SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------------------------------- FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 24, 2003 ---------------------------------- (Date of earliest event report) WEYERHAEUSER COMPANY (Exact name of registrant as specified in charter) Washington 1-4825 91-0470860 ---------- ------ ---------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification incorporation or Number) organization) Federal Way, Washington 98063-9777 (Address of principal executive offices) (zip code) Registrant's telephone number, including area code: (253) 924-2345 TABLE OF CONTENTS Item 12. Results of Operations and Financial Condition --------------------------------- SIGNATURES ---------- Item 12. Results of Operations and Financial Condition On October 24, 2003, Weyerhaeuser Company issued a press release as follows: FEDERAL WAY, Wash. - Weyerhaeuser Company (NYSE: WY) today reported third quarter net earnings of $82 million, or 37 cents per share, on net sales of $5.2 billion. This compares with $13 million, or 6 cents per share, on net sales of $4.9 billion for the third quarter of 2002. Third quarter 2003 earnings include the following after-tax items: A charge of $32 million, or 14 cents per share, for closure of facilities; A charge of $15 million, or 7 cents per share, associated with the settlement of a class action linerboard antitrust lawsuit; A charge of $15 million, or 7 cents per share, for integration and restructuring activities. Third quarter 2002 earnings include the following after-tax items: A charge of $11 million, or 5 cents per share, for integration and restructuring activities; A charge of $20 million, or 9 cents per share, for business disruption costs following a recovery boiler incident at the Plymouth, N.C., paper facility. Other significant third quarter financial matters include: Reduced Weyerhaeuser Company debt to $12.4 billion as of the end of the third quarter. Total company debt, which includes Real Estate and related operations, was reduced approximately $360 million to $13.2 billion at the end of the quarter. Capital spending, excluding Real Estate and related operations, for the first nine months was approximately $471 million, in line with a revised estimate of $720 million for the entire year. Incurred approximately $25 million in countervailing and anti-dumping duties and related costs on Canadian softwood lumber the company imports into the United States. This compares with $26 million incurred in the second quarter. "The strength of the structural panel and softwood lumber markets provided the long-awaited improvement of our Wood Products segment, but our fine paper and containerboard packaging businesses face challenges from weak demand and deteriorating prices," said Steven R. Rogel, chairman, president and chief executive officer. "Real estate continues to be a strong performer. In addition, we continue to make progress on paying down the debt associated with the Willamette acquisition. "We see some bright spots in the fourth quarter," Rogel said. "Our home building businesses continue to operate with a strong backlog and wood products pricing is expected to decline seasonally, but remain strong relative to fourth quarter last year. Market pulp prices are improving modestly, but paper and packaging markets are expected to remain weak. " SUMMARY OF THIRD QUARTER FINANCIAL HIGHLIGHTS Millions (except per share data) 3Q 2003 3Q 2002 Change Net earnings $82 $13 $69 Earnings per share $0.37 $0.06 $0.31 Net sales $5,184 $4,890 $294 SEGMENT RESULTS FOR THIRD QUARTER 2003 (Contributions to Pre-Tax Earnings) Millions 3Q 2003 3Q 2002 Change Timberlands $143 $133 $10 Wood Products $151 ($18) $169 Pulp and Paper ($18) $10 ($28) Containerboard, Packaging and Recycling $42 $88 ($46) Real Estate and Related Assets $97 $85 $12 TIMBERLANDS 3Q 2003 2Q 2003 Change Contribution to earnings (millions) $143 $300 ($157) Excluding a pre-tax gain of $144 million in the second quarter on the sales of Western Washington timberlands, third quarter earnings were slightly lower than the previous quarter. Lower harvest levels resulting from fire danger in the West and unseasonable wet weather in the South affected third quarter earnings. The segment benefited, however, from a stronger export market aided by a strengthening Japanese housing market. The fourth quarter outlook for Timberlands earnings, excluding previously announced timberland sales in the Carolinas and Tennessee, is expected to decline slightly from the third quarter due to lower southern fee harvest. WOOD PRODUCTS 3Q 2003 2Q 2003 Change Contribution (charge) to earnings (millions) $151 ($53) $204 An exceptionally strong market for oriented strand board and plywood, as well as an improving lumber market, produced the segment's first quarterly earnings since second quarter in 2002. Third quarter results reflect a pre-tax charge of $31 million for costs associated with the closure of the Dierks, Ark., veneer operations and the engineered lumber mill in Junction City, Ore. Fourth quarter results are expected to be lower than third quarter due primarily to lower lumber and structural panel prices. PULP AND PAPER 3Q 2003 2Q 2003 Change Contribution (charge) to earnings (millions) ($18) ($7) ($11) Pulp prices rebounded late in the quarter, but a weak paper market hurt third quarter results. Costs associated with approximately 64,000 tons of market-related downtime for fine paper also negatively affected the third quarter performance. Third quarter results include pre-tax charges totaling $9 million for costs associated with staff reductions at a number of facilities. Fourth quarter earnings are expected to be lower than third quarter due to weak paper markets that will offset expected increases in pulp prices. CONTAINERBOARD, PACKAGING AND RECYCLING 3Q 2003 2Q 2003 Change Contribution to earnings (millions) $42 $108 ($66) Eroding packaging and containerboard prices produced third quarter results that were lower than second quarter levels. During the quarter, Weyerhaeuser took approximately 89,000 tons of market-related downtime. Third quarter results include pre-tax charges of $40 million for costs associated primarily with the settlement of a class action linerboard antitrust lawsuit and the closure of the North Bend, Ore., containerboard mill. Excluding the third quarter charges for settlement of the class action linerboard antitrust lawsuit and closures, fourth quarter earnings are expected to be lower than third quarter due primarily to eroding prices and seasonally lower packaging shipments. REAL ESTATE AND RELATED ASSETS 3Q 2003 2Q 2003 Change Contribution to earnings (millions) $97 $91 $6 Real estate benefited from the continued strong housing market to produce record quarterly earnings. Closings increased from second quarter levels and traffic during the third quarter remained strong. Fourth quarter earnings are expected to be slightly higher than third quarter due to increased closings of single-family homes. The company currently has a backlog in excess of six months of homes sold, but not closed. OTHER The company will hold a live conference call at 7 a.m. PDT (10 a.m. EDT) on Oct. 24 to discuss the third quarter results. To access the conference call, listeners calling from within North America should dial 1-800-446-4472 at least 15 minutes prior to the start of the conference call. Those wishing to access the call from outside North America should dial 1-416-695-5261. Replays of the call will be available for one week following completion of the live call and can be accessed at 1-866-518-1010 within North America and at 1-416-695-5275 from outside North America. The call may also be accessed through Weyerhaeuser's Internet site at www.weyerhaeuser.com by clicking on the "Listen to our conference call" link. Weyerhaeuser Company, one of the world's largest integrated forest products companies, was incorporated in 1900. In 2002, sales were $18.5 billion. It has offices or operations in 18 countries, with customers worldwide. Weyerhaeuser is principally engaged in the growing and harvesting of timber; the manufacture, distribution and sale of forest products; and real estate construction, development and related activities. Additional information about Weyerhaeuser's businesses, products and practices is available at http://www.weyerhaeuser.com. This news release contains statements concerning the company's future results and performance that are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Some of these forward-looking statements can be identified by the use of forward-looking terminology such as "expects," "may," "will," "believes," "should," "approximately," anticipates," "estimates," and "plans," and the negative or other variations of those terms or comparable terminology or by discussions of strategy, plans or intentions. In particular, some of these forward-looking statements deal with expectations regarding the company's markets in the fourth quarter; expected earnings and performance of the company's business segments during the fourth quarter and anticipated capital spending. The accuracy of such statements is subject to a number of risks, uncertainties and assumptions that may cause actual results to differ materially from those projected, including, but not limited to, the effect of general economic conditions, including the level of interest rates and housing starts; market demand for the company's products, which may be tied to the relative strength of various U.S. business segments; energy prices; performance of the company's manufacturing operations; the successful execution of internal performance plans; the level of competition from domestic and foreign producers; the effect of forestry, land use, environmental and other governmental regulations; fires, floods and other natural disasters; and legal proceedings. The company is also a large exporter and is affected by changes in economic activity in Europe and Asia, particularly Japan, and by changes in currency exchange rates, particularly the relative value of the U.S. dollar to the Euro and the Canadian dollar; and restrictions on international trade or tariffs imposed on imports, including the countervailing and dumping duties imposed on the company's softwood lumber shipments from Canada to the United States. These and other factors that could cause or contribute to actual results differing materially from such forward looking statements are discussed in greater detail in the company's Securities and Exchange Commission filings. WEYERHAEUSER COMPANY STATISTICAL INFORMATION (unaudited) CONSOLIDATED EARNINGS(1) Q1 Q2 Q3 (in millions) --------------- --------------- --------------- March March June June Sept. Sept. 30, 31, 29, 30, 28, 29, 2003 2002 2003 2002 2003 2002 --------------- --------------- --------------- Net sales and revenues: Weyerhaeuser (2) $4,169 $3,595 $4,498 $4,501 $4,650 $4,422 Real estate and related assets 445 396 432 421 534 468 --------------- --------------- --------------- Total net sales and revenues 4,614 3,991 4,930 4,922 5,184 4,890 --------------- --------------- --------------- Costs and expenses: Weyerhaeuser: Costs of products sold 3,322 2,831 3,611 3,519 3,598 3,576 Depreciation, amortization and fee stumpage 321 264 313 311 320 304 Selling expenses 107 103 111 116 117 116 General and Administrative expenses 231 186 232 231 249 201 Research and Development expenses 12 12 12 13 10 11 Taxes other than payroll and income taxes 47 38 48 53 45 48 Charges for integration and restructuring 29 2 25 23 24 17 Charges for closure of facilities 22 27 12 28 48 - Other operating costs, net (3)(4) 37 4 (205) (27) 16 19 --------------- --------------- --------------- 4,128 3,467 4,159 4,267 4,427 4,292 --------------- --------------- --------------- Real estate and related assets: Costs and operating expenses 330 291 316 317 406 359 Depreciation and amortization 3 2 2 1 3 1 Selling expenses 24 21 25 24 27 23 General and Administrative expenses 14 10 14 11 15 14 Taxes other than payroll and income taxes 1 1 1 1 - 1 Other operating costs, net (7) (8) - 2 2 6 --------------- --------------- --------------- 365 317 358 356 453 404 --------------- --------------- --------------- Total costs and expenses 4,493 3,784 4,517 4,623 4,880 4,696 --------------- --------------- --------------- Operating income 121 207 413 299 304 194 Interest expense and other: Weyerhaeuser: Interest expense incurred(5) (208) (178) (205) (222) (200) (214) Less interest capitalized 5 4 6 16 3 16 Equity in income (loss) of affiliates (5) (4) 3 (2) (3) (6) Interest income and other 6 5 6 6 3 9 Real estate and related assets: Interest expense incurred (14) (13) (13) (13) (13) (12) Less interest capitalized 14 13 13 13 13 12 Equity in income of Unconsolidated entities 5 6 7 6 11 10 Interest income and other 11 6 8 8 6 11 --------------- --------------- --------------- Earnings before income taxes and cumulative effect of a change in accounting principle (65) 46 238 111 124 20 Income taxes 22 (16) (81) (39) (42) (7) --------------- --------------- --------------- Earnings before cumulative effect of a change in accounting principle (43) 30 157 72 82 13 Cumulative effect of a change in accounting principle, net of applicable taxes of $6 (6) (11) - - - - - --------------- --------------- --------------- Net earnings (loss) $ (54) $ 30 $ 157 $ 72 $ 82 $ 13 =============== =============== =============== Basic and diluted net earnings (loss) per share: Net earnings (loss) before cumulative effect of a change in accounting principle $(0.19) $ 0.14 $ 0.71 $ 0.32 $ 0.37 $ 0.06 Cumulative effect of a change in accounting principle (0.05) - - - - - --------------- --------------- --------------- Net earnings (loss) $(0.24) $ 0.14 $ 0.71 $ 0.32 $ 0.37 $ 0.06 =============== =============== =============== Dividends paid per share $ 0.40 $ 0.40 $ 0.40 $ 0.40 $ 0.40 $ 0.40 =============== =============== =============== CONSOLIDATED EARNINGS(1) Year-to-date Q4 Year ended (in millions) ----------------------- ---------- ---------- Sept. 28, Sept. 29, Dec. 29, Dec. 29, 2003 2002 2002 2002 ----------------------- ---------- ---------- Net sales and revenues: Weyerhaeuser (2) $ 13,317 $ 12,518 $ 4,253 $ 16,771 Real estate and related assets 1,411 1,285 465 1,750 ----------------------- ---------- ---------- Total net sales and revenues 14,728 13,803 4,718 18,521 ----------------------- ---------- ---------- Costs and expenses: Weyerhaeuser: Costs of products sold 10,531 9,926 3,285 13,211 Depreciation, amortization and fee stumpage 954 879 335 1,214 Selling expenses 335 335 115 450 General and Administrative expenses 712 618 229 847 Research and Development expenses 34 36 16 52 Taxes other than payroll and income taxes 140 139 39 178 Charges for integration and restructuring 78 42 30 72 Charges for closure of facilities 82 55 40 95 Other operating costs, net (3)(4) (152) (4) (135) (139) ----------------------- ---------- ---------- 12,714 12,026 3,954 15,980 ----------------------- ---------- ---------- Real estate and related assets: Costs and operating expenses 1,052 967 359 1,326 Depreciation and amortization 8 4 7 11 Selling expenses 76 68 22 90 General and Administrative expenses 43 35 13 48 Taxes other than payroll and income taxes 2 3 1 4 Other operating costs, net (5) - (1) (1) ----------------------- ---------- ---------- 1,176 1,077 401 1,478 ----------------------- ---------- ---------- Total costs and expenses 13,890 13,103 4,355 17,458 ----------------------- ---------- ---------- Operating income 838 700 363 1,063 Interest expense and other: Weyerhaeuser: Interest expense incurred (5) (613) (614) (207) (821) Less interest capitalized 14 36 14 50 Equity in income (loss) of affiliates (5) (12) (1) (13) Interest income and other 15 20 8 28 Real estate and related assets: Interest expense incurred (40) (38) (15) (53) Less interest capitalized 40 38 15 53 Equity in income of Unconsolidated entities 23 22 9 31 Interest income and other 25 25 8 33 ----------------------- ---------- ---------- Earnings before income taxes and cumulative effect of a change in accounting principle 297 177 194 371 Income taxes (101) (62) (68) (130) ----------------------- ---------- ---------- Earnings before cumulative effect of a change in accounting principle 196 115 126 241 Cumulative effect of a change in accounting principle, net of applicable taxes of $6 (6) (11) - - - ----------------------- ---------- ---------- Net earnings (loss) $ 185 $ 115 $ 126 $ 241 ====================== ========== ========== Basic and diluted net earnings (loss) per share: Net earnings (loss) before cumulative effect of a change in accounting principle $ 0.88 $ 0.52 $ 0.57 $ 1.09 Cumulative effect of a change in accounting principle (0.05) - - - ----------------------- ---------- ---------- Net earnings (loss) $ 0.83 $ 0.52 $ 0.57 $ 1.09 ====================== ========== ========== Dividends paid per share $ 1.20 $ 1.20 $ 0.40 $ 1.60 ====================== ========== ========== (1) Certain reclassifications have been made to conform prior period data with the current presentation. (2) The first, second and third quarters of 2003 include charges of $24 million, $26 million and $25 million, respectively, for countervailing and anti-dumping duties and related costs. 2002 first quarter includes $13 million of charges for countervailing and anti-dumping duties and related costs and a credit of $18 million for the reversal of countervailing and anti-dumping duties accrued in 2001. The 2002 second quarter includes $7 million of charges for countervailing and anti-dumping duties and related costs, a credit of $29 million for the reversal of charges accrued in 2001 and a credit of $13 million for charges accrued in the first quarter of 2002. The 2002 third and fourth quarters include charges of $31 million and $26 million, respectively, for countervailing and anti-dumping duties and related costs. The 2002 impact of countervailing and anti-dumping duties and related costs is a net charge of $17 million which includes current year charges of $64 million and $47 million of credits related to the reversal of charges accrued in 2001. (3) 2003 first, second and third quarters include net foreign exchange gains (losses) of $35 million, $47 million and ($4) million, respectively. 2002 includes $33 million in net foreign exchange gains. Gains of $8 million, $27 million and $14 million are included in the first, second and fourth quarters, respectively. A loss of $16 million is included in the third quarter. (4) The first quarter of 2003 includes a $79 million charge for a lawsuit involving the market for Pacific Northwest alder logs. 2003 second quarter includes a $144 million gain on the sales of timberlands in Washington state and a $25 million gain for the settlement of an insurance claim relating to the Cemwood litigation. 2003 third quarter includes a $23 million charge associated with the settlement of a class action linerboard antitrust lawsuit. 2002 fourth quarter includes a $117 million gain on the sale of timberlands in Washington state. (5) 2002 first quarter includes a $35 million charge to write off debt issue costs in connection with the refinancing of debt in connection with the acquisition of Willamette Industries. (6) Statement of Financial Accounting Standards No. 143, Accounting for Asset Retirement Obligations, was adopted as of the beginning of 2003. Results for 2002 were not impacted by the change in accounting principle. WEYERHAEUSER COMPANY STATISTICAL INFORMATION (unaudited) Net sales and revenues Q1 Q2 Q3 (in millions): --------------- --------------- --------------- March March June June Sept. Sept. 30, 31, 29, 30, 28, 29, 2003 2002 2003 2002 2003 2002 --------------- --------------- --------------- Timberlands: Raw materials (logs, timber and chips) $ 203 $ 142 $ 213 $ 184 $ 212 $ 193 Other products 21 19 24 21 18 18 --------------- --------------- --------------- 224 161 237 205 230 211 --------------- --------------- --------------- Wood Products: Softwood lumber 752 692 846 901 890 845 Plywood and veneer 174 158 182 203 228 195 Oriented strand board, composite and other panels 257 240 331 320 445 217 Hardwood lumber 80 76 86 81 75 72 Engineered lumber products 254 253 308 315 329 324 Raw materials (logs, timber and chips) 81 106 82 129 72 120 Other products 174 176 221 198 213 184 --------------- --------------- --------------- 1,772 1,701 2,056 2,147 2,252 1,957 --------------- --------------- --------------- Pulp and Paper: Pulp 309 280 321 297 333 300 Paper 596 416 546 563 530 590 Coated groundwood 36 30 32 30 39 32 Bleached board 47 40 52 51 50 37 Other products 10 6 7 10 6 8 --------------- --------------- --------------- 998 772 958 951 958 967 --------------- --------------- --------------- Containerboard, Packaging and Recycling: Containerboard 77 73 81 90 73 101 Packaging 879 758 922 935 898 909 Recycling 60 48 63 51 60 67 Bags 20 10 20 20 19 22 Other products 33 10 35 34 40 28 --------------- --------------- --------------- 1,069 899 1,121 1,130 1,090 1,127 --------------- --------------- --------------- Real Estate and Related Assets 445 396 432 421 534 468 Corporate and Other 106 62 126 68 120 160 --------------- --------------- --------------- $4,614 $3,991 $4,930 $4,922 $5,184 $4,890 =============== =============== =============== Contribution (charge) Q1 Q2 Q3 to earnings (1): --------------- --------------- --------------- (in millions) March March June June Sept. Sept. 30, 31, 29, 30, 28, 29, 2003 2002 2003 2002 2003 2002 --------------- --------------- --------------- Timberlands (2) $ 149 $ 107 $ 300 $ 162 $ 143 $ 133 Wood Products (3)(4)(5) (150) 9 (53) 64 151 (18) Pulp and Paper (6)(7) 10 1 (7) (15) (18) 10 Containerboard, Packaging and Recycling (8)(9) 80 58 108 75 42 88 Real Estate and Related Assets (10) 95 91 91 79 97 85 Corporate and Other (11)(12)(13) (46) (46) (2) (48) (94) (80) --------------- --------------- --------------- $ 138 $ 220 $ 437 $ 317 $ 321 $ 218 =============== =============== =============== Net sales and revenues Year-to-date Q4 Year ended (in millions): ----------------------- ---------- ---------- Sept. 28, Sept. 29, Dec. 29, Dec. 29, 2003 2002 2002 2002 ----------------------- ---------- ---------- Timberlands: Raw materials (logs, timber and chips) $ 628 $ 519 $ 254 $ 773 Other products 63 58 39 97 ----------------------- ---------- ---------- 691 577 293 870 ----------------------- ---------- ---------- Wood Products: Softwood lumber 2,488 2,438 748 3,186 Plywood and veneer 584 556 178 734 Oriented strand board, composite and other panels 1,033 777 251 1,028 Hardwood lumber 241 229 77 306 Engineered lumber products 891 892 256 1,148 Raw materials (logs, timber and chips) 235 355 117 472 Other products 608 558 160 718 ----------------------- ---------- ---------- 6,080 5,805 1,787 7,592 ----------------------- ---------- ---------- Pulp and Paper: Pulp 963 877 319 1,196 Paper 1,672 1,569 594 2,163 Coated groundwood 107 92 34 126 Bleached board 149 128 51 179 Other products 23 24 10 34 ----------------------- ---------- ---------- 2,914 2,690 1,008 3,698 ----------------------- ---------- ---------- Containerboard, Packaging and Recycling: Containerboard 231 264 86 350 Packaging 2,699 2,602 864 3,466 Recycling 183 166 63 229 Bags 59 52 23 75 Other products 108 72 20 92 ----------------------- ---------- ---------- 3,280 3,156 1,056 4,212 ----------------------- ---------- ---------- Real Estate and Related Assets 1,411 1,285 465 1,750 Corporate and Other 352 290 109 399 ----------------------- ---------- ---------- $ 14,728 $ 13,803 $ 4,718 $ 18,521 =========== =========== ========== ========== Contribution (charge) Year-to-date Q4 Year ended to earnings (1): ----------------------- ---------- ---------- (in millions) Sept. 28, Sept. 29, Dec. 29, Dec. 29, 2003 2002 2002 2002 ----------------------- ---------- ---------- Timberlands (2) $ 592 $ 402 $ 300 $ 702 Wood Products (3)(4)(5) (52) 55 (75) (20) Pulp and Paper (6)(7) (15) (4) 86 82 Containerboard, Packaging and Recycling (8)(9) 230 221 114 335 Real Estate and Related Assets (10) 283 255 81 336 Corporate and Other (11)(12)(13) (142) (174) (119) (293) ----------------------- ---------- ---------- $ 896 $ 755 $ 387 $ 1,142 =========== =========== ========== ========== (1)Certain reclassifications have been made to conform prior period data with the current presentation. (2)2003 second quarter includes a $144 million gain on the sales of timberlands in Washington state. 2002 fourth quarter includes a $117 million gain on the sale of timberlands in Washington state. (3)The first, second and third quarters of 2003 include charges of $24 million, $26 million and $25 million, respectively, for countervailing and anti-dumping duties and related costs. 2002 first quarter includes $13 million of charges for countervailing and anti-dumping duties and related costs and a credit of $18 million for the reversal of countervailing and anti-dumping duties accrued in 2001. The 2002 second quarter includes $7 million of charges for countervailing and anti-dumping duties and related costs, a credit of $29 million for the reversal of charges accrued in 2001 and a credit of $13 million for charges accrued in the first quarter of 2002. The 2002 third and fourth quarters include charges of $31 million and $26 million, respectively, for countervailing and anti-dumping duties and related costs. The 2002 impact of countervailing and anti- dumping duties and related costs is a net charge of $17 million which includes current year charges of $64 million and $47 million of credits related to the reversal of charges accrued in 2001. (4)The first quarter of 2003 includes a $79 million charge for a lawsuit involving the market for Pacific Northwest alder logs. (5)2003 first, second and third quarters include costs for the closure of facilities of $22 million, $11 million and $31 million, respectively. 2003 second quarter also includes a charge of $16 million to recognize impairment associated with an impending facility sale. 2002 includes closure costs of $51 million ($17 million in the first quarter and $34 million in the fourth quarter). (6)2002 includes $12 million in net business disruption costs associated with the recovery boiler explosion at the Plymouth, N.C., paper facility. Costs of $22 million and $30 million are included in the second and third quarters, respectively. Net recoveries of $40 million are included in the fourth quarter. (7)2003 second quarter includes $3 million of closure costs. 2002 fourth quarter results include an $8 million benefit resulting from adjustments to closure reserves established in 2001. (8)The third quarter of 2003 includes a $23 million charge associated with the settlement of a class action linerboard antitrust lawsuit. (9)2003 second quarter includes the reversal of an accrual for closure charges of $2 million. 2003 third quarter includes closure costs of $17 million. 2002 includes closure costs of $52 million ($10 million in the first quarter, $28 million in the second quarter and $14 million in the fourth quarter). (10)2003 first quarter includes gains of $8 million for the sale of two office buildings and $10 for the sale of an apartment complex. 2003 second quarter includes a gain of $12 million for the sale of commercial property. 2002 includes $21 million in gains from sales of apartment complexes, including $7 million in the second quarter and $14 million in the third quarter. (11)2003 second quarter includes a $6 million charge to reflect the final settlement in connection with the termination of the former MacMillan Bloedel pension plan for U.S. employees. 2002 results include a $35 million charge in the fourth quarter related to the termination of this pension plan. (12)2003 second quarter includes a $25 million gain for the settlement of an insurance claim relating to the Cemwood litigation. (13)2003 results include net foreign exchange gains (losses) of $36 million in the first quarter, $51 million in the second quarter and ($6) million in the third quarter. 2002 results include net foreign exchange gains (losses) of $8 million in the first quarter, $27 million in the second quarter, ($17 million) in the third quarter and $14 million in the fourth quarter, for a 2002 net gain of $32 million. These gains and losses result primarily from fluctuations in Canadian and New Zealand exchange rates. WEYERHAEUSER COMPANY STATISTICAL INFORMATION (unaudited) Third party sales Q1 Q2 Q3 volumes: --------------- --------------- --------------- March March June June Sept. Sept. 30, 31, 29, 30, 28, 29, 2003 2002 2003 2002 2003 2002 --------------- --------------- --------------- Timberlands (millions): Raw materials - cubic feet 96 67 110 102 102 91 Wood Products (millions): Softwood lumber - board feet 2,175 1,845 2,385 2,262 2,298 2,362 Softwood plywood and veneer - square feet (3/8") 726 624 760 815 744 792 Composite panels - square feet (3/4") 278 308 317 445 313 95 Oriented strand board - square feet (3/8") 1,025 945 1,206 1,095 1,129 1,117 Hardwood lumber - board feet 106 108 113 113 103 104 Raw materials - cubic feet 128 143 118 164 112 161 Pulp and Paper (thousands): Pulp - air-dry metric tons 623 563 596 618 632 561 Paper - tons 737 546 690 717 707 749 Coated groundwood - tons 61 48 55 49 64 55 Bleached board - tons 60 53 67 61 64 47 Paper converting - tons 502 375 472 488 478 499 Containerboard, Packaging and Recycling (thousands) Containerboard - tons 221 209 233 260 214 283 Packaging - MSF 17,752 15,001 18,577 19,285 18,545 18,553 Recycling - tons 593 604 566 552 538 539 Kraft bags and sacks - tons 25 13 24 26 25 26 Total production Q1 Q2 Q3 volumes: --------------- --------------- --------------- March March June June Sept. Sept. 30, 31, 29, 30, 28, 29, 2003 2002 2003 2002 2003 2002 --------------- --------------- --------------- Timberlands (millions): Logs - cubic feet 182 153 152 191 147 164 Wood Products (millions): Softwood lumber - board feet 1,842 1,530 1,825 1,702 1,742 1,728 Softwood plywood and veneer - square feet (3/8") 672 471 557 649 596 638 Composite panels - square feet (3/4") 231 218 252 183 253 235 Oriented strand board - square feet (3/8") 1,011 957 1,051 944 1,061 1,115 Hardwood lumber - board feet 108 96 102 99 103 107 Pulp and Paper (thousands): Pulp - air-dry metric tons 654 607 619 492 604 630 Paper - tons 757 510 712 667 706 704 Coated groundwood - tons 62 48 55 60 61 43 Bleached board - tons 56 63 68 67 72 31 Paper converting - tons 516 353 479 496 472 502 Containerboard, Packaging and Recycling (thousands) Containerboard - tons 1,429 1,250 1,568 1,600 1,512 1,621 Packaging - MSF 18,977 16,174 19,955 20,521 19,865 19,596 Recycling - tons 1,528 1,387 1,644 1,588 1,507 1,551 Kraft bags and sacks - tons 25 13 25 25 23 27 Third party sales Year-to-date Q4 Year ended volumes: ------------------------ ---------- ---------- Sept. 28, Sept. 29, Dec. 29, Dec. 29, 2003 2002 2002 2002 ------------------------ ---------- ---------- Timberlands (millions): Raw materials - cubic feet 308 260 110 370 Wood Products (millions): Softwood lumber - board feet 6,858 6,469 2,154 8,623 Softwood plywood and veneer - square feet (3/8") 2,230 2,231 672 2,903 Composite panels - square feet (3/4") 908 848 299 1,147 Oriented strand board - square feet (3/8") 3,360 3,157 1,048 4,205 Hardwood lumber - board feet 322 325 102 427 Raw materials - cubic feet 358 468 127 595 Pulp and Paper (thousands): Pulp - air-dry metric tons 1,851 1,742 636 2,378 Paper - tons 2,134 2,012 730 2,742 Coated groundwood - tons 180 152 58 210 Bleached board - tons 191 161 68 229 Paper converting - tons 1,452 1,362 497 1,859 Containerboard, Packaging and Recycling (thousands) Containerboard - tons 668 752 231 983 Packaging - MSF 54,874 52,839 17,491 70,330 Recycling - tons 1,697 1,695 597 2,292 Kraft bags and sacks - tons 74 65 28 93 Total production Year-to-date Q4 Year ended volumes: ------------------------ ---------- ---------- Sept. 28, Sept. 29, Dec. 29, Dec. 29, 2003 2002 2002 2002 ------------------------ ---------- ---------- Timberlands (millions): Logs - cubic feet 481 508 155 663 Wood Products (millions): Softwood lumber - board feet 5,409 4,960 1,871 6,831 Softwood plywood and veneer - square feet (3/8") 1,825 1,758 520 2,278 Composite panels - square feet (3/4") 736 636 228 864 Oriented strand board - square feet (3/8") 3,123 3,016 1,033 4,049 Hardwood lumber - board feet 313 302 104 406 Pulp and Paper (thousands): Pulp - air-dry metric tons 1,877 1,729 552 2,281 Paper - tons 2,175 1,881 730 2,611 Coated groundwood - tons 178 151 59 210 Bleached board - tons 196 161 66 227 Paper converting - tons 1,467 1,351 493 1,844 Containerboard, Packaging and Recycling (thousands) Containerboard - tons 4,509 4,471 1,533 6,004 Packaging - MSF 58,797 56,291 18,809 75,100 Recycling - tons 4,679 4,526 1,566 6,092 Kraft bags and sacks - tons 73 65 28 93 WEYERHAEUSER COMPANY STATISTICAL INFORMATION CONDENSED CONSOLIDATED BALANCE SHEET (unaudited) (in millions) March 30, June 29, Sept. 28, Dec. 29, Assets 2003 2003 2003 2002 ------ --------- --------- ---------- -------- Weyerhaeuser Current assets: Cash and short-term investments $ 59 $ 47 $ 57 $ 115 Receivables, less allowances 1,573 1,671 1,661 1,413 Inventories 2,167 2,093 1,959 1,941 Prepaid expenses 455 427 436 419 --------- --------- ---------- -------- Total current assets 4,254 4,238 4,113 3,888 Property and equipment 12,228 12,274 12,235 12,278 Construction in progress 709 669 514 687 Timber and timberlands at cost, less fee stumpage charged to disposals 4,450 4,454 4,440 4,402 Investments in and advances to equity affiliates 538 564 560 578 Goodwill 3,191 3,224 3,221 3,131 Deferred pension and other assets 1,337 1,349 1,300 1,285 --------- --------- ---------- -------- 26,707 26,772 26,383 26,249 --------- --------- ---------- -------- Real estate and related assets 1,989 2,065 2,064 1,970 --------- --------- ---------- -------- Total assets $ 28,696 $ 28,837 $ 28,447 $28,219 ========= ========= ========== ======== Liabilities and Shareholders' Interest -------------------------------------- Weyerhaeuser Current liabilities: Notes payable and commercial paper $ 321 $ 238 $ 155 $ 2 Current maturities of long-term debt 595 594 92 786 Accounts payable 975 1,046 975 983 Accrued liabilities 1,162 1,192 1,214 1,223 --------- --------- ---------- -------- Total current liabilities 3,053 3,070 2,436 2,994 Long-term debt 12,129 11,866 12,120 11,907 Deferred income taxes, pension, other postretirement benefits and other liabilities 5,541 5,612 5,632 5,346 --------- --------- ---------- -------- 20,723 20,548 20,188 20,247 --------- --------- ---------- -------- Real estate and related assets Notes payable and commercial paper 115 130 100 63 Long-term debt 764 762 762 814 Other liabilities 466 491 476 472 --------- --------- ---------- -------- 1,345 1,383 1,338 1,349 --------- --------- ---------- -------- Total liabilities 22,068 21,931 21,526 21,596 Shareholders' interest 6,628 6,906 6,921 6,623 --------- --------- ---------- -------- Total liabilities and shareholders' interest $ 28,696 $ 28,837 $ 28,447 $28,219 ========= ========= ========== ======== STATEMENT OF CASH FLOWS Q1 Q2 Q3 --------------- ------------- ------------- SELECTED INFORMATION March March June June Sept. Sept. (unaudited) 30, 31, 29, 30, 28, 29, (in millions) 2003 2002 2003 2002 2003 2002 --------------- ------------- ------------- (Weyerhaeuser only, excludes real estate & related assets) Net cash from operations $(126) $ (90) $ 465 $ 379 $ 489 $ 268 Cash paid for property and equipment (128) (158) (172) (288) (146) (237) Cash paid for timberlands reforestation (14) (12) (5) (8) (6) (6) Cash received from issuances of debt 1 13,001 - 100 12 26 Revolving credit facilities, notes and commercial paper borrowings, net 599 30 (333) (150) 166 122 Payments on debt (251) (6,593) (14) (97) (509) (159) STATEMENT OF CASH FLOWS Year-to-date Q4 Year ended --------------------- ---------- ---------- SELECTED INFORMATION Sept. 28, Sept. 29, Dec. 29, Dec. 29, (unaudited) 2003 2002 2002 2002 (in millions) --------------------- ---------- ---------- (Weyerhaeuser only, excludes real estate & related assets) Net cash from operations $ 828 $ 557 $ 701 $ 1,258 Cash paid for property and equipment (446) (683) (241) (924) Cash paid for timberlands reforestation (25) (26) (10) (36) Cash received from issuances of debt 13 13,127 1,015 14,142 Revolving credit facilities, notes and commercial paper borrowings, net 432 2 (230) (228) Payments on debt (774) (6,849) (1,375) (8,224) SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. WEYERHAEUSER COMPANY By /s/ Steven J. Hillyard Its: Vice President and Chief Accounting Officer Date: October 24, 2003