Latham & Watkins Advises PotlatchDeltic in All-Stock Merger of Equals With Rayonier
Rayonier (NYSE: RYN) and PotlatchDeltic (Nasdaq: PCH) announced they have entered into a definitive agreement to combine in an all-stock merger of equals, creating a leading domestic land resources owner and top-tier lumber manufacturer. The combined company will have a diversified timberland portfolio comprising approximately 4.2 million acres and an efficient and scalable wood products manufacturing business with 1.2 billion board feet of lumber capacity and 150 million square feet of plywood capacity. The transaction is expected to close in late first quarter or early second quarter of 2026.
The combined company is expected to have a pro forma equity market capitalization of US$7.1 billion and a total enterprise value of US$8.2 billion, including US$1.1 billion of net debt. Upon completion of the transaction, the combined company will become the second-largest publicly traded timber and wood products company in North America.
Latham & Watkins LLP represented PotlatchDeltic in the transaction with a corporate M&A team led by Bay Area partners Tad Freese and Tessa Bernhardt, and Orange County partner Darren Guttenberg, with associates Bryan Warner, Rebecca Dixon, Cameron Koob, Alice Han, and assistance from Judy Shamshikh. Advice was also provided on antitrust matters by Bay Area partner Joshua Holian and New York/Washington, D.C. counsel Jamie Sadler, with associates Suhansi Dilmini Perera and Sim Singh Sadhra; on executive compensation and employee benefits matters by Bay Area partner Ashley Wagner, with associate Jennifer Lin; on finance matters by New York/Los Angeles partner Nathan Whitaker, with associate Samantha Hehir; on commercial transactions matters by Bay Area counsel Arielle Singh, with associates Amy Tosi, Tyler Israel, Ece Gonulal, and Claire Jensen; on securities and capital markets matters by Washington, D.C. partner Michele Anderson and Los Angeles/New York partner Lewis Kneib, with counsel Devon MacLaughlin and associates Eric Finkelberg and Edwin Jesus Gonzalez; on tax matters by Los Angeles partner Ana G. O'Brien, with counsel William Kessler; on energy/environmental regulatory matters by Los Angeles/Houston partner Joshua Marnitz, with associate Brandon Kerns; on real estate matters by Los Angeles partner Meghan Cocci and Orange County partner Hilary Strong, with associates Kimberly Legate-Ford and Adrianna Robakowski; and on privacy and cybersecurity matters by Bay Area partner Robert Blamires, with associate Kathryn Parsons-Reponte.