SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
November 5, 2004
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(Date of earliest event report)
WEYERHAEUSER COMPANY
(Exact name of registrant as specified in charter)
Washington 1-4825 91-0470860
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(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
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any
of the following provisions:
----- Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
----- Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
----- Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act(17 CFR 240.14d-2(b))
----- Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act(17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 8.01. Other Events
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C., 20549
ITEM 8.01. OTHER EVENTS
On November 5, 2004, Weyerhaeuser Company issued a press release stating the
following:
Weyerhaeuser Company Announces Early Tender Date Results of Debt Tender Offer
Federal Way, WA - 5 November 2004-Weyerhaeuser Company (NYSE:WY) announced today
the results of its previously announced tender offer for 4 different securities,
for holders who have tendered and not withdrawn their notes by 5 p.m., New York
City time, on the Early Tender Date of November 4, 2004. The offers commenced on
October 22, 2004.
Weyerhaeuser Company, one of the world's largest integrated forest products
companies, was incorporated in 1900. In 2003, sales were $19.9 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.
The following table provides the estimated aggregate principal amount tendered
and not withdrawn by 5 p.m., New York City time, on the Early Tender Date of
November 4, 2004, for each series:
Title of Securities CUSIP Number Aggregate Principal
Amount Tendered by Early
Tender Date
6.125% Notes due March 15, 2007 962166BM5/
962166BD5 $704,169,000
5.950% Notes due November 1, 2008 962166BA1 $481,517,000
5.250% Notes due December 15, 2009 962166BS2 $226,193,000
6.000% Notes due August 1, 2006 962166AX2 $477,998,000
Because Weyerhaeuser's Maximum Tender Amount of $700 million was exceeded by
tenders of the first three series of notes referenced above, the company will
not purchase any 6.000% Notes due August 1, 2006.
All other Notes will be accepted for payment on a pro rata basis as provided in
our Offer to Purchase dated October 22, 2004.
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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: November 19, 2004