Rayonier Inc. Reit · NYSE:RYN
Rayonier Inc. Reit — Rayonier — Merger or Acquisition (March 2025)
17 slides from Rayonier Inc. Reit's merger presentation, Mar 10, 2025
Slide 1: New Zealand JV Disposition Supplemental Materials
New Zealand JV Disposition Supplemental Materials March 2025 Exhibit 99.2
Slide 2: Forward-Looking Statements
New Zealand JV Disposition Supplemental Materials – March 2025 Forward-Looking Statements 1 Forward-Looking Statements – Certain statements in this presentation regarding anticipated financial and other benefits of Rayonier’s business strategies, including the proposed sale of the entities holding i
Slide 3: New Zealand Disposition Highlights / Considerations
New Zealand JV Disposition Supplemental Materials – March 2025 New Zealand Disposition Highlights / Considerations 2 Sale of the New Zealand JV interest is expected to be modestly accretive to pro forma CAD* per share, before factoring in the impact of any special dividends associated with the tra
Slide 4: Sources & Uses / Pro Forma Transaction Impact
New Zealand JV Disposition Supplemental Materials – March 2025 Sources & Uses / Pro Forma Transaction Impact 3 * Non-GAAP measure (see Appendix for definitions and reconciliations). (1) Reflects the elimination of $64.8 million of noncontrolling interest shareholder loans as a result of the transact
Slide 5: History of New Zealand Joint Venture
New Zealand JV Disposition Supplemental Materials – March 2025 History of New Zealand Joint Venture 4 1992 2002 2005 2010 2013 2015 2025 After first entering the New Zealand market in 1988 with the establishment of a log trading / export operation, Rayonier acquires 250,000 acres of Crown Forest L
Slide 6: New Zealand Joint Venture Valuation Benchmarks
New Zealand JV Disposition Supplemental Materials – March 2025 New Zealand Joint Venture Valuation Benchmarks 5 The implied per-acre value of the New Zealand joint venture timberlands has increased significantly over the course of Rayonier’s investment in the region. * Non-GAAP measure (see Appendix
Slide 7: Update on Initiatives to Enhance Shareholder Value
New Zealand JV Disposition Supplemental Materials – March 2025 Update on Initiatives to Enhance Shareholder Value 6* Non-GAAP measure (see Appendix for definitions and reconciliations). New Zealand sale advances the objectives of our asset disposition and capital structure realignment plan Upon co
Slide 8: Capitalizing on Public-Private Valuation Disparity
New Zealand JV Disposition Supplemental Materials – March 2025 Capitalizing on Public-Private Valuation Disparity 7 * Non-GAAP measure (see Appendix for definitions and RYN reconciliations). (1) Timber EBITDA reflects Adjusted EBITDA contribution from Timber segments. For the New Zealand Disposition
Slide 9: Pro Forma Adj. EBITDA Contribution by Segment (3-Year Avg)
New Zealand JV Disposition Supplemental Materials – March 2025 Pro Forma Adj. EBITDA Contribution by Segment (3-Year Avg) 8 Historical (1) Pro forma for the sale of New Zealand, ~85% of Rayonier’s acreage and ~55% of Adj. EBITDA* will be in the U.S. South—with increased exposure to HBU and Land-Base
Slide 10: Appendix: Capital Structure Profile
New Zealand JV Disposition Supplemental Materials – March 2025 Appendix: Capital Structure Profile 9
Slide 11: Rayonier Pro Forma Capital Structure Profile @ 12/31/24
New Zealand JV Disposition Supplemental Materials – March 2025 Rayonier Pro Forma Capital Structure Profile @ 12/31/24 10 Pro Forma for the New Zealand transaction, Rayonier's debt will be 100% fixed at ~2.4% with a well-staggered maturity profile. Pro Forma Debt Maturity Profile (1) As of 3/6/2025.
Slide 12: Appendix: Definitions & Reconciliations
New Zealand JV Disposition Supplemental Materials – March 2025 Appendix: Definitions & Reconciliations 11
Slide 13: Definitions of Non-GAAP Measures and Pro Forma Items
New Zealand JV Disposition Supplemental Materials – March 2025 12 Definitions of Non-GAAP Measures and Pro Forma Items Adjusted EBITDA is defined as earnings before interest, taxes, depreciation, depletion, amortization, the non-cash cost of land and improved development, non- operating income, cost
Slide 14: Reconciliation of Cash and Net Debt
New Zealand JV Disposition Supplemental Materials – March 2025 13 Reconciliation of Cash and Net Debt ($ in millions) Cash and cash equivalents @ 12/31/2024 $323.2 Restricted cash, current 19.4 Special dividend paid in January 2025 (67.8) Proportion of noncontrolling interest (23%) cash held in New
Slide 15: Reconciliation of Operating Income (Loss) to Adjusted EBITDA by Segment
New Zealand JV Disposition Supplemental Materials – March 2025 14 Reconciliation of Operating Income (Loss) to Adjusted EBITDA by Segment (1) Non-GAAP measure or pro forma item. ($ in millions) Southern Timber Pacific Northwest Timber New Zealand Timber Real Estate Trading Corporate and Other Total
Slide 16: Reconciliation of Historical JV Valuation Events
New Zealand JV Disposition Supplemental Materials – March 2025 15 Reconciliation of Historical JV Valuation Events Source: Rayonier filings and analysis. ($ in millions, except per acre amounts) Initial CFL Acquisition JV Formation Acquisition of 39% Interest Recapitalization Sale of 77% Interest 19
Slide 17: Enterprise Value to Adjusted EBITDA Multiple Calculations
New Zealand JV Disposition Supplemental Materials – March 2025 16 Enterprise Value to Adjusted EBITDA Multiple Calculations (1) Non-GAAP measure. (2) Net debt includes cash held by the New Zealand joint venture. (3) Enterprise Value to Timber EBITDA is intended to capture implied trading multiple of