LONGVIEW TIMBER PURCHASE

6 Months Ended

Jun. 30, 2013

Business Combinations [Abstract]

LONGVIEW TIMBER PURCHASE

LONGVIEW TIMBER PURCHASE

On July 23, 2013, we purchased 100 percent of the equity interests in Longview Timber LLC (Longview Timber) for cash and assumed debt. Longview Timber is a privately-held Delaware limited liability company engaged in the ownership and management of approximately 645,000 acres of timberlands primarily in Oregon (approximately 333,000 acres) and Washington (approximately 312,000 acres). We believe Longview Timber has productive lands with favorable age class distribution that will provide us with optionality for harvest. Earnings from this business will be reported as part of the Timberlands segment beginning in third quarter 2013.

The aggregate purchase price was $2.65 billion and included the assumption of Longview Timber debt of approximately $1.07 billion. We expect to obtain an additional $1.1 billion in debt financing in third quarter 2013 and repay all of the debt within 90 days after the closing of the acquisition.

Summarized unaudited pro forma information that presents combined amounts as if this acquisition occurred at the beginning of 2012, is as follows:

	QUARTER ENDED				YEAR-TO-DATE ENDED
DOLLAR AMOUNTS IN MILLIONS, EXCEPT PER-SHARE FIGURES	JUNE 2013		JUNE 2012		JUNE 2013		JUNE 2012
Net sales	$	2,196	$	1,840	$	4,199	$	3,379
Net earnings attributable to Weyerhaeuser common shareholders	$	211	$	74	$	361	$	110
Basic earnings per share attributable to Weyerhaeuser common shareholders	$	0.36	$	0.13	$	0.62	$	0.19
Diluted earnings per share attributable to Weyerhaeuser common shareholders	$	0.36	$	0.13	$	0.62	$	0.19

The preliminary fair values of identifiable assets acquired and liabilities assumed, based on estimates that may change materially when purchase accounting is completed, are as follows:

DOLLAR AMOUNTS IN MILLIONS	JULY 23, 2013
Current assets	$	46
Property and equipment	2
Timber and timberlands	2,723
Investments in and advances to equity affiliates	1
Total assets acquired	2,772
Current liabilities	7
Long-term debt	1,140
Other liabilities	19
Total liabilities assumed	1,166
Net assets acquired	$	1,606

In order to finance our purchase of Longview Timber, we issued the following:

• 29 million common shares on June 18, 2013, at the price of $27.75 per share for net proceeds of $781 million; and

• 13.8 million of our 6.375 percent Mandatory Convertible Preference Shares, Series A, par value $1.00 and liquidation preference of $50.00 per share on June 18, 2013, for net proceeds of $669 million. Dividends will be payable on a cumulative basis when, as and if declared by our Board of Directors, at an annual rate of 6.375 percent on the liquidation preference. We may pay declared dividends in cash or, subject to certain limitations, in common shares or by delivery of any combination of cash and common shares on January 1, April 1, July 1 and October 1 of each year, commencing on October 1, 2013, and to, and including, July 1, 2016. These shares will automatically convert on July 1, 2016 into between 1.5015 and 1.8018 of our common shares, subject to anti-dilution adjustments. At any time prior to that date, holders may elect to convert each share into common shares at the minimum conversion rate of 1.5015 common shares, subject to anti-dilution adjustments.

Subsequent to quarter end, we issued 4.4 million common shares on July 2, 2013, at the price of $27.75 per share for net proceeds of $117 million, in connection with the exercise of an overallotment option.

For issuances of shares, excess of par value is recorded in "Other capital" and net proceeds received are recorded in "Cash and cash equivalents designated for the purchase of Longview Timber LLC" in our Consolidated Balance Sheet.

Proceeds were used to finance the acquisition and pay related fees and expenses.