RAYONIER TRS HOLDINGS INC. PURCHASE AGREEMENTPurchase Agreement • August 12th, 2009 • Rayonier Inc • Real estate investment trusts • New York
RAYONIER TRS HOLDINGS INC., as ISSUER, RAYONIER INC., as GUARANTOR, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A, AS TRUSTEE 4.50% SENIOR EXCHANGEABLE NOTES DUE 2015 INDENTURE DATED AS OF AUGUST 12, 2009Rayonier Inc • August 12th, 2009 • Real estate investment trusts • New York
THIS INDENTURE, dated as of August 12, 2009, is among RAYONIER TRS HOLDINGS INC., a Delaware corporation (the “Company”), RAYONIER INC., a North Carolina corporation (the “Guarantor”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association, as trustee (in such capacity and not in its individual capacity, the “Trustee”).
RAYONIER TRS HOLDINGS INC. Unconditionally Guaranteed by Rayonier Inc. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 12th, 2009 • Rayonier Inc • Real estate investment trusts • New York
Rayonier TRS Holdings Inc., a Delaware corporation (the “Issuer”), proposes to issue and sell to Credit Suisse Securities (USA) LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated and J.P. Morgan Securities Inc. as Representatives of the initial purchasers set forth on Schedule A hereto (the “Initial Purchasers”), upon the terms set forth in a purchase agreement dated August 6, 2009 (the “Purchase Agreement”), $172,500,000 aggregate principal amount (which principal amount includes the $22,500,000 over-allotment option exercised by the Initial Purchasers in accordance with the Purchase Agreement) of its 4.50% Senior Exchangeable Notes due 2015 (the “Notes”), to be fully and unconditionally guaranteed (the “Guarantee”) by Rayonier Inc., a North Carolina corporation and parent of the Issuer (the “Guarantor”, and together with the Issuer, the “Company”). The Notes and the Guarantee are together referred to as the “Initial Securities”. The Initial Securities will be exchangeable into s
