8-K

UNITED STATES

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

August 5, 2016

(Date of earliest event report)

WEYERHAEUSER COMPANY

(Exact name of registrant as specified in charter)

Washington	1-4825	91-0470860
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification Number)

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

Exhibit 99.1

Exhibit 99.2

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On August 5, 2016, Weyerhaeuser Company ("Weyerhaeuser" or the "Company") issued a press release announcing its financial results for the quarter ended June 30, 2016. Copies of the press release and the exhibits thereto are furnished as Exhibits 99.1 and 99.2 to this report.

In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d)	The following items are furnished as exhibits to this report.
99.1	Press release of Weyerhaeuser Company issued August 5, 2016 reporting results of operations for the quarter ended June 30, 2016.
99.2	Exhibits to press release of Weyerhaeuser Company issued August 5, 2016.

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/ Jeanne M. Hillman
Its:	Vice President and Chief Accounting Officer

Date: August 5, 2016

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release of Weyerhaeuser Company issued August 5, 2016 reporting results of operations for the quarter ended June 30, 2016.
99.2	Exhibits to press release of Weyerhaeuser Company issued August 5, 2016.

EX-99.1

For more information contact:	Analysts - Beth Baum or Krista Kochivar (253) 924-2058
	Media - Kate Tate (206) 467-3676

Weyerhaeuser Reports Second Quarter Results

• Wood Products reports strongest second quarter earnings in over a decade

• Announced sale of pulp and liquid packaging board facilities for approximately $2.5 billion; Cellulose Fibers reported as discontinued operations

• Repurchased over $830 million of common shares

• Includes full quarter of Plum Creek results

FEDERAL WAY, Wash. (August 5, 2016) - Weyerhaeuser Company (NYSE: WY) today reported second quarter net earnings to common shareholders of $157 million, or $0.21 per diluted share, on net sales from continuing operations of $1.7 billion. This compares with net earnings of $133 million, or $0.26 per diluted share, on net sales from continuing operations of $1.3 billion for the same period last year.

Second quarter results include after-tax earnings of $38 million from discontinued operations. Discontinued operations include the entirety of the company’s Cellulose Fibers segment, which is comprised of pulp mills, a liquid packaging board facility, and a printing papers joint venture. Second quarter results also include net after-tax charges of $11 million from special items. Excluding these items, the company reported net earnings of $130 million, or $0.17 per diluted share for the second quarter. This compares with net earnings from continuing operations before special items of $114 million for the same period last year and $126 million for first quarter of 2016.

“Our businesses delivered solid second quarter operating results, with Wood Products capitalizing on improving markets and ongoing operational excellence initiatives to report its strongest quarter in over a decade,” said Doyle R. Simons, president and CEO. “During the quarter we also announced the sale of our pulp and liquid packaging board facilities, repurchased over $830 million of common shares, and made strong progress on merger integration activities. Going forward, we remain relentlessly focused on successfully integrating Plum Creek, and fully capturing cost and operational synergies to drive superior value for our shareholders.”

WEYERHAEUSER FINANCIAL HIGHLIGHTS

Weyerhaeuser merged with Plum Creek Timber Company, Inc. (Plum Creek) on February 19, 2016. Amounts presented below include the results of Plum Creek from the merger date of February 19, 2016, forward. The financial statements presented within this release do not include Plum Creek's financial results for any period prior to the merger date.

During the second quarter of 2016, Weyerhaeuser announced the sale of its Cellulose Fibers pulp mills and Liquid Packaging Board business. Results for the Cellulose Fibers segment are presented as discontinued operations. All periods presented have been revised to separate the results of discontinued operations from the results of our continuing operations.

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WEYERHAEUSER FINANCIAL HIGHLIGHTS	2016	2016	2015
(millions, except per share data)	1Q	2Q	2Q
Net sales	$1,405	$1,655	$1,345
Net earnings attributable to Weyerhaeuser common shareholders	$70	$157	$133
Weighted average shares outstanding, diluted(1)	635	748	520
Earnings per diluted share	$0.11	$0.21	$0.26
Net earnings from continuing operations attributable to Weyerhaeuser common shareholders before special items(2)	$126	$130	$114
Net earnings from continuing operations per diluted share attributable to Weyerhaeuser common shareholders before special items	$0.20	$0.17	$0.22
Adjusted EBITDA(3)	$336	$413	$278
(1) In the first quarter of 2016, Weyerhaeuser issued approximately 279 million shares in conjunction with the Plum Creek merger transaction. Following the completion of the merger, Weyerhaeuser repurchased approximately 58 million common shares for $1.695 billion under the $2.5 billion repurchase program announced in conjunction with the merger transaction. At the end of the second quarter of 2016, the company had approximately 733 million common shares outstanding.
(2) After-tax special items for second quarter 2016 include $4 million of Plum Creek merger-related costs and $7 million of legal expense. Special items for first quarter 2016 include $98 million of Plum Creek merger-related costs and $22 million gain on the sale of the company’s Federal Way headquarters campus.
(3) Adjusted EBITDA is a non-GAAP measure that management uses to evaluate the performance of the company. Adjusted EBITDA, as we define it, is operating income from continuing operations, adjusted for depreciation, depletion, amortization, basis in real estate sold, pension and postretirement costs not allocated to business segments and special items. Adjusted EBITDA excludes results from joint ventures. Adjusted EBITDA should not be considered in isolation from and is not intended to represent an alternative to our GAAP results. A reconciliation of Adjusted EBITDA to GAAP earnings is included within this release.

TIMBERLANDS

FINANCIAL HIGHLIGHTS (millions)	1Q 2016	2Q 2016	Change
Net sales	$609	$664	$55
Contribution to pre-tax earnings	$129	$125	($4)
Adjusted EBITDA	$199	$220	$21

2Q 2016 Performance - Timberlands earnings declined slightly compared with first quarter. Adjusted EBITDA, however, improved by 10 percent primarily due to higher fee harvest volumes. Non-cash depletion and amortization expense increased following a full quarter of higher depletion rates resulting from acquisition accounting.

Average realizations for Western and Southern logs declined modestly, primarily due to mix.  In the West, domestic and China sales increased while Japan volumes decreased following an announced delay in a higher consumption tax. Southern silviculture expenses and Western logging costs increased seasonally.

3Q 2016 Outlook - Weyerhaeuser anticipates slightly lower earnings and Adjusted EBITDA from the Timberlands segment in the third quarter. In the West, the company expects comparable fee harvest volumes, seasonally higher per unit logging costs and slightly lower export prices. In the South, the company anticipates increased fee harvest volumes offset by seasonally higher silviculture expense.

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REAL ESTATE, ENERGY AND NATURAL RESOUCES

FINANCIAL HIGHLIGHTS (millions)	1Q 2016	2Q 2016	Change
Net sales	$39	$38	($1)
Contribution to pre-tax earnings	$15	$12	($3)
Adjusted EBITDA	$34	$28	($6)

2Q 2016 Performance - Slightly lower Real Estate sales were partially offset by higher earnings from Energy and Natural Resources operations.

3Q 2016 Outlook - Weyerhaeuser expects significantly higher earnings and Adjusted EBITDA in the second half of 2016 with nearly all of the improvement coming from Real Estate sales in the fourth quarter.

WOOD PRODUCTS

FINANCIAL HIGHLIGHTS (millions)	1Q 2016	2Q 2016	Change
Net sales	$1,001	$1,168	$167
Contribution to pre-tax earnings	$87	$156	$69
Adjusted EBITDA	$117	$189	$72

2Q 2016 Performance - Average lumber realizations increased 10 percent and average realizations for oriented strand board increased 12 percent compared with first quarter. Sales volumes increased seasonally, log costs declined, and manufacturing costs improved in several product lines as a result of operational excellence initiatives.

3Q 2016 Outlook - Weyerhaeuser expects significantly higher earnings and Adjusted EBITDA from the Wood Products segment in the third quarter. The company anticipates improved price realizations across most product lines.

DISCONTINUED OPERATIONS

Discontinued operations include the company’s Cellulose Fibers segment, which consists of pulp mills, a liquid packaging board facility, and a printing papers joint venture. These results correspond to assets and liabilities that have been reclassified as discontinued operations on our balance sheet as of June 30, 2016.

FINANCIAL HIGHLIGHTS (millions)	1Q 2016	2Q 2016	Change
Total net sales	$430	$456	$26
Earnings from discontinued operations before income taxes	$29	$52	$23
Income taxes	($9)	($14)	($5)
Net earnings from discontinued operations	$20	$38	$18

2Q 2016 Performance - Average sales realizations for pulp and liquid packaging increased, liquid packaging sales volume improved, and maintenance and energy costs declined.

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ABOUT WEYERHAEUSER

Weyerhaeuser Company, one of the world's largest private owners of timberlands, began operations in 1900. We own or control more than 13 million acres of timberlands, primarily in the U.S., and manage additional timberlands under long-term licenses in Canada. We manage these timberlands on a sustainable basis in compliance with internationally recognized forestry standards. We are also one of the largest manufacturers of wood and cellulose fibers products. Our company is a real estate investment trust. In February 2016, we merged with Plum Creek Timber Company, Inc. In 2015, Weyerhaeuser and Plum Creek, on a combined basis, generated approximately $8.5 billion in net sales and employed nearly 14,000 people who serve customers worldwide. We are listed on the Dow Jones World Sustainability Index. Our common stock trades on the New York Stock Exchange under the symbol WY. Learn more at www.weyerhaeuser.com.

EARNINGS CALL INFORMATION

Weyerhaeuser will hold a live conference call at 7 a.m. Pacific (10 a.m. Eastern) on August 5 to discuss second quarter results.

To access the live webcast and presentation online, go to the Investor Relations section on www.weyerhaeuser.com on August 5.

To join the conference call from within North America, dial 877-296-9413 (access code: 3192733) at least 15 minutes prior to the call. Those calling from outside North America should dial 706-679-2458 (access code: 3192733). Replays will be available for two weeks at 855-859-2056 (access code: 3192733) from within North America and at 404-537-3406 (access code: 3192733) from outside North America.

FORWARD LOOKING STATEMENTS

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. These statements are based on our current expectations and various assumptions that are subject to risks and uncertainties. The factors listed below, as well as factors described from time to time in our filings with the Securities and Exchange Commission, and other factors not described herein or therein, may cause actual results to differ significantly from these forward-looking statements. There is no guarantee that any of the events anticipated by these forward-looking statements will occur. If any of the risks materialize or if any of our assumptions proves to be inaccurate, our expectations may not be realized, and there is no guarantee what, if any, effect such risks or inaccurate assumptions will have on our results of operations, cash flow or financial condition. Unless otherwise indicated, all forward-looking statements are as of the date they are made, and we undertake no obligation to update these forward-looking statements, whether as a result of new information, the occurrence of future events or otherwise.

Some of the forward-looking statements discuss the company's plans, strategies, expectations and intentions. They include words such as “expects,” “may,” “will,” “anticipates,” and “plans,” and phrases such as “going forward,” and other variations of these and similar words and phrases, any one or more of which may be used in a positive or negative context.

This release specifically contains forward-looking statements regarding the company's expectations during the third quarter and second half of 2016, including without limitation with respect to: earnings; Adjusted EBITDA; price realizations across Wood Products lines; timber harvest volumes, logging costs and silviculture expenses; log export prices; real estate sales; and, more generally, cost and operational synergies.

Major risks, uncertainties and assumptions that affect the company's businesses and may cause actual results to differ from these forward-looking statements, include, but are not limited to:

• the effect of general economic conditions, including employment rates, interest rate levels, housing starts, availability of financing for home mortgages and strength of the U.S. dollar;

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• market demand for our products, including market demand for our timberland properties with higher and better uses, which is related to, among other factors, the strength of the various U.S. business segments and U.S. and international economic conditions;

• performance of our manufacturing operations, including maintenance and capital requirements;

• potential disruptions in our manufacturing operations;

• the level of competition from domestic and foreign producers;

• raw material availability and prices;

• the effect of weather;

• the risk of loss from fires, floods, windstorms, hurricanes, pest infestation and other natural disasters;

• energy prices;

• market demand for the company’s products, including market demand for our timberland properties that have higher and better uses, which is related to, among other factors, the strength of the various U.S. business segments and U.S. and international economic conditions;

• the successful execution of our internal plans and strategic initiatives, including without limitation the realization of cost and operational synergies;

• the successful and timely execution and integration of our strategic acquisitions, including our ability to realize expected benefits and synergies, and the successful and timely execution of our strategic divestitures, each of which is subject to a number of risks and conditions beyond our control including, but not limited to, timing and required regulatory approvals;

• transportation and labor availability and costs;

• federal tax policies;

• the effect of forestry, land use, environmental and other governmental regulations;

• legal proceedings;

• performance of pension fund investments and related derivatives;

• the effect of timing of retirements and changes in the market price of our common stock on charges for share-based compensation;

• changes in accounting principles;

• changes in implementation of acquisition accounting; and

• other factors described under “Risk Factors” in our 2015 Annual Report on Form 10-K and in our Registration Statement on Form S-4/A filed on December 23, 2015.

The company also is a large exporter and is affected by changes in economic activity in Europe and Asia, particularly Japan and China. It is affected by changes in currency exchange rates, particularly the relative value of the U.S. dollar to the euro, yen and the Canadian dollar, and the relative value of the euro and the yen. Restrictions on international trade or tariffs imposed on imports and disruptions in shipping and transportation also may affect the company.

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RECONCILIATION OF ADJUSTED EBITDA TO NET EARNINGS

We reconcile Adjusted EBITDA to net earnings for the consolidated company and to operating income for the business segments, as those are the most directly comparable U.S. GAAP measures for each.

The table below reconciles Adjusted EBITDA for the quarter ended June 30, 2016:

DOLLAR AMOUNTS IN MILLIONS	Timberlands		Real Estate & ENR		Wood Products		Unallocated Items			Total
Adjusted EBITDA by Segment:
Net earnings										$	168
Earnings from discontinued operations, net of income taxes										(38		)
Interest expense, net of capitalized interest										114
Income taxes										31
Net contribution to earnings	$	125	$	12	$	156	$	(18	)	$	275
Equity (earnings) loss from joint ventures	—		—		—		(7		)	(7		)
Interest income and other	—		—		—		(10		)	(10		)
Operating income	125		12		156		(35		)	258
Depreciation, depletion and amortization	95		3		33		2			133
Basis of real estate sold	—		13		—		—			13
Non-operating pension and postretirement credits	—		—		—		(10		)	(10		)
Special items(1)	—		—		—		19			19
Adjusted EBITDA	$	220	$	28	$	189	$	(24	)	$	413

(1) Pre-tax special items include $8 million of Plum Creek merger-related costs and $11 million of legal expense.

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The table below reconciles Adjusted EBITDA for the quarter ended March 31, 2016:

DOLLAR AMOUNTS IN MILLIONS	Timberlands		Real Estate & ENR		Wood Products		Unallocated Items			Total
Adjusted EBITDA by Segment:
Net earnings										$	81
Earnings from discontinued operations, net of income taxes										(20		)
Interest expense, net of capitalized interest										95
Income taxes										11
Net contribution to earnings	$	129	$	15	$	87	$	(64	)	$	167
Equity (earnings) loss from joint ventures	—		—		—		(5		)	(5		)
Interest income and other	—		—		—		(9		)	(9		)
Operating income	129		15		87		(78		)	153
Depreciation, depletion and amortization	70		2		30		2			104
Basis of real estate sold	—		17		—		—			17
Non-operating pension and postretirement credits	—		—		—		(12		)	(12		)
Special items(1)	—		—		—		74			74
Adjusted EBITDA	$	199	$	34	$	117	$	(14	)	$	336

(1)    Pre-tax special items include a $36 milliongain on the sale of nonstrategic assets and $110 millionof Plum Creek merger-related costs.

The table below reconciles Adjusted EBITDA for the quarter ended June 30, 2015:

DOLLAR AMOUNTS IN MILLIONS	Timberlands		Real Estate & ENR		Wood Products		Unallocated Items			Total
Adjusted EBITDA by Segment:
Net earnings										$	144
Earnings from discontinued operations, net of income taxes										(19		)
Interest expense, net of capitalized interest										85
Income taxes										(1		)
Net contribution to earnings	$	117	$	10	$	71	$	11		$	209
Equity (earnings) loss from joint ventures	—		—		—		—			—
Interest income and other	—		—		—		(9		)	(9		)
Operating income	117		10		71		2			200
Depreciation, depletion and amortization	51		—		27		2			80
Basis of real estate sold	—		1		—		—			1
Non-operating pension and postretirement credits	—		—		—		(3		)	(3		)
Adjusted EBITDA	$	168	$	11	$	98	$	1		$	278

View our financials in a printer-friendly PDF.

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EX-99.2

Weyerhaeuser Company										Exhibit 99.2
Q2.2016 Analyst Package
Preliminary results (unaudited)
Consolidated Statement of Operations(1)(2)
in millions	Q1			Q2						Year-to-date
	March 31, 2016			June 30, 2016			June 30, 2015			June 30, 2016			June 30, 2015
Net sales	$	1,405		$	1,655		$	1,345		$	3,060		$	2,625
Cost of products sold	1,089			1,258			1,057			2,347			2,050
Gross margin	316			397			288			713			575
Selling expenses	23			22			24			45			49
General and administrative expenses	76			94			63			170			129
Research and development expenses	5			4			5			9			8
Charges for integration and restructuring, closures and asset impairments	111			14			—			125			14
Other operating costs (income), net	(52		)	5			(4		)	(47		)	25
Operating income from continuing operations	153			258			200			411			350
Equity earnings from joint ventures	5			7			—			12			—
Interest income and other	9			10			9			19			18
Interest expense, net of capitalized interest	(95		)	(114		)	(85		)	(209		)	(167		)
Earnings from continuing operations before income taxes	72			161			124			233			201
Income taxes	(11		)	(31		)	1			(42		)	(8		)
Earnings from continuing operations	61			130			125			191			193
Earnings from discontinued operations, net of income taxes	20			38			19			58			52
Net earnings	81			168			144			249			245
Dividends on preference shares	(11		)	(11		)	(11		)	(22		)	(22		)
Net earnings attributable to Weyerhaeuser common shareholders	$	70		$	157		$	133		$	227		$	223
(1) Discontinued operations as presented herein consist of the operations of our Cellulose Fibers segment. The corresponding assets and liabilities have been classified as held for sale on our balance sheet as of June 30, 2016. All periods presented have been revised to separate the results of discontinued operations from the results of our continuing operations. Detailed operating results of discontinued operations are presented on page 10.
(2) Amounts presented reflect the balances and results of operations acquired in our merger with Plum Creek Timber, Inc., beginning on the merger date of February 19, 2016.
Per Share Information
	Q1			Q2						Year-to-date
	March 31, 2016			June 30, 2016			June 30, 2015			June 30, 2016			June 30, 2015
Earnings per share attributable to Weyerhaeuser common shareholders, basic and diluted:
Continuing operations	$	0.08		$	0.16		$	0.22		$	0.25		$	0.33
Discontinued operations	0.03			0.05			0.04			0.08			0.10
Net earnings per share	$	0.11		$	0.21		$	0.26		$	0.33		$	0.43
Dividends paid per common share	$	0.31		$	0.31		$	0.29		$	0.62		$	0.58
Weighted average shares outstanding (in thousands):
Basic	632,004			743,140			516,626			687,572			520,008
Diluted	634,872			747,701			519,804			691,060			523,595
Common shares outstanding at end of period (in thousands)	759,044			733,010			514,121			733,010			514,121

Page 1 of 10

Weyerhaeuser Company
Q2.2016 Analyst Package
Preliminary results (unaudited)
Adjusted Earnings before Interest, Tax, Depreciation, Depletion and Amortization (Adjusted EBITDA)*
in millions	Q1			Q2						Year-to-date
	March 31, 2016			June 30, 2016			June 30, 2015			June 30, 2016			June 30, 2015
Net earnings	$	81		$	168		$	144		$	249		$	245
Earnings from discontinued operations, net of income taxes	(20		)	(38		)	(19		)	(58		)	(52		)
Equity earnings from joint ventures	(5		)	(7		)	—			(12		)	—
Interest income and other	(9		)	(10		)	(9		)	(19		)	(18		)
Interest expense, net of capitalized interest	95			114			85			209			167
Income taxes	11			31			(1		)	42			8
Operating income from continuing operations	153			258			200			411			350
Depreciation, depletion and amortization	104			133			80			237			164
Basis of real estate sold	17			13			1			30			11
Non-operating pension and postretirement credits	(12		)	(10		)	(3		)	(22		)	(6		)
Special items	74			19			—			93			13
Adjusted EBITDA*	$	336		$	413		$	278		$	749		$	532
*Adjusted EBITDA is a non-GAAP measure that management uses to evaluate the performance of the company. Beginning in the first quarter of 2016, we revised our definition of Adjusted EBITDA to add back the basis of real estate sold. We have revised our prior-period presentation to conform to our current reporting. Adjusted EBITDA, as we define it, is operating income from continuing operations adjusted for depreciation, depletion, amortization, basis of real estate sold, pension and postretirement costs not allocated to business segments and special items. Adjusted EBITDA excludes results from joint ventures. Our definition of Adjusted EBITDA may be different from similarly titled measures reported by other companies. Adjusted EBITDA should not be considered in isolation from and is not intended to represent an alternative to our GAAP results.

Special Items Included in Net Earnings (income tax affected)
in millions	Q1			Q2						Year-to-date
	March 31, 2016			June 30, 2016			June 30, 2015			June 30, 2016			June 30, 2015
Net earnings attributable to Weyerhaeuser common shareholders	$	70		$	157		$	133		$	227		$	223
Plum Creek merger- and integration-related costs	98			4			—			102			—
Gain on sale of non-strategic asset	(22		)	—			—			(22		)	—
Legal expense	—			7			—			7			—
Restructuring, impairments and other charges	—			—			—			—			9
Net earnings attributable to Weyerhaeuser common shareholders before special items	146			168			133			314			232
Earnings from discontinued operations, net of income taxes	(20		)	(38		)	(19		)	(58		)	(52		)
Net earnings from continuing operations attributable to Weyerhaeuser common shareholders before special items	$	126		$	130		$	114		$	256		$	180
per share	Q1			Q2						Year-to-date
	March 31, 2016			June 30, 2016			June 30, 2015			June 30, 2016			June 30, 2015
Net earnings per diluted share attributable to Weyerhaeuser common shareholders	$	0.11		$	0.21		$	0.26		$	0.33		$	0.43
Plum Creek merger- and integration-related costs	0.15			—			—			0.14			—
Gain on sale of non-strategic asset	(0.03		)	—			—			(0.03		)	—
Legal expense	—			0.01			—			0.01			—
Restructuring, impairments and other charges	—			—			—			—			0.01
Net earnings per diluted share attributable to Weyerhaeuser common shareholders before special items	0.23			0.22			0.26			0.45			0.44
Earnings from discontinued operations, net of income taxes	(0.03		)	(0.05		)	(0.04		)	(0.08		)	(0.10		)
Net earnings from continuing operations per diluted share attributable to Weyerhaeuser common shareholders before special items	$	0.20		$	0.17		$	0.22		$	0.37		$	0.34

Page 2 of 10

Weyerhaeuser Company
Q2.2016 Analyst Package
Preliminary results (unaudited)
Consolidated Balance Sheet
in millions	March 31, 2016		June 30, 2016		December 31, 2015
ASSETS
Current assets:
Cash and cash equivalents	$	411	$	485	$	1,011
Receivables, less allowances	382		409		276
Receivables for taxes	25		7		30
Inventories	423		387		325
Prepaid expenses and other current assets	123		132		63
Assets of discontinued operations	1,929		1,908		1,934
Total current assets	3,293		3,328		3,639
Property and equipment, net	1,446		1,462		1,233
Construction in progress	151		172		144
Timber and timberlands at cost, less depletion charged to disposals	14,547		14,474		6,479
Minerals and mineral rights, net	325		319		14
Investments in and advances to joint ventures	938		905		—
Goodwill	40		40		40
Deferred tax assets	291		250		254
Other assets	409		424		302
Restricted financial investments held by variable interest entities	615		615		615
Total assets	$	22,055	$	21,989	$	12,720
LIABILITIES AND EQUITY
Current liabilities:
Notes payable	$	4	$	1	$	4
Accounts payable	284		300		204
Accrued liabilities	483		590		427
Liabilities of discontinued operations	674		666		690
Total current liabilities	1,445		1,557		1,325
Note payable to timberland venture	835		830		—
Long-term debt	7,715		8,013		4,787
Long-term debt (nonrecourse to the company) held by variable interest entities	511		511		511
Deferred pension and other postretirement benefits	983		926		987
Deposit received from contribution of timberlands to related party	—		437		—
Other liabilities	285		285		241
Total liabilities	11,774		12,559		7,851
Total equity	10,281		9,430		4,869
Total liabilities and equity	$	22,055	$	21,989	$	12,720

Page 3 of 10

Weyerhaeuser Company
Q2.2016 Analyst Package
Preliminary results (unaudited)
Consolidated Statement of Cash Flows
in millions	Q1			Q2						Year-to-date
	March 31, 2016			June 30, 2016			June 30, 2015			June 30, 2016			June 30, 2015
Cash flows from operations:
Net earnings	$	81		$	168		$	144		$	249		$	245
Noncash charges (credits) to income:
Depreciation, depletion and amortization	142			147			118			289			241
Basis of real estate sold	17			13			1			30			11
Deferred income taxes, net	18			38			3			56			16
Pension and other postretirement benefits	4			1			11			5			21
Other noncash charges (credits)	(33		)	16			2			(17		)	42
Change in:
Receivables less allowances	(47		)	(43		)	(10		)	(90		)	(26		)
Receivable for taxes	10			25			12			35			14
Inventories	(43		)	60			42			17			(15		)
Prepaid expenses	(1		)	—			9			(1		)	(2		)
Accounts payable and accrued liabilities	(70		)	106			66			36			(25		)
Pension and postretirement contributions	(17		)	(12		)	(19		)	(29		)	(39		)
Distributions received from joint ventures	5			—			—			5			—
Other	(19		)	(27		)	(12		)	(46		)	(29		)
Net cash from operations	47			492			367			539			454
Cash flows from investing activities:
Capital expenditures:
Purchases of property and equipment	(57		)	(83		)	(99		)	(140		)	(170		)
Timberlands reforestation costs	(16		)	(18		)	(9		)	(34		)	(27		)
Acquisition of timberlands	(6		)	(2		)	—			(8		)	(32		)
Proceeds from sale of assets	70			13			4			83			6
Proceeds from contribution of timberlands to related party	—			440			—			440			—
Distributions received from joint ventures	24			3			—			27			—
Cash and cash equivalents acquired in the merger with Plum Creek	9			—			—			9			—
Other	—			(3		)	12			(3		)	12
Cash from (used in) investing activities	24			350			(92		)	374			(211		)
Cash flows from financing activities:
Cash dividends on common shares	(241		)	(228		)	(149		)	(469		)	(301		)
Cash dividends on preference shares	—			(11		)	(11		)	(11		)	(11		)
Proceeds from issuance of long-term debt	1,098			300			—			1,398			—
Payments of long-term debt	(720		)	(3		)	—			(723		)	—
Repurchase of common stock	(798		)	(831		)	(154		)	(1,629		)	(407		)
Other	(7		)	8			2			1			17
Cash from financing activities	(668		)	(765		)	(312		)	(1,433		)	(702		)
Net change in cash and cash equivalents	(597		)	77			(37		)	(520		)	(459		)
Cash and cash equivalents from continuing operations at beginning of period	1,011			411			1,151			1,011			1,577
Cash and cash equivalents from discontinued operations at beginning of period	1			4			7			1			3
Cash and cash equivalents at beginning of period	1,012			415			1,158			1,012			1,580
Cash and cash equivalents from continuing operations at end of period	411			485			1,117			485			1,117
Cash and cash equivalents from discontinued operations at end of period	4			7			4			7			4
Cash and cash equivalents at end of period	$	415		$	492		$	1,121		$	492		$	1,121
Cash paid (received) during the year for:
Interest, net of amount capitalized	$	133		$	92		$	58		$	225		$	172
Income taxes	$	(13	)	$	(12	)	$	4		$	(25	)	$	5
Noncash investing and financing activities:
Equity issued as consideration for our merger with Plum Creek	$	6,383		$	—		$	—		$	6,383		$	—

Page 4 of 10

Weyerhaeuser Company							Total Company Statistics
Q2.2016 Analyst Package
Preliminary results (unaudited)
Selected Total Company Items
in millions	Q1			Q2						Year-to-date
	March 31, 2016			June 30, 2016			June 30, 2015			June 30, 2016			June 30, 2015
Pension and postretirement costs:
Pension and postretirement costs allocated to business segments	$	7		$	8		$	9		$	15		$	19
Pension and postretirement credits not allocated	(12		)	(10		)	(3		)	(22		)	(6		)
Accelerated pension costs included in Plum Creek merger-related costs (not allocated)	5			—			—			5			—
Total pension and postretirement costs for continuing operations	—			(2		)	6			(2		)	13
Pension and postretirement service costs directly attributable to discontinued operations	4			3			5			7			8
Total company pension and postretirement costs	$	4		$	1		$	11		$	5		$	21
Cash spent for capital expenditures for continuing operations	$	(51	)	$	(89	)	$	(77	)	$	(140	)	$	(139	)

Page 5 of 10

Weyerhaeuser Company		Timberlands Segment
Q2.2016 Analyst Package
Preliminary results (unaudited)
Segment Statement of Operations
in millions		Q1.2016			Q2.2016			Q2.2015			YTD.2016			YTD.2015
Sales to unaffiliated customers		$	387		$	471		$	328		$	858		$	651
Intersegment sales		222			193			187			415			415
Total net sales		609			664			515			1,273			1,066
Cost of products sold		459			509			383			968			778
Gross margin		150			155			132			305			288
Selling expenses		1			2			1			3			3
General and administrative expenses		28			32			19			60			40
Research and development expenses		4			4			4			8			7
Other operating income, net		(12		)	(8		)	(9		)	(20		)	(18		)
Operating income and Net contribution to earnings		$	129		$	125		$	117		$	254		$	256
Adjusted Earnings before Interest, Tax, Depreciation, Depletion and Amortization*
in millions		Q1.2016			Q2.2016			Q2.2015			YTD.2016			YTD.2015
Operating income		$	129		$	125		$	117		$	254		$	256
Depreciation, depletion and amortization		70			95			51			165			104
Adjusted EBITDA*		$	199		$	220		$	168		$	419		$	360
*See definition of Adjusted EBITDA (a non-GAAP measure) on page 2.
Selected Segment Items
		Q1.2016			Q2.2016			Q2.2015			YTD.2016			YTD.2015
Total decrease (increase) in working capital (1)		$	(53	)	$	28		$	52		$	(25	)	$	26
Cash spent for capital expenditures		$	(20	)	$	(31	)	$	(17	)	$	(51	)	$	(41	)
(1) Working capital does not include cash balances. Represents the change in combined working capital of Timberlands and Real Estate & ENR.
Segment Statistics(2)
		Q1.2016			Q2.2016			Q2.2015			YTD.2016			YTD.2015
Third Party  Net Sales (millions)	Delivered logs:
	West	$	215		$	232		$	221		$	447		$	431
	South	101			154			58			255			116
	North	13			19			—			32			—
	Other	7			7			3			14			11
	Total delivered logs	336			412			282			748			558
	Stumpage and pay-as-cut timber	15			23			10			38			14
	Products from international operations	16			21			25			37			49
	Recreational and other lease revenue	6			8			5			14			11
	Other revenue	14			7			6			21			19
	Total	$	387		$	471		$	328		$	858		$	651
Delivered Logs Third Party Sales Realizations (per ton)	West	$	100.71		$	98.21		$	100.00		$	99.39		$	102.08
	South	$	36.39		$	35.54		$	36.98		$	35.87		$	37.02
	North	$	59.31		$	65.43		$	—		$	62.95		$	—
	International	$	15.73		$	23.29		$	20.53		$	18.59		$	19.17
Delivered Logs Third Party Sales Volumes (tons, thousands)(3)	West	2,133			2,363			2,207			4,496			4,215
	South	2,781			4,340			1,582			7,121			3,137
	North	210			292			—			502			—
	International	146			89			197			235			362
	Other	169			169			61			338			257
Fee Harvest Volumes (tons, thousands)(3)	West	2,801			2,980			2,662			5,781			5,419
	South	5,030			7,061			3,559			12,091			6,900
	North	260			454			—			714			—
	International	299			248			242			547			505
	Other	—			181			—			181			—
(2) The Western region includes Washington and Oregon. The Southern region includes Virginia, North Carolina, South Carolina, Florida, Georgia, Alabama, Mississippi, Louisiana, Arkansas, Texas and Oklahoma. The Northern region includes West Virginia, Maine, New Hampshire, Vermont, Michigan, Wisconsin and Montana. Other includes our Canadian operations and managed Twin Creeks operations.
(3) Beginning in first quarter 2016, we report log sales and fee harvest volumes in tons. Prior period volumes have been converted from cubic meters to tons using annualized 2015 conversion factors as follows: West: 1.056 m3 = 1 ton South: 0.818 m3 = 1 ton Canada (in Other): 1.244 m3 = 1 ton International: 0.907 m3 = 1 ton

Page 6 of 10

Weyerhaeuser Company							Real Estate, Energy and Natural Resources Segment
Q2.2016 Analyst Package
Preliminary results (unaudited)
Segment Statement of Operations
in millions		Q1.2016		Q2.2016			Q2.2015			YTD.2016			YTD.2015
Total net sales		$	39	$	38		$	13		$	77		$	47
Cost of products sold		20		19			2			39			12
Gross margin		19		19			11			38			35
Selling expenses		—		—			—			—			—
General and administrative expenses		4		8			2			12			3
Charges for integration, restructuring, closures and asset impairments		—		1			—			1			—
Other operating income, net		—		(2		)	(1		)	(2		)	(1		)
Operating income		15		12			10			27			33
Equity earnings (loss) from joint ventures(1)		—		—			—			—			—
Net contribution to earnings		$	15	$	12		$	10		$	27		$	33
(1) Equity earnings (loss) from joint ventures attributed to the Real Estate and ENR segment are generated from our investments in our real estate development ventures.
Adjusted Earnings before Interest, Tax, Depreciation, Depletion and Amortization*
in millions		Q1.2016		Q2.2016			Q2.2015			YTD.2016			YTD.2015
Operating income		$	15	$	12		$	10		$	27		$	33
Depreciation, depletion and amortization		2		3			—			5			—
Basis of real estate sold		17		13			1			30			11
Adjusted EBITDA*		$	34	$	28		$	11		$	62		$	44
*See definition of Adjusted EBITDA (a non-GAAP measure) on page 2.
Selected Segment Items
		Q1.2016		Q2.2016			Q2.2015			YTD.2016			YTD.2015
Cash spent for capital expenditures		$	—	$	(1	)	$	—		$	(1	)	$	—
Segment Statistics
		Q1.2016		Q2.2016			Q2.2015			YTD.2016			YTD.2015
Net Sales (millions)	Real Estate	$	30	$	26		$	8		$	56		$	35
	Energy and natural resources	9		12			5			21			12
	Total	$	39	$	38		$	13		$	77		$	47
Acres sold	Real Estate	15,225		10,020			1,220			25,245			15,595
Price per acre	Real Estate	$	1,980	$	2,555		$	4,490		$	2,210		$	2,025

Page 7 of 10

Weyerhaeuser Company								Wood Products Segment
Q2.2016 Analyst Package
Preliminary results (unaudited)
Segment Statement of Operations
in millions		Q1.2016			Q2.2016			Q2.2015			YTD.2016			YTD.2015
Sales to unaffiliated customers		$	979		$	1,146		$	1,004		$	2,125		$	1,927
Intersegment sales		22			22			22			44			41
Total net sales		1,001			1,168			1,026			2,169			1,968
Cost of products sold		862			957			903			1,819			1,732
Gross margin		139			211			123			350			236
Selling expenses		22			20			23			42			46
General and administrative expenses		27			30			26			57			53
Research and development expenses		1			—			1			1			1
Restructuring, closures and impairment		1			4			—			5			—
Other operating costs, net		1			1			2			2			3
Operating income and Net contribution to earnings		$	87		$	156		$	71		$	243		$	133
Adjusted Earnings before Interest, Tax, Depreciation, Depletion and Amortization*
in millions		Q1.2016			Q2.2016			Q2.2015			YTD.2016			YTD.2015
Operating income		$	87		$	156		$	71		$	243		$	133
Depreciation, depletion and amortization		30			33			27			63			53
Adjusted EBITDA*		$	117		$	189		$	98		$	306		$	186
*See definition of Adjusted EBITDA (a non-GAAP measure) on page 2.
Selected Segment Items
		Q1.2016			Q2.2016			Q2.2015			YTD.2016			YTD.2015
Total decrease (increase) in working capital (1)		$	(132	)	$	35		$	42		$	(97	)	$	(57	)
Cash spent for capital expenditures		$	(29	)	$	(52	)	$	(60	)	$	(81	)	$	(97	)
(1) Working capital does not include cash balances.
Segment Statistics
in millions, except for third-party sales realizations		Q1.2016			Q2.2016			Q2.2015			YTD.2016			YTD.2015
Structural Lumber (board feet)	Third party net sales	$	419		$	498		$	450		$	917		$	884
	Third party sales realizations	$	364		$	399		$	383		$	382		$	393
	Third party sales volumes (2)	1,152			1,249			1,175			2,401			2,250
	Production volumes	1,129			1,205			1,087			2,334			2,130
Engineered Solid Section (cubic feet)	Third party net sales	$	109		$	115		$	113		$	224		$	207
	Third party sales realizations	$	1,971		$	1,922		$	2,032		$	1,946		$	2,001
	Third party sales volumes (2)	5.5			6.0			5.6			11.5			10.4
	Production volumes	5.6			5.9			5.6			11.5			10.6
Engineered I-joists (lineal feet)	Third party net sales	$	66		$	73		$	76		$	139		$	137
	Third party sales realizations	$	1,507		$	1,471		$	1,502		$	1,488		$	1,506
	Third party sales volumes (2)	44			50			50			94			91
	Production volumes	46			46			48			92			91
Oriented Strand Board (square feet 3/8')	Third party net sales	$	163		$	182		$	147		$	345		$	284
	Third party sales realizations	$	214		$	240		$	191		$	227		$	193
	Third party sales volumes (2)	759			761			771			1,520			1,471
	Production volumes	749			733			700			1,482			1,404
Softwood Plywood (square feet 3/8')	Third party net sales	$	35		$	50		$	36		$	85		$	69
	Third party sales realizations	$	317		$	382		$	354		$	352		$	360
	Third party sales volumes (2)	110			131			101			241			190
	Production volumes	88			111			63			199			124
(2) Volumes include sales of internally produced products and products purchased for resale primarily through our distribution business.

Page 8 of 10

Weyerhaeuser Company							Unallocated Items
Q2.2016 Analyst Package
Preliminary results (unaudited)
Unallocated items are gains or charges not related to or allocated to an individual operating segment. They include a portion of items such as: share-based compensation, pension and postretirement costs, foreign exchange transaction gains and losses associated with financing and the elimination of intersegment profit in inventory, equity earnings from our Timberland Venture, and the LIFO reserve.
Contribution to Earnings
in millions	Q1.2016			Q2.2016			Q2.2015			YTD.2016			YTD.2015
Unallocated corporate function expenses	$	(17	)	$	(24	)	$	(16	)	$	(41	)	$	(34	)
Unallocated share-based compensation	(2		)	1			1			(1		)	4
Unallocated pension & postretirement credits	12			10			3			22			6
Foreign exchange gains (losses)	13			1			9			14			(20		)
Elimination of intersegment profit in inventory and LIFO	(6		)	(2		)	18			(8		)	4
Gain on sale of non-strategic asset	36			8			—			44			—
Charges for integration and restructuring, closures and asset impairments:
Plum Creek merger- and integration-related costs	(110		)	(8		)	—			(118		)	—
Other restructuring, closures and asset impairments	—			(1		)	—			(1		)	(14		)
Other	(4		)	(20		)	(13		)	(24		)	(18		)
Operating income (loss)	(78		)	(35		)	2			(113		)	(72		)
Equity earnings from joint venture (1)	5			7			—			12			—
Interest income and other	9			10			9			19			18
Net contribution to earnings	$	(64	)	$	(18	)	$	11		$	(82	)	$	(54	)
(1) Equity earnings from joint venture included in Unallocated Items is generated from our investment in our timberland venture.
Adjusted Earnings before Interest, Tax, Depreciation, Depletion and Amortization*
in millions	Q1.2016			Q2.2016			Q2.2015			YTD.2016			YTD.2015
Operating income (loss)	$	(78	)	$	(35	)	$	2		$	(113	)	$	(72	)
Depreciation, depletion and amortization	2			2			2			4			7
Non-operating pension and postretirement credits	(12		)	(10		)	(3		)	(22		)	(6		)
Special items	74			19			—			93			13
Adjusted EBITDA*	$	(14	)	$	(24	)	$	1		$	(38	)	$	(58	)
*See definition of Adjusted EBITDA (a non-GAAP measure) on page 2.
Unallocated Special Items Included in Net Contribution to Earnings (Pre-Tax)
	Q1.2016			Q2.2016			Q2.2015			YTD.2016			YTD.2015
Plum Creek merger- and integration-related costs	(110		)	(8		)	—			(118		)	—
Gain on sale of non-strategic asset	36			—			—			36			—
Legal expense	—			(11		)	—			(11		)	—
Restructuring, impairments and other charges	—			—			—			—			(13		)
Total	$	(74	)	$	(19	)	$	—		$	(93	)	$	(13	)
Unallocated Selected Items
	Q1.2016			Q2.2016			Q2.2015			YTD.2016			YTD.2015
Cash spent for capital expenditures	$	(2	)	$	(5	)	$	—		$	(7	)	$	(1	)

Page 9 of 10

Weyerhaeuser Company								Discontinued Operations
Q2.2016 Analyst Package
Preliminary results (unaudited)
Discontinued operations consist of our Cellulose Fibers businesses, which were previously disclosed as a separate reportable business segment.
Discontinued Operations Statement of Operations
in millions		Q1.2016			Q2.2016			Q2.2015			YTD.2016			YTD.2015
Total net sales		$	430		$	456		$	467		$	886		$	914
Costs of products sold		386			374			417			760			809
Gross margin		44			82			50			126			105
Selling expenses		4			3			4			7			7
General and administrative expenses		9			8			8			17			16
Research and development expenses		1			2			1			3			3
Charges for integration and restructuring, closures and asset impairments		6			25			—			31			—
Other operating income, net		(9		)	(10		)	(6		)	(19		)	(14		)
Operating income		33			54			43			87			93
Equity loss from joint venture		(2		)	(1		)	(7		)	(3		)	(13		)
Interest expense, net of capitalized interest		(2		)	(1		)	(3		)	(3		)	(4		)
Earnings from discontinued operations before income taxes		29			52			33			81			76
Income taxes		(9		)	(14		)	(14		)	(23		)	(24		)
Net earnings from discontinued operations		$	20		$	38		$	19		$	58		$	52
Discontinued Operations Selected Items
in millions		Q1.2016			Q2.2016			Q2.2015			YTD.2016			YTD.2015
Depreciation, depletion and amortization		$	38		$	15		$	38		$	53		$	77
Cash spent for capital expenditures		$	(22	)	$	(12	)	$	(31	)	$	(34	)	$	(58	)
Discontinued Operations Statistics
		Q1.2016			Q2.2016			Q2.2015			YTD.2016			YTD.2015
Pulp (air-dry metric tons)	Third party net sales (millions)	$	351		$	350		$	368		$	701		$	728
	Third party sales realizations	$	755		$	762		$	823		$	758		$	838
	Third party sales volumes (thousands)	464			460			448			924			869
	Production volumes (thousands)	457			454			422			911			864
Liquid Packaging Board (metric tons)	Third party net sales (millions)	$	67		$	85		$	84		$	152		$	158
	Third party sales realizations	$	1,068		$	1,127		$	1,218		$	1,100		$	1,206
	Third party sales volumes (thousands)	63			76			69			139			131
	Production volumes (thousands)	64			65			64			129			124

Page 10 of 10