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|
x
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Washington
|
|
91-0470860
|
(State or other jurisdiction of
incorporation or organization)
|
|
(I.R.S. Employer
Identification Number)
|
|
|
|
33663 Weyerhaeuser Way South
Federal Way, Washington
|
|
98063-9777
|
(Address of principal executive offices)
|
|
(Zip Code)
|
|
PART I
|
FINANCIAL INFORMATION
|
|
ITEM 1.
|
FINANCIAL STATEMENTS:
|
|
|
||
|
||
|
||
|
||
|
||
|
||
ITEM 2.
|
||
ITEM 3.
|
||
ITEM 4.
|
||
|
|
|
PART II
|
OTHER INFORMATION
|
|
ITEM 1.
|
||
ITEM 1A.
|
||
ITEM 2.
|
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
|
NA
|
ITEM 3.
|
DEFAULTS UPON SENIOR SECURITIES
|
NA
|
ITEM 4.
|
MINE SAFETY DISCLOSURES
|
NA
|
ITEM 5.
|
OTHER INFORMATION
|
NA
|
ITEM 6.
|
||
|
|
QUARTER ENDED
|
|
YEAR-TO-DATE
ENDED
|
||||||||||||
DOLLAR AMOUNTS IN MILLIONS, EXCEPT PER-SHARE FIGURES
|
JUNE 2013
|
|
JUNE 2012
|
|
JUNE 2013
|
|
JUNE 2012
|
||||||||
Net sales
|
$
|
2,141
|
|
|
$
|
1,793
|
|
|
$
|
4,092
|
|
|
$
|
3,287
|
|
Cost of products sold
|
1,664
|
|
|
1,516
|
|
|
3,197
|
|
|
2,806
|
|
||||
Gross margin
|
477
|
|
|
277
|
|
|
895
|
|
|
481
|
|
||||
Selling expenses
|
54
|
|
|
47
|
|
|
105
|
|
|
89
|
|
||||
General and administrative expenses
|
108
|
|
|
95
|
|
|
226
|
|
|
203
|
|
||||
Research and development expenses
|
8
|
|
|
8
|
|
|
15
|
|
|
15
|
|
||||
Charges for restructuring, closures and impairments
|
6
|
|
|
4
|
|
|
10
|
|
|
16
|
|
||||
Other operating income, net
(Note 12)
|
(10
|
)
|
|
(53
|
)
|
|
(28
|
)
|
|
(119
|
)
|
||||
Operating income
|
311
|
|
|
176
|
|
|
567
|
|
|
277
|
|
||||
Interest income and other
|
10
|
|
|
11
|
|
|
21
|
|
|
23
|
|
||||
Interest expense, net of capitalized interest
|
(81
|
)
|
|
(86
|
)
|
|
(163
|
)
|
|
(173
|
)
|
||||
Earnings before income taxes
|
240
|
|
|
101
|
|
|
425
|
|
|
127
|
|
||||
Income taxes
(Note 13)
|
(42
|
)
|
|
(17
|
)
|
|
(83
|
)
|
|
(2
|
)
|
||||
Net earnings
|
198
|
|
|
84
|
|
|
342
|
|
|
125
|
|
||||
Dividends on preference shares
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
||||
Net earnings attributable to Weyerhaeuser common shareholders
|
$
|
196
|
|
|
$
|
84
|
|
|
$
|
340
|
|
|
$
|
125
|
|
Basic earnings per share attributable to Weyerhaeuser common shareholders
(Note 3)
|
$
|
0.35
|
|
|
$
|
0.16
|
|
|
$
|
0.62
|
|
|
$
|
0.23
|
|
Diluted earnings per share attributable to Weyerhaeuser common shareholders
(Note 3)
|
$
|
0.35
|
|
|
$
|
0.16
|
|
|
$
|
0.61
|
|
|
$
|
0.23
|
|
Dividends paid per common share
|
$
|
0.20
|
|
|
$
|
0.15
|
|
|
$
|
0.37
|
|
|
$
|
0.30
|
|
Weighted average shares outstanding (in thousands)
(Note 3)
:
|
|
|
|
|
|
|
|
||||||||
Basic
|
552,855
|
|
|
537,966
|
|
|
549,159
|
|
|
537,667
|
|
||||
Diluted
|
557,588
|
|
|
540,033
|
|
|
554,301
|
|
|
539,880
|
|
|
QUARTER ENDED
|
|
YEAR-TO-DATE
ENDED |
||||||||||||
DOLLAR AMOUNTS IN MILLIONS
|
JUNE 2013
|
|
JUNE 2012
|
|
JUNE 2013
|
|
JUNE 2012
|
||||||||
Net earnings attributable to Weyerhaeuser common shareholders
|
$
|
196
|
|
|
$
|
84
|
|
|
$
|
340
|
|
|
$
|
125
|
|
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation adjustments
|
(30
|
)
|
|
(12
|
)
|
|
(47
|
)
|
|
(1
|
)
|
||||
Actuarial losses, net of tax benefit of $26, $8, $49 and $21
|
56
|
|
|
25
|
|
|
104
|
|
|
48
|
|
||||
Prior service credits, net of tax expense of $3, $19, $3 and $49
|
(4
|
)
|
|
(36
|
)
|
|
(8
|
)
|
|
(106
|
)
|
||||
Unrealized gains on available-for-sale securities
|
—
|
|
|
(1
|
)
|
|
1
|
|
|
—
|
|
||||
Total other comprehensive income (loss)
|
22
|
|
|
(24
|
)
|
|
50
|
|
|
(59
|
)
|
||||
Comprehensive income attributable to Weyerhaeuser common shareholders
|
$
|
218
|
|
|
$
|
60
|
|
|
$
|
390
|
|
|
$
|
66
|
|
DOLLAR AMOUNTS IN MILLIONS
|
JUNE 30,
2013 |
|
DECEMBER 31,
2012 |
||||
ASSETS
|
|
|
|
||||
Forest Products:
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
908
|
|
|
$
|
893
|
|
Receivables, less allowances of $4 and $3
|
589
|
|
|
474
|
|
||
Receivables for taxes
|
43
|
|
|
95
|
|
||
Inventories
(Note 4)
|
561
|
|
|
531
|
|
||
Prepaid expenses
|
96
|
|
|
83
|
|
||
Deferred tax assets
|
144
|
|
|
65
|
|
||
Total current assets
|
2,341
|
|
|
2,141
|
|
||
Property and equipment, less accumulated depreciation of $6,219 and $6,350
|
2,706
|
|
|
2,859
|
|
||
Construction in progress
|
72
|
|
|
50
|
|
||
Timber and timberlands at cost, less depletion charged to disposals
|
3,949
|
|
|
3,961
|
|
||
Cash and cash equivalents designated for the purchase of Longview Timber LLC
(Note 14)
|
1,450
|
|
|
—
|
|
||
Investments in and advances to equity affiliates
|
186
|
|
|
192
|
|
||
Goodwill
|
42
|
|
|
40
|
|
||
Deferred tax assets
|
64
|
|
|
189
|
|
||
Other assets
|
349
|
|
|
358
|
|
||
Restricted financial investments held by variable interest entities
(Note 6)
|
615
|
|
|
799
|
|
||
|
11,774
|
|
|
10,589
|
|
||
Real Estate:
|
|
|
|
||||
Cash and cash equivalents
|
4
|
|
|
5
|
|
||
Receivables, less discounts and allowances of $3 and $4
|
74
|
|
|
72
|
|
||
Real estate in process of development and for sale
|
769
|
|
|
658
|
|
||
Land being processed for development
|
913
|
|
|
904
|
|
||
Real estate inventory held by variable interest entities
|
41
|
|
|
47
|
|
||
Investments in and advances to equity affiliates
|
20
|
|
|
21
|
|
||
Deferred tax assets
|
201
|
|
|
202
|
|
||
Other assets
|
112
|
|
|
94
|
|
||
|
2,134
|
|
|
2,003
|
|
||
Total assets
|
$
|
13,908
|
|
|
$
|
12,592
|
|
|
JUNE 30,
2013 |
|
DECEMBER 31,
2012 |
||||
LIABILITIES AND EQUITY
|
|
|
|
||||
Forest Products:
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Notes payable
|
$
|
2
|
|
|
$
|
—
|
|
Current maturities of long-term debt
(Note 8)
|
163
|
|
|
340
|
|
||
Accounts payable
|
341
|
|
|
329
|
|
||
Accrued liabilities
(Note 7)
|
573
|
|
|
570
|
|
||
Total current liabilities
|
1,079
|
|
|
1,239
|
|
||
Long-term debt
(Note 8)
|
3,842
|
|
|
3,842
|
|
||
Long-term debt (nonrecourse to the company) held by variable interest entities
(Note 6)
|
511
|
|
|
672
|
|
||
Deferred income taxes
|
38
|
|
|
—
|
|
||
Deferred pension and other postretirement benefits
|
1,785
|
|
|
1,930
|
|
||
Other liabilities
|
446
|
|
|
499
|
|
||
|
7,701
|
|
|
8,182
|
|
||
Real Estate:
|
|
|
|
||||
Long-term debt
(Note 8)
|
109
|
|
|
109
|
|
||
Long-term debt (nonrecourse to the company) held by variable interest entities
|
4
|
|
|
1
|
|
||
Other liabilities
|
188
|
|
|
187
|
|
||
|
301
|
|
|
297
|
|
||
Commitments and contingencies
(Note 9)
|
|
|
|
|
|
||
Total liabilities
|
8,002
|
|
|
8,479
|
|
||
Equity:
|
|
|
|
||||
Weyerhaeuser shareholders’ interest:
|
|
|
|
||||
Mandatory convertible preference shares, series A: $1.00 par value; authorized 40,000,000 shares; issued and outstanding: 13,800,000 and 0 shares
(Note 14)
|
14
|
|
|
—
|
|
||
Common shares: $1.25 par value; authorized 1,360,000,000 shares; issued and outstanding: 577,873,544 and 542,392,642 shares
(Note 14)
|
722
|
|
|
678
|
|
||
Other capital
(Note 14)
|
6,290
|
|
|
4,731
|
|
||
Retained earnings
|
350
|
|
|
219
|
|
||
Cumulative other comprehensive loss
(Note 10)
|
(1,508
|
)
|
|
(1,558
|
)
|
||
Total Weyerhaeuser shareholders’ interest
|
5,868
|
|
|
4,070
|
|
||
Noncontrolling interests
|
38
|
|
|
43
|
|
||
Total equity
|
5,906
|
|
|
4,113
|
|
||
Total liabilities and equity
|
$
|
13,908
|
|
|
$
|
12,592
|
|
|
YEAR-TO-DATE ENDED
|
||||||
DOLLAR AMOUNTS IN MILLIONS
|
JUNE 2013
|
|
JUNE 2012
|
||||
Cash flows from operations:
|
|
|
|
||||
Net earnings
|
$
|
342
|
|
|
$
|
125
|
|
Noncash charges (credits) to earnings:
|
|
|
|
||||
Depreciation, depletion and amortization
|
223
|
|
|
226
|
|
||
Deferred income taxes, net
|
49
|
|
|
7
|
|
||
Pension and other postretirement benefits
(Note 5)
|
52
|
|
|
(58
|
)
|
||
Share-based compensation expense
|
22
|
|
|
18
|
|
||
Charges for impairment of assets
|
3
|
|
|
12
|
|
||
Net gains on dispositions of assets
(1)
|
(21
|
)
|
|
(17
|
)
|
||
Foreign exchange transaction losses
(Note 12)
|
8
|
|
|
2
|
|
||
Change in:
|
|
|
|
||||
Receivables less allowances
|
(120
|
)
|
|
(23
|
)
|
||
Receivable for taxes
|
52
|
|
|
16
|
|
||
Inventories
|
(36
|
)
|
|
(12
|
)
|
||
Real estate and land
|
(121
|
)
|
|
(48
|
)
|
||
Prepaid expenses
|
(14
|
)
|
|
(20
|
)
|
||
Accounts payable and accrued liabilities
|
(32
|
)
|
|
9
|
|
||
Deposits on land positions and other assets
|
(10
|
)
|
|
22
|
|
||
Pension and postretirement contributions / benefit payments
|
(69
|
)
|
|
(68
|
)
|
||
Other
|
(15
|
)
|
|
16
|
|
||
Net cash from operations
|
313
|
|
|
207
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Property and equipment
|
(82
|
)
|
|
(122
|
)
|
||
Timberlands reforestation
|
(21
|
)
|
|
(17
|
)
|
||
Proceeds from sale of assets
|
14
|
|
|
24
|
|
||
Net proceeds of investments held by special purpose entities
(Note 6)
|
22
|
|
|
—
|
|
||
Other
|
(4
|
)
|
|
—
|
|
||
Cash from investing activities
|
(71
|
)
|
|
(115
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Net proceeds from issuance of common shares
(2)
(Note 14)
|
781
|
|
|
—
|
|
||
Net proceeds from issuance of preference shares
(2)
(Note 14)
|
669
|
|
|
—
|
|
||
Cash dividends on common shares
|
(202
|
)
|
|
(161
|
)
|
||
Change in book overdrafts
|
7
|
|
|
(20
|
)
|
||
Payments on debt
|
(177
|
)
|
|
(6
|
)
|
||
Exercises of stock options
|
132
|
|
|
7
|
|
||
Other
|
12
|
|
|
(4
|
)
|
||
Cash from financing activities
|
1,222
|
|
|
(184
|
)
|
||
Net change in cash and cash equivalents
|
1,464
|
|
|
(92
|
)
|
||
Cash and cash equivalents at beginning of period
|
898
|
|
|
953
|
|
||
Cash and cash equivalents at end of period
|
$
|
2,362
|
|
|
$
|
861
|
|
Cash paid (received) during the period for:
|
|
|
|
||||
Interest, net of amount capitalized of $10 and $11
|
$
|
166
|
|
|
$
|
168
|
|
Income taxes
|
$
|
(6
|
)
|
|
$
|
(15
|
)
|
(1)
|
Includes gains on timberland exchanges.
|
NOTE 1:
|
||
|
|
|
NOTE 2:
|
||
|
|
|
NOTE 3:
|
||
|
|
|
NOTE 4:
|
||
|
|
|
NOTE 5:
|
||
|
|
|
NOTE 6:
|
||
|
|
|
NOTE 7:
|
||
|
|
|
NOTE 8:
|
||
|
|
|
NOTE 9:
|
||
|
|
|
NOTE 10:
|
||
|
|
|
NOTE 11:
|
||
|
|
|
NOTE 12:
|
||
|
|
|
NOTE 13:
|
||
|
|
|
NOTE 14:
|
LONGVIEW TIMBER PURCHASE
|
•
|
majority-owned domestic and foreign subsidiaries and
|
•
|
variable interest entities in which we are the primary beneficiary.
|
•
|
Forest Products – our forest products-based operations, principally the growing and harvesting of timber, the manufacture, distribution and sale of forest products and corporate governance activities; and
|
•
|
Real Estate – our real estate development and single-family home building operations.
|
•
|
Timberlands – which includes logs; timber; minerals, oil and gas; and international wood products;
|
•
|
Wood Products – which includes softwood lumber, engineered lumber, structural panels and building materials distribution;
|
•
|
Cellulose Fibers – which includes pulp, liquid packaging board and an equity interest in a newsprint joint venture; and
|
•
|
Real Estate – which includes real estate development and single-family home building operations.
|
|
QUARTER ENDED
|
|
YEAR-TO-DATE ENDED
|
||||||||||||
DOLLAR AMOUNTS IN MILLIONS
|
JUNE 2013
|
|
JUNE 2012
|
|
JUNE 2013
|
|
JUNE 2012
|
||||||||
Sales to unaffiliated customers:
|
|
|
|
|
|
|
|
||||||||
Timberlands
|
$
|
333
|
|
|
$
|
262
|
|
|
$
|
626
|
|
|
$
|
512
|
|
Wood Products
|
1,065
|
|
|
776
|
|
|
2,053
|
|
|
1,410
|
|
||||
Cellulose Fibers
|
476
|
|
|
459
|
|
|
950
|
|
|
932
|
|
||||
Real Estate
|
267
|
|
|
296
|
|
|
463
|
|
|
433
|
|
||||
|
2,141
|
|
|
1,793
|
|
|
4,092
|
|
|
3,287
|
|
||||
Intersegment sales:
|
|
|
|
|
|
|
|
||||||||
Timberlands
|
166
|
|
|
146
|
|
|
390
|
|
|
336
|
|
||||
Wood Products
|
18
|
|
|
20
|
|
|
36
|
|
|
40
|
|
||||
|
184
|
|
|
166
|
|
|
426
|
|
|
376
|
|
||||
Total sales
|
2,325
|
|
|
1,959
|
|
|
4,518
|
|
|
3,663
|
|
||||
Intersegment eliminations
|
(184
|
)
|
|
(166
|
)
|
|
(426
|
)
|
|
(376
|
)
|
||||
Total
|
$
|
2,141
|
|
|
$
|
1,793
|
|
|
$
|
4,092
|
|
|
$
|
3,287
|
|
Net contribution to earnings:
|
|
|
|
|
|
|
|
||||||||
Timberlands
|
$
|
114
|
|
|
$
|
77
|
|
|
$
|
218
|
|
|
$
|
147
|
|
Wood Products
|
136
|
|
|
36
|
|
|
314
|
|
|
23
|
|
||||
Cellulose Fibers
|
57
|
|
|
36
|
|
|
88
|
|
|
84
|
|
||||
Real Estate
|
14
|
|
|
15
|
|
|
14
|
|
|
7
|
|
||||
|
321
|
|
|
164
|
|
|
634
|
|
|
261
|
|
||||
Unallocated Items
(1)
|
—
|
|
|
23
|
|
|
(46
|
)
|
|
39
|
|
||||
Net contribution to earnings
|
321
|
|
|
187
|
|
|
588
|
|
|
300
|
|
||||
Interest expense, net of capitalized interest
|
(81
|
)
|
|
(86
|
)
|
|
(163
|
)
|
|
(173
|
)
|
||||
Income before income taxes
|
240
|
|
|
101
|
|
|
425
|
|
|
127
|
|
||||
Income taxes
|
(42
|
)
|
|
(17
|
)
|
|
(83
|
)
|
|
(2
|
)
|
||||
Net earnings
|
198
|
|
|
84
|
|
|
342
|
|
|
125
|
|
||||
Dividends on preference shares
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
||||
Net earnings attributable to Weyerhaeuser common shareholders
|
$
|
196
|
|
|
$
|
84
|
|
|
$
|
340
|
|
|
$
|
125
|
|
(1)
|
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 financing and the elimination of intersegment profit in inventory and the LIFO reserve.
|
•
|
$0.35
during
second
quarter and
$0.62
during year-to-date
2013
, respectively; and
|
•
|
$0.16
during
second
quarter and
$0.23
during year-to-date
2012
, respectively.
|
•
|
$0.35
during
second
quarter and
$0.61
during year-to-date
2013
, respectively; and
|
•
|
$0.16
during
second
quarter and
$0.23
during year-to-date
2012
, respectively.
|
•
|
weighted average number of our outstanding common shares and
|
•
|
the effect of our outstanding dilutive potential common shares.
|
•
|
outstanding stock options,
|
•
|
restricted stock units,
|
•
|
performance share units and
|
•
|
preference shares.
|
|
QUARTER ENDED
|
|
YEAR-TO-DATE ENDED
|
||||||||
SHARES IN THOUSANDS
|
JUNE 2013
|
|
JUNE 2012
|
|
JUNE 2013
|
|
JUNE 2012
|
||||
Stock options
|
4,862
|
|
|
21,992
|
|
|
4,862
|
|
|
21,992
|
|
Performance share units
|
577
|
|
|
537
|
|
|
577
|
|
|
537
|
|
Preference shares
|
13,800
|
|
|
—
|
|
|
13,800
|
|
|
—
|
|
DOLLAR AMOUNTS IN MILLIONS
|
JUNE 30,
2013 |
|
DECEMBER 31,
2012 |
||||
LIFO Inventories:
|
|
|
|
||||
Logs and chips
|
$
|
17
|
|
|
$
|
17
|
|
Lumber, plywood and panels
|
65
|
|
|
46
|
|
||
Pulp and paperboard
|
106
|
|
|
121
|
|
||
Other products
|
10
|
|
|
8
|
|
||
FIFO or moving average cost inventories:
|
|
|
|
||||
Logs and chips
|
29
|
|
|
28
|
|
||
Lumber, plywood, panels and engineered lumber
|
84
|
|
|
66
|
|
||
Pulp and paperboard
|
27
|
|
|
19
|
|
||
Other products
|
83
|
|
|
87
|
|
||
Materials and supplies
|
140
|
|
|
139
|
|
||
Total
|
$
|
561
|
|
|
$
|
531
|
|
|
PENSION
|
||||||||||||||
|
QUARTER ENDED
|
|
YEAR-TO-DATE ENDED
|
||||||||||||
DOLLAR AMOUNTS IN MILLIONS
|
JUNE 2013
|
|
JUNE 2012
|
|
JUNE 2013
|
|
JUNE 2012
|
||||||||
Service cost
|
$
|
16
|
|
|
$
|
12
|
|
|
$
|
32
|
|
|
$
|
26
|
|
Interest cost
|
62
|
|
|
66
|
|
|
122
|
|
|
131
|
|
||||
Expected return on plan assets
|
(111
|
)
|
|
(105
|
)
|
|
(220
|
)
|
|
(210
|
)
|
||||
Amortization of actuarial loss
|
56
|
|
|
45
|
|
|
111
|
|
|
87
|
|
||||
Amortization of prior service cost
|
1
|
|
|
2
|
|
|
3
|
|
|
4
|
|
||||
Total net periodic benefit cost
|
$
|
24
|
|
|
$
|
20
|
|
|
$
|
48
|
|
|
$
|
38
|
|
|
OTHER POSTRETIREMENT BENEFITS
|
||||||||||||||
|
QUARTER ENDED
|
|
YEAR-TO-DATE ENDED
|
||||||||||||
DOLLAR AMOUNTS IN MILLIONS
|
JUNE 2013
|
|
JUNE 2012
|
|
JUNE 2013
|
|
JUNE 2012
|
||||||||
Service cost
|
$
|
1
|
|
|
$
|
1
|
|
|
$
|
1
|
|
|
$
|
1
|
|
Interest cost
|
3
|
|
|
3
|
|
|
6
|
|
|
7
|
|
||||
Amortization of actuarial loss
|
4
|
|
|
3
|
|
|
7
|
|
|
7
|
|
||||
Amortization of prior service credit
|
(6
|
)
|
|
(57
|
)
|
|
(12
|
)
|
|
(115
|
)
|
||||
Other
|
2
|
|
|
—
|
|
|
2
|
|
|
4
|
|
||||
Total net periodic benefit cost (credit)
|
$
|
4
|
|
|
$
|
(50
|
)
|
|
$
|
4
|
|
|
$
|
(96
|
)
|
•
|
make benefit payments of
$19 million
on behalf of our U.S. nonqualified pension plans and
|
•
|
make benefit payments of
$37 million
on behalf of our U.S. and Canadian other postretirement plans.
|
DOLLAR AMOUNTS IN MILLIONS
|
JUNE 30,
2013 |
|
DECEMBER 31,
2012 |
||||
Wages, salaries and severance pay
|
$
|
129
|
|
|
$
|
139
|
|
Pension and postretirement
|
57
|
|
|
58
|
|
||
Vacation pay
|
48
|
|
|
46
|
|
||
Income taxes
|
16
|
|
|
—
|
|
||
Taxes – Social Security and real and personal property
|
34
|
|
|
27
|
|
||
Interest
|
95
|
|
|
99
|
|
||
Customer rebates and volume discounts
|
39
|
|
|
44
|
|
||
Deferred income
|
61
|
|
|
60
|
|
||
Other
|
94
|
|
|
97
|
|
||
Total
|
$
|
573
|
|
|
$
|
570
|
|
|
JUNE 30,
2013 |
|
DECEMBER 31,
2012 |
||||||||||||
DOLLAR AMOUNTS IN MILLIONS
|
CARRYING
VALUE
|
|
FAIR VALUE
(LEVEL 2)
|
|
CARRYING
VALUE
|
|
FAIR VALUE
(LEVEL 2)
|
||||||||
Long-term debt (including current maturities):
|
|
|
|
|
|
|
|
||||||||
Forest Products
|
$
|
4,005
|
|
|
$
|
4,780
|
|
|
$
|
4,182
|
|
|
$
|
4,994
|
|
Real Estate
|
$
|
109
|
|
|
$
|
111
|
|
|
$
|
109
|
|
|
$
|
112
|
|
•
|
market approach – based on quoted market prices for the same types and issues of our debt; or
|
•
|
income approach – based on the discounted value of the future cash flows using market yields for the same type and comparable issues of debt.
|
•
|
the short-term nature of these instruments,
|
•
|
carrying short-term investments at expected net realizable value and
|
•
|
the allowance for doubtful accounts.
|
•
|
legal proceedings and
|
•
|
environmental matters.
|
•
|
is subject to a great many variables and
|
•
|
cannot be predicted with any degree of certainty.
|
•
|
could have a material adverse effect on our results of operations, cash flows or financial position in any given quarter or year; but
|
•
|
will not have a material adverse effect on our long-term results of operations, cash flows or financial position.
|
•
|
site remediation,
|
•
|
asset retirement obligations, and
|
•
|
regulation of air emission in the U.S.
|
•
|
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.
|
|
|
PENSION
|
OTHER POSTRETIREMENT BENEFITS
|
|
|
||||||||||||||||
DOLLAR AMOUNTS IN MILLIONS
|
Foreign currency translation adjustments
|
Actuarial losses
|
Prior service costs
|
Actuarial losses
|
Prior service credits
|
Unrealized gains on available-for-sale securities
|
Total
|
||||||||||||||
Beginning balance as of December 31, 2012
|
$
|
413
|
|
$
|
(1,942
|
)
|
$
|
(23
|
)
|
$
|
(137
|
)
|
$
|
127
|
|
$
|
4
|
|
$
|
(1,558
|
)
|
Other comprehensive income (loss) before reclassifications
|
(47
|
)
|
33
|
|
—
|
|
2
|
|
(2
|
)
|
1
|
|
(13
|
)
|
|||||||
Income taxes
|
—
|
|
(8
|
)
|
—
|
|
—
|
|
1
|
|
—
|
|
(7
|
)
|
|||||||
Net other comprehensive income (loss) before reclassifications
|
(47
|
)
|
25
|
|
—
|
|
2
|
|
(1
|
)
|
1
|
|
(20
|
)
|
|||||||
Amounts reclassified from cumulative other comprehensive income (loss)
(1)
|
—
|
|
111
|
|
3
|
|
7
|
|
(12
|
)
|
—
|
|
109
|
|
|||||||
Income taxes
|
—
|
|
(37
|
)
|
(1
|
)
|
(4
|
)
|
3
|
|
—
|
|
(39
|
)
|
|||||||
Net amounts reclassified from cumulative other comprehensive income (loss)
|
—
|
|
74
|
|
2
|
|
3
|
|
(9
|
)
|
—
|
|
70
|
|
|||||||
Total other comprehensive income (loss)
|
(47
|
)
|
99
|
|
2
|
|
5
|
|
(10
|
)
|
1
|
|
50
|
|
|||||||
Ending balance as of
June 30, 2013
|
$
|
366
|
|
$
|
(1,843
|
)
|
$
|
(21
|
)
|
$
|
(132
|
)
|
$
|
117
|
|
$
|
5
|
|
$
|
(1,508
|
)
|
(1) Actuarial losses and prior service credits (cost) are included in the computation of net periodic benefit costs (credits). See
Note 5: Pension and Other Postretirement Benefit Plans
.
|
•
|
options vest ratably over 4 years;
|
•
|
options vest immediately in the event of disability or death while employed;
|
•
|
options continue to vest upon retirement at an age of at least 62, but a portion of the grant is forfeited if retirement occurs before the one year anniversary of the grant depending on the number of months employed after grant date;
|
•
|
options continue vesting for one year in the event of involuntary termination when the retirement criteria has not been met; and
|
•
|
options stop vesting and are forfeited for all other situations including early retirement prior to age 62.
|
|
OPTIONS
|
||
Expected volatility
|
38.00
|
%
|
|
Expected dividends
|
2.23
|
%
|
|
Expected term (in years)
|
4.97
|
|
|
Risk-free rate
|
0.92
|
%
|
|
Weighted average grant date fair value
|
$
|
8.40
|
|
•
|
restricted stock units vest ratably over 4 years;
|
•
|
restricted stock units vest immediately in the event of disability or death while employed;
|
•
|
restricted stock units continue to vest upon retirement at an age of at least 62, but a portion of the grant is forfeited if retirement occurs before the one year anniversary of the grant depending on the number of months employed after grant date;
|
•
|
restricted stock units continue vesting for one year in the event of involuntary termination when the retirement criteria has not been met; and
|
•
|
restricted stock units will be forfeited upon termination of employment in all other situations including early retirement prior to age 62.
|
•
|
units vest 50 percent, 25 percent and 25 percent on the second, third and fourth anniversaries of the grant date, respectively, as long as the individual remains employed by the company;
|
•
|
units fully vest in the event of disability or death while employed;
|
•
|
units continue to vest upon retirement at an age of at least 62, but a portion of the grant is forfeited if retirement occurs before the one year anniversary of the grant depending on the number of months employed after grant date;
|
•
|
units continue vesting for one year in the event of involuntary termination when the retirement criteria has not been met; and
|
•
|
units will be forfeited upon termination of employment in all other situations including early retirement prior to age 62.
|
|
Performance Share Units
|
|||||
Performance period
|
1/1/2013 – 12/31/2014
|
|
||||
Valuation date closing stock price
|
$
|
30.48
|
|
|||
Expected dividends
|
2.23
|
%
|
||||
Risk-free rate
|
0.09
|
%
|
–
|
0.46
|
%
|
|
Expected volatility
|
22.09
|
%
|
–
|
29.57
|
%
|
|
JUNE 30,
2013 |
||
Expected volatility
|
29.02
|
%
|
|
Expected dividends
|
2.91
|
%
|
|
Expected term (in years)
|
1.59
|
|
|
Risk-free rate
|
0.35
|
%
|
|
Weighted average fair value
|
$
|
6.57
|
|
•
|
includes both recurring and occasional income and expense items and
|
•
|
can fluctuate from year to year.
|
|
QUARTER ENDED
|
|
YEAR-TO-DATE ENDED
|
||||||||||||
DOLLAR AMOUNTS IN MILLIONS
|
JUNE 2013
|
|
JUNE 2012
|
|
JUNE 2013
|
|
JUNE 2012
|
||||||||
Gain on postretirement plan amendment
(Note 5)
|
$
|
—
|
|
|
$
|
(51
|
)
|
|
$
|
—
|
|
|
$
|
(103
|
)
|
Gain on disposition of assets
|
(7
|
)
|
|
(7
|
)
|
|
(13
|
)
|
|
(8
|
)
|
||||
Foreign exchange losses
|
4
|
|
|
9
|
|
|
8
|
|
|
2
|
|
||||
Land management income
|
(7
|
)
|
|
(6
|
)
|
|
(13
|
)
|
|
(12
|
)
|
||||
Other, net
|
—
|
|
|
2
|
|
|
(10
|
)
|
|
2
|
|
||||
Total other operating income, net
|
$
|
(10
|
)
|
|
$
|
(53
|
)
|
|
$
|
(28
|
)
|
|
$
|
(119
|
)
|
|
QUARTER ENDED
|
|
YEAR-TO-DATE ENDED
|
||||||||||||
DOLLAR AMOUNTS IN MILLIONS, EXCEPT PER-SHARE FIGURES
|
JUNE 2013
|
|
JUNE 2012
|
|
JUNE 2013
|
|
JUNE 2012
|
||||||||
Net sales
|
$
|
2,196
|
|
|
$
|
1,840
|
|
|
$
|
4,199
|
|
|
$
|
3,379
|
|
Net earnings attributable to Weyerhaeuser common shareholders
|
$
|
211
|
|
|
$
|
74
|
|
|
$
|
361
|
|
|
$
|
110
|
|
Basic earnings per share attributable to Weyerhaeuser common shareholders
|
$
|
0.36
|
|
|
$
|
0.13
|
|
|
$
|
0.62
|
|
|
$
|
0.19
|
|
Diluted earnings per share attributable to Weyerhaeuser common shareholders
|
$
|
0.36
|
|
|
$
|
0.13
|
|
|
$
|
0.62
|
|
|
$
|
0.19
|
|
DOLLAR AMOUNTS IN MILLIONS
|
JULY 23,
2013 |
||
Current assets
|
$
|
46
|
|
Property and equipment
|
2
|
|
|
Timber and timberlands
|
2,723
|
|
|
Investments in and advances to equity affiliates
|
1
|
|
|
Total assets acquired
|
2,772
|
|
|
Current liabilities
|
7
|
|
|
Long-term debt
|
1,140
|
|
|
Other liabilities
|
19
|
|
|
Total liabilities assumed
|
1,166
|
|
|
Net assets acquired
|
$
|
1,606
|
|
•
|
29 million
common shares on
June 18, 2013
, at the price of
$27.75
per share for net proceeds of
$781 million
; and
|
•
|
13.8 million
of our 6.375 percent Mandatory Convertible Preference Shares, Series A, par value
$1.00
and liquidation preference of
$50.00
per share on
June 18, 2013
, for net proceeds of
$669 million
. Dividends will be payable on a cumulative basis when, as and if declared by our Board of Directors, at an annual rate of
6.375 percent
on the liquidation preference. We may pay declared dividends in cash or, subject to certain limitations, in common shares or by delivery of any combination of cash and common shares on January 1, April 1, July 1 and October 1 of each year, commencing on October 1, 2013, and to, and including, July 1, 2016. These shares will automatically convert on
July 1, 2016
into between
1.5015
and
1.8018
of our common shares, subject to anti-dilution adjustments. At any time prior to that date, holders may elect to convert each share into common shares at the minimum conversion rate of
1.5015
common shares, subject to anti-dilution adjustments.
|
•
|
are based on various assumptions we make and
|
•
|
may not be accurate because of risks and uncertainties surrounding the assumptions that we make.
|
•
|
the economy,
|
•
|
regulations,
|
•
|
adverse litigation outcomes and the adequacy of reserves,
|
•
|
changes in accounting principles,
|
•
|
contributions to pension plans,
|
•
|
projected benefit payments,
|
•
|
projected tax rates and credits, and
|
•
|
other related matters.
|
•
|
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 our products, which is related to the strength of the various U.S. business segments and U.S. and international economic conditions;
|
•
|
performance of our manufacturing operations, including maintenance requirements;
|
•
|
the level of competition from domestic and foreign producers;
|
•
|
the successful execution of our 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 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 our common stock on charges for share-based compensation;
|
•
|
changes in accounting principles; and
|
•
|
other factors described under “Risk Factors” in this document and in our annual report on Form 10-K.
|
•
|
economic activity in Europe and Asia – particularly Japan and China;
|
•
|
currency exchange rates – particularly the relative value of the U.S. dollar to the euro and Canadian dollar and the relative value of the euro to the yen; and
|
•
|
restrictions on international trade or tariffs imposed on imports.
|
•
|
Price realizations refer to net selling prices – this includes selling price plus freight, minus normal sales deductions.
|
•
|
Net contribution to earnings can be positive or negative and refers to earnings (loss) attributable to Weyerhaeuser shareholders before interest expense and income taxes.
|
|
QUARTER ENDED
|
|
AMOUNT OF
CHANGE
|
|
YEAR-TO-DATE ENDED
|
|
AMOUNT OF
CHANGE
|
||||||||||||||||
DOLLAR AMOUNTS IN MILLIONS, EXCEPT PER-SHARE FIGURES
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
||||||||||||
Net sales
|
$
|
2,141
|
|
|
$
|
1,793
|
|
|
$
|
348
|
|
|
$
|
4,092
|
|
|
$
|
3,287
|
|
|
$
|
805
|
|
Operating income
|
$
|
311
|
|
|
$
|
176
|
|
|
$
|
135
|
|
|
$
|
567
|
|
|
$
|
277
|
|
|
$
|
290
|
|
Net earnings attributable to Weyerhaeuser common shareholders
|
$
|
196
|
|
|
$
|
84
|
|
|
$
|
112
|
|
|
$
|
340
|
|
|
$
|
125
|
|
|
$
|
215
|
|
Basic earnings per share attributable to Weyerhaeuser common shareholders
|
$
|
0.35
|
|
|
$
|
0.16
|
|
|
$
|
0.19
|
|
|
$
|
0.62
|
|
|
$
|
0.23
|
|
|
$
|
0.39
|
|
Diluted earnings per share attributable to Weyerhaeuser common shareholders
|
$
|
0.35
|
|
|
$
|
0.16
|
|
|
$
|
0.19
|
|
|
$
|
0.61
|
|
|
$
|
0.23
|
|
|
$
|
0.38
|
|
•
|
Wood Products segment sales increased $289 million, primarily due to higher price realizations and higher sales volumes across all major product lines.
|
•
|
Timberlands segment sales increased $71 million, primarily due to higher export and domestic log prices and increased sales volume.
|
•
|
Cellulose Fibers segment sales increased $17 million, primarily due to increased sales volumes which was partially offset by decreased price realizations.
|
•
|
a $51 million pretax gain recognized in 2012 related to a previously announced postretirement plan amendment; and
|
•
|
a $25 million increase in income taxes primarily due to higher income in our TRS in 2013 compared to 2012.
|
•
|
Wood Products segment sales increased $643 million, primarily due to higher price realizations and higher sales volumes across all major product lines.
|
•
|
Timberlands segment sales increased $114 million, primarily due to higher export and domestic log prices and increased sales volume.
|
•
|
Real Estate segment sales increased $30 million primarily due to increased home closings and improved average prices for homes closed.
|
•
|
a $103 million pretax gain recognized in 2012 related to a previously announced postretirement plan amendment; and
|
•
|
an $81 million increase in income taxes, primarily due to higher income in our TRS in 2013 compared to 2012.
|
|
QUARTER ENDED
|
|
AMOUNT OF
CHANGE
|
|
YEAR-TO-DATE ENDED
|
|
AMOUNT OF CHANGE
|
||||||||||||||||
DOLLAR AMOUNTS IN MILLIONS
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
||||||||||||
Net sales to unaffiliated customers:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Logs:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
West
|
$
|
208
|
|
|
$
|
146
|
|
|
$
|
62
|
|
|
$
|
385
|
|
|
$
|
276
|
|
|
$
|
109
|
|
South
|
65
|
|
|
56
|
|
|
9
|
|
|
126
|
|
|
106
|
|
|
20
|
|
||||||
Canada
|
2
|
|
|
2
|
|
|
—
|
|
|
9
|
|
|
9
|
|
|
—
|
|
||||||
Subtotal logs sales
|
275
|
|
|
204
|
|
|
71
|
|
|
520
|
|
|
391
|
|
|
129
|
|
||||||
Pay as cut timber sales
|
4
|
|
|
3
|
|
|
1
|
|
|
5
|
|
|
6
|
|
|
(1
|
)
|
||||||
Chip sales
|
2
|
|
|
4
|
|
|
(2
|
)
|
|
5
|
|
|
10
|
|
|
(5
|
)
|
||||||
Timberlands exchanges
(1)
|
14
|
|
|
7
|
|
|
7
|
|
|
16
|
|
|
15
|
|
|
1
|
|
||||||
Higher and better-use land sales
(1)
|
5
|
|
|
5
|
|
|
—
|
|
|
8
|
|
|
9
|
|
|
(1
|
)
|
||||||
Minerals, oil and gas
|
9
|
|
|
7
|
|
|
2
|
|
|
17
|
|
|
14
|
|
|
3
|
|
||||||
Products from international operations
(2)
|
22
|
|
|
29
|
|
|
(7
|
)
|
|
44
|
|
|
54
|
|
|
(10
|
)
|
||||||
Other products
|
2
|
|
|
3
|
|
|
(1
|
)
|
|
11
|
|
|
13
|
|
|
(2
|
)
|
||||||
Subtotal net sales to unaffiliated customers
|
333
|
|
|
262
|
|
|
71
|
|
|
626
|
|
|
512
|
|
|
114
|
|
||||||
Intersegment sales:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
United States
|
123
|
|
|
115
|
|
|
8
|
|
|
250
|
|
|
227
|
|
|
23
|
|
||||||
Other
|
43
|
|
|
31
|
|
|
12
|
|
|
140
|
|
|
109
|
|
|
31
|
|
||||||
Subtotal intersegment sales
|
166
|
|
|
146
|
|
|
20
|
|
|
390
|
|
|
336
|
|
|
54
|
|
||||||
Total sales
|
$
|
499
|
|
|
$
|
408
|
|
|
$
|
91
|
|
|
$
|
1,016
|
|
|
$
|
848
|
|
|
$
|
168
|
|
Net contribution to earnings
|
$
|
114
|
|
|
$
|
77
|
|
|
$
|
37
|
|
|
$
|
218
|
|
|
$
|
147
|
|
|
$
|
71
|
|
(1)
|
Significant dispositions of higher and better use timberland and some non-strategic timberlands are made through Forest Products subsidiaries.
|
(2)
|
Products include logs, plywood and hardwood lumber harvested or produced by our international operations, primarily in South America.
|
•
|
Western log sales increased $62 million due to higher export and domestic log prices and a 17 percent increase in sales volume as a result of increased export and domestic demand; and
|
•
|
Southern log sales increased $9 million due to higher log prices and an 11 percent increase in sales volumes as the result of increased harvest levels in response to increased third party demand.
|
•
|
a $12 million increase due to higher log prices and increased sales volumes in Canada; and
|
•
|
an $8 million increase, primarily due to higher log prices in the West and South.
|
•
|
a $25 million increase due to higher log prices in the West and South and
|
•
|
an $11 million increase due to higher sales volumes and demand for export and domestic logs in the West. Harvest levels increased 5 percent in the West.
|
•
|
Western log sales increased $109 million due to higher export and domestic log prices and a 22 percent increase in sales volume as a result of increased export and domestic demand; and
|
•
|
Southern log sales increased $20 million due to higher log prices and a 13 percent increase in sales volume as the result of increased harvest levels in response to increased third party demand.
|
•
|
a $31 million increase, primarily due to higher log prices and total increased sales volume in Canada; and
|
•
|
a $23 million increase, primarily due to higher log prices in the West and South and increased sales volume in the West.
|
•
|
a $51 million increase due to higher log prices in the West and South; and
|
•
|
a $23 million increase due to higher sales volumes and demand for export and domestic logs in the West. Harvest levels increased 12 percent in the West.
|
|
QUARTER ENDED
|
|
AMOUNT OF
CHANGE
|
|
YEAR-TO-DATE ENDED
|
|
AMOUNT OF CHANGE
|
||||||||||
VOLUMES IN THOUSANDS
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
||||||
Third party log sales – cubic meters:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
West
|
1,812
|
|
|
1,551
|
|
|
261
|
|
|
3,486
|
|
|
2,859
|
|
|
627
|
|
South
|
1,507
|
|
|
1,354
|
|
|
153
|
|
|
2,906
|
|
|
2,582
|
|
|
324
|
|
Canada
|
38
|
|
|
54
|
|
|
(16
|
)
|
|
242
|
|
|
259
|
|
|
(17
|
)
|
International
|
77
|
|
|
82
|
|
|
(5
|
)
|
|
145
|
|
|
160
|
|
|
(15
|
)
|
Total
|
3,434
|
|
|
3,041
|
|
|
393
|
|
|
6,779
|
|
|
5,860
|
|
|
919
|
|
Fee harvest volumes – cubic meters:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
West
|
1,921
|
|
|
1,831
|
|
|
90
|
|
|
3,916
|
|
|
3,510
|
|
|
406
|
|
South
|
2,828
|
|
|
2,788
|
|
|
40
|
|
|
5,661
|
|
|
5,502
|
|
|
159
|
|
International
|
167
|
|
|
161
|
|
|
6
|
|
|
364
|
|
|
333
|
|
|
31
|
|
Total
|
4,916
|
|
|
4,780
|
|
|
136
|
|
|
9,941
|
|
|
9,345
|
|
|
596
|
|
|
QUARTER ENDED
|
|
AMOUNT OF
CHANGE
|
|
YEAR-TO-DATE ENDED
|
|
AMOUNT OF CHANGE
|
||||||||||||||||
DOLLAR AMOUNTS IN MILLIONS
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
||||||||||||
Net sales:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Structural lumber
|
$
|
502
|
|
|
$
|
370
|
|
|
$
|
132
|
|
|
$
|
953
|
|
|
$
|
661
|
|
|
$
|
292
|
|
Engineered solid section
|
84
|
|
|
70
|
|
|
14
|
|
|
166
|
|
|
135
|
|
|
31
|
|
||||||
Engineered I-joists
|
60
|
|
|
49
|
|
|
11
|
|
|
116
|
|
|
90
|
|
|
26
|
|
||||||
Oriented strand board
|
224
|
|
|
138
|
|
|
86
|
|
|
460
|
|
|
249
|
|
|
211
|
|
||||||
Softwood plywood
|
41
|
|
|
26
|
|
|
15
|
|
|
77
|
|
|
49
|
|
|
28
|
|
||||||
Other products produced
|
44
|
|
|
44
|
|
|
—
|
|
|
87
|
|
|
86
|
|
|
1
|
|
||||||
Complementary products purchased for resale
|
110
|
|
|
79
|
|
|
31
|
|
|
194
|
|
|
140
|
|
|
54
|
|
||||||
Total
|
$
|
1,065
|
|
|
$
|
776
|
|
|
$
|
289
|
|
|
$
|
2,053
|
|
|
$
|
1,410
|
|
|
$
|
643
|
|
Net contribution to earnings
|
$
|
136
|
|
|
$
|
36
|
|
|
$
|
100
|
|
|
$
|
314
|
|
|
$
|
23
|
|
|
$
|
291
|
|
•
|
Structural lumber shipment volumes increased 9 percent and average price realizations increased 24 percent.
|
•
|
OSB shipment volumes increased 5 percent and average price realizations increased 55 percent.
|
•
|
Engineered solid section shipment volumes increased 13 percent and average price realizations increased 7 percent.
|
•
|
Engineered I-joists shipment volumes increased 10 percent and average price realizations increased 12 percent.
|
•
|
Softwood plywood shipment volumes increased 33 percent and average price realizations increased 14 percent .
|
•
|
Complementary products purchased for resale increased 39 percent.
|
•
|
a $168 million increase, primarily due to higher price realizations across all major products; and
|
•
|
a $10 million increase in sales volumes across all major products.
|
•
|
a $31 million increase in log cost due to continued strong lumber demand and increasing log prices;
|
•
|
a $23 million increase in manufacturing costs due to higher raw material, maintenance and labor costs; and
|
•
|
a $9 million increase in freight expense due to higher shipment volumes.
|
•
|
Structural lumber shipment volumes increased 9 percent and average price realizations increased 32 percent.
|
•
|
OSB shipment volumes increased 10 percent and average price realizations increased 67 percent.
|
•
|
Engineered solid section shipment volumes increased 17 percent and average price realizations increased 4 percent.
|
•
|
Engineered I-joists shipment volumes increased 21 percent and average price realizations increased 7 percent.
|
•
|
Softwood plywood shipment volumes increased 34 percent and average price realizations increased 17 percent.
|
•
|
Complementary products purchased for resale increased 39 percent.
|
•
|
a $383 million increase, primarily due to higher price realizations across all major products; and
|
•
|
a $21 million increase in sales volumes across all major products.
|
•
|
a $54 million increase in log cost due to continued strong lumber demand and increasing log prices;
|
•
|
a $36 million increase in manufacturing costs due to higher raw material, maintenance and labor costs; and
|
•
|
a $26 million increase in freight expense due to higher shipment volumes.
|
|
QUARTER ENDED
|
|
AMOUNT OF
CHANGE
|
|
YEAR-TO-DATE ENDED
|
|
AMOUNT OF CHANGE
|
||||||||||
VOLUMES IN MILLIONS
(1)
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
||||||
Structural lumber – board feet
|
1,156
|
|
|
1,056
|
|
|
100
|
|
|
2,181
|
|
|
1,993
|
|
|
188
|
|
Engineered solid section – cubic feet
|
4.4
|
|
|
3.9
|
|
|
0.5
|
|
|
8.8
|
|
|
7.5
|
|
|
1.3
|
|
Engineered I-joists – lineal feet
|
44
|
|
|
40
|
|
|
4
|
|
|
87
|
|
|
72
|
|
|
15
|
|
Oriented strand board – square feet (3/8”)
|
675
|
|
|
643
|
|
|
32
|
|
|
1,332
|
|
|
1,208
|
|
|
124
|
|
Softwood plywood – square feet (3/8”)
|
108
|
|
|
81
|
|
|
27
|
|
|
207
|
|
|
154
|
|
|
53
|
|
|
QUARTER ENDED
|
|
AMOUNT OF
CHANGE
|
|
YEAR-TO-DATE ENDED
|
|
AMOUNT OF CHANGE
|
||||||||||
VOLUMES IN MILLIONS
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
||||||
Structural lumber – board feet:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Production
|
1,053
|
|
|
1,004
|
|
|
49
|
|
|
2,074
|
|
|
1,962
|
|
|
112
|
|
Outside purchase
|
77
|
|
|
47
|
|
|
30
|
|
|
179
|
|
|
79
|
|
|
100
|
|
Total
|
1,130
|
|
|
1,051
|
|
|
79
|
|
|
2,253
|
|
|
2,041
|
|
|
212
|
|
Engineered solid section – cubic feet:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Production
|
4.6
|
|
|
3.8
|
|
|
0.8
|
|
|
9.2
|
|
|
7.5
|
|
|
1.7
|
|
Outside purchase
|
0.4
|
|
|
0.2
|
|
|
0.2
|
|
|
1.3
|
|
|
1.2
|
|
|
0.1
|
|
Total
|
5.0
|
|
|
4.0
|
|
|
1.0
|
|
|
10.5
|
|
|
8.7
|
|
|
1.8
|
|
Engineered I-joists – lineal feet:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Production
|
42
|
|
|
37
|
|
|
5
|
|
|
86
|
|
|
71
|
|
|
15
|
|
Outside purchase
|
1
|
|
|
2
|
|
|
(1
|
)
|
|
4
|
|
|
4
|
|
|
—
|
|
Total
|
43
|
|
|
39
|
|
|
4
|
|
|
90
|
|
|
75
|
|
|
15
|
|
Oriented strand board – square feet (3/8”):
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Production
|
663
|
|
|
626
|
|
|
37
|
|
|
1,325
|
|
|
1,227
|
|
|
98
|
|
Outside purchase
|
56
|
|
|
48
|
|
|
8
|
|
|
124
|
|
|
80
|
|
|
44
|
|
Total
|
719
|
|
|
674
|
|
|
45
|
|
|
1,449
|
|
|
1,307
|
|
|
142
|
|
Softwood plywood – square feet (3/8”):
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Production
|
63
|
|
|
50
|
|
|
13
|
|
|
124
|
|
|
101
|
|
|
23
|
|
Outside purchase
|
33
|
|
|
29
|
|
|
4
|
|
|
75
|
|
|
54
|
|
|
21
|
|
Total
|
96
|
|
|
79
|
|
|
17
|
|
|
199
|
|
|
155
|
|
|
44
|
|
|
QUARTER ENDED
|
|
AMOUNT OF
CHANGE
|
|
YEAR-TO-DATE ENDED
|
|
AMOUNT OF
CHANGE
|
||||||||||||||||
DOLLAR AMOUNTS IN MILLIONS
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
||||||||||||
Net sales:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Pulp
|
$
|
369
|
|
|
$
|
348
|
|
|
$
|
21
|
|
|
$
|
740
|
|
|
$
|
715
|
|
|
$
|
25
|
|
Liquid packaging board
|
86
|
|
|
90
|
|
|
(4
|
)
|
|
171
|
|
|
173
|
|
|
(2
|
)
|
||||||
Other products
|
21
|
|
|
21
|
|
|
—
|
|
|
39
|
|
|
44
|
|
|
(5
|
)
|
||||||
Total
|
$
|
476
|
|
|
$
|
459
|
|
|
$
|
17
|
|
|
$
|
950
|
|
|
$
|
932
|
|
|
$
|
18
|
|
Net contribution to earnings
|
$
|
57
|
|
|
$
|
36
|
|
|
$
|
21
|
|
|
$
|
88
|
|
|
$
|
84
|
|
|
$
|
4
|
|
•
|
a $28 million increase in earnings, primarily due to increased production and lower maintenance and contractor services cost, as second quarter 2013 had fewer maintenance outages; and
|
•
|
a $14 million decrease in fiber, chemical and energy costs.
|
•
|
a $10 million decrease in pulp sales realizations; and
|
•
|
an $8 million decrease in liquid packaging board sales realizations.
|
•
|
a $32 million increase in earnings, primarily due to increased production and lower maintenance and contractor services cost, as 2013 had fewer maintenance outages; and
|
•
|
a $17 million decrease in chemical and energy costs.
|
•
|
a $21 million decrease in pulp sales realizations; and
|
•
|
a $16 million decrease in liquid packaging board sales realizations.
|
|
QUARTER ENDED
|
|
AMOUNT OF
CHANGE |
|
YEAR-TO-DATE ENDED
|
|
AMOUNT OF
CHANGE |
||||||||||
VOLUMES IN THOUSANDS
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
||||||
Pulp – air-dry metric tons
|
462
|
|
|
425
|
|
|
37
|
|
|
929
|
|
|
874
|
|
|
55
|
|
Liquid packaging board – tons
|
81
|
|
|
76
|
|
|
5
|
|
|
159
|
|
|
146
|
|
|
13
|
|
|
QUARTER ENDED
|
|
AMOUNT OF
CHANGE |
|
YEAR-TO-DATE ENDED
|
|
AMOUNT OF
CHANGE |
||||||||||
VOLUMES IN THOUSANDS
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
||||||
Pulp – air-dry metric tons
|
463
|
|
|
417
|
|
|
46
|
|
|
908
|
|
|
855
|
|
|
53
|
|
Liquid packaging board – tons
|
77
|
|
|
78
|
|
|
(1
|
)
|
|
155
|
|
|
143
|
|
|
12
|
|
|
QUARTER ENDED
|
|
AMOUNT OF
CHANGE
|
|
YEAR-TO-DATE ENDED
|
|
AMOUNT OF CHANGE
|
||||||||||||||||
DOLLAR AMOUNTS IN MILLIONS
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
||||||||||||
Net sales:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Single-family housing
|
$
|
257
|
|
|
$
|
190
|
|
|
$
|
67
|
|
|
$
|
440
|
|
|
$
|
321
|
|
|
$
|
119
|
|
Land
|
10
|
|
|
105
|
|
|
(95
|
)
|
|
21
|
|
|
108
|
|
|
(87
|
)
|
||||||
Other
|
—
|
|
|
1
|
|
|
(1
|
)
|
|
2
|
|
|
4
|
|
|
(2
|
)
|
||||||
Total
|
$
|
267
|
|
|
$
|
296
|
|
|
$
|
(29
|
)
|
|
$
|
463
|
|
|
$
|
433
|
|
|
$
|
30
|
|
Net contribution to earnings
|
$
|
14
|
|
|
$
|
15
|
|
|
$
|
(1
|
)
|
|
$
|
14
|
|
|
$
|
7
|
|
|
$
|
7
|
|
|
QUARTER ENDED
|
|
AMOUNT OF
CHANGE
|
|
YEAR-TO-DATE ENDED
|
|
AMOUNT OF CHANGE
|
||||||||||||||||
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
||||||||||||
Homes sold
|
943
|
|
|
764
|
|
|
179
|
|
|
1,763
|
|
|
1,461
|
|
|
302
|
|
||||||
Homes closed
|
636
|
|
|
508
|
|
|
128
|
|
|
1,099
|
|
|
857
|
|
|
242
|
|
||||||
Homes sold but not closed (backlog)
|
1,438
|
|
|
1,033
|
|
|
405
|
|
|
1,438
|
|
|
1,033
|
|
|
405
|
|
||||||
Cancellation rate
|
14.6
|
%
|
|
15.4
|
%
|
|
(0.8
|
)%
|
|
13.5
|
%
|
|
12.9
|
%
|
|
0.6
|
%
|
||||||
Traffic
|
20,080
|
|
|
17,677
|
|
|
2,403
|
|
|
37,844
|
|
|
31,949
|
|
|
5,895
|
|
||||||
Average price of homes closed (in thousands)
|
$
|
405
|
|
|
$
|
374
|
|
|
$
|
31
|
|
|
$
|
400
|
|
|
$
|
375
|
|
|
$
|
25
|
|
Single-family gross margin
(1)
|
21.6
|
%
|
|
19.3
|
%
|
|
2.3
|
%
|
|
20.7
|
%
|
|
18.4
|
%
|
|
2.3
|
%
|
•
|
A $19 million increase in earnings from single-family home sales. In addition to the higher volume and higher average revenues, single-family gross margins improved to 21.6 percent in 2013 compared to 19.3 percent in 2012 due to a change in mix. Changes in mix reflect changes in product lines (entry-level homes versus move-
|
•
|
Earnings from land and lot sales decreased $10 million.
|
•
|
Selling, general and administrative expenses increased $8 million, including volume-related increases in selling costs and additional costs associated with new community openings.
|
•
|
$11 million decrease in earnings from land and lot sales;
|
•
|
$12 million increase in selling, general and administrative expenses, including volume-related increases in selling costs and additional costs associated with new community openings.
|
|
QUARTER ENDED
|
|
AMOUNT OF
CHANGE
|
|
YEAR-TO-DATE ENDED
|
|
AMOUNT OF CHANGE
|
||||||||||||||||
DOLLAR AMOUNTS IN MILLIONS
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
|
JUNE 2013
|
|
JUNE 2012
|
|
2013 VS. 2012
|
||||||||||||
Unallocated corporate function expense
|
$
|
(3
|
)
|
|
$
|
(3
|
)
|
|
$
|
—
|
|
|
$
|
(6
|
)
|
|
$
|
(9
|
)
|
|
$
|
3
|
|
Unallocated share-based compensation
|
5
|
|
|
(1
|
)
|
|
6
|
|
|
(2
|
)
|
|
(6
|
)
|
|
4
|
|
||||||
Unallocated pension and postretirement costs
|
(12
|
)
|
|
(7
|
)
|
|
(5
|
)
|
|
(22
|
)
|
|
(14
|
)
|
|
(8
|
)
|
||||||
Foreign exchange gains (losses)
|
(4
|
)
|
|
(8
|
)
|
|
4
|
|
|
(8
|
)
|
|
(2
|
)
|
|
(6
|
)
|
||||||
Elimination of intersegment profit in inventory and LIFO
|
8
|
|
|
(2
|
)
|
|
10
|
|
|
(16
|
)
|
|
(14
|
)
|
|
(2
|
)
|
||||||
Other
|
(4
|
)
|
|
35
|
|
|
(39
|
)
|
|
(11
|
)
|
|
65
|
|
|
(76
|
)
|
||||||
Operating income (loss)
|
(10
|
)
|
|
14
|
|
|
(24
|
)
|
|
(65
|
)
|
|
20
|
|
|
(85
|
)
|
||||||
Interest income and other
|
10
|
|
|
9
|
|
|
1
|
|
|
19
|
|
|
19
|
|
|
—
|
|
||||||
Net contribution to earnings
|
$
|
—
|
|
|
$
|
23
|
|
|
$
|
(23
|
)
|
|
$
|
(46
|
)
|
|
$
|
39
|
|
|
$
|
(85
|
)
|
•
|
$81 million
during
second
quarter
2013
and
$163 million
during year-to-date
2013
and
|
•
|
$86 million
during
second
quarter
2012
and
$173 million
during year-to-date
2012
.
|
•
|
protect the interests of our shareholders and lenders and
|
•
|
have access at all times to all major financial markets.
|
•
|
viewing the capital structure of Forest Products separately from that of Real Estate given the very different nature of their assets and business activity and
|
•
|
minimizing liquidity risk by managing timing of debt maturities.
|
•
|
basic earnings capacity and
|
•
|
liquidity characteristics of their respective assets.
|
•
|
$313 million
in
2013
and
|
•
|
$207 million
in
2012
.
|
•
|
make benefit payments of
$19 million
on behalf of our U.S. nonqualified pension plans and
|
•
|
make benefit payments of
$37 million
on behalf of our U.S. and Canadian other postretirement plans.
|
•
|
$71 million
in
2013
and
|
•
|
$115 million
in
2012
.
|
|
YEAR-TO-DATE ENDED
|
||||||
DOLLAR AMOUNTS IN MILLIONS
|
JUNE 2013
|
|
JUNE 2012
|
||||
Timberlands
|
$
|
36
|
|
|
$
|
27
|
|
Wood Products
|
26
|
|
|
21
|
|
||
Cellulose Fibers
|
34
|
|
|
89
|
|
||
Real Estate
|
4
|
|
|
1
|
|
||
Unallocated Items
|
3
|
|
|
1
|
|
||
Total
|
$
|
103
|
|
|
$
|
139
|
|
•
|
$1,222 million
in
2013
and
|
•
|
$(184) million
in
2012
.
|
•
|
29 million
common shares on June 18, 2013, at the price of
$27.75
per share for net proceeds of
$781 million
; and
|
•
|
13.8 million
of our 6.375 percent Mandatory Convertible Preference Shares, Series A, par value
$1.00
and liquidation preference of
$50.00
per share on
June 18, 2013
, for net proceeds of
$669 million
.
|
•
|
$177 million
in year-to-date
2013
and
|
•
|
$6 million
in year-to-date
2012
.
|
•
|
$163 million in third quarter 2013 and
|
•
|
$69 million in fourth quarter 2013.
|
•
|
had no borrowings outstanding under the credit facility and
|
•
|
were in compliance with the credit facility covenants.
|
•
|
$132 million
in
2013
and
|
•
|
$7 million
in
2012
.
|
•
|
$202 million
in
2013
and
|
•
|
$161 million
in
2012
.
|
2.1
|
Stock Purchase Agreement, dated as of June 14, 2013, by and among Longview Timber Holdings, Corp., the security holders listed on the signature pages thereto, Weyerhaeuser Columbia Holding Co., LLC and Weyerhaeuser Company (incorporated by reference to Current Report on Form 8-K filed with the Securities and Exchange Commission June 17, 2013 — Commission File Number 1-04825)
|
|
|
3.1
|
Articles of Incorporation (incorporated by reference to Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission May 6, 2011 — Commission File Number 1-4825) as amended by Articles of Amendment to Articles of Incorporation of Weyerhaeuser Company (incorporated by reference to Current Report on Form 8-K filed with the Securities and Exchange Commission June 17, 2013 — Commission File Number 001-04825)
|
|
|
10.1
|
Employment Agreement, dated June 17, 2013, by and between Weyerhaeuser Company and Doyle R. Simons (incorporated by reference to Current Report on Form 8-K filed with the Securities and Exchange Commission June 17, 2013 — Commission File Number 1-04825)
|
|
|
10.2
|
Weyerhaeuser Company Annual Incentive Plan (incorporated by reference to Current Report on Form 8-K filed with the Securities and Exchange Commission April 16, 2013 — Commission File Number 1-04825)
|
|
|
10.3
|
Form of Weyerhaeuser Company 2013 Long-Term Incentive Plan Stock Option Terms and Conditions (incorporated by reference to Current Report on Form 8-K filed with the Securities and Exchange Commission April 16, 2013 — Commission File Number 1-04825)
|
|
|
10.4
|
Form of Weyerhaeuser Company 2013 Long-Term Incentive Plan Restricted Stock Units Terms and Conditions (incorporated by reference to Current Report on Form 8-K filed with the Securities and Exchange Commission April 16, 2013 — Commission File Number 1-04825)
|
|
|
10.5
|
Form of Weyerhaeuser Company 2013 Long-Term Incentive Plan Performance Share Units Terms and Conditions (incorporated by reference to Current Report on Form 8-K filed with the Securities and Exchange Commission April 16, 2013 — Commission File Number 1-04825)
|
|
|
10.6
|
Weyerhaeuser Company 2013 Long Term Incentive Plan (incorporated by reference to Current Report on Form 8-K filed with the Securities and Exchange Commission February 19, 2013 — Commission File Number 1-04825)
|
|
|
12
|
Statements regarding computation of ratios
|
|
|
31
|
Certification 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)
|
|
|
100.INS
|
XBRL Instance Document
|
|
|
100.SCH
|
XBRL Taxonomy Extension Schema Document
|
|
|
100.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
|
100.DEF
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XBRL Taxonomy Extension Definition Linkbase Document
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100.LAB
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XBRL Taxonomy Extension Label Linkbase Document
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100.PRE
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XBRL Taxonomy Extension Presentation Linkbase Document
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WEYERHAEUSER COMPANY
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Date:
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July 31, 2013
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By:
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/s/ JERALD W. RICHARDS
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Jerald W. Richards
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Chief Accounting Officer
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No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
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DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
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No information found
Customers
Customer name | Ticker |
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Herman Miller, Inc. | MLHR |
UFP Industries, Inc. | UFPI |
W.W. Grainger, Inc. | GWW |
Suppliers
Price
Yield
Owner | Position | Direct Shares | Indirect Shares |
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