Prepared remarks
Hello, everyone. Thank you for joining us, and welcome to Q1 2026 Rayonier Inc. Earnings Conference Call. I will now hand the conference over to Collin Mings, Vice President of Capital Markets and Strategic Planning. Collin, please go ahead.
Thank you, and good morning. Welcome to Rayonier's investor teleconference covering first quarter earnings. Our earnings statements and financial supplement were released yesterday afternoon and are available on our website at rayonier.com. I would like to remind you that in these presentations, we include forward-looking statements made pursuant to the safe harbor provisions of federal securities laws. Our earnings release and Forms 10-K and 10-Q filed with the SEC list some of the factors that may cause actual results to differ materially from the forward-looking statements we may make. They're also referenced on Page 2 of our financial supplement. Throughout these presentations, we will also discuss non-GAAP financial measures, which are defined and reconciled to the nearest GAAP measures in our earnings release and supplemental materials. With that, let's start our teleconference with opening comments from Mark McHugh, our President and CEO. Mark?
Thanks, Collin. Good morning, everyone. Before turning to our first quarter results, I'd like to provide a brief update on the merger of equals with PotlatchDeltic. Since closing the transaction ahead of schedule in late January, our team has hit the ground running on integration efforts. I'm extremely proud of the collaboration and dedication that our people have shown as we work to align our cultures and business processes across the combined organization. The momentum we've built in such a short time gives me great confidence in the value this combination will deliver for our shareholders and other stakeholders. Our leadership team has also made significant progress in optimizing our organizational structure and implementing changes that will drive meaningful overhead cost savings and operational efficiencies over time. We continue to expect $40 million of annual run rate synergies within 24 months of closing, with at least half of that achieved by the end of the first year. Since closing the merger, we've made significant progress toward these objectives, and we remain on track to achieve our synergies targets. Also as it relates to the merger, we announced in late March that after completing a thorough review of alternatives, we would maintain the Rayonier name while also introducing a refreshed corporate logo that reflects the beginning of a new era as a combined company. During this review, we considered the rich history and established market presence of both the Rayonier and PotlatchDeltic corporate brands among customers, investors and other stakeholders. We ultimately concluded that retaining the Rayonier name would best position us to leverage our strong brand equity among stakeholders while also mitigating the cost, complexity and potential risk of confusion in adopting an entirely new corporate identity. Now let's move to our first quarter results. I'll start with a review of our overall financial results as well as our segment level performance, after which Wayne will review key liquidity and balance sheet metrics as well as our outlook for the balance of the year. Please note that our first quarter results captured 2 months of post-merger contribution from the legacy PotlatchDeltic operations following the January 30 closing of the merger. In addition, as a result of the merger, our reportable business segments have been updated to include a new Wood Products segment, which reflects PotlatchDeltic's legacy lumber and plywood operations. For the first quarter, Rayonier reported a GAAP loss of $12 million or $0.05 per share. Adjusting for pro forma items, all of which were related to the merger, net income was $17 million or $0.07 per share. Adjusted EBITDA in the first quarter was $94 million, which was well above the $27 million reported in the prior year period, primarily due to the contribution from the PotlatchDeltic operations, along with strong operational performance across our segments. Moving on to our segment results. Let's start on Page 8 with our Southern Timber segment. Adjusted EBITDA in the first quarter of $46 million was 68% above the prior year quarter as increased harvest volumes more than offset lower net stumpage realizations. Total harvest volumes increased 76% versus the prior year quarter, primarily due to the addition of roughly 1 million tons of volume from the PotlatchDeltic timberlands. As it relates to pricing in the Southern Timber segment, please note that we have revised our price reporting to reflect delivered log prices rather than net stumpage realizations to reflect the prevalent mode of sale in our Southern Timber operations following the merger. Also, as we discussed last quarter, our reported pricing in the South is lower as compared to the prior year stand-alone realizations for Rayonier, largely due to the geographic mix shift associated with the merger. In grade log markets, demand was steady as lumber prices rose throughout the first quarter following capacity curtailments last year. As we move forward, we are optimistic that some local markets will see improved demand as sawmills potentially ratchet up production in response to a more favorable lumber pricing environment. In pulpwood markets, conditions remained challenging during the quarter as weaker demand following mill closures and maintenance downtime was compounded by historically dry weather conditions across the U.S. South, which allowed for the harvesting of typically inaccessible sites. As anticipated, this combination of increased supply and weaker demand resulted in continued pricing pressure to start the year. On a positive note, end product pricing for many of our pulp and packaging mill customers has improved following recent supply rationalization, which should contribute to some stabilization of demand going forward. I also want to touch briefly on the recent forest fires in the U.S. South. First and foremost, our thoughts go out to the individuals and communities affected by these tragic events. Over the past couple of weeks, Rayonier has been working alongside neighboring landowners and state and federal agencies to help contain the fires. To date, we have sustained property damage on roughly 10,000 acres, primarily in Georgia. Our team is actively assessing the impact and preparing to commence remediation and salvage operations on the affected tracts as conditions allow. Based on the fire activity to date and our preliminary assessment, we do not currently expect the fires have a significant financial or operational impact to our business. Moving on to our Northwest Timber segment on Page 9. First quarter adjusted EBITDA of $9 million was 45% above the prior year quarter. Harvest volumes increased 38% in the first quarter as compared to the prior year period, primarily due to the contribution of 116,000 tons of incremental harvest volume from PotlatchDeltic's Idaho timberlands. Notably, harvest activity in Idaho was limited during the first quarter due to extended spring breakup conditions following a relatively mild winter. On a positive note, lumber pricing increased significantly throughout the first quarter in response to supply curtailments, which translated to an improved overall supply-demand balance. Moving forward, we expect some producers in the region to ramp up production in response to higher lumber prices, which should translate to positive log price momentum as well. Turning to Wood Products on Page 10. This segment generated $7 million of adjusted EBITDA in the first quarter, modestly above our expectations for the 2-month post-merger period. During this period, our average lumber price realization was $437 per MBF and shipments totaled 199 million board feet. On a full quarter basis, including the premerger period, our average pricing was $427 per MBF and shipments totaled 288 million board feet. Notably, our average lumber price realization rebounded by roughly 11% from an average of $384 per MBF in the fourth quarter for legacy PotlatchDeltic. The improvement in the lumber market to start the year reflected the impact of reduced supply due to mill curtailments and higher tariffs on Canadian imports as well as improved demand heading into the spring building season. This positive trajectory continued into mid-April. However, pricing in recent weeks across some products has moderated amid more balanced supply-demand dynamics. Moving to our Real Estate segment on Page 11. In the first quarter, real estate revenue totaled $60 million on approximately 7,700 acres sold at an average price of $7,300 per acre. Sales increased significantly from the prior year quarter due to a higher number of acres sold, partially offset by a slightly lower average price per acre due to the sales mix. Real Estate segment adjusted EBITDA in the first quarter was $46 million, up significantly from $2 million in the prior year period. Within improved development, sales totaled $7 million. Activity at our Wildlight and Heartwood development projects remains on a favorable trajectory as we continue to benefit from the investments we've made over the past several years in entitlements, infrastructure and market development. Meanwhile, the Chenal Valley development project in Little Rock, Arkansas, which we added through the PotlatchDeltic merger, further diversifies our platform and should remain a steady contributor to cash flow moving forward. Moving to the rural category. First quarter sales totaled $49 million, consisting of roughly 7,650 acres sold at an average price of nearly $6,500 per acre. The most notable transaction was a 2,200-acre sale to a solar developer, which exercised an option to purchase the property for nearly $23 million or roughly $10,000 per acre. This sale underscores the continued interest we are seeing from solar developers across our Southern land portfolio. Our pipeline of land under option for lease or sale to solar developers currently stands at approximately 80,000 acres. More broadly, overall sentiment in the rural land market also remains positive as we approach midyear. I'll now turn the call over to Wayne to cover key liquidity and balance sheet metrics as well as our outlook for the balance of the year.
Thanks, Mark. Moving to our capital resources and liquidity. Our cash available for distribution, or CAD, was $90 million in the first quarter versus $20 million in the prior year period. The significant increase in CAD was primarily driven by the contribution from the PotlatchDeltic businesses, coupled with significantly improved real estate results. A reconciliation of CAD to cash provided by operating activities and other GAAP measures is provided on Page 7 of the financial supplement. During the first quarter, subsequent to the closing of the merger, we repurchased approximately 1.5 million shares at an average price of $20.98 per share or $31 million in total. As of the end of the first quarter, we had roughly $198 million remaining on our current share repurchase authorization. We continue to believe that our stock price is trading at a significant discount to net asset value. In addition, the dividend yield is around 5% at the current stock price. As such, we continue to view share buybacks as a compelling use of capital and one of the most attractive ways to create value for our shareholders in the near term. Turning to our balance sheet. We remain well positioned following the closing of the merger with a conservative leverage profile and a significant capital allocation flexibility. We finished the first quarter with $682 million of cash and roughly $2.1 billion of debt. Our net debt to enterprise value based on our closing stock price at the end of the quarter was 18%. During the quarter, we repaid $28 million of debt that matured in February. After quarter end, we also used cash on hand to repay a $200 million term loan at maturity, which we viewed as a more favorable capital allocation option than refinancing in the current higher interest rate environment. Moving to our outlook. Consistent with the initial 2026 financial guidance we provided in February, full year metrics reflect a pro rata contribution from the PotlatchDeltic operations starting on January 31. With respect to our individual segments, starting with our Southern Timber segment, we expect to achieve full year harvest volumes of 12.1 million to 12.6 million tons with anticipated harvest volumes of 2.9 million to 3.1 million tons in the second quarter. We expect regional sawtimber and pulpwood prices to remain relatively stable for the second quarter compared to the first quarter. However, full year and quarter average pine prices for the combined company Southern Timber segment are expected to be lower than the stand-alone prices for Rayonier in the prior year based on the geographic mix of the combined company. In our Northwest Timber segment, we expect to achieve full year harvest volumes of 2 million to 2.3 million tons with anticipated harvest volumes of approximately 500,000 tons in the second quarter. We expect overall sawtimber prices to be higher in the second quarter compared to the first quarter, primarily due to the addition of PotlatchDeltic's Idaho timberlands. We also continue to expect that full year 2026 average sawlog pricing for the combined company's Northwest Timber segment will be higher than the stand-alone pricing for Rayonier in the prior year. However, as we previously highlighted, our pricing in the Northwest following the merger will be more sensitive to fluctuations in lumber pricing as a significant portion of our sawlog sales in Idaho are indexed to lumber prices. In our Wood Products segment, we continue to expect lumber shipments to total approximately 1.1 billion board feet for the 11 months of contribution in 2026. We further expect lumber shipments in the second quarter of approximately 310 million to 320 million board feet. While we are encouraged by the positive trajectory in lumber prices through mid-April, pricing in recent weeks has moderated amid more balanced supply-demand dynamics. Our average lumber price thus far in the second quarter is $505 per thousand board feet. This is based on shipments of approximately 125 million board feet of lumber. Based on our quarter-to-date price realizations and current lumber pricing, we expect the adjusted EBITDA contribution from the Wood Products segment to be higher in the second quarter compared to the first quarter results. In our Real Estate segment, we are pleased by the continued momentum to start 2026 and maintain a strong pipeline of rural and improved development land sale opportunities for the balance of the year. Based on our current transaction pipeline and sales closed quarter-to-date, we expect an adjusted EBITDA contribution in the second quarter of $25 million to $35 million. For the full year, we continue to expect adjusted EBITDA contribution from our Real Estate segment of $180 million to $200 million. I'll now turn the call back to Mark for closing comments.
Thanks, Wayne. In sum, it was an exceptionally busy first quarter. The team's hard work enabled us to close the merger ahead of schedule, advance several important integration initiatives and deliver solid financial results even in the face of continued market headwinds and a challenging macroeconomic backdrop. We remain focused on controlling the controllables, optimizing our financial performance and capitalizing on future growth opportunities. On the real estate front, I continue to be impressed by our team's ability to unlock value across our land base. Within our rural HBU business, we see continued healthy demand for properties at significant premiums to timberland value, supported by broad-based interest from a variety of buyers. On the development front, we continue to see a long runway for value creation across all 3 of our development projects. As it relates to our land-based solutions business, while some opportunities have been slower to materialize than we anticipated a few years ago, long-term demand for land-based solutions continues to build, and our portfolio is uniquely well positioned to capitalize on these trends. On that note, we are pleased to close a solar land sale during the first quarter at a significant premium to timberland value. Given the substantial capital flowing into AI and data center infrastructure, we expect solar land sales and leases to become an increasingly meaningful contributor to cash flow in the years ahead. We also remain optimistic about the long-term potential of carbon capture and storage, bioenergy and carbon offset demand, and we are continuing to develop a diverse pipeline of opportunities in these areas. Overall, while macroeconomic conditions remain fluid, I believe the long-term fundamentals of our industry remain promising due to the structural deficit in U.S. housing, the positive trajectory of our real estate business and the broad optionality embedded within our land base. Moreover, I'm confident that our nimble and opportunistic approach to capital allocation will allow us to build long-term value per share throughout the economic cycle. Before turning it back to the operator, I want to express my appreciation to our employees for their dedication and perseverance during what has been and will continue to be a transformative period for our newly combined organization. I'm excited about this next chapter and the opportunities ahead. Through this merger, we have created a company with significant scale, a well-diversified portfolio, a strong balance sheet, an exceptionally talented team and a shared commitment to shareholder value creation. That concludes our prepared remarks, and I'll turn the call back to the operator for questions.
Questions and answers
Your first question comes from the line of Matthew McKellar with RBC Capital Markets.
First, there was that nice sale to a solar developer in the quarter. You also made a comment about solar-related leases and sales in the years ahead. Are you seeing any more interest, I guess, from developers in purchasing parcels rather than leasing? And how do you think about those two options from Rayonier's perspective?
Yes. Thanks, Matthew. That's a great question. It's been pretty balanced between options to purchase and options to lease over the years. We made a concerted effort to change our philosophy to create a recurring revenue stream from that business. Some of the earlier options we entered into were probably more focused on the purchase side. Some of the more recent options are probably more focused on the lease side. There is some balance in there, and it's probably heavier to lease in terms of that current option portfolio, but we have seen interest on both sides. To some extent, it's specific to the developer. There are certain developers that really want to own the underlying land. There are other developers that prefer not to have that capital outlay and have a long-term lease. We participate on both sides of that.
Your next question comes from the line of Landry Moore with Citi.
This is Anthony Pettinari actually. Mark, I was wondering if you could talk about log and haul costs and specifically, how the combined company uses diesel across the two timber segments and wood products. Is this just a pass-through for you? Are you implementing surcharges or absorbing them in parts of the business? I'm just wondering — I think diesel is up 60% year-over-year. So I'm just wondering if you could kind of give us a tour of how that sort of impacts the business and how you deal with that?
Yes, Anthony. I'll take that. Certainly, higher oil prices impact the industry as a whole, and we're not immune from that. In our timberland business, that shows up more in log and haul and diesel prices. We tend to see that more in the Northern region than in the South. In the South, it's not as drastic. Where we can, we pass that on to the customer, but that can take some time to work through log and haul contracts. On the wood products side, we'll also see some inflationary cost pressures on operating supplies and transportation. For transportation for wood products and lumber, that generally is a pass-through to customers, so cost increases there are typically absorbed by customers.
Okay. That's very helpful. And then I'm just curious, Mark, in your comments at the end, I think you mentioned data centers. And obviously, there's a lot more discussion around land use for data centers, and you obviously have a lot of land. I'm just wondering, is this — what does data centers mean to Rayonier? Is this an incremental opportunity? Has this been an opportunity all along? Or was it more of a passing comment? I'm just curious how you think about the impact to the combined company.
We've definitely seen interest in land purchases from data center developers, and we continue to focus on building out some of those opportunities. I wouldn't say we expect it to be a huge use of land. Relative to a solar farm, a data center generally does not require as much land, but they would generally come at higher price points. It's an opportunity we think is promising, but I'd characterize it more as incremental rather than transformative.
Okay. Is it possible to kind of put any finer point on like the number of engagements or projects, five, ten, twenty? I don't know if you're able to quantify in any way like...
It's hard to quantify. We have identified a handful of parcels that could have appeal for data center development, and we've actively marketed those. We've seen some interest, but it's early to quantify in terms of number of projects or acres underlying those projects.
Your next question comes from the line of Mike Roxland with Truist Securities.
Mark, I just wanted to follow up on that solar developer sale, $10,000 per acre. Just can you provide a little more color on that? Is there something unique about that parcel that commanded such a premium? Or is it fair to say that that is the going rate for those types of sales?
I'd say that's more the going rate for those types of sales. We've had a number of these over the last several years, and it's generally been around that price point. Those sales have tended to occur in the $8,000 to $15,000 per acre range. The lease rates we've seen are probably in the $700 to $1,200 per acre range. We're focused on opportunities on both the sales and lease sides, and that's the general range of the economics we've observed.
Got it. How many of these opportunities do you think could occur maybe this year and into '27? How many more do you have lined up or in sight in the near term?
It's hard to say because we have an option portfolio of about 80,000 acres. We expect solar land leases and sales to become increasingly significant in our cash flows in the years ahead. Right now, developers are primarily focused on optimizing their portfolios more than expanding them. They're still sorting through interconnection costs and regulatory changes. That said, we have a strong pipeline with high-quality counterparties. We've been building out that option portfolio for the last four or five years. Most of these options have terms in the 5 to 7 year range, so we're now reaching the point where we should see more regular turnover of option maturities. About 35,000 acres of options are set to mature between now and the end of 2028, so over the next few years we should get better visibility on a long-term conversion rate.
Perfect. And one quick last one. The preliminary duties for AD/CVD are coming in about 10% below the current AR6 rate, so call it about 24%, 25%. Any thoughts on whether that preliminary ultimately comes final and what that means for increasing wood flows into the U.S. and Canada?
Yes, it could change modestly, but we generally expect it will stay in that range. Even based on the lower preliminary rate, the all-in burden on Canadian softwood is still roughly 35% when you factor in the 10% Section 232 tariff. We continue to believe U.S. lumber producers will gain market share going forward as demand improves, given duties and tariffs on imported lumber. While that shift has been slower than we'd hoped because of demand conditions, we don't see anything on the horizon that would reverse the ongoing shift in North American production from Canada into the U.S.
Your next question comes from the line of Mark Weintraub with Seaport Research Partners.
Mark, you guys used to provide guidance for the different segments, fourth quarter, full year. I recognize business has changed. You've got lumber now in the mix, et cetera. But what's your intention on a go-forward basis? What we saw this quarter — is this the process you're thinking will be used going forward? Or might that change?
Mark, what we've disclosed this quarter is more akin to what we'll show moving forward. Giving guidance around volume and other metrics is really the direction we're heading, given the increased volatility associated with wood products and lumber pricing and how that translates into the timberland side, especially in Idaho.
Just to be clear, our intent is not to be less transparent than we have been historically, but recognizing it's very hard to predict lumber prices next week, much less the next six months. Putting an annual forecast out there would essentially be calling lumber prices, and we don't think that's prudent given the variability in lumber and the fact that a significant portion of our sawlog sales in Idaho are indexed to lumber pricing. We think volume guidance in the timber segment provides useful detail for annual EBITDA outlook. If you look at historical EBITDA per ton metrics, you should be able to get reasonably close to an EBITDA guide, but we won't put out an annual guide given the variability around lumber pricing.
Fair enough. And also, Wayne obviously was on Potlatch before. Mark, you now have been up close for a couple of months to see even more under the hood. Anything that's been different as you look at the Potlatch business from what you might have been anticipating?
There haven't been any notable surprises as we've been working through integration. The integration is going very well so far. It's been great to see the collaboration and cultural alignment as we brought these two organizations together. We've made a lot of progress on the organizational design of the new company. It will take time to integrate processes and systems, but we're making good progress and implementing best practices. Our conviction around the benefits of scale and the opportunities this merger unlocks has only grown since we closed. There have been difficult conversations — many of the synergies will be achieved by eliminating overlapping positions and putting in place an efficient organizational structure. Both companies already ran pretty lean from a G&A standpoint and both have exceptional people, so personnel decisions have been difficult. This wasn't a surprise, but it's certainly one of the more difficult aspects of the merger.
And at the risk of getting too far in front of myself, have you got thoughts to share on some of the land solutions part of Potlatch, be it the solar, the lithium and some other parts outside of the core timber business and how your assessments might compare relative to what people were thinking prior?
I wouldn't say our perspective on those opportunities has changed following closing. We did a fair amount of due diligence before the announcement and had time between announcement and closing to work through the different opportunities embedded within both portfolios. There are differences in the portfolio — for example, Chenal is a much more mature project than Wildlight and Heartwood, so it's not the same trajectory longer term, but it has been a very stable and steady contributor to cash flow. We're focused on implementing best practices across the portfolio and blending lessons learned from different projects.
Your next question comes from the line of Roshni Athaide with BMO Capital Markets.
Mark, I just wanted to start with the North Timber trends. If you could just talk about the big year-over-year drop you're seeing in EBITDA. Just wondering if you could point to what's driving that. More clearly, legacy PCH generated $21 million a year ago, Rayonier $6 million. What's driving that drop?
Year-over-year, lumber pricing was stronger heading into the year last year than it is this year. While lumber pricing has been improving from a low period at the end of Q4 2025, it isn't as strong as it was a year ago. That impacts results, especially in Idaho where we're indexed to sawlog. So lumber pricing is the primary driver of what we've seen in the Northwest. We are encouraged by the recent trend and expect Q2 to be higher in the Northwest.
A couple of other points: Q1 included only two months of contribution from the PotlatchDeltic assets. We also saw an early spring breakup which limited volume moving in Idaho in the first quarter, so some of this is seasonal and we expect volume to pick up in the coming quarters.
Great. And then just going to the South, could you touch on pulpwood demand trends and the impact from pulp and paper mill closures that you're seeing?
We've seen pressure on pulpwood pricing across the U.S. South, most pronounced in our Atlantic markets. These areas have faced a combination of mill closures, hurricane salvage activity and, more recently, dry weather conditions, which exacerbated the supply-demand imbalance. On the positive side, some of these pressures should be transitory — hurricane salvage activity is essentially behind us, though recent fires may create some near-term salvage activity. Longer term, large casualty events mean less timber supply available in the system, which should improve the supply-demand balance in that region. Even with recent price declines, Atlantic markets remain among the strongest in the U.S. South for pulpwood pricing. As we emerge from these supply shocks, we expect long-term fundamentals to improve and remain attractive for our portfolio.
There are no further questions at this time. I will now hand the call over to Collin Mings for closing statements. Collin?
I'd like to thank everybody for joining us. Please contact us with any follow-up questions.
This concludes today's call. Thank you for attending. You may now disconnect.