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The Deal: Weyerhaeuser Pares Gains Following $2.65 Billion Longview Deal

"About two-thirds of the timberland's inventory is Douglas fir, which we have more than 100 years experience owning and managing," executive vice president Thomas F. Gideon added on the call.

Gideon said the acquired land will enhance the buyer's export prospects. "The highest quality logs are going to Japan, which represents more than 80% of our export market. The Japanese value the favorable properties of Douglas fir, including its size, its strength, its stiffness, its resistance to splitting and its ability to stay straight," he explained.

Longview Timber generated $43 million in Ebitda and investment distributions of about $20 million for the first quarter, said CFO Patricia Bedient on the call. Weyerhaeuser said it would realize about $20 million in annual synergies through the deal.

A committed senior unsecured bridge facility from Morgan Stanley will support the financing, Weyerhaeuser added. The buyer plans to raise up to $558 million through the sale of mandatory convertible preference shares and up to $884 million of common stock to finance its $2.4 billion acquisition of Longview Timber, according to Securities and Exchange Commission filings. In addition to the equity issuance, the company said it plans to raise $1.22 billion in debt and use $335 million in cash to pay for the acquisition. The convertible shares will be priced at $50 per share and total up to 11.5 million with an underwriter option. The common share offering will total up to 32.2 million if underwriters exercise the option.

Meanwhile, Weyerhaeuser said on the call the time was right for a strategic review of its homebuilding business because of improving economic conditions. Analysts had predicted a sale of this unit since at least November 2011, seeing it as noncore to Weyerhaeuser's role as a timber producer. A source put the value of the homebuilding unit at between $2.4 billion and $3.1 billion.

"[Weyerhaeuser Real Estate] owns or controls land and lots in southern California, Las Vegas, Washington D.C., Houston and Washington State," analyst Joshua Barber of Stifel, Nicolaus & Co. wrote in a Monday note. Homebuilder confidence is indeed increasing. The National Association of Home Builders/Wells Fargo Housing Market index surged to 52 in June from 44 in May, handily topping forecasts for 45, according to a report Monday. Longview didn't return calls Monday. Brookfield declined comment.
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