaap:RetainedEarningsMember 2019-01-01 2019-06-30 0000106535 us-gaap:RetainedEarningsMember 2020-06-30 0000106535 us-gaap:RetainedEarningsMember 2019-06-30 0000106535 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-03-31 0000106535 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-03-31 0000106535 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-12-31 0000106535 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2018-12-31 0000106535 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-04-01 2020-06-30 0000106535 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-04-01 2019-06-30 0000106535 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-01-01 2020-06-30 0000106535 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-01-01 2019-06-30 0000106535 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-06-30 0000106535 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-06-30 0000106535 wy:TimberlandsMember us-gaap:OperatingSegmentsMember 2020-04-01 2020-06-30 0000106535 wy:TimberlandsMember us-gaap:OperatingSegmentsMember 2019-04-01 2019-06-30 0000106535 wy:TimberlandsMember us-gaap:OperatingSegmentsMember 2020-01-01 2020-06-30 0000106535 wy:TimberlandsMember us-gaap:OperatingSegmentsMember 2019-01-01 2019-06-30 0000106535 wy:REENRMember us-gaap:OperatingSegmentsMember 2020-04-01 2020-06-30 0000106535 wy:REENRMember us-gaap:OperatingSegmentsMember 2019-04-01 2019-06-30 0000106535 wy:REENRMember us-gaap:OperatingSegmentsMember 2020-01-01 2020-06-30 0000106535 wy:REENRMember us-gaap:OperatingSegmentsMember 2019-01-01 2019-06-30 0000106535 wy:WoodProductsMember us-gaap:OperatingSegmentsMember 2020-04-01 2020-06-30 0000106535 wy:WoodProductsMember us-gaap:OperatingSegmentsMember 2019-04-01 2019-06-30 0000106535 wy:WoodProductsMember us-gaap:OperatingSegmentsMember 2020-01-01 2020-06-30 0000106535 wy:WoodProductsMember us-gaap:OperatingSegmentsMember 2019-01-01 2019-06-30 0000106535 wy:TimberlandsMember us-gaap:IntersegmentEliminationMember 2020-04-01 2020-06-30 0000106535 wy:TimberlandsMember us-gaap:IntersegmentEliminationMember 2019-04-01 2019-06-30 0000106535 wy:TimberlandsMember us-gaap:IntersegmentEliminationMember 2020-01-01 2020-06-30 0000106535 wy:TimberlandsMember us-gaap:IntersegmentEliminationMember 2019-01-01 2019-06-30 0000106535 us-gaap:OperatingSegmentsMember 2020-04-01 2020-06-30 0000106535 us-gaap:OperatingSegmentsMember 2019-04-01 2019-06-30 0000106535 us-gaap:OperatingSegmentsMember 2020-01-01 2020-06-30 0000106535 us-gaap:OperatingSegmentsMember 2019-01-01 2019-06-30 0000106535 us-gaap:IntersegmentEliminationMember 2020-04-01 2020-06-30 0000106535 us-gaap:IntersegmentEliminationMember 2019-04-01 2019-06-30 0000106535 us-gaap:IntersegmentEliminationMember 2020-01-01 2020-06-30 0000106535 us-gaap:IntersegmentEliminationMember 2019-01-01 2019-06-30 0000106535 us-gaap:CorporateNonSegmentMember 2020-04-01 2020-06-30 0000106535 us-gaap:CorporateNonSegmentMember 2019-04-01 2019-06-30 0000106535 us-gaap:CorporateNonSegmentMember 2020-01-01 2020-06-30 0000106535 us-gaap:CorporateNonSegmentMember 2019-01-01 2019-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember wy:WestMember wy:DomesticMember 2020-04-01 2020-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember wy:WestMember wy:DomesticMember 2019-04-01 2019-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember wy:WestMember wy:DomesticMember 2020-01-01 2020-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember wy:WestMember wy:DomesticMember 2019-01-01 2019-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember wy:WestMember wy:ExportSalesMember 2020-04-01 2020-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember wy:WestMember wy:ExportSalesMember 2019-04-01 2019-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember wy:WestMember wy:ExportSalesMember 2020-01-01 2020-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember wy:WestMember wy:ExportSalesMember 2019-01-01 2019-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember wy:WestMember 2020-04-01 2020-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember wy:WestMember 2019-04-01 2019-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember wy:WestMember 2020-01-01 2020-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember wy:WestMember 2019-01-01 2019-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember wy:SouthMember 2020-04-01 2020-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember wy:SouthMember 2019-04-01 2019-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember wy:SouthMember 2020-01-01 2020-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember wy:SouthMember 2019-01-01 2019-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember wy:NorthMember 2020-04-01 2020-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember wy:NorthMember 2019-04-01 2019-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember wy:NorthMember 2020-01-01 2020-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember wy:NorthMember 2019-01-01 2019-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember 2020-04-01 2020-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember 2019-04-01 2019-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember 2020-01-01 2020-06-30 0000106535 wy:TimberlandsMember wy:DeliveredlogsMember 2019-01-01 2019-06-30 0000106535 wy:TimberlandsMember wy:StumpageandpayascuttimberMember 2020-04-01 2020-06-30 0000106535 wy:TimberlandsMember wy:StumpageandpayascuttimberMember 2019-04-01 2019-06-30 0000106535 wy:TimberlandsMember wy:StumpageandpayascuttimberMember 2020-01-01 2020-06-30 0000106535 wy:TimberlandsMember wy:StumpageandpayascuttimberMember 2019-01-01 2019-06-30 0000106535 wy:TimberlandsMember wy:RecreationalandotherleaserevenueMember 2020-04-01 2020-06-30 0000106535 wy:TimberlandsMember wy:RecreationalandotherleaserevenueMember 2019-04-01 2019-06-30 0000106535 wy:TimberlandsMember wy:RecreationalandotherleaserevenueMember 2020-01-01 2020-06-30 0000106535 wy:TimberlandsMember wy:RecreationalandotherleaserevenueMember 2019-01-01 2019-06-30 0000106535 wy:TimberlandsMember wy:OtherproductsMember 2020-04-01 2020-06-30 0000106535 wy:TimberlandsMember wy:OtherproductsMember 2019-04-01 2019-06-30 0000106535 wy:TimberlandsMember wy:OtherproductsMember 2020-01-01 2020-06-30 0000106535 wy:TimberlandsMember wy:OtherproductsMember 2019-01-01 2019-06-30 0000106535 wy:TimberlandsMember 2020-04-01 2020-06-30 0000106535 wy:TimberlandsMember 2019-04-01 2019-06-30 0000106535 wy:TimberlandsMember 2020-01-01 2020-06-30 0000106535 wy:TimberlandsMember 2019-01-01 2019-06-30 0000106535 wy:REENRMember wy:RealestatesalesMember 2020-04-01 2020-06-30 0000106535 wy:REENRMember wy:RealestatesalesMember 2019-04-01 2019-06-30 0000106535 wy:REENRMember wy:RealestatesalesMember 2020-01-01 2020-06-30 0000106535 wy:REENRMember wy:RealestatesalesMember 2019-01-01 2019-06-30 0000106535 wy:REENRMember wy:EnergyandnaturalresourcesproductsMember 2020-04-01 2020-06-30 0000106535 wy:REENRMember wy:EnergyandnaturalresourcesproductsMember 2019-04-01 2019-06-30 0000106535 wy:REENRMember wy:EnergyandnaturalresourcesproductsMember 2020-01-01 2020-06-30 0000106535 wy:REENRMember wy:EnergyandnaturalresourcesproductsMember 2019-01-01 2019-06-30 0000106535 wy:REENRMember 2020-04-01 2020-06-30 0000106535 wy:REENRMember 2019-04-01 2019-06-30 0000106535 wy:REENRMember 2020-01-01 2020-06-30 0000106535 wy:REENRMember 2019-01-01 2019-06-30 0000106535 wy:WoodProductsMember wy:StructurallumberMember 2020-04-01 2020-06-30 0000106535 wy:WoodProductsMember wy:StructurallumberMember 2019-04-01 2019-06-30 0000106535 wy:WoodProductsMember wy:StructurallumberMember 2020-01-01 2020-06-30 0000106535 wy:WoodProductsMember wy:StructurallumberMember 2019-01-01 2019-06-30 0000106535 wy:WoodProductsMember wy:OrientedStrandBoardMember 2020-04-01 2020-06-30 0000106535 wy:WoodProductsMember wy:OrientedStrandBoardMember 2019-04-01 2019-06-30 0000106535 wy:WoodProductsMember wy:OrientedStrandBoardMember 2020-01-01 2020-06-30 0000106535 wy:WoodProductsMember wy:OrientedStrandBoardMember 2019-01-01 2019-06-30 0000106535 wy:WoodProductsMember wy:EngineeredSolidSectionMember 2020-04-01 2020-06-30 0000106535 wy:WoodProductsMember wy:EngineeredSolidSectionMember 2019-04-01 2019-06-30 0000106535 wy:WoodProductsMember wy:EngineeredSolidSectionMember 2020-01-01 2020-06-30 0000106535 wy:WoodProductsMember wy:EngineeredSolidSectionMember 2019-01-01 2019-06-30 0000106535 wy:WoodProductsMember wy:EngineeredIjoistsMember 2020-04-01 2020-06-30 0000106535 wy:WoodProductsMember wy:EngineeredIjoistsMember 2019-04-01 2019-06-30 0000106535 wy:WoodProductsMember wy:EngineeredIjoistsMember 2020-01-01 2020-06-30 0000106535 wy:WoodProductsMember wy:EngineeredIjoistsMember 2019-01-01 2019-06-30 0000106535 wy:WoodProductsMember wy:SoftwoodPlywoodMember 2020-04-01 2020-06-30 0000106535 wy:WoodProductsMember wy:SoftwoodPlywoodMember 2019-04-01 2019-06-30 0000106535 wy:WoodProductsMember wy:SoftwoodPlywoodMember 2020-01-01 2020-06-30 0000106535 wy:WoodProductsMember wy:SoftwoodPlywoodMember 2019-01-01 2019-06-30 0000106535 wy:WoodProductsMember wy:MediumdensityfiberboardMember 2020-04-01 2020-06-30 0000106535 wy:WoodProductsMember wy:MediumdensityfiberboardMember 2019-04-01 2019-06-30 0000106535 wy:WoodProductsMember wy:MediumdensityfiberboardMember 2020-01-01 2020-06-30 0000106535 wy:WoodProductsMember wy:MediumdensityfiberboardMember 2019-01-01 2019-06-30 0000106535 wy:WoodProductsMember wy:ComplementarybuildingproductsMember 2020-04-01 2020-06-30 0000106535 wy:WoodProductsMember wy:ComplementarybuildingproductsMember 2019-04-01 2019-06-30 0000106535 wy:WoodProductsMember wy:ComplementarybuildingproductsMember 2020-01-01 2020-06-30 0000106535 wy:WoodProductsMember wy:ComplementarybuildingproductsMember 2019-01-01 2019-06-30 0000106535 wy:WoodProductsMember wy:OtherproductsMember 2020-04-01 2020-06-30 0000106535 wy:WoodProductsMember wy:OtherproductsMember 2019-04-01 2019-06-30 0000106535 wy:WoodProductsMember wy:OtherproductsMember 2020-01-01 2020-06-30 0000106535 wy:WoodProductsMember wy:OtherproductsMember 2019-01-01 2019-06-30 0000106535 wy:WoodProductsMember 2020-04-01 2020-06-30 0000106535 wy:WoodProductsMember 2019-04-01 2019-06-30 0000106535 wy:WoodProductsMember 2020-01-01 2020-06-30 0000106535 wy:WoodProductsMember 2019-01-01 2019-06-30 0000106535 us-gaap:EmployeeStockOptionMember 2020-04-01 2020-06-30 0000106535 us-gaap:EmployeeStockOptionMember 2019-04-01 2019-06-30 0000106535 us-gaap:EmployeeStockOptionMember 2020-01-01 2020-06-30 0000106535 us-gaap:EmployeeStockOptionMember 2019-01-01 2019-06-30 0000106535 us-gaap:RestrictedStockMember 2020-04-01 2020-06-30 0000106535 us-gaap:RestrictedStockMember 2019-04-01 2019-06-30 0000106535 us-gaap:RestrictedStockMember 2020-01-01 2020-06-30 0000106535 us-gaap:RestrictedStockMember 2019-01-01 2019-06-30 0000106535 us-gaap:PerformanceSharesMember 2020-04-01 2020-06-30 0000106535 us-gaap:PerformanceSharesMember 2019-04-01 2019-06-30 0000106535 us-gaap:PerformanceSharesMember 2020-01-01 2020-06-30 0000106535 us-gaap:PerformanceSharesMember 2019-01-01 2019-06-30 0000106535 us-gaap:EmployeeStockOptionMember 2020-04-01 2020-06-30 0000106535 us-gaap:EmployeeStockOptionMember 2019-04-01 2019-06-30 0000106535 us-gaap:EmployeeStockOptionMember 2020-01-01 2020-06-30 0000106535 us-gaap:EmployeeStockOptionMember 2019-01-01 2019-06-30 0000106535 us-gaap:RestrictedStockMember 2020-04-01 2020-06-30 0000106535 us-gaap:RestrictedStockMember 2019-04-01 2019-06-30 0000106535 us-gaap:RestrictedStockMember 2020-01-01 2020-06-30 0000106535 us-gaap:RestrictedStockMember 2019-01-01 2019-06-30 0000106535 us-gaap:PerformanceSharesMember 2020-04-01 2020-06-30 0000106535 us-gaap:PerformanceSharesMember 2019-04-01 2019-06-30 0000106535 us-gaap:PerformanceSharesMember 2020-01-01 2020-06-30 0000106535 us-gaap:PerformanceSharesMember 2019-01-01 2019-06-30 0000106535 2019-02-07 0000106535 wy:LogsAndChipsMember 2020-06-30 0000106535 wy:LogsAndChipsMember 2019-12-31 0000106535 wy:LumberPlywoodandPanelsMember 2020-06-30 0000106535 wy:LumberPlywoodandPanelsMember 2019-12-31 0000106535 wy:InventoryOtherProductsMember 2020-06-30 0000106535 wy:InventoryOtherProductsMember 2019-12-31 0000106535 wy:LumberPlywoodPanelsAndEngineeredLumberMember 2020-06-30 0000106535 wy:LumberPlywoodPanelsAndEngineeredLumberMember 2019-12-31 0000106535 wy:InventoryRawMaterialsandSuppliesMember 2020-06-30 0000106535 wy:InventoryRawMaterialsandSuppliesMember 2019-12-31 0000106535 2020-01-01 2020-03-31 0000106535 2019-01-01 2019-03-31 0000106535 2019-07-01 2019-09-30 0000106535 2018-10-01 2018-12-31 0000106535 us-gaap:PensionPlansDefinedBenefitMember 2020-04-01 2020-06-30 0000106535 us-gaap:PensionPlansDefinedBenefitMember 2019-04-01 2019-06-30 0000106535 us-gaap:PensionPlansDefinedBenefitMember 2020-01-01 2020-06-30 0000106535 us-gaap:PensionPlansDefinedBenefitMember 2019-01-01 2019-06-30 0000106535 us-gaap:OtherPostretirementBenefitPlansDefinedBenefitMember 2020-04-01 2020-06-30 0000106535 us-gaap:OtherPostretirementBenefitPlansDefinedBenefitMember 2019-04-01 2019-06-30 0000106535 us-gaap:OtherPostretirementBenefitPlansDefinedBenefitMember 2020-01-01 2020-06-30 0000106535 us-gaap:OtherPostretirementBenefitPlansDefinedBenefitMember 2019-01-01 2019-06-30 0000106535 country:US 2020-04-01 2020-06-30 0000106535 us-gaap:PensionPlansDefinedBenefitMember 2019-01-01 2019-03-31 xbrli:pure 0000106535 srt:MaximumMember 2020-06-30 0000106535 2019-01-01 2019-12-31 0000106535 wy:A400PercentDue2030Member 2020-03-31 0000106535 wy:A400PercentDue2030Member 2020-03-01 2020-03-31 0000106535 wy:A470PercentDue2021Member 2020-05-31 0000106535 2020-05-01 2020-05-31 0000106535 wy:A470PercentDue2021Member 2020-05-01 2020-05-31 0000106535 wy:A470PercentDue2021Member 2020-06-30 0000106535 wy:A400PercentDue2029Member 2019-02-28 0000106535 wy:A400PercentDue2029Member 2019-02-01 2019-02-28 0000106535 wy:A738PercentDue2019Member 2019-03-01 2019-03-31 0000106535 wy:A738PercentDue2019Member 2019-03-31 0000106535 2019-03-31 0000106535 wy:AmendedAndRestatedMember 2020-01-31 0000106535 wy:AmendedAndRestatedMember 2020-01-01 2020-01-31 0000106535 wy:FixedinterestrateMember 2020-06-30 0000106535 wy:FixedinterestrateMember 2019-12-31 0000106535 wy:VariableinterestrateMember 2020-06-30 0000106535 wy:VariableinterestrateMember 2019-12-31 0000106535 wy:AccumulatedPensionPlansDefinedBenefitPlansAdjustmentMember 2020-03-31 0000106535 wy:AccumulatedPensionPlansDefinedBenefitPlansAdjustmentMember 2019-03-31 0000106535 wy:AccumulatedPensionPlansDefinedBenefitPlansAdjustmentMember 2019-12-31 0000106535 wy:AccumulatedPensionPlansDefinedBenefitPlansAdjustmentMember 2018-12-31 0000106535 wy:AccumulatedPensionPlansDefinedBenefitPlansAdjustmentMember 2020-04-01 2020-06-30 0000106535 wy:AccumulatedPensionPlansDefinedBenefitPlansAdjustmentMember 2019-04-01 2019-06-30 0000106535 wy:AccumulatedPensionPlansDefinedBenefitPlansAdjustmentMember 2020-01-01 2020-06-30 0000106535 wy:AccumulatedPensionPlansDefinedBenefitPlansAdjustmentMember 2019-01-01 2019-06-30 0000106535 wy:AccumulatedPensionPlansDefinedBenefitPlansAdjustmentMember 2020-06-30 0000106535 wy:AccumulatedPensionPlansDefinedBenefitPlansAdjustmentMember 2019-06-30 0000106535 wy:AccumulatedOtherPostretirementBenefitPlansDefinedBenefitPlansAdjustmentMember 2020-03-31 0000106535 wy:AccumulatedOtherPostretirementBenefitPlansDefinedBenefitPlansAdjustmentMember 2019-03-31 0000106535 wy:AccumulatedOtherPostretirementBenefitPlansDefinedBenefitPlansAdjustmentMember 2019-12-31 0000106535 wy:AccumulatedOtherPostretirementBenefitPlansDefinedBenefitPlansAdjustmentMember 2018-12-31 0000106535 wy:AccumulatedOtherPostretirementBenefitPlansDefinedBenefitPlansAdjustmentMember 2020-04-01 2020-06-30 0000106535 wy:AccumulatedOtherPostretirementBenefitPlansDefinedBenefitPlansAdjustmentMember 2019-04-01 2019-06-30 0000106535 wy:AccumulatedOtherPostretirementBenefitPlansDefinedBenefitPlansAdjustmentMember 2020-01-01 2020-06-30 0000106535 wy:AccumulatedOtherPostretirementBenefitPlansDefinedBenefitPlansAdjustmentMember 2019-01-01 2019-06-30 0000106535 wy:AccumulatedOtherPostretirementBenefitPlansDefinedBenefitPlansAdjustmentMember 2020-06-30 0000106535 wy:AccumulatedOtherPostretirementBenefitPlansDefinedBenefitPlansAdjustmentMember 2019-06-30 0000106535 wy:AccumulatedTranslationAdjustmentAndOtherMember 2020-03-31 0000106535 wy:AccumulatedTranslationAdjustmentAndOtherMember 2019-03-31 0000106535 wy:AccumulatedTranslationAdjustmentAndOtherMember 2019-12-31 0000106535 wy:AccumulatedTranslationAdjustmentAndOtherMember 2018-12-31 0000106535 wy:AccumulatedTranslationAdjustmentAndOtherMember 2020-04-01 2020-06-30 0000106535 wy:AccumulatedTranslationAdjustmentAndOtherMember 2019-04-01 2019-06-30 0000106535 wy:AccumulatedTranslationAdjustmentAndOtherMember 2020-01-01 2020-06-30 0000106535 wy:AccumulatedTranslationAdjustmentAndOtherMember 2019-01-01 2019-06-30 0000106535 wy:AccumulatedTranslationAdjustmentAndOtherMember 2020-06-30 0000106535 wy:AccumulatedTranslationAdjustmentAndOtherMember 2019-06-30 0000106535 us-gaap:PerformanceSharesMember srt:MinimumMember 2020-06-30 0000106535 us-gaap:PerformanceSharesMember srt:MaximumMember 2020-06-30 0000106535 us-gaap:PerformanceSharesMember 2020-06-30 0000106535 srt:MinimumMember us-gaap:PerformanceSharesMember 2020-01-01 2020-06-30 0000106535 srt:MaximumMember us-gaap:PerformanceSharesMember 2020-01-01 2020-06-30 utr:acre 0000106535 country:MT 2019-12-17 2019-12-17 0000106535 country:MT 2020-03-26 2020-03-26

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 10-Q

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2020

or

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM              TO             

COMMISSION FILE NUMBER: 1-4825

 

WEYERHAEUSER COMPANY

(Exact name of registrant as specified in its charter)

 

 

Washington

 

91-0470860

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification Number)

 

 

 

220 Occidental Avenue South

Seattle, Washington

 

98104-7800

(Address of principal executive offices)

 

(Zip Code)

 

(206) 539-3000

(Registrant’s telephone number, including area code)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Common Stock, par value $1.25 per share

 

WY

 

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.      Yes      No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).      Yes      No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer

 

Accelerated filer

Non-accelerated filer

 

Smaller reporting company

Emerging growth company

 

 

 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes      No

As of July 27, 2020, 746,267 thousand shares of the registrant’s common stock ($1.25 par value) were outstanding.

 

 


 

TABLE OF CONTENTS

 

PART I

FINANCIAL INFORMATION

 

ITEM 1.

FINANCIAL STATEMENTS:

 

 

CONSOLIDATED STATEMENT OF OPERATIONS

1

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

2

 

CONSOLIDATED BALANCE SHEET

3

 

CONSOLIDATED STATEMENT OF CASH FLOWS

4

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

5

 

INDEX FOR NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

6

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

7

ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (MD&A)

14

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

29

ITEM 4.

CONTROLS AND PROCEDURES

29

 

 

 

PART II

OTHER INFORMATION

 

ITEM 1.

LEGAL PROCEEDINGS

29

ITEM 1A.

RISK FACTORS

29

ITEM 2.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

30

ITEM 3.

DEFAULTS UPON SENIOR SECURITIES

30

ITEM 4.

MINE SAFETY DISCLOSURES

30

ITEM 5.

OTHER INFORMATION

30

ITEM 6.

EXHIBITS

31

 

SIGNATURES

32

 

 

 

 


 

PART I – FINANCIAL INFORMATION

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 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Net sales (Note 3)

 

$

1,631

 

 

$

1,692

 

 

$

3,359

 

 

$

3,335

 

Costs of sales

 

 

1,283

 

 

 

1,390

 

 

 

2,665

 

 

 

2,712

 

Gross margin

 

 

348

 

 

 

302

 

 

 

694

 

 

 

623

 

Selling expenses

 

 

18

 

 

 

21

 

 

 

40

 

 

 

42

 

General and administrative expenses

 

 

84

 

 

 

80

 

 

 

158

 

 

 

169

 

Other operating costs, net (Note 15)

 

 

3

 

 

 

15

 

 

 

13

 

 

 

52

 

Operating income

 

 

243

 

 

 

186

 

 

 

483

 

 

 

360

 

Non-operating pension and other postretirement benefit costs (Note 7)

 

 

(10

)

 

 

(10

)

 

 

(19

)

 

 

(480

)

Interest income and other

 

 

2

 

 

 

6

 

 

 

3

 

 

 

16

 

Interest expense, net of capitalized interest

 

 

(103

)

 

 

(91

)

 

 

(188

)

 

 

(198

)

Earnings (loss) before income taxes

 

 

132

 

 

 

91

 

 

 

279

 

 

 

(302

)

Income taxes (Note 16)

 

 

(60

)

 

 

37

 

 

 

(57

)

 

 

141

 

Net earnings (loss)

 

$

72

 

 

$

128

 

 

$

222

 

 

$

(161

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings (loss) per share, basic and diluted (Note 4)

 

$

0.10

 

 

$

0.17

 

 

$

0.30

 

 

$

(0.22

)

Weighted average shares outstanding (in thousands) (Note 4):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

746,896

 

 

 

745,486

 

 

 

746,715

 

 

 

746,041

 

Diluted

 

 

746,984

 

 

 

746,232

 

 

 

747,070

 

 

 

746,041

 

 

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 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Net earnings (loss)

 

$

72

 

 

$

128

 

 

$

222

 

 

$

(161

)

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustments

 

 

17

 

 

 

11

 

 

 

(25

)

 

 

25

 

Changes in unamortized actuarial loss, net of tax expense of $8, $9, $24 and $120

 

 

23

 

 

 

29

 

 

 

67

 

 

 

373

 

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

 

 

1

 

 

 

(1

)

 

 

2

 

 

 

(1

)

Total other comprehensive income

 

 

41

 

 

 

39

 

 

 

44

 

 

 

397

 

Total comprehensive income

 

$

113

 

 

$

167

 

 

$

266

 

 

$

236

 

 

See accompanying Notes to Consolidated Financial Statements.

2


 

WEYERHAEUSER COMPANY

CONSOLIDATED BALANCE SHEET

(UNAUDITED)

 

DOLLAR AMOUNTS IN MILLIONS, EXCEPT PAR VALUE

 

JUNE 30,

2020

 

 

DECEMBER 31,

2019

 

ASSETS

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

643

 

 

$

139

 

Receivables, net

 

 

420

 

 

 

309

 

Receivables for taxes

 

 

48

 

 

 

98

 

Inventories (Note 5)

 

 

409

 

 

 

416

 

Assets held for sale

 

 

 

 

 

140

 

Prepaid expenses and other current assets

 

 

131

 

 

 

147

 

Current restricted financial investments held by variable interest entities (Note 6)

 

 

 

 

 

362

 

Total current assets

 

 

1,651

 

 

 

1,611

 

Property and equipment, less accumulated depreciation of $3,493 and $3,477

 

 

1,958

 

 

 

1,969

 

Construction in progress

 

 

110

 

 

 

130

 

Timber and timberlands at cost, less depletion

 

 

11,780

 

 

 

11,929

 

Minerals and mineral rights, less depletion

 

 

275

 

 

 

281

 

Deferred tax assets

 

 

65

 

 

 

72

 

Other assets

 

 

415

 

 

 

414

 

Total assets

 

$

16,254

 

 

$

16,406

 

LIABILITIES AND EQUITY

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Borrowings on line of credit (Note 9)

 

 

 

 

 

230

 

Accounts payable

 

 

199

 

 

 

246

 

Accrued liabilities (Note 8)

 

 

525

 

 

 

530

 

Total current liabilities

 

 

724

 

 

 

1,006

 

Long-term debt, net (Note 9)

 

 

6,299

 

 

 

6,147

 

Deferred tax liabilities

 

 

18

 

 

 

6

 

Deferred pension and other postretirement benefits (Note 7)

 

 

652

 

 

 

693

 

Other liabilities

 

 

359

 

 

 

377

 

Total liabilities

 

 

8,052

 

 

 

8,229

 

Commitments and contingencies (Note 11)

 

 

 

 

 

 

 

 

Equity:

 

 

 

 

 

 

 

 

Common shares: $1.25 par value; authorized 1,360 million shares; issued and outstanding: 746,251 thousand shares at June 30, 2020 and 745,300 thousand shares at

December 31, 2019

 

 

933

 

 

 

932

 

Other capital

 

 

8,166

 

 

 

8,152

 

Accumulated deficit

 

 

(37

)

 

 

(3

)

Accumulated other comprehensive loss (Note 12)

 

 

(860

)

 

 

(904

)

Total equity

 

 

8,202

 

 

 

8,177

 

Total liabilities and equity

 

$

16,254

 

 

$

16,406

 

 

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 2020

 

 

JUNE 2019

 

Cash flows from operations:

 

 

 

 

 

 

 

 

Net earnings (loss)

 

$

222

 

 

$

(161

)

Noncash charges (credits) to earnings (loss):

 

 

 

 

 

 

 

 

Depreciation, depletion and amortization

 

 

240

 

 

 

247

 

Basis of real estate sold

 

 

96

 

 

 

81

 

Deferred income taxes, net

 

 

(2

)

 

 

(166

)

Pension and other postretirement benefits (Note 7)

 

 

37

 

 

 

496

 

Share-based compensation expense (Note 13)

 

 

15

 

 

 

16

 

Change in:

 

 

 

 

 

 

 

 

Receivables, net

 

 

(112

)

 

 

(87

)

Receivables and payables for taxes

 

 

61

 

 

 

(25

)

Inventories

 

 

2

 

 

 

(32

)

Prepaid expenses and other current assets

 

 

5

 

 

 

3

 

Accounts payable and accrued liabilities

 

 

(61

)

 

 

45

 

Pension and postretirement benefit contributions and payments

 

 

(16

)

 

 

(27

)

Other

 

 

(10

)

 

 

(8

)

Net cash from operations

 

 

477

 

 

 

382

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

Capital expenditures for property and equipment

 

 

(102

)

 

 

(112

)

Capital expenditures for timberlands reforestation

 

 

(32

)

 

 

(31

)

Proceeds from note receivable held by variable interest entities (Note 6)

 

 

362

 

 

 

253

 

Proceeds from sale of Montana timberlands (Note 14)

 

 

145

 

 

 

 

Other

 

 

3

 

 

 

19

 

Net cash from investing activities

 

 

376

 

 

 

129

 

Cash flows from financing activities:

 

 

 

 

 

 

 

 

Cash dividends on common shares

 

 

(254

)

 

 

(507

)

Net proceeds from issuance of long-term debt (Note 9)

 

 

732

 

 

 

739

 

Payments on long-term debt (Note 9)

 

 

(588

)

 

 

(512

)

Proceeds from borrowings on line of credit (Note 9)

 

 

550

 

 

 

385

 

Payments on line of credit (Note 9)

 

 

(780

)

 

 

(670

)

Proceeds from exercise of stock options

 

 

6

 

 

 

4

 

Repurchases of common shares (Note 4)

 

 

 

 

 

(60

)

Other

 

 

(15

)

 

 

(12

)

Net cash from financing activities

 

 

(349

)

 

 

(633

)

Net change in cash and cash equivalents

 

 

504

 

 

 

(122

)

Cash and cash equivalents at beginning of period

 

 

139

 

 

 

334

 

Cash and cash equivalents at end of period

 

$

643

 

 

$

212

 

Cash paid (received) during the period for:

 

 

 

 

 

 

 

 

Interest, net of amount capitalized of $3 and $2

 

$

178

 

 

$

187

 

Income taxes, net of refunds

 

$

1

 

 

$

51

 

 

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 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Common shares:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

933

 

 

$

931

 

 

$

932

 

 

$

933

 

Issued for exercise of stock options and vested restricted stock units

 

 

 

 

 

 

 

 

1

 

 

 

1

 

Repurchases of common shares (Note 4)

 

 

 

 

 

 

 

 

 

 

 

(3

)

Balance at end of period

 

 

933

 

 

 

931

 

 

 

933

 

 

 

931

 

Other capital:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

 

8,159

 

 

 

8,121

 

 

 

8,152

 

 

 

8,172

 

Issued for exercise of stock options

 

 

 

 

 

2

 

 

 

6

 

 

 

4

 

Repurchases of common shares (Note 4)

 

 

 

 

 

 

 

 

 

 

 

(57

)

Shared-based compensation

 

 

8

 

 

 

7

 

 

 

15

 

 

 

16

 

Other transactions, net

 

 

(1

)

 

 

 

 

 

(7

)

 

 

(5

)

Balance at end of period

 

 

8,166

 

 

 

8,130

 

 

 

8,166

 

 

 

8,130

 

Retained earnings (accumulated deficit):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

 

(109

)

 

 

543

 

 

 

(3

)

 

 

1,093

 

Net earnings (loss)

 

 

72

 

 

 

128

 

 

 

222

 

 

 

(161

)

Dividends on common shares

 

 

 

 

 

(253

)

 

 

(256

)

 

 

(507

)

Adjustments related to accounting pronouncements and other

 

 

 

 

 

 

 

 

 

 

 

(7

)

Balance at end of period

 

 

(37

)

 

 

418

 

 

 

(37

)

 

 

418

 

Accumulated other comprehensive loss:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

 

(901

)

 

 

(794

)

 

 

(904

)

 

 

(1,152

)

Other comprehensive income

 

 

41

 

 

 

39

 

 

 

44

 

 

 

397

 

Balance at end of period (Note 12)

 

 

(860

)

 

 

(755

)

 

 

(860

)

 

 

(755

)

Total equity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at end of period

 

$

8,202

 

 

$

8,724

 

 

$

8,202

 

 

$

8,724

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dividends paid per common share

 

$

 

 

$

0.34

 

 

$

0.34

 

 

$

0.68

 

 

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 (LOSS) PER SHARE AND SHARE REPURCHASES

8

 

 

 

NOTE 5:

INVENTORIES

9

 

 

 

NOTE 6:

VARIABLE INTEREST ENTITIES

9

 

 

 

NOTE 7:

PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS

10

 

 

 

NOTE 8:

ACCRUED LIABILITIES

11

 

 

 

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:

DIVESTITURE

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, 2020 AND 2019

 

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, 2019. 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 & ENR – Real Estate (sales of timberlands) and ENR (rights to explore for and extract hard minerals, construction materials, oil and gas production, wind and solar) 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 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Sales to unaffiliated customers:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Timberlands

 

$

359

 

 

$

401

 

 

$

740

 

 

$

832

 

Real Estate & ENR

 

 

65

 

 

 

81

 

 

 

177

 

 

 

199

 

Wood Products

 

 

1,207

 

 

 

1,210

 

 

 

2,442

 

 

 

2,304

 

 

 

 

1,631

 

 

 

1,692

 

 

 

3,359

 

 

 

3,335

 

Intersegment sales:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Timberlands

 

 

121

 

 

 

131

 

 

 

243

 

 

 

256

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total sales

 

 

1,752

 

 

 

1,823

 

 

 

3,602

 

 

 

3,591

 

Intersegment eliminations

 

 

(121

)

 

 

(131

)

 

 

(243

)

 

 

(256

)

Total

 

$

1,631

 

 

$

1,692

 

 

$

3,359

 

 

$

3,335

 

Net contribution (charge) to earnings:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Timberlands

 

$

75

 

 

$

102

 

 

$

180

 

 

$

222

 

Real Estate & ENR

 

 

19

 

 

 

35

 

 

 

55

 

 

 

90

 

Wood Products

 

 

159

 

 

 

81

 

 

 

293

 

 

 

150

 

 

 

 

253

 

 

 

218

 

 

 

528

 

 

 

462

 

Unallocated items(1)

 

 

(18

)

 

 

(36

)

 

 

(61

)

 

 

(566

)

Net contribution (charge) to earnings

 

 

235

 

 

 

182

 

 

 

467

 

 

 

(104

)

Interest expense, net of capitalized interest

 

 

(103

)

 

 

(91

)

 

 

(188

)

 

 

(198

)

Earnings (loss) before income taxes

 

 

132

 

 

 

91

 

 

 

279

 

 

 

(302

)

Income taxes

 

 

(60

)

 

 

37

 

 

 

(57

)

 

 

141

 

Net earnings (loss)

 

$

72

 

 

$

128

 

 

$

222

 

 

$

(161

)

(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 postretirement 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 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Net sales to unaffiliated customers:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Timberlands segment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Delivered logs:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

West

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Domestic sales

 

$

71

 

 

$

104

 

 

$

158

 

 

$

205

 

Export grade sales

 

 

108

 

 

 

90

 

 

 

198

 

 

 

194

 

Subtotal West

 

 

179

 

 

 

194

 

 

 

356

 

 

 

399

 

South

 

 

145

 

 

 

156

 

 

 

295

 

 

 

315

 

North(1)

 

 

7

 

 

 

17

 

 

 

24

 

 

 

46

 

Subtotal delivered logs sales

 

 

331

 

 

 

367

 

 

 

675

 

 

 

760

 

Stumpage and pay-as-cut timber

 

 

5

 

 

 

10

 

 

 

10

 

 

 

19

 

Recreational and other lease revenue

 

 

16

 

 

 

15

 

 

 

31

 

 

 

30

 

Other(2)

 

 

7

 

 

 

9

 

 

 

24

 

 

 

23

 

Net sales attributable to Timberlands segment

 

 

359

 

 

 

401

 

 

 

740

 

 

 

832

 

Real Estate & ENR segment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate

 

 

48

 

 

 

59

 

 

 

143

 

 

 

155

 

Energy and natural resources

 

 

17

 

 

 

22

 

 

 

34

 

 

 

44

 

Net sales attributable to Real Estate & ENR segment

 

 

65

 

 

 

81

 

 

 

177

 

 

 

199

 

Wood Products segment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Structural lumber

 

 

538

 

 

 

495

 

 

 

1,046

 

 

 

939

 

Oriented strand board

 

 

179

 

 

 

156

 

 

 

369

 

 

 

316

 

Engineered solid section

 

 

111

 

 

 

134

 

 

 

238

 

 

 

250

 

Engineered I-joists

 

 

70

 

 

 

86

 

 

 

148

 

 

 

156

 

Softwood plywood

 

 

34

 

 

 

44

 

 

 

73

 

 

 

88

 

Medium density fiberboard

 

 

33

 

 

 

45

 

 

 

77

 

 

 

83

 

Complementary building products

 

 

169

 

 

 

167

 

 

 

322

 

 

 

304

 

Other(3)

 

 

73

 

 

 

83

 

 

 

169

 

 

 

168

 

Net sales attributable to Wood Products segment

 

 

1,207

 

 

 

1,210

 

 

 

2,442

 

 

 

2,304

 

Total net sales

 

$

1,631

 

 

$

1,692

 

 

$

3,359

 

 

$

3,335

 

(1)

In November 2019, we sold our Michigan timberlands and in March 2020, we sold our Montana timberlands.

(2)

Other Timberlands sales include sales of seeds and seedlings from our nursery operations as well as wood chips.

(3)

Other Wood Products sales include wood chips, other byproducts and third-party residual log sales from our Canadian Forestlands operations.

 

 

NOTE 4: NET EARNINGS (LOSS) PER SHARE AND SHARE REPURCHASES

 

Our basic and diluted earnings (loss) per share were:

$0.10 during second quarter 2020 and $0.30 during year-to-date 2020;

$0.17 during second quarter 2019 and $(0.22) during year-to-date 2019.

Basic earnings (loss) per share is net earnings (loss) 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 (loss) per share is net earnings (loss) 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 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Weighted average common shares outstanding – basic

 

 

746,896

 

 

 

745,486

 

 

 

746,715

 

 

 

746,041

 

Dilutive potential common shares:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock options

 

 

 

 

 

354

 

 

 

169

 

 

 

 

Restricted stock units

 

 

38

 

 

 

334

 

 

 

161

 

 

 

 

Performance share units

 

 

50

 

 

 

58

 

 

 

25

 

 

 

 

Total effect of outstanding dilutive potential common shares

 

 

88

 

 

 

746

 

 

 

355

 

 

 

 

Weighted average common shares outstanding – dilutive

 

 

746,984

 

 

 

746,232

 

 

 

747,070

 

 

 

746,041

 

 

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 (Loss) per Share

The following shares were not included in the computation of diluted earnings (loss) 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 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Stock options

 

 

4,676

 

 

 

2,490

 

 

 

4,676

 

 

 

2,848

 

Restricted stock units

 

 

 

 

 

 

 

 

 

 

 

359

 

Performance share units

 

 

1,139

 

 

 

999

 

 

 

1,139

 

 

 

1,074

 

 

Share Repurchase Program

On February 7, 2019, our board of directors approved and announced a new share repurchase program (the 2019 Repurchase Program) under which we are authorized to repurchase up to $500 million of outstanding shares. Concurrently, the board terminated the remaining repurchase authorization under the share repurchase program approved by the board in November 2015.

During year-to-date 2020, we did not repurchase shares. During year-to-date 2019, we repurchased over 2.3 million common shares for approximately $60 million under the 2019 Repurchase Program. As of June 30, 2020, we had remaining authorization of approximately $440 million for future share repurchases. All common stock repurchases under the 2019 Repurchase Program were made in open-market transactions.

 

 

NOTE 5: INVENTORIES

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

 

DOLLAR AMOUNTS IN MILLIONS

 

JUNE 30,

2020

 

 

DECEMBER 31,

2019

 

LIFO inventories:

 

 

 

 

 

 

 

 

Logs

 

$

13

 

 

$

19

 

Lumber, plywood, panels and fiberboard

 

 

65

 

 

 

82

 

Other products

 

 

9

 

 

 

10

 

Moving average cost or FIFO inventories:

 

 

 

 

 

 

 

 

Logs

 

 

35

 

 

 

28

 

Lumber, plywood, panels, fiberboard and engineered wood products

 

 

86

 

 

 

84

 

Other products

 

 

99

 

 

 

98

 

Materials and supplies

 

 

102

 

 

 

95

 

Total

 

$

409

 

 

$

416

 

 

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 – apply 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.

9


 

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. During first quarter 2019, we received $253 million in proceeds from a buyer-sponsored SPE at maturity. The corresponding $209 million in liabilities of this SPE was paid in fourth quarter 2018.

 

 

NOTE 7: PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS

The components of net periodic benefit cost are:

 

 

 

PENSION

 

 

 

QUARTER ENDED

 

 

YEAR-TO-DATE ENDED

 

DOLLAR AMOUNTS IN MILLIONS

 

JUNE 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Service cost

 

$

8

 

 

$

8

 

 

$

18

 

 

$

16

 

Interest cost

 

 

34

 

 

 

40

 

 

 

69

 

 

 

83

 

Expected return on plan assets

 

 

(57

)

 

 

(54

)

 

 

(116

)

 

 

(116

)

Amortization of actuarial loss

 

 

31

 

 

 

28

 

 

 

61

 

 

 

58

 

Amortization of prior service cost

 

 

1

 

 

 

1

 

 

 

2

 

 

 

2

 

Settlement charge

 

 

 

 

 

(6

)

 

 

 

 

 

449

 

Total net periodic benefit cost - pension

 

$

17

 

 

$

17

 

 

$

34

 

 

$

492

 

 

 

 

OTHER POSTRETIREMENT BENEFITS

 

 

 

QUARTER ENDED

 

 

YEAR-TO-DATE ENDED

 

DOLLAR AMOUNTS IN MILLIONS

 

JUNE 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Interest cost

 

$

1

 

 

$

1

 

 

$

2

 

 

$

3

 

Amortization of actuarial loss

 

 

 

 

 

2

 

 

 

1

 

 

 

4

 

Amortization of prior service credit

 

 

 

 

 

(2

)

 

 

 

 

 

(3

)

Total net periodic benefit cost - other postretirement benefits

 

$

1

 

 

$

1

 

 

$

3

 

 

$

4

 

 

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 postretirement benefit costs” in our Consolidated Statement of Operations.

Actions to Reduce Pension Plan Obligations

As a part of our continued efforts to reduce pension plan obligations, we transferred approximately $1.5 billion of U.S. qualified pension plan assets and liabilities to an insurance company through the purchase of a group annuity contract in January 2019. In connection with this transaction, we recorded a preliminary noncash pretax settlement charge of $455 million during first quarter 2019, accelerating the recognition of previously unrecognized losses in “Accumulated other comprehensive loss”, that would have been recognized in subsequent periods. In second quarter 2019, we finalized the prior year-end fair value of pension plan assets and obligations, which reduced the settlement charge by $6 million for a final settlement charge of $449 million.

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 2020, we recorded an increase to the beginning of the year fair value of the pension assets of $25 million, or less than 1 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 $11 million, or less than 1 percent. The net effect of these updates was a $14 million improvement in funded status as of December 31, 2019. This change in funded status was reflected in our second quarter 2020 Consolidated Balance Sheet.

 

 

10


 

NOTE 8: ACCRUED LIABILITIES

Accrued liabilities were comprised of the following:

 

DOLLAR AMOUNTS IN MILLIONS

 

JUNE 30,

2020

 

 

DECEMBER 31,

2019

 

Compensation and employee benefit costs

 

$

168

 

 

$

188

 

Current portion of lease liabilities

 

 

30

 

 

 

33

 

Customer rebates, volume discounts and deferred income

 

 

109

 

 

 

105

 

Interest

 

 

97

 

 

 

98

 

Taxes payable

 

 

41

 

 

 

24

 

Other

 

 

80

 

 

 

82

 

Total

 

$

525

 

 

$

530

 

 

 

NOTE 9: LONG-TERM DEBT AND LINE OF CREDIT

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 make-whole premiums 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 February 2019, we issued $750 million of 4.00 percent notes due in November 2029. The net proceeds after deducting the discount, underwriting fees and issuance costs were $739 million. In March 2019, a portion of the net proceeds was used to redeem our $500 million 7.38 percent notes due in October 2019. A pretax charge of $12 million was included in "Interest expense, net of capitalized interest" in the Consolidated Statement of Operations in first quarter 2019 for make-whole premiums, unamortized debt issuance costs and unamortized debt discounts in connection with the early extinguishment of the $500 million notes.

In January 2020, we refinanced and extended our $1.5 billion five-year senior unsecured revolving credit facility, which now 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, 2020. As of December 31, 2019, we had $230 million of outstanding borrowings on our credit facility.

 

 

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,

2020

 

 

DECEMBER 31,

2019

 

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

 

$

6,074

 

 

$

7,298

 

 

$

5,922

 

 

$

6,986

 

Variable rate

 

 

225

 

 

 

225

 

 

 

455

 

 

 

455

 

Total debt

 

$

6,299

 

 

$

7,523

 

 

$

6,377

 

 

$

7,441

 

 

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, mutual fund investments held in grantor trusts, 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.

 

 

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 Balance Sheet, Consolidated Statement of Operations or Consolidated Statement of Cash Flows.

11


 

Environmental Matters

Site Remediation

Under the 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, 2020, our total accrual for future estimated remediation costs on active Superfund sites and other sites for which we are potentially responsible was approximately $61 million. These amounts are recorded in "Accrued liabilities" and "Other liabilities" on our Consolidated Balance Sheet.

Asset Retirement Obligations

We have obligations associated with the retirement of tangible long-lived assets consisting primarily of reforestation obligations related to forest management licenses in Canada and obligations to close and cap landfills. Some of our sites have asbestos containing materials. We have met our current legal obligation to identify and manage these materials. In situations where we cannot reasonably determine when asbestos containing materials might be removed from the sites, we have not recorded an accrual because the fair value of the obligation cannot be reasonably estimated. As of June 30, 2020, we had an asset retirement obligation reserve of $32 million. These obligations are recorded in "Accrued liabilities" and "Other liabilities" on our Consolidated Balance Sheet.

 

 

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 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Pension(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

(1,084

)

 

$

(1,000

)

 

$

(1,128

)

 

$

(1,343

)

Other comprehensive income (loss) before reclassifications

 

 

 

 

 

10

 

 

 

20

 

 

 

(14

)

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

 

 

24

 

 

 

18

 

 

 

48

 

 

 

385

 

Total other comprehensive income

 

 

24

 

 

 

28

 

 

 

68

 

 

 

371

 

Balance at end of period

 

$

(1,060

)

 

$

(972

)

 

$

(1,060

)

 

$

(972

)

Other Postretirement Benefits(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

(11

)

 

$

(18

)

 

$

(12

)

 

$

(19

)

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

 

 

 

 

 

 

 

 

1

 

 

 

1

 

Total other comprehensive income

 

 

 

 

 

 

 

 

1

 

 

 

1

 

Balance at end of period

 

$

(11

)

 

$

(18

)

 

$

(11

)

 

$

(18

)

Translation Adjustments and Other

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

194

 

 

$

224

 

 

$

236

 

 

$

210

 

Translation adjustments

 

 

17

 

 

 

11

 

 

 

(25

)

 

 

25

 

Total other comprehensive income (loss)

 

 

17

 

 

 

11

 

 

 

(25

)

 

 

25

 

Balance at end of period

 

 

211

 

 

 

235

 

 

 

211

 

 

 

235

 

Accumulated other comprehensive loss, end of period

 

$

(860

)

 

$

(755

)

 

$

(860

)

 

$

(755

)

(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 Postretirement Benefit Plans.

 

 

NOTE 13: SHARE-BASED COMPENSATION

Share-based compensation activity during year-to-date 2020 included the following:

 

SHARES IN THOUSANDS

 

GRANTED

 

 

VESTED

 

Restricted stock units (RSUs)

 

 

880

 

 

 

737

 

Performance share units (PSUs)

 

 

377

 

 

 

91

 

 

A total of 951 thousand shares of common stock were issued as a result of RSU vestings, PSU vestings and stock option exercises.

12


 

Restricted Stock Units

The weighted average fair value of the RSUs granted in 2020 was $28.92. The vesting provisions for RSUs granted in 2020 were consistent with prior year grants.

Performance Share Units

The weighted average grant date fair value of PSUs granted in 2020 was $33.16. The final number of shares granted in 2020 will range from 0 percent to 150 percent of each grant's target, depending upon actual company performance compared against an industry peer group. For prior year grants, company performance is measured against an industry peer group and the S&P 500. Beginning with PSUs granted in 2020, PSUs 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 2020

 

 

 

PERFORMANCE SHARE UNITS

 

Performance period

 

2/13/2020 – 12/31/2022

 

Valuation date average stock price(1)

 

$30.03

 

Expected dividends

 

4.50%

 

Risk-free rate

 

1.45% – 1.62%

 

Expected volatility

 

20.02% – 22.40%

 

(1)

Calculated as an average of the high and low prices on grant date.

 

 

NOTE 14: 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 to Southern Pine Plantations 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 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Foreign exchange losses (gains), net

 

$

(3

)

 

$

(2

)

 

$

5

 

 

$

1

 

Litigation expense, net

 

 

6

 

 

 

9

 

 

 

2

 

 

 

34

 

Product remediation recovery

 

 

(8

)

 

 

 

 

 

(8

)

 

 

 

Research and development expenses

 

 

2

 

 

 

2

 

 

 

3

 

 

 

3

 

Other, net

 

 

6

 

 

 

6

 

 

 

11

 

 

 

14

 

Total other operating costs, net

 

$

3

 

 

$

15

 

 

$

13

 

 

$

52

 

 

 

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 may occur during the quarter. Our 2020 estimated annual effective tax rate, excluding discrete items, differs from the U.S. federal statutory tax rate of 21 percent primarily due to tax benefits associated with our nontaxable REIT earnings and the projected mix of earnings between our REIT and our TRSs.

In July 2020, the Internal Revenue Service released final regulations which resolved uncertainties related to our interest expense calculation under the Tax Cuts and Jobs Act of 2017. Previously unrecognized tax benefits associated with this position will be recognized in third quarter 2020, which favorably impacts our receivables for taxes and does not impact our effective tax rate.

13


 

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (MD&A)

NOTE ABOUT FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934, including but not limited to, our expectations concerning our future performance and the effects of the COVID-19 pandemic on the company’s business, results of operations, cash flows and financial condition, as well as our plans and decisions relating to various capital expenditures, capital allocation priorities and other discretionary items, including but not limited to with respect to future dividend payments to our shareholders. Forward-looking statements generally are identified by words such as “believe,” “project,” “expect,” “anticipate,” “estimate,” “foreseeable,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” and similar words and expressions. Forward-looking statements are based on our current expectations and assumptions. The realization of our expectations and the accuracy of our assumptions are subject to a number of risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. These risks and uncertainties include, but are not limited to:

the effect of general economic conditions, including employment rates, interest rate levels, housing starts, general availability of financing for home mortgages and the relative strength of the U.S. dollar;

the effect of COVID-19 and other viral or disease outbreaks and their potential effects on our business, results of operations, cash flows, financial condition and future prospects;

market demand for the company's products, including market demand for our timberland properties with higher and better uses, which is related to, among other factors, the strength of the various U.S. business segments and U.S. and international economic conditions;

changes in currency exchange rates, particularly the relative value of the U.S. dollar to the Japanese yen, the Chinese yuan, and the Canadian dollar, and the relative value of the euro to the yen;

restrictions on international trade and tariffs imposed on imports or exports;

the availability and cost of shipping and transportation;

economic activity in Asia, especially Japan and China;

performance of our manufacturing operations, including maintenance and capital requirements;

potential disruptions in our manufacturing operations;

the level of competition from domestic and foreign producers;

our operational excellence initiatives;

the successful and timely execution and integration of our strategic acquisitions, including our ability to realize expected benefits and synergies, and the successful and timely execution of our strategic divestitures, each of which is subject to a number of risks and conditions beyond our control including, but not limited to, timing and required regulatory approvals;

raw material availability and prices;

the effect of weather;

changes in global or regional climate conditions and governmental response to such changes;

the risk of loss from fires, floods, windstorms, hurricanes, pest infestation and other natural disasters;

energy prices;

transportation and labor availability and costs;

federal tax policies;

the effect of forestry, land use, environmental and other governmental regulations;

legal proceedings;

performance of pension fund investments and related derivatives;

the effect of timing of employee retirements and changes in the market price of our common stock on charges for share-based compensation;

the accuracy of our estimates of costs and expenses related to contingent liabilities;

changes in accounting principles; and

other risks and uncertainties identified in our 2019 Annual Report on Form 10-K, as well as those set forth from time to time in our other public statements, reports, registration statements, prospectuses, information statements and other filings with the SEC.

 

It is not possible to predict or identify all risks and uncertainties that might affect the accuracy of our forward-looking statements and, consequently, our descriptions of such risks and uncertainties should not be considered exhaustive. There is no guarantee that any of the events anticipated by these forward-looking statements will occur, and if any of the events do occur, there is no guarantee what effect they will have on the company's business, results of operations, cash flows, financial condition and future prospects.

 

Forward-looking statements speak only as of the date they are made, and we undertake no obligation to publicly update or revise any forward-looking statements, whether because of new information, future events, or otherwise.

14


 

 

RESULTS OF OPERATIONS

 

In reviewing our results of operations, it is important to understand these terms:

 

Sales realizations for Timberlands and Wood Products refer to net selling prices. This includes selling price plus freight, minus normal sales deductions. Real Estate transactions are presented at the contract sales price before commissions and closing costs, net of any credits.

Net contribution to earnings does not include interest expense or income taxes.

 

 

ECONOMIC AND MARKET CONDITIONS AFFECTING OUR OPERATIONS

Overview

In mid-March, COVID-19 was officially declared a global pandemic by the World Health Organization and a national emergency was declared by the United States. States and municipalities subsequently began to issue shelter-in-place orders and similar mandates requiring those not engaged in essential activities to remain home. The U.S. Department of Homeland Security designated the forest products industry as an "essential critical infrastructure workforce," which recognizes the importance of timber and wood products operations in supporting critical infrastructure and construction projects and the manufacture of important personal hygiene items. In response to the pandemic, we began taking proactive steps in early March to safeguard the health of our employees. These actions include detailed cleaning and disinfecting procedures, strict processes around social distancing and personal hygiene, clear communication with our employees, contractors, vendors and visitors about our safety protocols, comprehensive guidance for response to any COVID-19 diagnoses or exposures in our operations, suspension of all air travel and non-essential meetings, and a directive that employees work from home if feasible.

Based on the timing of the outbreak, the economic effects of the pandemic were less pronounced in the first quarter with a drop in U.S. gross domestic product (GDP) of 5 percent. The effects in the second quarter have been more acute, with U.S. GDP declining 33 percent based on the advance estimate released by the U.S. Bureau of Economic Analysis. In April, the national unemployment rate soared to a record-high of nearly 15 percent driven by the restrictions imposed in response to the pandemic. Unemployment gradually decreased over the following two months to 13 percent in May and 11 percent in June as several states began to reopen their economies and loosen restrictions on certain sectors. Recent spikes in the number of new COVID-19 cases in the U.S. have resulted in many cities and states pausing their reopening plans, and a number of them have reimposed restrictions that had previously been lifted.

Our second quarter 2020 market conditions exceeded expectations, primarily driven by higher than expected pricing for our commodity wood products. This pricing was boosted by strong repair and remodel demand and a stronger-than-expected U.S. housing market. Lumber pricing has been particularly favorable as demand has outpaced supply. However, there is still a great deal of uncertainty as to our market conditions for the second half of the year, which will be influenced by the trajectory of COVID-19 infections and the related impact on economic activity, including changes in the unemployment rate and the nature and extent of future government stimulus.

Business Outlook and COVID-19

The demand for sawlogs within our Timberlands segment is directly affected by domestic production of wood-based building products. The strength of the U.S. housing market, especially new residential construction, strongly affects demand in our Wood Products segment, as does repair and remodeling activity. Our Timberlands segment, specifically the Western region, is also affected by export demand and trade policy. Japanese housing starts are a key driver of export log demand in Japan. The demand for pulpwood from our Timberlands segment is directly affected by the production of pulp, paper and oriented strand board as well as the demand for biofuels, such as pellets made from pulpwood.

Second quarter new residential construction activity decreased significantly compared with the year-ago period. On a seasonally adjusted annual basis, housing starts as reported by the U.S. Census for the second quarter 2020 averaged 1.044 million, a 30 percent decline over first quarter 2020. Single family starts averaged 740 thousand units, a 24 percent decline over first quarter 2020 and a 13 percent decline over second quarter 2019. Multi-family starts averaged 304 thousand units in second quarter 2020, which was 41 percent lower than first quarter 2020 and 26 percent lower than second quarter 2019. However, leading indicators are showing signs of improvement. Sales of newly built, single family homes increased 17 percent in May and 14 percent in June to a seasonally adjusted annual rate of 776 thousand units. Additionally, the National Association of Home Builders Housing Market Index, which measures builder confidence in the market for newly built single family homes in the U.S., reported a 14-point jump to 72 in July.

In repair and remodel markets, do-it-yourself activity related to stay at home orders has bolstered sales at building supply stores, contributing to repair and remodeling demand. According to the Census Bureau Advance Retail Spending report, building material and garden supply store sales increased nearly 13 percent in second quarter 2020 compared with the same quarter a year ago, suggesting a healthy remodeling market during the second quarter.

In U.S. wood product markets, demand and pricing for commodity products declined sharply in April due to the economic impact of COVID-19 but rebounded as the quarter progressed. The Random Lengths Framing Lumber Composite price averaged $407/MBF in second quarter 2020, a 2 percent increase from first quarter 2020. The Oriented Strand Board Composite indicator price decreased slightly, averaging $294/MSF in second quarter 2020, a 2 percent decline from first quarter 2020. To date, third quarter benchmark pricing for lumber and oriented strand board is substantially higher than the second quarter average. At the outset of the second quarter, in response to changes in end-market demand we announced we would reduce operating capacity by 20 percent for lumber, 15 percent for oriented strand board and 15 to 25 percent for engineered wood products through a combination of temporary mill curtailments and reduced shift postures. As the quarter progressed, we increased operating rates across most product lines in response to improving market conditions. We will continue to dynamically adjust as market conditions evolve.

In Western log markets, Douglas fir sawlog prices decreased 5 percent in second quarter 2020 compared with first quarter 2020 as reported by RISI Log Lines. In the South, delivered sawlog prices remained flat compared with first quarter 2020 with less than a one percent change in price as reported by TimberMart-South. In light of the economic effects of the COVID-19 pandemic, we continue to expect our full year Southern timber harvest volumes will be approximately 10 percent below 2019 harvest levels.

Exchange rates, available supply from other countries and trade policy affect our export businesses. In Japan, total housing starts year to date through May 2020 declined 11 percent compared to the previous period in 2019. A comparable decline was observed for the key Post and Beam segment. The decline in year over year housing starts is likely due to an increase in the consumption tax which came into effect in October 2019, as well as the impacts of the COVID-19 pandemic.

15


 

Export log prices to China increased by 5 percent on average in second quarter 2020 over first quarter 2020, as reported by RISI Log Lines. Chinese economic activity improved and log demand increased in the second quarter as COVID-19 restrictions eased. Log supply at China’s main ocean ports was lower in second quarter compared to first quarter as shipment volumes from New Zealand and Europe were affected by COVID-19 related events. This resulted in higher Chinese demand for U.S. Western logs in the second quarter compared with the first.

Our Real Estate & ENR segment is affected by the health of the U.S. economy. According to the Realtors Land Institute (RLI) of the National Association of Realtors, the dollar volume of rural properties sold increased by 2.2 percent in 2019 over 2018, and per acre prices grew 2.1 percent on average. Based on RLI’s 2019 Land Market Survey published in January 2020, these trends are expected to continue with prices and volumes of land transactions forecasted to rise 2.2 percent and timberland sales expected to rise 1.5 percent in 2020. Demand for rural properties has remained solid in 2020, although COVID-19-related restrictions are delaying the financing and closing of some land transactions.

 

 

CONSOLIDATED RESULTS

 

How We Did Second Quarter 2020 and Year-to-Date 2020

 

 

 

QUARTER ENDED

 

 

AMOUNT OF

CHANGE

 

 

YEAR-TO-DATE ENDED

 

 

AMOUNT OF

CHANGE

 

DOLLAR AMOUNTS IN MILLIONS, EXCEPT PER-SHARE FIGURES

 

JUNE 2020

 

 

JUNE 2019

 

 

2020 VS.

2019

 

 

JUNE 2020

 

 

JUNE 2019

 

 

2020 VS.

2019

 

Net sales

 

$

1,631

 

 

$

1,692

 

 

$

(61

)

 

$

3,359

 

 

$

3,335

 

 

$

24

 

Costs of sales

 

 

1,283

 

 

 

1,390

 

 

 

(107

)

 

 

2,665

 

 

 

2,712

 

 

 

(47

)

Operating income

 

 

243

 

 

 

186

 

 

 

57

 

 

 

483

 

 

 

360

 

 

 

123

 

Net earnings (loss)

 

 

72

 

 

 

128

 

 

 

(56

)

 

 

222

 

 

 

(161

)

 

 

383

 

Earnings (loss) per share, basic and diluted

 

 

0.10

 

 

 

0.17

 

 

 

(0.07

)

 

 

0.30

 

 

 

(0.22

)

 

 

0.52

 

 

Comparing Second Quarter 2020 with Second Quarter 2019

 

Net sales

 

Net sales decreased $61 million – 4 percent – primarily due to:

a $42 million decrease in Timberlands sales to unaffiliated customers primarily due to decreased sales volumes across all regions;

a $16 million decrease in Real Estate & ENR net sales to unaffiliated customers primarily due to decreased real estate acres sold and

a $3 million decrease in Wood Products sales to unaffiliated customers attributable to decreased sales volumes across most product lines.

 

Costs of sales

 

Costs of sales decreased $107 million – 8 percent – primarily due to decreased sales volumes within our Wood Products segment and decreased log sales volumes within our Timberlands segment. Refer to additional analysis of fluctuations within our Timberlands and Wood Products discussions below.

 

Operating income

 

Operating income increased $57 million – 31 percent – primarily due to:

a $46 million increase in consolidated gross margin (see discussion of components above) and

a $12 million decrease in other operating costs, net primarily attributable to an $8 million product remediation insurance recovery recorded in second quarter 2020, with no similar activity in 2019.

 

Net earnings (loss)

 

Net earnings decreased $56 million – 44 percent – primarily due to:

a $97 million increase in income tax expense, from a $37 million benefit in second quarter 2019 to a $60 million expense in second quarter 2020 (refer to Income Taxes) and

a $12 million increase in interest expense (refer to Interest Expense).

These changes were partially offset by the $57 million increase in operating income, as discussed above.

 

Comparing Year-to-Date 2020 with Year-to-Date 2019

 

Net sales

 

Net sales increased $24 million – 1 percent – primarily due to a $138 million increase in Wood Products sales to unaffiliated customers attributable to increased sales volumes and sales realizations for our structural lumber and oriented strand board products.

 

This increase was partially offset by a $92 million decrease in Timberlands sales to unaffiliated customers, primarily attributable to decreased sales volumes in the West and North, as well as a $22 million decrease in Real Estate & ENR net sales to unaffiliated customers primarily due to decreased real estate acres sold.

 

16


 

Costs of sales

 

Costs of sales decreased $47 million – 2 percent – primarily due to decreased log sales volumes within our Timberlands segment. This decrease was partially offset by an increase in our basis per real estate acre sold within our Real Estate & ENR segment. Refer to additional analysis of fluctuations within our Timberlands, Real Estate, Energy and Natural Resources and Wood Products discussions below.

 

Operating income

 

Operating income increased $123 million – 34 percent – primarily due to:

a $71 million increase in consolidated gross margin (see discussion of components above);

a $39 million decrease in other operating costs, net attributable to a decrease in legal charges, the recognition of a $12 million legal benefit in first quarter 2020, as well as an $8 million product remediation insurance recovery in second quarter 2020 and

an $11 million decrease in selling, general and administrative expenses.

 

Net earnings (loss)

 

Net earnings increased $383 million – 238 percent – primarily due to:

a $461 million decrease in non-operating pension and other postretirement benefit costs (refer to Note 7: Pension and Other Postretirement Benefit Plans) and

a $123 million increase in operating income, as discussed above.

These changes were partially offset by a $198 million increase in income tax expense, from a $141 million benefit for year-to-date 2019 to a $57 million income tax charge for year-to-date 2020.

 

17


 

TIMBERLANDS

 

How We Did Second Quarter 2020 and Year-to-Date 2020

 

 

 

QUARTER ENDED

 

 

AMOUNT OF

CHANGE

 

 

YEAR-TO-DATE ENDED

 

 

AMOUNT OF

CHANGE

 

DOLLAR AMOUNTS IN MILLIONS

 

JUNE 2020

 

 

JUNE 2019

 

 

2020 VS.

2019

 

 

JUNE 2020

 

 

JUNE 2019

 

 

2020 VS.

2019

 

Net sales to unaffiliated customers:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Delivered logs:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

West

 

$

179

 

 

$

194

 

 

$

(15

)

 

$

356

 

 

$

399

 

 

$

(43

)

South

 

 

145

 

 

 

156

 

 

 

(11

)

 

 

295

 

 

 

315

 

 

 

(20

)

North(1)

 

 

7

 

 

 

17

 

 

 

(10

)

 

 

24

 

 

 

46

 

 

 

(22

)

Subtotal delivered logs sales

 

 

331

 

 

 

367

 

 

 

(36

)

 

 

675

 

 

 

760

 

 

 

(85

)

Stumpage and pay-as-cut timber

 

 

5

 

 

 

10

 

 

 

(5

)

 

 

10

 

 

 

19

 

 

 

(9

)

Recreational and other lease revenue

 

 

16

 

 

 

15

 

 

 

1

 

 

 

31

 

 

 

30

 

 

 

1

 

Other(2)

 

 

7

 

 

 

9

 

 

 

(2

)

 

 

24

 

 

 

23

 

 

 

1

 

Subtotal net sales to unaffiliated customers

 

 

359

 

 

 

401

 

 

 

(42

)

 

 

740

 

 

 

832

 

 

 

(92

)

Intersegment sales

 

 

121

 

 

 

131

 

 

 

(10

)

 

 

243

 

 

 

256

 

 

 

(13

)

Total sales

 

$

480

 

 

$

532

 

 

$

(52

)

 

$

983

 

 

$

1,088

 

 

$

(105

)

Costs of sales

 

$

383

 

 

$

405

 

 

$

(22

)

 

$

758

 

 

$

818

 

 

$

(60

)

Operating income and Net contribution to earnings

 

$

75

 

 

$

102

 

 

$

(27

)

 

$

180

 

 

$

222

 

 

$

(42

)

(1)

In November 2019, we sold our Michigan timberlands and in March 2020, we sold our Montana timberlands.

(2)

Other Timberlands sales include sales of seeds and seedlings from our nursery operations as well as wood chips.

 

Comparing Second Quarter 2020 with Second Quarter 2019

 

Net sales to unaffiliated customers

 

Net sales to unaffiliated customers decreased $42 million – 10 percent – primarily due to:

a $15 million decrease in Western log sales, attributable to an 8 percent decrease in sales volumes;

an $11 million decrease in Southern log sales, attributable to a 5 percent decrease in log sales realizations, as well as a 2 percent decrease in sales volumes and

a $10 million decrease in Northern log sales, attributable to a 57 percent decrease in sales volumes due to the sales of our Michigan and Montana timberlands.

 

Intersegment sales

 

Intersegment sales decreased $10 million – 8 percent – primarily due to a 5 percent decrease in intersegment log sales volumes, as well as a 3 percent decrease in intersegment log sales realizations.

 

Costs of sales

 

Costs of sales decreased $22 million – 5 percent – primarily due to a decrease in log sales volumes across all regions, as discussed above.

 

Operating income and Net contribution to earnings

 

Operating income and net contribution to earnings decreased $27 million – 26 percent – primarily due to the change in the components of gross margin, as discussed above.

 

Comparing Year-to-Date 2020 with Year-to-Date 2019

 

Net sales to unaffiliated customers

 

Net sales to unaffiliated customers decreased $92 million – 11 percent – primarily due to:

a $43 million decrease in Western log sales, attributable to a 10 percent decrease in sales volumes;

a $22 million decrease in Northern log sales, attributable to a 48 percent decrease in sales volumes due to the sales of our Michigan and Montana timberlands and

a $20 million decrease in Southern log sales, attributable to a 4 percent decrease in sales realizations, as well as a 3 percent decrease in sales volumes.

 

18


 

 

Intersegment sales

 

Intersegment sales decreased $13 million – 5 percent – primarily due to a 6 percent decrease in intersegment log sales volumes.

 

Costs of sales

 

Costs of sales decreased $60 million – 7 percent – primarily due to a decrease in log sales volumes across all regions, as discussed above.

 

Operating income and Net contribution to earnings

 

Operating income and net contribution to earnings decreased $42 million – 19 percent – primarily due to the change in the components of gross margin, as discussed above.

 

Third-Party Log Sales Volumes and Fee Harvest Volumes

 

 

 

QUARTER ENDED

 

 

AMOUNT OF

CHANGE

 

 

YEAR-TO-DATE ENDED

 

 

AMOUNT OF

CHANGE

 

VOLUMES IN THOUSANDS

 

JUNE 2020

 

 

JUNE 2019

 

 

2020 VS.

2019

 

 

JUNE 2020

 

 

JUNE 2019

 

 

2020 VS.

2019

 

Third-party log sales – tons:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

West(1)

 

 

1,714

 

 

 

1,864

 

 

 

(150

)

 

 

3,398

 

 

 

3,784

 

 

 

(386

)

South

 

 

4,307

 

 

 

4,400

 

 

 

(93

)

 

 

8,672

 

 

 

8,899

 

 

 

(227

)

North(2)

 

 

113

 

 

 

263

 

 

 

(150

)

 

 

397

 

 

 

757

 

 

 

(360

)

Total

 

 

6,134

 

 

 

6,527

 

 

 

(393

)

 

 

12,467

 

 

 

13,440

 

 

 

(973

)

Fee harvest volumes – tons:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

West(1)

 

 

2,236

 

 

 

2,455

 

 

 

(219

)

 

 

4,546

 

 

 

4,840

 

 

 

(294

)

South

 

 

5,914

 

 

 

6,367

 

 

 

(453

)

 

 

12,044

 

 

 

12,859

 

 

 

(815

)

North(2)

 

 

194

 

 

 

378

 

 

 

(184

)

 

 

580

 

 

 

1,005

 

 

 

(425

)

Total

 

 

8,344

 

 

 

9,200

 

 

 

(856

)

 

 

17,170

 

 

 

18,704

 

 

 

(1,534

)

(1)

Western logs are primarily transacted in thousand board feet (MBF) but are converted to ton equivalents for external reporting purposes.

(2)

In November 2019, we sold our Michigan timberlands and in March 2020, we sold our Montana timberlands.

 

 

REAL ESTATE, ENERGY AND NATURAL RESOURCES

 

How We Did Second Quarter 2020 and Year-to-Date 2020

 

 

 

QUARTER ENDED

 

 

AMOUNT OF

CHANGE

 

 

YEAR-TO-DATE ENDED

 

 

AMOUNT OF

CHANGE

 

DOLLAR AMOUNTS IN MILLIONS

 

JUNE 2020

 

 

JUNE 2019

 

 

2020 VS.

2019

 

 

JUNE 2020

 

 

JUNE 2019

 

 

2020 VS.

2019

 

Net sales:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate

 

$

48

 

 

$

59

 

 

$

(11

)

 

$

143

 

 

$

155

 

 

$

(12

)

Energy and natural resources

 

 

17

 

 

 

22

 

 

 

(5

)

 

 

34

 

 

 

44

 

 

 

(10

)

Total

 

$

65

 

 

$

81

 

 

$

(16

)

 

$

177

 

 

$

199

 

 

$

(22

)

Costs of sales

 

$

40

 

 

$

39

 

 

$

1

 

 

$

110

 

 

$

95

 

 

$

15

 

Net contribution to earnings

 

$

19

 

 

$

35

 

 

$

(16

)

 

$

55

 

 

$

90

 

 

$

(35

)

 

The volume of real estate sales is a function of many factors, including the general state of the economy, demand in local real estate markets, the ability of buyers to obtain financing, the number of competing properties listed for sale, the seasonal nature of sales (particularly in the northern states), the plans of adjacent landowners, our expectation of future price appreciation, the timing of harvesting activities, and the availability of government and not-for-profit funding. In any period, the average sales price per acre will vary based on the location and physical characteristics of parcels sold.

 

Comparing Second Quarter 2020 with Second Quarter 2019

 

Net sales

 

Net sales decreased $16 million – 20 percent – primarily due to decreased real estate acres sold.

Costs of sales

 

Costs of sales increased $1 million – 3 percent – primarily due to increased basis per real estate acre sold, partially offset by decreased real estate acres sold.

 

19


 

Net contribution to earnings

 

Net contribution to earnings decreased $16 million – 46 percent – primarily due to the change in the components of gross margin, as discussed above.

 

Comparing Year-to-Date 2020 with Year-to-Date 2019

 

Net sales

 

Net sales decreased $22 million – 11 percent – primarily due to decreased real estate acres sold.

Costs of sales

 

Costs of sales increased $15 million – 16 percent – primarily due to increased basis per real estate acre sold, partially offset by decreased real estate acres sold.

 

Net contribution to earnings

 

Net contribution to earnings decreased $35 million – 39 percent – primarily due to the change in the components of gross margin, as discussed above.

 

REAL ESTATE SALES STATISTICS

 

 

 

QUARTER ENDED

 

 

AMOUNT OF

CHANGE

 

 

YEAR-TO-DATE ENDED

 

 

AMOUNT OF

CHANGE

 

 

 

JUNE 2020

 

 

JUNE 2019

 

 

2020 VS.

2019

 

 

JUNE 2020

 

 

JUNE 2019

 

 

2020 VS.

2019

 

Acres sold

 

 

31,337

 

 

 

47,031

 

 

 

(15,694

)

 

 

76,310

 

 

 

85,865

 

 

 

(9,555

)

Average price per acre

 

$

1,501

 

 

$

1,063

 

 

$

438

 

 

$

1,790

 

 

$

1,678

 

 

$

112

 

 

 

WOOD PRODUCTS

 

How We Did Second Quarter 2020 and Year-to-Date 2020

 

 

 

QUARTER ENDED

 

 

AMOUNT OF

CHANGE

 

 

YEAR-TO-DATE ENDED

 

 

AMOUNT OF

CHANGE

 

DOLLAR AMOUNTS IN MILLIONS

 

JUNE 2020

 

 

JUNE 2019

 

 

2020 VS.

2019

 

 

JUNE 2020

 

 

JUNE 2019

 

 

2020 VS.

2019

 

Net sales:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Structural lumber

 

$

538

 

 

$

495

 

 

$

43

 

 

$

1,046

 

 

$

939

 

 

$

107

 

Oriented strand board

 

 

179

 

 

 

156

 

 

 

23

 

 

 

369

 

 

 

316

 

 

 

53

 

Engineered solid section

 

 

111

 

 

 

134

 

 

 

(23

)

 

 

238

 

 

 

250

 

 

 

(12

)

Engineered I-joists

 

 

70

 

 

 

86

 

 

 

(16

)

 

 

148

 

 

 

156

 

 

 

(8

)

Softwood plywood

 

 

34

 

 

 

44

 

 

 

(10

)

 

 

73

 

 

 

88

 

 

 

(15

)

Medium density fiberboard

 

 

33

 

 

 

45

 

 

 

(12

)

 

 

77

 

 

 

83

 

 

 

(6

)

Complementary building products

 

 

169

 

 

 

167

 

 

 

2

 

 

 

322

 

 

 

304

 

 

 

18

 

Other products produced(1)

 

 

73

 

 

 

83

 

 

 

(10

)

 

 

169

 

 

 

168

 

 

 

1

 

Total

 

$

1,207

 

 

$

1,210

 

 

$

(3

)

 

$

2,442

 

 

$

2,304

 

 

$

138

 

Costs of sales

 

$

997

 

 

$

1,070

 

 

$

(73

)

 

$

2,037

 

 

$

2,037

 

 

$

 

Operating income and Net contribution to earnings

 

$

159

 

 

$

81

 

 

$

78

 

 

$

293

 

 

$

150

 

 

$

143

 

(1)

Other products produced sales include wood chips, other byproducts and third-party residual log sales from our Canadian Forestlands operations.

20


 

 

Comparing Second Quarter 2020 with Second Quarter 2019

 

Net sales

Net sales decreased $3 million – less than 1 percent – primarily due to:

a $23 million decrease in engineered solid section sales attributable to a 15 percent decrease in sales volumes, as well as a 3 percent decrease in sales realizations;

a $16 million decrease in engineered I-joists sales attributable to a 19 percent decrease in sales volumes;

a $12 million decrease in medium density fiberboard sales attributable to a 27 percent decrease in sales volumes;

a $10 million decrease in softwood plywood sales attributable to a 17 percent decrease in sales volumes, as well as a 6 percent decrease in sales realizations and

a $10 million decrease in other products produced attributable to a decrease in residual log sales volumes, as well as a decrease in chips sales volumes.

These decreases were partially offset by a $43 million increase in sales for structural lumber and a $23 million increase in sales for oriented strand board.

 

Costs of sales

Costs of sales decreased $73 million – 7 percent – primarily due to lower sales volumes across most product lines, as discussed above.

Operating income and Net contribution to earnings

Operating income and net contribution to earnings increased $78 million – 96 percent – primarily due to the change in the components of gross margin, as discussed above.

 

Comparing Year-to-Date 2020 with Year-to-Date 2019

 

Net sales

 

Net sales increased $138 million – 6 percent – primarily due to:

a $107 million increase in structural lumber sales attributable to a 10 percent increase in sales realizations, as well as a 2 percent increase in sales volumes and

a $53 million increase in oriented strand board sales attributable to a 12 percent increase in sales realizations, as well as a 5 percent increase in sales volumes.

These increases were partially offset by a $15 million decrease in sales for softwood plywood and a $12 million decrease in sales for engineered solid section.

 

Costs of sales

 

Costs of sales remained consistent primarily due to a minimal 2 percent increase in total sales volumes.

 

Operating income and Net contribution to earnings

 

Operating income and net contribution to earnings increased $143 million – 95 percent – primarily due to the change in the components of gross margin, as discussed above.

Third-Party Sales Volumes

 

 

 

QUARTER ENDED

 

 

AMOUNT OF

CHANGE

 

 

YEAR-TO-DATE ENDED

 

 

AMOUNT OF

CHANGE

 

VOLUMES IN MILLIONS(1)

 

JUNE 2020

 

 

JUNE 2019

 

 

2020 VS.

2019

 

 

JUNE 2020

 

 

JUNE 2019

 

 

2020 VS.

2019

 

Structural lumber – board feet

 

 

1,225

 

 

 

1,274

 

 

 

(49

)

 

 

2,447

 

 

 

2,407

 

 

 

40

 

Oriented strand board – square feet (3/8”)

 

 

747

 

 

 

733

 

 

 

14

 

 

 

1,517

 

 

 

1,450

 

 

 

67

 

Engineered solid section – cubic feet

 

 

5.2

 

 

 

6.1

 

 

 

(0.9

)

 

 

11.1

 

 

 

11.3

 

 

 

(0.2

)

Engineered I-joists – lineal feet

 

 

42

 

 

 

52

 

 

 

(10

)

 

 

89

 

 

 

93

 

 

 

(4

)

Softwood plywood – square feet (3/8”)

 

 

95

 

 

 

115

 

 

 

(20

)

 

 

208

 

 

 

230

 

 

 

(22

)

Medium density fiberboard – square feet (3/4”)

 

 

40

 

 

 

55

 

 

 

(15

)

 

 

92

 

 

 

99

 

 

 

(7

)

(1)

Sales volumes include sales of internally produced products and products purchased for resale primarily through our distribution business.

21


 

 

PRODUCTION AND OUTSIDE PURCHASE VOLUMES

 

Outside purchase volumes are primarily purchased for resale through our distribution business. Production volumes are produced for sale through our own sales organizations and through our distribution business. Production of oriented strand board and engineered solid section are also used to manufacture engineered I-joists.

 

 

 

QUARTER ENDED

 

 

AMOUNT OF

CHANGE

 

 

YEAR-TO-DATE ENDED

 

 

AMOUNT OF

CHANGE

 

VOLUMES IN MILLIONS

 

JUNE 2020

 

 

JUNE 2019

 

 

2020 VS.

2019

 

 

JUNE 2020

 

 

JUNE 2019

 

 

2020 VS.

2019

 

Structural lumber – board feet:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Production

 

 

1,108

 

 

 

1,193

 

 

 

(85

)

 

 

2,317

 

 

 

2,338

 

 

 

(21

)

Outside purchase

 

 

51

 

 

 

58

 

 

 

(7

)

 

 

110

 

 

 

113

 

 

 

(3

)

Total

 

 

1,159

 

 

 

1,251

 

 

 

(92

)

 

 

2,427

 

 

 

2,451

 

 

 

(24

)

Oriented strand board – square feet (3/8”):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Production

 

 

742

 

 

 

736

 

 

 

6

 

 

 

1,519

 

 

 

1,465

 

 

 

54

 

Outside purchase

 

 

64

 

 

 

88

 

 

 

(24

)

 

 

151

 

 

 

169

 

 

 

(18

)

Total

 

 

806

 

 

 

824

 

 

 

(18

)

 

 

1,670

 

 

 

1,634

 

 

 

36

 

Engineered solid section – cubic feet:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Production

 

 

5.3

 

 

 

6.0

 

 

 

(0.7

)

 

 

11.4

 

 

 

11.9

 

 

 

(0.5

)

Outside purchase

 

 

0.1

 

 

 

0.2

 

 

 

(0.1

)

 

 

0.3

 

 

 

0.2

 

 

 

0.1

 

Total

 

 

5.4

 

 

 

6.2

 

 

 

(0.8

)

 

 

11.7

 

 

 

12.1

 

 

 

(0.4

)

Engineered I-joists – lineal feet:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Production

 

 

38

 

 

 

47

 

 

 

(9

)

 

 

85

 

 

 

91

 

 

 

(6

)

Outside purchase

 

 

3

 

 

 

3

 

 

 

 

 

 

5

 

 

 

5

 

 

 

 

Total

 

 

41

 

 

 

50

 

 

 

(9

)

 

 

90

 

 

 

96

 

 

 

(6

)

Softwood plywood – square feet (3/8”):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Production

 

 

76

 

 

 

104

 

 

 

(28

)

 

 

173

 

 

 

202

 

 

 

(29

)

Outside purchase

 

 

14

 

 

 

19

 

 

 

(5

)

 

 

30

 

 

 

35

 

 

 

(5

)

Total

 

 

90

 

 

 

123

 

 

 

(33

)

 

 

203

 

 

 

237

 

 

 

(34

)

Medium density fiberboard – square feet (3/4"):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Production

 

 

35

 

 

 

61

 

 

 

(26

)

 

 

91

 

 

 

106

 

 

 

(15

)

Total

 

 

35

 

 

 

61

 

 

 

(26

)

 

 

91

 

 

 

106

 

 

 

(15

)

 

 

UNALLOCATED ITEMS

 

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 postretirement costs, elimination of intersegment profit in inventory and LIFO, foreign exchange transaction gains and losses, interest income and other as well as legacy obligations.

22


 

 

Net Charge to Earnings – Unallocated Items

 

 

 

QUARTER ENDED

 

 

AMOUNT OF

CHANGE

 

 

YEAR-TO-DATE ENDED

 

 

AMOUNT OF

CHANGE

 

DOLLAR AMOUNTS IN MILLIONS

 

JUNE 2020

 

 

JUNE 2019

 

 

2020 VS.

2019

 

 

JUNE 2020

 

 

JUNE 2019

 

 

2020 VS.

2019

 

Unallocated corporate function and variable compensation expense

 

$

(23

)

 

$

(12

)

 

$

(11

)

 

$

(42

)

 

$

(31

)

 

$

(11

)

Liability classified share-based compensation

 

 

(4

)

 

 

 

 

 

(4

)

 

 

6

 

 

 

(4

)

 

 

10

 

Foreign exchange gain (loss)

 

 

3

 

 

 

2

 

 

 

1

 

 

 

(5

)

 

 

(1

)

 

 

(4

)

Elimination of intersegment profit in inventory and LIFO

 

 

18

 

 

 

(5

)

 

 

23

 

 

 

5

 

 

 

(10

)

 

 

15

 

Other

 

 

(4

)

 

 

(17

)

 

 

13

 

 

 

(9

)

 

 

(56

)

 

 

47

 

Operating loss

 

 

(10

)

 

 

(32

)

 

 

22

 

 

 

(45

)

 

 

(102

)

 

 

57

 

Non-operating pension and other postretirement benefit costs

 

 

(10

)

 

 

(10

)

 

 

 

 

 

(19

)

 

 

(480

)

 

 

461

 

Interest income and other

 

 

2

 

 

 

6

 

 

 

(4

)

 

 

3

 

 

 

16

 

 

 

(13

)

Net charge to earnings

 

$

(18

)

 

$

(36

)

 

$

18

 

 

$

(61

)

 

$

(566

)

 

$

505

 

 

Comparing Second Quarter 2020 with Second Quarter 2019

 

Net charge to earnings decreased $18 million – 50 percent – primarily due to a $23 million increase in elimination of intersegment profit in inventory and LIFO.

 

Comparing Year-to-Date 2020 with Year-to-Date 2019

 

Net charge to earnings decreased $505 million – 89 percent – primarily due to:

a $449 million noncash pension settlement charge recorded during year-to-date 2019, with no similar activity in 2020 (refer to Note 7: Pension and Other Postretirement Benefit Plans for further information);

a $15 million increase in elimination of intersegment profit in inventory and LIFO;

a $12 million legal benefit recognized during year-to-date 2020 and

a $10 million decrease in expense related to liability classified share-based compensation attributable to a decrease in our stock price for the year-to-date period ended June 30, 2020 compared to an increase for the same period in 2019.

 

 

INTEREST EXPENSE

 

Our interest expense, net of capitalized interest, was:

$103 million for second quarter 2020 and $188 million year-to-date 2020;

$91 million for second quarter 2019 and $198 million year-to-date 2019.

 

Interest expense increased by $12 million compared to second quarter 2019 primarily due to an $11 million net charge related to the early extinguishment of debt recorded in second quarter 2020.

 

Interest expense decreased by $10 million compared to year-to-date 2019 primarily due to $8 million of expense on SPE notes recorded during year-to-date 2019, with no similar activity in 2020.

 

Refer to Note 9: Long-Term Debt and Line of Credit for further information.

 

 

INCOME TAXES

 

Our provision for income taxes was:

a $60 million expense for second quarter 2020 and a $57 million expense year-to-date 2020;

a $37 million benefit for second quarter 2019 and a $141 million benefit year-to-date 2019.

Our provision for income taxes is primarily driven by earnings (losses) generated by our TRSs. Income tax expense increased by $198 million compared to year-to-date 2019 primarily due to the $109 million tax benefit recognized in 2019 related to our noncash pension settlement charge and stronger current year-to-date earnings. Overall performance results for our business segments can be found in Consolidated Results.

 

Refer to Note 16: Income Taxes and Note 7: Pension and Other Postretirement Benefit Plans for further information.

 

 

23


 

LIQUIDITY AND CAPITAL RESOURCES

 

We are committed to maintaining an appropriate capital structure that provides flexibility and enables us to protect the interests of our shareholders and meet our obligations to our lenders, while also maintaining access to all major financial markets.

 

In light of the significant uncertainty regarding the duration and magnitude of the effects of the COVID-19 pandemic on our business and our customers, in May 2020 the board of directors temporarily suspended the quarterly cash dividend to enhance and preserve our liquidity position and financial flexibility. The board will continue to evaluate opportunities to reinitiate the quarterly cash dividend based on factors including the company’s cash flow, liquidity, leverage, customer demand, market conditions and the broader macroeconomic environment. Additional steps that we have taken to ensure flexibility and liquidity include the following:

reducing 2020 capital expenditures by approximately $90 million;

reducing 2020 operating expenses by approximately $55 million;

issuing $750 million of 4.00 percent senior notes through a public bond offering and

reducing, through the remainder of the year, salary for the CEO by 30 percent and the senior management team by 10 percent, and reducing fees paid to the board of directors by 20 percent.

In addition to the steps taken above, we also have $1.5 billion of availability on our line of credit, which expires in January 2025. We believe we have sufficient liquidity to meet all cash requirements for the foreseeable future.

 

CASH FROM OPERATIONS

 

Consolidated net cash from operations was:

$477 million for year-to-date 2020 and

$382 million for year-to-date 2019.

 

Net cash from operations increased $95 million, primarily due to:

increased cash inflows from our business segments and

a $50 million decrease in cash paid for income taxes, primarily related to a $21 million cash payment for the resolution of an IRS matter and $20 million of estimated tax and extension payments for foreign taxes for year-to-date 2019.

These increases in net cash were partially offset by increased cash used in working capital changes.

 

CASH FROM INVESTING ACTIVITIES

 

Consolidated net cash from investing activities was:

$376 million for year-to-date 2020 and

$129 million for year-to-date 2019.

 

Net cash from investing activities increased $247 million, primarily due to:

$145 million of proceeds from the sale of our Montana timberlands during first quarter 2020 and

a $109 million increase in proceeds received from variable interest entities.

 

Summary of Capital Spending by Business Segment

 

 

 

YEAR-TO-DATE ENDED

 

DOLLAR AMOUNTS IN MILLIONS

 

JUNE 2020

 

 

JUNE 2019

 

Timberlands

 

$

51

 

 

$

51

 

Wood Products

 

 

83

 

 

 

83

 

Unallocated Items

 

 

 

 

 

9

 

Total

 

$

134

 

 

$

143

 

 

We expect our net capital expenditures for 2020 will be approximately $270 million. The amount we spend on capital expenditures could change.

 

CASH FROM FINANCING ACTIVITIES

 

Consolidated net cash from financing activities was:

$(349) million for year-to-date 2020 and

$(633) million for year-to-date 2019.

 

Net cash from financing activities increased $284 million, primarily due to:

a $253 million decrease in cash paid for dividends;

a $60 million decrease in cash used for share repurchases and

a $55 million decrease in net cash payments related to borrowings on our line of credit.

24


 

These changes were partially offset by a $76 million increase in cash used for payments on long-term debt.

 

Line of Credit

 

We had no outstanding borrowings on our credit facility as of June 30, 2020. As of December 31, 2019, we had $230 million of outstanding borrowings on our $1.5 billion five-year senior unsecured revolving credit facility. This credit facility expires in January 2025.

 

Refer to Note 9: Long-Term Debt and Line of Credit for further information.

 

Long-Term Debt

 

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.

 

In February 2019, we issued $750 million of 4.00 percent notes due in November 2029. The net proceeds after deducting the discount, underwriting fees, and issuance costs were $739 million. In March 2019, a portion of the net proceeds was used to redeem our outstanding $500 million 7.38 percent notes due in October 2019.

 

Refer to Note 9: Long-Term Debt and Line of Credit for further information.

 

Our revolving credit agreement and our term loan agreement utilize the London Inter-bank Offered Rate (LIBOR) as a basis for one of the interest rate options available to the company to apply to outstanding borrowings. LIBOR is expected to be discontinued at some point during 2021, and we are closely monitoring ongoing market developments in the identification or creation of a widely accepted replacement rate. We have included provisions in our new revolving credit agreement that specifically contemplate the transition from LIBOR to a replacement benchmark rate. In July 2020, we amended our term loan agreement primarily to include provisions that address the future discontinuance of LIBOR and set forth the process for transition to an alternate benchmark rate.

 

As of June 30, 2020, of our $6.3 billion of long-term debt, only $225 million in term loan borrowings are governed by debt agreements that utilize LIBOR as one of the alternative applicable rates. We therefore do not believe that the discontinuation of LIBOR as a reference rate in our debt agreements will have a material adverse effect on our financial position or materially affect our interest expense.

 

Debt Covenants

 

As of June 30, 2020, Weyerhaeuser Company was in compliance with its debt covenants. There have been no significant changes to the debt covenants presented in our 2019 Annual Report on Form 10-K for our existing long-term debt instruments, and we expect to remain in compliance with our debt covenants for the foreseeable future.

 

Option Exercises

 

We received cash proceeds from the exercise of stock options of:

$6 million for year-to-date 2020 and

$4 million for year-to-date 2019.

 

Our average stock price was $23.24 and $25.30 for year-to-date 2020 and 2019, respectively.

 

Dividend Payments

 

We paid cash dividends on common shares of:

$254 million for year-to-date 2020 and

$507 million for year-to-date 2019.

This decrease in dividends paid is due to the temporary suspension of the quarterly dividend that was announced in second quarter 2020.

 

Share Repurchases

 

During year-to-date 2020, we did not repurchase shares. During year-to-date 2019, we repurchased over 2.3 million common shares for approximately $60 million under the 2019 Repurchase Program. There were no unsettled repurchases as of June 30, 2020 or December 31, 2019. Refer to Note 4: Net Earnings (Loss) Per Share and Share Repurchases for further information.

 

 

 

PERFORMANCE MEASURES

 

Adjusted EBITDA by Segment

 

We use adjusted earnings before interest, taxes, depreciation, depletion and amortization (Adjusted EBITDA) as a key performance measure to evaluate the performance of the consolidated company and our business segments. This measure should not be considered in isolation from, and is not intended to represent an alternative to, our results reported in accordance with U.S. generally accepted accounting principles (U.S. GAAP). However, we believe Adjusted EBITDA provides meaningful supplemental information for investors about our operating performance, better facilitates period to period comparisons and is widely used by analysts, lenders, rating agencies and other interested parties.

 

Our definition of Adjusted EBITDA may be different from similarly titled measures reported by other companies. Adjusted EBITDA, as we define it, is operating income adjusted for depreciation, depletion, amortization, basis of real estate sold and special items.

 

25


 

 

 

QUARTER ENDED

 

 

AMOUNT OF

CHANGE

 

 

YEAR-TO-DATE ENDED

 

 

AMOUNT OF

CHANGE

 

DOLLAR AMOUNTS IN MILLIONS

 

JUNE 2020

 

 

JUNE 2019

 

 

2020 VS.

2019

 

 

JUNE 2020

 

 

JUNE 2019

 

 

2020 VS.

2019

 

Adjusted EBITDA by Segment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Timberlands

 

$

140

 

 

$

175

 

 

$

(35

)

 

$

313

 

 

$

368

 

 

$

(55

)

Real Estate & ENR

 

 

57

 

 

 

71

 

 

 

(14

)

 

 

158

 

 

 

177

 

 

 

(19

)

Wood Products

 

 

198

 

 

 

128

 

 

 

70

 

 

 

382

 

 

 

243

 

 

 

139

 

 

 

 

395

 

 

 

374

 

 

 

21

 

 

 

853

 

 

 

788

 

 

 

65

 

Unallocated Items

 

 

(9

)

 

 

(31

)

 

 

22

 

 

 

(54

)

 

 

(80

)

 

 

26

 

Adjusted EBITDA

 

$

386

 

 

$

343

 

 

$

43

 

 

$

799

 

 

$

708

 

 

$

91

 

 

We reconcile Adjusted EBITDA to net earnings (loss) for the consolidated company and to operating income (loss) for the business segments, as those are the most directly comparable U.S. GAAP measures for each.

 

The table below reconciles Adjusted EBITDA for the quarter ended June 30, 2020:

 

DOLLAR AMOUNTS IN MILLIONS

 

Timberlands

 

 

Real Estate &

ENR

 

 

Wood

Products

 

 

Unallocated

Items

 

 

Total

 

Adjusted EBITDA by Segment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

72

 

Interest expense, net of capitalized interest(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

103

 

Income taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

60

 

Net contribution (charge) to earnings

 

$

75

 

 

$

19

 

 

$

159

 

 

$

(18

)

 

$

235

 

Non-operating pension and other postretirement benefit costs

 

 

 

 

 

 

 

 

 

 

 

10

 

 

 

10

 

Interest income and other

 

 

 

 

 

 

 

 

 

 

 

(2

)

 

 

(2

)

Operating income (loss)

 

 

75

 

 

 

19

 

 

 

159

 

 

 

(10

)

 

 

243

 

Depreciation, depletion and amortization

 

 

65

 

 

 

4

 

 

 

47

 

 

 

1

 

 

 

117

 

Basis of real estate sold

 

 

 

 

 

34

 

 

 

 

 

 

 

 

 

34

 

Special items included in operating income (loss)(2)

 

 

 

 

 

 

 

 

(8

)

 

 

 

 

 

(8

)

Adjusted EBITDA

 

$

140

 

 

$

57

 

 

$

198

 

 

$

(9

)

 

$

386

 

(1)

Interest expense, net of capitalized interest includes a pretax special item of $11 million related to a net charge for the early extinguishment of debt.

(2)

Operating income (loss) includes a pretax special item consisting of an $8 million product remediation insurance recovery.

26


 

 

 

The table below reconciles Adjusted EBITDA for the quarter ended June 30, 2019:

 

DOLLAR AMOUNTS IN MILLIONS

 

Timberlands

 

 

Real Estate &

ENR

 

 

Wood

Products

 

 

Unallocated

Items

 

 

Total

 

Adjusted EBITDA by Segment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

128

 

Interest expense, net of capitalized interest

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

91

 

Income taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(37

)

Net contribution (charge) to earnings

 

$

102

 

 

$

35

 

 

$

81

 

 

$

(36

)

 

$

182

 

Non-operating pension and other postretirement benefit costs(1)

 

 

 

 

 

 

 

 

 

 

 

10

 

 

 

10

 

Interest income and other

 

 

 

 

 

 

 

 

 

 

 

(6

)

 

 

(6

)

Operating income (loss)

 

 

102

 

 

 

35

 

 

 

81

 

 

 

(32

)

 

 

186

 

Depreciation, depletion and amortization

 

 

73

 

 

 

3

 

 

 

47

 

 

 

1

 

 

 

124

 

Basis of real estate sold

 

 

 

 

 

33

 

 

 

 

 

 

 

 

 

33

 

Adjusted EBITDA

 

$

175

 

 

$

71

 

 

$

128

 

 

$

(31

)

 

$

343

 

(1)

Non-operating pension and other postretirement benefit costs includes a pretax special item consisting of a $6 million benefit from finalizing the noncash settlement charge incurred in first quarter 2019 related to the transfer of pension assets and liabilities through the purchase of a group annuity contract.

 

The table below reconciles Adjusted EBITDA for the year-to-date period ended June 30, 2020:

 

DOLLAR AMOUNTS IN MILLIONS

 

Timberlands

 

 

Real Estate &

ENR

 

 

Wood

Products

 

 

Unallocated

Items

 

 

Total

 

Adjusted EBITDA by Segment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

222

 

Interest expense, net of capitalized interest(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

188

 

Income taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

57

 

Net contribution (charge) to earnings

 

$

180

 

 

$

55

 

 

$

293

 

 

$

(61

)

 

$

467

 

Non-operating pension and other postretirement benefit costs

 

 

 

 

 

 

 

 

 

 

 

19

 

 

 

19

 

Interest income and other

 

 

 

 

 

 

 

 

 

 

 

(3

)

 

 

(3

)

Operating income (loss)

 

 

180

 

 

 

55

 

 

 

293

 

 

 

(45

)

 

 

483

 

Depreciation, depletion and amortization

 

 

133

 

 

 

7

 

 

 

97

 

 

 

3

 

 

 

240

 

Basis of real estate sold

 

 

 

 

 

96

 

 

 

 

 

 

 

 

 

96

 

Special items included in operating income (loss)(2)

 

 

 

 

 

 

 

 

(8

)

 

 

(12

)

 

 

(20

)

Adjusted EBITDA

 

$

313

 

 

$

158

 

 

$

382

 

 

$

(54

)

 

$

799

 

(1)

Interest expense, net of capitalized interest includes a pretax special item of $11 million related to a net charge for the early extinguishment of debt.

(2)

Operating income (loss) includes pretax special items consisting of a $12 million noncash legal benefit within Unallocated Items and an $8 million product remediation insurance recovery within Wood Products.

 

27


 

The table below reconciles Adjusted EBITDA for the year-to-date period ended June 30, 2019:

 

DOLLAR AMOUNTS IN MILLIONS

 

Timberlands

 

 

Real Estate

& ENR

 

 

Wood

Products

 

 

Unallocated

Items

 

 

Total

 

Adjusted EBITDA by Segment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(161

)

Interest expense, net of capitalized interest(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

198

 

Income taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(141

)

Net contribution (charge) to earnings (loss)

 

$

222

 

 

$

90

 

 

$

150

 

 

$

(566

)

 

$

(104

)

Non-operating pension and other postretirement benefit costs(2)

 

 

 

 

 

 

 

 

 

 

 

480

 

 

 

480

 

Interest income and other

 

 

 

 

 

 

 

 

 

 

 

(16

)

 

 

(16

)

Operating income (loss)

 

 

222

 

 

 

90

 

 

 

150

 

 

 

(102

)

 

 

360

 

Depreciation, depletion and amortization

 

 

146

 

 

 

6

 

 

 

93

 

 

 

2

 

 

 

247

 

Basis of real estate sold

 

 

 

 

 

81

 

 

 

 

 

 

 

 

 

81

 

Special items included in operating income (loss)(3)

 

 

 

 

 

 

 

 

 

 

 

20

 

 

 

20

 

Adjusted EBITDA

 

$

368

 

 

$

177

 

 

$

243

 

 

$

(80

)

 

$

708

 

(1)

Interest expense, net of capitalized interest includes a pretax special item of $12 million related to a charge for the early extinguishment of debt.

(2)

Non-operating pension and other postretirement benefit costs includes a pretax special item consisting of a $449 million noncash settlement charge related to the transfer of approximately $1.5 billion of U.S. qualified pension plan assets and liabilities to an insurance company through the purchase of a group annuity contract.

(3)

Operating income (loss) includes a pretax special item consisting of a $20 million legal charge within Unallocated Items.

 

Net Earnings and Net Earnings per Diluted Share Before Special Items

 

We use net earnings before special items and net earnings per diluted share before special items as key performance measures to evaluate the performance of the consolidated company. These measures should not be considered in isolation from, and are not intended to represent an alternative to, our results reported in accordance with U.S. generally accepted accounting principles (U.S. GAAP). However, we believe the measures provide meaningful supplemental information for investors about our operating performance, better facilitate period to period comparisons and are widely used by analysts, lenders, rating agencies and other interested parties.

 

Net Earnings Before Special Items

 

 

 

QUARTER ENDED

 

 

YEAR-TO-DATE ENDED

 

DOLLAR AMOUNTS IN MILLIONS

 

JUNE 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Net earnings (loss)

 

$

72

 

 

$

128

 

 

$

222

 

 

$

(161

)

Early extinguishment of debt charges

 

 

11

 

 

 

 

 

 

11

 

 

 

9

 

Legal charge (benefit)

 

 

 

 

 

 

 

 

(12

)

 

 

15

 

Pension settlement charges

 

 

 

 

 

(5

)

 

 

 

 

 

340

 

Product remediation recovery

 

 

(6

)

 

 

 

 

 

(6

)

 

 

 

Net earnings before special items

 

$

77

 

 

$

123

 

 

$

215

 

 

$

203

 

 

Net Earnings per Diluted Share Before Special Items

 

 

 

QUARTER ENDED

 

 

YEAR-TO-DATE ENDED

 

 

 

JUNE 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Net earnings (loss) per diluted share

 

$

0.10

 

 

$

0.17

 

 

$

0.30

 

 

$

(0.22

)

Early extinguishment of debt charges

 

 

0.02

 

 

 

 

 

 

0.02

 

 

 

0.01

 

Legal charge (benefit)

 

 

 

 

 

 

 

 

(0.02

)

 

 

0.02

 

Pension settlement charges

 

 

 

 

 

(0.01

)

 

 

 

 

 

0.46

 

Product remediation recovery

 

 

(0.01

)

 

 

 

 

 

(0.01

)

 

 

 

Net earnings per diluted share before special items

 

$

0.11

 

 

$

0.16

 

 

$

0.29

 

 

$

0.27

 

 

 

CRITICAL ACCOUNTING POLICIES

 

There have been no significant changes during year-to-date 2020 to the critical accounting policies presented in our 2019 Annual Report on Form 10-K.

 

28


 

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

LONG-TERM INDEBTEDNESS OBLIGATIONS

The following summary of our long-term indebtedness obligations includes:

scheduled principal repayments for the next five years and after;

weighted average interest rates for debt maturing in each of the next five years and after and

estimated fair values of outstanding obligations.

We estimate the fair value of our debt instruments using quoted market prices we received for the same types and issues of our debt or on the discounted value of the future cash flows using market yields for the same type and comparable issues of debt. Changes in market rates of interest affect the fair value of our fixed-rate debt.

Summary of Long-Term Indebtedness Principal Obligations as of June 30, 2020

 

DOLLAR AMOUNTS IN MILLIONS

 

2020

 

 

2021

 

 

2022

 

 

2023

 

 

2024

 

 

THEREAFTER

 

 

TOTAL(1)

 

 

FAIR VALUE

 

Fixed-rate debt

 

$

 

 

$

150

 

 

$

 

 

$

1,876

 

 

$

 

 

$

4,074

 

 

$

6,100

 

 

$

7,298

 

Average interest rate

 

 

%

 

 

9.00

%

 

 

%

 

 

4.91

%

 

 

%

 

 

6.19

%

 

 

5.87

%

 

N/A

 

Variable-rate debt

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

225

 

 

$

225

 

 

$

225

 

Average interest rate

 

 

%

 

 

%

 

 

%

 

 

%

 

 

%

 

 

1.78

%

 

 

1.78

%

 

N/A

 

(1)

Excludes $26 million of unamortized discounts, capitalized debt expense and business combination fair value adjustments.

Item 4. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Disclosure controls are controls and other procedures that are designed to ensure that information required to be disclosed in the reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Act is accumulated and communicated to the issuer’s management, including its principal executive and principal financial officers, to allow timely decisions regarding required disclosure. The company’s principal executive officer and principal financial officer have concluded that the company’s disclosure controls and procedures were effective as of June 30, 2020, based on an evaluation of the company’s disclosure controls and procedures as of that date.

CHANGES IN INTERNAL CONTROLS

No changes occurred in the company’s internal control over financial reporting during year-to-date 2020 that have materially affected, or are reasonably likely to materially affect, the company’s internal control over financial reporting.

PART II – OTHER INFORMATION

Refer to Note 11: Legal Proceedings, Commitments and Contingencies.

Item 1A. RISK FACTORS

The following supplements and updates the risk factors in Part I, Item 1A “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2019 and in Part II,  Item 1A, “Risk Factors,” of our Quarterly Report on Form 10-Q for the quarterly period ended March 30, 2020. If any of the risks discussed below or in our Annual Report on Form 10-K occur, our business, prospects, liquidity, financial condition and results of operations could be materially and adversely affected.

 

Homebuilding Market and Economic Risks

We face risks related to COVID-19 and other health epidemics and outbreaks, which may adversely affect our business, results of operations and financial condition.

We face risks related to health epidemics and other outbreaks, including the global outbreak of a novel strain of coronavirus (“COVID-19”). In March 2020, the World Health Organization declared the outbreak of COVID-19 a global pandemic. The outbreak spread widely throughout the United States and other regions of the world. In response, federal, state and local governments in the United States, as well as governments throughout the world, declared states of emergency and ordered preventative measures to contain and mitigate the spread of the virus. These measures, which have included shelter-in-place and similar mandates for individuals and closure or curtailment of many businesses, have caused significant economic disruption as well as disruption and volatility in global capital markets, which could worsen. As a result, there have been adverse effects on the demand for our timber and wood products and disruptions to our supply chain and the manufacturing, distribution and export of our timber and wood products, all of which could worsen in the future. Any one or more of these consequences of COVID-19, as well as other unpredictable events, could materially adversely affect our business, results of operations, cash flows and financial condition. The COVID-19 outbreak continues to rapidly evolve and the extent to which it may further impact our business, results of operations, cash flows and financial condition, as well as our plans and decisions relating to various capital expenditures, other discretionary items and capital allocation priorities, including the timing and amount of the reinstatement of our quarterly dividends to shareholders, will depend on future developments, which are highly uncertain and cannot be predicted with confidence. Such developments include, but are not limited to, the future geographic spread or mutation of COVID-19 or the outbreak of another virulent disease, continuation of or changes in governmental responses to disease outbreak, the duration of disease outbreak, the timing and effectiveness of treatment and testing options, including availability of a vaccine, and consequential restrictions, business disruptions and the effectiveness of responsive actions taken in the United States and other countries to contain the disease. The impacts of the outbreak and related restrictions have led to a significant increase in national unemployment during the second quarter of 2020, and recent increases in the number of new COVID-19 cases in the U.S. have resulted in many states pausing their reopening plans and reimposing restrictions that had previously been lifted. An extended continuation or worsening of domestic unemployment may adversely affect demand for our products and thus negatively impact our business, results of operations, cash flows and financial condition. In addition, the impact of COVID-19 or other virulent disease may also trigger the occurrence, or exacerbate, other risks discussed in Part I, Item 1A “Risk Factors”

29


 

in our Annual Report on Form 10-K for the year ended December 31, 2019, any of which could have a material adverse effect on our business, results of operation, cash flows and financial condition. For a more detailed discussion on the current effects of COVID-19 on our business and operations, see our discussion under Management’s Discussion and Analysis of Financial Condition and Results of Operations (MD&A) – Economic and Market Conditions Affecting our Operations.

Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Issuer Purchases of Equity Securities

 

There were no share repurchases during second quarter 2020.

Item 3. DEFAULTS UPON SENIOR SECURITIES

None.

Item 4. MINE SAFETY DISCLOSURES

Not applicable.

Item 5. OTHER INFORMATION

None.

30


 

 

Item 6. EXHIBITS

 

31.1

Certification of Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended.

 

 

31.2

Certification of Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended.

 

 

32

Certification pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934, as amended, and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350).

 

 

101.INS

XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

 

 

101.SCH

Inline XBRL Taxonomy Extension Schema Document

 

 

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document

 

 

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document

 

 

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document

 

 

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document

 

 

104

The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2020, has been formatted in Inline XBRL.

* Denotes a management contract or compensatory plan or arrangement.

31


 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

WEYERHAEUSER COMPANY

 

(Registrant)

 

 

 

Date: July 31, 2020

By:

/s/ David M. Wold

 

 

David M. Wold

 

 

Vice President and Chief Accounting Officer

 

 

(Principal Accounting Officer and Duly Authorized Officer)

 

32

wy-ex311_7.htm

 

EXHIBIT 31.1

Certification Pursuant to Rule 13a-14(a)

Under the Securities Exchange Act of 1934

I, Devin W. Stockfish, certify that:

1.

I have reviewed this quarterly report on Form 10-Q of Weyerhaeuser Company.

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report.

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report.

4.

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a–15(e) and 15d–15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

a)

designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

b)

designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

c)

evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

d)

disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

5.

The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

a)

all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

b)

any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

 

 

 

 

Date:

July 31, 2020

 

 

 

 

/s/ DEVIN W. STOCKFISH

 

Devin W. Stockfish

President and Chief Executive Officer

 

wy-ex312_6.htm

 

EXHIBIT 31.2

Certification Pursuant to Rule 13a-14(a)

Under the Securities Exchange Act of 1934

I, Russell S. Hagen, certify that:

1.

I have reviewed this quarterly report on Form 10-Q of Weyerhaeuser Company.

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report.

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report.

4.

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a–15(e) and 15d–15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

a)

designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

b)

designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

c)

evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

d)

disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

5.

The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

a)

all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

b)

any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

 

 

 

 

Date:

July 31, 2020

 

 

 

 

/s/ RUSSELL S. HAGEN

 

Russell S. Hagen

Senior Vice President and Chief Financial Officer

 

 

wy-ex32_8.htm

 

EXHIBIT 32

 

Certification Pursuant to Rule 13a-14(b)

Under the Securities Exchange Act of 1934 and

Section 1350, Chapter 63 of Title 18, United States Code

Pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934 and section 1350, chapter 63 of title 18, United States Code, each of the undersigned officers of Weyerhaeuser Company, a Washington corporation (the “Company”), hereby certifies that:

The Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2020 and dated July 31, 2020 (the “Form 10-Q”) fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934 and information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

/s/ DEVIN W. STOCKFISH

 

Devin W. Stockfish

President and Chief Executive Officer

 

 

 

Dated:

July 31, 2020

 

 

 

 

/s/ RUSSELL S. HAGEN

 

Russell S. Hagen

Senior Vice President and Chief Financial Officer

 

 

 

Dated:

July 31, 2020

 

 

v3.20.2
Document and Entity Information - shares
6 Months Ended
Jun. 30, 2020
Jul. 27, 2020
Cover [Abstract]    
Entity Registrant Name WEYERHAEUSER COMPANY  
Trading Symbol WY  
Entity Central Index Key 0000106535  
Current Fiscal Year End Date --12-31  
Entity Current Reporting Status Yes  
Entity Filer Category Large Accelerated Filer  
Document Type 10-Q  
Document Period End Date Jun. 30, 2020  
Document Fiscal Year Focus 2020  
Document Fiscal Period Focus Q2  
Amendment Flag false  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Common Stock, Shares Outstanding   746,267,000
Entity Shell Company false  
Entity File Number 1-4825  
Entity Incorporation, State or Country Code WA  
Entity Tax Identification Number 91-0470860  
Entity Address, Address Line One 220 Occidental Avenue South  
Entity Address, City or Town Seattle  
Entity Address, State or Province WA  
Entity Address, Postal Zip Code 98104-7800  
City Area Code (206)   
Local Phone Number 539-3000  
Document Quarterly Report true  
Document Transition Report false  
Entity Interactive Data Current Yes  
Title of 12(b) Security Common Stock, par value $1.25 per share  
Security Exchange Name NYSE  
v3.20.2
CONSOLIDATED STATEMENT OF OPERATIONS - USD ($)
shares in Thousands, $ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Income Statement [Abstract]        
Net sales (Note 3) $ 1,631 $ 1,692 $ 3,359 $ 3,335
Costs of sales 1,283 1,390 2,665 2,712
Gross margin 348 302 694 623
Selling expenses 18 21 40 42
General and administrative expenses 84 80 158 169
Other operating costs, net (Note 15) 3 15 13 52
Operating income 243 186 483 360
Non-operating pension and other postretirement benefit costs (Note 7) (10) (10) (19) (480)
Interest income and other 2 6 3 16
Interest expense, net of capitalized interest (103) (91) (188) (198)
Earnings (loss) before income taxes 132 91 279 (302)
Income taxes (Note 16) (60) 37 (57) 141
Net earnings (loss) $ 72 $ 128 $ 222 $ (161)
Earnings (loss) per share, basic and diluted (Note 4) $ 0.10 $ 0.17 $ 0.30 $ (0.22)
Weighted average shares outstanding (in thousands) (Note 4):        
Basic 746,896 745,486 746,715 746,041
Diluted 746,984 746,232 747,070 746,041
v3.20.2
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Statement Of Income And Comprehensive Income [Abstract]        
Net earnings (loss) $ 72 $ 128 $ 222 $ (161)
Other comprehensive income (loss):        
Foreign currency translation adjustments 17 11 (25) 25
Changes in unamortized actuarial loss, net of tax expense of $8, $9, $24 and $120 23 29 67 373
Changes in unamortized net prior service credit, net of tax expense of $0, $0, $0 and $0 1 (1) 2 (1)
Total other comprehensive income 41 39 44 397
Total comprehensive income $ 113 $ 167 $ 266 $ 236
v3.20.2
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (Parenthetical) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Statement Of Income And Comprehensive Income [Abstract]        
Changes in unamortized actuarial loss, tax expense (benefit) $ 8 $ 9 $ 24 $ 120
Changes in unamortized net prior service credit, tax benefit (expense) $ 0 $ 0 $ 0 $ 0
v3.20.2
CONSOLIDATED BALANCE SHEET - USD ($)
$ in Millions
Jun. 30, 2020
Dec. 31, 2019
Current assets:    
Cash and cash equivalents $ 643 $ 139
Receivables, net 420 309
Receivables for taxes 48 98
Inventories (Note 5) 409 416
Assets held for sale 0 140
Prepaid expenses and other current assets 131 147
Current restricted financial investments held by variable interest entities (Note 6) 0 362
Total current assets 1,651 1,611
Property and equipment, less accumulated depreciation of $3,493 and $3,477 1,958 1,969
Construction in progress 110 130
Timber and timberlands at cost, less depletion 11,780 11,929
Minerals and mineral rights, less depletion 275 281
Deferred tax assets 65 72
Other assets 415 414
Total assets 16,254 16,406
Current liabilities:    
Borrowings on line of credit (Note 9) 0 230
Accounts payable 199 246
Accrued liabilities (Note 8) 525 530
Total current liabilities 724 1,006
Long-term debt, net (Note 9) 6,299 6,147
Deferred tax liabilities 18 6
Deferred pension and other postretirement benefits (Note 7) 652 693
Other liabilities 359 377
Total liabilities 8,052 8,229
Commitments and contingencies (Note 11)
Equity:    
Common shares: $1.25 par value; authorized 1,360 million shares; issued and outstanding: 746,251 thousand shares at June 30, 2020 and 745,300 thousand shares at December 31, 2019 933 932
Other capital 8,166 8,152
Accumulated deficit (37) (3)
Accumulated other comprehensive loss (Note 12) (860) (904)
Total equity 8,202 8,177
Total liabilities and equity $ 16,254 $ 16,406
v3.20.2
CONSOLIDATED BALANCE SHEET (Parenthetical) - USD ($)
$ in Millions
Jun. 30, 2020
Dec. 31, 2019
Statement Of Financial Position [Abstract]    
Property and equipment, accumulated depreciation $ 3,493 $ 3,477
Common shares, par value $ 1.25 $ 1.25
Common shares, authorized 1,360,000,000 1,360,000,000
Common shares, issued 746,251,000 745,300,000
Common shares, outstanding 746,251,000 745,300,000
v3.20.2
CONSOLIDATED STATEMENT OF CASH FLOWS - USD ($)
$ in Millions
6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Cash flows from operations:    
Net earnings (loss) $ 222 $ (161)
Noncash charges (credits) to earnings (loss):    
Depreciation, depletion and amortization 240 247
Basis of real estate sold 96 81
Deferred income taxes, net (2) (166)
Pension and other postretirement benefits (Note 7) 37 496
Share-based compensation expense (Note 13) 15 16
Change in:    
Receivables, net (112) (87)
Receivables and payables for taxes 61 (25)
Inventories 2 (32)
Prepaid expenses and other current assets 5 3
Accounts payable and accrued liabilities (61) 45
Pension and postretirement benefit contributions and payments (16) (27)
Other (10) (8)
Net cash from operations 477 382
Cash flows from investing activities:    
Capital expenditures for property and equipment (102) (112)
Capital expenditures for timberlands reforestation (32) (31)
Proceeds from note receivable held by variable interest entities (Note 6) 362 253
Proceeds from sale of Montana timberlands (Note 14) 145 0
Other 3 19
Net cash from investing activities 376 129
Cash flows from financing activities:    
Cash dividends on common shares (254) (507)
Net proceeds from issuance of long-term debt (Note 9) 732 739
Payments on long-term debt (Note 9) (588) (512)
Proceeds from borrowings on line of credit (Note 9) 550 385
Payments on line of credit (Note 9) (780) (670)
Proceeds from exercise of stock options 6 4
Repurchases of common shares (Note 4) 0 (60)
Other (15) (12)
Net cash from financing activities (349) (633)
Net change in cash and cash equivalents 504 (122)
Cash and cash equivalents at beginning of period 139 334
Cash and cash equivalents at end of period 643 212
Cash paid (received) during the period for:    
Interest, net of amount capitalized of $3 and $2 178 187
Income taxes, net of refunds $ 1 $ 51
v3.20.2
CONSOLIDATED STATEMENT OF CASH FLOWS (Parenthetical) - USD ($)
$ in Millions
6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Statement Of Cash Flows [Abstract]    
Interest, amount capitalized $ 3 $ 2
v3.20.2
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY - USD ($)
$ in Millions
Total
Common shares:
Other capital:
Retained earnings (accumulated deficit):
Accumulated other comprehensive loss:
Balance at beginning of period at Dec. 31, 2018   $ 933 $ 8,172 $ 1,093 $ (1,152)
Issued for exercise of stock options and vested restricted stock units   1 4    
Repurchases of common shares (Note 4)   (3) (57)    
Shared-based compensation     16    
Other transactions, net     (5)    
Net earnings (loss) $ (161)     (161)  
Dividends on common shares       (507)  
Adjustments related to accounting pronouncements and other       (7)  
Other comprehensive income         397
Balance at end of period at Jun. 30, 2019 $ 8,724 931 8,130 418 (755)
Dividends paid per common share $ 0.68        
Balance at beginning of period at Mar. 31, 2019   931 8,121 543 (794)
Issued for exercise of stock options and vested restricted stock units   0 2    
Repurchases of common shares (Note 4)   0 0    
Shared-based compensation     7    
Other transactions, net     0    
Net earnings (loss) $ 128     128  
Dividends on common shares       (253)  
Adjustments related to accounting pronouncements and other       0  
Other comprehensive income         39
Balance at end of period at Jun. 30, 2019 $ 8,724 931 8,130 418 (755)
Dividends paid per common share $ 0.34        
Balance at beginning of period at Dec. 31, 2019 $ 8,177 932 8,152 (3) (904)
Issued for exercise of stock options and vested restricted stock units   1 6    
Repurchases of common shares (Note 4)   0 0    
Shared-based compensation     15    
Other transactions, net     (7)    
Net earnings (loss) 222     222  
Dividends on common shares       (256)  
Adjustments related to accounting pronouncements and other       0  
Other comprehensive income         44
Balance at end of period at Jun. 30, 2020 $ 8,202 933 8,166 (37) (860)
Dividends paid per common share $ 0.34        
Balance at beginning of period at Mar. 31, 2020   933 8,159 (109) (901)
Issued for exercise of stock options and vested restricted stock units   0 0    
Repurchases of common shares (Note 4)   0 0    
Shared-based compensation     8    
Other transactions, net     (1)    
Net earnings (loss) $ 72     72  
Dividends on common shares       0  
Adjustments related to accounting pronouncements and other       0  
Other comprehensive income         41
Balance at end of period at Jun. 30, 2020 $ 8,202 $ 933 $ 8,166 $ (37) $ (860)
Dividends paid per common share $ 0        
v3.20.2
BASIS OF PRESENTATION
6 Months Ended
Jun. 30, 2020
Organization Consolidation And Presentation Of Financial Statements [Abstract]  
BASIS OF PRESENTATION

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, 2019. Results of operations for interim periods should not necessarily be regarded as indicative of the results that may be expected for the full year.

 

 

v3.20.2
BUSINESS SEGMENTS
6 Months Ended
Jun. 30, 2020
Segment Reporting [Abstract]  
BUSINESS SEGMENTS

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 & ENR – Real Estate (sales of timberlands) and ENR (rights to explore for and extract hard minerals, construction materials, oil and gas production, wind and solar) 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 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Sales to unaffiliated customers:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Timberlands

 

$

359

 

 

$

401

 

 

$

740

 

 

$

832

 

Real Estate & ENR

 

 

65

 

 

 

81

 

 

 

177

 

 

 

199

 

Wood Products

 

 

1,207

 

 

 

1,210

 

 

 

2,442

 

 

 

2,304

 

 

 

 

1,631

 

 

 

1,692

 

 

 

3,359

 

 

 

3,335

 

Intersegment sales:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Timberlands

 

 

121

 

 

 

131

 

 

 

243

 

 

 

256

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total sales

 

 

1,752

 

 

 

1,823

 

 

 

3,602

 

 

 

3,591

 

Intersegment eliminations

 

 

(121

)

 

 

(131

)

 

 

(243

)

 

 

(256

)

Total

 

$

1,631

 

 

$

1,692

 

 

$

3,359

 

 

$

3,335

 

Net contribution (charge) to earnings:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Timberlands

 

$

75

 

 

$

102

 

 

$

180

 

 

$

222

 

Real Estate & ENR

 

 

19

 

 

 

35

 

 

 

55

 

 

 

90

 

Wood Products

 

 

159

 

 

 

81

 

 

 

293

 

 

 

150

 

 

 

 

253

 

 

 

218

 

 

 

528

 

 

 

462

 

Unallocated items(1)

 

 

(18

)

 

 

(36

)

 

 

(61

)

 

 

(566

)

Net contribution (charge) to earnings

 

 

235

 

 

 

182

 

 

 

467

 

 

 

(104

)

Interest expense, net of capitalized interest

 

 

(103

)

 

 

(91

)

 

 

(188

)

 

 

(198

)

Earnings (loss) before income taxes

 

 

132

 

 

 

91

 

 

 

279

 

 

 

(302

)

Income taxes

 

 

(60

)

 

 

37

 

 

 

(57

)

 

 

141

 

Net earnings (loss)

 

$

72

 

 

$

128

 

 

$

222

 

 

$

(161

)

(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 postretirement costs, elimination of intersegment profit in inventory and LIFO, foreign exchange transaction gains and losses, interest income and other as well as legacy obligations.

v3.20.2
REVENUE RECOGNITION
6 Months Ended
Jun. 30, 2020
Revenue From Contract With Customer [Abstract]  
REVENUE RECOGNITION

NOTE 3: REVENUE RECOGNITION

A reconciliation of revenue recognized by our major products:

 

 

 

QUARTER ENDED

 

 

YEAR-TO-DATE ENDED

 

DOLLAR AMOUNTS IN MILLIONS

 

JUNE 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Net sales to unaffiliated customers:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Timberlands segment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Delivered logs:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

West

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Domestic sales

 

$

71

 

 

$

104

 

 

$

158

 

 

$

205

 

Export grade sales

 

 

108

 

 

 

90

 

 

 

198

 

 

 

194

 

Subtotal West

 

 

179

 

 

 

194

 

 

 

356

 

 

 

399

 

South

 

 

145

 

 

 

156

 

 

 

295

 

 

 

315

 

North(1)

 

 

7

 

 

 

17

 

 

 

24

 

 

 

46

 

Subtotal delivered logs sales

 

 

331

 

 

 

367

 

 

 

675

 

 

 

760

 

Stumpage and pay-as-cut timber

 

 

5

 

 

 

10

 

 

 

10

 

 

 

19

 

Recreational and other lease revenue

 

 

16

 

 

 

15

 

 

 

31

 

 

 

30

 

Other(2)

 

 

7

 

 

 

9

 

 

 

24

 

 

 

23

 

Net sales attributable to Timberlands segment

 

 

359

 

 

 

401

 

 

 

740

 

 

 

832

 

Real Estate & ENR segment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate

 

 

48

 

 

 

59

 

 

 

143

 

 

 

155

 

Energy and natural resources

 

 

17

 

 

 

22

 

 

 

34

 

 

 

44

 

Net sales attributable to Real Estate & ENR segment

 

 

65

 

 

 

81

 

 

 

177

 

 

 

199

 

Wood Products segment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Structural lumber

 

 

538

 

 

 

495

 

 

 

1,046

 

 

 

939

 

Oriented strand board

 

 

179

 

 

 

156

 

 

 

369

 

 

 

316

 

Engineered solid section

 

 

111

 

 

 

134

 

 

 

238

 

 

 

250

 

Engineered I-joists

 

 

70

 

 

 

86

 

 

 

148

 

 

 

156

 

Softwood plywood

 

 

34

 

 

 

44

 

 

 

73

 

 

 

88

 

Medium density fiberboard

 

 

33

 

 

 

45

 

 

 

77

 

 

 

83

 

Complementary building products

 

 

169

 

 

 

167

 

 

 

322

 

 

 

304

 

Other(3)

 

 

73

 

 

 

83

 

 

 

169

 

 

 

168

 

Net sales attributable to Wood Products segment

 

 

1,207

 

 

 

1,210

 

 

 

2,442

 

 

 

2,304

 

Total net sales

 

$

1,631

 

 

$

1,692

 

 

$

3,359

 

 

$

3,335

 

(1)

In November 2019, we sold our Michigan timberlands and in March 2020, we sold our Montana timberlands.

(2)

Other Timberlands sales include sales of seeds and seedlings from our nursery operations as well as wood chips.

(3)

Other Wood Products sales include wood chips, other byproducts and third-party residual log sales from our Canadian Forestlands operations.

v3.20.2
NET EARNINGS (LOSS) PER SHARE AND SHARE REPURCHASES
6 Months Ended
Jun. 30, 2020
Earnings Per Share [Abstract]  
NET EARNINGS (LOSS) PER SHARE AND SHARE REPURCHASES

NOTE 4: NET EARNINGS (LOSS) PER SHARE AND SHARE REPURCHASES

 

Our basic and diluted earnings (loss) per share were:

$0.10 during second quarter 2020 and $0.30 during year-to-date 2020;

$0.17 during second quarter 2019 and $(0.22) during year-to-date 2019.

Basic earnings (loss) per share is net earnings (loss) 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 (loss) per share is net earnings (loss) divided by the sum of the weighted average number of our outstanding common shares and the effect of our outstanding dilutive potential common shares.

 

 

QUARTER ENDED

 

 

YEAR-TO-DATE ENDED

 

SHARES IN THOUSANDS

 

JUNE 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Weighted average common shares outstanding – basic

 

 

746,896

 

 

 

745,486

 

 

 

746,715

 

 

 

746,041

 

Dilutive potential common shares:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock options

 

 

 

 

 

354

 

 

 

169

 

 

 

 

Restricted stock units

 

 

38

 

 

 

334

 

 

 

161

 

 

 

 

Performance share units

 

 

50

 

 

 

58

 

 

 

25

 

 

 

 

Total effect of outstanding dilutive potential common shares

 

 

88

 

 

 

746

 

 

 

355

 

 

 

 

Weighted average common shares outstanding – dilutive

 

 

746,984

 

 

 

746,232

 

 

 

747,070

 

 

 

746,041

 

 

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 (Loss) per Share

The following shares were not included in the computation of diluted earnings (loss) 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 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Stock options

 

 

4,676

 

 

 

2,490

 

 

 

4,676

 

 

 

2,848

 

Restricted stock units

 

 

 

 

 

 

 

 

 

 

 

359

 

Performance share units

 

 

1,139

 

 

 

999

 

 

 

1,139

 

 

 

1,074

 

 

Share Repurchase Program

On February 7, 2019, our board of directors approved and announced a new share repurchase program (the 2019 Repurchase Program) under which we are authorized to repurchase up to $500 million of outstanding shares. Concurrently, the board terminated the remaining repurchase authorization under the share repurchase program approved by the board in November 2015.

During year-to-date 2020, we did not repurchase shares. During year-to-date 2019, we repurchased over 2.3 million common shares for approximately $60 million under the 2019 Repurchase Program. As of June 30, 2020, we had remaining authorization of approximately $440 million for future share repurchases. All common stock repurchases under the 2019 Repurchase Program were made in open-market transactions.

 

 

v3.20.2
INVENTORIES
6 Months Ended
Jun. 30, 2020
Inventory Disclosure [Abstract]  
INVENTORIES

NOTE 5: INVENTORIES

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

 

DOLLAR AMOUNTS IN MILLIONS

 

JUNE 30,

2020

 

 

DECEMBER 31,

2019

 

LIFO inventories:

 

 

 

 

 

 

 

 

Logs

 

$

13

 

 

$

19

 

Lumber, plywood, panels and fiberboard

 

 

65

 

 

 

82

 

Other products

 

 

9

 

 

 

10

 

Moving average cost or FIFO inventories:

 

 

 

 

 

 

 

 

Logs

 

 

35

 

 

 

28

 

Lumber, plywood, panels, fiberboard and engineered wood products

 

 

86

 

 

 

84

 

Other products

 

 

99

 

 

 

98

 

Materials and supplies

 

 

102

 

 

 

95

 

Total

 

$

409

 

 

$

416

 

 

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 – apply to the balance of our U.S. raw material and product inventories, all material and supply inventories and all foreign inventories.

 

 

v3.20.2
VARIABLE INTEREST ENTITIES
6 Months Ended
Jun. 30, 2020
Equity Method Investments And Joint Ventures [Abstract]  
VARIABLE INTEREST ENTITIES

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. During first quarter 2019, we received $253 million in proceeds from a buyer-sponsored SPE at maturity. The corresponding $209 million in liabilities of this SPE was paid in fourth quarter 2018.

 

 

v3.20.2
PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS
6 Months Ended
Jun. 30, 2020
Pension And Other Postretirement Benefit Expense [Abstract]  
PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS

NOTE 7: PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS

The components of net periodic benefit cost are:

 

 

 

PENSION

 

 

 

QUARTER ENDED

 

 

YEAR-TO-DATE ENDED

 

DOLLAR AMOUNTS IN MILLIONS

 

JUNE 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Service cost

 

$

8

 

 

$

8

 

 

$

18

 

 

$

16

 

Interest cost

 

 

34

 

 

 

40

 

 

 

69

 

 

 

83

 

Expected return on plan assets

 

 

(57

)

 

 

(54

)

 

 

(116

)

 

 

(116

)

Amortization of actuarial loss

 

 

31

 

 

 

28

 

 

 

61

 

 

 

58

 

Amortization of prior service cost

 

 

1

 

 

 

1

 

 

 

2

 

 

 

2

 

Settlement charge

 

 

 

 

 

(6

)

 

 

 

 

 

449

 

Total net periodic benefit cost - pension

 

$

17

 

 

$

17

 

 

$

34

 

 

$

492

 

 

 

 

OTHER POSTRETIREMENT BENEFITS

 

 

 

QUARTER ENDED

 

 

YEAR-TO-DATE ENDED

 

DOLLAR AMOUNTS IN MILLIONS

 

JUNE 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Interest cost

 

$

1

 

 

$

1

 

 

$

2

 

 

$

3

 

Amortization of actuarial loss

 

 

 

 

 

2

 

 

 

1

 

 

 

4

 

Amortization of prior service credit

 

 

 

 

 

(2

)

 

 

 

 

 

(3

)

Total net periodic benefit cost - other postretirement benefits

 

$

1

 

 

$

1

 

 

$

3

 

 

$

4

 

 

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 postretirement benefit costs” in our Consolidated Statement of Operations.

Actions to Reduce Pension Plan Obligations

As a part of our continued efforts to reduce pension plan obligations, we transferred approximately $1.5 billion of U.S. qualified pension plan assets and liabilities to an insurance company through the purchase of a group annuity contract in January 2019. In connection with this transaction, we recorded a preliminary noncash pretax settlement charge of $455 million during first quarter 2019, accelerating the recognition of previously unrecognized losses in “Accumulated other comprehensive loss”, that would have been recognized in subsequent periods. In second quarter 2019, we finalized the prior year-end fair value of pension plan assets and obligations, which reduced the settlement charge by $6 million for a final settlement charge of $449 million.

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 2020, we recorded an increase to the beginning of the year fair value of the pension assets of $25 million, or less than 1 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 $11 million, or less than 1 percent. The net effect of these updates was a $14 million improvement in funded status as of December 31, 2019. This change in funded status was reflected in our second quarter 2020 Consolidated Balance Sheet.

 

 

v3.20.2
ACCRUED LIABILITIES
6 Months Ended
Jun. 30, 2020
Accrued Liabilities Current [Abstract]  
ACCRUED LIABILITIES

NOTE 8: ACCRUED LIABILITIES

Accrued liabilities were comprised of the following:

 

DOLLAR AMOUNTS IN MILLIONS

 

JUNE 30,

2020

 

 

DECEMBER 31,

2019

 

Compensation and employee benefit costs

 

$

168

 

 

$

188

 

Current portion of lease liabilities

 

 

30

 

 

 

33

 

Customer rebates, volume discounts and deferred income

 

 

109

 

 

 

105

 

Interest

 

 

97

 

 

 

98

 

Taxes payable

 

 

41

 

 

 

24

 

Other

 

 

80

 

 

 

82

 

Total

 

$

525

 

 

$

530

 

 

v3.20.2
LONG-TERM DEBT AND LINE OF CREDIT
6 Months Ended
Jun. 30, 2020
Debt Disclosure [Abstract]  
LONG-TERM DEBT AND LINE OF CREDIT

NOTE 9: LONG-TERM DEBT AND LINE OF CREDIT

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 make-whole premiums 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 February 2019, we issued $750 million of 4.00 percent notes due in November 2029. The net proceeds after deducting the discount, underwriting fees and issuance costs were $739 million. In March 2019, a portion of the net proceeds was used to redeem our $500 million 7.38 percent notes due in October 2019. A pretax charge of $12 million was included in "Interest expense, net of capitalized interest" in the Consolidated Statement of Operations in first quarter 2019 for make-whole premiums, unamortized debt issuance costs and unamortized debt discounts in connection with the early extinguishment of the $500 million notes.

In January 2020, we refinanced and extended our $1.5 billion five-year senior unsecured revolving credit facility, which now 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, 2020. As of December 31, 2019, we had $230 million of outstanding borrowings on our credit facility.

 

 

v3.20.2
FAIR VALUE OF FINANCIAL INSTRUMENTS
6 Months Ended
Jun. 30, 2020
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Abstract]  
FAIR VALUE OF FINANCIAL INSTRUMENTS

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,

2020

 

 

DECEMBER 31,

2019

 

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

 

$

6,074

 

 

$

7,298

 

 

$

5,922

 

 

$

6,986

 

Variable rate

 

 

225

 

 

 

225

 

 

 

455

 

 

 

455

 

Total debt

 

$

6,299

 

 

$

7,523

 

 

$

6,377

 

 

$

7,441

 

 

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, mutual fund investments held in grantor trusts, 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.

v3.20.2
LEGAL PROCEEDINGS, COMMITMENTS AND CONTINGENCIES
6 Months Ended
Jun. 30, 2020
Commitments And Contingencies Disclosure [Abstract]  
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 Balance Sheet, Consolidated Statement of Operations or Consolidated Statement of Cash Flows.

Environmental Matters

Site Remediation

Under the 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, 2020, our total accrual for future estimated remediation costs on active Superfund sites and other sites for which we are potentially responsible was approximately $61 million. These amounts are recorded in "Accrued liabilities" and "Other liabilities" on our Consolidated Balance Sheet.

Asset Retirement Obligations

We have obligations associated with the retirement of tangible long-lived assets consisting primarily of reforestation obligations related to forest management licenses in Canada and obligations to close and cap landfills. Some of our sites have asbestos containing materials. We have met our current legal obligation to identify and manage these materials. In situations where we cannot reasonably determine when asbestos containing materials might be removed from the sites, we have not recorded an accrual because the fair value of the obligation cannot be reasonably estimated. As of June 30, 2020, we had an asset retirement obligation reserve of $32 million. These obligations are recorded in "Accrued liabilities" and "Other liabilities" on our Consolidated Balance Sheet.

 

 

v3.20.2
ACCUMULATED OTHER COMPREHENSIVE LOSS
6 Months Ended
Jun. 30, 2020
Accumulated Other Comprehensive Income Loss Net Of Tax [Abstract]  
ACCUMULATED OTHER COMPREHENSIVE LOSS

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 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Pension(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

(1,084

)

 

$

(1,000

)

 

$

(1,128

)

 

$

(1,343

)

Other comprehensive income (loss) before reclassifications

 

 

 

 

 

10

 

 

 

20

 

 

 

(14

)

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

 

 

24

 

 

 

18

 

 

 

48

 

 

 

385

 

Total other comprehensive income

 

 

24

 

 

 

28

 

 

 

68

 

 

 

371

 

Balance at end of period

 

$

(1,060

)

 

$

(972

)

 

$

(1,060

)

 

$

(972

)

Other Postretirement Benefits(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

(11

)

 

$

(18

)

 

$

(12

)

 

$

(19

)

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

 

 

 

 

 

 

 

 

1

 

 

 

1

 

Total other comprehensive income

 

 

 

 

 

 

 

 

1

 

 

 

1

 

Balance at end of period

 

$

(11

)

 

$

(18

)

 

$

(11

)

 

$

(18

)

Translation Adjustments and Other

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

194

 

 

$

224

 

 

$

236

 

 

$

210

 

Translation adjustments

 

 

17

 

 

 

11

 

 

 

(25

)

 

 

25

 

Total other comprehensive income (loss)

 

 

17

 

 

 

11

 

 

 

(25

)

 

 

25

 

Balance at end of period

 

 

211

 

 

 

235

 

 

 

211

 

 

 

235

 

Accumulated other comprehensive loss, end of period

 

$

(860

)

 

$

(755

)

 

$

(860

)

 

$

(755

)

(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 Postretirement Benefit Plans.

 

 

v3.20.2
SHARE-BASED COMPENSATION
6 Months Ended
Jun. 30, 2020
Share Based Compensation [Abstract]  
SHARE-BASED COMPENSATION

NOTE 13: SHARE-BASED COMPENSATION

Share-based compensation activity during year-to-date 2020 included the following:

 

SHARES IN THOUSANDS

 

GRANTED

 

 

VESTED

 

Restricted stock units (RSUs)

 

 

880

 

 

 

737

 

Performance share units (PSUs)

 

 

377

 

 

 

91

 

 

A total of 951 thousand 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 2020 was $28.92. The vesting provisions for RSUs granted in 2020 were consistent with prior year grants.

Performance Share Units

The weighted average grant date fair value of PSUs granted in 2020 was $33.16. The final number of shares granted in 2020 will range from 0 percent to 150 percent of each grant's target, depending upon actual company performance compared against an industry peer group. For prior year grants, company performance is measured against an industry peer group and the S&P 500. Beginning with PSUs granted in 2020, PSUs 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 2020

 

 

 

PERFORMANCE SHARE UNITS

 

Performance period

 

2/13/2020 – 12/31/2022

 

Valuation date average stock price(1)

 

$30.03

 

Expected dividends

 

4.50%

 

Risk-free rate

 

1.45% – 1.62%

 

Expected volatility

 

20.02% – 22.40%

 

(1)

Calculated as an average of the high and low prices on grant date.

 

 

v3.20.2
DIVESTITURE
6 Months Ended
Jun. 30, 2020
Discontinued Operations And Disposal Groups [Abstract]  
DIVESTITURE

NOTE 14: 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 to Southern Pine Plantations 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.

 

 

v3.20.2
OTHER OPERATING COSTS, NET
6 Months Ended
Jun. 30, 2020
Other Income [Abstract]  
OTHER OPERATING COSTS, NET

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 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Foreign exchange losses (gains), net

 

$

(3

)

 

$

(2

)

 

$

5

 

 

$

1

 

Litigation expense, net

 

 

6

 

 

 

9

 

 

 

2

 

 

 

34

 

Product remediation recovery

 

 

(8

)

 

 

 

 

 

(8

)

 

 

 

Research and development expenses

 

 

2

 

 

 

2

 

 

 

3

 

 

 

3

 

Other, net

 

 

6

 

 

 

6

 

 

 

11

 

 

 

14

 

Total other operating costs, net

 

$

3

 

 

$

15

 

 

$

13

 

 

$

52

 

 

 

v3.20.2
INCOME TAXES
6 Months Ended
Jun. 30, 2020
Income Tax Disclosure [Abstract]  
INCOME TAXES

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 may occur during the quarter. Our 2020 estimated annual effective tax rate, excluding discrete items, differs from the U.S. federal statutory tax rate of 21 percent primarily due to tax benefits associated with our nontaxable REIT earnings and the projected mix of earnings between our REIT and our TRSs.

In July 2020, the Internal Revenue Service released final regulations which resolved uncertainties related to our interest expense calculation under the Tax Cuts and Jobs Act of 2017. Previously unrecognized tax benefits associated with this position will be recognized in third quarter 2020, which favorably impacts our receivables for taxes and does not impact our effective tax rate.

v3.20.2
BASIS OF PRESENTATION (Policies)
6 Months Ended
Jun. 30, 2020
Organization Consolidation And Presentation Of Financial Statements [Abstract]  
Consolidation

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.

Earnings Per Share

We use the treasury stock method to calculate the dilutive effect of our outstanding stock options, restricted stock units and performance share units.

Fair Value of Financial Instruments

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.

v3.20.2
BUSINESS SEGMENTS (Tables)
6 Months Ended
Jun. 30, 2020
Segment Reporting [Abstract]  
Reconciliation of Business Segment Information in Consolidated Statement of Operations

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 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Sales to unaffiliated customers:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Timberlands

 

$

359

 

 

$

401

 

 

$

740

 

 

$

832

 

Real Estate & ENR

 

 

65

 

 

 

81

 

 

 

177

 

 

 

199

 

Wood Products

 

 

1,207

 

 

 

1,210

 

 

 

2,442

 

 

 

2,304

 

 

 

 

1,631

 

 

 

1,692

 

 

 

3,359

 

 

 

3,335

 

Intersegment sales:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Timberlands

 

 

121

 

 

 

131

 

 

 

243

 

 

 

256

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total sales

 

 

1,752

 

 

 

1,823

 

 

 

3,602

 

 

 

3,591

 

Intersegment eliminations

 

 

(121

)

 

 

(131

)

 

 

(243

)

 

 

(256

)

Total

 

$

1,631

 

 

$

1,692

 

 

$

3,359

 

 

$

3,335

 

Net contribution (charge) to earnings:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Timberlands

 

$

75

 

 

$

102

 

 

$

180

 

 

$

222

 

Real Estate & ENR

 

 

19

 

 

 

35

 

 

 

55

 

 

 

90

 

Wood Products

 

 

159

 

 

 

81

 

 

 

293

 

 

 

150

 

 

 

 

253

 

 

 

218

 

 

 

528

 

 

 

462

 

Unallocated items(1)

 

 

(18

)

 

 

(36

)

 

 

(61

)

 

 

(566

)

Net contribution (charge) to earnings

 

 

235

 

 

 

182

 

 

 

467

 

 

 

(104

)

Interest expense, net of capitalized interest

 

 

(103

)

 

 

(91

)

 

 

(188

)

 

 

(198

)

Earnings (loss) before income taxes

 

 

132

 

 

 

91

 

 

 

279

 

 

 

(302

)

Income taxes

 

 

(60

)

 

 

37

 

 

 

(57

)

 

 

141

 

Net earnings (loss)

 

$

72

 

 

$

128

 

 

$

222

 

 

$

(161

)

(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 postretirement costs, elimination of intersegment profit in inventory and LIFO, foreign exchange transaction gains and losses, interest income and other as well as legacy obligations.

v3.20.2
REVENUE RECOGNITION (Tables)
6 Months Ended
Jun. 30, 2020
Revenue From Contract With Customer [Abstract]  
Revenue by Major Products

A reconciliation of revenue recognized by our major products:

 

 

 

QUARTER ENDED

 

 

YEAR-TO-DATE ENDED

 

DOLLAR AMOUNTS IN MILLIONS

 

JUNE 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Net sales to unaffiliated customers:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Timberlands segment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Delivered logs:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

West

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Domestic sales

 

$

71

 

 

$

104

 

 

$

158

 

 

$

205

 

Export grade sales

 

 

108

 

 

 

90

 

 

 

198

 

 

 

194

 

Subtotal West

 

 

179

 

 

 

194

 

 

 

356

 

 

 

399

 

South

 

 

145

 

 

 

156

 

 

 

295

 

 

 

315

 

North(1)

 

 

7

 

 

 

17

 

 

 

24

 

 

 

46

 

Subtotal delivered logs sales

 

 

331

 

 

 

367

 

 

 

675

 

 

 

760

 

Stumpage and pay-as-cut timber

 

 

5

 

 

 

10

 

 

 

10

 

 

 

19

 

Recreational and other lease revenue

 

 

16

 

 

 

15

 

 

 

31

 

 

 

30

 

Other(2)

 

 

7

 

 

 

9

 

 

 

24

 

 

 

23

 

Net sales attributable to Timberlands segment

 

 

359

 

 

 

401

 

 

 

740

 

 

 

832

 

Real Estate & ENR segment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate

 

 

48

 

 

 

59

 

 

 

143

 

 

 

155

 

Energy and natural resources

 

 

17

 

 

 

22

 

 

 

34

 

 

 

44

 

Net sales attributable to Real Estate & ENR segment

 

 

65

 

 

 

81

 

 

 

177

 

 

 

199

 

Wood Products segment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Structural lumber

 

 

538

 

 

 

495

 

 

 

1,046

 

 

 

939

 

Oriented strand board

 

 

179

 

 

 

156

 

 

 

369

 

 

 

316

 

Engineered solid section

 

 

111

 

 

 

134

 

 

 

238

 

 

 

250

 

Engineered I-joists

 

 

70

 

 

 

86

 

 

 

148

 

 

 

156

 

Softwood plywood

 

 

34

 

 

 

44

 

 

 

73

 

 

 

88

 

Medium density fiberboard

 

 

33

 

 

 

45

 

 

 

77

 

 

 

83

 

Complementary building products

 

 

169

 

 

 

167

 

 

 

322

 

 

 

304

 

Other(3)

 

 

73

 

 

 

83

 

 

 

169

 

 

 

168

 

Net sales attributable to Wood Products segment

 

 

1,207

 

 

 

1,210

 

 

 

2,442

 

 

 

2,304

 

Total net sales

 

$

1,631

 

 

$

1,692

 

 

$

3,359

 

 

$

3,335

 

(1)

In November 2019, we sold our Michigan timberlands and in March 2020, we sold our Montana timberlands.

(2)

Other Timberlands sales include sales of seeds and seedlings from our nursery operations as well as wood chips.

(3)

Other Wood Products sales include wood chips, other byproducts and third-party residual log sales from our Canadian Forestlands operations.

v3.20.2
NET EARNINGS (LOSS) PER SHARE AND SHARE REPURCHASES (Tables)
6 Months Ended
Jun. 30, 2020
Earnings Per Share [Abstract]  
Dilutive Potential Common Shares Diluted earnings (loss) per share is net earnings (loss) divided by the sum of the weighted average number of our outstanding common shares and the effect of our outstanding dilutive potential common shares.

 

 

QUARTER ENDED

 

 

YEAR-TO-DATE ENDED

 

SHARES IN THOUSANDS

 

JUNE 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Weighted average common shares outstanding – basic

 

 

746,896

 

 

 

745,486

 

 

 

746,715

 

 

 

746,041

 

Dilutive potential common shares:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock options

 

 

 

 

 

354

 

 

 

169

 

 

 

 

Restricted stock units

 

 

38

 

 

 

334

 

 

 

161

 

 

 

 

Performance share units

 

 

50

 

 

 

58

 

 

 

25

 

 

 

 

Total effect of outstanding dilutive potential common shares

 

 

88

 

 

 

746

 

 

 

355

 

 

 

 

Weighted average common shares outstanding – dilutive

 

 

746,984

 

 

 

746,232

 

 

 

747,070

 

 

 

746,041

 

 

Potential Shares Not Included in the Computation of Diluted Earnings (Loss) per Share

The following shares were not included in the computation of diluted earnings (loss) 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 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Stock options

 

 

4,676

 

 

 

2,490

 

 

 

4,676

 

 

 

2,848

 

Restricted stock units

 

 

 

 

 

 

 

 

 

 

 

359

 

Performance share units

 

 

1,139

 

 

 

999

 

 

 

1,139

 

 

 

1,074

 

v3.20.2
INVENTORIES (Tables)
6 Months Ended
Jun. 30, 2020
Inventory Disclosure [Abstract]  
Inventories

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

 

DOLLAR AMOUNTS IN MILLIONS

 

JUNE 30,

2020

 

 

DECEMBER 31,

2019

 

LIFO inventories:

 

 

 

 

 

 

 

 

Logs

 

$

13

 

 

$

19

 

Lumber, plywood, panels and fiberboard

 

 

65

 

 

 

82

 

Other products

 

 

9

 

 

 

10

 

Moving average cost or FIFO inventories:

 

 

 

 

 

 

 

 

Logs

 

 

35

 

 

 

28

 

Lumber, plywood, panels, fiberboard and engineered wood products

 

 

86

 

 

 

84

 

Other products

 

 

99

 

 

 

98

 

Materials and supplies

 

 

102

 

 

 

95

 

Total

 

$

409

 

 

$

416

 

v3.20.2
PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS (Tables)
6 Months Ended
Jun. 30, 2020
Pension And Other Postretirement Benefit Expense [Abstract]  
Components of Net Periodic Benefit Cost

The components of net periodic benefit cost are:

 

 

 

PENSION

 

 

 

QUARTER ENDED

 

 

YEAR-TO-DATE ENDED

 

DOLLAR AMOUNTS IN MILLIONS

 

JUNE 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Service cost

 

$

8

 

 

$

8

 

 

$

18

 

 

$

16

 

Interest cost

 

 

34

 

 

 

40

 

 

 

69

 

 

 

83

 

Expected return on plan assets

 

 

(57

)

 

 

(54

)

 

 

(116

)

 

 

(116

)

Amortization of actuarial loss

 

 

31

 

 

 

28

 

 

 

61

 

 

 

58

 

Amortization of prior service cost

 

 

1

 

 

 

1

 

 

 

2

 

 

 

2

 

Settlement charge

 

 

 

 

 

(6

)

 

 

 

 

 

449

 

Total net periodic benefit cost - pension

 

$

17

 

 

$

17

 

 

$

34

 

 

$

492

 

 

 

 

OTHER POSTRETIREMENT BENEFITS

 

 

 

QUARTER ENDED

 

 

YEAR-TO-DATE ENDED

 

DOLLAR AMOUNTS IN MILLIONS

 

JUNE 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Interest cost

 

$

1

 

 

$

1

 

 

$

2

 

 

$

3

 

Amortization of actuarial loss

 

 

 

 

 

2

 

 

 

1

 

 

 

4

 

Amortization of prior service credit

 

 

 

 

 

(2

)

 

 

 

 

 

(3

)

Total net periodic benefit cost - other postretirement benefits

 

$

1

 

 

$

1

 

 

$

3

 

 

$

4

 

v3.20.2
ACCRUED LIABILITIES (Tables)
6 Months Ended
Jun. 30, 2020
Accrued Liabilities Current [Abstract]  
Accrued Liabilities

Accrued liabilities were comprised of the following:

 

DOLLAR AMOUNTS IN MILLIONS

 

JUNE 30,

2020

 

 

DECEMBER 31,

2019

 

Compensation and employee benefit costs

 

$

168

 

 

$

188

 

Current portion of lease liabilities

 

 

30

 

 

 

33

 

Customer rebates, volume discounts and deferred income

 

 

109

 

 

 

105

 

Interest

 

 

97

 

 

 

98

 

Taxes payable

 

 

41

 

 

 

24

 

Other

 

 

80

 

 

 

82

 

Total

 

$

525

 

 

$

530

 

v3.20.2
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables)
6 Months Ended
Jun. 30, 2020
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Abstract]  
Estimated Fair Values and Carrying Values of Long-Term Debt and Line of Credit

The estimated fair values and carrying values of our long-term debt and line of credit consisted of the following:

 

 

 

JUNE 30,

2020

 

 

DECEMBER 31,

2019

 

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

 

$

6,074

 

 

$

7,298

 

 

$

5,922

 

 

$

6,986

 

Variable rate

 

 

225

 

 

 

225

 

 

 

455

 

 

 

455

 

Total debt

 

$

6,299

 

 

$

7,523

 

 

$

6,377

 

 

$

7,441

 

 

v3.20.2
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables)
6 Months Ended
Jun. 30, 2020
Accumulated Other Comprehensive Income Loss Net Of Tax [Abstract]  
Changes in Amounts Included in Our 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 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Pension(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

(1,084

)

 

$

(1,000

)

 

$

(1,128

)

 

$

(1,343

)

Other comprehensive income (loss) before reclassifications

 

 

 

 

 

10

 

 

 

20

 

 

 

(14

)

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

 

 

24

 

 

 

18

 

 

 

48

 

 

 

385

 

Total other comprehensive income

 

 

24

 

 

 

28

 

 

 

68

 

 

 

371

 

Balance at end of period

 

$

(1,060

)

 

$

(972

)

 

$

(1,060

)

 

$

(972

)

Other Postretirement Benefits(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

(11

)

 

$

(18

)

 

$

(12

)

 

$

(19

)

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

 

 

 

 

 

 

 

 

1

 

 

 

1

 

Total other comprehensive income

 

 

 

 

 

 

 

 

1

 

 

 

1

 

Balance at end of period

 

$

(11

)

 

$

(18

)

 

$

(11

)

 

$

(18

)

Translation Adjustments and Other

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

194

 

 

$

224

 

 

$

236

 

 

$

210

 

Translation adjustments

 

 

17

 

 

 

11

 

 

 

(25

)

 

 

25

 

Total other comprehensive income (loss)

 

 

17

 

 

 

11

 

 

 

(25

)

 

 

25

 

Balance at end of period

 

 

211

 

 

 

235

 

 

 

211

 

 

 

235

 

Accumulated other comprehensive loss, end of period

 

$

(860

)

 

$

(755

)

 

$

(860

)

 

$

(755

)

(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 Postretirement Benefit Plans.

 

 

v3.20.2
SHARE-BASED COMPENSATION (Tables)
6 Months Ended
Jun. 30, 2020
Share Based Compensation [Abstract]  
Schedule of Share-Based Compensation Activity

Share-based compensation activity during year-to-date 2020 included the following:

 

SHARES IN THOUSANDS

 

GRANTED

 

 

VESTED

 

Restricted stock units (RSUs)

 

 

880

 

 

 

737

 

Performance share units (PSUs)

 

 

377

 

 

 

91

 

Weighted Average Assumptions Used In Estimating Value Of Performance Share Units Granted

Weighted Average Assumptions Used in Estimating the Value of Performance Share Units Granted in 2020

 

 

 

PERFORMANCE SHARE UNITS

 

Performance period

 

2/13/2020 – 12/31/2022

 

Valuation date average stock price(1)

 

$30.03

 

Expected dividends

 

4.50%

 

Risk-free rate

 

1.45% – 1.62%

 

Expected volatility

 

20.02% – 22.40%

 

(1)

Calculated as an average of the high and low prices on grant date.

 

 

v3.20.2
OTHER OPERATING COSTS, NET (Tables)
6 Months Ended
Jun. 30, 2020
Other Income [Abstract]  
Income and Expense Items Included in Other Operating Costs, Net

 

 

 

QUARTER ENDED

 

 

YEAR-TO-DATE ENDED

 

DOLLAR AMOUNTS IN MILLIONS

 

JUNE 2020

 

 

JUNE 2019

 

 

JUNE 2020

 

 

JUNE 2019

 

Foreign exchange losses (gains), net

 

$

(3

)

 

$

(2

)

 

$

5

 

 

$

1

 

Litigation expense, net

 

 

6

 

 

 

9

 

 

 

2

 

 

 

34

 

Product remediation recovery

 

 

(8

)

 

 

 

 

 

(8

)

 

 

 

Research and development expenses

 

 

2

 

 

 

2

 

 

 

3

 

 

 

3

 

Other, net

 

 

6

 

 

 

6

 

 

 

11

 

 

 

14

 

Total other operating costs, net

 

$

3

 

 

$

15

 

 

$

13

 

 

$

52

 

v3.20.2
BUSINESS SEGMENTS Reconciliation of Business Segment Information in Consolidated Statement of Operations (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Segment Reporting, Revenue Reconciling Item        
Sales to unaffiliated customers $ 1,631 $ 1,692 $ 3,359 $ 3,335
Net contribution (charge) to earnings 235 182 467 (104)
Interest expense, net of capitalized interest (103) (91) (188) (198)
Earnings (loss) before income taxes 132 91 279 (302)
Income taxes (60) 37 (57) 141
Net earnings (loss) 72 128 222 (161)
Operating Segments        
Segment Reporting, Revenue Reconciling Item        
Sales to unaffiliated customers 1,752 1,823 3,602 3,591
Net contribution (charge) to earnings 253 218 528 462
Intersegment eliminations        
Segment Reporting, Revenue Reconciling Item        
Sales to unaffiliated customers (121) (131) (243) (256)
Unallocated items        
Segment Reporting, Revenue Reconciling Item        
Net contribution (charge) to earnings (18) (36) (61) (566)
Timberlands        
Segment Reporting, Revenue Reconciling Item        
Sales to unaffiliated customers 359 401 740 832
Timberlands | Operating Segments        
Segment Reporting, Revenue Reconciling Item        
Sales to unaffiliated customers 359 401 740 832
Net contribution (charge) to earnings 75 102 180 222
Timberlands | Intersegment eliminations        
Segment Reporting, Revenue Reconciling Item        
Sales to unaffiliated customers 121 131 243 256
Real Estate & ENR        
Segment Reporting, Revenue Reconciling Item        
Sales to unaffiliated customers 65 81 177 199
Real Estate & ENR | Operating Segments        
Segment Reporting, Revenue Reconciling Item        
Sales to unaffiliated customers 65 81 177 199
Net contribution (charge) to earnings 19 35 55 90
Wood Products        
Segment Reporting, Revenue Reconciling Item        
Sales to unaffiliated customers 1,207 1,210 2,442 2,304
Wood Products | Operating Segments        
Segment Reporting, Revenue Reconciling Item        
Sales to unaffiliated customers 1,207 1,210 2,442 2,304
Net contribution (charge) to earnings $ 159 $ 81 $ 293 $ 150
v3.20.2
REVENUE RECOGNITION Revenue by Major Products (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Revenue from External Customer        
Net sales $ 1,631 $ 1,692 $ 3,359 $ 3,335
Timberlands        
Revenue from External Customer        
Net sales 359 401 740 832
Timberlands | Delivered logs        
Revenue from External Customer        
Net sales 331 367 675 760
Timberlands | Stumpage and pay-as-cut timber        
Revenue from External Customer        
Net sales 5 10 10 19
Timberlands | Recreational and other lease revenue        
Revenue from External Customer        
Net sales 16 15 31 30
Timberlands | Other        
Revenue from External Customer        
Net sales 7 9 24 23
Timberlands | West | Delivered logs        
Revenue from External Customer        
Net sales 179 194 356 399
Timberlands | South | Delivered logs        
Revenue from External Customer        
Net sales 145 156 295 315
Timberlands | North | Delivered logs        
Revenue from External Customer        
Net sales 7 17 24 46
Timberlands | Domestic grade sales | West | Delivered logs        
Revenue from External Customer        
Net sales 71 104 158 205
Timberlands | Export grade sales | West | Delivered logs        
Revenue from External Customer        
Net sales 108 90 198 194
Real Estate & ENR        
Revenue from External Customer        
Net sales 65 81 177 199
Real Estate & ENR | Real Estate        
Revenue from External Customer        
Net sales 48 59 143 155
Real Estate & ENR | Energy and natural resources        
Revenue from External Customer        
Net sales 17 22 34 44
Wood Products        
Revenue from External Customer        
Net sales 1,207 1,210 2,442 2,304
Wood Products | Structural lumber        
Revenue from External Customer        
Net sales 538 495 1,046 939
Wood Products | Oriented strand board        
Revenue from External Customer        
Net sales 179 156 369 316
Wood Products | Engineered solid section        
Revenue from External Customer        
Net sales 111 134 238 250
Wood Products | Engineered I-joists        
Revenue from External Customer        
Net sales 70 86 148 156
Wood Products | Softwood plywood        
Revenue from External Customer        
Net sales 34 44 73 88
Wood Products | Medium density fiberboard        
Revenue from External Customer        
Net sales 33 45 77 83
Wood Products | Complementary building products        
Revenue from External Customer        
Net sales 169 167 322 304
Wood Products | Other        
Revenue from External Customer        
Net sales $ 73 $ 83 $ 169 $ 168
v3.20.2
NET EARNINGS (LOSS) PER SHARE AND SHARE REPURCHASES - Additional Information (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Feb. 07, 2019
Earnings Per Share [Abstract]          
Earnings (loss) per share, basic and diluted $ 0.10 $ 0.17 $ 0.30 $ (0.22)  
Stock repurchase program, authorized amount         $ 500,000,000
Shares repurchased during period     0 2,300,000  
Shares repurchased during period value     $ 0 $ 60,000,000  
Stock repurchase program, remaining authorized repurchase amount $ 440,000,000   $ 440,000,000    
v3.20.2
NET EARNINGS (LOSS) PER SHARE AND SHARE REPURCHASES - Dilutive Potential Common Shares (Details) - shares
shares in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Earnings Per Share Basic And Diluted [Line Items]        
Basic 746,896 745,486 746,715 746,041
Dilutive potential common shares 88 746 355 0
Diluted 746,984 746,232 747,070 746,041
Stock options        
Earnings Per Share Basic And Diluted [Line Items]        
Dilutive potential common shares 0 354 169 0
Restricted stock units        
Earnings Per Share Basic And Diluted [Line Items]        
Dilutive potential common shares 38 334 161 0
Performance share units        
Earnings Per Share Basic And Diluted [Line Items]        
Dilutive potential common shares 50 58 25 0
v3.20.2
NET EARNINGS (LOSS) PER SHARE AND SHARE REPURCHASES - Potential Shares Not Included in the Computation of Diluted Earnings (Loss) Per Share (Details) - shares
shares in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Stock options        
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]        
Potential shares not included in the computation of diluted earnings (loss) per share 4,676 2,490 4,676 2,848
Restricted stock units        
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]        
Potential shares not included in the computation of diluted earnings (loss) per share 0 0 0 359
Performance share units        
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]        
Potential shares not included in the computation of diluted earnings (loss) per share 1,139 999 1,139 1,074
v3.20.2
INVENTORIES Inventories (Details) - USD ($)
$ in Millions
Jun. 30, 2020
Dec. 31, 2019
Inventory [Line Items]    
Total $ 409 $ 416
Logs    
Inventory [Line Items]    
LIFO inventories 13 19
Moving average cost or FIFO inventories 35 28
Lumber, plywood, panels and fiberboard    
Inventory [Line Items]    
LIFO inventories 65 82
Lumber, plywood, panels, fiberboard and engineered wood products    
Inventory [Line Items]    
Moving average cost or FIFO inventories 86 84
Other products    
Inventory [Line Items]    
LIFO inventories 9 10
Moving average cost or FIFO inventories 99 98
Materials and supplies    
Inventory [Line Items]    
Moving average cost or FIFO inventories $ 102 $ 95
v3.20.2
VARIABLE INTEREST ENTITIES Additional Information (Details) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2020
Sep. 30, 2019
Mar. 31, 2019
Dec. 31, 2018
Equity Method Investments And Joint Ventures [Abstract]        
Proceeds from note receivable held by variable interest entities $ 362   $ 253  
Payment of SPE liabilities   $ 302   $ 209
v3.20.2
PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS - Components of Net Periodic Benefit Cost (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Pension        
Defined Benefit Plan Disclosure [Line Items]        
Service cost $ 8 $ 8 $ 18 $ 16
Interest cost 34 40 69 83
Expected return on plan assets (57) (54) (116) (116)
Amortization of actuarial loss 31 28 61 58
Amortization of prior service cost (credit) 1 1 2 2
Settlement charge 0 (6) 0 449
Total net periodic benefit cost 17 17 34 492
Other Postretirement Benefits        
Defined Benefit Plan Disclosure [Line Items]        
Interest cost 1 1 2 3
Amortization of actuarial loss 0 2 1 4
Amortization of prior service cost (credit) 0 (2) 0 (3)
Total net periodic benefit cost $ 1 $ 1 $ 3 $ 4
v3.20.2
PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS - Additional Information (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Mar. 31, 2019
Jun. 30, 2020
Jun. 30, 2019
Dec. 31, 2019
Defined Benefit Plan Disclosure [Line Items]            
Defined Benefit Plan, Plan Assets, Period Increase (Decrease) $ 25          
Defined Benefit Plan, Benefit Obligation, Period Increase (Decrease) $ 11          
Defined Benefit Plan Funded Status Period Increase Decrease           $ 14
Maximum            
Defined Benefit Plan Disclosure [Line Items]            
Defined Benefit Plan, Plan Assets, Period Increase (Decrease), Percentage 1.00%     1.00%    
Defined Benefit Plan, Benefit Obligation, Period Increase (Decrease), Percentage 1.00%     1.00%    
U.S.            
Defined Benefit Plan Disclosure [Line Items]            
Defined Benefit Plan, Plan Assets, Increase (Decrease) for Assets Transferred to (from) Plan $ (1,500)          
Pension            
Defined Benefit Plan Disclosure [Line Items]            
Defined Benefit Plan, Plan Assets, Payment for Settlement   $ 449 $ 455      
Reduction in settlement charge $ 0 $ 6   $ 0 $ (449)  
v3.20.2
ACCRUED LIABILITIES Accrued Liabilities (Detail) - USD ($)
$ in Millions
Jun. 30, 2020
Dec. 31, 2019
Accrued Liabilities Current [Abstract]    
Compensation and employee benefit costs $ 168 $ 188
Current portion of lease liabilities 30 33
Customer rebates, volume discounts and deferred income 109 105
Interest 97 98
Taxes payable 41 24
Other 80 82
Total $ 525 $ 530
v3.20.2
LONG-TERM DEBT AND LINE OF CREDIT - Additional Information (Details) - USD ($)
1 Months Ended 3 Months Ended
May 31, 2020
Mar. 31, 2020
Jan. 31, 2020
Mar. 31, 2019
Feb. 28, 2019
Mar. 31, 2019
Jun. 30, 2020
Dec. 31, 2019
Debt Instrument [Line Items]                
Proceeds from debt, net of issuance costs           $ 739,000,000    
Pretax charge related to early extinguishment of debt $ 11,000,000         12,000,000    
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net       $ 500,000,000   $ 500,000,000    
Borrowings on line of credit (Note 9)             $ 0 $ 230,000,000
4.00 percent due in April 2030                
Debt Instrument [Line Items]                
Debt issued   $ 750,000,000            
Debt instrument, interest rate, stated percentage   4.00%            
Proceeds from debt, net of issuance costs   $ 732,000,000            
Debt, maturity date   Apr. 30, 2030            
4.70 percent due 2021                
Debt Instrument [Line Items]                
Debt instrument, interest rate, stated percentage 4.70%              
Debt, maturity date Mar. 31, 2021              
Repayments of debt $ 569,000,000              
Debt Instrument, write off of unamortized fair value step-up adjustment, partially             $ 569,000,000  
4.00 percent due in November 2029                
Debt Instrument [Line Items]                
Debt issued         $ 750,000,000      
Debt instrument, interest rate, stated percentage         4.00%      
Debt, maturity date         Nov. 30, 2029      
7.38 percent due in October 2019                
Debt Instrument [Line Items]                
Debt instrument, interest rate, stated percentage       7.38%   7.38%    
Debt, maturity date       Oct. 31, 2019        
Repayments of debt       $ 500,000,000        
Amended and Restated                
Debt Instrument [Line Items]                
Line of credit, maximum borrowing capacity     $ 1,500,000,000          
Line of credit expiration date     Jan. 31, 2025          
Line of credit expiration period     5 years          
v3.20.2
FAIR VALUE OF FINANCIAL INSTRUMENTS Estimated Fair Values and Carrying Values of Long-Term Debt (Detail) - USD ($)
$ in Millions
Jun. 30, 2020
Dec. 31, 2019
FAIR VALUE OF FINANCIAL INSTRUMENTS    
Long-term debt (including current maturities) and line of credit, carrying value $ 6,299 $ 6,377
Long-term debt (including current maturities) and line of credit, fair value (Level 2) 7,523 7,441
Fixed interest rate    
FAIR VALUE OF FINANCIAL INSTRUMENTS    
Long-term debt (including current maturities) and line of credit, carrying value 6,074 5,922
Long-term debt (including current maturities) and line of credit, fair value (Level 2) 7,298 6,986
Variable interest rate    
FAIR VALUE OF FINANCIAL INSTRUMENTS    
Long-term debt (including current maturities) and line of credit, carrying value 225 455
Long-term debt (including current maturities) and line of credit, fair value (Level 2) $ 225 $ 455
v3.20.2
LEGAL PROCEEDINGS, COMMITMENTS AND CONTINGENCIES - Additional Information (Details)
$ in Millions
Jun. 30, 2020
USD ($)
Commitments And Contingencies Disclosure [Abstract]  
Accrued estimated remediation costs $ 61
Asset retirement obligations $ 32
v3.20.2
ACCUMULATED OTHER COMPREHENSIVE LOSS - Changes in Amounts Included in Our Accumulated Other Comprehensive Loss (Detail) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Accumulated Other Comprehensive Income Loss [Line Items]        
Balance at beginning of period     $ 8,177  
Translation adjustments $ 17 $ 11 (25) $ 25
Total other comprehensive income 41 39 44 397
Balance at end of period 8,202 8,724 8,202 8,724
Pension        
Accumulated Other Comprehensive Income Loss [Line Items]        
Balance at beginning of period (1,084) (1,000) (1,128) (1,343)
Other comprehensive income (loss) before reclassifications 0 10 20 (14)
Amounts reclassified from accumulated other comprehensive loss to earnings 24 18 48 385
Total other comprehensive income 24 28 68 371
Balance at end of period (1,060) (972) (1,060) (972)
Other Postretirement Benefits        
Accumulated Other Comprehensive Income Loss [Line Items]        
Balance at beginning of period (11) (18) (12) (19)
Amounts reclassified from accumulated other comprehensive loss to earnings 0 0 1 1
Total other comprehensive income 0 0 1 1
Balance at end of period (11) (18) (11) (18)
Translation Adjustment And Other        
Accumulated Other Comprehensive Income Loss [Line Items]        
Balance at beginning of period 194 224 236 210
Translation adjustments 17 11 (25) 25
Total other comprehensive income 17 11 (25) 25
Balance at end of period 211 235 211 235
Accumulated other comprehensive loss:        
Accumulated Other Comprehensive Income Loss [Line Items]        
Balance at beginning of period (901) (794) (904) (1,152)
Balance at end of period $ (860) $ (755) $ (860) $ (755)
v3.20.2
SHARE-BASED COMPENSATION Schedule of Share-Based Compensation Activity (Details)
shares in Thousands
6 Months Ended
Jun. 30, 2020
shares
Restricted stock units  
Share-based Compensation Arrangement by Share-based Payment Award  
Granted 880
Vested 737
Performance share units  
Share-based Compensation Arrangement by Share-based Payment Award  
Granted 377
Vested 91
v3.20.2
SHARE-BASED COMPENSATION Additional Information (Details)
shares in Thousands
6 Months Ended
Jun. 30, 2020
$ / shares
shares
Share-based Compensation Arrangement by Share-based Payment Award  
Shares issued during period | shares 951
Restricted stock units  
Share-based Compensation Arrangement by Share-based Payment Award  
Weighted average fair value of units granted $ 28.92
Performance share units  
Share-based Compensation Arrangement by Share-based Payment Award  
Weighted average fair value of units granted $ 33.16
Maximum percentage of target value 100.00%
Performance share units | Minimum  
Share-based Compensation Arrangement by Share-based Payment Award  
Final number of shares awarded of each grant's target 0.00%
Performance share units | Maximum  
Share-based Compensation Arrangement by Share-based Payment Award  
Final number of shares awarded of each grant's target 150.00%
v3.20.2
SHARE-BASED COMPENSATION Weighted Average Assumptions Used in Estimating the Value of Performance Share Units Granted (Details) - Performance share units
6 Months Ended
Jun. 30, 2020
$ / shares
Share-based Compensation Arrangement by Share-based Payment Award  
Valuation date average stock price $ 30.03
Expected dividends 4.50%
Risk-free rate minimum 1.45%
Risk-free rate maximum 1.62%
Expected volatility minimum 20.02%
Expected volatility maximum 22.40%
Minimum  
Share-based Compensation Arrangement by Share-based Payment Award  
Performance period Feb. 13, 2020
Maximum  
Share-based Compensation Arrangement by Share-based Payment Award  
Performance period Dec. 31, 2022
v3.20.2
DIVESTITURE Additional Information (Details) - Montana
$ in Millions
Mar. 26, 2020
USD ($)
Dec. 17, 2019
a
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Number of acers of timberlands agreed to be sold | a   630,000
Proceeds from disposition of operations | $ $ 145  
v3.20.2
OTHER OPERATING COSTS, NET - Income and Expense Items Included in Other Operating Costs, Net (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Other Income [Abstract]        
Foreign exchange losses (gains), net $ (3) $ (2) $ 5 $ 1
Litigation expense, net 6 9 2 34
Product remediation recovery (8) 0 (8) 0
Research and development expenses 2 2 3 3
Other, net 6 6 11 14
Total other operating costs, net $ 3 $ 15 $ 13 $ 52
v3.20.2
INCOME TAXES - Additional Information (Details)
6 Months Ended
Jun. 30, 2020
Income Tax Disclosure [Abstract]  
U.S. federal statutory income tax rate 21.00%