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Form 8-K WEYERHAEUSER CO For: Oct 31

October 31, 2014 6:01 AM
Table of Contents

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K
CURRENT REPORT
Pursuant to Section�13 or 15(d) of the
Securities Exchange Act of 1934
October�31, 2014
(Date of earliest event report)

WEYERHAEUSER COMPANY
(Exact name of registrant as specified in charter)
Washington
1-4825
91-0470860
(State or other jurisdiction of
incorporation or organization)
(Commission
File Number)
(IRS Employer
Identification Number)
Federal Way, Washington 98063-9777
(Address of principal executive offices)
(zip code)
Registrants telephone number, including area code:
(253) 924-2345
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



Table of Contents

TABLE OF CONTENTS
Exhibit 99.1
Exhibit 99.2



Table of Contents

ITEM�2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On October�31, 2014, Weyerhaeuser Company issued a press release announcing its financial results for the quarter ended September�30, 2014. Copies of the press release and the exhibits thereto are furnished as Exhibits 99.1 and 99.2 to this report.
In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed to be filed for purposes of Section�18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

ITEM�9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d)
The following items are filed as exhibits to this report.
99.1
Press release of Weyerhaeuser Company issued October 31, 2014 reporting results of operations for the quarter ended September 30, 2014.
99.2
Exhibits to press release of Weyerhaeuser Company issued October 31, 2014.




Table of Contents

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 hereunto duly authorized.
WEYERHAEUSER COMPANY
By
/s/ Jeanne M. Hillman
Its:
Vice President and Chief Accounting Officer

Date: October�31, 2014




For�more�information�contact:
��
Analysts�- Beth Baum or Denise Merle (253) 924-2058
��
Media�- Anthony Chavez (253) 924-7148
Weyerhaeuser Reports Third Quarter Results
"
Completed divestiture of homebuilding business with nearly $1 billion gain
"
Increased quarterly dividend by 32 percent and repurchased $130 million of common shares
"
31 percent increase in earnings from continuing operations before special items compared with prior year

FEDERAL WAY, Wash. (Oct�31, 2014) - Weyerhaeuser Company (NYSE: WY) today reported third quarter net earnings to common shareholders of $1,153 million, or $2.15 per diluted share, on net sales from continuing operations of $1.9 billion. This compares with net earnings of $157 million, or 27 cents per diluted share, on net sales from continuing operations of $1.9 billion for the same period last year.

Third quarter earnings include $966 million from discontinued operations related to the divestiture of Weyerhaeuser Real Estate Company and $9 million from special items. Excluding these items, the company reported net earnings of $178 million, or 33 cents per diluted share for the third quarter. This compares with net earnings from continuing operations before special items of $136 million for the same period last year and $234 million for second quarter 2014.

"We increased our quarterly dividend by 32 percent and repurchased $130 million of common shares in the third quarter, demonstrating our strong commitment to returning cash to shareholders, said Doyle Simons, president and chief executive officer. Our relentless focus on operational excellence resulted in another very good quarter for earnings and cash flow generation, as we continue to drive sustainable performance improvements in each of our businesses.


WEYERHAEUSER FINANCIAL HIGHLIGHTS
2014
2014
2013
(millions, except per share data)
2Q
3Q
3Q
Net sales from continuing operations
$1,964
$1,915
$1,857
Net earnings attributable to Weyerhaeuser common shareholders(1)
$280
$1,153
$157
Weighted average shares outstanding, diluted(2)
590
536
587
Earnings per diluted share
$0.47
$2.15
$0.27
Earnings per diluted share from continuing operations
$0.43
$0.35
$0.23
Net earnings from continuing operations before special items(3)
$234
$178
$136
Earnings per diluted share from continuing operations before special items
$0.40
$0.33
$0.23
Net change in cash and cash equivalents(4)
$68
$775
($966)
Cash and cash equivalents at end of period(5)
$845
$1,620
$1,392
(1)�Includes net earnings from discontinued operations.
(2)�Weyerhaeuser's weighted average common shares outstanding decreased during the third quarter of 2014 due to retirement of approximately 59 million shares tendered under the exchange offer associated with the divestiture of Weyerhaeuser Real Estate Company and repurchase of approximately 4 million common shares. At the end of the third quarter the company had approximately 525 million common shares outstanding.
(3)�Special items for the second and third quarters of 2014 include gains on a postretirement plan amendment and restructuring charges related to the companys SG&A cost reduction initiative.
(4)�Net change in cash and equivalents excludes discontinued operations for all quarters. Third quarter 2014 includes $707 million related to the divestiture of Weyerhaeuser Real Estate Company.
(5)�Cash and cash equivalents exclude discontinued operations for all quarters. Third quarter 2013 includes cash and cash equivalents designated for the purchase of Longview Timber LLC and the repayment of their acquired debt.





TIMBERLANDS
FINANCIAL HIGHLIGHTS (millions)
2Q 2014
3Q 2014
��
Change
Net sales
$397
$364
��
($33)
Contribution to pre-tax earnings
$170
$136
��
($34)
3Q 2014 Performance - Sales volumes and realizations for Western logs declined due to seasonally softer domestic market conditions and reduced Chinese demand. In the South, log sales volumes increased and realizations improved slightly.
Earnings from disposition of non-strategic timberlands decreased by $5 million compared with the second quarter.

4Q 2014 Outlook - Weyerhaeuser anticipates lower earnings from the Timberlands segment in the fourth quarter, primarily due to reduced earnings from disposition of non-strategic timberlands. In the West, the company expects improved log realizations and increased road maintenance costs. In the South, Weyerhaeuser anticipates higher silviculture costs.
WOOD PRODUCTS
FINANCIAL HIGHLIGHTS (millions)
2Q 2014
3Q 2014
��
Change
Net sales
$1,077
$1,048
($29)
Contribution to pre-tax earnings
$102
$105
$3
3Q 2014 Performance - Average realizations for lumber and engineered wood products increased, and Western log costs declined. These improvements were largely offset by lower realizations for oriented strand board.
4Q 2014 Outlook - Weyerhaeuser expects earnings from the Wood Products segment in the fourth quarter to be significantly lower than the third quarter, and comparable to fourth quarter 2013. The company anticipates weaker realizations in lumber and oriented strand board, and seasonally lower sales volumes across all product lines.
CELLULOSE FIBERS
FINANCIAL HIGHLIGHTS (millions)
2Q 2014
3Q 2014
��
Change
Net sales
$490
$503
��
$13
Contribution to pre-tax earnings
$91
$59
��
($32)
3Q 2014 Performance - Maintenance costs increased as expected due to an extended planned outage at the company's liquid packaging board facility and additional maintenance outage days within the pulp mill system. These costs were partially offset by higher average price realizations for pulp and liquid packaging board and improved sales volumes.
4Q 2014 Outlook - Weyerhaeuser expects significantly higher earnings from the Cellulose Fibers segment in the fourth quarter due to reduced maintenance expense.


ABOUT WEYERHAEUSER

Weyerhaeuser Company, one of the world's largest private owners of timberlands, began operations in 1900. We own or control nearly 7 million acres of timberlands, primarily in the U.S., and manage another 14 million acres under long-term licenses in Canada. We manage these timberlands on a sustainable basis in





compliance with internationally recognized forestry standards. We are also one of the largest manufacturers of wood and cellulose fibers products. Our company is a real estate investment trust. In 2013, our continuing operations generated $7.3 billion in sales and employed approximately 13,000 people who serve customers worldwide. We are listed on the Dow Jones World Sustainability Index. Our common stock trades on the New York Stock Exchange under the symbol WY. Learn more at www.weyerhaeuser.com.

EARNINGS CALL INFORMATION

Weyerhaeuser will hold a live conference call at 7 a.m. Pacific (10 a.m. Eastern) on October�31 to discuss third quarter results.
To access the live webcast and presentation online, go to the Investor Relations section on www.weyerhaeuser.com on October�31.
To join the conference call from within North America, dial 877-296-9413 (access code: 23991084) at least 15 minutes prior to the call. Those calling from outside North America should dial 706-679-2458 (access code: 23991084). Replays will be available for two weeks at 855-859-2056 (access code: 23991084) from within North America and at 404-537-3406 (access code: 23991084) from outside North America.

FORWARD LOOKING STATEMENTS
This news release contains statements concerning the company's future results and performance that are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on various assumptions and may not be accurate because of risks and uncertainties surrounding these assumptions. Factors listed below, as well as other factors, may cause actual results to differ significantly from these forward-looking statements. There is no guarantee that any of the events anticipated by these forward-looking statements will occur. If any of the events occur, there is no guarantee what effect they will have on company operations or financial condition. The company will not update these forward-looking statements after the date of this news release.
Some forward-looking statements discuss the company's plans, strategies and intentions. They use words such as expects, may, will, believes, should, approximately, anticipates, estimates, and plans. In addition, these words may use the positive or negative or other variations of those terms.

This release contains forward-looking statements regarding the company's expectations during the fourth quarter of 2014, including with respect to earnings, log realizations, road maintenance and silviculture costs, dispositions of non-strategic timberlands, sales volumes across the Wood Products product lines, realizations in lumber and oriented strand board, and maintenance expenses in Cellulose Fibers.

Major risks, uncertainties and assumptions that affect the company's businesses and may cause actual results to differ from these forward-looking statements, include, but are not limited to:

"
the effect of general economic conditions, including employment rates, housing starts, interest rate levels, availability of financing for home mortgages, and strength of the U.S. dollar;
"
market demand for the company's products, which is related to the strength of the various U.S. business segments and U.S. and international economic conditions;
"
performance of the company's manufacturing operations, including maintenance requirements;
"
the level of competition from domestic and foreign producers;
"
the successful execution of internal performance plans, including restructurings and cost reduction initiatives;
"
raw material prices;
"
energy prices;
"
the effect of weather;
"
the risk of loss from fires, floods, windstorms, hurricanes, pest infestation and other natural disasters;
"
transportation 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 retirements and changes in the market price of company stock on charges for stock-based compensation;
"
changes in accounting principles; and
"
other factors described under Risk Factors in the Company's annual report on Form10-K and quarterly reports on Form 10-Q.
The company also is a large exporter and is affected by changes in economic activity in Europe and Asia, particularly Japan and China. It is affected by changes in currency exchange rates, particularly the relative value of the U.S. dollar to the euro and the Canadian dollar, and the relative value of the euro and the yen. Restrictions on international trade or tariffs imposed on imports also may affect the company.




Weyerhaeuser Company




Exhibit 99.2
Q3.2014 Analyst Package






Preliminary results, subject to audit









Consolidated Statement of Operations










in millions
Q2

Q3

Year-to-date
June�30,
2014

September�30,
2014

September�30,
2013

September�30,
2014

September�30,
2013
Net Sales
$
1,964


$
1,915


$
1,857


$
5,615


$
5,486

Cost of products sold
1,499


1,504


1,479


4,364


4,304

Gross margin
465


411


378


1,251


1,182

Selling expenses
27


28


32


83


96

General and administrative expenses
88


73


98


249


299

Research and development expenses
7


5


8


19


23

Charges for restructuring, closures and impairments
8


10


1


37


7

Other operating income, net
(65
)

(23
)

(4
)

(163
)

(32
)
Operating income
400


318


243


1,026


789

Interest income and other
11


7


21


27


39

Interest expense, net of capitalized interest
(83
)

(88
)

(94
)

(254
)

(256
)
Earnings from continuing operations before income taxes
328


237


170


799


572

Income taxes
(59
)

(39
)

(24
)

(148
)

(99
)
Earnings from continuing operations
269


198


146


651


473

Earnings from discontinued operations, net of income taxes
22


966


21


998


36

Net earnings
291


1,164


167


1,649


509

Dividends on preference shares
(11
)

(11
)

(10
)

(33
)

(12
)
Net earnings attributable to Weyerhaeuser common shareholders
$
280


$
1,153


$
157


$
1,616


$
497


Per Share Information


Q2

Q3

Year-to-date
June�30,
2014

September�30,
2014

September�30,
2013

September�30,
2014

September�30,
2013
Earnings per share attributable to Weyerhaeuser common shareholders, basic:














Continuing operations
$
0.44


$
0.35


$
0.23


$
1.09


$
0.83

Discontinued operations
0.04


1.82


0.04


1.76


0.06

Net earnings per share
$
0.48


$
2.17


$
0.27


$
2.85


$
0.89

Earnings per share attributable to Weyerhaeuser common shareholders, diluted:














Continuing operations
$
0.43


$
0.35


$
0.23


$
1.08


$
0.82

Discontinued operations
0.04


1.80


0.04


1.75


0.06

Net earnings per share
$
0.47


$
2.15


$
0.27


$
2.83


$
0.88

Dividends paid per common share
$
0.22


$
0.29


$
0.22


$
0.73


$
0.59

Weighted average shares outstanding (in thousands):









Basic
586,061


531,913


582,828


567,436


560,505

Diluted
589,766


536,012


587,179


571,503


565,383

Common shares outstanding at end of period (in thousands)
586,698


525,485


582,578


525,485


582,578
















Adjusted Earnings before Interest, Tax, Depreciation, Depletion and Amortization*















in millions
Q2

Q3

Year-to-date
June�30,
2014

September�30,
2014

September�30,
2013

September�30,
2014

September�30,
2013
Net earnings
$
291


$
1,164


$
167


$
1,649


$
509

Earnings from discontinued operations, net of income taxes
(22
)

(966
)

(21
)

(998
)

(36
)
Interest income and other
(11
)

(7
)

(21
)

(27
)

(39
)
Interest expense, net of capitalized interest
83


88


94


254


256

Income taxes
59


39


24


148


99

Operating income
400


318


243


1,026


789

Depreciation, depletion and amortization
122


123


116


368


333

Non-operating pension and postretirement costs (credits)
(11
)

(12
)

11


(33
)

31

Special items
(39
)

(15
)




(103
)



Adjusted EBITDA*
$
472


$
414


$
370


$
1,258


$
1,153

* Non-GAAP measure - see page 8 for definition.











Page 1 of 9



Weyerhaeuser Company



Q3.2014 Analyst Package





Preliminary results, subject to audit





Consolidated Balance Sheet






in millions
June�30,
2014

September�30,
2014

December�31,
2013
ASSETS





Current assets:





Cash and cash equivalents
$
845


$
1,620


$
830

Receivables, less allowances
590


583


518

Receivables for taxes
37


23


101

Inventories
596


578


542

Prepaid expenses
106


97


117

Deferred tax assets
128


111


130

Current assets of discontinued operations
988



88

Total current assets
3,290


3,012


2,326

Property and equipment, net
2,599


2,534


2,689

Construction in progress
157


215


112

Timber and timberlands at cost, less depletion charged to disposals
6,571


6,546


6,580

Investments in and advances to equity affiliates
188


186


190

Goodwill
40


40


42

Deferred tax assets






5

Other assets
419


292


324

Restricted financial investments held by variable interest entities
615


615


615

Noncurrent assets of discontinued operations
1,827



1,694

Total assets
$
15,706


$
13,440


$
14,577







LIABILITIES AND EQUITY





Current liabilities:





Notes payable
$



$



$
2

Accounts payable
335


351


343

Accrued liabilities
597


606


629

Current liabilities of discontinued operations
137



154

Total current liabilities
1,069


957


1,128

Long-term debt
4,891


4,891


4,891

Long-term debt (nonrecourse to the company) held by variable interest entities
511


511


511

Deferred income taxes
410


338


285

Deferred pension and other postretirement benefits
422


569


516

Other liabilities
334


318


382

Noncurrent liabilities of discontinued operations
926



32

Total liabilities
8,563


7,584


7,745

Equity:




Total Weyerhaeuser shareholders' interest
7,092


5,856


6,795

Noncontrolling interests
2





3

Noncontrolling interests in discontinued operations
49



34

Total equity
7,143


5,856


6,832

Total liabilities and equity
$
15,706


$
13,440


$
14,577


Page 2 of 9



Weyerhaeuser Company



Q3.2014 Analyst Package









Preliminary results, subject to audit









Consolidated Statement of Cash Flows










in millions
Q2

Q3

Year-to-date
June�30,
2014

September�30,
2014

September�30,
2013

September�30,
2014

September�30,
2013
Cash flows from operations:









Net earnings
$
291


$
1,164


$
167


$
1,649


$
509

Noncash charges (credits) to income:









Depreciation, depletion and amortization
126


123


120


375


343

Deferred income taxes, net
89


45


24


170


73

Pension and other postretirement benefits
(44
)

(13
)

27


(104
)

79

Share-based compensation expense
11


9


12


29


34

Charges for impairment of assets
1




2


1


5

Net gains on dispositions of assets and operations
(21
)

(1,002
)

(21
)

(1,048
)

(42
)
Foreign exchange transaction (gains) losses
(12
)

13


(2
)

15


6

Change in:









Receivables less allowances
(47
)

20


8


(28
)

(112
)
Receivable for taxes
(3
)

13


12


77


64

Inventories
34


8


36


(46
)



Real estate and land
(35
)

(26
)

(58
)

(133
)

(179
)
Prepaid expenses
(3
)

6


(2
)

6


(16
)
Accounts payable and accrued liabilities
(17
)

21


77


(76
)

45

Deposits on land positions and other assets
(4
)

7


(1
)

15


(11
)
Pension and postretirement contributions
(30
)

(22
)

(35
)

(85
)

(104
)
Other
(14
)

(13
)
(23
)

(33
)

(38
)
Net cash from operations
322


353


343


784


656











Cash flows from investing activities:









Property and equipment
(83
)

(105
)

(69
)

(239
)

(151
)
Timberlands reforestation
(11
)

(7
)

(7
)

(32
)

(28
)
Acquisition of Longview Timber LLC, net of cash acquired






(1,581
)




(1,581
)
Net proceeds from Real Estate Divestiture, net of cash divested


707



707



Proceeds from sale of assets
1


4


1


24


15

Net proceeds of investments held by special purpose entities








22

Other



25


9


25


5

Cash from investing activities
(93
)

624


(1,647
)

485


(1,718
)










Cash flows from financing activities:









Net proceeds from issuance of common shares






116





897

Net proceeds from issuance of preference shares












669

Net proceeds from issuance of debt






494





494

Net proceeds from issuance of Weyerhaeuser Real Estate
Company (WRECO) debt
887





887



Deposit of WRECO debt proceeds into escrow
(887
)




(887
)


Cash dividends on common shares
(128
)

(154
)

(128
)

(411
)

(330
)
Cash dividends on preference shares
(11
)
(11
)


(22
)


Change in book overdrafts



(11
)

1


(17
)

8

Payments on debt






(163
)




(340
)
Exercises of stock options
39


30


9


84


141

Repurchase of common stock



(123
)




(123
)



Other
(1
)

4


10


5


22

Cash from financing activities
(101
)

(265
)

339


(484
)

1,561











Net change in cash and cash equivalents
128


712


(965
)

785


499

Cash and cash equivalents at beginning of period
780


908


2,362


835


898

Cash and cash equivalents at end of period
$
908


$
1,620


$
1,397


$
1,620


$
1,397

Cash paid (received) during the year for:









Interest, net of amount capitalized
$
52


$
100


$
109


$
253


$
275

Income taxes
$
5


$
5


$
2


$
(40
)

$
(4
)
Noncash investing and financing activity:
Acquisition of Longview Timber LLC, debt assumed
$



$



$
1,070


$



$
1,070

Common shares tendered in WRECO divestiture
$


$
1,954

$


$
1,954

$



Page 3 of 9



Weyerhaeuser Company
Total Company Statistics
Q3.2014 Analyst Package

Preliminary results, subject to audit




Special Items Included in Net Earnings










in millions
Q2

Q3

Year-to-date
June�30,
2014

September�30,
2014

September�30,
2013

September�30,
2014

September�30,
2013
Net earnings attributable to Weyerhaeuser common shareholders
$
280


$
1,153


$
157


$
1,616


$
497

Restructuring, impairments and other charges
5

6



24



Gain on sale of non-strategic asset






(14
)


Gain on postretirement plan amendment
(29
)
(15
)


(73
)


Net earnings attributable to Weyerhaeuser common shareholders before special items
256

1,144

157

1,553

497

Earnings from discontinued operations, net of income taxes
(22
)
(966
)
(21
)
(998
)
(36
)
Net earnings from continuing operations attributable to Weyerhaeuser common shareholders before special items
$
234


$
178


$
136


$
555


$
461






Q2

Q3

Year-to-date
June�30,
2014

September�30,
2014

September�30,
2013

September�30,
2014

September�30,
2013
Net earnings per diluted share attributable to Weyerhaeuser common shareholders
$
0.47


$
2.15


$
0.27


$
2.83


$
0.88

Restructuring, impairments and other charges
0.01

0.01



0.04



Gain on sale of non-strategic asset






(0.02
)


Gain on postretirement plan amendment
(0.04
)
(0.03
)


(0.13
)


Net earnings per diluted share attributable to Weyerhaeuser common shareholders before special items
0.44


2.13


0.27


2.72


0.88

Earnings from discontinued operations, net of income taxes
(0.04
)
(1.80
)
(0.04
)
(1.75
)
(0.06
)
Net earnings from continuing operations per diluted share attributable to Weyerhaeuser common shareholders before special items
$
0.40

$
0.33

$
0.23

$
0.97

$
0.82


Selected Total Company Items

in millions
Q2

Q3

Year-to-date
June�30,
2014

September�30,
2014

September�30,
2013

September�30,
2014

September�30,
2013
Depreciation, depletion and amortization:











Cost of products sold
$
117

$
117

$
110

$
351

$
315

Selling, general and administrative expenses
5

6

6

17

18

Total depreciation, depletion and amortization
$
122


$
123


$
116


$
368


$
333











Pension and postretirement costs:










Pension and postretirement costs allocated to business segments
$
12


$
11


$
15


$
33


$
42

Pension and postretirement costs (credits) not allocated
(11
)

(12
)

11


(33
)

31

Total company pension and postretirement costs
$
1


$
(1
)

$
26


$



$
73












Total decrease (increase) in working capital(1)
$
49


$
106


$
138


$
(15
)

$
(35
)
Cash spent for capital expenditures
$
(92
)

$
(112
)

$
(71
)

$
(267
)
$
(170
)
(1)�Working capital does not include cash balances.















Page 4 of 9



Weyerhaeuser Company
Timberlands Segment
Q3.2014 Analyst Package




Preliminary results, subject to audit




















Segment Statement of Operations











in millions

Q2.2014

Q3.2014

Q3.2013

YTD.2014

YTD.2013
Sales to unaffiliated customers
$
397

$
364

$
353

$
1,138

$
979

Intersegment sales
186

218

194

642

584

Total net sales
583

582

547

1,780

1,563

Cost of products sold
399

432

407

1,262

1,167

Gross margin
184

150

140

518

396

Selling expenses
2

2

3

6

8

General and administrative expenses
23

23

27

72

77

Research and development expenses
3

4

4

11

13

Charges for restructuring, closures and impairments


1



1

2

Other operating income, net
(14
)
(16
)
(11
)
(42
)
(37
)
Operating income
170

136

117

470

333

Interest income and other




1



3

Net contribution to earnings
$
170

$
136

$
118

$
470

$
336















Adjusted Earnings before Interest, Tax, Depreciation, Depletion and Amortization*














in millions

Q2.2014

Q3.2014

Q3.2013

YTD.2014

YTD.2013
Operating income
$
170

$
136

$
117

$
470

$
333

Depreciation, depletion and amortization
51

51

45

154

115

Adjusted EBITDA*
$
221

$
187

$
162

$
624

$
448

* Non-GAAP measure - see page 8 for definition.


























Selected Segment Items















Q2.2014

Q3.2014

Q3.2013

YTD.2014

YTD.2013
Total decrease (increase) in working capital(1)
$
(15
)
$
25

$
31

$
(19
)
$


Cash spent for capital expenditures
$
(18
)
$
(19
)
$
(16
)
$
(56
)
$
(52
)
(1)�Working capital does not include cash balances.


























Segment Statistics















Q2.2014

Q3.2014

Q3.2013

YTD.2014

YTD.2013
Third�Party�
Net Sales
(millions)
Logs:









West
$
261


$
227


$
213


$
745


$
598

South
60


69


66


191


192

Canada
1


5


6


12


15

Total logs
322

301

285

948

805

Chip sales
2


4


2


9


7

Timberlands exchanges
28


17


28


49


44

Higher and better use land sales
7


4


2


14


10

Minerals, oil and gas
8


10


9


25


26

Products from international operations
26


22


24


72


68

Other products
4


6


3


21


19

Total
$
397

$
364

$
353

$
1,138

$
979

Logs
Third Party Sales
Realizations
(per cubic meter)
West
$
109.13


$
102.23


$
104.73


$
108.64


$
108.33

South
$
45.16


$
45.30


$
43.32


$
45.12


$
43.42

Canada
$
38.04


$
37.75


$
38.77


$
36.65


$
37.38

International
$
16.27


$
19.95


$
25.07


$
17.88


$
24.75

Logs
Third Party Sales
Volumes
(cubic meters, thousands)
West
2,390


2,223


2,037


6,859


5,523

South
1,339


1,500


1,514


4,224


4,420

Canada
30


152


141


338


383

International
139


170


100


456


245

Total
3,898

4,045

3,792

11,877

10,571

Logs
Fee Harvest Volumes
(cubic meters, thousands)
West
2,888


2,656


2,305


8,419


6,221

South
2,715


2,950


2,928


8,531


8,589

International
249


232


211


730


575

Total
5,852

5,838

5,444

17,680

15,385


Page 5 of 9



Weyerhaeuser Company
Wood Products Segment
Q3.2014 Analyst Package



Preliminary results, subject to audit




















Segment Statement of Operations











in millions

Q2.2014

Q3.2014

Q3.2013

YTD.2014

YTD.2013
Sales to unaffiliated customers
$
1,077


$
1,048


$
1,030

$
3,023

$
3,083

Intersegment sales
21


20


19

60

55

Total net sales
1,098


1,068


1,049

3,083

3,138

Cost of products sold
939


910


905

2,640

2,559

Gross margin
159


158


144

443

579

Selling expenses
23


22


24

70

74

General and administrative expenses
30


31


37

98

109

Research and development expenses
2





2

3

4

Charges for restructuring, closures and impairments
2





1

2

2

Other operating costs (income), net






1

(1
)
(3
)
Operating income
102


105


79

271

393

Interest income and other












Net contribution to earnings
$
102


$
105


$
79

$
271

$
393















Adjusted Earnings before Interest, Tax, Depreciation, Depletion and Amortization*














in millions

Q2.2014

Q3.2014

Q3.2013

YTD.2014

YTD.2013
Operating income
$
102

$
105

$
79

$
271

$
393

Depreciation, depletion and amortization
30


30


31

89

93

Adjusted EBITDA*
$
132


$
135


$
110


$
360


$
486

* Non-GAAP measure - see page 8 for definition.


























Selected Segment Items















Q2.2014

Q3.2014

Q3.2013

YTD.2014

YTD.2013
Total decrease (increase) in working capital(1)
$
29


$
41


$
74


$
(67
)

$
(45
)
Cash spent for capital expenditures
$
(38
)

$
(56
)

$
(26
)

$
(112
)
$
(52
)
(1)�Working capital does not include cash balances.


























Segment Statistics














in millions, except for third-party sales realizations
Q2.2014

Q3.2014

Q3.2013

YTD.2014

YTD.2013
Structural�Lumber
(board feet)
Third party net sales
$
515


$
500


$
480


$
1,442


$
1,433

Third party sales realizations
$
427


$
431


$
404


$
430


$
425

Third party sales volumes(1)
1,206


1,162


1,189


3,357


3,370

Production volumes
1,081


1,049


1,040


3,139


3,114

Outside purchase volumes
82


91


92


251


271

Engineered Solid
Section
(cubic feet)
Third party net sales
$
114


$
104


$
97


$
308


$
263

Third party sales realizations
$
1,976


$
2,031


$
1,963


$
1,989


$
1,913

Third party sales volumes(1)
5.8


5.1


4.9


15.5


13.7

Production volumes
5.7


5.2


4.6


15.8


13.8

Outside purchase volumes
0.5





0.3


2.3


1.6

Engineered
I-joists
(lineal feet)
Third party net sales
$
81


$
74


$
68


$
214


$
184

Third party sales realizations
$
1,470


$
1,540


$
1,428


$
1,489


$
1,364

Third party sales volumes(1)
55


49


48


144


135

Production volumes
55


50


44


149


130

Outside purchase volumes
3


1


2


5


6

Oriented Strand
Board
(square feet 3/8')
Third party net sales
$
159


$
157


$
188


$
464


$
648

Third party sales realizations
$
226


$
215


$
246


$
223


$
309

Third party sales volumes(1)
706


732


762


2,079


2,094

Production volumes
681


717


725


2,055


2,050

Outside purchase volumes
51


52


49


156


173

Softwood�Plywood
(square feet 3/8')
Third party net sales
$
35


$
42


$
38


$
107


$
115

Third party sales realizations
$
348


$
381


$
344


$
355


$
364

Third party sales volumes(1)
102


110


108


302


315

Production volumes
60


72


62


191


186

Outside purchase volumes
36


31


40


100


115

(1) Volumes include sales of internally produced products and products purchased for resale primarily through our distribution business.

Page 6 of 9



Weyerhaeuser Company
Cellulose Fibers Segment
Q3.2014 Analyst Package



Preliminary results, subject to audit




















Segment Statement of Operations











in millions

Q2.2014

Q3.2014

Q3.2013

YTD.2014

YTD.2013
Total net sales
$
490

$
503

$
474

$
1,454

$
1,424

Cost of products sold
381

427

406

1,198

1,224

Gross margin
109

76

68

256

200

Selling expenses
4

3

5

11

14

General and administrative expenses
20

18

21

58

62

Research and development expenses
2

1

2

5

6

Other operating income, net
(8
)
(6
)
(6
)
(23
)
(18
)
Operating income
91

60

46

205

136

Interest income and other


(1
)
1

(1
)
(1
)
Net contribution to earnings
$
91

$
59

$
47

$
204

$
135















Adjusted Earnings before Interest, Tax, Depreciation, Depletion and Amortization*














in millions

Q2.2014

Q3.2014

Q3.2013

YTD.2014

YTD.2013
Operating income
$
91

$
60

$
46

$
205

$
136

Depreciation, depletion and amortization
39

39

38

116

116

Adjusted EBITDA*
$
130


$
99


$
84


$
321


$
252

* Non-GAAP measure - see page 8 for definition.


























Selected Segment Items















Q2.2014

Q3.2014

Q3.2013

YTD.2014

YTD.2013
Total decrease (increase) in working capital(1)
$
(37
)

$
39


$
19


$
33


$
24

Cash spent for capital expenditures
$
(35
)

$
(36
)

$
(28
)

$
(97
)

$
(62
)
(1)�Working capital does not include cash balances.























Segment Statistics
















Q2.2014

Q3.2014

Q3.2013

YTD.2014

YTD.2013
Pulp
(air-dry�metric tons)
Third party net sales (millions)
$
383


$
408


$
371


$
1,154


$
1,111

Third party sales realizations
$
845


$
858


$
805


$
843


$
799

Third party sales volumes (thousands)
454


474


460


1,368


1,389

Production volumes (thousands)
467


465


457


1,391


1,365

Liquid
Packaging
Board
(tons)
Third party net sales (millions)
$
87


$
80


$
83


$
247


$
254

Third party sales realizations
$
1,165


$
1,185


$
1,082


$
1,157


$
1,080

Third party sales volumes (thousands)
75


68


76


214


235

Production volumes (thousands)
79


57


67


214


222



Page 7 of 9



Weyerhaeuser Company
Unallocated Items
Q3.2014 Analyst Package



Preliminary results, subject to audit



















Unallocated items are gains or charges not related to or allocated to an individual operating segment. They include a portion of items such as: share-based compensation, pension and postretirement costs, foreign exchange transaction gains and losses associated with outstanding borrowings and the elimination of intersegment profit in inventory and the LIFO reserve.










Contribution to Earnings










in millions
Q2.2014

Q3.2014

Q3.2013

YTD.2014

YTD.2013
Unallocated corporate function expenses
$
(7
)

$
(3
)

$
(8
)

$
(17
)

$
(26
)
Unallocated share-based compensation
(6
)

1


(1
)

(2
)

(3
)
Unallocated pension & postretirement credits (costs)
56


35


(11
)

146


(31
)
Foreign exchange gains (losses)
13


(14
)

2


(16
)

(6
)
Elimination of intersegment profit in inventory and LIFO
(1
)

12


25


(8
)

9

Other
(18
)

(14
)

(5
)

(23
)

(16
)
Operating income (loss)
37


17


2


80


(73
)
Interest income and other
11


8


18


28


37

Net contribution to earnings from continuing operations(1)
$
48

$
25

$
20

$
108

$
(36
)
(1)�We have reclassified certain results from the prior periods to present the results of operations discontinued in 2014 separately.
Our reclassifications had no effect on net earnings or Weyerhaeuser shareholders interest.










Adjusted Earnings before Interest, Tax, Depreciation, Depletion and Amortization*










in millions
Q2.2014

Q3.2014

Q3.2013

YTD.2014

YTD.2013
Operating income (loss)
$
37

$
17

$
2

$
80

$
(73
)
Depreciation, depletion and amortization
2


3

2

9

9

Non-operating pension and postretirement costs (credits)
(11
)

(12
)
11

(33
)
31

Special items
(39
)

(15
)


(103
)


Adjusted EBITDA*
$
(11
)

$
(7
)

$
15


$
(47
)

$
(33
)
* Non-GAAP measure - see below for definition.



















Unallocated Special Items Included in Net Contribution to Earnings (Pre-Tax)










Q2.2014

Q3.2014

Q3.2013

YTD.2014

YTD.2013
Gain on postretirement plan amendment
$
45


$
23


$



$
113


$


Restructuring, impairments and other charges
(6
)

(8
)




(32
)



Gain on sale of non-strategic asset








22



Total
$
39


$
15


$



$
103


$












Unallocated Selected Items










Q2.2014

Q3.2014

Q3.2013

YTD.2014

YTD.2013
Total decrease (increase) in working capital(1)
$
72


$
1


$
14


$
38


$
(14
)
Cash spent for capital expenditures
$
(1
)

$
(1
)

$
(1
)

$
(2
)

$
(4
)
(1)�Working capital does not include cash balances.



















*Adjusted EBITDA is a non-GAAP measure that management uses to evaluate the performance of the company. Adjusted EBITDA, as we define it, is operating income from continuing operations adjusted for depreciation, depletion, amortization, pension and postretirement costs not allocated to business segments (primarily interest cost, expected return on plan assets, amortization of actuarial loss and amortization of prior service cost/credit), special items and discontinued operations. Adjusted EBITDA should not be considered in isolation from and is not intended to represent an alternative to our GAAP results.

Page 8 of 9



Weyerhaeuser Company


Discontinued Operations
Q3.2014 Analyst Package



Preliminary results, subject to audit



















Discontinued operations relate to WRECO, which was combined with TRI Pointe Homes, Inc. through a Reverse Morris Trust transaction on July 7, 2014. It was previously reported under the Real Estate segment and Unallocated Items.
Discontinued Operations Statement of Operations










in millions
Q2.2014

Q3.2014

Q3.2013

YTD.2014

YTD.2013
Total net sales
$
317

$
8

$
324

$
573

$
787

Income (loss) from operations
$
27

$
(1
)
$
33

$
42

$
56

Income taxes
(5
)
(5
)
(12
)
(16
)
(20
)
Net earnings (loss) from operations
22

(6
)
21

26

36

Net gain on divestiture


972



972



Net earnings from discontinued operations
$
22

$
966

$
21

$
998

$
36















Page 9 of 9

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