Potlatch logo Key Points Stockholders approved the merger — PotlatchDeltic shareholders voted to adopt the Agreement and Plan of Merger to merge PotlatchDeltic into Redwood Merger Sub LLC, a Rayonier subsidiary, with the board having recommended a "for" vote. Advisory pay vote was rejected — the non‑binding proposal to approve certain merger‑related executive compensation received more than 70% negative votes from shares represented at the meeting. Results are preliminary; the inspector’s final report ...

Index Changes - S&P Dow Jones Indices will implement changes to the S&P MidCap 400 and S&P SmallCap 600 indices effective January 30 and February 2, 2026 [1][3] - TTM Technologies (TTMI) will be added to the S&P MidCap 400, replacing Civitas Resources (CIVI), which is being acquired by SM Energy [1][3] - Amneal Pharmaceuticals (AMRX) will be added to the S&P SmallCap 600, replacing TTM Technologies [1][3] - Dutch Bros (BROS), Advanced Energy Industries (AEIS), and American Healthcare REIT (AHR) will be added to the S&P MidCap 400 on February 2, 2026, with Comerica (CMA), Cadence Bank (CADE), and PotlatchDeltic (PCH) being removed [1][3] - Apellis Pharmaceuticals (APLS) and LegalZoom.com (LZ) will be added to the S&P SmallCap 600, replacing Advanced Energy Industries and Elme Communities (ELME), respectively [1][3] Acquisition Details - SM Energy is acquiring Civitas Resources, and the deal is expected to close soon, with SM Energy remaining in the S&P SmallCap 600 post-merger [3] - Rayonier is acquiring PotlatchDeltic, and will remain in the S&P MidCap 400 after the merger [3] - Fifth Third Bancorp is acquiring Comerica, which will also remain in the S&P MidCap 400 post-acquisition [3] - Huntington Bancshares is acquiring Cadence Bank, with Cadence being removed from the S&P MidCap 400 [3] - Elme Communities is undergoing liquidation activities, making it no longer suitable for the S&P SmallCap 600 [3]

Summary of PotlatchDeltic Corporation's 2026 Special Meeting of Stockholders Company Overview - **Company**: PotlatchDeltic Corporation - **Ticker**: NasdaqGS:PCH - **Meeting Date**: January 27, 2026 Key Proposals Discussed 1. **Merger Agreement Proposal** - Proposal to adopt the Agreement and Plan of Merger dated October 13, 2025, between PotlatchDeltic Corporation, Rayonier Inc., and Redwood Merger Sub LLC, with Redwood Merger Sub LLC as the surviving entity [5][9] - The Board of Directors recommended a vote in favor of this proposal [5][6] 2. **Compensation Proposal** - Advisory vote on compensation for PotlatchDeltic's named executive officers in connection with the merger [6] - The Board of Directors also recommended a vote in favor of this proposal [6] 3. **Adjournment Proposal** - An adjournment proposal was mentioned but was not anticipated to be presented for a vote due to the approval of the merger agreement [4] Voting Results - **Proposal One (Merger Agreement)**: Received majority approval from the outstanding shares of PotlatchDeltic common stock [9] - **Proposal Two (Compensation)**: Received a negative vote of over 70% against the proposed compensation for executive officers [9] Meeting Procedures - The meeting was conducted virtually, with a quorum established by the presence of a majority of voting power [3][4] - Voting was conducted online, allowing stockholders to vote during the meeting [7][8] - Preliminary results were announced shortly after voting concluded [9][10] Additional Information - The final voting results will be reported within four business days in a current report on Form 8-K to be filed with the U.S. Securities and Exchange Commission [10] - The meeting was adjourned after the voting results were presented [11][12] Important Notes - The presence of a quorum was confirmed with 77,416,980 shares of common stock outstanding as of the record date [3] - The Inspector of Election, Christina Perino, was appointed to oversee the voting process [2]

Core Viewpoint - PotlatchDeltic Corporation is a well-established REIT with a strong presence in timberland and real estate, recognized for sustainable practices and social responsibility [1] Price Target Adjustments - The consensus price target for PotlatchDeltic has decreased from $51.75 last year to $45 last month, indicating a shift in analyst sentiment [2] - RBC Capital has set a more optimistic price target of $60, reflecting confidence in the stock's future potential [2][4] Financial Performance - In Q3 2025, PotlatchDeltic reported a net income of $25.9 million, or $0.33 per diluted share, with revenues of $314.2 million, surpassing the Zacks Consensus Estimate of $0.15 per share [3][5] - The strong earnings report suggests robust financial health and growth for the company [5] Market Outlook - Despite the decline in consensus price targets, the positive earnings report and RBC Capital's price target indicate a favorable outlook for PotlatchDeltic [4] - Investors should monitor upcoming earnings reports and analyst updates, as factors like timber prices, real estate market conditions, and regulatory developments may impact stock performance [4]

We expect to close the transaction in late the first quarter or early the second quarter of 2026, subject to the satisfaction of customary closing conditions, including receipt of required regulatory approvals and the approval of PotlatchDeltic's and Rayonier's shareholders. Now shifting to our third quarter operations, starting with Timberlands. The division delivered on its Q3 planned harvest volume of 1.9 million tons with Idaho producing its highest quarterly volume so far this year, which follows typic ...

Record Date Payable Date Distribution Per Share Long-Term Capital Gain (1) 20% Rate 03/07/2025 03/31/2025 $0.45 $0.45 06/06/2025 06/30/2025 $0.45 $0.45 09/15/2025 09/30/2025 $0.45 $0.45 12/15/2025 12/31/2025 $0.45 $0.45 Total $1.80 $1.80 ...

Core Viewpoint - The proposed sale of PotlatchDeltic Corporation to Rayonier Inc. is under investigation to assess whether the transaction adequately values PotlatchDeltic and the process leading to this valuation [1]. Group 1: Transaction Details - Shareholders of PotlatchDeltic will receive 1.7339 common shares of Rayonier for each share of PotlatchDeltic they own as part of the proposed transaction [1]. Group 2: Legal Investigation - Kahn Swick & Foti, LLC is investigating the proposed sale to determine if the consideration is adequate or if it undervalues PotlatchDeltic [1]. - The firm is inviting shareholders who believe the transaction undervalues the company to discuss their legal rights regarding the proposed sale [2].

Core Viewpoint - BofA Securities downgraded PotlatchDeltic Corp. from Buy to Underperform, reducing its price target to $46 from $49 due to ongoing weakness in the lumber and construction markets [1] Group 1: Market Conditions - Lumber prices and construction demand are expected to remain subdued through the winter [1] - Lumber operating rates of 78–80% indicate an oversupplied market, which limits the impact of tariffs or duties on pricing [2] Group 2: Company Valuation - Potlatch's land value supports its long-term asset base, but current valuations are not compelling on an operating cash flow basis due to weak commodity pricing [3] - The new price target of $46 reflects a lower target AFFO multiple of 16–20x, down by two turns from the previous estimate [3] Group 3: Future Catalysts - The closing of Potlatch's planned merger with Rayonier is unlikely to occur before late Q1 or early Q2 2026 [3]

Timberland and Wood Products Operations - The company owns 2.1 million acres of timberland and operates six sawmills, an industrial-grade plywood mill, and a real estate development business[101]. - In Q3 2025, total harvest volume for the Timberlands segment was 1.9 million tons, slightly lower than Q3 2024, with expectations to harvest 1.7 to 1.8 million tons in Q4 2025[115]. - The Wood Products segment expects to ship between 290 and 300 million board feet of lumber during Q4 2025, driven by increased shipments from the Waldo sawmill[116]. - Total harvest volume decreased by 72,750 tons to 1,880,710 tons in Q3 2025 compared to Q3 2024[136]. - Timberlands Adjusted EBITDDA for Q3 2025 was $41.0 million, an increase of $5.2 million compared to $35.8 million in Q3 2024[137]. - Timberlands Adjusted EBITDDA for Q3 2025 increased by $5.2 million compared to Q3 2024, driven by a 16.4% rise in sawlog prices in the Northern region to $128 per ton[138]. - Wood Products segment revenues for Q3 2025 were $165.9 million, up $26.5 million from $139.4 million in Q3 2024, with a nine-month total of $502.3 million, an increase of $60.8 million from $441.6 million[139]. - Average lumber sales price decreased slightly to $396 per MBF in Q3 2025 from $402 per MBF in Q3 2024, while for the first nine months, it increased to $432 per MBF from $419 per MBF[141][146]. - Wood Products Adjusted EBITDDA for Q3 2025 improved by $7.1 million to $(2.5) million compared to $(9.6) million in Q3 2024, and for the first nine months, it increased by $27.4 million to $10.9 million from $(16.5) million[143][144]. - Total Northern harvest volume increased by 1.6% in the first nine months of 2025, while Southern region harvest volume declined by 2.8% due to land sales[138]. Real Estate Segment - The Real Estate segment anticipates selling approximately 5,000 rural acres and 46 residential lots in Chenal Valley during Q4 2025[117]. - Real Estate Adjusted EBITDDA for Q3 2025 rose by $31.2 million to $63.0 million compared to $31.9 million in Q3 2024, but decreased by $19.1 million for the first nine months to $108.5 million from $127.7 million[148][147]. - Total rural real estate acres sold in Q3 2025 increased significantly, including a 6,500-acre conservation sale and a 6,300-acre recreation tract, with average price per acre at $3,280 compared to $3,727 in Q3 2024[145][148]. Financial Performance - Revenues for Q3 2025 increased by $59.0 million to $314.2 million compared to Q3 2024, driven by higher lumber shipments and significant real estate sales[121]. - Cost of goods sold rose by $29.6 million to $257.1 million in Q3 2025, primarily due to increased fiber and manufacturing costs[122]. - Net income for Q3 2025 was $25.9 million, a significant increase of $22.6 million compared to $3.3 million in Q3 2024[120]. - Total Adjusted EBITDDA for Q3 2025 increased by $43.4 million to $89.3 million, attributed to higher lumber shipments and real estate sales[126]. - Year-to-date revenues for the first nine months of 2025 increased by $53.5 million to $857.4 million, supported by higher average lumber prices[127]. - Cost of goods sold decreased by $5.3 million to $716.9 million for the first nine months of 2025, mainly due to fewer rural real estate acres sold[128]. - Net cash from operating activities for the nine months ended September 30, 2025, was $155.7 million, an increase of $12.6 million from $143.1 million in 2024[149]. - Cash received from customers rose by $49.8 million, driven by higher lumber prices and shipments, partially offset by lower Southern harvest volume[151]. - Net income for Q3 2025 was $25,893,000, a significant increase from $3,309,000 in Q3 2024[169]. - Total Adjusted EBITDDA for Q3 2025 reached $89,263,000, compared to $45,902,000 in Q3 2024, reflecting a growth of 94%[169]. - Cash Available for Distribution (CAD) for the nine months ended September 30, 2025, was $90,328,000, up from $39,291,000 in the same period of 2024[170]. Capital Expenditures and Debt - The company expects to spend approximately $60.0 million to $65.0 million on capital expenditures during 2025, excluding the final closeout payment for the Waldo sawmill Modernization Project[153]. - Total outstanding long-term debt was $1.0 billion as of September 30, 2025, with $27.5 million classified as current[155]. - The company repurchased 1,511,923 shares of common stock for a total of $60.0 million in the first nine months of 2025[151]. - Cash expenditures for property, plant, and equipment were $39.9 million in the first nine months of 2025, down from $71.5 million in the same period of 2024[151]. - The interest coverage ratio was 7.9, significantly above the required minimum of 3.00 to 1.00 as of September 30, 2025[162]. - Market capitalization increased to $3.15 billion as of September 30, 2025, based on outstanding shares of 77.3 million[164]. - The company has a remaining authorization of $30.0 million for future stock repurchases under the 2022 Repurchase Program[154]. Market Conditions and Economic Outlook - The U.S. housing market saw total privately-owned housing starts exceed 1.3 million units in August 2025, with single-family starts averaging approximately 0.9 million units[112]. - Builder sentiment improved in October 2025, with the NAHB/Wells Fargo Housing Market Index rising to 37, the highest level since April[113]. - The repair and remodel sector, the largest driver of lumber demand, is forecasted to grow through 2026 despite a slowdown in discretionary remodel activity[114]. - The average 30-year fixed mortgage rate improved to approximately 6.3% by the end of September 2025, down 55 basis points from year-end 2024[111]. Merger and Strategic Initiatives - The company entered into a merger agreement with Rayonier, where each PotlatchDeltic stockholder will receive 1.7339 shares of Rayonier common stock for each share of PotlatchDeltic common stock[118]. - Merger-related expenses for Q3 2025 were $1.9 million, associated with the pending merger with Rayonier[123]. Cash Flow and Investments - Net cash from investing activities improved by $37.1 million, with a cash outflow of $45.0 million in 2025 compared to $82.1 million in 2024[149]. - The company reported a net cash outflow from financing activities of $168,740,000 for the nine months ended September 30, 2025, compared to $137,534,000 in 2024[170]. Risk Management - The company is exposed to interest rate risk on its variable rate debt instruments and uses interest rate swaps to hedge this exposure[172]. - Market risk exposures have not changed materially since December 31, 2024[173].

Group 1 - PotlatchDeltic (PCH) has a well-balanced portfolio that offers strong upside potential to lumber prices while benefiting from the stability of timberlands [1] - The company is well-positioned to capitalize on market opportunities in the lumber industry [1] Group 2 - The article does not provide any additional relevant content regarding the company or industry [2][3]