11/6/2025

speaker
Conference Operator
Operator

Welcome and thank you for joining Rainier's third quarter 2025 conference call. At this time, all participants are in a listen-only mode. During the question and answer session, please press star 1 on your telephone keypad. Today's conference is being recorded. If you have any objections, you may disconnect at this time. Now I will turn the meeting over to Mr. Colin Mings, Vice President, Capital Markets and Strategic Planning.

speaker
Colin Mings
Vice President, Capital Markets and Strategic Planning

Thank you and good morning. Welcome to Rainier's investor teleconference covering third quarter earnings. Our earnings statements and financial supplement were released yesterday afternoon and are available on our website at rainier.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 two of our financial supplement. Throughout these presentations, we will also discuss non-GAAP financial measures, which are defined and reconciled to the nearest gap 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?

speaker
Mark McHugh
President and Chief Executive Officer

Thanks, Colin. Good morning, everyone. Before turning to our third quarter results, I'd like to briefly touch on the proposed merger of equals transaction that we announced with Potlatch Deltic on October 14th. As detailed on our joint conference call a few weeks ago, We believe that this transaction will deliver significant strategic and financial benefits beyond what either company could achieve independently, including roughly $40 million of estimated run rate synergies. The combination will create a premier land resources company with a high-quality, well-diversified timberland portfolio spanning over 4 million acres, a dynamic real estate platform, and a well-positioned wood products manufacturing business. The merger will drive will further drive enhanced opportunities to grow our land-based solutions and natural climate solutions business, given our increased scale and complementary revenue streams. The combined company will benefit from a strong balance sheet, an exceptional talent pool, and a shared focus on disciplined capital allocation. I'm both excited and confident about the long-term value creation potential of this merger for our shareholders. The merger remains on track to close in late first quarter or early second quarter of 2026. Subject to the satisfaction of customary closing conditions, including the receipt of required regulatory approvals and the approval of Rainier and potlatch Delta shareholders. I've been pleased by the progress made during the initial phases of our integration planning, which is a testament to the cultural alignment of the two companies. Both organizations are very focused on the opportunity to create value for our shareholders through synergies operational efficiencies and the sharing of best practices. And we look forward to providing further updates as we get closer to closing. Moving to our third quarter financial results, I'll make some high level comments before turning it over to April Tice, Senior Vice President and Chief Financial Officer to review our consolidated financial results. Then Doug Long, Executive Vice President and Chief Resource Officer will comment on our timber results. And following the review of our timber segments, April will discuss our real estate results and our outlook for the balance of the year. In the third quarter, we generated adjusted EBITDA of $114 million and pro forma net income of $50 million, or 32 cents per share. Adjusted EBITDA roughly doubled compared to the prior year quarter, driven by strong performance in our real estate segment, improved results in our southern timber segment, and favorable overhead costs, which were partially offset by lower results in our Pacific Northwest timber segment. In our southern timber segment, we generated third quarter adjusted EBITDA of $43 million, which was up 13% from the prior year period, as increased harvest volumes more than offset a modest decline in weighted average net stumpage realizations. The 24% increase in harvest volumes versus the prior year quarter reflects drier weather conditions, as well as the normalization of green log demand following significant salvage activity during the first half of the year. While overall market conditions continue to be challenging, we are pleased with our operational execution and financial results during the quarter. Turning to the Pacific Northwest timber segment, third quarter adjusted EBITDA of $6 million was roughly $2 million below the prior year quarter, as higher log prices and lower costs were more than offset by a 34% decline in harvest volumes due to the Washington dispositions we completed at the end of last year. In our real estate segment, we generated adjusted EBITDA of $74 million in the third quarter, up $54 million from the prior year period. The significant increase in adjusted EBITDA reflects a large contribution from a conservation sale in Florida, as well as strong results in our real estate development business. Turning to our outlook for the balance of 2025, we are on track to achieve full-year adjusted EBITDA at or above the higher end of our prior guidance range, driven largely by the continued strong momentum in our real estate business. With that, let me turn it over to April for more details on our third quarter financial results.

Disclaimer

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