Investor Presentation
Definitions of Non-GAAP Measures & 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 and expense, costs related to shareholder litigation, the gain on foreign currency
derivatives, Large Dispositions, internal review and restatement costs and discontinued operations. Adjusted EBITDA is a non-GAAP
measure that management uses to make strategic decisions about the business and that investors can use to evaluate the operational
performance of the assets under management. It removes the impact of specific items that management believes do not directly reflect
the core business operations on an ongoing basis.
EBITDA by segment is calculated as operating income less depreciation, depletion, amortization and specific items that are not
indicative of ongoing operating results. EBITDA by segment for Rayonier is equal to Adjusted EBITDA.
Cash Available for Distribution (CAD) is defined as cash provided by operating activities adjusted for capital spending (excluding
timberland acquisitions and spending on the Rayonier office building) and working capital and other balance sheet changes. CAD is a
non-GAAP measure that management uses to measure cash generated during a period that is available for common stock dividends,
distributions to the New Zealand minority shareholder, repurchase of the Company's common shares, debt reduction, strategic
acquisitions and real estate development investments. CAD is not necessarily indicative of the CAD that may be generated in future
periods.
Costs related to shareholder litigation is defined as expenses incurred as a result of the shareholder derivative demands. In addition,
these costs include the costs associated with class action securities litigation brought against the Company in a case styled In re
Rayonier Inc. Securities Litigation filed in the United States District Court for the Middle District of Florida (Case No. 3:14-cv01395-RJC-
JBT) and the Company's response to a subpoena it received from the SEC in November 2014. In July 2016, the Division of
Enforcement of the SEC notified the Company that it had concluded its investigation into the Company. In October 2017, the court
entered orders approving the settlement of the class action securities litigation and dismissing the case against all defendants with
prejudice.
Gain on foreign currency derivatives is the gain resulting from the foreign exchange derivatives the Company used to mitigate the risk
of fluctuations in foreign exchange rates while awaiting the capital contribution to the New Zealand subsidiary.
Costs related to the merger with Pope Resources include legal, accounting and due diligence, consulting and other costs related to
the previously announced definitive merger agreement with Pope Resources, which is expected to close on May 8, 2020.
Large Dispositions are defined as transactions involving the sale of timberland that exceed $20 million in size and do not have a
demonstrable premium relative to timberland value.
Rayonier
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Investor Presentation | May 2020View entire presentation