Weyerhaeuser 10-K 2015-12-31

Filed 2016-02-17. 1 sections, 486K characters. Original on sec.gov · Markdown · JSON

What changed since the 2014-12-31 10-KNew, removed and reworded risk factor headings, then every item sentence by sentence.

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10-K 1 wy-123115x10k.htm 10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE FISCAL YEAR ENDED DECEMBER 31, 2015

or

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM TO

COMMISSION FILE NUMBER 1-4825

WEYERHAEUSER COMPANY

A WASHINGTON CORPORATION

91-0470860

(IRS EMPLOYER IDENTIFICATION NO.)

33663 WEYERHAEUSER WAY SOUTH, FEDERAL WAY, WASHINGTON 98063-9777 TELEPHONE (253) 924-2345

SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:

TITLE OF EACH CLASSNAME OF EACH EXCHANGE ON WHICH REGISTERED:
Common Shares ($1.25 par value)Chicago Stock Exchange
New York Stock Exchange
6.375% Mandatory Convertible Preference Shares, Series A ($1.00 par value)New York Stock Exchange

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. [X] Yes [ ] No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. [ ] Yes [X] No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. [X] Yes [ ] No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). [X] Yes [ ] No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer [X] Accelerated filer [ ] Non-accelerated filer [ ] Smaller reporting company [ ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). [ ] Yes [X] No

As of June 30, 2015, the aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was $16.0 billion based on the closing sale price as reported on the New York Stock Exchange Composite Price Transactions.

As of January 29, 2016, 510,492,965 shares of the registrant’s common stock ($1.25 par value) were outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Notice of 2016 Annual Meeting of Shareholders and Proxy Statement for the company’s Annual Meeting of Shareholders to be held May 20, 2016, are incorporated by reference into Part II and III.

WEYERHAEUSER COMPANY > 2015 ANNUAL REPORT AND FORM 10-K

TABLE OF CONTENTS

PART I
ITEM 1.OUR BUSINESS1
WE CAN TELL YOU MORE1
WHO WE ARE1
• REAL ESTATE INVESTMENT TRUST (REIT) ELECTION1
• PENDING MERGER WITH PLUM CREEK1
• OUR BUSINESS SEGMENTS1
• EFFECT OF MARKET CONDITIONS2
• COMPETITION IN OUR MARKETS2
• SALES OUTSIDE THE U.S.2
• OUR EMPLOYEES2
WHAT WE DO2
• TIMBERLANDS2
• WOOD PRODUCTS11
• CELLULOSE FIBERS14
EXECUTIVE OFFICERS OF THE REGISTRANT17
NATURAL RESOURCE AND ENVIRONMENTAL MATTERS18
• REGULATIONS AFFECTING FORESTRY PRACTICES18
• ENDANGERED SPECIES PROTECTIONS18
• FOREST CERTIFICATION STANDARDS19
• WHAT THESE REGULATIONS AND CERTIFICATION PROGRAMS MEAN TO US19
• CANADIAN ABORIGINAL RIGHTS19
• POLLUTION-CONTROL REGULATIONS19
• ENVIRONMENTAL CLEANUP20
• REGULATION OF AIR EMISSIONS IN THE U.S.20
• REGULATION OF AIR EMISSIONS IN CANADA21
• REGULATION OF AIR EMISSIONS IN POLAND AND URUGUAY21
• REGULATION OF WATER21
• POTENTIAL CHANGES IN POLLUTION REGULATION22
FORWARD-LOOKING STATEMENTS23
ITEM 1A.RISK FACTORS24
RISKS RELATED TO OUR INDUSTRIES AND BUSINESS24
• MACROECONOMIC CONDITIONS24
• COMMODITY PRODUCTS24
• INDUSTRY SUPPLY OF LOGS, WOOD PRODUCTS AND PULP24
• HOMEBUILDING MARKET AND ECONOMIC RISKS24
• CAPITAL MARKETS25
• CHANGES IN CREDIT RATINGS[2

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