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SHAREHOLDERS' INTEREST
12 Months Ended
Dec. 31, 2018
SHAREHOLDERS' INTEREST
SHAREHOLDERS’ INTEREST
This note provides details about:
preferred and preference shares,
common shares,
share-repurchase programs and
accumulated other comprehensive loss
PREFERRED AND PREFERENCE SHARES
We had no preferred shares outstanding at the end of 2018 or 2017. We have authorization to issue 7 million preferred shares with a par value of $1.00 per share.
On June 24, 2013, we issued 13.8 million of our 6.375 percent Mandatory Convertible Preference Shares, Series A, par value $1.00 and liquidation preference of $50.00 per share, for net proceeds of $669 million.
On July 1, 2016, all outstanding 6.375 percent Mandatory Convertible Preference Shares, Series A (Preference Shares) converted into Weyerhaeuser common shares at a rate of 1.6929 Weyerhaeuser common shares per Preference Share. The company issued a total of 23.2 million Weyerhaeuser common shares in conjunction with the conversion, based on 13.7 million Preference Shares outstanding as of the conversion date.
In accordance with the terms of the Preference Shares, the number of Weyerhaeuser common shares issuable on conversion was determined based on the average volume weighted average price of $29.54 for Weyerhaeuser common shares over the 20-trading-day period beginning June 1, 2016, and ending on June 28, 2016.
COMMON SHARES
The number of common shares we have outstanding changes when:
new shares are issued,
stock options are exercised,
restricted stock units or performance share units vest,
stock-equivalent units are paid out,
shares are tendered,
shares are repurchased or
shares are canceled.
Reconciliation of Our Common Share Activity
SHARES IN THOUSANDS
  
2018

2017

2016

Outstanding at beginning of year
755,223

748,528

510,483

Issuance from merger with Plum Creek (Note 5)


278,887

Stock options exercised
2,026

5,970

2,571

Issued for restricted stock units
466

605

840

Issued for performance shares
86

120

219

Preference shares converted to common


23,345

Repurchased
(11,410
)

(67,817
)
Outstanding at end of year
746,391

755,223

748,528


SHARE REPURCHASE PROGRAMS
In November 2015, our board of directors approved a share repurchase program under which we were authorized to repurchase up to $2.5 billion of outstanding shares subsequent to the closing of our merger with Plum Creek (the 2016 Repurchase Program). Transaction fees incurred for repurchases are not counted as use of funds authorized for repurchases under the 2016 Share Repurchase Authorization. During 2016, we repurchased 68 million shares of common stock for $2 billion under the 2016 Repurchase Program.
We did not repurchase any shares of common stock during 2017. As of December 31, 2017, we had remaining authorization of $500 million for future stock repurchases.
During 2018, we repurchased 11 million shares of common stock for $366 million (including transaction fees), under the 2016 Repurchase Program. As of December 31, 2018, we had remaining authorization of $135 million for future stock repurchases.
On February 7, 2019, our board of directors terminated the 2016 Repurchase Program and approved a new share repurchase program (the 2019 Repurchase Program) under which we are authorized to repurchase up to $500 million of outstanding shares.
All common stock purchases under the 2016 Repurchase Programs were made in open-market transactions.
We record share repurchases upon trade date as opposed to the settlement date when cash is disbursed. We record a liability to account for repurchases that have not been cash settled. There were no unsettled repurchases as of December 31, 2018, or December 31, 2017.

 
ACCUMULATED OTHER COMPREHENSIVE LOSS
Changes in amounts included in our accumulated other comprehensive loss by component are:
DOLLAR AMOUNTS IN MILLIONS
 
 
PENSION
OTHER POSTRETIREMENT BENEFITS
 
 
  
Foreign currency translation adjustments
Actuarial loss
Prior service cost
Actuarial loss
Prior service credit
Unrealized gains on available-for-sale securities
Total
Ending balance as of December 31, 2016
$
232

$
(1,651
)
$
(9
)
$
(67
)
$
29

$
7

$
(1,459
)
Other comprehensive income (loss) before reclassifications (1)
32

(280
)
(2
)
14


2

(234
)
Amounts reclassified from accumulated other comprehensive income (loss) to earnings(1)(2)

129

3

5

(6
)

131

Total other comprehensive income (loss)
32

(151
)
1

19

(6
)
2

(103
)
Ending balance as of December 31, 2017
264

(1,802
)
(8
)
(48
)
23

9

(1,562
)
Other comprehensive income (loss) before reclassifications (1)
(54
)
393

(5
)
12

1


347

Amounts reclassified from accumulated other comprehensive income (loss) to earnings(1)(2)(3)

322

3

6

(6
)

325

Total other comprehensive income (loss)
(54
)
715

(2
)
18

(5
)

672

Reclassification of certain tax effects due to tax law changes(4)

(245
)
(1
)
(12
)
5


(253
)
Reclassification of accumulated unrealized gains on available-for-sale securities(5)





(9
)
(9
)
Net amounts reclassified from accumulated other comprehensive loss to retained earnings

(245
)
(1
)
(12
)
5

(9
)
(262
)
Ending balance as of December 31, 2018
210

(1,332
)
(11
)
(42
)
23


(1,152
)
(1) Amounts are presented net of tax.
(2) Amounts of actuarial loss and prior service (cost) credit are components of net periodic benefit cost (credit). See Note: 10: Pension and Other Postretirement Benefit Plans.
(3) Amounts include a settlement charge totaling $200 million related to our U.S. qualified pension plan for the year ended December 31, 2018. See Note: 10: Pension and Other Postretirement Benefit Plans for further detail.
(4)  We reclassified certain tax effects from tax law changes of $253 million from "Accumulated other comprehensive loss" to "Retained earnings" on our Consolidated Balance Sheet in accordance with ASU 2018-02. See Note 1: Summary of Significant Accounting Policies.
(5)  We reclassified accumulated unrealized gains from available-for-sale securities of $9 million from "Accumulated other comprehensive loss" to "Retained earnings" on our Consolidated Balance Sheet in accordance with ASU 2016-01. See Note 1: Summary of Significant Accounting Policies.