Rayonier and PotlatchDeltic Announce $8.2 Billion Merger to Create Timber Products Powerhouse

Deal to Form Second-Largest U.S. Public Timber and Wood Company Amid Tariff Tailwinds and Industry Consolidation

Rayonier Inc. (NYSE: RYN) and PotlatchDeltic Corporation (Nasdaq: PCH) announced they have entered into a definitive all-stock merger of equals valued at approximately $8.2 billion, including $1.1 billion of net debt. The combined company will become the second-largest publicly traded timber and wood products enterprise in the United States, with roughly 4.2 million acres of timberland across 11 states and significant manufacturing and real estate operations.

Under the terms of the agreement, PotlatchDeltic shareholders will receive 1.7339 shares of Rayonier common stock for each PotlatchDeltic share — an implied value of $44.11 per share and an 8.25% premium to PotlatchDeltic’s October 10 closing price. Rayonier shareholders will own approximately 54% of the combined company, while PotlatchDeltic investors will hold 46%. The merger, unanimously approved by both boards, is expected to close in late Q1 or early Q2 2026.

The announcement coincided with the Trump administration’s implementation of 10% tariffs on imported timber and lumber — a policy shift expected to benefit U.S. producers. The companies cited improving long-term demand for housing and construction materials, despite recent headwinds from elevated mortgage rates and weaker housing activity.

“Combining two exceptional land resources companies creates enhanced value for our shareholders and other stakeholders,” said Mark McHugh, President and CEO of Rayonier, who will continue in that role post-merger. “Rayonier and PotlatchDeltic share a commitment to sustainability and a legacy of excellence in delivering land resources to their highest and best use.”

Eric Cremers, President and CEO of PotlatchDeltic, added, “This merger is a watershed moment for both companies. Our complementary assets and shared vision will unlock opportunities to create significant strategic and financial benefits beyond what either could achieve independently.”

The combined company will operate under a new name to be announced prior to closing. It will have an estimated pro forma equity market capitalization of $7.1 billion and be positioned to capitalize on multiple growth avenues — from timber harvesting and lumber manufacturing to higher-and-better-use (HBU) real estate development and natural climate solutions.

Operationally, the merger brings together approximately 3.2 million acres of timberland in the U.S. South and 931,000 acres in the Pacific Northwest. The company will operate seven wood products facilities, including six lumber mills with annual capacity of 1.2 billion board feet and one plywood mill producing 150 million square feet. It also expects to realize $40 million in annual run-rate synergies within two years of closing, driven by overhead and operational efficiencies.

In addition to its timber and manufacturing assets, the combined company will have an established real estate development platform with ongoing projects in Arkansas, Florida, and Georgia. Both firms highlighted strong prospects in land-based and natural climate solutions, including solar, carbon capture, and voluntary carbon markets.

Financially, the new company will have a pro forma net debt-to-EBITDA ratio of roughly 2.5x and maintain investment-grade credit ratings. It plans to sustain regular dividend payments through completion of the merger and target long-term dividend growth as synergies are realized.

Upon closing, the leadership team will draw from both organizations. McHugh will serve as President and CEO, with Wayne Wasechek (PotlatchDeltic) as CFO, Rhett Rogers (Rayonier) as EVP of Land Resources, and Ashlee Cribb (PotlatchDeltic) as EVP of Wood Products. Cremers will become Executive Chair of the Board for 24 months following the merger, with board representation split evenly between both companies.