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, operating loss (income) attributable to noncontrolling interests in Timber Funds, costs related to the
merger with Pope Resources, timber write-offs resulting from casualty events, the gain on investment in Timber Funds, Fund II Timberland
Dispositions, costs related to shareholder litigation, gain on foreign currency derivatives, gain associated with the multi-family apartment sale
attributable to NCI, internal review and restatement costs, net income from discontinued operations and Large Dispositions. 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 excludes the impact of specific items that management believes are not indicative of the Company's
ongoing operating results.
Cash Available for Distribution (CAD) is defined as cash provided by operating activities adjusted for capital spending (excluding timberland
acquisitions and real estate development investments), CAD attributable to noncontrolling interests in Timber Funds, and working capital and other
balance sheet changes. CAD is a non-GAAP measure of cash generated during a period that is available for common stock dividends, distributions to
Operating Partnership unitholders, distributions to noncontrolling interests, repurchase of the Company's common shares, debt reduction, timberland
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 litigation, shareholder derivative demands and
Rayonier's response to an SEC subpoena. See Note 10 - Contingencies of Item 8 - Financial Statements and Supplementary Data in the Company's
2018 Annual Report on Form 10-K.
Gain associated with the multi-family apartment sale attributable to NCI represents the gain recognized in connection with the sale of property by
the Bainbridge Landing joint venture attributable to noncontrolling interests.
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.
Fund II Timberland Dispositions represent the disposition of Fund II Timberland assets, which we managed and owned a co-investment stake in.
Fund II Timberland Dispositions attributable to Rayonier represents the proportionate share of Fund II Timberland Dispositions that are
attributable to Rayonier.
Gain on investment in Timber Funds reflects the gain recognized on Fund II carried interest incentive fees as well as the gain recognized on the
sale of Timber Funds III & IV.
Costs related to the merger with Pope Resources include legal, accounting, due diligence, consulting and other costs related to the merger with
Pope Resources.
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.
Net Debt is calculated as total debt less cash and cash equivalents.
Timber write-offs resulting from casualty events include the write-off of merchantable and pre-merchantable timber volume destroyed by casualty
events which cannot be salvaged.
Rayonier
Investor Presentation | March 2023
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