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AI brief of an SEC Form 8-K · Rayonier (RYN)

Rayonier to merge with PotlatchDeltic in all-stock merger of equals

Neutral Impact 5 of 5 m&a Written later

Rayonier agreed on October 13, 2025 to combine with PotlatchDeltic in an all-stock merger of equals, in which each PotlatchDeltic share would convert into 1.7339 Rayonier common shares. Rayonier shareholders would own about 54% of the combined company and PotlatchDeltic shareholders about 46%, so the deal changes ownership and governance for both companies' shareholders, and closing requires shareholder and regulatory approvals and is expected in late first quarter or early second quarter of 2026.

Key points

  • Exchange ratio of 1.7339 Rayonier shares per PotlatchDeltic share, an implied price of $44.11 per PotlatchDeltic share and a premium of 8.25% to its October 10, 2025 closing price
  • Rayonier shareholders would own about 54% and PotlatchDeltic shareholders about 46% of the combined company
  • Rayonier pays a termination fee of up to $159 million, and PotlatchDeltic pays up to $138 million, under certain circumstances
  • Rayonier declared a one-time special dividend of $1.40 per share, payable December 12, 2025 to holders of record on October 24, 2025; PotlatchDeltic holders receive an adjusted exchange ratio and cash component to offset it

The filing

CompanyRayonier (RYN)
Form8-K, current report
Filed with the SECOct 14, 2025, 6:51 AM ET
Accession number0001193125-25-237976

Items reported: 1.01 Material Definitive Agreement5.02 Director / Officer Change8.01 Other Events

Read the filing on SEC.gov ↗

Written by AI (Anthropic Claude, claude-haiku-5-5) on Nov 8, 2026, 12:58 AM ET, from the text of the filing and its press-release exhibits only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on October 14, 2025.

Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.