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WEYERHAEUSER 2018 Annual Report and Form 10-K

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WEYERHAEUSER 2018 Annual Report and Form 10-K WEYERHAEUSER 2018 Annual Report and Form 10-K Working together to be the world’s premier timber, land, and forest products company DEAR SHAREHOLDER This is an exciting time to be assuming leadership for Weyerhaeuser. :HDOVRFRQWLQXHGRXUGLVFLSOLQHGXVHRIFDSLWDOWRLQYHVWEDFN I’m thrilled and honored to be part of the journey that lies ahead for LQRXUEXVLQHVVWKURXJKORZULVNKLJKUHWXUQSURMHFWVWKDW this great company. UHGXFHRXUFRVWVWUXFWXUHLPSURYHSURGXFWLYLW\DQGLQFUHDVH reliability across our operations. )RUWKHODVWÀYH\HDUVZH·YHEHHQLQWHQVHO\IRFXVHGRQJHQHUDWLQJ VKDUHKROGHUYDOXHE\VWUHDPOLQLQJRXUSRUWIROLRLPSURYLQJSHUIRUPDQFH A LEADER IN CORPORATE RESPONSIBILITY DFURVVDOOEXVLQHVVOLQHVDOORFDWLQJFDSLWDOLQDGLVFLSOLQHGPDQQHU (DFK\HDUZHUHFHLYHQXPHURXVWKLUGSDUW\UHFRJQLWLRQVIRURXU GHYHORSLQJRXUSHRSOHDQGGULYLQJPHDQLQJIXOFXOWXUHFKDQJH sustainability and corporate citizenship performance. I encourage ,·PSURXGRIWKHZRUNZH·YHGRQH2XUEXVLQHVVVWUDWHJ\LVVLPSOH \RXWRUHYLHZDQHZVHFWLRQLQRXU3UR[\6WDWHPHQWWKDWIRFXVHV IRFXVHGDQGHIIHFWLYHDQGZHZLOOFRQWLQXHWRH[HFXWHDJDLQVWWKHVH RQRXUHQYLURQPHQWDOVWHZDUGVKLSVRFLDOUHVSRQVLELOLW\HWKLFV priorities in the years ahead. DQGWUDQVSDUHQF\7KHVHKDYHORQJEHHQFRUHYDOXHVIRURXU STRONG FINANCIAL PERFORMANCE IN 2018 FRPSDQ\7KH\DWWUDFWJUHDWSHRSOHWRFRPHZRUNIRUXVDQGKHOS XVPDLQWDLQVWURQJUHODWLRQVKLSVZLWKFXVWRPHUVDQGWKHFRPPXQLWLHV ,QZHGHOLYHUHGVWURQJSHUIRUPDQFHWKURXJKDEURDGUDQJHRI ZKHUHZHRSHUDWH,·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ÀWDELOLW\ FDSLWDODOORFDWLRQWRGULYHYDOXHIRUVKDUHKROGHUV HQKDQFHGRXUPDUNHWSRVLWLRQLQFUHDVHGRXUFRPSHWLWLYHQHVVDQG SRVLWLRQHGXVWRJHQHUDWHVWURQJFDVKÁRZRYHUWKHEXVLQHVVF\FOH $VPXFKDVZH·YHDFFRPSOLVKHGLQWKHODVWÀYH\HDUV,ÀUPO\EHOLHYH 2SHUDWLRQDOH[FHOOHQFHLVQRWDVKRUWWHUPLQLWLDWLYHDW:H\HUKDHXVHU our best days are still ahead of us. Our people are outstanding. ,WLVWKHGULYLQJIRUFHEHKLQGRXUEXVLQHVVVWUDWHJ\DQGLWZLOOFRQWLQXH 2XUDVVHWVDUHXQPDWFKHG2XUVWUDWHJ\LVZRUNLQJ:HDUHZHOORQ WREHWKHIRXQGDWLRQIRUKRZZHRSHUDWHIRU\HDUVWRFRPH RXUZD\WREHFRPLQJWKHZRUOG·VSUHPLHUWLPEHUODQGDQGIRUHVW products company. DISCIPLINED CAPITAL ALLOCATION 2XUÀUVWSULRULW\IRUDOORFDWLQJFDSLWDOLVUHWXUQLQJFDVKWRVKDUHKROGHUV 7KDQN\RXIRU\RXURZQ7KDQN\RXIRU\RXURZQHUVKLSHUVKLSDQGVXSSRUWDQGVX ,QZHGHOLYHUHGRQWKLVFRPPLWPHQWE\UHWXUQLQJQHDUO\ ELOOLRQRIFDVKWRRXUVKDUHKROGHUV:HLQFUHDVHGRXUGLYLGHQG E\SHUFHQWWKHVHYHQWKLQFUHDVHVLQFHDQGZHUHSXUFKDVHG PRUHWKDQPLOOLRQRIFRPPRQVKDUHV ''HYLY Q: 6WRFNÀVK 3UHVLGHQW &KLHI([HFXWLYH2IÀFHU STRONG EBITDA RETURNED CASH OPX GAINS WE DELIVERED WE RETURNED WE CAPTURED MORE THAN $1.36 BILLION $44 MILLION $2 BILLION TO SHAREHOLDERS THROUGH IN OPERATIONAL EXCELLENCE OF ADJUSTED EBITDA DIVIDEND & SHARE IN 2018 AND NEARLY IN 2018 FOR THE REPURCHASE $550 MILLION SECOND YEAR IN ROW IN 2018 OVER THE LAST FIVE YEARS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2018 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 1-4825 WEYERHAEUSER COMPANY A WASHINGTON CORPORATION 91-0470860 (IRS EMPLOYER IDENTIFICATION NO.) 220 OCCIDENTAL AVENUE SOUTH, SEATTLE, WASHINGTON 98104-7800 TELEPHONE (206) 539-3000 SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: TITLE OF EACH CLASS NAME OF EACH EXCHANGE ON WHICH REGISTERED: Common Shares ($1.25 par value) New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. [X] Yes [ ] No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. [ ] Yes [X] No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. [X] Yes [ ] No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). [X] Yes [ ] No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [X] Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer [X] Accelerated filer [ ] Non-accelerated filer [ ] Smaller reporting company [ ] Emerging growth company [ ] If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ] Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). [ ] Yes [X] No As of June 30, 2018, the aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was $28.0 billion based on the closing sale price as reported on the New York Stock Exchange Composite Price Transactions. As of February 4, 2019, 746,524 thousand shares of the registrant’s common stock ($1.25 par value) were outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the Notice of 2019 Annual Meeting of Shareholders and Proxy Statement for the company’s Annual Meeting of Shareholders to be held May 17, 2019, are incorporated by reference into Part II and III. WEYERHAEUSER COMPANY > 2018 ANNUAL REPORT AND FORM 10-K TABLE OF CONTENTS PART I PAGE PAGE ITEM 1. OUR BUSINESS ...................................... 1 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA ..... 53 WE CAN TELL YOU MORE ............................... 1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING WHOWEARE........................................ 1 FIRM ............................................... 53 WHAT WE DO ........................................ 2 CONSOLIDATED STATEMENT OF OPERATIONS .............. 54 EXECUTIVE OFFICERS OF THE REGISTRANT ................. 14 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME .... 55 NATURAL RESOURCE AND ENVIRONMENTAL MATTERS ....... 15 CONSOLIDATED BALANCE SHEET ........................ 56 FORWARD-LOOKING STATEMENTS ........................ 20 CONSOLIDATED STATEMENT OF CASH FLOWS .............. 57 ITEM 1A. RISK FACTORS ...................................... 21 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY ........ 58 ITEM 1B. UNRESOLVED STAFF COMMENTS ....................... 30 INDEX FOR NOTES TO CONSOLIDATED FINANCIAL ITEM 2. PROPERTIES ........................................ 30 STATEMENTS ........................................ 59 ITEM 3. LEGAL PROCEEDINGS ................................. 30 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS ......... 60 ITEM 4. MINE SAFETY DISCLOSURES — NOT APPLICABLE .......... ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE ............... 95 PART II ITEM 9A. CONTROLS AND PROCEDURES ......................... 95 ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED ITEM 9B. OTHER INFORMATION — NOT APPLICABLE ............... STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES .................................. 31 PART III ITEM 6. SELECTED FINANCIAL DATA ........................... 33 ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL GOVERNANCE ....................................... 97 CONDITION AND RESULTS OF OPERATIONS ............... 34 ITEM 11. EXECUTIVE AND DIRECTOR COMPENSATION .............. 97 ECONOMIC AND MARKET CONDITIONS AFFECTING OUR ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS OPERATIONS ........................................ 34 AND MANAGEMENT AND RELATED STOCKHOLDER FINANCIAL PERFORMANCE SUMMARY ..................... 35 MATTERS .......................................... 97 RESULTS OF OPERATIONS
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