West Fraser
2024 Annual Report
2024 Annual Report | 1
Contents
Message From our President and CEO:
Delivering Results in Challenging Markets
2
Welcome to West Fraser
4
About West Fraser
5
Business Strategy
5
Our Operations
6
Mill Spotlight
8
Our Products
10
Financial Highlights
12
Financial Performance
14
Management’s Discussion and Analysis
17
2024 Audited Statements
80
Consolidated Financial Statements
80
Appendix
126
Directors and Officers
127
Glossary of Key Terms
128
Forward-Looking Statements
128
Corporate Information
129
2024 Annual Report | 3
Our North American engineered wood products
segment, including oriented strand board (OSB) and
other wood-based panels such as plywood, delivered
strong performance in 2024, generating $744 million
in EBITDA. We continue ramping up production at our
Allendale, South Carolina, mill that started up in June
2023 and is anticipated to undergo an up to three-year
ramp-up curve. We expect our overall OSB platform to
be better and lower cost when the modern Allendale
facility is operating at targeted production levels.
In Europe, demand for our panel products continued to
be soft in 2024 and we expect a fairly measured market
recovery in the region over the near-term. However, we
also believe our well capitalized, low-cost engineered
wood products business remains well positioned, with
a leading market position in the U.K. and a strong
capability to serve European customers.
Across all our business segments, we are making
investments to reduce operating costs, including
energy. In October, our solar energy installation at our
New Boston, Texas, sawmill, came online, providing
an onsite source of power to deliver both cost savings
and environmental benefits that align with West Fraser’s
2030 GHG reduction targets.
Producing Responsibly
We are progressing with our sustainability strategy,
including advancing meaningful Indigenous Relations
through long-term fibre supply and forest management
agreements. A key milestone was the agreement signed
with Lake Babine Nation’s forestry company, targeting
long-term fibre supply for our mill in Smithers, B.C., and
recognizing the Nation’s role as the resource steward
in its traditional territory. These arrangements remain
subject to approval of the Government of B.C. which we
are hoping to receive in early 2025.
Advancements in resource management and
responsible sourcing include our Sustainable
Forest and Wood Procurement Policy implemented
in 2024. This policy provides a company-wide,
cohesive approach that outlines our principles for the
sustainable, responsible management of one of our
most valued resources: our forests.
Investing in People
We prioritize the health and well-being of our
employees. In 2024, we launched corporate-wide
health and wellness initiatives, with a particular
focus on mental health. In May, we marked our first
West Fraser ‘Go Green Day’ to raise awareness and
encourage conversations to break down mental health
stigmas. Our support extended to the primarily rural
communities, in all regions where we operate, with
investments in national and local agencies to enhance
access to mental health resources for community
members in underserved areas.
Looking Ahead
I am incredibly proud of everything we accomplished in
2024 on a path to further strengthen West Fraser and
drive long-term shareholder value. I would like to thank
our Board of Directors for their strategic guidance, as
well as each of our nearly 10,000 employees whose
perseverance, diligence and commitment to our core
values – including teamwork and competitiveness –
defined our 2024 performance.
As we look to the future, we continue to focus on
new, innovative ways to lower cost and improve our
competitive position that ensures resilience in the
face of market uncertainties and commodity price
fluctuations. We remain committed to this continuous
improvement and meeting the evolving needs of our
customers while delivering value for our shareholders.
Sean McLaren
President and Chief Executive Officer
West Fraser strives to be the premier renewable
wood products producer in the world. Our strategy
is to focus on being low cost while maintaining a
strong balance sheet and reinvesting in our mills
to ensure we remain competitive throughout the
business cycle.
In 2024, West Fraser faced challenging North American
lumber markets while demand for our engineered wood
products in North America remained more robust.
West Fraser achieved 2024 sales of nearly $6.2 billion
and Adjusted EBITDA1 of $673 million, representing
11% of sales. Our capital allocation strategy saw
$487 million of capex invested back into the business
and we returned significant capital to shareholders,
paying $101 million in dividends and repurchasing
$140 million of our shares. We closed out the year
with nearly $1.7 billion in available liquidity, positioning
us to continue to invest in our company and to take
advantage of opportunities in 2025 and beyond.
Advancing our Safety Culture
Everything we do begins with our commitment to the
health and safety of our people and those working at
our sites. In 2024, we achieved the lowest recorded
rates of overall hand injuries and saw a 33% decrease
in life-altering injuries.
Notwithstanding these improvements, we also saw an
increase in our serious injuries rate and a contractor
was fatally injured in March 2024 at one of our Canadian
operations. While the learnings from the investigation
of that incident have been widely shared and new
contractor safety practices embedded in the company,
the tragic incident serves as a stark reminder that
safety must remain at the forefront of everything we do.
The most important job we have in West Fraser is to
make sure that we drive improvement in every facet of
our safety systems and culture that enables everyone
on our sites to go home healthy and safe every day.
Further improving our safety program remains our
top priority in 2025.
Building the Value of our Company
Over 2024, we continued optimizing our asset
portfolio, completing the divestiture of three of our
four pulp mills. A strategic performance review of our
North American lumber segment led to the indefinite
curtailment of two sawmills and the permanent closure
of two others due to regional constraints in accessing
economically viable fibre and a weak commodity
price environment.
These actions improve our company for the long-term
and align with our strategic vision by transitioning
production to lower-cost mills – that not only
operate with better long-term fibre supply but where
modernization-focused capital investments have been
concentrated.
A Leading Lumber and Engineered Wood Producer
Despite near-term challenges, we remain optimistic
about the long-term outlook for lumber, given the
projected demand for the North American housing
market. Our access to economical fibre, strategic
proximity to key market centres and the geographic
diversification of our production position us well to meet
future demand. In 2024, 48% of West Fraser lumber
was produced in the U.S. South, 30% in Alberta and
22% in British Columbia.
We continued executing our modernization strategy in
2024, focusing on safety, productivity, reliability and
environmental performance. Construction is nearing
completion at our $275 million redevelopment project
at our Henderson, Texas site, with start-up expected in
summer 2025.
1) Adjusted EBITDA is a Non-GAAP financial measure. Refer to the “Non-GAAP
and other specified financial measures” section of our 2024 MD&A included
in this Annual Report.
Message From our President and CEO: Delivering Results in Challenging Markets
2024 Annual Report | 5
We make renewable wood‑based building products for
the world, contributing to a more sustainable future.
West Fraser was founded 70 years ago in Quesnel,
British Columbia, by three brothers — Sam, Bill and
Pete Ketcham — who pooled their resources to buy
a small planing mill with 12 employees.
Today, West Fraser is one of the world’s largest
producers of renewable wood-based building products.
With more than 50 facilities in Canada, the United
States, the United Kingdom and Europe, West Fraser
produces lumber, engineered wood products (oriented
strand board, laminated veneer lumber, medium‑density
fibreboard, plywood and particleboard), pulp,
newsprint, wood chips and other residuals, while
promoting sustainable practices across its operations.
West Fraser’s products are used in home construction,
repair and remodelling, industrial applications, papers
and tissue.
We aim to develop and maintain:
• Excellence in performance and people
• Leadership in our field
• Challenge and satisfaction
• Responsibility in communities in which we work
• Profitability
• Growth
About West Fraser
Welcome to
West Fraser
Business Strategy
Our business strategy focuses on profitability and
excellence in people, driven by three key elements.
Focusing on being low cost
Makes us competitive against other producers.
This means always working as a team and finding
innovative ways to control and reduce our costs.
Maintaining a strong balance sheet
Ensures we remain well‑positioned to pursue
opportunities to grow.
Reinvesting our profits into the business
Strengthens our operations for long-term
business sustainability.
2024 Annual Report | 7
Quesnel
Vancouver
British
Columbia
Alberta
Edmonton
Toronto
Ontario
Minnesota
Quebec
Memphis
Greenville
Texas
Arkansas
Louisiana
Mississippi
Tennessee
Alabama
Florida
Georgia
South
Carolina
North
Carolina
Cowie
United
Kingdom
Belgium
Locations
Corporate Office
Lumber
OSB
MDF, Particleboard
Plywood
Veneer & LVL
Pulp & Newsprint
32
Lumber
Mills
15
OSB Mills
9
Engineered
Wood Mills
2
Pulp &
Newsprint Mills
~10,000
Employees
Our Operations
50+
facilities in Canada, the
United States, the United
Kingdom and Europe
West Fraser as of Dec 31, 2024
2024 Annual Report | 9
Mill Spotlight
West Fraser operates over 50 world‑class
facilities, each committed to safety, efficiency,
reliability and environmental responsibility.
We’re proud to highlight our Allendale OSB
mill and our dedicated employees for their
contributions to delivering high‑quality OSB
products to meet our customers’ diverse needs.
Located in Fairfax, South Carolina, the
Allendale OSB mill has been in the West
Fraser family since it was acquired in
December 2021. Upon purchase, West
Fraser began a capital modernization
program of ~$80 million to upgrade the
facility. It had been idled by the previous
owner since 2019. Start up began in June
2023 and the mill is on track for its up to
three-year, ramp up period.
Once fully optimized, West Fraser
envisions Allendale being one of the
lowest cost mills in the company’s OSB
portfolio, reinforcing our commitment to
operational excellence and a competitive
market position.
700 MMsf
Capacity (3/8 basis)
135
Employees
LVL Header
Framing
Lumber
OSB Webstock
Decking
(Treated Lumber)
Roof Trusses
(Framing Lumber)
Rimboard
Roof Sheathing
(OSB / Plywood)
Lumber Plates
Wall Sheathing
(OSB / Plywood)
Sub-Flooring
(OSB / Plywood)
MDF
(Trim & Cabinets)
2024 Annual Report | 11
Our Wood Products
Spruce Pine Fir (SPF) is a species
mix that includes Engelmann
spruce, white spruce, hybrid
white spruce, lodgepole pine
and subalpine fir. This lumber is
lightweight, easily worked, takes
paint well, holds nails well and
exhibits small knots.
Plywood is made from multiple
layers, or ply, of softwood veneer
glued together with the grain of
each layer perpendicular to adjacent
layers. Plywood panels have superior
dimensional stability, two-way
strength and stiffness properties and
an excellent strength-to-weight ratio.
Particleboard is a non-structural
engineered wood panel produced
by pressing recycled wood fibre to
create a product with a consistent,
pristine surface that caters to many
everyday applications such as
furniture or cabinets.
HiLine® Treated is wood pressure-
treated with a preservative that
uses innovative micronized pigment
technology to achieve a warm, natural
brown tone. Our advanced treatment
process, combined with a high-
quality, consistent substrate, delivers
exceptional value for a variety of
outdoor building applications.
Oriented Strand Board (OSB) is
a versatile structural wood panel.
Used in roofs, walls and floor
applications, OSB makes use of
wood that may not otherwise have
commercial value, which helps to
maximize forest utilization.
Medium-Density Fibreboard
(MDF) is an engineered
non‑structural wood panel
made from 100% western white
softwoods that have a consistent
light sandy colour. The purity and
long fibre allow the finishing to fit a
variety of interior applications.
Southern Yellow Pine (SYP),
known for its strength and
durability, grows in the southern
United States from Virginia
to Florida and west to Texas.
SYP lumber is a versatile product
used in a variety of applications.
Laminated Veneer Lumber (LVL)
is manufactured primarily for
structural framing in residential
and commercial construction.
LVL is made from rotary-peeled
veneers bonded together under
heat and pressure into large panels
that are cut into a range of widths.
From Frame to Finish
Whether building, finishing or renovating, our
renewable wood products offer the strength, beauty
and efficiency modern construction demands.
From structural components and roof sheathing to
decking and interior finishes, West Fraser provides
high-quality solutions for every part of the home.
Our Products
41+
41+45+45+6+6+8+8+X
2024 Annual Report | 13
Financial Highlights
Achieved
$6.2 b
in sales
Returned
$101 m
in dividends
Delivered
$673 m
Adjusted EBITDA,
representing 11% of sales
Available
$1.69 b
of liquidity at year-end,
including $641 m of cash
Invested
$487 m
in capital to maintain and
improve the business
Rated
Investment
Grade
by three leading rating agencies
Repurchased
$144 m
worth of shares
Why Wood
Wood products have lower embodied carbon compared
to many other building materials. Responsibly sourced
wood products provide additional climate benefits by
sequestering atmospheric carbon during tree growth.
The stored carbon in wood products, coupled with
sustainable forest management and appropriate
end‑of‑life management, all contribute to wood
products having a positive impact to climate.2
2024 Sales by Business Segment to External Customers
in millions of U.S. dollars. Percentages may not total 100% due to rounding.
$6.2 b
Total Sales
North American Engineered Wood Products
Pulp & Paper
Lumber
41%
$ 2,550
45%
$ 2,794
6%
$ 378
European Engineered Wood Products
7%
$ 453
2) Think Wood. (2022). Basics of wood’s carbon footprint (Fact Sheet No. 422-TW-0033). Think Wood. thinkwood.com
2024 Annual Report | 15
2024
2023
2022
2021
2020
Per common share (dollars)
Basic EPS
(0.06)
(2.01)
21.06
27.03
8.56
TSX Price range (CAD):
High
141.27
121.66
132.91
124.74
86.50
Low
100.84
88.61
89.95
73.30
21.60
Close
124.55
113.36
97.77
120.68
81.78
NYSE Price range:
High
102.40
91.44
102.96
97.59
n/a
Low
73.91
64.11
68.75
61.36
n/a
Close
86.55
85.58
72.29
95.36
n/a
Cash dividends declared per share
1.26
1.20
1.15
0.76
0.59
Shares outstanding at year-end ('000s)
79,988
81,721
83,555
105,929
68,679
Ratios
Return on capital employed
0%
-3%
28%
61%
25%
Net debt to capitalization
-6%
-5%
-9%
-16%
2%
Number of employees at year-end
9,689
10,771
11,056
10,928
8,115
Shipments
SPF Lumber (MMfbm)
2,835
2,711
2,705
3,176
3,214
SYP Lumber (MMfbm)
2,582
2,882
3,036
2,649
2,861
NA OSB (MMsf 3/8" basis)
6,629
6,380
6,006
5,674
—
EU OSB (MMsf 3/8" basis)
1,100
1,023
977
1,010
—
1. Export duties for 2024 are net of a $32 million expense related to the USDOC finalization of the duty rates for the AR5 POI dated January 1, 2022 to December 31, 2022.
Export duties for 2023 are net of a $62 million recovery related to the USDOC finalization of the duty rates for the AR4 POI dated January 1, 2021 to December 31, 2021.
Export duties for 2022 are net of a $81 million recovery related to the USDOC finalization of the duty rates for the AR3 POI dated January 1, 2020 to December 31, 2020.
Export duties for 2021 are net of a $55 million recovery related to the USDOC finalization of the duty rates for the AR2 POI dated January 1, 2019 to December 31, 2019.
Export duties for 2020 are net of a $95 million recovery related to the USDOC finalization of the duty rates for the AR1 POI dated April 28, 2017 to December 31, 2018.
2. Adjusted EBITDA is a non-GAAP financial measure. Refer to the “Non-GAAP and Other Specified Financial Measures” section of our 2024 Management’s Discussion
& Analysis for more information on this measure. Effective January 1, 2022, and for all comparative periods, export duties are no longer excluded from the definition of
Adjusted EBITDA.
3. Export duty deposits for 2022 include export duty receivable of $81 million for the AR3 POI dated January 1, 2020 to December 31, 2020.
Export duty deposits for 2021 include export duty receivable of $55 million for the AR2 POI dated January 1, 2019 to December 31, 2019.
Export duty deposits for 2020 include export duty receivable of $95 million for the AR1 POI dated April 28, 2017 to December 31, 2018.
SPF Lumber shipments
in MMfbm
SYP Lumber shipments
in MMfbm
NA OSB shipments
in MMsf 3/8" basis
EU OSB shipments
in MMsf 3/8" basis
4,000
3,000
5,250
2,000
1,000
0
2020
2021
2022
2023
2024
4,000
3,000
2,000
1,000
0
2020
2021
2022
2023
2024
7,000
3,500
1,750
0
2020
2021
2022
2023
2024
1,200
800
400
0
2020
2021
2022
2023
2024
Financial Performance
Five-Year Financial Review
(in millions of United States dollars, except where indicated)
2024
2023
2022
2021
2020
Earnings
Sales
6,174
6,454
9,701
10,518
4,373
Cost of product sold
(4,333)
(4,685)
(5,142)
(4,645)
(2,559)
Freight and other distribution costs
(815)
(894)
(963)
(846)
(529)
Export duties, net1
(72)
(8)
(18)
(146)
(57)
Amortization
(549)
(541)
(589)
(584)
(203)
Selling, general and administration
(282)
(307)
(365)
(312)
(185)
Equity-based compensation
(14)
(25)
(5)
(40)
(9)
Restructuring and impairment charges
(102)
(279)
(60)
—
—
Operating earnings
7
(284)
2,559
3,945
831
Finance income (expense), net
34
51
(3)
(45)
(27)
Other income (expense)
(2)
5
37
(2)
(14)
Tax recovery (provision)
(43)
61
(618)
(951)
(202)
Earnings
(5)
(167)
1,975
2,947
588
Adjusted EBITDA2
673
561
3,212
4,569
1,043
Cash flows from operating activities
661
525
2,207
3,552
968
Capital expenditures
487
477
477
635
180
Financial position
Current assets
1,837
2,377
2,749
3,217
1,336
PPE & timber licenses
4,200
4,211
4,333
4,468
2,029
Goodwill & other intangibles
2,180
2,307
2,358
2,440
591
Export duty deposits3
408
377
354
242
178
Other assets
129
137
175
58
35
Deferred income tax assets
7
6
4
8
9
Total assets
8,760
9,415
9,973
10,433
4,178
Current liabilities
734
750
792
1,206
528
Long-term debt (including current portion)
200
499
499
499
500
Other liabilities
264
260
268
360
408
Deferred income tax liabilities
609
683
795
712
264
Shareholders' equity
6,954
7,223
7,619
7,656
2,478
Total liabilities & equity
8,760
9,415
9,973
10,433
4,178
Adjusted EBITDA2
in millions of U.S. dollars
Sales
in millions of U.S. dollars
Cash flows from operating activities
in millions of U.S. dollars
5,000
11,000
4,000
8,800
4,000
3,000
6,600
3,000
2,000
4,400
2,000
1,000
2,200
1,000
0
0
0
2020
2020
2020
2021
2021
2021
2022
2022
2022
2023
2023
2023
2024
2024
2024
MANAGEMENT’S DISCUSSION & ANALYSIS
INTRODUCTION
This discussion and analysis by management (“MD&A”) of West Fraser Timber Co. Ltd.’s (“West Fraser”, the “Company”,
“we”, “us”, or “our”) financial performance for the year and three months ended December 31, 2024 should be read in
conjunction with our annual audited consolidated financial statements and accompanying notes for the year ended
December 31, 2024 (the “Annual Financial Statements”).
The Company’s fiscal year is the calendar year ending December 31. Effective January 1, 2023, the Company’s fiscal
quarters are the 13-week periods ending on the last Friday of March, June, and September with the fourth quarter ending
on December 31. References to the year ended December 31, 2024 and the fourth quarter of 2024 relate to the period
between September 28, 2024 and December 31, 2024.
Unless otherwise indicated, the financial information contained in this MD&A is derived from our Annual Financial
Statements, which have been prepared in accordance with International Financial Reporting Standards as issued by the
International Accounting Standards Board (“IFRS Accounting Standards”). This MD&A uses various Non-GAAP and other
specified financial measures, including “Adjusted EBITDA”, “Adjusted EBITDA by segment”, “available liquidity”, “total
debt to capital ratio”, “net debt to capital ratio”, and “expected capital expenditures”. An explanation with respect to the
use of these Non-GAAP and other specified financial measures is set out in the section titled “Non-GAAP and Other
Specified Financial Measures”.
This MD&A includes statements and information that constitute “forward-looking information” within the meaning of
Canadian securities laws and “forward-looking statements” within the meaning of United States securities laws
(collectively, “forward-looking statements”). Please refer to the cautionary note entitled “Forward-Looking Statements”
below for a discussion of these forward-looking statements and the risks that impact these forward-looking statements.
Dollar amounts are expressed in the United States (“U.S.”) currency unless otherwise indicated. This MD&A uses
capitalized terms, abbreviations and acronyms that are defined under “Glossary of Key Terms”. Figures have been
rounded to millions of dollars to reflect the accuracy of the underlying balances and as a result certain tables may not add
due to rounding impacts. The information in this MD&A is as at February 12, 2025 unless otherwise indicated.
OUR BUSINESS AND STRATEGY
West Fraser is a diversified wood products company with facilities in Canada, the U.S., the U.K. and Europe,
manufacturing, selling, marketing and distributing lumber, engineered wood products (OSB, LVL, MDF, plywood,
particleboard), pulp, newsprint, wood chips and other residuals. As at December 31, 2024, our business is comprised of
32 lumber mills, 15 OSB facilities, 3 plywood facilities, 3 MDF facilities, 1 particleboard facility, 1 LVL facility, 1 veneer
facility, and 2 pulp and paper mills.
Our goal at West Fraser is to generate strong financial results through the business cycle, supported by robust product
and geographic diversity, and relying on our committed workforce, the quality of our assets and our well-established
people and culture. This culture emphasizes cost control in all aspects of the business and operating in a responsible,
sustainable, financially conservative and prudent manner.
The North American wood products industry is cyclical and periodically faces difficult market conditions. Our earnings are
sensitive to changes in world economic conditions, primarily those in North America, Asia and Europe and particularly to
the U.S. housing market for new construction and repair and renovation spending. Most of our revenues are from sales of
commodity products for which prices are sensitive to variations in supply and demand. As many of our costs are
denominated in Canadian dollars, British pounds sterling and Euros, exchange rate fluctuations of the Canadian dollar,
British pound sterling and Euro against the United States dollar can and are anticipated to be a significant source of
earnings volatility for us.
- 1 -
2024 Annual Report | 17
Management’s Discussion and Analysis
We believe that maintaining a strong balance sheet and liquidity profile, along with our investment-grade issuer rating,
enables us to execute a balanced capital allocation strategy. Our goal is to reinvest in our operations across all market
cycles to strategically enhance productivity, product mix, and capacity and to maintain a leading cost position. We believe
that a strong balance sheet also provides the financial flexibility to capitalize on growth opportunities, including the
pursuit of opportunistic acquisitions and larger-scale strategic growth initiatives, and is a key tool in managing our
business over the long term including returning capital to shareholders.
RECENT DEVELOPMENTS
Markets
In North America, new home construction activity in the U.S. is a significant driver of lumber and OSB demand. According
to the U.S. Census Bureau, the seasonally adjusted annualized rate of U.S. housing starts averaged 1.50 million units in
December 2024, with permits issued averaging 1.48 million units. U.S. housing starts are projected to be 1.36 million units
for full year 2024, subject to final revisions, which is down slightly from 1.42 million units in 2023. New housing
construction continues to show signs of stabilizing at levels moderately above the pre-pandemic housing starts levels of
2019 as consumers continue to manage through an environment of relatively high mortgage rates and housing
affordability challenges. Existing home sales have improved somewhat from recent depressed levels but are still
historically low owing largely to the lock-in effect with U.S. mortgages. A large cohort of the population entering the
typical home-buying age demographic are expected to support longer-term core demand for home construction activity.
Further, the U.S. central bank has cut its key lending rate a total of 100 bps in recent months, which has been
directionally supportive for housing market demand. However, actual bond yields have failed to ease in-line with these
rate cuts as there is a measure of uncertainty surrounding the new U.S. administration’s tariff and other policies that risk
creating inflationary effects for U.S. consumers. Notwithstanding these factors, should the economy and employment
slow more meaningfully, interest rates remain higher for longer or housing prices not adjust sufficiently lower to offset
relatively elevated mortgage rates, housing affordability could continue to be adversely impacted, reducing near-term
demand for new home construction and thus near-term demand for our wood-based building products.
In the fourth quarter, demand for our products used in repair and remodelling applications remained somewhat subdued,
which is consistent with the relative year-over-year price outperformance of SPF versus SYP in the quarter. While there is
risk that historically low rates of existing home sales will keep downward pressure on short-term repair and remodelling
demand, over the medium and longer term, an aging housing stock and stabilization of inflation and interest rates are
expected to stimulate renovation and repair spending that supports growth in lumber, plywood and OSB demand.
Regarding lumber supply fundamentals, several new capacity announcements in the U.S. South in recent years have not
translated into an increase in overall North American supply. Rather, a significant offset to these new projects has been
the capacity contraction within other key lumber producing regions of North America, including in the U.S. South where
costs are generally lower but are also varied and depend on fibre supply, mill modernization levels and labour reliability.
In particular, the U.S. South has seen a number of announcements in recent quarters of less competitive mills in the
region being permanently or indefinitely curtailed. It is also noteworthy that due to lengthy lumber supply chains,
particularly for SPF products being transported by rail from Western Canada, the impact of facility closures in that region
can take several weeks or months before the supply effects are realized by the market. Lower demand from offshore
markets for North American lumber is also a continuing factor, resulting in more domestically produced lumber remaining
in the continent. Imports of lumber from Europe remain below the elevated levels experienced in early 2023. However,
should these imports head materially higher again, the rebalancing of supply and demand for lumber products in North
America could experience an even further extended time to recovery.
A number of OSB mill greenfield and re-start projects have been announced in recent years, although meaningful new
supply has been slow to come to market. While some of the announced mill projects are apt to be completed and begin
production in the medium term, we continue to see meaningful constraints to significant new available OSB supply over
the near term. However, should new OSB supply come to market sooner or production ramp more quickly than is typical
for mill start-ups, OSB markets may experience a period of oversupply imbalance.
Export Duties
On December 9, 2024, the USDOC issued a tolling notice extending the deadlines for certain ADD and CVD proceedings,
including softwood lumber, of up to 90 days. This extension affects the AR6 preliminary and final determination deadlines
for both ADD and CVD cases. The preliminary determination decision for AR6 ADD and CVD were initially anticipated to
- 2 -
be published February 6, 2025. The preliminary determination decision for AR6 ADD is now anticipated to be published
February 20, 2025, and the preliminary determination decision for AR6 CVD is now anticipated to be published May 7,
2025.
Tariffs
On February 1, 2025, the new U.S. administration issued an executive order directing the United States to impose new
tariffs on imports from Canada to take effect on February 4, 2025. The tariffs are an additional 25% rate of duty on all
imports from Canada except Canadian energy resources exports, which are subject to a 10% tariff. On February 3, 2025, it
was announced that the implementation of these tariffs would be paused for a 30-day period. The actual impact of these
tariffs is subject to a number of factors including the effective date and duration of such tariffs, changes in the amount,
scope and nature of the tariffs in the future, any countermeasures that the Canadian government may take, and any
mitigating actions that may become available.
ANNUAL RESULTS
Summary Annual Results
($ millions, except as otherwise indicated)
2024
2023
2022
Earnings
Sales
$
6,174 $
6,454 $
9,701
Cost of products sold
(4,333)
(4,685)
(5,142)
Freight and other distribution costs
(815)
(894)
(963)
Export duties, net
(72)
(8)
(18)
Amortization
(549)
(541)
(589)
Selling, general and administration
(282)
(307)
(365)
Equity-based compensation
(14)
(25)
(5)
Restructuring and impairment charges
(102)
(279)
(60)
Operating earnings (loss)
7
(284)
2,559
Finance income (expense), net
34
51
(3)
Other income (expense)
(2)
5
37
Tax recovery (provision)
(43)
61
(618)
Earnings (loss)
$
(5) $
(167) $
1,975
Adjusted EBITDA1
$
673 $
561 $
3,212
Basic earnings (loss) per share ($)
(0.06)
(2.01)
21.06
Diluted earnings (loss) per share ($)
(0.07)
(2.01)
20.86
Cash dividends declared per share ($)
1.26
1.20
1.15
Total assets
8,760
9,415
9,973
Long-term debt, non-current
—
199
499
Long-term debt, total
200
499
499
1.
This is a non-GAAP financial measure. Refer to the “Non-GAAP and Other Specified Financial Measures” section of this document for more
information on this measure.
In 2024, our revenues were $6,174 million and we incurred a loss of $5 million, or $(0.07) of diluted loss per share. This
compares with revenues of $6,454 million and loss of $167 million, or $(2.01) of diluted loss per share, in 2023, and
revenues of $9,701 million and earnings of $1,975 million, or $20.86 of diluted earnings per share, in 2022. Our 2024
results were impacted primarily by higher OSB pricing, lower input costs, improved results from our pulp & paper
segment following the pulp mill disposals, and lower restructuring and impairment charges, offset in part by lower SYP
lumber pricing and the impact of retroactive export duty adjustments relating to prior periods.
- 3 -
2024 Annual Report | 19
Discussion & Analysis of Annual Results by Product Segment
Lumber Segment
Lumber Segment Earnings
($ millions unless otherwise indicated)
2024
2023
Sales
Lumber
$
2,280 $
2,436
Wood chips and other residuals
250
287
Logs and other
62
71
2,592
2,794
Cost of products sold
(2,080)
(2,215)
Freight and other distribution costs
(382)
(405)
Export duties, net
(72)
(8)
Amortization
(192)
(185)
Selling, general and administration
(142)
(164)
Restructuring and impairment charges
(28)
(137)
Operating loss
(303)
(319)
Adjusted EBITDA1
$
(82) $
2
Capital expenditures
$
312 $
253
SPF (MMfbm)
Production
2,799
2,687
Shipments
2,835
2,711
SYP (MMfbm)
Production
2,545
2,860
Shipments
2,582
2,882
1.
This is a non-GAAP financial measure. Refer to the “Non-GAAP and Other Specified Financial Measures” section of this document for more
information on this measure. 2023 Adjusted EBITDA was impacted by a one-time charge of $1 million related to inventory purchase price
accounting related to the Spray Lake lumber mill acquisition.
Sales and Shipments
Lumber sales decreased compared to 2023 due primarily to lower SYP product pricing and lower SYP shipment volumes,
offset in part by an increase in SPF shipment volumes and SPF product pricing. The price variance resulted in a decrease in
operating earnings and Adjusted EBITDA of $104 million compared to 2023.
SPF shipment volumes increased from 2023 due primarily to the inclusion of our Spray Lake lumber mill in Cochrane,
Alberta and our Western Canada operations being less impacted by wildfire curtailments in 2024 versus 2023. This was
offset in part by the closure of our Fraser Lake, B.C. lumber mill in Q2-24.
SYP shipment volumes decreased compared to 2023 due primarily to reductions in production volumes resulting from
production curtailments and mill closures, discussed further in the section below.
The volume variance resulted in an increase in operating earnings and Adjusted EBITDA of $22 million compared to 2023.
- 4 -
SPF Sales by Destination
2024
2023
MMfbm
%
MMfbm
%
U.S.
1,703
60%
1,760
65%
Canada
1,025
36%
878
32%
Other
107
4%
73
3%
2,835
2,711
We ship SPF to certain export markets, while our SYP sales are almost entirely within the U.S. The relative proportion of
shipments of SPF to Canada increased versus 2023 due primarily to the inclusion of our Spray Lake lumber mill.
Wood chips and other residual sales decreased compared to 2023 due primarily to lower lumber production and
decreases in the pricing of chips driven by pulp mill closures in the U.S. South. Logs and other sales decreased compared
to 2023 due to reduced availability of logs.
Costs and Production
SPF production volumes increased from 2023 due primarily to the inclusion of production from our Spray Lake lumber
mill and the less significant impact from wildfire curtailments in our Western Canada operations in 2024 versus 2023,
partially offset by the closure of our Fraser Lake, B.C. lumber mill in Q2-24.
SYP production volumes decreased compared to 2023. In Q1-24, we announced and promptly completed the indefinite
curtailment of operations at our Huttig, Arkansas lumber mill and the permanent closure of our Maxville, Florida lumber
mill. Further, in Q3-24, we announced the indefinite curtailment of operations at our lumber mill in Lake Butler, Florida.
Together, these actions reduced our SYP capacity by approximately 390 million board feet on an annual basis,
representing 11% of our capacity at December 31, 2023. In addition, we selectively reduced operating hours and shifts
across our SYP manufacturing facilities during 2024. SYP production volumes decreased 11% versus 2023 due to the
impacts of these reductions in operating schedules and curtailments and closures. Lower production from locations
impacted by curtailments and closures was partially offset by the ramp up of output from our more modern lower cost
facilities.
Costs of products sold decreased compared to 2023 due primarily to lower SYP shipment volumes, lower log costs, and
lower SPF unit manufacturing costs. This was offset by an unfavourable $14 million variance relating to inventory
valuation adjustments, higher SYP unit manufacturing costs, and higher SPF shipment volumes. The unfavourable impact
relating to inventory valuation adjustments resulted from 2023 benefiting from a larger release of inventory valuation
reserves.
Most of our SPF log requirements are harvested from crown lands owned by the provinces of B.C. or Alberta. B.C.’s
stumpage system is tied to reported lumber prices, with a time lag, and publicly auctioned timber harvesting rights.
Alberta’s stumpage system is correlated to published lumber prices with a shorter time lag.
SPF log costs decreased compared to 2023 due primarily to lower stumpage rates in B.C. and lower purchased log costs.
SPF unit manufacturing costs decreased compared to 2023 due primarily to lower energy costs, repairs and maintenance
costs, the impact of replacing production volumes from Fraser Lake lumber mill with lower cost volumes from Spray Lake
lumber mill, and the weakening of the CAD against the USD. This was offset in part by higher labour costs.
SYP log costs decreased compared to 2023 as demand for logs moderated. SYP unit manufacturing costs increased
compared to 2023 due primarily to the impact of fixed costs incurred during periods of reduced operating schedules as
well as higher labour and energy costs. Partially offsetting these cost headwinds were productivity improvements
following the indefinite curtailment of operations at our Huttig, Arkansas and Lake Butler, Florida lumber mills and
permanent closure of our Maxville, Florida lumber mill. Completing these curtailments and closures resulted in a cost
improvement as we replaced higher-cost volumes at these locations with lower-cost production elsewhere in our
manufacturing platform.
Freight and other distribution costs decreased compared to 2023 due primarily to lower shipment volumes, favourable
changes in customer geography mix, and the weakening of the CAD against the USD.
- 5 -
2024 Annual Report | 21
Export duty expense increased compared to 2023. As disclosed in the table below, prior to consideration of the impact of
duty adjustments attributable to finalization of POIs, export duties for 2024 decreased compared to 2023 due primarily to
a lower estimated ADD rate, offset in part by higher CVD cash deposit rates and higher pricing. Export duties in 2024
included an expense of $32 million related to the USDOC finalization of AR5 duty rates whereas export duties in 2023
included a recovery of $62 million related to the USDOC finalization of AR4 duty rates.
The following table reconciles our cash deposits paid during the year to the amount recorded in our statements of
earnings:
Duty impact on earnings ($ millions)
2024
2023
Cash deposits1
$
(62) $
(53)
Adjust to West Fraser Estimated ADD rate2
22
(17)
Export duties, net
(40)
(70)
Duty recovery attributable to AR43
—
62
Duty expense attributable to AR54
(32)
—
Net duty expense
(72)
(8)
Net interest income on export duty deposits
$
19 $
27
1.
Represents combined CVD and ADD cash deposit rate of 8.25% from January 1, 2023 to July 31, 2023, 9.25% from August 1, 2023 to December 31,
2023, 9.25% from January 1, 2024 to August 18, 2024 and 11.89% from August 19, 2024 to December 31, 2024.
2.
Represents adjustment to the West Fraser Estimated ADD rate of 2.58% for 2024 and 8.84% for 2023.
3.
$62 million represents the duty recovery attributable to the finalization of AR4 duty rates for the 2021 POI. The final CVD rate was 2.19% and the
final ADD rate was 7.06% for AR4.
4.
$32 million represents the duty expense attributable to the finalization of AR5 duty rates for the 2022 POI. The final CVD rate was 6.85% and the
final ADD rate was 5.04% for AR5.
Amortization expense increased from 2023 due to the inclusion of our Spray Lake lumber mill and the completion of
certain capital investments in our U.S. operations, offset by the impact of our lumber mill curtailments and closures.
Selling, general and administration costs decreased compared to 2023 due primarily to the impact of lumber mill
curtailments and closures described above and changes in the amount of corporate shared service costs allocated to the
segment compared to 2023.
Restructuring and impairment charges of $28 million in 2024 related to the permanent closure of our Fraser Lake, B.C.
lumber mill and indefinite curtailment of our Lake Butler, Florida lumber mill. Restructuring and impairment charges of
$137 million were recorded in 2023, relating primarily to facility closures and curtailments due to availability of economic
fibre sources in the U.S. South and B.C.
Operating earnings for the Lumber Segment increased by $17 million compared to 2023 for the reasons explained above.
Adjusted EBITDA for the Lumber Segment decreased by $85 million compared to 2023. The following table shows the
Adjusted EBITDA variance for the period. The impact of changes in chip, log, and other revenues is included under Other.
Adjusted EBITDA ($ millions)
2023 to 2024
Adjusted EBITDA - comparative period
$
2
Price
(104)
Volume
22
Changes in export duties
(61)
Changes in costs
101
Impact of inventory write-downs
(14)
Other
(29)
Adjusted EBITDA - current period
$
(82)
- 6 -
Softwood Lumber Dispute
On November 25, 2016, a coalition of U.S. lumber producers petitioned the USDOC and the USITC to investigate alleged
subsidies to Canadian softwood lumber producers and levy CVD and ADD duties against Canadian softwood lumber
imports. The USDOC has and continues to choose us as a “mandatory respondent” to both the countervailing and
antidumping investigations, and as a result, we have received unique company-specific rates.
Developments in CVD and ADD rates
We began paying CVD and ADD duties in 2017 based on the determination of duties payable by the USDOC. The CVD and
ADD cash deposit rates are updated upon the finalization of the USDOC’s AR process for each POI, as summarized in the
tables below.
On March 5, 2024, the USDOC initiated AR6 POI covering the 2023 calendar year. West Fraser was selected as a
mandatory respondent, which will result in West Fraser continuing to be subject to a company-specific rate.
The respective Cash Deposit Rates, the AR POI Final Rate and the West Fraser Estimated ADD Rate for each period are as
follows:
Effective dates for CVD
Cash Deposit
Rate
AR POI Final
Rate
AR1 POI1,2
April 28, 2017 - August 24, 2017
24.12 %
6.76 %
August 25, 2017 - December 27, 2017
— %
— %
December 28, 2017 - December 31, 2017
17.99 %
6.76 %
January 1, 2018 - December 31, 2018
17.99 %
7.57 %
AR2 POI3
January 1, 2019 - December 31, 2019
17.99 %
5.08 %
AR3 POI4
January 1, 2020 - November 30, 2020
17.99 %
3.62 %
December 1, 2020 - December 31, 2020
7.57 %
3.62 %
AR4 POI5
January 1, 2021 - December 1, 2021
7.57 %
2.19 %
December 2, 2021 - December 31, 2021
5.06 %
2.19 %
AR5 POI6
January 1, 2022 – January 9, 2022
5.06 %
6.85 %
January 10, 2022 – August 8, 2022
5.08 %
6.85 %
August 9, 2022 - December 31, 2022
3.62 %
6.85 %
AR6 POI7
January 1, 2023 - July 31, 2023
3.62 %
n/a
August 1, 2023 - December 31, 2023
2.19 %
n/a
AR7 POI8
January 1, 2024 - August 18, 2024
2.19 %
n/a
August 19, 2024 - December 31, 2024
6.85 %
n/a
1.
On April 24, 2017, the USDOC issued its preliminary rate in the CVD investigation. The requirement that we make cash deposits for CVD was
suspended on August 24, 2017, until the USDOC published the revised rate.
2.
On November 24, 2020, the USDOC issued the final CVD rate for the AR1 POI.
3.
On November 24, 2021, the USDOC issued the final CVD rate for the AR2 POI. On January 10, 2022, the USDOC amended the final CVD rate for the
AR2 POI from 5.06% to 5.08% for ministerial errors. This table only reflects the final rate.
4.
On August 4, 2022, the USDOC issued the final CVD rate for the AR3 POI.
5.
On August 1, 2023, the USDOC issued the final CVD rate for the AR4 POI.
6.
On August 19, 2024, the USDOC issued the final CVD rate for the AR5 POI.
- 7 -
2024 Annual Report | 23
7.
The CVD rate for the AR6 POI will be adjusted when AR6 is complete and the USDOC finalizes the rate, which is not expected until 2025.
8.
The CVD rate for the AR7 POI will be adjusted when AR7 is complete and the USDOC finalizes the rate, which is not expected until 2026.
Effective dates for ADD
Cash Deposit
Rate
AR POI Final
Rate
West Fraser
Estimated
Rate
AR1 POI1,2
June 30, 2017 - December 3, 2017
6.76 %
1.40 %
1.46 %
December 4, 2017 - December 31, 2017
5.57 %
1.40 %
1.46 %
January 1, 2018 - December 31, 2018
5.57 %
1.40 %
1.46 %
AR2 POI3
January 1, 2019 - December 31, 2019
5.57 %
6.06 %
4.65 %
AR3 POI4
January 1, 2020 - November 29, 2020
5.57 %
4.63 %
3.40 %
November 30, 2020 - December 31, 2020
1.40 %
4.63 %
3.40 %
AR4 POI5
January 1, 2021 - December 1, 2021
1.40 %
7.06 %
6.80 %
December 2, 2021 - December 31, 2021
6.06 %
7.06 %
6.80 %
AR5 POI6
January 1, 2022 - August 8, 2022
6.06 %
5.04%
4.52 %
August 9, 2022 - December 31, 2022
4.63 %
5.04%
4.52 %
AR6 POI7
January 1, 2023 - July 31, 2023
4.63 %
n/a
8.84 %
August 1, 2023 - December 31, 2023
7.06 %
n/a
8.84 %
AR7 POI8
January 1, 2024 - August 18, 2024
7.06 %
n/a
2.58 %
August 19, 2024 - December 31, 2024
5.04 %
n/a
2.58 %
1.
On June 26, 2017, the USDOC issued its preliminary rate in the ADD investigation effective June 30, 2017.
2.
On November 24, 2020, the USDOC issued the final ADD rate for the AR1 POI.
3.
On November 24, 2021, the USDOC issued the final ADD rate for the AR2 POI.
4.
On August 4, 2022, the USDOC issued the final ADD rate for the AR3 POI.
5.
On July 31, 2023, the USDOC issued the final ADD rate for the AR4 POI. On September 7, 2023, the USDOC amended the final ADD rate for the AR4
POI from 6.96% to 7.06% for ministerial errors. This table only reflects the final rate.
6.
On August 19, 2024, the USDOC issued the final ADD rate for the AR5 POI. On September 24, 2024, the USDOC amended West Fraser’s finalized
ADD rate to 5.04% for ministerial errors. The amendment was retroactively applied to August 19, 2024.
7.
The ADD rate for the AR6 POI will be adjusted when AR6 is complete and the USDOC finalizes the rate, which is not expected until 2025.
8.
The ADD rate for the AR7 POI will be adjusted when AR7 is complete and the USDOC finalizes the rate, which is not expected until 2026.
Accounting policies for duties
The CVD and ADD rates apply retroactively for each POI. We record CVD as export duty expense at the cash deposit rate
until an AR finalizes a new applicable rate for each POI. We record ADD as export duty expense by estimating the rate to
be applied for each POI by using our actual results and a similar calculation methodology as the USDOC and adjust when
an AR finalizes a new applicable rate for each POI. The difference between the cumulative cash deposits paid and
cumulative export duty expense recognized for each POI is recorded on our balance sheet as export duty deposits
receivable or payable.
The difference between the cash deposit amount and the amount that would have been due based on the final AR rate
will incur interest based on the U.S. federally published interest rate. We record interest income on our duty deposits
receivable, net of any interest expense on our duty deposits payable, based on this rate.
- 8 -
Appeals
On May 22, 2020, the North American Free Trade Agreement (“NAFTA”) panel issued its final decision on “Injury”. The
NAFTA panel rejected the Canadian parties’ arguments and upheld the USITC’s remand determination in its entirety.
On August 28, 2020, the World Trade Organization’s (“WTO”) dispute-resolution panel ruled unanimously that U.S.
countervailing duties against Canadian softwood lumber are inconsistent with the WTO obligations of the United States.
The decision confirmed that Canada does not subsidize its softwood lumber industry. On September 28, 2020, the U.S.
announced that it would appeal the WTO panel’s decision.
Under U.S. trade law, the International Trade Commission (“ITC”) must review antidumping and countervailing orders
every 5 years from the date of issuance. This process is referred to as a "Sunset Review". On November 30, 2023, the ITC
voted to maintain the ADD and CVD orders on softwood lumber from Canada on the grounds that the revocation would
likely lead to the continuation or recurrence of material injury to the U.S. domestic industry within a reasonably
foreseeable time.
The softwood lumber case will continue to be subject to NAFTA or the new Canada-United States-Mexico Agreement
(“CUSMA”), WTO dispute resolution processes, and litigation in the U.S. In the past, long periods of litigation have led to
negotiated settlements and duty deposit refunds. In the interim, duties remain subject to the USDOC AR process, which
results in an annual adjustment of duty deposit rates.
Notwithstanding the deposit rates assigned under the investigations, our final liability for CVD and ADD will not be
determined until each annual administrative review process is complete and related appeal processes are concluded.
North America Engineered Wood Products Segment
NA EWP Segment Earnings
($ millions unless otherwise indicated)
2024
2023
Sales
OSB
$
2,217 $
1,998
Plywood, LVL and MDF
551
587
Wood chips, logs and other
35
23
2,803
2,608
Cost of products sold
(1,634)
(1,594)
Freight and other distribution costs
(326)
(329)
Amortization
(284)
(273)
Selling, general and administration
(99)
(96)
Operating earnings
459
316
Adjusted EBITDA1
$
744 $
589
Capital expenditures
$
140 $
156
OSB (MMsf 3/8” basis)
Production
6,661
6,389
Shipments
6,629
6,380
Plywood (MMsf 3/8” basis)
Production
726
727
Shipments
735
731
1.
This is a non-GAAP financial measure. Refer to the “Non-GAAP and Other Specified Financial Measures” section of this document for more
information on this measure.
Our NA EWP segment includes our North American OSB, plywood, MDF, and LVL operations.
- 9 -
2024 Annual Report | 25
Sales and Shipments
Sales increased compared to 2023 due primarily to higher OSB product pricing and OSB shipment volumes, offset in part
by lower MDF product pricing.
The price variance resulted in an increase in operating earnings and Adjusted EBITDA of $128 million compared to 2023.
OSB shipment volumes increased from 2023 due primarily to higher production, discussed further in the section below.
Plywood shipments were consistent with 2023.
The volume variance resulted in an increase in operating earnings and Adjusted EBITDA of $16 million compared to 2023.
NA OSB Sales by Destination
2024
2023
MMsf 3/8”
%
MMsf 3/8”
%
U.S.
5,969
90%
5,796
91%
Canada
543
8%
499
8%
Other
117
2%
85
1%
6,629
6,380
The above table shows the proportion of shipments of OSB from our North American OSB operations to the U.S., Canada
and other export markets. For 2024 and 2023, substantially all plywood shipments were to Canada, while the majority of
LVL and MDF shipments were to Canada.
Costs and Production
OSB production volumes increased compared to 2023 due primarily to the continued ramp-up of our Allendale, South
Carolina mill. Plywood production volumes were comparable with 2023.
Cost of products sold increased compared to 2023 due primarily to higher OSB shipments, higher repairs and
maintenance costs, labour costs, and a $3 million unfavourable impact related to inventory valuation adjustments. This
was offset in part by lower energy, wax, and fibre costs as well as impacts related to the weakening of the CAD against
the USD.
Freight and other distribution costs were comparable to 2023 as the impact of higher OSB shipment volumes was offset
by lower fuel costs and favourable changes in customer geographic mix.
Amortization expense increased compared to 2023 due to our Allendale, South Carolina mill and other completed capital
projects.
Selling, general and administration costs were higher than 2023 due primarily to changes in the amount of corporate
shared service costs allocated to the segment.
Operating earnings for the NA EWP Segment increased $143 million compared to 2023 due to the reasons explained
above.
Adjusted EBITDA for the NA EWP Segment increased by $155 million from 2023. The following table shows the Adjusted
EBITDA variance for the period.
- 10 -
Adjusted EBITDA ($ millions)
2023 to 2024
Adjusted EBITDA - comparative period
$
589
Price
128
Volume
16
Changes in costs
12
Impact of inventory write-downs
(3)
Other
2
Adjusted EBITDA - current period
$
744
Pulp & Paper Segment
Pulp & Paper Segment Earnings
($ millions unless otherwise indicated)
2024
2023
Sales
$
389 $
623
Cost of products sold
(309)
(555)
Freight and other distribution costs
(65)
(120)
Amortization
(14)
(24)
Selling, general and administration
(11)
(25)
Restructuring and impairment charges
(3)
(142)
Operating loss
(13)
(242)
Adjusted EBITDA1
$
4 $
(77)
Capital expenditures
$
15 $
32
NBSK (Mtonnes)
Production
237
134
Shipments
226
133
1.
This is a non-GAAP financial measure. Refer to the “Non-GAAP and Other Specified Financial Measures” section of this document for more
information on this measure.
Following our attaining sole control of CPP in Q1-24 and completion of the pulp mill disposals, the Pulp & Paper segment
is comprised of our 100% interest in CPP and our 50%-owned joint operation, Alberta Newsprint Company. In light of the
composition of the segment on a go-forward basis, the production and shipment volumes for all periods disclosed in the
above table relate to those of NBSK pulp produced and shipped from CPP only and exclude BCTMP and UKP pulp amounts
related to the disposed pulp mills.
The comparison versus comparative periods is impacted by the sale of Hinton pulp mill on February 3, 2024, the sale of
Quesnel River Pulp mill and Slave Lake Pulp mill on April 20, 2024, and our attaining sole control of CPP in Q1-24.
Sales and Shipments
Sales decreased compared to 2023 due primarily to the pulp mill disposals, offset in part by higher shipment volumes
from CPP since our attaining sole control of CPP in Q1-24.
Costs and Production
NBSK production volumes increased from 2023 due to our attaining sole control of CPP in Q1-24.
Cost of products sold decreased versus 2023 due primarily to the pulp mill disposals, offset in part by higher shipment
volumes from CPP.
Freight and other distribution costs, amortization expense and selling, general and administrative costs all decreased
from 2023 due to the pulp mill disposals, offset in part by our attaining sole control of CPP in Q1-24.
- 11 -
2024 Annual Report | 27
We recorded an impairment loss of $3 million in 2024 upon remeasurement of estimated working capital adjustments on
completion of the pulp mill disposals. We recorded an impairment loss of $142 million in 2023 in relation to the pulp mill
disposals.
Operating earnings for the Pulp & Paper Segment increased by $229 million compared to 2023 due to the reasons
explained above.
Adjusted EBITDA for the Pulp & Paper Segment increased by $80 million compared to 2023 due to the reasons explained
above.
Europe Engineered Wood Products Segment
Europe EWP Segment Earnings
($ millions unless otherwise indicated)
2024
2023
Sales
$
453 $
517
Cost of products sold
(375)
(409)
Freight and other distribution costs
(42)
(40)
Amortization
(48)
(49)
Selling, general and administration
(29)
(21)
Restructuring and impairment charges
(70)
—
Operating loss
(110)
(3)
Adjusted EBITDA1
$
8 $
46
Capital expenditures
$
19 $
30
OSB (MMsf 3/8” basis)
Production
1,125
1,016
Shipments
1,100
1,023
GBP - USD exchange rate
Closing rate
1.25
1.27
Average rate
1.28
1.24
1.
This is a non-GAAP financial measure. Refer to the “Non-GAAP and Other Specified Financial Measures” section of this document for more
information on this measure.
Our Europe EWP segment includes our U.K. and Belgium OSB, MDF, and particleboard operations. Revenues and
expenses of our European operations, which have British pound sterling and Euro functional currencies, are translated at
the average rate of exchange prevailing during the period.
Sales and Shipments
Sales decreased compared to 2023 due to lower product pricing in local currency terms, offset in part by higher OSB
shipment volumes and the strengthening of the GBP against the USD.
The price variance resulted in a decrease in operating earnings and Adjusted EBITDA of $67 million compared to 2023.
The price variance represents the impact of changes in product pricing in local currency terms, with any associated
foreign exchange impact from the strengthening or weakening of the GBP against USD presented under Other in the
Adjusted EBITDA variance table.
OSB shipment volumes increased versus 2023 due to higher production volumes, discussed further in the section below.
MDF and particleboard shipments were comparable to 2023. The volume variance resulted in an increase of $10 million
compared to 2023.
- 12 -
Costs and Production
Production volumes increased from 2023 due to less production curtailments and maintenance downtime taken in 2024.
Cost of products sold decreased compared to 2023 due primarily to lower energy, resin and fibre costs, offset in part by
higher OSB shipment volumes and the strengthening of the GBP against the USD.
Freight and other distribution costs increased compared to 2023 due primarily to higher shipment volumes.
Amortization was comparable to 2023.
Selling, general and administration costs increased compared to 2023 due primarily to changes in the amount of
corporate shared service costs allocated to the segment.
We recorded an impairment loss of $70 million in relation to Europe EWP goodwill during the year ended December 31,
2024. The impairment loss was driven primarily by an extension of the expected duration of the recovery to mid-cycle
profitability and weaker macroeconomic conditions in the U.K. and Europe. See note 9 to the Annual Financial Statements
for additional details.
Operating earnings for the Europe EWP Segment decreased by $107 million compared to 2023 due to the reasons
explained above.
Adjusted EBITDA for the Europe EWP Segment decreased by $39 million from 2023. The following table shows the
Adjusted EBITDA variance for the period. The variances presented represent the impact of changes in price, volume and
cost in local currency terms, with any associated foreign exchange impact from the strengthening or weakening of the
GBP against USD presented under Other. The impact of the sale of carbon allowances is also included under Other.
Adjusted EBITDA ($ millions)
2023 to 2024
Adjusted EBITDA - comparative period
$
46
Price
(67)
Volume
10
Changes in costs
19
Other
—
Adjusted EBITDA - current period
$
8
- 13 -
2024 Annual Report | 29
Discussion & Analysis of Specific Items
Selling, general and administration
Selling, general and administration costs for 2024 were $282 million (2023 - $307 million).
Selling, general and administration costs decreased by $25 million compared to 2023 due primarily to the impact of the
pulp mill disposals and other facility curtailments and closures as well as various organizational efficiency initiatives,
offset in part by the inclusion of Spray Lake lumber mill and our attaining sole control of CPP in Q1-24. Neither our 2023
nor 2024 results include any provision for variable compensation expense.
Selling, general and administration expense related to our operating segments are also discussed under “Discussion &
Analysis of Annual Results by Product Segment”.
Equity-based compensation
Our equity-based compensation includes our share purchase option, phantom share unit, and deferred share unit plans
(collectively, the “Plans”). Our Plans are fair valued at each period-end, and the resulting expense or recovery is recorded
in equity-based compensation over the vesting period.
Our valuation models consider various factors, with the most significant being the change in the market value of our
shares from the beginning to the end of the relevant period. The expense or recovery does not necessarily represent the
value that the holders of options and units will ultimately receive.
We recorded an expense of $14 million during 2024 (2023 - expense of $25 million). The expense for 2024 and 2023
reflects an increase in the price of our common shares traded on the TSX, changes in the expected payout multiple on our
performance share units, and additional vesting of units granted.
Finance income, net
Finance income, net includes interest earned on short-term deposits and interest recognized on our duty deposits.
Finance income, net decreased compared to 2023 due primarily to fluctuations in net interest income related to export
duties due to the impact of AR4 finalization in 2023 and AR5 finalization in 2024, lower interest income earned on our
cash and cash equivalents, and higher net interest expense on our defined-benefit pension plans as our overall funded
position has decreased.
Other income (expense)
Other expense of $2 million was recorded in 2024 (2023 - other income of $5 million). Other expense in 2024 relates
primarily to losses on our electricity swaps, driven by decreases in forward electricity prices over the remaining term of
the contracts, offset by foreign exchange gains recorded on our CAD-denominated monetary assets and liabilities as the
USD strengthened against the CAD.
Other income in 2023 relates primarily to gains on our electricity swaps driven by increases in forward electricity prices
over the remaining term of the contracts and settlement gains relating to pension annuity purchase agreements for
certain retired and terminated vested employees. These factors were offset in part by foreign exchange losses recorded
on our CAD-denominated monetary assets and liabilities as the CAD strengthened against the USD.
Tax recovery (provision)
We recorded an income tax expense in 2024 of $43 million compared to an income tax recovery of $61 million in 2023.
The effective tax rate was 113% in 2024 compared to 27% in 2023. The effective tax rate was impacted primarily by non-
taxable amounts including the Europe EWP goodwill impairment, differences in our jurisdictional tax rates, and impacts of
functional currency differences, offset in part by income tax credits. The effective tax rate can be sensitive to non-taxable
permanent differences and differences in our jurisdictional tax rates in periods of lower pre-tax earnings. Note 20 to the
Annual Financial Statements provides a reconciliation of income taxes calculated at the statutory rate to the income tax
expense.
- 14 -
Other comprehensive earnings – translation of operations with different functional currencies
Our European operations have British pound sterling and Euro functional currencies. Our Spray Lake lumber mill and
jointly-owned newsprint operation have Canadian dollar functional currency. Assets and liabilities of these entities are
translated at the rate of exchange prevailing at the reporting date, and revenues and expenses at average rates during
the period. Gains or losses on translation are included as a component of shareholders’ equity in Accumulated other
comprehensive loss.
We recorded a translation loss of $24 million during 2024 (2023 - translation gain of $34 million).
In general, a strengthening (weakening) of the USD against the Canadian dollar, British pound sterling or Euro results in a
translation loss (gain). The translation gain in the current year reflects a strengthening of the USD against the
aforementioned currencies.
Other comprehensive earnings – actuarial gains/losses on retirement benefits
The funded position of our defined benefit pension plans and other retirement benefit plans is estimated at the end of
each period. The funded position, as shown in note 14 to the Annual Financial Statements, is determined by subtracting
the value of the plan assets from the plan obligations.
We recorded an after-tax actuarial gain of $8 million during 2024 (2023 - after-tax actuarial loss of $35 million).
The actuarial gain in 2024 reflects an increase in the discount rate used to calculate plan liabilities and higher asset
returns, offset in part by adjustments to actuarial assumptions.
The actuarial loss in 2023 reflects a decrease in the discount rate used to calculate plan liabilities and adjustments to
actuarial assumptions.
FOURTH QUARTER RESULTS
Summary Results
($ millions)
Q4-24
Q3-24
Q4-23
Earnings
Sales
$
1,405 $
1,437 $
1,514
Cost of products sold
(1,011)
(1,072)
(1,117)
Freight and other distribution costs
(179)
(200)
(212)
Export duties, net
(7)
(35)
(8)
Amortization
(138)
(136)
(136)
Selling, general and administration
(68)
(67)
(80)
Equity-based compensation
1
(15)
(15)
Restructuring and impairment charges
(68)
(18)
(134)
Operating loss
(65)
(108)
(187)
Finance income, net
12
7
14
Other income (expense)
11
(8)
(30)
Tax recovery (provision)
(20)
26
50
Loss
$
(62) $
(83) $
(153)
Adjusted EBITDA1
$
140 $
62 $
97
1.
This is a non-GAAP financial measure. Refer to the “Non-GAAP and Other Specified Financial Measures” section of this document for more
information on this measure.
- 15 -
2024 Annual Report | 31
Selected Quarterly Amounts
($ millions, unless otherwise indicated)
Q4-24
Q3-24
Q2-24
Q1-24
Q4-23
Q3-23
Q2-23
Q1-23
Sales
$
1,405 $
1,437 $
1,705 $
1,627 $
1,514 $
1,705 $
1,608 $
1,627
Earnings (loss)
$
(62) $
(83) $
105 $
35 $
(153) $
159 $
(131) $
(42)
Basic EPS (dollars)
(0.77)
(1.03)
1.29
0.42
(1.87)
1.91
(1.57)
(0.50)
Diluted EPS (dollars)
(0.80)
(1.03)
1.20
0.42
(1.87)
1.81
(1.57)
(0.52)
Fluctuations in sales and earnings in Q1-23 and Q2-23 were driven primarily by changes in lumber and OSB pricing,
inventory write-downs, maintenance-related costs and downtime in our pulp segment, and impairment charges. Earnings
improved in Q3-23, driven primarily by improvements in OSB pricing, lower impairment charges, the impacts of AR4
finalization, and lower maintenance-related expenditures in our pulp segment. Sales and earnings decreased in Q4-23
due primarily to decreases in lumber and OSB pricing, higher export duties, and impairment charges related to
announced facility closures and curtailments in our lumber segment. Sales and earnings improved in Q1-24 and Q2-24
due primarily to improvements in OSB pricing and lower impairment charges, partially offset by lower lumber pricing.
Sales and earnings decreased in Q3-24 due primarily to lower OSB and lumber pricing and improved in Q4-24 as product
pricing improved across all product segments, offset in part by lower OSB shipment volumes, higher costs, and major
maintenance downtime in the pulp & paper segment.
Discussion & Analysis of Quarterly Results by Product Segment
Lumber Segment
Lumber Segment Earnings
($ millions unless otherwise indicated)
Q4-24
Q3-24
Q4-23
Sales
Lumber
$
546 $
518 $
530
Wood chips and other residuals
54
59
66
Logs and other
17
15
18
617
593
614
Cost of products sold
(471)
(494)
(521)
Freight and other distribution costs
(86)
(92)
(93)
Export duties, net
(7)
(35)
(8)
Amortization
(47)
(46)
(48)
Selling, general and administration
(33)
(34)
(43)
Restructuring and impairment charges
1
(18)
(128)
Operating loss
(25)
(126)
(228)
Adjusted EBITDA1
$
21 $
(62) $
(51)
SPF (MMfbm)
Production
680
663
687
Shipments
642
689
658
SYP (MMfbm)
Production
571
584
655
Shipments
588
624
662
1.
This is a non-GAAP financial measure. Refer to the “Non-GAAP and Other Specified Financial Measures” section of this document for more
information on this measure.
Sales and Shipments
Lumber sales increased compared to Q3-24 due primarily to higher product pricing, offset in part by lower shipment
volumes. Lumber sales increased compared to Q4-23 due primarily to higher SPF product pricing and a modest
improvement in SYP product pricing, offset in part by lower shipment volumes.
- 16 -
The price variance resulted in an increase in operating earnings and Adjusted EBITDA by $66 million compared to Q3-24,
and an increase by $53 million compared to Q4-23.
SPF shipment volumes decreased compared to Q3-24. SPF shipment volumes were broadly comparable to Q4-23 as the
impact of the closure of our Fraser Lake, B.C. lumber mill and incremental reductions in operating schedules to manage
inventory levels at certain B.C. mills were offset by the inclusion of our Spray Lake lumber mill in Cochrane, Alberta for
the entire quarter in Q4-24.
SYP shipment volumes decreased from Q3-24 and Q4-23 due primarily to lower production volumes resulting from
production curtailments and mill closures, discussed further in the section below.
The volume variance resulted in an increase in operating earnings and Adjusted EBITDA of $1 million compared to Q3-24
and an increase of $2 million compared to Q4-23.
SPF Sales by Destination
Q4-24
Q3-24
Q4-23
MMfbm
%
MMfbm
%
MMfbm
%
U.S.
410
64%
406
59%
389
59%
Canada
213
33%
255
37%
243
37%
Other
19
3%
28
4%
26
4%
642
689
658
We ship SPF to certain export markets, while our SYP sales are almost entirely within the U.S. The relative proportion of
shipments of SPF by destination remained broadly comparable versus comparative periods.
Wood chips and other residuals were comparable versus Q3-24 but decreased versus Q4-23 due to lower chip pricing and
lower SYP production volumes. Logs and other sales were comparable to all comparative periods.
Costs and Production
SPF production volumes were broadly consistent versus both comparative periods. As compared to Q4-23, the impact of
the closure of our Fraser Lake, B.C. lumber mill and incremental reductions in operating schedules to manage inventory at
certain B.C. mills were offset by the inclusion of our Spray Lake lumber mill in Cochrane, Alberta for the entire quarter in
Q4-24.
In Q1-24, we announced and promptly completed the indefinite curtailment of operations at our Huttig, Arkansas lumber
mill and the permanent closure of our Maxville, Florida lumber mill. Further, in Q3-24, we announced the indefinite
curtailment of operations at our lumber mill in Lake Butler, Florida. Together, these actions reduced our SYP capacity by
approximately 390 million board feet on an annual basis, representing 11% of our capacity at December 31, 2023. In
addition, we selectively reduced operating hours and shifts across our SYP manufacturing facilities during 2024.
SYP production volumes decreased compared to Q3-24 due primarily to the indefinite curtailment of our lumber mill in
Lake Butler, Florida. SYP production volumes decreased compared to Q4-23 due to the impact of the indefinite
curtailments and permanent closure discussed above and reduced operating schedules, resulting in a 13% decrease in
production versus Q4-23. Lower production from locations impacted by curtailments and closures was partially offset by
the ramp up of output from our more modern lower cost facilities.
Cost of products sold decreased from Q3-24 due to lower shipment volumes, a favourable $7 million variance relating to
inventory valuation adjustments, lower SPF unit manufacturing costs, and lower SYP log costs, offset in part by higher SPF
log costs and SYP unit manufacturing costs.
Cost of products sold decreased compared to Q4-23 due to lower shipment volumes, lower SPF unit manufacturing costs,
a favourable $12 million variance relating to inventory valuation adjustments, and lower SYP log costs, offset in part by
higher SPF log costs and SYP unit manufacturing costs.
- 17 -
2024 Annual Report | 33
Most of our SPF log requirements are harvested from crown lands owned by the provinces of B.C. or Alberta. B.C.’s
stumpage system is tied to reported lumber prices, with a time lag, and publicly auctioned timber harvesting rights.
Alberta’s stumpage system is correlated to published lumber prices with a shorter time lag.
SPF log costs increased from Q3-24 as low log inventory levels due to warm and wet weather impacted productivity
during Q4-24. Higher estimated silviculture costs driven by the impacts of the 2023 wildfires, discovered during our 2024
planting activities, were also a contributing factor. This was offset in part by lower logging and hauling costs and
purchased log costs.
SPF log costs increased from Q4-23 due primarily to higher estimated silviculture costs, offset in part by lower B.C.
stumpage rates, logging and hauling costs, and purchased log costs.
SPF unit manufacturing costs decreased compared to Q3-24 due primarily to lower labour costs and the weakening of the
CAD against the USD, offset in part by $4 million of incremental costs recognized during the period relating to retroactive
pension plan benefit changes. SPF unit manufacturing costs decreased compared to Q4-23 due to lower labour, energy,
and repairs and maintenance costs as well as the weakening of the CAD against the USD, offset in part by the pension
plan benefit changes discussed earlier.
SYP log costs decreased versus Q3-24 and Q4-23 as demand for logs in our operating areas moderated.
SYP unit manufacturing costs increased compared to Q3-24 due primarily to higher labour costs, offset in part by lower
energy costs and repairs and maintenance costs. SYP unit manufacturing costs increased compared to Q4-23 due to the
impact of fixed costs incurred during periods of reduced operating schedules, higher labour and energy costs, offset in
part by lower repairs and maintenance costs and the favourable cost impact of curtailing and closing of our Huttig,
Arkansas and Maxville, Florida mills. Completing the curtailment and closure of our Huttig, Arkansas and Maxville, Florida
mills resulted in a cost improvement as we replaced higher-cost volumes at these locations with lower-cost production
elsewhere in our manufacturing platform.
Freight and other distribution costs decreased versus comparative periods due to lower shipment volumes, favourable
changes in customer mix, and the weakening of the CAD against the USD.
We recorded an export duty expense in Q3-24, which included an expense of $32 million related to the USDOC
finalization of the AR5 duty rates. The expense primarily represents the difference between the final CVD rate of 6.85%
and the CVD cash deposit rates paid on shipments of SPF lumber to the U.S. during AR5, which ranged from 3.62% to
5.08%.
Export duty expense decreased compared to Q3-24 due to the impact of AR5 finalization in Q3-24, higher recovery
realized in Q4-24 upon adjustment to the estimated annualized 2024 duty rate, offset in part by higher pricing and higher
cash deposit rates effective throughout Q4-24.
Export duty expense decreased compared to Q4-23 due to a higher recovery realized in Q4-24 upon adjustment to the
estimated annualized duty rate, offset in part by higher pricing and higher shipment volumes to the U.S.
- 18 -
The following table reconciles our cash deposits paid during the period to the amount recorded in our statements of
earnings:
Duty impact on earnings ($ millions)
Q4-24
Q3-24
Q4-23
Cash deposits1
(18)
(14)
(12)
Adjust to West Fraser Estimated ADD rate2
12
10
4
Export duties, net
(7)
(4)
(8)
Duty expense attributable to AR53
—
(32)
—
Net duty expense
(7)
(35)
(8)
Net interest income on export duty deposits
6
1
6
1.
Represents combined CVD and ADD cash deposit rate of 9.25% from August 1, 2023 to December 31, 2023, 9.25% from January 1, 2024 to August
18, 2024 and 11.89% from August 19, 2024 to December 31, 2024.
2.
Represents adjustment to West Fraser Estimated ADD rate of 2.58% for Q4-24, 4.42% for Q3-24, and 8.84% for Q4-23.
3.
$32 million represents the duty expense attributable to the finalization of AR5 duty rates for the 2022 POI. The final CVD rate was 6.85% and the
final ADD rate was 5.04% for AR5.
Amortization expense was broadly consistent versus comparative periods. Amortization expense compared to Q4-23
were influenced by increases from the inclusion of our Spray Lake lumber mill and the completion of certain capital
investments in our U.S. operations, offset by the impact of our lumber mill closures.
Selling, general and administration costs was comparable to Q3-24 and decreased from Q4-23 due primarily to changes in
the amount of corporate shared service costs allocated to the segment and cost reductions from our lumber mill closures.
Restructuring and impairment charges of $18 million in Q3-24 related to the indefinite curtailment of operations at our
lumber mill in Lake Butler, Florida. Restructuring and impairment charges of $128 million in Q4-23 related to facility
closures and curtailments in the U.S. South and B.C.
Operating earnings for the Lumber Segment increased by $101 million compared to Q3-24 and increased by $203 million
compared to Q4-23 for the reasons explained above.
Adjusted EBITDA for the Lumber Segment increased by $83 million compared to Q3-24 and increased by $72 million
compared to Q4-23. The following table shows the Adjusted EBITDA variance for the period.
Adjusted EBITDA ($ millions)
Q3-24 to Q4-24
Q4-23 to Q4-24
Adjusted EBITDA - comparative period
$
(62) $
(51)
Price
66
53
Volume
1
2
Changes in export duties
27
1
Changes in costs
(17)
14
Impact of inventory write-downs
7
12
Other
(1)
(9)
Adjusted EBITDA - current period
$
21 $
21
- 19 -
2024 Annual Report | 35
North America Engineered Wood Products Segment
NA EWP Segment Earnings
($ millions unless otherwise indicated)
Q4-24
Q3-24
Q4-23
Sales
OSB
$
490 $
517 $
516
Plywood, LVL and MDF
138
134
137
Wood chips, logs and other
8
9
7
635
660
661
Cost of products sold
(407)
(429)
(410)
Freight and other distribution costs
(76)
(87)
(81)
Amortization
(71)
(71)
(69)
Selling, general and administration
(26)
(23)
(27)
Restructuring and impairment charges
—
—
—
Operating earnings
56
50
74
Adjusted EBITDA1
$
127 $
121 $
143
OSB (MMsf 3/8” basis)
Production
1,598
1,709
1,549
Shipments
1,604
1,771
1,590
Plywood (MMsf 3/8” basis)
Production
176
182
183
Shipments
178
188
184
1.
This is a non-GAAP financial measure. Refer to the “Non-GAAP and Other Specified Financial Measures” section of this document for more
information on this measure.
Our NA EWP segment includes our North American OSB, plywood, MDF, and LVL operations.
Sales and Shipments
Sales decreased from Q3-24 due to lower shipment volumes, offset in part by higher OSB and plywood product pricing.
Sales decreased from Q4-23 due to lower OSB product pricing, offset in part by higher plywood product pricing.
The price variance resulted in an increase in operating earnings and Adjusted EBITDA of $38 million compared to Q3-24,
and a decrease of $25 million compared to Q4-23.
OSB shipment volumes decreased from Q3-24 due primarily to lower production volumes, discussed further in the
section below. OSB shipment volumes were broadly comparable versus Q4-23.
Plywood shipment volumes decreased modestly versus comparative periods.
The volume variance resulted in a decrease in operating earnings and Adjusted EBITDA of $22 million compared to Q3-24,
and a decrease of $2 million compared to Q4-23.
- 20 -
NA OSB Sales by Destination
Q4-24
Q3-24
Q4-23
MMsf
3/8”
%
MMsf
3/8”
%
MMsf
3/8”
%
U.S.
1,438
90%
1,601
90%
1,441
91%
Canada
137
9%
134
8%
121
8%
Other
28
1%
36
2%
27
1%
1,604
1,771
1,590
The above table shows the proportion of shipments of OSB from our North American OSB operations to the U.S., Canada
and other export markets. For Q4-24 and comparative periods, substantially all plywood shipments were to Canada, while
the majority of LVL and MDF shipments were to Canada.
Costs and Production
OSB production volumes decreased compared to Q3-24 due to annual major maintenance downtime typically taken in
the seasonally slower fourth quarter. OSB production volumes increased compared to Q4-23 due primarily to the ramp-
up of our Allendale, South Carolina mill.
Plywood production volumes were broadly comparable versus comparative periods.
Cost of products sold decreased compared to Q3-24 due to lower OSB shipments, a $6 million favourable impact related
to inventory valuation adjustments, impacts related to the weakening of the CAD against the USD, and lower resin costs,
offset in part by higher repairs and maintenance costs, energy costs and fibre costs.
Cost of products sold was broadly comparable to Q4-23 as higher repairs and maintenance costs were offset by impacts
related to the weakening of the CAD against the USD, a $2 million favourable impact relating to inventory valuation
adjustments, and lower resin and fibre costs.
Freight and other distribution costs decreased from Q3-24 due primarily to lower shipment volumes. Freight and other
distribution costs decreased from Q4-23 due primarily to lower fuel costs, the weakening of the CAD against the USD, and
favourable changes in customer geographic mix.
Amortization expense was comparable versus Q3-24 and Q4-23.
Selling, general and administration costs were broadly comparable versus Q3-24 and Q4-23.
Operating earnings for the NA EWP Segment increased by $6 million compared to Q3-24 and decreased by $18 million
compared to Q4-23 due to the reasons explained above.
Adjusted EBITDA for the NA EWP Segment increased by $6 million compared to Q3-24 and decreased by $16 million
compared to Q4-23. The following table shows the Adjusted EBITDA variance for the period.
Adjusted EBITDA ($ millions)
Q3-24 to Q4-24
Q4-23 to Q4-24
Adjusted EBITDA - comparative period
$
121 $
143
Price
38
(25)
Volume
(22)
(2)
Changes in costs
(15)
12
Impact of inventory write-downs
6
2
Other
(1)
(1)
Adjusted EBITDA - current period
$
127 $
127
- 21 -
2024 Annual Report | 37
Pulp & Paper Segment
Pulp & Paper Segment Earnings
($ millions unless otherwise indicated)
Q4-24
Q3-24
Q4-23
Sales
$
56 $
86 $
159
Cost of products sold
(56)
(70)
(120)
Freight and other distribution costs
(8)
(12)
(31)
Amortization
(4)
(4)
(3)
Selling, general and administration
(3)
(2)
(6)
Restructuring and impairment charges
—
—
(6)
Operating loss
(14)
(2)
(7)
Adjusted EBITDA1
$
(10) $
2 $
2
NBSK (Mtonnes)
Production
42
77
39
Shipments
38
76
37
1.
This is a non-GAAP financial measure. Refer to the “Non-GAAP and Other Specified Financial Measures” section of this document for more
information on this measure.
Following our attaining sole control of CPP in Q1-24 and completion of the pulp mill disposals, the Pulp & Paper segment
is comprised of our 100% interest in CPP and our 50%-owned joint operation, Alberta Newsprint Company. In light of the
composition of the segment on a go-forward basis, the production and shipment volumes for all periods disclosed in the
above table relate to those of NBSK pulp produced and shipped from CPP only and exclude BCTMP and UKP pulp amounts
related to the disposed pulp mills.
The comparison versus comparative periods is impacted by the sale of Hinton pulp mill on February 3, 2024, the sale of
Quesnel River Pulp mill and Slave Lake Pulp mill on April 20, 2024, and our attaining sole control of CPP in Q1-24.
Sales and Shipments
Sales decreased compared to Q3-24 driven primarily by lower shipments due to a major maintenance shutdown at CPP in
Q4-24, discussed further in the section below. Sales decreased compared to Q4-23 due primarily to the pulp mill
disposals.
Costs and Production
In Q4-24, CPP completed a major maintenance shutdown. This shutdown period, in addition to the ramp-up time
required to return the facility to its full production levels once maintenance was completed, reduced NBSK production in
Q4-24 compared to Q3-24.
NBSK production volumes increased modestly from Q4-23 as our attaining sole control of CPP in Q1-24 offset the impacts
of the maintenance shutdown discussed above.
Cost of products sold decreased compared to Q3-24 due primarily to lower shipment volumes, offset in part by higher
repairs and maintenance costs and labour costs. Cost of products sold decreased compared to Q4-23 due primarily to the
pulp mill disposals.
Freight and other distribution costs decreased from Q3-24 due primarily to lower shipment volumes. Freight and other
distribution costs decreased compared to Q4-23 due primarily to the pulp mill disposals.
Amortization expense was comparable versus all comparable periods. In Q4-23, the disposed pulp mills were classified as
held for sale and were no longer amortized.
Selling, general and administration costs were comparable to Q3-24 and decreased versus Q4-23 due to changes in the
amount of allocated corporate shared service costs resulting from the pulp mill disposals.
- 22 -
Restructuring and impairment charges of $6 million were recorded in Q4-23 upon remeasurement of estimated working
capital adjustments specified in the asset purchase agreements for the Hinton pulp mill, Quesnel River Pulp mill, and
Slave Lake Pulp mill.
Operating earnings for the Pulp & Paper Segment decreased by $12 million compared to Q3-24 and decreased by $8
million compared to Q4-23 due to the reasons explained above.
Adjusted EBITDA for the Pulp & Paper Segment decreased by $12 million compared to Q3-24 and decreased by $12
million compared to Q4-23 due to the reasons explained above.
Europe Engineered Wood Products Segment
Europe EWP Segment Earnings
($ millions unless otherwise indicated)
Q4-24
Q3-24
Q4-23
Sales
$
112 $
115 $
100
Cost of products sold
(92)
(96)
(87)
Freight and other distribution costs
(10)
(10)
(7)
Amortization
(12)
(12)
(13)
Selling, general and administration
(7)
(8)
(3)
Restructuring and impairment charges
(70)
—
—
Operating loss
(80)
(11)
(10)
Adjusted EBITDA1
$
2 $
1 $
3
OSB (MMsf 3/8” basis)
Production
275
273
213
Shipments
262
262
227
GBP - USD exchange rate
Closing rate
1.25
1.34
1.27
Average rate
1.29
1.30
1.24
1.
This is a non-GAAP financial measure. Refer to the “Non-GAAP and Other Specified Financial Measures” section of this document for more
information on this measure.
Our Europe EWP segment includes our U.K. and Belgium OSB, MDF, and particleboard operations. Revenues and
expenses of our European operations, which have British pound sterling and Euro functional currencies, are translated at
the average rate of exchange prevailing during the period.
Sales and Shipments
Sales decreased slightly from Q3-24 due primarily to lower product pricing. Sales increased compared to Q4-23 due to
higher shipment volumes across all products and the strengthening of the GBP against the USD, offset by lower MDF and
particleboard pricing.
The price variance resulted in a decrease in operating earnings and Adjusted EBITDA of $3 million compared to Q3-24 and
a decrease of $6 million compared to Q4-23. The price variance represents the impact of changes in product pricing in
local currency terms, with any associated foreign exchange impact from the strengthening or weakening of the GBP
against USD presented under Other in the Adjusted EBITDA variance table.
Shipment volumes were comparable to Q3-24. Shipment volumes increased compared to Q4-23 due to higher
production, discussed further in the section below.
The volume variance resulted in an increase in operating earnings and Adjusted EBITDA of $1 million compared to Q3-24
and an increase of $9 million compared to Q4-23.
- 23 -
2024 Annual Report | 39
Costs and Production
OSB production volumes were comparable to Q3-24. MDF and particleboard production increased as Q3-24 was
impacted by higher maintenance downtime. OSB production volumes increased compared to Q4-23 due to less scheduled
maintenance downtime and production curtailments to manage inventory levels taken in the current quarter. MDF and
particleboard production increased from Q4-23 due to less production curtailments.
Cost of products sold decreased slightly versus Q3-24 due to lower repairs and maintenance costs. Cost of products sold
increased compared to Q4-23 due to higher shipment volumes and the strengthening of the GBP against the USD, offset
by lower energy and resin costs.
Freight and other distribution costs were comparable to Q3-24. Freight and other distribution costs increased from Q4-23
due to higher shipment volumes and the strengthening of the GBP against the USD.
Amortization expense was broadly consistent with comparable periods.
Selling, general and administration costs were broadly consistent with Q3-24. Selling, general and administrative costs
increased from Q4-23 due primarily to changes in the amount of corporate shared service costs allocated to the segment.
We recorded an impairment loss of $70 million in relation to Europe EWP goodwill during Q4-24. The impairment loss
was driven primarily by an extension of the expected duration of the recovery to mid-cycle profitability and weaker
macroeconomic conditions in the U.K. and Europe. See note 9 to the Annual Financial Statements for additional details.
Operating earnings for the Europe EWP Segment decreased by $69 million compared to Q3-24 and decreased by $70
million compared to Q4-23 due to the reasons explained above.
Adjusted EBITDA for the Europe EWP Segment increased by $1 million compared to Q3-24, and decreased by $1 million
compared to Q4-23. The following table shows the Adjusted EBITDA variance for the period. The variances presented
represent the impact of changes in price, volume and cost in local currency terms, with any associated foreign exchange
impact from the strengthening or weakening of the GBP against USD presented under Other. The impact of the sale of
carbon allowances is also included under Other.
Adjusted EBITDA ($ millions)
Q3-24 to Q4-24
Q4-23 to Q4-24
Adjusted EBITDA - comparative period
$
1 $
3
Price
(3)
(6)
Volume
1
9
Changes in costs
2
(3)
Other
—
(1)
Adjusted EBITDA - current period
$
2 $
2
- 24 -
Discussion & Analysis of Specific Items
Selling, general and administration
Selling, general and administration costs for Q4-24 was $68 million (Q3-24 - $67 million; Q4-23 - $80 million).
Selling, general and administration costs were comparable to Q3-24. Selling, general and administration costs decreased
versus Q4-23 due primarily to the impact of the pulp mill disposals and other facility curtailments and closures as well as
various organizational efficiency initiatives, offset in part by the inclusion of Spray Lake lumber mill and our attaining sole
control of CPP in Q1-24. Neither our 2023 nor 2024 results include any provision for variable compensation expense.
Selling, general and administration costs related to our operating segments are also discussed under “Discussion &
Analysis of Quarterly Results by Product Segment”.
Equity-based compensation
We recorded a recovery of $1 million during Q4-24 (Q3-24 - expense of $15 million; Q4-23 - expense of $15 million). The
recovery in the current quarter reflects a decrease in the price of our common shares traded on the TSX from
September 28, 2024 to December 31, 2024 and changes in the expected payout multiple on our performance share units,
offset in part by additional vesting of units granted. The expense in the comparative quarters primarily reflects an
increase in the price of our common shares traded on the TSX.
Finance income, net
We recorded finance income, net of $12 million in Q4-24 compared to finance income, net of $7 million in Q3-24 and
finance income, net of $14 million in Q4-23.
Finance income increased compared to Q3-24 due primarily to fluctuations in interest income related to export duty
deposits and lower interest expense relating to long-term debt, offset in part by lower interest income on our cash and
cash equivalents.
Finance income decreased compared to Q4-23 due primarily to lower interest income earned on our cash and cash
equivalents, higher net interest expense on our defined-benefit pension plans as our overall funded position has
decreased, offset in part by lower interest expense relating to long-term debt.
Other income (expense)
Other income of $11 million was recorded in Q4-24 (Q3-24 - other expense of $8 million; Q4-23 - other expense of $30
million).
Other income in Q4-24 relates primarily to foreign exchange gains recorded on our CAD-denominated monetary assets
and liabilities as the USD strengthened against the CAD and gains on our electricity swaps.
Tax recovery (provision)
Q4-24 results include an income tax expense of $20 million, compared to income tax recovery of $26 million in Q3-24 and
income tax recovery of $50 million in Q4-23, resulting in an effective tax rate of (47)% in the current quarter compared to
24% in Q3-24 and 25% in Q4-23. The effective tax rate was impacted primarily by non-taxable amounts including the
Europe EWP goodwill impairment, differences in our jurisdictional tax rates, valuation allowance against deferred tax
attributes, and impacts of functional currency differences, offset in part by income tax credits. The effective tax rate can
be sensitive to non-taxable permanent differences and differences in our jurisdictional tax rates in periods of lower pre-
tax earnings.
Other comprehensive earnings – translation of operations with different functional currencies
We recorded a translation loss of $44 million during Q4-24 (Q3-24 - translation gain of $31 million; Q4-23 - translation
gain of $27 million).
- 25 -
2024 Annual Report | 41
In general, a strengthening (weakening) of the USD against the Canadian dollar, British pound sterling or Euro results in a
translation loss (gain). The translation loss in the current quarter reflects a strengthening of the USD against the
aforementioned currencies at period-end.
Other comprehensive earnings – actuarial gains/losses on retirement benefits
We recorded an after-tax actuarial loss of $5 million during Q4-24 (Q3-24 - after-tax actuarial loss of $12 million; Q4-23 -
after-tax actuarial loss of $57 million). The most significant drivers of the actuarial loss in Q4-24 were adjustments to
actuarial assumptions and lower returns on plan assets, offset in part by an increase in the discount rate used to calculate
plan liabilities.
OUTLOOK AND OPERATIONS
Business Outlook
Markets
Several key trends that have served as positive drivers in recent years are expected to continue to support medium and
longer-term demand for new home construction in North America.
The most significant uses for our North American lumber, OSB and engineered wood panel products are residential
construction, repair and remodelling and industrial applications. Over the medium term, improved housing affordability
from stabilization of inflation and interest rates, a large cohort of the population entering the typical home buying stage,
and an aging U.S. housing stock are expected to drive new home construction and repair and renovation spending that
supports lumber, plywood and OSB demand. Over the longer term, growing market penetration of mass timber in
industrial and commercial applications is also expected to become a more significant source of demand growth for wood
building products in North America.
The seasonally adjusted annualized rate of U.S. housing starts was 1.50 million units in December 2024, with permits
issued of 1.48 million units, according to the U.S. Census Bureau. While there are near-term uncertainties for new home
construction, owing in large part to the level and rate of change of mortgage rates and the resulting impact on housing
affordability, unemployment remains relatively low in the U.S. The most recent rate hiking cycle is generally believed to
be over as the U.S. central bank recently began to cut rates and Federal funds futures indicate prospects for one
additional rate cut by the end of 2025, though there are evolving risks related to the new U.S. administration’s tariff and
other policies, which could be inflationary. These developments notwithstanding, demand for new home construction
and our wood building products may decline in the near term should the broader economy and employment slow or the
trend in interest and mortgage rates negatively impact consumer sentiment and housing affordability.
In Europe and the U.K., we expect a relatively modest market recovery over the near term. Looking further out, we
continue to expect demand for our European products will grow over the longer term as use of OSB as an alternative to
plywood grows. An aging housing stock is also expected to support long-term repair and renovation spending and
additional demand for our wood building products. In the current environment, inflation appears to have stabilized and
interest rates have begun to decline, which is directionally positive for housing demand. That said, ongoing geopolitical
developments and the lagged impact of prior inflationary pressures may adversely impact near-term demand for our
panel products in the U.K. and Europe. Despite these risk factors, we are confident that we will be able to navigate
demand markets and capitalize on the long-term growth opportunities ahead.
Softwood lumber dispute
Canadian softwood lumber exports to the U.S. have been the subject of trade disputes and managed trade arrangements
for several decades. Countervailing and antidumping duties have been in place since April 2017, and we are required to
make deposits in respect of these duties. Whether and to what extent we can realize a selling price to recover the impact
of duties payable will largely depend on the strength of demand for softwood lumber. The USDOC commenced
Administrative Review 6 (“AR6”) in March 2024, with final rates expected in November 2025. Additional details can be
found under the section “Discussion & Analysis of Annual Results by Product Segment - Lumber Segment - Softwood
Lumber Dispute".
- 26 -
Operations
Anticipated shipment levels assume no significant change from current market demand conditions, sufficient availability
of logs within our economic return criteria, and no further indefinite or permanent curtailments. Our operations and
results could be negatively affected by increasing or elevated interest rates, duties and tariffs, softening demand, the
availability of transportation, the availability of labour, disruption to the global economy resulting from the conflicts in
Ukraine and the Middle East, inflationary pressures, including increases in energy prices, adverse weather conditions in
our operating areas, intense competition for logs, elevated stumpage fees, and production disruptions due to other
uncontrollable factors.
The Lumber segment is expected to experience a modest demand recovery in 2025, though significant unknowns exist
surrounding the potential demand impacts from sweeping tariffs threatened by the U.S. administration. Based on what
we can see today, including the mill closures and indefinite curtailments we announced last year and the uncertainties
around the impact of tariffs, offset in part by the ongoing reliability and capital improvement gains across our lumber mill
portfolio, we are targeting 2025 SPF shipments to be 2.7 to 3.0 billion board feet and SYP shipments to be 2.5 to 2.8
billion board feet. As the new U.S. administration’s tariff and other policies evolve, we will evaluate the impact of the
tariffs on our operations and consider whether any revisions to our shipment estimates are warranted. On January 1,
2025, stumpage rates increased slightly in B.C. from reasonably modest levels due to the market-based adjustments
related to lumber prices, with inflationary pressures on development, logging and delivery costs continuing to provide
upward bias to total fibre costs. Given the recent commodity price environment, B.C. stumpage rates are expected to
track higher through Q1-25. In Alberta, Q1-25 stumpage rates are also expected to be above Q4-24 levels as these rates
are closely linked to the price of lumber but with a quicker response to changing lumber prices. Recent sawmill capacity
curtailments across the U.S. South have continued to create opportunities for lower log costs with the pace of cost
reductions varying by region. We expect average 2025 log costs across the U.S. South will be largely similar to those of
2024, though region-specific log costs are likely to vary depending on the unique conditions in each procurement zone.
In our NA EWP segment, we expect somewhat stronger demand in 2025. However, as for the Lumber segment, we
acknowledge risks to our demand forecasts given the near-term threat of potential trade tariffs. In light of the
uncertainties around the impact of tariffs, we are targeting 2025 shipments in the range of 6.5 to 6.9 billion square feet
(3/8-inch basis). Start-up of the Allendale mill is progressing well and we continue to anticipate a ramp-up period for the
mill of up to three years to meet targeted production levels. As the new U.S. administration tariff and other policies
evolve, we will evaluate the impact of the tariffs on our operations and consider whether any revisions to our shipment
estimates are warranted. We expect our overall OSB platform to be better and lower cost with a modern Allendale facility
operating, and as with all our wood products operations, demand is a key input in determining our operating schedules
across our manufacturing footprint. Input costs for the NA EWP business are expected to be relatively stable through
2025. Recent sawmill curtailments across the industry have in some instances created chip shortages for pulp producers,
although to-date we have not experienced increasing demand tension for pulp logs, the primary fibre source for OSB
production.
In our Europe EWP segment, we expect demand to improve for our MDF, particleboard and OSB panel products in 2025,
but recognize the ongoing macroeconomic uncertainties surrounding interest rates and economic growth in the region.
As such, we are guiding for 2025 OSB shipments in the range of 1.0 to 1.25 billion square feet (3/8-inch basis). Input costs
for the Europe EWP business in 2025, including energy and resin costs, are expected to stabilize near 2024 levels.
On balance, we experienced relatively stable costs for inputs across our supply chain again in Q4-24, including resins and
chemicals, while contract labour availability and capital equipment lead times showed significant improvement. We
expect these trends to largely continue in 2025.
We will continue to regularly evaluate the factors above as well as evolving market conditions in making production
decisions across the business.
- 27 -
2024 Annual Report | 43
Cash Flows
We anticipate levels of operating cash flows and available liquidity will support our capital spending plans in 2025 as we
look to operationalize the significant capital we have invested in recent years. Based on our current outlook, assuming no
deterioration from current market demand conditions during the year and no additional lengthening of lead times for
projects underway or planned, we anticipate capital expenditures in the range of $400 million to $450 million in 20251.
Our total capital budget consists of various improvement projects and maintenance expenditures, projects focused on
optimization and automation of the manufacturing process, and projects targeted to reduce greenhouse gas emissions.
The total capital cost for the modernization of our Henderson, Texas lumber manufacturing facility is now expected to be
closer to $275 million, up from the original $255 million estimate. The new mill is expected to be ready for ramp-up by
the end of H1-25, at which time we will begin retiring the existing Henderson sawmill. We anticipate 18 to 24 months to
ramp-up the new Henderson mill and do not expect to realize meaningful incremental production from the mill until
2026.
1.
This is a supplementary financial measure. Refer to the “Non-GAAP and Other Specified Financial Measures” section of this document for more
information on this measure.
On October 15, 2024, we repaid the principal and accrued interest on our $300 million senior notes on maturity with cash
on hand.
We expect to maintain our investment grade issuer rating and intend to preserve sufficient liquidity to be able to take
advantage of strategic growth opportunities that may arise.
Under our 2023 NCIB that expired February 26, 2024, we purchased 1,907,510 Common shares of the Company.
On February 27, 2024, we renewed our normal course issuer bid (“2024 NCIB”) allowing us to acquire up to 3,971,380
Common shares for cancellation effective from March 1, 2024 until the expiry of the bid on February 28, 2025. As of
February 11, 2025, 1,989,825 Common shares have been repurchased for cancellation, leaving 1,981,555 available to
purchase at our discretion until the expiry of the 2024 NCIB.
As of February 11, 2025, we have repurchased for cancellation 43,639,129 of the Company’s Common shares since the
closing of the Norbord Acquisition on February 1, 2021 through the completion of the 2021 SIB, the 2022 SIB, and normal
course issuer bids, equalling 80% of the shares issued in respect of the Norbord Acquisition.
During Q2-24, we increased our quarterly dividend to $0.32 per share from $0.30 per share. We have paid a dividend in
every quarter since we became a public company in 1986 and expect to continue this practice. At the latest declared
quarterly dividend rate of $0.32 per share, the total anticipated cash payment of dividends in 2025 is $102 million based
on the number of Common and Class B Common shares outstanding on December 31, 2024.
We will continue to consider share repurchases with excess cash, subject to regulatory approvals, if we are satisfied that
this will enhance shareholder value and not compromise our financial flexibility.
Estimated Earnings Sensitivity to Key Variables
(based on 2024 shipment volumes - $ millions)
Factor
Variation
Change in pre-tax
earnings1
Lumber price
$10 (per Mfbm)
$
54
NA OSB price
$10 (per Msf)
57
Europe OSB price
£10 (per Msf)
14
Canadian - U.S. $ exchange rate2
$0.01 (per CAD)
15
1.
Each sensitivity has been calculated on the basis that all other variables remain constant and is based on changes in our realized sales prices.
2.
Represents the USD impact of the initial $0.01 change on CAD revenues and expenses. Additional changes are substantially, but not exactly, linear.
- 28 -
LIQUIDITY AND CAPITAL RESOURCES
Capital Management Framework
Our business is cyclical and is subject to significant changes in cash flow over the business cycle. In addition, financial
performance can be materially influenced by changes in product prices and the relative values of the Canadian and U.S.
dollars. Our objective in managing capital is to ensure adequate liquidity and financial flexibility at all times, particularly at
the lower points in the business cycle.
Our main policy relating to capital management is to maintain a strong balance sheet and otherwise meet financial tests
that rating agencies commonly apply for investment-grade issuers of public debt. We are currently rated as an
investment grade issuer by three major rating agencies.
We monitor and assess our financial performance to ensure that debt levels are prudent, taking into account the
anticipated direction of the business cycle. When financing acquisitions, we combine cash on hand, debt, and equity
financing in a proportion that is intended to maintain an investment-grade rating for debt throughout the cycle. Debt
repayments are arranged, where possible, on a staggered basis that takes into account the uneven nature of anticipated
cash flows. We have established committed revolving lines of credit that provide liquidity and flexibility when capital
markets are restricted. In addition, as a normal part of our business, we have in the past and may from time to time seek
to repurchase our outstanding securities through issuer bids or tender offers, open market purchases, privately
negotiated transactions or otherwise. Such repurchases, if any, will depend on prevailing market conditions, our liquidity
requirements, contractual and legal restrictions and other factors.
A strong balance sheet and liquidity profile, along with our investment-grade issuer rating, are key elements of our goal
to maintain a balanced capital allocation strategy. Priorities within this strategy include: reinvesting in our operations
across all market cycles to strategically enhance productivity, product mix, and capacity; optimizing our portfolio of assets
to reduce the variability of cash flows across market cycles; maintaining a leading cost position; maintaining financial
flexibility to capitalize on growth opportunities, including the pursuit of acquisitions and larger-scale strategic growth
initiatives; and returning capital to shareholders through dividends and share repurchases.
Liquidity and Capital Resource Measures
Our capital structure consists of Common share equity and long-term debt, and our liquidity includes our operating
facilities.
Summary of Liquidity and Debt Ratios
($ millions, except as otherwise indicated)
December 31,
December 31,
2024
2023
Available liquidity
Cash and cash equivalents
$
641 $
900
Operating lines available (excluding newsprint operation)1
1,044
1,054
Available liquidity
$
1,685 $
1,954
Total debt to total capital2
4%
7%
Net debt to total capital2
(6%)
(5%)
1. Excludes demand line of credit dedicated to our jointly-owned newsprint operation as West Fraser cannot draw on it.
2. This is a capital management measure. Refer to the “Non-GAAP and Other Specified Financial Measures” section of this document for more
information on this measure.
Available liquidity as at December 31, 2024 was $1,685 million (December 31, 2023 - $1,954 million). Available liquidity
includes cash and cash equivalents, cheques issued in excess of funds on deposit, and amounts available on our operating
loans, excluding the demand line of credit dedicated to our 50% jointly-owned newsprint operation.
Please refer to the “Cash Flow” section for analysis of the changes in cash and cash equivalents. Total debt to total capital
decreased versus last year due to the repayment of our $300 million senior notes on maturity in October 2024. Net debt
to total capital is comparable to prior year and we remain well positioned with a strong balance sheet and liquidity
profile.
- 29 -
2024 Annual Report | 45
Credit Facilities
As at December 31, 2024, our credit facilities consisted of a $1 billion committed revolving credit facility which matures
July 2028, $25 million of uncommitted revolving credit facilities available to our U.S. subsidiaries, a $20 million
(£15 million) credit facility dedicated to our European operations, and a $11 million (CAD$15 million) demand line of
credit dedicated to our jointly-owned newsprint operation.
As at December 31, 2024, our revolving credit facilities were undrawn (December 31, 2023 - undrawn) and the associated
deferred financing costs of $2 million (December 31, 2023 - $2 million) were recorded in other assets. Interest on the
facilities is payable at floating rates based on Prime Rate Advances, Base Rate Advances, Bankers’ Acceptances, Secured
Overnight Financing Rate (“SOFR”) Advances at our option.
In addition, we have credit facilities totalling $130 million (December 31, 2023 - $133 million) dedicated to letters of
credit. Letters of credit in the amount of $36 million (December 31, 2023 - $43 million) were supported by these facilities.
All debt is unsecured except the $11 million (CAD$15 million) jointly-owned newsprint operation demand line of credit,
which is secured by that joint operation’s current assets.
As at December 31, 2024, we were in compliance with the requirements of our credit facilities.
Long-Term Debt
On October 15, 2024, we repaid the principal and accrued interest on our $300 million senior notes on maturity with cash
on hand.
We have a $200 million term loan maturing July 2025. Interest is payable at floating rates based on Base Rate Advances
or SOFR Advances at our option. This loan is repayable at any time, in whole or in part, at our option and without penalty
but cannot be redrawn after payment.
We have interest rate swap contracts to pay fixed interest rates and receive variable interest rates on $200 million
notional principal amount of indebtedness. These swap agreements have the effect of fixing the interest rate on the $200
million term loan discussed above. In January 2024, these interest rate swaps were amended to extend their maturity
from August 2024 to July 2025. Following this amendment, the weighted average fixed interest rate payable under the
contract was 2.61% (previously 0.91%).
Issuer Ratings
We are considered investment grade by three leading rating agencies. On October 22, 2024, Moody's upgraded our issuer
rating to Baa2, with an outlook of stable. The ratings in the table below are as at February 11, 2025.
Agency
Rating
Outlook
DBRS
BBB
Stable
Moody’s
Baa2
Stable
Standard & Poor’s
BBB-
Stable
These ratings are not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at
any time by the rating agencies.
Shareholder’s Equity
Our outstanding Common share equity consists of 77,408,119 Common shares and 2,281,478 Class B Common shares for
a total of 79,689,597 Common shares issued and outstanding as at February 11, 2025. As of February 11, 2025, we held
18,585 Common shares as treasury shares for cancellation.
The Common shares and Class B Common shares are equal in all respects, including the right to dividends, rights upon
dissolution or winding up and the right to vote, except that each Class B Common share may at any time be exchanged
for one Common share. Our Common shares are listed for trading on the TSX and NYSE under the symbol WFG, while our
- 30 -
Class B Common shares are not. Certain circumstances or corporate transactions may require the approval of the holders
of our Common shares and Class B Common shares on a separate class by class basis.
Share Repurchases
On February 22, 2023, we renewed our 2023 NCIB allowing us to acquire up to 4,063,696 Common shares for cancellation
from February 27, 2023 until the expiry of the bid on February 26, 2024. Under this program, we repurchased 1,907,510
common shares for cancellation.
On February 27, 2024, we renewed our 2024 NCIB allowing us to acquire up to 3,971,380 Common shares for cancellation
from March 1, 2024 until the expiry of the bid on February 28, 2025. As of February 11, 2025, we have repurchased
1,989,825 common shares under our 2024 NCIB program.
The following table shows our purchases under our NCIB programs in 2023 and 2024:
Share repurchases
(number of common shares and price per share)
Common
Shares
Average Price
in USD
NCIB:
January 1, 2023 to December 31, 2023
1,834,801 $
70.24
NCIB:
January 1, 2024 to December 31, 2024
1,799,217 $
80.26
Share Options
As at February 11, 2025, there were 683,415 share options outstanding with exercise prices ranging from CAD$40.97 to
CAD$123.63 per Common share.
Cash Flow
Our cash is deployed primarily for operating purposes, interest payments, repayment of debt, investments in property,
plant and equipment, acquisitions, share repurchases, and dividends. In normal business cycles and in years without a
major acquisition or debt repayment, cash on hand and cash provided by operations have typically been sufficient to
meet these uses.
We are exposed to commodity price changes. To manage our liquidity risk, we maintain adequate cash and cash
equivalents balances and appropriate lines of credit. In addition, we regularly monitor and review both actual and
forecasted cash flows. Refinancing risks are managed by extending maturities through regular renewals and refinancing
when market conditions are supportive.
- 31 -
2024 Annual Report | 47
Years Ended
($ millions - cash provided by (used for))
December 31,
December 31,
2024
2023
Cash provided by operating activities
Loss
$
(5) $
(167)
Adjustments
Amortization
549
541
Restructuring and impairment charges
102
279
Finance income, net
(34)
(51)
Foreign exchange (gain) loss
(7)
7
Export duty
10
(45)
Retirement benefit expense
77
77
Net contributions to retirement benefit plans
(55)
(37)
Tax provision (recovery)
43
(61)
Income taxes received (paid)
3
(24)
Unrealized loss (gain) on electricity swaps
8
(13)
Other
(15)
8
Changes in non-cash working capital
Receivables
5
6
Inventories
11
132
Prepaid expenses
4
4
Payables and accrued liabilities
(35)
(131)
661
525
Cash used for financing activities
Repayment of long-term debt
(300)
—
Repayment of lease obligations
(15)
(15)
Finance expense paid
(27)
(24)
Repurchase of Common shares for cancellation
(140)
(129)
Issuance of Common shares
1
—
Dividends paid
(101)
(100)
(582)
(268)
Cash used for investing activities
Spray Lake Acquisition, net of cash acquired
—
(100)
Proceeds from sale of pulp mills
124
—
Additions to capital assets
(487)
(477)
Interest received
43
47
Other
2
—
$
(318)
(530)
Change in cash and cash equivalents
$
(238) $
(273)
Operating Activities
The table above shows the main components of cash flows provided by operating activities for each year. The significant
factor contributing to the increase compared to 2023 was higher earnings. Earnings, after adjusting for non-cash items,
increased versus prior year due primarily to higher OSB product pricing and lower costs for certain products, offset in part
by lower SYP lumber pricing.
- 32 -
Working capital represented a modest use of cash in 2024 due primarily to decreases in payables and accrued liabilities,
offset in part by decreases in trade receivables and inventories.
Financing Activities
Cash used in financing activities in 2024 increased compared to 2023 due primarily to the repayment of our $300 million
senior notes on maturity in October 2024 and higher share repurchases.
We returned $140 million and $129 million during 2024 and 2023 respectively to our shareholders through Common
shares repurchased under our NCIB programs.
We also returned a total of $101 million during 2024 to our shareholders through dividend payments (2023 - $100
million).
Investing Activities
We received $124 million of proceeds during 2024 in relation to the sale of Hinton pulp mill on February 3, 2024 and the
sale of Quesnel River Pulp mill and Slave Lake Pulp mill on April 20, 2024.
Cash payment of $100 million, representing the cash consideration transferred net of acquired cash, was made in relation
to the Spray Lake Acquisition during 2023.
Interest received decreased compared to 2023 due to lower interest income earned on our cash and cash equivalents.
Capital expenditures of $487 million in 2024 (2023 - $477 million) reflect our philosophy of continued reinvestment in our
mills.
Capital Expenditures by Segment
($ millions)
Profit
Improvement
Maintenance
of Business1
Safety
Total
Lumber
203
108
1
312
North America EWP
37
98
6
140
Pulp & Paper
—
14
1
15
Europe EWP
2
16
1
19
Corporate
—
1
—
1
Total
242
236
9
487
1.
Maintenance of business includes expenditures for roads, bridges, mobile equipment and major maintenance shutdowns.
Contractual Obligations
The estimated cash payments due in respect of contractual and legal obligations as at December 31, 2024, including debt
and interest payments and major capital improvements, are summarized as follows. Contractual obligations do not
include energy purchases under various agreements, defined contribution pension plans, equity-based compensation, or
contingent amounts payable.
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2024 Annual Report | 49
Contractual Obligations
(at December 31, 2024, in $ millions)
Total
2025
2026
2027
2028
Thereafter
Long-term debt
$
200 $
200 $
— $
— $
— $
—
Interest on long-term debt1
6
6
—
—
—
—
Lease obligations
38
11
6
4
3
14
Contributions to defined benefit pension plans2
69
10
29
30
—
—
Payables and accrued liabilities
590
590
—
—
—
—
Purchase commitments
114
114
—
—
—
—
Reforestation and decommissioning obligations
139
59
18
9
18
35
Electricity swaps
(5)
4
2
1
1
(14)
Total
$
1,150 $
994 $
55 $
44 $
22 $
35
1.
Assumes debt remains at December 31, 2024 levels and includes the impact of interest rate swaps terminating July 2025.
2.
Contributions to the defined benefit pension plans are based on the most recent actuarial valuation. Future contributions will be determined at
the next actuarial valuation date.
Financial Instruments
Our financial instruments, their accounting classification, and associated risks are described in Note 23 to the Annual
Financial Statements.
ACCOUNTING MATTERS
Critical Accounting Estimates and Judgments
The preparation of financial statements in conformity with IFRS Accounting Standards requires management to make
estimates, assumptions, and judgments that affect the amounts reported. Our significant accounting policies are
disclosed in our Annual Financial Statements.
In determining our critical accounting estimates, we consider trends, commitments, events or uncertainties that we
reasonably expect to materially affect our methodology or assumptions. Our statements in this MD&A regarding such
considerations are made subject to the “Forward-Looking Statements” section.
We have outlined below information about judgments, assumptions, and other sources of estimation uncertainty as at
December 31, 2024 that have the most significant impact on the amounts recognized in our financial statements. The
discussion of each critical accounting estimate does not differ between our reportable segments unless explicitly noted.
Recoverability of Goodwill
Goodwill is allocated to CGUs or groups of CGUs that are expected to benefit from the synergies of the business
combination from which it arose. Goodwill exists in relation to our Lumber, North America EWP, and Europe EWP
reportable segments.
Goodwill is tested annually for impairment, or more frequently if an indicator of impairment is identified.
Recoverability of goodwill is assessed by comparing the carrying value of the CGU or group of CGUs associated with the
goodwill balance to its estimated recoverable amount, which is the higher of its estimated fair value less costs of disposal
and its value in use.
The recoverable amount of CGU groups were determined based on their estimated fair value less costs of disposal using
discounted cash flow models. Key assumptions include production volumes, product pricing, operating costs, terminal
multiple, and discount rate. Key assumptions were derived using external sources and historical data from internal
sources.
An impairment loss is recorded if the carrying value exceeds the estimated recoverable amount.
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We recorded an impairment loss of $70 million in relation to Europe EWP goodwill during the year ended December 31,
2024. The impairment loss was driven primarily by an extension of the expected duration of the recovery to mid-cycle
profitability and weaker macroeconomic conditions in the U.K. and Europe. Following the impairment loss recognized in
the Europe EWP CGU group, the recoverable amount was equal to the carrying amount. Therefore, any adverse
movement in a key assumption would lead to further impairment.
As it relates to the U.S. lumber CGU group, a reasonably possible change in certain key assumptions could cause the
carrying amount to exceed the recoverable amount.
See note 9 to the Annual Financial Statements for additional details about the Europe EWP and US lumber CGU groups.
No impairment losses relating to goodwill were recognized for the year ended December 31, 2023.
The estimates and assumptions regarding expected cash flows and the appropriate discount rates require considerable
judgment and are based upon historical experience, approved financial forecasts and industry trends and conditions.
There is a material degree of uncertainty with respect to the estimates of the recoverable amounts of the CGU groups,
given the necessity of making key economic and operating assumptions about the future. If the future were to differ
adversely from our best estimate and associated cash flows were to materially decrease, we could potentially experience
future impairment charges in respect of our goodwill balances.
Recoverability of Capital Assets
We assess property, plant and equipment, timber licences, and other definite-lived intangible assets for indicators of
impairment at each reporting date and whenever events or changes in circumstances indicate that the carrying amount
may not be recoverable. We conduct a review of external and internal sources of information to assess for any
impairment indicators. Examples of such triggering events related to our capital assets include, but are not limited to: a
significant adverse change in the extent or manner in which the asset is being used or in its physical condition; a change
in management’s intention or strategy for the asset, including a plan to dispose of the asset or idle the asset for a
significant period of time; a significant adverse change in our long-term price assumption or in the price or availability of
inputs required for manufacturing; a significant adverse change in legal factors or in the business climate that could affect
the asset’s value; and a current period operating or cash flow loss combined with a history of operating or cash flow
losses, or a projection or forecast that demonstrates continuing losses associated with the asset’s use.
When a triggering event is identified, recoverability of capital assets is assessed by comparing the carrying value of an
asset or cash-generating unit to its estimated recoverable amount, which is the higher of its estimated fair value less costs
of disposal and its value in use.
We determined the value in use of assets and cash-generating units using discounted cash flow models. Key assumptions
included production volumes, product pricing, operating costs, terminal multiple, and discount rate. Key assumptions
used in estimating recoverable amount were based on industry sources as well as management estimates.
An impairment loss is recorded if the carrying value exceeds the estimated recoverable amount.
In the year ended December 31, 2024, we recorded restructuring and impairment charges of $28 million associated with
the permanent closures and indefinite curtailments of lumber mills to better align our capacity with expected future
demand. This included restructuring and impairment charges of $8 million associated with the permanent closure of our
Fraser Lake lumber mill, $17 million related to the indefinite curtailment of our lumber mill in Lake Butler, Florida, and
$3 million related to the permanent closure of our lumber mill in Maxville, Florida and the indefinite curtailment of
operations at our lumber mill in Huttig, Arkansas.
In the year ended December 31, 2024, we also recorded an impairment loss of $3 million in 2024 upon remeasurement of
estimated working capital adjustments on completion of the pulp mill disposals.
The assessment of impairment indicators requires the exercise of judgment given the necessity of making key economic
and operating assumptions about the future. If the future were to differ adversely from our best estimate and associated
cash flows were to materially decrease, we could potentially experience future impairment charges in respect of our
capital assets.
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2024 Annual Report | 51
Defined Benefit Pension Plan Assumptions
We maintain defined benefit pension plans for many of our employees. We use independent actuarial specialists to
perform actuarial valuations of our defined benefit pension plans.
Key assumptions used in determining defined benefit pension expense and accrued benefit obligations included the
assumed rates of increase for employee compensation and the discount rate. Note 14 to the Annual Financial Statements
provides the sensitivity of our accrued benefit obligations to changes in these key assumptions.
If the future were to adversely differ from our best estimate of assumptions used in determining our accrued benefit
obligations, we could experience increased defined benefit pension expense, financing costs and charges to other
comprehensive earnings in the future.
CVD and ADD Duty Rates
On November 25, 2016, a coalition of U.S. lumber producers petitioned the USDOC and the USITC to investigate alleged
subsidies to Canadian softwood lumber producers and levy CVD and ADD against Canadian softwood lumber imports. The
USDOC has and continues to choose us as a “mandatory respondent” to both the countervailing and antidumping
investigations, and as a result, we have received unique company-specific rates. Details can be found under the section
“Discussion & Analysis of Annual Results by Product Segment - Lumber - Softwood Lumber Dispute.”
The CVD and ADD rates are subject to adjustment by the USDOC through an AR of POI. The CVD and ADD rates apply
retroactively for each POI. We record CVD as export duty expense at the cash deposit rate until an AR finalizes a new
applicable rate for each POI. We record ADD as export duty expense by estimating the rate to be applied for each POI by
using our actual results and a similar calculation methodology as the USDOC and adjust when an AR finalizes a new
applicable rate for each POI. The difference between the cumulative cash deposits paid and cumulative export duty
expense recognized for each POI is recorded on our balance sheet as export duty deposits receivable or payable.
The difference between the cash deposit amount and the amount that would have been due based on the final AR rate
will incur interest based on the U.S. federally published interest rate. We record interest income on our duty deposits
receivable, net of any interest expense on our duty deposits payable, based on this rate.
The softwood lumber case will continue to be subject to NAFTA or the new CUSMA and WTO dispute resolution
processes and litigation in the U.S. In the past, long periods of litigation have led to negotiated settlements and duty
deposit refunds.
In the interim, duties remain subject to the USDOC AR process, which results in an annual adjustment of duty deposit
rates. Notwithstanding the deposit rates assigned under the investigations, our final liability for CVD and ADD will not be
determined until each annual administrative review process is complete and related appeal processes are concluded.
If the future were to adversely differ from our best estimate of the duty deposit rate, we could experience material
adjustments to duty expense and such adjustments could result in an increase of cash outflows.
Reforestation and Decommissioning Obligations
We recognize provisions for various statutory, contractual or legal obligations. In Canada, regulations in most provinces
require timber quota holders to carry out reforestation to ensure re-establishment of the forest after harvesting.
Reforested areas must be tended for a period sufficient to ensure that they are well established. The time needed to
meet regulatory requirements depends on a variety of factors.
In our operating areas, the time to meet reforestation standards usually spans 12 to 15 years from the time of harvest.
We record a liability for the estimated cost of the future reforestation activities when the harvesting takes place,
discounted at an appropriate rate. The liability is accreted over time through charges to finance expense and reduced by
silviculture expenditures. Changes to estimates are credited or charged to earnings.
We record the best estimate of the expenditure to be incurred to settle decommissioning obligations, such as landfill
closures. This liability is determined using estimated closure and/or remediation costs discounted using an appropriate
discount rate. On initial recognition, the carrying value of the liability is added to the carrying amount of the associated
- 36 -
asset and amortized over its useful life, or expensed when there is no related asset. The liability is accreted over time
through charges to finance expense and reduced by actual costs of settlement. Changes to estimates result in an
adjustment to the carrying amount of the associated asset or, where there is no asset, they are credited or charged to
earnings.
Key assumptions underlying the reforestation and decommissioning obligations included the timing and the amount of
forecasted expenditures and the discount rate.
Material changes in financial position can arise as the actual costs incurred at the time of silviculture activities or
decommissioning may differ from the estimates used in determining the liability. If the provisions for the reforestation
and decommissioning obligations were to be inadequate, we could experience an increase to expenses in the future. A
charge for an inadequate reforestation and decommissioning obligation provision would result in an increase of cash
outflows at the time the obligation is satisfied.
Accounting Policy Developments
Note 2 to the Annual Financial Statements contains a description of current and future changes in accounting policies,
including: (1) initial application of standards, interpretations and amendments to standards and interpretations in the
reporting period and (2) standards, interpretations and amendments to standards and interpretations issued but not yet
effective.
RISKS AND UNCERTAINTIES
Our business is subject to a number of risks and uncertainties that can significantly affect our operations, financial
condition and future performance. We have a comprehensive process to identify, manage, and mitigate risk, wherever
possible. The risks and uncertainties described below are not necessarily the only risks we face. Additional risks and
uncertainties that are presently unknown to us or deemed immaterial by us may adversely affect our business.
Product Demand and Price Fluctuations
Our revenues and financial results are primarily dependent on the demand for, and selling prices of, our products, which
are subject to significant fluctuations. The demand and prices for lumber, plywood, OSB, particleboard, MDF, LVL, pulp,
newsprint, wood chips and other wood products are highly volatile and are affected by factors such as:
•
global economic conditions including the strength of the U.S., Canadian, Chinese, Japanese, European and other
international economies, particularly U.S. and Canadian housing markets and their mix of single and multifamily
construction, repair, renovation and remodelling spending and industrial application;
•
the impact of tariffs on the prices of the wood products that we ship from Canada for sale in the U.S. and the
consequential impact of these tariffs on demand for these products in the U.S.;
•
sustained elevated interest rates, and the consequential impacts of these interest rates on mortgage rates and
housing affordability, including reductions in near-term demand for new construction;
•
alternative products to our lumber or panels, including alternative products to our Canadian manufactured wood
products resulting from the imposition of tariffs on these wood products shipped to the U.S. market;
•
construction and home building disruptor technologies that may reduce the use of lumber or panels;
•
changes in industry production capacity;
•
changes in global inventory levels;
•
increased competition from other consumers of logs and producers of lumber or panels;
•
regulatory regimes setting a price on carbon that would increase the price of energy or fuel affecting the
manufacturing cost of our products;
•
ongoing geo-political developments, including disruptions to the global economy resulting from the conflict in
Ukraine and the Middle East;
•
inflationary pressures, including increases in energy prices, and reductions in potential economic growth in
Canada and the U.S., and measures of uncertainties as a result of new U.S. administration and retaliatory tariff
and other policies; and
•
other factors beyond our control.
In addition, unemployment levels, interest rates, the availability of mortgage credit and the rate of mortgage foreclosures
have a significant effect on housing affordability and residential construction and renovation activity, which in turn
- 37 -
2024 Annual Report | 53
influences the demand for, and price of, building materials such as lumber and panel products. Declines in demand, and
corresponding reductions in prices, for our products may adversely affect our financial condition and results of
operations.
Our business is highly exposed to fluctuations in demand for and pricing of our wood products. Our sensitivity to
commodity product pricing may result in a high degree of sales and earnings volatility. In the past, we have been
negatively affected by declines in product pricing and have taken production downtime or indefinite curtailments to
manage working capital and minimize cash losses. Severe and prolonged weakness in the markets for our wood products
could seriously harm our financial position, operating results and cash flows.
Our inability to accurately forecast the demand and pricing for our products or to effectively execute on sales strategies
could result in increased exposure of our business to pricing and demand volatility, with the result that our revenues and
our financial condition could be adversely impacted.
We cannot predict with any reasonable accuracy future market conditions, demand or pricing for any of our products due
to factors outside our control, including uncertainties surrounding new U.S. administration tariff and other policies.
Prolonged or severe weakness in the market for any of our principal products would adversely affect our financial
condition. Future demand could also be impacted by the perceived sustainability of our wood products in contrast with
competing alternatives.
Trade Restrictions
A substantial portion of our products that are manufactured in Canada are exported for sale. Our financial results are
dependent on continued access to the export markets and tariffs, quotas and other trade barriers that restrict or prevent
access represent a continuing risk to us. Only our Canadian softwood lumber exports to the U.S. have been the subject of
trade disputes and managed trade arrangements for the last several decades. During the period from October 2006
through October 2015 these exports were subject to a trade agreement between the U.S. and Canada and on the expiry
of that agreement, a one-year moratorium on trade sanctions by the U.S. came into place. That moratorium has expired
and in November 2016 a group of U.S. lumber producers petitioned the USDOC and the USITC to impose trade sanctions
against Canadian softwood lumber exports to the U.S. In 2017 duties were imposed on Canadian softwood lumber
exports to the U.S. While the USDOC has issued its final duty rates for 2017 through 2022, the duty rates for the 2023 POI
has not been finalized, and there is no assurance that the final rates for antidumping duty and countervailing duty will not
differ materially from the cash deposit rates in place for those years.
On February 1, 2025, the U.S. President issued an executive order to impose effective February 4, 2025 a 25% tariff on
imports from Canada into the United States, excluding energy resources which will face a 10% tariff instead. In response
to the tariffs, Canada released its own tariff package beginning with 25% surtaxes on select U.S. goods. On February 3,
2025, the U.S. and Canada announced that the implementation of the proposed tariffs have been paused for 30 days.
While the U.S. administration has deferred the implementation of these tariffs for a 30 day period pending negotiations
between Canada and the U.S., there is no assurance that these negotiations will be successful in a withdrawal in the tariff
proposal or a reduction in tariff rate. The actual impact of these tariffs is subject to a number of factors including the
effective date and duration of such tariffs, changes in the amount, scope and nature of the tariffs in the future, any
countermeasures that the Canadian government may take, and any mitigating actions that may become available. The
imposition of tariffs is significant and is expected to adversely impact the profitability of our Canadian business, financial
condition and results of operations. The long-term impact of tariffs on the profitability of our Canadian business, financial
condition and results of operations is not possible to predict, but could be significant.
Unless the additional costs imposed by duties can be passed along to consumers of our wood products, the duties will
increase our costs and reduce the profitability of our Canadian manufactured lumber, OSB and other wood products in
the U.S. markets which, in certain cases, could result in some of our Canadian production becoming unprofitable.
Whether and to what extent duties can be passed along to consumers will largely depend on the strength of demand for
our wood products, which is significantly influenced by the levels of new residential construction in the U.S. and the
potential for substitution of our wood products. If duties can be passed through to consumers in whole or in part the
price of our Canadian wood products will increase (although the increase will not necessarily be for the benefit of
Canadian producers) which in turn could cause the price of our U.S. wood products, which would not be subject to the
duty, to increase as well. The full impact of tariffs on Canadian imports may be delayed and may not be known for some
time as the potential for U.S. producers to ramp up production or increase substitutable supply may take time and
- 38 -
considerable efforts. For additional information about the proportion of shipments of our wood products into the U.S.,
see our Discussion & Analysis of Annual Results by Product Segment of this MD&A.
The current duties and tariffs, if imposed, are likely to remain in place until and unless some form of trade agreement can
be reached between the U.S. and Canada (which trade agreement could include other tariffs or duties or quotas that
restrict our product exports) or a final, binding determination is made as a result of litigation.
The application of U.S. trade laws could, in certain circumstances, create significant burdens on us. We are a mandatory
respondent in current investigations being conducted by the USDOC into alleged subsidies and dumping of Canadian
softwood lumber. In addition, the current trade dispute between the U.S. and China could negatively impact either or
both the U.S. and Chinese economies which could have an adverse effect on the demand for our products and could
adversely affect our financial results. Further, the current diplomatic and trade issues between Canada and China could
result in tariffs and other trade barriers that restrict access to the market in China for our products.
The future performance of our business is dependent upon international trade and, in particular, cross border trade
between Canada and the U.S. and between the U.K. and European Union. Access to markets in the U.S., the European
Union, China and other countries may be affected from time to time by various trade-related events, including measures
of uncertainties surrounding new U.S. administration tariff and other policies. The financial condition and results of
operations of our business could be materially adversely affected by trade rulings, the failure to reach or adopt trade
agreements, the imposition of customs duties or other tariffs, or an increase in trade restrictions in the future.
Competition
Our industry is highly competitive and our competitors may have greater financial resources and lower production costs
than we do. Currency devaluations can have the effect of reducing our competitors’ costs and making our products less
competitive in certain markets. In addition, European lumber producers and South American panel producers may enter
the North American market during periods of peak prices. Markets for our products are highly competitive. Our ability to
maintain or improve the cost of producing and delivering products to those markets is crucial. Factors such as cost and
availability of raw materials, energy and labour, the ability to maintain high operating rates and low per unit
manufacturing costs, and the quality of our final products and our customer service all affect our earnings. Some of our
products are also particularly sensitive to other factors including innovation, quality and service, with varying emphasis
on these factors depending on the product. To the extent that one or more of our competitors become more successful
with respect to any key competitive factor, our ability to attract and retain customers could be materially adversely
affected. If we are unable to compete effectively, such failure could have a material adverse effect on our business,
financial condition and results of operations.
Our products may compete with non-fibre based alternatives or with alternative products in certain market segments.
For example, steel, engineered wood products, plastic, wood/plastic or composite materials may be used by builders as
alternatives to the products produced by our wood products businesses such as lumber, plywood, OSB, LVL, particleboard
and MDF products. Changes in prices for oil, chemicals and wood-based fibre can change the competitive position of our
products relative to available alternatives and could increase substitution of those products for our products. In addition,
our customers or potential customers may factor in environmental and sustainability factors in assessing whether to
purchase our wood products. As the use of these alternatives grows, demand for our products may further decline.
Because commodity products have few distinguishing properties from producer to producer, competition for these
products is based primarily on price which is determined by supply relative to demand and competition from substitute
products and geographic location of our customers. Prices for our products are affected by many factors outside of our
control, and we have no influence over the timing and extent of price changes, which often are volatile. Accordingly, our
revenues may be negatively affected by pricing decisions made by our competitors and by decisions of our customers to
purchase products from our competitors.
In addition, continued consolidation in the retail and construction industries could expose us to increased concentration
of customer dependence and increase customers’ ability to exert pricing pressure on us and our products. In addition,
concentration of our business with fewer customers as a result of consolidation could expose us to risks associated with
the loss of key customers or heightened credit risk. For example, the loss of a significant customer, any significant
customer order cancellations or bad debts could negatively affect our sales and earnings.
- 39 -
2024 Annual Report | 55
Availability of Fibre
Canada
A significant majority of our Canadian log requirements are harvested from lands owned by a provincial government.
Provincial governments control the volumes that can be harvested under provincially-granted tenures and otherwise
regulate the availability of Crown timber for harvest. Our access to the crown timber is governed by Provincial, Federal,
and more recently Indigenous Governments. The United Nations Declaration on the Rights of Indigenous People
(UNDRIP) has been endorsed by the Federal government and the Province of B.C. B.C. has also implemented a
Declaration of the Rights of Indigenous Peoples Act (DRIPA) in order to implement their UNDRIP commitments through
the eventual modernization of all Provincial legislation. The Forest Act was an early DRIPA modernization effort with the
implementation of shared decision making, resulting in multiple overlapping governance processes and unclear and more
complicated outcomes to prior well understood, aligned, and straight forward processes. The policy landscape continues
to shift in dynamic and difficult to predict ways, affecting both our short-term access to fibre, our operating costs, and
long-term AAC confidence in B.C.
Determinations by provincial governments: (i) to reduce the volume of timber, to issue or not issue operating permits to
harvest timber; (ii) to limit the areas that may be harvested under timber tenures; (iii) to restrict the transfer or
acquisition of timber tenures; (iv) to regulate the processing of timber or use of harvesting contractors; (v) in response to
jurisprudence or government policies respecting Indigenous rights and title or reconciliation efforts, land use
management and planning processes, including those agreements between the B.C. provincial government and the
Blueberry River First Nations or potential reallocation of harvesting rights to Indigenous Nations or communities and
other reconciliation measures; (vi) to restrict log processing to local or appurtenant sawmills or to mandate amounts of
work to be provided or rates to be paid to harvesting contractors; or (vii) to change the methodology or rates for
stumpage, may reduce our ability to secure log or residual fibre supply, may increase our log purchase and residual fibre
costs, may adversely impact lumber grade and recovery and may impact our operations, including require us to reduce
operating rates. These determinations may be made by the provincial government with the objective to protect the
environment or endangered species, species at risk and critical habitat or to address the impact of forest fires, mountain
pine beetle infestations, harvest and caribou conservation plans. Accordingly, forest fires, mountain pine beetle
infestations, environmental protection measures and policies respecting indigenous rights and reconciliation efforts may
result in government actions to reduce annual allowable cuts and timber supply that may adversely impact our access to
fibre supply for our Canadian operations, including in Alberta where we expect our accelerated AAC levels to normalize
post mountain pine beetle over the next several years, and may significantly increase the cost of our Canadian
operations. Our inability to access secure, economical and sustainable fibre supply has resulted in decisions to
permanently curtail production at certain of our Canadian operations and may result in future curtailment of production.
In addition, our timber supply in B.C. may also be negatively impacted by rapid and on-going forest policy review by the
B.C. Provincial Government. The current B.C. Government is more focused on conservation and preservation of forests
without any balance in focus to committing a working forest landbase available to support the wood fibre needs of the
forest industry. This has led to sustained uncertainty, and has had the most substantial impact to the performance of B.C.
Timber Sales (BCTS). BCTS is a provincial government program that is mandated to auction 20% of the Provincial harvest,
but have been selling <10% during the ongoing policy review and transition period. Many of our mills require significant
amounts of their log supply from BCTS. The lack of BCTS performance has increased our dependency on other purchase
sources and our tenures which may negatively increase the costs of operations. Meanwhile, the Province of B.C. has
amended Forest Act legislation affecting their process for permitting and this has resulted in substantial delays and
impacts to the amount of volume we can source from our tenures. The continued evolution of B.C. forest policy is
creating sustained uncertainty and constraining access to the timber harvesting land base. This development and
implementation of updated forest policy is ongoing and the impacts to timber supply will not be fully understood for
some time. These actions could have a material impact on both the amount of our AAC forest tenures and the amount of
timber that we are able to harvest from these tenures. Without significant policy change in B.C., the B.C. forest sector
may continue to experience further contraction.
We have entered into joint development agreements with Indigenous Nations in B.C. to ensure continued fibre supply for
certain of our mills in B.C. There is no assurance that these arrangements will be successful in securing the long-term
supply of fibre for these mills in B.C.
We rely on third party independent contractors to harvest timber in areas over which we hold timber tenures. Increases
in rates charged by these independent contractors or the limited availability of these independent contractors or new
regulations on the work to be provided and rates to be paid to these contractors may increase our timber harvesting
costs.
- 40 -
We also rely on the purchase of logs through open market purchases and private supply agreements and log exchange
agreements and increased competition for logs, or shortages of logs may result in increases in our log purchase costs.
Weather fluctuations, including unusually cold or warm weather in Canada, may hamper our ability to conduct logging
activities which has the potential to limit our ability to accumulate the necessary log inventories, constrain our ability to
manufacture and ship SPF lumber or necessitate reduced operating schedules. For example in the 2023/2024 winter,
unusually warm weather in Canada challenged our ability to accumulate log inventories for certain of our operations.
United States
We rely on log supply agreements in the U.S. which are subject to log availability and based on market prices. The
majority of the aggregate log requirements for our U.S. mills is purchased on the open market. Open market purchases
come from timber real estate investment trusts, timberland investment management organizations and private land
owners. Changes in the log markets in which we operate may reduce the supply of logs available to us and may increase
the costs of log purchases, each of which could adversely affect our results. In addition, changes in the market for
residuals may reduce the demand and selling price for the residuals produced by our operations and increase the disposal
costs, which could adversely affect our results. We may experience higher competition for sustainable log supply sourcing
as supply is limited by alternative demand for forests in carbon sequestration and through the increase in conversion to
forest plantations or non-forest use where there is significant regional forest area decline.
While the U.S. South remains a critical area of lumber supply growth and a key region for West Fraser’s growth strategy,
it is important to note that this region’s economic fibre supply, cost profile and access to end-use markets for sawmill
residuals are not homogenous, and that all of these factors could limit our growth opportunities. Our ability to source log
supply and log costs may be impacted by regulatory changes impacting our business and the counterparts we do business
with, including as a result of regulatory changes like the European Union Deforestation Regulation.
U.K. and Europe
Wood fibre for our U.K. and Belgium OSB, particleboard and MDF operations is purchased from government and private
landowners. Changes in the log markets in which we operate and regulatory changes, like the European Union
Deforestation Regulation, may reduce the supply of logs available to us and may increase the costs of log purchases, each
of which could adversely affect our results.
Residuals
We rely on fibre off-take agreements for certain of our Canadian solid wood operations under which we supply to third
parties wood chips and other residuals generated from our lumber operations. While certain of these fibre supply
agreements are long-term take-or-pay arrangements, we face counterparty risk in the event that the purchasers of our
wood chips and other residuals default on their obligations. Default by our counterparties could result in us having no
market for our wood chips or other residuals or force us to sell our wood chips and other residuals at then prevailing
market prices which may be less than the prices under our fibre supply agreements.
We rely on third party consumers of wood chips, including pulp mills and paper mills, to purchase wood chips and other
residuals generated at our U.S. solid wood mills. Recent pulp and paper mill closures in the U.S. South have reduced
market demand for wood chips and other residuals in the areas where we operate. In addition, wood chip and residuals
supply has increased as a result in regional increases in lumber production. These demand and supply factors can both
decrease the price that we can obtain for our residuals in the U.S. market and require us to seek alternate means of sale
or disposal of residuals, each of which could decrease the revenues and/or increase the overall costs of our U.S.
operations. While we are focused on renegotiating expiring long-term residual fibre agreements and partnering with new
and emerging markets to consume residuals, there is no certainty that we will be successful in such negotiations and in
such partnership opportunities and this may adversely impact cash flow and profitability of certain of our operations.
If our residuals do not meet the specifications required by consumers or the specifications for such consumers change,
including as a result of regulatory changes like the European Union Deforestation Regulation, we may be subject to
increased costs to our operations or adverse contractual risks, including termination rights which may result in us needing
to find new purchasers for our wood chips or other residuals, financial penalties and other unknown consequences,
including potential lost opportunities.
Additional Risks to Availability of Fibre
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When timber, wood chips, other residual fibre and wood recycled materials are purchased on the open market, we are in
competition with other uses of such resources, where prices and the availability of supply are influenced by factors
beyond our control. Fibre supply can also be influenced by natural events, such as forest fires, severe weather conditions,
insect epidemics and other natural disasters, which may increase wood fibre costs, restrict access to wood fibre or force
production curtailments.
Transportation Requirements
Our business depends on our ability to transport a high volume of products and raw materials to and from our production
facilities and onto both domestic and international markets at cost effective rates. We rely primarily on third-party
transportation providers for both the delivery of raw materials to our production facilities and the transportation of our
products to market. These third-party transportation providers include truckers, bulk and container shippers and
railways. Our ability to obtain transportation services from these transportation service providers is subject to risks which
include, without limitation, availability of equipment and operators, disruptions due to weather, natural disasters and
labour disputes. To the extent that climate change results in more frequent severe weather occurrences, we may
experience increased frequency of transportation disruptions in future years which may again result in a disruption of our
ability to ship lumber and other products that we manufacture, including significant transportation disruptions from
severe flooding, hurricanes, and other natural disasters. In addition, the potential of increased frequency of severe
weather events may ultimately result in increased transportation costs as transportation providers, including railways,
undertake capital expenditures to improve the ability of the transportation infrastructure to withstand severe weather
events or to repair damage from severe weather events in order to maintain services.
Transportation services may also be impacted by seasonal factors, which could impact the timely delivery of raw
materials and distribution of products to customers. As a result of rail and truck capacity constraints, access to adequate
transportation capacity has at times been strained and could affect our ability to transport our products to markets and
could result in increased product inventories. Any failure of third-party transportation providers to deliver finished goods
or raw materials in a timely manner, including failure caused by adverse weather conditions or work stoppages, could
harm our reputation, negatively affect customer relationships or disrupt production at our mills. We may also experience
labour disruptions and other additional costs in connection with the export of our product, including disruptions at the
various ports and terminals from which we ship. Transportation costs are also subject to risks that include, without
limitation, increased rates due to competition, increased fuel costs and increased capital expenditures related to repair,
maintenance and upgrading of transportation infrastructure. Increases in transportation costs will increase our operating
costs and adversely impact our profitability. If we are unable to obtain transportation services or if our transportation
costs increase, our revenues may decrease due to our inability to deliver products to market and our operating expenses
may increase, each of which would adversely affect our results of operations.
Costs and Availability of Materials and Energy
We rely heavily on certain raw materials, including logs, wood chips and other fibre sources, chemicals, and energy
sources, including natural gas and electricity, in our manufacturing processes. Competition from our industry and other
industries, as well as supply disruptions may result in increased demand and costs for these raw materials and energy
sources. We have experienced significant cost inflation across a number of our inputs including supplies and materials
and energy. Increases in the costs of these raw materials and energy sources will increase our operating costs and will
reduce our operating margins. There is no assurance that we will be able to fully offset the effects of higher raw material
or energy costs through hedging arrangements, price increases, productivity improvements or cost-reduction programs.
From time to time, we enter into arrangements with renewable power generators to purchase environmental attributes
and receive settlements by reference to generation volumes and the spot price for electricity and pay settlements by
reference to generation volumes and a fixed contractual price. These agreements act as a partial hedge against future
electricity price increases. Fair values of our electricity swaps may be volatile and sensitive to fluctuations in forward
electricity prices and counterparty credit risk.
Our operations depend on an uninterrupted supply of resins and chemicals, production inputs, and other supplies and
resources such as skilled personnel. Supply may be interrupted due to a shortage or the scarce nature of inputs,
especially with regard to chemicals. Supply might also be interrupted due to transportation and logistics associated with
the remote location of some of our operations, and government restrictions or regulations which delay importation of
necessary items. Our business is sensitive to global supply chain events, like those seen in relation to COVID-19, which
impact our ability to source supplies required for our operations and could result in the increase in costs of those
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supplies. Any interruptions to the procurement and supply of resins, chemicals, production inputs and other supplies, or
the availability of skilled personnel, as well as continued increased rates of inflation, could have an adverse impact on our
future cash flows, earnings, results of operations, and financial condition.
Operational Curtailments
From time to time, we suspend or curtail operations at one or more of our facilities in response to market conditions,
environmental risks, or other operational issues, including, but not limited to scheduled and unscheduled maintenance,
temporary periods of high electricity prices, power failures, equipment breakdowns, adverse weather conditions, labour
disruptions, transportation disruptions, unavailability of staff, fire hazards, and the availability or cost of raw materials
including logs, wood chips, resins and chemicals. In addition, the potential increased frequency of extreme weather
events associated with climate change may result in operational curtailments becoming more frequent than we have
experienced historically.
In addition, our ability to operate at full capacity may be affected by ongoing capital projects. As a result, our facilities
may from time to time operate at less than full capacity. These operational suspensions could have a material adverse
effect on our financial condition as a result of decreased revenues and lower operating margins.
In Canada, a portion of the wood chip requirements of our Canadian pulp and paper operations are provided by our
Canadian sawmills and plywood plants. We also need to source from third parties wood chips. If wood chip availability is
reduced because of production curtailments, improved manufacturing efficiencies, inability to source from third parties,
profitably or at all, or any other reason, our pulp and paper operations may incur additional costs to acquire or produce
additional wood chips or be forced to reduce production. Conversely, pulp and paper mill production curtailments may
require our sawmills and panel mills to find other ways to dispose of residual wood fibre and may result in curtailment or
suspension of lumber, plywood or LVL production and increased costs.
In Canada, a substantial portion of the sawdust requirements of our Canadian MDF operations are provided by our
Canadian sawmills and plywood and LVL plants. If sawdust is reduced because of production curtailments, improved
manufacturing efficiencies or any other reason, our MDF operations may incur additional costs to acquire or produce
additional sawdust or be forced to reduce production. Conversely, MDF mill production curtailments may require our
sawmills and panel mills to find other ways to dispose of residual wood fibre and may result in curtailment or suspension
of lumber, plywood or LVL production and increased costs.
Labour and Services
Our operations rely on experienced local and regional management and both skilled and unskilled workers as well as third
party services such as logging and transportation and services for our capital projects. Because our operations are
generally located away from major urban centers, we often face strong competition from our industry and others such as
oil and gas production, mining and manufacturing for labour and services, particularly skilled trades. Shortages of key
services or shortages of management leaders or skilled or unskilled workers, including those caused by a failure to attract
and retain a sufficient number of qualified employees and other personnel or high employee turnover could impair our
operations by reducing production or increasing costs or impacting the ability to execute on our capital projects including
timing and costs.
We employ a unionized workforce in a number of our operations. Walkouts or strikes by employees could result in lost
production and sales, higher costs, supply constraints and litigation that could have a material adverse effect on our
business. In addition, disputes with the unions that represent our employees may lead to litigation, the result of which
may adversely impact cash flow and profitability of certain of our operations. Also, we depend on a variety of third parties
that employ unionized workers to provide critical services to us. Labour disputes experienced by these third parties could
lead to disruptions at our facilities.
Approximately 29% of our employees are covered by collective agreements. All of our U.K. and Belgian union contracts
are evergreen. Union agreements representing approximately 15% and 4% of our unionized employees expire in 2025
and 2026, respectively. In the event that we are unable to renew these collective agreements upon their expiry or the
expired collective agreement in the near term, we could experience strikes or labour stoppages at the impacted facilities
which could result in lost production and sales, higher costs and/or supply constraints.
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We are also subject to risks relating to the health and safety of our employees and contractors. While we strive to ensure
safety through a comprehensive framework of inspections, hazard identification and risk assessments, regular health and
safety training programs and initiatives, tests of equipment and regular preventative maintenance, in general, due to the
nature of our operations, our employees and contractors may be subject to operational hazards and risks such as, among
others, fires (including forest fires), wood dust, heavy machinery, chemicals, explosions, blow-outs, power outages,
extreme weather conditions, natural disasters, equipment failures, manufacturing and engineering flaws, pollution and
other environmental risks, and accidents, any of which could lead to harm to individuals including personal injury or
death. Apart from the impact on our people, threats to health and safety could cause labour interruptions or shortages
and have an adverse effect on our reputation, operations and financial results.
Environment
We are subject to regulation by federal, provincial, state, municipal and local environmental authorities, including, among
other matters, environmental regulations relating to air emissions and pollutants, wastewater (effluent) discharges, solid
and hazardous waste, landfill operations, forestry practices, permitting obligations, site remediation and the protection of
threatened or endangered species and critical habitat. Concerns over climate change, carbon emissions, water and land-
use practices and the protection of threatened or endangered species and critical habitat could also lead governments to
enact additional or more stringent environmental laws and regulations that may require us to incur significant capital
expenditures, pay higher taxes or fees, including carbon related taxes or otherwise could adversely affect our operations
or financial conditions, including significantly impairing our ability to access and operate within regions of threatened or
endangered species and critical habitat.
We have incurred, and will continue to incur, capital expenditures and operating costs to comply with environmental laws
and regulations, including the U.S. Environmental Protection Agency’s Boiler MACT (maximum achievable control
technology) regulations and the National Ambient Air Quality Standards for Particulate Matter (PM) for PM2.5. These
regulations include environmental laws and regulations relating to air emissions, wastewater discharges, solid and
hazardous waste management, plant and wildlife protection and site remediation, as well as workplace safety. These
laws, regulations and restrictions may be expanded to require us to take measures to protect or enhance the
environment in which we operate, including measures to protect biodiversity, conserve habitats and reduce risk of
invasive transportation of species to new ecosystems. In addition, changes in the regulatory environment respecting
climate change have and may lead governments and regulatory bodies to enact additional or more stringent laws and
regulations and impose operational restrictions or incremental levies and taxes applicable to our Company which could
require us to incur increased capital expenditures, including further Best Available Control Technology or result in
increased operating expenses or limit or constrain our ability to obtain permits and authorizations to advance our
business and capital/modernization plans. In addition, we anticipate incurring additional capital expenditures in
connection with capital projects that we plan to undertake in order to achieve our targeted greenhouse gas emission
objectives. These capital expenditures may be greater than initially projected, and changes in environmental laws could
impose more stringent requirements than our targeted objectives and result in increased capital expenditures or
acceleration of the time for completion of the capital projects or delays in our ability to obtain permitting or execute on
our new capital and modernization plans.
No assurance can be given that changes in these laws and regulations or their application will not have a material adverse
effect on our business, operations, financial condition and operational results. Similarly, no assurance can be given that
capital expenditures necessary for future compliance with existing and new environmental laws and regulations could be
financed from our available cash flow. Failure to comply with applicable laws and regulations could result in fines,
penalties or other enforcement actions that could impact our production capacity or increase our production costs or
negatively impair our ability to access and operate within regions of threatened or endangered species and critical
habitat. In addition, laws and regulations could become more stringent or subject to different interpretation in the future.
We may discover currently unknown environmental problems, contamination, or conditions relating to our past or
present operations. This or any failure to comply with environmental laws and regulations may require site or other
remediation costs or result in governmental or private claims for damage to person, property, natural resources or the
environmental or governmental sanctions, including fines or the curtailment or suspension of our operations, which could
have a material adverse effect on our business, financial condition and operational results.
We are currently involved in investigation and remediation activities and maintain accruals for certain environmental
matters or obligations, as set out in the notes to the Annual Financial Statements. Changing weather patterns and
climatic conditions due to natural and man-made causes, including temperature shifts and changes to seasonal norms for
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winter and summer, can adversely impact our ability to meet our reforestation obligations and the expected cost to settle
these liabilities. There can be no assurance that any costs associated with such obligations or other environmental
matters will not exceed our accruals.
Our Canadian woodland operations, and the harvesting operations of our many key U.S. log and European wood fibre
suppliers, in addition to being subject to various environmental protection laws, are subject to third-party certification as
to compliance with internationally recognized, sustainable forest management standards. Demand for our products may
be reduced if we are unable to achieve compliance or are perceived by the public as failing to comply, with these
applicable environmental protection laws and sustainable forest management standards, or if our customers require
compliance with alternate forest management standards for which our operations are not certified. In addition, changes
in sustainable forest management standards or our determination to seek certification for compliance with alternate
sustainable forest management standards may increase our costs of wood fibre and operations.
Climate Change, Environmental and Social Risks
We face direct risks associated with climate change and the environment, as well as indirect risks resulting from the
growing international concern regarding climate change, environmental and social matters. Specifically, there has been a
significant increase in focus on the timing and ability of organizations to transition to a lower-carbon economy and to
demonstrate a commitment to environmental, social and governance issues. Governments, financial institutions,
insurance companies, environmental and governance organizations, institutional investors, social and environmental
activists, and individuals are increasingly seeking to implement, among other things, regulatory developments, policy
changes and investment patterns, which, individually and collectively may have financial implications for both us and our
stakeholders (i.e., customers, suppliers, shareholders).
Our business operations face risks associated with climate change and the environment. These risks include the following,
as identified and discussed in this Risk and Uncertainties section of this MD&A:
•
reduced access to fibre for our operations due to increased tree mortality or damage, including as a result of
wildfire, extreme weather, drought and insect infestation;
•
transportation disruption due to extreme weather events, including flooding and forest fires;
•
risk to the availability of timber supply resulting from reduced timber supply, forest fires, and reduced forest
access;
•
unplanned mill curtailments due to extreme weather or fire damage or power disruption.
We also face transition risks attributable to climate change resulting from adaptation to climate change and government
regulations in response to climate change, including:
•
the potential of increasing energy costs;
•
changes in land-use and forest conservation practices;
•
increased capital expenditures associated with improving energy efficiency and meeting decarbonization
objectives;
•
increased operating expenses associated with carbon pricing;
•
our inability to successfully transition to low-carbon technologies and operations.
In addition, climate change and its associated impacts may increase our exposure to, and magnitude of, other risks
identified in this Risk and Uncertainties section of this MD&A.
Overall, we continue to assess the degree to which climate change related regulatory, climatic conditions, and climate-
related transition risks could impact our financial and operating results. Our business, financial condition, results of
operations, cash flows, reputation, access to capital, access to insurance, cost of borrowing, access to liquidity, ability to
fund dividend payments and/or business plans may, in particular, without limitation, be adversely impacted as a result of
climate change and its associated impacts. We have initiated a formal climate change scenario analysis, informed by the
Task Force on Climate-related Disclosures (TCFD) recommendations, to understand the potential impacts of climate-
related risks and opportunities using different scenarios to help enhance our corporate strategy, supply planning and risk
management and create awareness with our stakeholders, and build business resiliency.
We also face potential strategic, reputational, business, legal and regulatory risks relating to our actual or perceived
actions, or inaction, in relation to climate change and other environmental and social risk issues, progress against our
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environmental or social commitments, or our disclosures on these matters. Investors and stakeholders increasingly
compare companies based on climate-related performance and a perception among financial institutions and investors
that our ESG initiatives, including the forestry industry’s sustainability initiatives, are insufficient, could adversely affect
our reputation and ability to attract investors and capital. In addition, there is a risk that plaintiffs may assert
“greenwashing” claims under new provisions of the Competition Act (Canada) on the basis of statements we make
relating to the environmental benefits of our products or businesses.
In 2022, we joined the Science-Based Targets Initiative, which included setting specific science-based targets to achieve
GHG emissions reduction across all our operations by 2030, as part of our overall sustainability and ESG initiatives. There
is a risk that we will not meet our GHG emissions reduction targets, that some or all of the expected benefits and
opportunities of achieving our various GHG and sustainability targets may fail to materialize, and that achieving the
targets may cost more to achieve than projected or may not occur within anticipated time periods. Our failure to achieve
our GHG or our sustainability targets, or a perception by key stakeholders, including our customers and our investors,
that our GHG targets or other ESG initiatives are insufficient, could adversely affect our reputation and our ability to
attract investors, capital and insurance coverage. Further, actions taken by us to meet our GHG targets and achieve our
sustainability objectives may ultimately increase our projected capital expenditures and our costs of operations. In
addition, our ability to access capital or the costs of available capital may be adversely affected in the event that financial
institutions, investors, rating agencies and/or lenders adopt more restrictive sustainability policies than we have
committed to.
Indigenous Groups
Issues relating to Indigenous groups, including Indigenous Nations, Métis and others, have the potential for an impact on
resource companies operating in Canada including West Fraser. Risks include potential delays or effects of governmental
decisions relating to Canadian Crown timber harvesting rights (including their grant, renewal or transfer or authorization
to harvest) in light of the government’s duty to consult and accommodate Indigenous groups in respect of Aboriginal
rights or treaty rights, agreements governments may choose to enter into with Indigenous groups or steps governments
may take in favour of Indigenous groups even if not required by law, related terms and conditions of authorizations and
potential findings of Aboriginal title over land. This includes potential Indigenous joint decision-making and consent
agreements under the B.C. Declaration on the Rights of Indigenous Peoples Act related to forestry.
We participate, as requested by the government, in the consultation process in support of the government fulfilling its
duty to consult. We also seek to develop and maintain good relationships and, where possible, agreements with
Aboriginal groups that may be affected by our business activities. However, as the jurisprudence and government policies
respecting Indigenous rights and title and the consultation process continue to evolve, as treaty and non-treaty
negotiations continue, and as governments continue to announce and implement further policy and legislative changes to
Indigenous interests (including, but not limited to the British Columbia Declaration of the Rights of Indigenous Peoples
Act) and the federal United Nations Declaration on the Rights of Indigenous Peoples Act, we cannot assure that
Indigenous claims will not in the future have a material adverse effect on our timber harvesting rights or our ability to
exercise or renew them or secure other timber harvesting rights.
The Government of British Columbia’s evolving forest policy’s coupled with Indigenous Nations consultation and
involvement in the land use planning process is expected to reduce the availability of and increase the timeline for,
receipt of cutting permits and restrict volume available for harvest.
Recoverability of Capital Assets and Goodwill
Our capital assets and goodwill could become impaired, which could have a material non-cash adverse effect on our
results of operations. We review our operations for events and circumstances that could indicate that the carrying value
of our long-lived assets and goodwill may not be recoverable. If indicators of impairment are determined to exist, we
review the recoverability of the carrying value of long-lived assets by estimating the recoverable amount of the asset,
which is the higher of its estimated fair value less costs of disposal and its value in use. We also review our goodwill for
impairment annually and when events or changes in circumstances indicate that the carrying value of the CGU or group
of CGUs associated with the goodwill balance is not recoverable. We determine the value in use of assets and cash-
generating units using discounted cash flow models. We make multiple assumptions in estimating future cash flows. Key
assumptions include production volumes, product pricing, operating costs, terminal multiple, and discount rate. Key
assumptions were derived using external sources and historical data from internal sources and are outlined in note 9 to
the Annual Financial Statements. There are numerous uncertainties and sensitivities inherent in making these estimates,
including many factors beyond our control, that could cause actual results to differ materially from expected financial and
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operating results. If management’s estimates of forecasted results deteriorate, we may be required to recognize material
non-cash charges relating to impairments of capital assets and/or goodwill. If a goodwill impairment charge is incurred,
such charges are not reversible at a later date even when the events and circumstances that caused the impairment loss
are favourably resolved. As a result of these uncertainties and the significant amount of goodwill ($1,879 million at
December 31, 2024), our operating results may be significantly impacted from both the impairment and the underlying
trends in the business that triggered the impairment, and actual results may be less favourable than estimated returns
and initial financial outlook. In our Europe EWP CGU, we recorded an impairment loss of $70 million during the year
ended December 31, 2024 driven primarily by an extension of the expected duration of the recovery of mid-cycle pricing.
The estimated recoverable amount of the Europe EWP CGU group is sensitive to minor changes in key assumptions, in
particular, product pricing, production volumes and operating costs. As it relates to the U.S. lumber CGU group, a
reasonably possible change in certain key assumptions could cause the carrying amount to exceed the recoverable
amount. For the U.S. Lumber CGU group, a 1% change in product pricing, a 5% change in production volumes or a 1%
change in operating costs, each could cause the recoverable of the U.S. Lumber CGU group to equal its carrying amount.
For additional information regarding goodwill, see note 9 to the Annual Financial Statements.
Regulatory
Our operations are subject to extensive general and industry-specific federal, provincial, state, municipal and other local
laws and regulations and other requirements, including those governing forestry, exports, taxes (including, but not
limited to, income, sales and carbon taxes), employees, labour standards, occupational health and safety, waste disposal,
environmental protection and remediation, protection of endangered and protected species and land use and
expropriation. We are required to obtain approvals, permits and licences for our operations, which may require advance
consultation with potentially affected stakeholders including Indigenous groups and impose conditions that must be
complied with. If we are unable to obtain, maintain, extend or renew, or are delayed in extending or renewing, a material
approval, permit or license, our operations or financial condition could be adversely affected. There is no assurance that
these laws, regulations or government requirements, or the administrative interpretation or enforcement of existing laws
and regulations, will not change in the future in a manner that may require us to incur significant capital expenditures,
pay higher taxes or otherwise could adversely affect our operations or financial condition. Failure to comply with
applicable laws or regulations, including approvals, permits and licences, could result in fines, penalties or enforcement
actions, including orders suspending or curtailing our operations or requiring corrective measures or remedial actions.
Natural and Man-Made Disasters and Climate Change Adaptation
Our operations are subject to adverse natural or man-made events such as forest fires, flooding, drought, hurricanes and
other severe weather conditions, climate change, timber diseases and insect infestations including those that may be
associated with warmer climate conditions, and earthquake activity. Over the past several years, changing weather
patterns and climatic conditions due to natural and man-made causes, including temperature shifts and changes to
seasonal norms for winter and summer, have added to the unpredictability and frequency of natural events such as
severe weather, hurricanes, flooding, hailstorms, wildfires, mudslides, road washouts, snow, ice storms, and the spread
of disease and insect infestations. These conditions have hampered, and may hamper in the future, our ability to conduct
logging activities, constrain our ability to manufacture and ship our products or necessitate reduced operating schedules.
Trends towards heavier precipitation patterns, changes to water quality and water storage on the land base can result in
the overall degradation of water quality and reduced water supply levels. These events could damage or destroy or
adversely affect the operations at our physical facilities or the cost, availability, and quality of our timber supply, and
similar events could also affect the facilities of our suppliers or customers. Any such damage or destruction could
adversely affect our financial results as a result of the reduced availability of timber, decreased production output,
increased operating costs or the reduced availability of transportation. We have limited insurance arrangements in place
to cover such incidents related to damage or destruction, there can be no assurance that these arrangements will be
sufficient to protect us against such losses, if at all. As is common in the industry, we do not insure loss of standing timber
for any cause.
In addition, government action to address climate change, carbon emissions, water and land use and the protection of
threatened or endangered species and critical habitat may result in the enactment of additional or more stringent laws
and regulations that may require us to incur significant capital expenditures, pay higher taxes or fees, including carbon
related taxes, or otherwise could adversely affect our operations or financial conditions.
Information Technology
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We are reliant on our information and operations technology systems to operate our manufacturing facilities, access
fibre, communicate internally and with suppliers and customers, to sell our products and to process payments and payroll
as well as for other corporate purposes and financial reporting. An interruption or failure or unsuccessful implementation
and integration of our information and operations technology systems could result in a material adverse effect on our
operations, business, financial condition and results of operations.
In order to optimize performance, we regularly implement business process improvement initiatives and invest capital to
upgrade our information technology infrastructure. These initiatives may involve risks to the operations and we may
experience difficulties during the transition to these new or upgraded systems and processes. Difficulties in implementing
new or upgraded information systems or significant system failures could disrupt operations and have a material adverse
effect on the business.
In addition, the history of our operations has resulted in multiple information technology platforms and applications
across our business operations which complicates our business controls and processes, including our internal controls
over financial reporting. Our strategy is to integrate and unify these information technology systems in order to gain
efficiencies in our operations and to optimize our finance, sales, inventory management, maintenance and business
intelligence functions. Our inability to integrate these systems, or delay in completing this integration, could result in
impediments to our growth and profitability and increase our costs of operations and regulatory compliance.
In the ordinary course of our business, we collect and store sensitive data, including intellectual property, proprietary
business and confidential financial information and identifiable personal information of our employees and customers.
We rely on industry accepted security measures and technology to protect our information systems and confidential and
proprietary information. If our security measures and technology are not effective in ensuring unauthorized access to
personally identifiable information, we may be subject to fines and/or penalties under privacy laws and regulations and
our reputation with our customers, suppliers and employees may be adversely impacted.
Cyber Security
Our information and operations technology systems, including process control systems, are subject to heightened cyber
security risks and are vulnerable to natural disasters, fires, power outages, vandalism, attacks by hackers or others or
breaches due to employee error or other disruptions. While we have information and cyber security programs in place,
the measures, controls and technology on which West Fraser relies may not be adequate due to the increasing volumes,
sophistication and rapidly evolving nature of cyber threats. We have had in the past, and may in the future, experience
cyber security incidents. Any such incident, attack on or breach of our systems including through exposure to potential
computer viruses or malware could compromise our systems and stored information may be accessed, publicly disclosed,
lost or compromised, which could result in legal claims or proceedings, liability under laws that protect the privacy of
personal information, regulatory penalties, disruptions to our operations, decreased performance and production,
increased costs, and damage to our reputation, which could have a material adverse effect on our business, financial
condition and results of operations. As cyber security threats continue to evolve, we may be required to expend
additional resources to continue to modify or enhance protective measures or to investigate and remediate any security
vulnerabilities. Our exposure to these risks cannot be fully mitigated due to the nature of these threats. Our inability to
adequately address risks from cyber security attacks could result in significant disruption to our information technology
infrastructure and business applications, stoppage to our major operating, sales and financial processes and harm to our
reputation and relationships with our customers and suppliers. Further, disruptions resulting from cyber security
breaches could expose us to potential liability or other proceedings by affected individuals, business partners and/or
regulators. As a result, we could face increased costs as a result of cyber security incidents for which we do not have
insurance coverage.
In order to mitigate against the impact of potential cyber security breaches, we will be reliant on our disaster recovery
and business continuity plans in order to continue our business operations with minimal disruption in the event of a cyber
security breach. The success of these disaster recovery and business continuity plans will be contingent upon our ability
to design and maintain effective plans that are resilient and will enable us to protect our information technology systems
and data without disruption to our business. Our inability to design and maintain effective recovery systems may
adversely impact our ability to manage a cyber security breach without disruption to our operations with the result that
our reputation may be harmed, we may be subject to regulatory reporting risk, our relationships with our customers and
suppliers may be harmed and our result of operations may be adversely impacted.
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In addition to risks we face from cyber security incidents directed at our systems, we also face risks from cyber security
incidents impacting third parties, including but not limited to contractors, customers, consultants and suppliers, directly
or indirectly involved in our business and operations. We are vulnerable to damage and interruptions from incidents
involving these third parties, and may be exposed to consequences that could have a material adverse effect on our
financial condition, operations, production, sales and business.
Legal Proceedings
The Company is subject to various investigations, claims and legal, regulatory and tax proceedings covering a wide range
of matters, including civil claims and lawsuits, regulatory examinations, investigations, audits and requests for
information by various governmental regulatory agencies and law enforcement authorities in various jurisdictions. Each
of these matters is subject to various uncertainties and it is possible that some of these matters may be resolved
unfavourably. We establish provisions for matters that are probable and can be reasonably estimated in accordance with
our accounting policies, however there is no assurance that our estimates will be accurate. We also carry liability
insurance coverage, however such insurance does not cover all risks to which we might be exposed and in other cases,
may only partially cover losses incurred by us. In addition, we may be involved in disputes with other parties in the future
that may result in litigation, which may result in a material adverse effect on our financial position, cash flow and results
of operations.
We produce a variety of wood-based panels that are used in new home construction, repair and remodelling of existing
homes, furniture and fixtures, and industrial applications. In the normal course of business, the end users of our products
have made, and could in the future make, claims with respect to the fitness for use of its products or claims related to
product quality or performance issues.
In addition, we have been and may in the future be, involved in legal proceedings related to antitrust, negligence,
personal injury, property damage, environmental matters, and labour and other claims against us or our predecessors.
Tax Exposures
In the normal course of business, we take various positions in the filing of our tax returns, and there can be no assurance
that tax authorities will not challenge such filing positions. In addition, we are subject to further uncertainties concerning
the interpretation and application of tax laws in various operating jurisdictions. We provide for known estimated tax
exposures in all jurisdictions. These exposures are settled primarily through the closure of audits with the jurisdictional
taxing authorities. However, future settlements could differ materially from our estimated liabilities.
Capital Intensity
Our business and the production of wood-based products is capital intensive. There can be no assurance that key
manufacturing facilities and pieces of equipment will not need to be updated, modernized, repaired or replaced, or that
operation of our manufacturing facilities could not otherwise be disrupted unexpectedly, for example by adverse
weather, labour disputes, information technology disruptions, power outages, fire, explosion or other hazards including
combustible wood dust. In certain circumstances, the costs of repairing or replacing equipment, and the associated
downtime of the affected production line, may not be insurable.
We are required to review our long-lived assets for indicators that their carrying values are not recoverable. Indicators
could include high raw material costs, high energy costs, changes in demand for our products, declines in product pricing,
changes in technology, prolonged negative results or operational curtailments, and may result in non-cash impairment or
accelerated depreciation charges in the future and therefore have a negative impact to earnings in the period when these
charges are recorded.
Potential Future Changes in Tax Laws, including Tax Rates
Our corporate structure is based on prevailing taxation law, regulations and practice in the local jurisdictions in which we
operate. We are aware that new taxation rules could be enacted or that existing rules could be applied in a manner that
subjects our profits to additional taxation or otherwise has a material adverse effect on our profitability, results of
operations, deferred tax assets and liabilities, financial condition or the trading price of our securities, including without
limitation the Pillar Two model rules and other tax reforms. Our management is continually monitoring changes in tax
policy, tax legislation (including in relation to taxation rates), and the interpretation of tax policy or legislation or practice
- 49 -
2024 Annual Report | 65
that could have such an effect. At any given time, we may face tax exposures arising out of changes in tax or transfer
pricing laws, tax reassessments or otherwise. Governments around the world are increasingly seeking to regulate
multinational companies and their use of differential tax rates between jurisdictions. This effort includes a greater
emphasis by various nations to coordinate and share information regarding companies and the taxes they pay. Changes in
governmental taxation policies and practices could adversely affect us or result in negative media coverage and,
depending on the nature of such policies and practices, could have a greater impact on the Company than on other
companies.
Foreign Currency Exchange Rates
Our Canadian operations sell the majority of their products at prices denominated in U.S. dollars or based on prevailing
U.S. dollar prices while a significant portion of their operational costs and expenses are incurred in Canadian dollars. Our
U.K. operations sell a portion of their products at prices denominated in Euros while the majority of their costs are
incurred in British pounds sterling.
Accordingly, exchange rate fluctuations will result in exchange gains or losses recorded in earnings and other
comprehensive earnings. This results in significant earnings sensitivity to changes in the relative value of the United
States dollar in comparison to the value of the Canadian dollar, British pound sterling and Euro. These exchange rates are
affected by a broad range of factors which makes future rates difficult to accurately predict. Significant fluctuations in
relative currency values may also negatively affect the cost competitiveness of our facilities, the value of our foreign
investments, the results of our operations and our financial position.
Financial
Capital Plans
Our capital plans will include, from time to time, expansion, productivity improvement, technology upgrades, operating
efficiency optimization and maintenance, repair or replacement of our existing facilities and equipment. In addition, we
will from time to time undertake the acquisition of facilities or the rebuilding or modernization of existing facilities,
including the rebuilding and modernization of existing and newly acquired facilities and the incorporation of new
technologies in our production facilities to improve operating efficiencies and reduce costs. We may also in the future be
required to undertake capital projects to (i) address or mitigate the impacts of climate change and extreme weather
events at our facilities, (ii) comply with new government regulation directed at reducing the impacts of climate change;
(iii) reduce the carbon intensity or footprint of our existing operations by reducing or eliminating fossil fuel usage, or (iv)
comply with new government regulation directed at improving environmental protection. If the capital expenditures
associated with these capital projects are greater than we have projected or if construction timelines are longer than
anticipated, or if we fail to achieve the intended efficiencies, our financial condition, results of operations and cash flows
may be adversely affected. In addition, our ability to expand production and improve operational efficiencies will be
contingent on our ability to execute on our capital plans. Our capital plans and our ability to execute on such plans may
be adversely affected by availability of, and competition for, qualified workers and contractors, machinery and equipment
lead times, changes in government regulations, unexpected delays and increases in costs of completing capital projects
including due to increased materials, machinery and equipment costs resulting from trade disputes and increased tariffs
and duties.
In addition, our ability to achieve our capital plans on budget and within the projected time frames will be contingent on
our ability to build accurate business plans, budget and forecasts based on sound business assumptions. Our inability to
develop accurate business plans, budgets and forecasts could result in increased costs of completion and our inability to
realize the planned economic benefits of our capital plans. Our inability to modernize and incorporate new technologies
into our existing production facilities could result in increased or high operating expenses or less than optimum
operational capacities which may result in our facilities not being competitive with the production facilities of our
competitors.
Capital Resources
We believe our capital resources will be adequate to meet our current projected operating needs, capital expenditures
and other cash requirements. Factors that could adversely affect our capital resources include prolonged and sustained
declines in the demand and prices for our products, unanticipated significant increases in our operating expenses and
unanticipated capital expenditures. If for any reason we are unable to provide for our operating needs, capital
- 50 -
expenditures and other cash requirements on commercially reasonable terms, we could experience a material adverse
effect to our business, financial condition, results of operations and cash flows.
Availability of Credit
We rely on long-term borrowings and access to revolving credit in order to finance our ongoing operations. Our ability to
refinance or renew such facilities will be dependent upon our financial condition, profitability and credit ratings and
prevailing financial market conditions. Any change in availability of credit in the market, as could happen during an
economic downturn, could affect our ability to access credit markets on commercially reasonable terms. In the future we
may need to access public or private debt markets to issue new debt. Deteriorations or volatility in the credit markets
could also adversely affect:
•
our ability to secure financing to proceed with capital expenditures for the repair, replacement or expansion of
our existing facilities and equipment;
•
our ability to comply with covenants under our existing credit or debt agreements;
•
the ability of our customers to purchase our products; and
•
our ability to take advantage of growth, expansion or acquisition opportunities.
In addition, deteriorations or volatility in the credit market could result in increases in the interest rates that we pay on
our outstanding non-fixed rate debt, which would increase our costs of borrowing and adversely affect our results.
We have a term loan maturing in July 2025. There is no assurance that financing will be available to us when required or
available to us on commercially favourable or otherwise satisfactory terms in the future to re-finance this borrowing
when it becomes due.
Credit Ratings
Credit rating agencies rate our debt securities based on factors that include our operating results, actions that we take,
their view of the general outlook for our industry and their view of the general outlook for the economy. Actions taken by
the rating agencies can include maintaining, upgrading or downgrading the current rating or placing us on a watch list for
possible future downgrading. Downgrading the credit rating of our debt securities or placing us on a watch list for
possible future downgrading could limit our access to the credit markets, increase our cost of financing and have an
adverse effect on our financial condition.
Wood Dust
Our operations generate wood dust which has been recognized for many years as a potential health and safety hazard
and operational issue. The potential risks associated with wood dust have been increased in those of our B.C. and Alberta
facilities that have been processing mountain pine beetle-killed logs and fire damaged logs as the wood dust generated
from these logs tends to be drier, lighter and finer than wood dust typically generated. We have adopted a variety of
measures to reduce or eliminate the risks and operational challenges posed by the presence of wood dust in our facilities
and we continue to work with industry and regulators to develop and adopt best mitigation practices. Any explosion, fire
or similar event at any of our facilities or any third-party facility could result in significant loss, increases in expenses and
disruption of operations, increases in insurance costs, exposure to litigation, regulatory fines and/or penalties and
damage to our reputation as an employer, each of which would have a material adverse effect on our business.
Pension Plan Funding
We are the sponsor of several defined benefit pension plans which exposes us to market risks related to plan assets and
liabilities. Funding requirements for these plans are based on regulatory requirements, actuarial assumptions concerning
expected return on plan assets, future salary increases, life expectancy and interest rates. If any of these assumptions
differs from actual outcomes such that a funding deficiency occurs or increases, we would be required to increase cash
funding contributions which would in turn reduce the availability of capital for other purposes. We are also subject to
regulatory changes regarding these plans which may increase the funding requirements which would in turn reduce the
availability of capital for other purposes. We also have a number of supplemental executive pension plans that have no
funding requirement and as such are largely unfunded.
International Sales
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2024 Annual Report | 67
A portion of our products are exported to customers in China, Japan and in developing markets. International sales
present a number of risks and challenges, including but not limited to the effective marketing of our products in foreign
countries, collectability of accounts receivable, tariffs and other barriers to trade and recessionary environments in
foreign economies.
Strategic Initiatives
Our future success may in part be dependent on the performance of strategic initiatives, which could include growth in
certain segments or markets and acquisitions. There can be no assurance that we will be able to successfully implement
important strategic initiatives in accordance with our expectations, which may adversely affect our business, financial
results and future growth prospects.
Acquisitions
We may evaluate and complete potential acquisitions from time to time and have in the past grown through acquisitions.
However, there is no assurance that we in the future will be able to successfully identify potential acquisitions or
efficiently and cost-effectively integrate any assets or business that we acquire without disrupting existing operations.
Our inability to identify accretive acquisition targets and complete acquisitions may negatively impact our ability to grow
our business operations and deploy our capital.
Acquisitions are subject to a range of inherent risks, including the assumption of incremental regulatory/compliance,
pricing, labour relations, litigation, environmental, tax and other risks. There is no assurance that the due diligence that
we undertake, including accounting, tax, regulatory and business due diligence, will be sufficient to identify all risks
associated with any prospective acquisition that we undertake. Further, we may not be able to successfully integrate or
achieve anticipated synergies from those acquisitions which we do complete and/or such acquisitions may be dilutive in
the short to medium term. Specifically, there is no assurance that we will achieve the anticipated growth opportunities,
synergies, efficiencies and costs savings from the combined business in respect of any acquisition that we undertake. Any
of these adverse outcomes could result in us not achieving the financial benefits of prospective acquisitions and have a
material adverse effect on our profitability.
Return of Capital to Shareholders
We have returned capital to our shareholders in 2024 through a combination of dividends and share repurchases, both
through our normal course issuer bid and in 2021 and 2022 through substantial issuer bids. There is no assurance that we
will continue to return capital to shareholders in future years, or as to the amount of capital that will be returned.
Further, decisions to return capital to shareholders remain at the discretion of our board of directors and shareholders
may not agree with the manner and the amounts of capital that are returned to shareholders. The declaration and
payment of cash dividends remains within the discretion of our board of directors. Historically, cash dividends have been
declared on a quarterly basis payable after the end of each quarter. There is no assurance that our board of directors will
continue to maintain our dividend at the current rate. Our board of directors has the power to declare dividends at its
discretion and in any manner and at any time as it may deem necessary or appropriate in the future. For these reasons, as
well as others, there can be no assurance that dividends that we pay in the future will be equal or similar to the dividends
historically paid by West Fraser or that our board of directors will not decide to suspend or discontinue the payment of
cash dividends in the future.
Risks Associated with the NYSE Listing and Litigation
The West Fraser Common shares are listed on the NYSE. Our continued listing on the NYSE may expose us to additional
regulatory proceedings, litigation (including class actions), mediation, and/or arbitration from time to time, which could
adversely affect our business, financial condition and operations. Monitoring and defending against legal actions, with or
without merit, can be time-consuming, may divert management’s attention and resources and can cause us to incur
significant expenses. In addition, legal fees and costs incurred in connection with such activities may be significant and we
may, in the future, be subject to judgments or enter into settlements of claims for significant monetary damages. While
we have insurance that may cover the costs and awards of certain types of litigation, the amount of insurance may not be
sufficient to cover any costs or awards. Substantial litigation costs or an adverse result in any litigation may adversely
impact our business, financial condition, or operations. Litigation, and any decision resulting therefrom, may also create a
negative perception of West Fraser.
- 52 -
Risk Associated with Internal Controls
We are required to maintain and evaluate the effectiveness of our internal control over financial reporting under National
Instrument 52-109 - Certification of Disclosure in Issuers’ Annual and Interim Filings in Canada and under the Securities
Exchange Act of 1934 in the United States. Effective internal controls are required for us to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of our financial statements for external purposes in
accordance with IFRS Accounting Standards. Management assesses the effectiveness of our internal control over financial
reporting based on the criteria set forth in the Internal Control – Integrated Framework (2013) issued by the Committee
of Sponsoring Organizations of the Treadway Commission. We also engage an independent registered public accounting
firm to audit and provide an independent opinion on the effectiveness of our internal control over financial reporting.
There is no assurance that we will be able to achieve and maintain the adequacy of our internal control over financial
reporting as such standards are modified, supplemented, or amended from time to time, and we may not be able to
ensure that we can conclude on an ongoing basis that our internal control over financial reporting are effective. Also,
projections of any evaluation of the effectiveness of internal control over financial reporting to future periods are subject
to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance
with the policies or procedures may deteriorate. No evaluation can provide complete assurance that our internal control
over financial reporting will prevent or detect misstatements on a timely basis, or detect or uncover all failures of persons
employed by us to disclose material information otherwise required to be reported. The effectiveness of our controls and
procedures could also be limited by simple errors or faulty judgments. In addition, as we continue to expand, the
challenges involved in implementing appropriate internal control over financial reporting will increase and will require
that we continue to improve our internal control over financial reporting.
Our failure to satisfy these requirements on a timely basis could result in the loss of investor confidence in the accuracy
and reliability of our financial statements, which in turn could harm our business, expose us to legal or regulatory actions
and negatively impact the trading price of our Common shares. In addition, any failure to implement required new or
improved controls, or difficulties encountered in their implementation, could harm our operating results or cause us to
fail to meet our reporting obligations. There can be no assurance that we will be able to remediate material weaknesses,
if any, identified in future periods, or maintain all of the controls necessary for continued compliance, and there can be
no assurance that we will be able to retain sufficient skilled finance and accounting personnel, especially in light of the
increased demand for such personnel among publicly traded companies. Future acquisitions of companies may provide
us with challenges in implementing the required processes, procedures and controls in our acquired operations. Acquired
companies may not have disclosure controls and procedures or internal control over financial reporting that are as
thorough or effective as those required by securities laws currently applicable to us.
Contagious Disease
Pandemics, epidemics and other outbreaks of contagious diseases could cause interruptions to our business and
operations and otherwise have an adverse effect on our business, financial condition and/or results of operations
including as a result of the effects on: (i) global economic activity, (ii) the business, operations, financial condition, and
solvency of our customers caused by operating shutdowns or disruptions or financial or liquidity issues, (iii) the demand
for and price of our products, (iv) the health of our employees and the impact on their ability to work or travel, (v) our
ability to operate our manufacturing facilities, (vi) our supply chain and the ability of third party suppliers, service
providers and/or transportation carriers to supply goods or services on which we rely on to transport our products to
market, and (vii) our revenues, cash flow, liquidity and ability to maintain compliance with the covenants in our credit
agreements. In addition, our future business may be impacted by the local, regional, national or international outbreak or
escalation of other contagious diseases, viruses or other illnesses.
Our Common Shares May be Subject to Trading Volatility
Our Common shares will be subject to material fluctuations in trading prices and volumes which may increase or decrease
in response to a number of events and factors, which will include:
•
changes in the market price of the commodities that we sell and purchase;
•
current events affecting the economic situation in North America, Europe and the international markets in which
our products are sold;
•
the impact of tariffs or the perceived impact of tariffs on the wood products that we export to the U.S.;
•
trends in the lumber and OSB industries and other industries in which we operate;
•
regulatory and/or government actions;
- 53 -
2024 Annual Report | 69
•
changes in financial estimates and recommendations by securities analysts;
•
future acquisitions and financings;
•
the economics of current and future projects undertaken by us;
•
variations in our operating results, financial condition or dividend policies;
•
the operating and share price performance of other companies, including those that investors may deem
comparable to West Fraser;
•
the issuance of additional equity securities by us; and
•
the occurrence of any of the risks and uncertainties described above.
In addition to factors directly affecting West Fraser, our Common shares may also experience volatility that is attributable
to the overall state of the stock markets in which wide price swings may occur as a result of a variety of financial,
economic and market perception factors. This overall market volatility may adversely affect the price of our Common
shares, regardless of our own relative operating performance.
CONTROLS AND PROCEDURES
West Fraser is responsible for establishing and maintaining disclosure controls and procedures and internal control over
financial reporting, each as defined in NI 52-109 in Canada and under the Securities Exchange Act of 1934, as amended, in
the United States.
Disclosure Controls and Procedures
We have designed our disclosure controls and procedures to provide reasonable assurance that information that is
required to be disclosed by us in our annual filings, interim filings and other reports that we file or submit under securities
legislation is recorded, processed, summarized, and reported within the time periods specified in the securities
legislation. These include controls and procedures designed to ensure that information that we are required to disclose
under securities legislation is accumulated and communicated to our management, including our President and Chief
Executive Officer (“CEO”) and the Senior Vice-President, Finance and Chief Financial Officer (“CFO”), as appropriate to
allow timely decisions regarding required disclosure.
Our management, under the supervision and with the participation of our CEO and CFO, has conducted an evaluation of
our disclosure controls and procedures as of December 31, 2024. Based on this evaluation, management, under the
supervision of our CEO and CFO, has concluded that our disclosure controls and procedures were effective as of
December 31, 2024.
Management’s Report on Internal Control Over Financial Reporting
Management, under the supervision of the CEO and CFO, is responsible for establishing and maintaining adequate
internal control over financial reporting, as defined under NI 52-109 in Canada and the Securities Exchange Act of 1934, as
amended, in the United States, to provide reasonable assurance regarding the reliability of financial reporting and the
preparation of consolidated financial statements for external reporting purposes in accordance with IFRS Accounting
Standards.
During the year ended December 31, 2024, we completed the migration of the billing and revenue accounting application
used at our North American OSB operations to the application used by our other North American operations. The
implementation has allowed for improved standardization within the accounting function and did not materially affect
our internal control over financial reporting. There has been no change in our internal control over financial reporting
during the year ended December 31, 2024 that has materially affected, or is reasonably likely to materially affect, our
internal control over financial reporting.
Management, under the supervision of the CEO and CFO, has assessed the effectiveness of the Company’s internal
control over financial reporting as of December 31, 2024 based on the criteria set forth in Internal Control - Integrated
Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based
on this assessment, management has concluded that the Company’s internal control over financial reporting was
effective as of December 31, 2024.
The effectiveness of the Company’s internal control over financial reporting as of December 31, 2024 has been audited by
PricewaterhouseCoopers LLP, the Company’s independent registered public accounting firm, as stated in their report
- 54 -
included with our annual audited consolidated financial statements and accompanying notes for the year ended
December 31, 2024.
Due to its inherent limitations, internal control over financial reporting may not prevent or detect misstatements on a
timely basis. Additionally, projections of any evaluation of the effectiveness of internal control over financial reporting to
future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that
the degree of compliance with the policies or procedures may deteriorate.
DEFINITIONS, RECONCILIATIONS, AND OTHER INFORMATION
Transactions Between Related Parties
The Company has entered into executive compensation arrangements with key management personnel, consisting of our
directors and officers. These individuals have the authority and responsibility for overseeing, planning, directing, and
controlling our activities. Total compensation expense for key management personnel was $19 million in 2024, compared
to $29 million in 2023. The decrease in compensation expense was due primarily to lower equity-based compensation.
See note 21 to the Annual Financial Statements for additional details.
Non-GAAP and Other Specified Financial Measures
Throughout this MD&A, we make reference to (i) certain non-GAAP financial measures, including Adjusted EBITDA and
Adjusted EBITDA by segment (our “Non-GAAP Financial Measures”), (ii) certain capital management measures, including
available liquidity, total debt to capital ratio, and net debt to capital ratio (our “Capital Management Measures”), and (iii)
certain supplementary financial measures, including our expected capital expenditures (our “Supplementary Financial
Measures”). We believe that these Non-GAAP Financial Measures, Capital Management Measures, and Supplementary
Financial Measures (collectively, our “Non-GAAP and other specified financial measures”) are useful performance
indicators for investors to understand our operating and financial performance and our financial condition. These Non-
GAAP and other specified financial measures are not generally accepted financial measures under IFRS Accounting
Standards and do not have standardized meanings prescribed by IFRS Accounting Standards. Investors are cautioned that
none of our Non-GAAP Financial Measures should be considered as an alternative to earnings or cash flow, as determined
in accordance with IFRS Accounting Standards. As there is no standardized method of calculating any of these Non-GAAP
and other specified financial measures, our method of calculating each of them may differ from the methods used by
other entities and, accordingly, our use of any of these Non-GAAP and other specified financial measures may not be
directly comparable to similarly titled measures used by other entities. Accordingly, these Non-GAAP and other specified
financial measures are intended to provide additional information and should not be considered in isolation or as a
substitute for measures of performance prepared in accordance with IFRS Accounting Standards. The reconciliation of the
Non-GAAP measures used and presented by the Company to the most directly comparable measures under IFRS
Accounting Standards is provided in the tables set forth below.
Adjusted EBITDA and Adjusted EBITDA by Segment
Adjusted EBITDA is defined as earnings determined in accordance with IFRS Accounting Standards adding back the
following line items from the consolidated statements of earnings and comprehensive earnings: finance income or
expense, tax provision or recovery, amortization, equity-based compensation, restructuring and impairment charges, and
other income or expense.
Adjusted EBITDA by segment is defined as operating earnings determined for each reportable segment in accordance
with IFRS adding back the following line items from the consolidated statements of earnings and comprehensive earnings
for that reportable segment: amortization, equity-based compensation, and restructuring and impairment charges.
EBITDA is commonly reported and widely used by investors and lending institutions as an indicator of a company’s
operating performance, ability to incur and service debt, and as a valuation metric. We calculate Adjusted EBITDA and
Adjusted EBITDA by segment to exclude items that do not reflect our ongoing operations and that should not, in our
opinion, be considered in a long-term valuation metric or included in an assessment of our ability to service or incur debt.
We believe that disclosing these measures assists readers in measuring performance relative to other entities that
operate in similar industries and understanding the ongoing cash generating potential of our business to provide liquidity
to fund working capital needs, service outstanding debt, fund future capital expenditures and investment opportunities,
- 55 -
2024 Annual Report | 71
and pay dividends. Adjusted EBITDA is used as an additional measure to evaluate the operating and financial performance
of our reportable segments.
The following tables reconcile Adjusted EBITDA to the most directly comparable IFRS measure, earnings.
See note 19 to the Annual Financial Statements for a breakdown of the items making up Other. Other is comprised
primarily of foreign exchange revaluations and gains/losses on our electricity swaps and interest rate swaps.
Annual Adjusted EBITDA
($ millions)
2024
2023
2022
Earnings (loss)
$
(5) $
(167) $
1,975
Finance expense (income), net
(34)
(51)
3
Tax provision (recovery)
43
(61)
618
Amortization
549
541
589
Equity-based compensation
14
25
5
Restructuring and impairment charges
102
279
60
Other expense (income)
2
(5)
(37)
Adjusted EBITDA
$
673 $
561 $
3,212
Quarterly Adjusted EBITDA
($ millions)
Q4-24
Q3-24
Q4-23
Loss
$
(62) $
(83) $
(153)
Finance income, net
(12)
(7)
(14)
Tax provision (recovery)
20
(26)
(50)
Amortization
138
136
136
Equity-based compensation
(1)
15
15
Restructuring and impairment charges
68
18
134
Other expense (income)
(11)
8
30
Adjusted EBITDA
$
140 $
62 $
97
The following tables reconcile Adjusted EBITDA by segment to the most directly comparable IFRS measures for each of
our reportable segments. We consider operating earnings to be the most directly comparable IFRS measure for Adjusted
EBITDA by segment as operating earnings is the IFRS measure most used by the chief operating decision maker when
evaluating segment operating performance.
Annual Adjusted EBITDA by Segment ($ millions)
2024
Lumber
NA EWP
Pulp & Paper
Europe EWP
Corporate &
Other
Total
Operating earnings (loss)
$
(303) $
459 $
(13) $
(110) $
(26) $
7
Amortization
192
284
14
48
11
549
Equity-based compensation
—
—
—
—
14
14
Restructuring and impairment
charges
28
1
3
70
1
102
Adjusted EBITDA by segment
$
(82) $
744 $
4 $
8 $
— $
673
- 56 -
2023
Lumber
NA EWP
Pulp & Paper
Europe EWP
Corporate &
Other
Total
Operating earnings (loss)
$
(319) $
316 $
(242) $
(3) $
(35) $
(284)
Amortization
185
273
24
49
10
541
Equity-based compensation
—
—
—
—
25
25
Restructuring and impairment
charges
137
—
142
—
—
279
Adjusted EBITDA by segment
$
2 $
589 $
(77) $
46 $
— $
561
Quarterly Adjusted EBITDA by Segment ($ millions)
Q4-24
Lumber
NA EWP
Pulp & Paper
Europe EWP
Corporate &
Other
Total
Operating earnings (loss)
$
(25) $
56 $
(14) $
(80) $
(2) $
(65)
Amortization
47
71
4
12
3
138
Equity-based compensation
—
—
—
—
(1)
(1)
Restructuring and impairment
charges (reversal)
(1)
—
—
70
—
68
Adjusted EBITDA by segment
$
21 $
127 $
(10) $
2 $
— $
140
Q3-24
Lumber
NA EWP
Pulp & Paper
Europe EWP
Corporate &
Other
Total
Operating earnings (loss)
$
(126) $
50 $
(2) $
(11) $
(19) $
(108)
Amortization
46
71
4
12
3
136
Equity-based compensation
—
—
—
—
15
15
Restructuring and impairment
charges
18
—
—
—
1
18
Adjusted EBITDA by segment
$
(62) $
121 $
2 $
1 $
— $
62
Q4-23
Lumber
NA EWP
Pulp & Paper
Europe EWP
Corporate &
Other
Total
Operating earnings (loss)
$
(228) $
74 $
(7) $
(10) $
(17) $
(187)
Amortization
48
69
3
13
3
136
Equity-based compensation
—
—
—
—
15
15
Restructuring and impairment
charges
128
—
6
—
—
134
Adjusted EBITDA by segment
$
(51) $
143 $
2 $
3 $
— $
97
Available liquidity
Available liquidity is the sum of our cash and cash equivalents and funds available under our committed and
uncommitted bank credit facilities. We believe disclosing this measure assists readers in understanding our ability to
meet uses of cash resulting from contractual obligations and other commitments at a point in time.
Available Liquidity
($ millions)
December 31,
December 31,
2024
2023
Cash and cash equivalents
$
641 $
900
Operating lines available (excluding newsprint operation)1
1,044
1,054
1,685
1,954
Cheques issued in excess of funds on deposit
—
—
Borrowings on operating lines
—
—
Available liquidity
$
1,685 $
1,954
1.
Excludes demand line of credit dedicated to our jointly-owned newsprint operation as West Fraser cannot draw on it.
- 57 -
2024 Annual Report | 73
Total debt to total capital ratio
Total debt to total capital ratio is total debt divided by total capital, expressed as a percentage. Total capital is defined as
the sum of total debt plus total equity. This calculation is defined in certain of our bank covenant agreements. We believe
disclosing this measure assists readers in understanding our capital structure, financial solvency, and degree of leverage
at a point in time.
The following table outlines the composition of the measure.
Total Debt to Capital
($ millions)
December 31, December 31,
2024
2023
Debt
Operating loans
$
— $
—
Current and non-current lease obligation
29
39
Current and non-current debt
200
500
Derivative liabilities1
—
—
Open letters of credit1
36
43
Total debt
265
582
Shareholders’ equity
6,954
7,223
Total capital
$
7,219 $
7,805
Total debt to capital
4%
7%
1.
Letters of credit facilities and the fair value of derivative liabilities are part of our bank covenants’ total debt calculation.
Net debt to capital ratio
Net debt to capital ratio is net debt divided by total capital, expressed as a percentage. Net debt is calculated as total
debt less cash and cash equivalents, open letters of credit, and the fair value of any derivative liabilities. Total capital is
defined as the sum of net debt plus total equity. We believe disclosing this measure assists readers in understanding our
capital structure, financial solvency, and degree of leverage at a point in time. We believe that using net debt in the
calculation is helpful because net debt represents the amount of debt obligations that are not covered by available cash
and cash equivalents.
The following table outlines the composition of the measure.
Net Debt to Capital
($ millions)
December 31, December 31,
2024
2023
Debt
Operating loans
$
— $
—
Current and long-term lease obligation
29
39
Current and long-term debt
200
500
Derivative liabilities1
—
—
Open letters of credit1
36
43
Total debt
265
582
Cash and cash equivalents
(641)
(900)
Open letters of credit
(36)
(43)
Derivative liabilities
—
—
Cheques issued in excess of funds on deposit
—
—
Net debt
(412)
(361)
Shareholders’ equity
6,954
7,223
Total capital
$
6,542 $
6,862
Net debt to capital
(6%)
(5%)
1.
Letters of credit facilities and the fair value of derivative liabilities are part of our bank covenants’ total debt calculation.
- 58 -
Expected capital expenditures
This measure represents our best estimate of the amount of cash outflows relating to additions to capital assets for the
current year based on our current outlook. This amount is comprised primarily of various improvement projects and
maintenance-of-business expenditures, projects focused on optimization and automation of the manufacturing process,
and projects targeted to reduce greenhouse gas emissions. This measure assumes no deterioration in market conditions
during the year and that we are able to proceed with our plans on time and on budget. This estimate is subject to the
risks and uncertainties identified in this MD&A.
Glossary of Key Terms
We use the following terms in this MD&A:
Term
Description
AAC
Annual allowable cut
ADD
Antidumping duty
AR
Administrative Review by the USDOC
B.C.
British Columbia
BCTMP
Bleached chemithermomechanical pulp
CAD or CAD$
Canadian dollars
CEO
President and Chief Executive Officer
CFO
Senior Vice-President, Finance and Chief Financial Officer
CGU
Cash generating unit
COSO
Committee of Sponsoring Organizations of the Treadway Commission
CPP
Cariboo Pulp & Paper
Crown timber
Timber harvested from lands owned by a provincial government
CVD
Countervailing duty
DC&P
Disclosure Controls and Procedures
EDGAR
Electronic Data Gathering, Analysis and Retrieval System
ESG
Environmental, Social and Governance
EWP
Engineered wood products
GBP
British pound sterling
GHG
Greenhouse gas
ICFR
Internal Control over Financial Reporting
IFRS Accounting
Standards
International Financial Reporting Standards as issued by the International Accounting Standards Board
LVL
Laminated veneer lumber
MDF
Medium-density fibreboard
NA
North America
NA EWP
North America Engineered Wood Products
NBSK
Northern bleached softwood kraft pulp
NCIB
Normal course issuer bid
2023 NCIB
Normal course issuer bid - February 27, 2023 to February 26, 2024
2024 NCIB
Normal course issuer bid - March 1, 2024 to February 28, 2025
NI 52-109
National Instrument 52-109 - Certification of Disclosure in Issuers’ Annual and Interim Filings
Norbord
Norbord Inc.
Norbord Acquisition
Acquisition of Norbord completed February 1, 2021
NYSE
New York Stock Exchange
OSB
Oriented strand board
POI
Period of Investigation in respect of an USDOC administrative review
PPE
Property, plant, and equipment
- 59 -
2024 Annual Report | 75
Q1-24 or Q1-23
three months ended March 29, 2024 or March 31, 2023 and for balance sheet amounts as at March 29,
2024 or March 31, 2023
Q2-24 or Q2-23
three months ended June 28, 2024 or June 30, 2023 and for balance sheet amounts as at June 28, 2024
or June 30, 2023
Q3-24 or Q3-23
three months ended September 27, 2024 or September 29, 2023 and for balance sheet amounts as at
September 27, 2024 or September 29, 2023
Q4-24 or Q4-23
three months ended December 31, 2024 or 2023 and for balance sheet amounts as at December 31,
2024 or 2023
SEDAR+
System for Electronic Document Analysis and Retrieval +
SOFR
Secured Overnight Financing Rate
SOX
Section 404 of the Sarbanes-Oxley Act
SPF
Spruce/pine/balsam fir lumber
Spray Lake lumber mill
Spray Lake Sawmills (1980) Ltd.
SYP
Southern yellow pine lumber
TSX
Toronto Stock Exchange
U.K.
United Kingdom
UKP
Unbleached kraft pulp
U.S.
United States
USD or $ or US$
United States Dollars
USDOC
United States Department of Commerce
USITC
United States International Trade Commission
Forward-Looking Statements
This MD&A includes statements and information that constitutes “forward-looking information” within the meaning of
Canadian securities laws and “forward-looking statements” within the meaning of United States securities laws
(collectively, “forward-looking statements”). Forward-looking statements include statements that are forward-looking or
predictive in nature and are dependent upon or refer to future events or conditions. We use words such as “expects,”
“anticipates,” “plans,” “believes,” “estimates,” “seeks,” “intends,” “targets,” “projects,” “forecasts,” or negative versions
thereof and other similar expressions, or future or conditional verbs such as “may,” “will,” “should,” “would,” and
“could,” to identify these forward-looking statements. These forward-looking statements generally include statements
which reflect management’s expectations regarding the operations, business, financial condition, expected financial
results, performance, prospects, opportunities, priorities, targets, goals, ongoing objectives, strategies and outlook of
West Fraser and its subsidiaries, as well as the outlook for North American and international economies for the current
fiscal year and subsequent periods.
Forward-looking statements included in this MD&A include references to:
Discussion
Forward-Looking Statements
Our Business and Strategy
our corporate strategy and objectives to generate strong financial results through the
business cycle, to maintain robust product and geographic diversity, to maintain a strong
balance sheet and liquidity profile along with an investment-grade issuer rating, to maintain
a leading cost position and to return capital to shareholders, reinvest in operations across all
market cycles to enhance productivity, product mix and capacity, and pursuit of
opportunistic acquisitions and larger-scale growth initiatives
Recent Developments – Markets
impact of new home construction activity, interest rates and inflationary price pressures,
mortgage rates, housing supply and demand and affordability, housing starts, housing prices,
unemployment rates, repair and remodelling demand, inflationary pressures on demand for
lumber and OSB, capacity contraction in lumber supply fundamentals, expectations regarding
near, medium and longer-term core demand, prospect of future interest rate cuts, import
trends and inflation; impact of new or reduced lumber and OSB production capacity on
market supply and pricing
- 60 -
Discussion & Analysis of Annual
Results by Product Segment - Lumber
Segment - Softwood Lumber Dispute
administrative review commencement, adjustment of export duty rates, proceedings related
to duty rates, and timing of finalization of AR6 and AR7 duty rates
Business Outlook – Markets
market conditions, housing affordability, demand for our products over the near, medium
and longer term, growing market penetration of mass timber, impacts of interest rates and
mortgage rates, rates for U.S. housing starts, inflationary pressures, ability to capitalize on
long-term growth opportunities; and expectations as to reductions of interest rates, impact
of broader economy and employment slowing and potential for demand decline in near
term, ongoing geopolitical conflict, financial impact of our Pulp & Paper segment and
contribution and variability to our consolidated results
Business Outlook – Softwood lumber
dispute
the timing and finalization of the AR6 and AR7 duty rates and their impact on our financial
position
Business Outlook – Operations
production levels, demand expectations, projected SPF and SYP lumber shipments, projected
OSB shipments, and the impact of tariffs on SPF lumber and OSB shipments into the U.S.
from Canada, operating costs, fibre costs, expectation of trends in B.C. and Alberta stumpage
rates, U.S. South log costs and trends to be largely similar to those of 2024, with region-
specific log costs varying, the stability of costs from inputs continuing in the near term for
U.S. OSB, increased demand tension for pulp logs as primary source for OSB production as a
result of recent sawmill curtailments, expected stabilization of input costs for Europe EWP,
including energy and resin costs, in 2025, near 2024 levels, the timing, costs of restart, ramp
up period to target production and contribution to shipments of Allendale OSB facility, and
the contribution to our overall OSB platform with modern Allendale OSB facility operating,
and expectations as to moderation of input costs and improved availability across supply
chain
Business Outlook – Cash Flows
projected cash flows from operations and available liquidity, projected capital expenditures,
total estimated capital costs, completion dates and ramp-up periods (including with respect
to the modernization of the Henderson, Texas lumber manufacturing facility), expected
results of capital expenditures, including improvements, maintenance, optimization and
automation projects and projects targeted to reduce greenhouse gas emissions,
maintenance of our investment grade issuer rating, strategic growth opportunities, expected
continuity of dividends and share repurchases
Liquidity and Capital Resources
available liquidity, our policy on capital management, maintenance of investment grade
issuer rating, and our goal to maintain a balanced capital allocation strategy
By their nature, these forward-looking statements involve numerous assumptions, inherent risks and uncertainties, both
general and specific, which contribute to the possibility that the predictions, forecasts, and other forward-looking
statements will not occur. Factors that could cause actual results to differ materially from those contemplated or implied
by forward-looking statements include, but are not limited to:
•
assumptions in connection with the economic and financial conditions in the U.S., Canada, U.K., Europe and
globally and consequential demand for our products, including the ability to meet our shipment guidance, and
variability of operating schedules and the impact of the conflicts in Ukraine and the Middle East;
•
future increases in interest rates and inflation or continued sustained higher interest rates and rates of inflation
could impact housing affordability and repair and remodelling demand, which could reduce demand for our
products;
•
near and long-term impacts and uncertainties of U.S. administration tariff and other policies on the demand and
prices of our wood products in the U.S. and the consequential impact on the profitability of our Canadian business,
financial condition and results of operations;
•
global supply chain issues may result in increases to our costs and may contribute to a reduction in near-term
demand for our products;
•
continued governmental approvals and authorizations to access timber supply, and the impact of forest fires,
infestations, environmental protection measures and actions taken by government respecting Indigenous rights,
title and/or reconciliation efforts on these approvals and authorizations;
•
risks inherent in our product concentration and cyclicality;
•
effects of competition for logs, availability of fibre and fibre resources and product pricing pressures, including
continued access to log supply and fibre resources at competitive prices and the impact of third-party certification
standards; including reliance on fibre off-take agreements and third party consumers of wood chips;
•
effects of variations in the price and availability of manufacturing inputs, including energy, employee wages, resin
and other input costs, and the impact of inflationary pressures on the costs of these manufacturing costs, including
increases in stumpage fees and log costs;
- 61 -
2024 Annual Report | 77
•
availability and costs of transportation services, including truck and rail services, and port facilities, and impacts on
transportation services of wildfires and severe weather events, and the impact of increased energy prices on the
costs of transportation services;
•
the recoverability of property, plant and equipment ($3,842 million), goodwill and intangibles ($2,180 million),
both as at December 31, 2024, is based on numerous key assumptions which are inherently uncertain, including
production volume, product pricing, operating costs, terminal multiple, and discount rate. Adverse changes in
these assumptions could lead to a change in financial outlook which may result in carrying amounts exceeding
their recoverable amounts and as a consequence an impairment, which could have a material non-cash adverse
effect on our results of operations;
•
transportation constraints, including the impact of labour disruptions, may negatively impact our ability to meet
projected shipment volumes;
•
the timing of our planned capital investments may be delayed, the ultimate costs of these investments may be
increased as a result of inflation, and the projected rates of return may not be achieved;
•
various events that could disrupt operations, including natural, man-made or catastrophic events including
drought, wildfires, cyber security incidents, any state of emergency and/or evacuation orders issued by
governments, and ongoing relations with employees;
•
risks inherent to customer dependence;
•
risks associated with international trade, including impact of future cross border trade rulings, agreements and
duty rates;
•
implementation of important strategic initiatives and identification, completion and integration of acquisitions;
•
impact of changes to, or non-compliance with, environmental or other regulations;
•
government restrictions, standards or regulations intended to reduce greenhouse gas emissions and our inability
to achieve our SBTi commitment for the reduction of greenhouse gases as planned;
•
the costs and timeline to achieve our greenhouse gas emissions objectives may be greater and take longer than
anticipated;
•
changes in government policy and regulation, including actions taken by the Government of British Columbia
pursuant to recent amendments to forestry legislation and initiatives to defer logging of forests deemed “old
growth” and the impact of these actions on our timber supply;
•
impact of weather and climate change on our operations or the operations or demand of our suppliers and
customers;
•
ability to implement new or upgraded information technology infrastructure;
•
impact of information technology service disruptions or failures;
•
impact of any product liability claims in excess of insurance coverage;
•
risks inherent to a capital intensive industry;
•
impact of future outcomes of tax exposures;
•
potential future changes in tax laws, including tax rates;
•
risks associated with investigations, claims and legal, regulatory and tax proceedings covering matters which if
resolved unfavourably may result in a loss to the Company;
•
effects of currency exposures and exchange rate fluctuations;
•
fair values of our electricity swaps may be volatile and sensitive to fluctuations in forward electricity prices and
changes in government policy and regulation;
•
future operating costs;
•
availability of financing, bank lines, securitization programs and/or other means of liquidity;
•
continued access to timber supply in the traditional territories of Indigenous Nations and our ability to work with
Indigenous Nations in B.C. to secure continued fibre supply for our lumber mills through various commercial
agreements and joint ventures;
•
our ability to continue to maintain effective internal control over financial reporting;
•
the risks and uncertainties described in this document; and
•
other risks detailed from time to time in our annual information forms, annual reports, MD&A, quarterly reports
and material change reports filed with and furnished to securities regulators.
In addition, actual outcomes and results of these statements will depend on a number of factors including those matters
described under “Risks and Uncertainties” in this MD&A and may differ materially from those anticipated or projected.
This list of important factors affecting forward-looking statements is not exhaustive and reference should be made to the
other factors discussed in public filings with securities regulatory authorities. Accordingly, readers should exercise caution
in relying upon forward-looking statements and we undertake no obligation to publicly update or revise any
forward-looking statements, whether written or oral, to reflect subsequent events or circumstances except as required
by applicable securities laws.
- 62 -
Additional Information
Additional information on West Fraser, including our Annual Information Form and other publicly filed documents, is
available on the Company’s website at www.westfraser.com, on SEDAR+ at www.sedarplus.ca and on the EDGAR section
of the SEC website at www.sec.gov/edgar.
Where this MD&A includes information from third parties, we believe that such information (including information from
industry and general publications and surveys) is generally reliable. However, we have not independently verified any
such third-party information and cannot assure you of its accuracy or completeness.
- 63 -
2024 Annual Report | 79
RESPONSIBILITY OF MANAGEMENT
Management’s Report on the Consolidated Financial Statements
The accompanying consolidated financial statements and related notes are the responsibility of the management of West Fraser
Timber Co. Ltd. (the “Company”). They have been prepared in accordance with International Financial Reporting Standards as
issued by the International Accounting Standards Board (“IFRS Accounting Standards”) and include amounts based on estimates
and judgments. Financial information included elsewhere in this report is consistent with the consolidated financial statements.
The consolidated financial statements are approved by the Board of Directors on the recommendation of the Audit Committee.
The Audit Committee, appointed by the Board of Directors, is composed entirely of independent directors. The Audit
Committee reviews the Company’s consolidated financial statements and reports its findings to the Board of Directors for
consideration before the consolidated financial statements are approved for issuance to shareholders and submitted to
securities commissions and/or other regulatory authorities.
The Audit Committee’s duties also include reviewing critical accounting policies and significant estimates and judgments
underlying the consolidated financial statements as presented by management and approving the fees of the Company’s
independent registered public accounting firm.
The Company’s independent registered public accounting firm, PricewaterhouseCoopers LLP, performed an audit of the
consolidated financial statements, the results of which are reflected in their Report of Independent Registered Public
Accounting Firm for 2024. PricewaterhouseCoopers LLP has full and independent access to the Audit Committee to discuss their
audit and related matters.
Management’s Report on Internal Control over Financial Reporting
Under our supervision, management is responsible for establishing and maintaining adequate internal control over financial
reporting, as defined under National Instrument 52-109 – Certification of Disclosure in Issuers’ Annual and Interim Filings in
Canada and Rules 13a-15(f) and 15d-15(f) of the Securities Exchange Act of 1934, as amended, to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of consolidated financial statements for external reporting
purposes in accordance with IFRS Accounting Standards.
Under our supervision, management has assessed the effectiveness of the Company’s internal control over financial reporting
as of December 31, 2024 based on the criteria set forth in Internal Control - Integrated Framework (2013) issued by the
Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based on this assessment, management has
concluded that the Company’s internal control over financial reporting was effective as of December 31, 2024.
The effectiveness of the Company’s internal control over financial reporting as of December 31, 2024 has been audited by
PricewaterhouseCoopers LLP, the Company’s independent registered public accounting firm, as stated in their report which
appears herein.
Due to its inherent limitations, internal control over financial reporting may not prevent or detect misstatements on a timely
basis. Additionally, projections of any evaluation of the effectiveness of internal control over financial reporting to future
periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of
compliance with the policies or procedures may deteriorate.
/s/ Sean McLaren
/s/ Chris Virostek
Sean McLaren
Chris Virostek
President and Chief Executive Officer
Senior Vice-President, Finance and Chief Financial Officer
February 12, 2025
-2-
2024 Annual Report | 81
2024 Audited
Statements
Consolidated Financial Statements
West Fraser Timber Co. Ltd.
December 31, 2024 and 2023
audit of internal control over financial reporting included obtaining an understanding of internal control
over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the
design and operating effectiveness of internal control based on the assessed risk. Our audits also
included performing such other procedures as we considered necessary in the circumstances. We believe
that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable
assurance regarding the reliability of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting principles. A company’s internal
control over financial reporting includes those policies and procedures that (i) pertain to the maintenance
of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the
assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to
permit preparation of financial statements in accordance with generally accepted accounting principles,
and that receipts and expenditures of the company are being made only in accordance with authorizations
of management and directors of the company; and (iii) provide reasonable assurance regarding
prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that
could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect
misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk
that controls may become inadequate because of changes in conditions, or that the degree of compliance
with the policies or procedures may deteriorate.
Critical Audit Matters
The critical audit matter communicated below is a matter arising from the current period audit of the
consolidated financial statements that was communicated or required to be communicated to the audit
committee and that (i) relates to accounts or disclosures that are material to the consolidated financial
statements and (ii) involved our especially challenging, subjective, or complex judgments. The
communication of critical audit matters does not alter in any way our opinion on the consolidated financial
statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing
a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Goodwill Impairment Assessments
As described in note 9 to the consolidated financial statements, the Company’s goodwill balance was
$1,879 million as of December 31, 2024. Management conducts an annual impairment assessment in the
fourth quarter, or more frequently if an indicator of impairment is identified. Management assesses the
recoverability of goodwill by comparing the carrying value of each cash generating unit (CGU) or group of
CGUs associated with the goodwill balance to its estimated recoverable amount, which is determined
based on the higher of its estimated fair value less costs of disposal and its value in use.
An impairment loss is recorded if the carrying value exceeds the estimated recoverable amount of the
CGU or group of CGUs. Management has determined the recoverable amount of each CGU or group of
CGUs based on their fair value less cost of disposal using discounted cash flow models. The key
PricewaterhouseCoopers LLP
PwC Place, 250 Howe Street, Suite 1400, Vancouver, British Columbia, Canada V6C 3S7
T.: +1 604 806 7000, F.: +1 604 806 7806, Fax to mail: ca_vancouver_main_fax@pwc.com
“PwC” refers to PricewaterhouseCoopers LLP, an Ontario limited liability partnership.
Report of Independent Registered Public Accounting Firm
To the Board of Directors and Shareholders of West Fraser Timber Co. Ltd.
Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the accompanying consolidated balance sheets of West Fraser Timber Co. Ltd. and its
subsidiaries (the Company) as of December 31, 2024 and 2023, and the related consolidated statements
of loss and comprehensive loss, of changes in shareholders’ equity and of cash flows for the years then
ended, including the related notes (collectively referred to as the consolidated financial statements). We
also have audited the Company’s internal control over financial reporting as of December 31, 2024, based
on criteria established in Internal Control ‒ Integrated Framework (2013) issued by the Committee of
Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material
respects, the financial position of the Company as of December 31, 2024 and 2023, and its financial
performance and its cash flows for the years then ended in conformity with International Financial
Reporting Standards as issued by the International Accounting Standards Board. Also in our opinion, the
Company maintained, in all material respects, effective internal control over financial reporting as of
December 31, 2024, based on criteria established in Internal Control ‒ Integrated Framework (2013)
issued by the COSO.
Basis for Opinions
The Company’s management is responsible for these consolidated financial statements, for maintaining
effective internal control over financial reporting, and for its assessment of the effectiveness of internal
control over financial reporting, included in the accompanying Management’s Report on Internal Control
over Financial Reporting. Our responsibility is to express opinions on the Company’s consolidated
financial statements and on the Company’s internal control over financial reporting based on our audits.
We are a public accounting firm registered with the Public Company Accounting Oversight Board
(United States) (PCAOB) and are required to be independent with respect to the Company in accordance
with the U.S. federal securities laws and the applicable rules and regulations of the Securities and
Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that
we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial
statements are free of material misstatement, whether due to error or fraud, and whether effective internal
control over financial reporting was maintained in all material respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of
material misstatement of the consolidated financial statements, whether due to error or fraud, and
performing procedures that respond to those risks. Such procedures included examining, on a test basis,
evidence regarding the amounts and disclosures in the consolidated financial statements.
Our audits also included evaluating the accounting principles used and significant estimates made by
management, as well as evaluating the overall presentation of the consolidated financial statements. Our
2024 Annual Report | 83
West Fraser Timber Co. Ltd.
Consolidated Balance Sheets
(in millions of United States dollars, except where indicated)
December 31,
December 31,
Note
2024
2023
Assets
Current assets
Cash and cash equivalents
4
$
641 $
900
Receivables
23
294
311
Income taxes receivable
22
93
Inventories
5
844
851
Prepaid expenses
36
40
Assets held for sale
6
—
182
1,837
2,377
Property, plant and equipment
7
3,842
3,835
Timber licences
8
358
376
Goodwill and other intangible assets
9
2,180
2,307
Export duty deposits
26
408
377
Other assets
10
129
137
Deferred income tax assets
20
7
6
$
8,760 $
9,415
Liabilities
Current liabilities
Payables and accrued liabilities
11
$
604 $
620
Current portion of long-term debt
13
200
300
Current portion of reforestation and decommissioning obligations
12
55
60
Income taxes payable
75
7
Liabilities associated with assets held for sale
6
—
63
934
1,050
Long-term debt
13
—
199
Other liabilities
12
264
260
Deferred income tax liabilities
20
609
683
1,807
2,193
Shareholders’ Equity
Share capital
15
2,549
2,607
Retained earnings
4,726
4,913
Accumulated other comprehensive loss
(321)
(297)
6,954
7,223
$
8,760 $
9,415
The number of Common shares and Class B Common shares outstanding at February 11, 2025 was 79,689,597.
Approved by the Board of Directors
/s/ Gillian D. Winckler
/s/ Reid Carter
Gillian D. Winckler
Reid Carter
Director
Director
-6-
assumptions used in the discounted cash flow models include: production volume, product pricing,
operating costs, terminal multiples and discount rates. With the exception of the Europe Engineered Wood
Product (EWP) group of CGUs, the estimated recoverable amount of each CGU or group of CGUs
exceeded its respective carrying amount in management’s goodwill impairment assessments, and as
such, no impairment losses were recorded. For the Europe EWP group of CGUs, a goodwill impairment
loss of $70 million was recorded by management.
The principal considerations for our determination that performing procedures relating to the goodwill
impairment assessments is a critical audit matter are: i) the significant judgment by management when
determining the recoverable amount of each CGU or group of CGUs, including the development of key
assumptions; (ii) a high degree of auditor judgment, subjectivity and effort in performing procedures and
evaluating management’s key assumptions in the discounted cash flow models related to production
volume, product pricing, operating costs, terminal multiples and discount rates; and (iii) the audit effort
involved the use of professionals with specialized skills and knowledge.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with
forming our overall opinion on the consolidated financial statements These procedures included testing
the effectiveness of controls relating to management’s goodwill impairment assessments, including
controls over the determination of the recoverable amount of each CGU or group of CGUs . These
procedures also included, among others, testing management’s process for determining the recoverable
amount of each CGU or group of CGUs, including evaluating the appropriateness of the discounted cash
flow models, testing the completeness and accuracy of underlying data used in the models and evaluating
the reasonableness of the key assumptions used by management. Evaluating the reasonableness of
production volume, product pricing and operating costs involved considering the past performance of the
CGU or group of CGUs, as well as economic and industry forecasts, as applicable. Professionals with
specialized skill and knowledge were used to assist in the evaluation of the appropriateness of the
discounted cash flow models, and the reasonableness of terminal multiples and discount rates.
/s/PricewaterhouseCoopers LLP
Chartered Professional Accountants
Vancouver, Canada
February 12, 2025
We have served as the Company’s auditor since 1973.
2024 Annual Report | 85
West Fraser Timber Co. Ltd.
Consolidated Statements of Changes in Shareholders' Equity
(in millions of United States dollars, except where indicated)
Share Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Loss
Total
Equity
Note
Number of Shares
Issued and
Outstanding
Amount
Balance at December 31, 2022
83,555,414 $
2,667 $
5,283 $
(332) $
7,619
Loss for the year
—
—
(167)
—
(167)
Other comprehensive earnings (loss):
Translation gain on operations with different functional
currencies
—
—
—
34
34
Actuarial loss on retirement benefits, net of tax
—
—
(35)
—
(35)
Issuance of Common shares
15
383
—
—
—
—
Repurchase of Common shares for cancellation
15
(1,834,801)
(60)
(69)
—
(129)
Dividends declared1
—
—
(100)
—
(100)
Balance at December 31, 2023
81,720,996 $
2,607 $
4,913 $
(297) $
7,223
Loss for the year
—
—
(5)
—
(5)
Other comprehensive earnings (loss):
Translation loss on operations with different functional
currencies
—
—
—
(24)
(24)
Actuarial gain on retirement benefits, net of tax
—
—
8
—
8
Issuance of Common shares
15
12,550
1
—
—
1
Repurchase of Common shares for cancellation
15
(1,745,280)
(59)
(88)
—
(147)
Dividends declared1
—
—
(102)
—
(102)
Balance at December 31, 2024
79,988,266 $
2,549 $
4,726 $
(321) $
6,954
1.
Cash dividends declared during the year ended December 31, 2023 were $1.20 per share. Cash dividends declared during the year ended December 31, 2024 were $1.26 per share.
-8-
West Fraser Timber Co. Ltd.
Consolidated Statements of Loss and Comprehensive Loss
(in millions of United States dollars, except where indicated)
Years Ended
December 31,
December 31,
2024
2023
Sales
$
6,174 $
6,454
Costs and expenses
Cost of products sold
4,333
4,685
Freight and other distribution costs
815
894
Export duties, net
26
72
8
Amortization
549
541
Selling, general and administration
282
307
Equity-based compensation
16
14
25
Restructuring and impairment charges
17
102
279
6,167
6,738
Operating earnings (loss)
7
(284)
Finance income, net
18
34
51
Other income (expense)
19
(2)
5
Earnings (loss) before tax
38
(228)
Tax recovery (provision)
20
(43)
61
Loss
$
(5) $
(167)
Loss per share (dollars)
Basic
22
$
(0.06) $
(2.01)
Diluted
22
$
(0.07) $
(2.01)
Comprehensive loss
Loss
$
(5) $
(167)
Other comprehensive earnings (loss)
Items that may be reclassified to earnings
Translation gain (loss) on operations with different functional currencies
(24)
34
Items that will not be reclassified to earnings
Actuarial gain (loss) on retirement benefits, net of tax
14
8
(35)
(16)
—
Comprehensive loss
$
(21) $
(167)
-7-
2024 Annual Report | 87
West Fraser Timber Co. Ltd.
Notes to Consolidated Financial Statements
For the years ended December 31, 2024 and December 31, 2023
(figures are in millions of United States dollars, except where indicated)
1.
Nature of operations
West Fraser Timber Co. Ltd. ("West Fraser", the “Company”, "we", "us" or "our") is a diversified wood products company
with more than 50 facilities in Canada, the United States, the United Kingdom, and Europe, which promotes sustainable
forest practices in its operations. The Company produces lumber, engineered wood products (OSB, LVL, MDF, plywood,
and particleboard), pulp, newsprint, wood chips, and other residuals. West Fraser's products are used in home
construction, repair and remodelling, industrial applications, papers, tissue, and box materials. Our executive office is
located at 885 West Georgia Street, Suite 1500, Vancouver, British Columbia. West Fraser was formed by articles of
amalgamation under the Business Corporations Act (British Columbia) and is registered in British Columbia, Canada. Our
Common shares are listed for trading on the Toronto Stock Exchange (“TSX”) and on the New York Stock Exchange
(“NYSE”) under the symbol WFG.
2.
Basis of presentation
These consolidated financial statements are prepared in accordance with International Financial Reporting Standards as
issued by the International Accounting Standards Board (“IFRS Accounting Standards”) and were approved by our Board
of Directors on February 12, 2025.
Figures have been rounded to millions of dollars to reflect the accuracy of the underlying balances and as a result certain
tables may not add due to rounding impacts.
As at December 31, 2023, the assets and liabilities subject to transfer as a result of the sales of the Hinton pulp mill,
Quesnel River Pulp mill, and Slave Lake Pulp mill are presented as part of assets held for sale and liabilities held for sale
respectively (see note 6) and are not included in the other December 31, 2023 balance sheet amounts presented
throughout.
Material accounting policies
Material accounting policies that relate to the consolidated financial statements as a whole are incorporated in this note.
Where a material accounting policy is applicable to a specific note disclosure, the policy is described within the respective
note.
Basis of consolidation
These consolidated financial statements include the accounts of West Fraser and its wholly-owned subsidiaries after the
elimination of intercompany transactions and balances.
Our material subsidiaries are West Fraser Mills Ltd. and Norbord Inc. Our 50%-owned joint operation, Alberta Newsprint
Company, is accounted for by recognizing our share of the assets, liabilities, revenues, and expenses related to the joint
operation.
Use of estimates and judgments
The preparation of these consolidated financial statements requires management to make estimates and assumptions
that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual amounts
could differ materially from these and other estimates, the impact of which would be recorded in future periods.
Management is also required to exercise judgment in the process of applying accounting policies. Information about the
significant areas of estimation uncertainty and critical judgments in applying accounting policies that have the most
significant effect on the amounts recognized in the consolidated financial statements is included in the following notes:
•
Note 2 – Determination of functional currency
•
Note 3 – Fair value of PPE and intangible assets
acquired in business combinations
•
Note 5 – Valuation of inventories
•
Note 7-9, 17 – Recoverability of PPE, timber licences,
and other intangible assets
-10-
West Fraser Timber Co. Ltd.
Consolidated Statements of Cash Flows
(in millions of United States dollars, except where indicated)
Years Ended
December 31,
December 31,
Note
2024
2023
Cash provided by operating activities
Loss
$
(5) $
(167)
Adjustments
Amortization
549
541
Restructuring and impairment charges
17
102
279
Finance income, net
18
(34)
(51)
Foreign exchange (gain) loss
(7)
7
Export duty
26
10
(45)
Retirement benefit expense
14
77
77
Net contributions to retirement benefit plans
14
(55)
(37)
Tax provision (recovery)
20
43
(61)
Income taxes received (paid)
3
(24)
Unrealized loss (gain) on electricity swaps
8
(13)
Other
(15)
8
Changes in non-cash working capital
Receivables
5
6
Inventories
11
132
Prepaid expenses
4
4
Payables and accrued liabilities
(35)
(131)
661
525
Cash used for financing activities
Repayment of long-term debt
(300)
—
Repayment of lease obligations
(15)
(15)
Finance expense paid
(27)
(24)
Repurchase of Common shares for cancellation
15
(140)
(129)
Issuance of Common shares
1
—
Dividends paid
(101)
(100)
(582)
(268)
Cash used for investing activities
Spray Lake Acquisition, net of cash acquired
—
(100)
Proceeds from sale of pulp mills
6
124
—
Additions to capital assets
(487)
(477)
Interest received
43
47
Other
2
—
(318)
(530)
Change in cash and cash equivalents
(238)
(273)
Foreign exchange effect on cash and cash equivalents
(21)
10
Cash and cash equivalents - beginning of year
900
1,162
Cash and cash equivalents - end of year
$
641 $
900
-9-
2024 Annual Report | 89
estimated using another valuation technique. Fair value measurements are categorized into Level 1, 2 or 3 based on the
degree to which the inputs to the fair value measurement are observable and the significance of the inputs.
The three levels of the fair value hierarchy are:
Level 1
Values based on unadjusted quoted prices in active markets that are accessible at the measurement date for identical
assets or liabilities.
Level 2
Values based on inputs other than quoted prices that are observable for the asset or liability, directly or indirectly.
Level 3
Values based on valuation techniques that require inputs which are both unobservable and significant to the overall fair
value measurement.
Application of new and revised accounting standards
In January 2020, the IASB issued Classification of Liabilities as Current or Non-current (Amendments to IAS 1). The
amendments clarify that the classification of liabilities as current or non-current should be based on rights that exist at
the end of the reporting period. The amendments also clarify the definition of a settlement and provide situations that
would be considered as a settlement of a liability. In October 2022, the IASB issued Non-current Liabilities with Covenants
(Amendments to IAS 1). These further amendments clarify how to address the effects on classification and disclosure of
covenants that an entity is required to comply with on or before the reporting date and covenants that an entity must
comply with only after the reporting date. We have adopted these amendments effective January 1, 2024. These
amendments did not have a material impact on our consolidated financial statements.
Accounting standards issued but not yet applied
IFRS 18, Presentation and Disclosure in Financial Statements
In April 2024, the IASB issued IFRS 18, Presentation and Disclosure in Financial Statements ("IFRS 18"), which replaces IAS
1, Presentation of Financial Statements. IFRS 18 introduces new requirements to improve comparability in the reporting
of financial performance to give investors a better basis for analyzing and comparing entities. The standard impacts the
presentation of the financial statements and notes, in particular the income statement where entities will be required to
present separate categories of income and expense for operating, investing, and financing activities with prescribed
subtotals for each new category. IFRS 18 will also require management-defined performance measures to be explained
and included in a separate note within the financial statements. IFRS 18 is effective for reporting periods beginning on or
after January 1, 2027. We are currently assessing the impact of this amendment on our consolidated financial statements.
Amendments to the Classification and Measurement of Financial Instruments – Amendments to IFRS 9 and IFRS 7
On May 30, 2024, the IASB issued targeted amendments to IFRS 9 and IFRS 7 to respond to recent questions arising in
practice, and to include new requirements not only for financial institutions but also for corporate entities. These
amendments:
•
clarify the date of recognition and derecognition of some financial assets and liabilities, with a new exception for
some financial liabilities settled through an electronic cash transfer system;
•
clarify and add further guidance for assessing whether a financial asset meets the solely payments of principal
and interest (SPPI) criterion;
•
add new disclosures for certain instruments with contractual terms that can change cash flows (such as some
financial instruments with features linked to the achievement of environment, social and governance targets);
and
•
update the disclosures for equity instruments designated at fair value through other comprehensive income
(FVOCI).
These amendments are effective for reporting periods beginning on or after January 1, 2026. We are currently assessing
the impact of these amendments on our consolidated financial statements.
-12-
•
Note 7 – Estimated useful lives of PPE
•
Note 9 – Recoverability of goodwill
•
Note 12 – Reforestation and decommissioning
obligations
•
Note 14 – Defined benefit pension plans
•
Note 20 – Income taxes
•
Note 26 – CVD and ADD duty dispute
Revenue recognition
Revenue is derived primarily from product sales and is recognized when a customer obtains control over the goods. The
timing of transfer of control to customers varies depending on the individual terms of the sales contract and typically
occurs when the product is loaded on a common carrier at our mill, loaded on an ocean carrier, or delivered to the
customer. The amount of revenue recognized is net of our estimate for early payment discounts and volume rebates.
Revenue includes charges for freight and handling. The costs related to these revenues are recorded in freight and other
distribution costs.
Reporting currency and foreign currency translation
The consolidated financial statements are presented in USD, which is determined to be the functional currency of our U.S.
operations and the majority of our Canadian operations.
For these entities, all transactions not denominated in our U.S. functional currency are considered to be foreign currency
transactions. Foreign currency denominated monetary assets and liabilities are translated using the rate of exchange
prevailing at the reporting date. Gains or losses on translation of these items are included in earnings and reported as
Other income (expense). Foreign currency denominated non-monetary assets and liabilities, measured at historic cost,
are translated at the rate of exchange at the transaction date.
Our European operations have British pound sterling and Euro functional currencies. Our Spray Lake lumber mill and
jointly-owned newsprint operation have Canadian dollar functional currency. Assets and liabilities of these entities are
translated at the rate of exchange prevailing at the reporting date, and revenues and expenses at average rates during
the period. Gains or losses on translation are included as a component of shareholders’ equity in Accumulated other
comprehensive loss.
Impairment of capital assets
We assess property, plant and equipment, timber licences, and other definite-lived intangible assets for indicators of
impairment at each reporting date and whenever events or changes in circumstances indicate that the carrying amount
of the asset may not be recoverable.
Impairment testing is applied to individual assets or cash generating units (“CGUs”), the smallest group of assets that
generates cash inflows that are largely independent of the cash inflows of other assets or groups of assets. We have
identified each of our mills as a CGU for impairment testing unless there is economic interdependence of CGUs, in which
case they are grouped for impairment testing.
When a triggering event is identified, the recoverability of an asset or CGU is assessed by comparing the carrying amount
of the asset or CGU to the estimated recoverable amount, which is the higher of its estimated fair value less costs of
disposal and its value in use.
Fair value less costs of disposal is determined by estimating the price that would be received to sell an asset in an orderly
transaction between market participants under current market conditions, less incremental costs directly attributable to
the disposal. Value in use is determined using a discounted cash flow model by estimating the pre-tax cash flows
expected to be generated from the asset over its estimated useful life discounted by a pre-tax discount rate.
Where an impairment loss for an asset or CGU subsequently reverses, the carrying amount of the asset or CGU is
increased to the lesser of the revised estimate of its recoverable amount and the carrying amount that would have been
recorded had no impairment loss been previously recognized.
Fair value measurements
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date, regardless of whether that price is directly observable or
-11-
2024 Annual Report | 91
Spray Lake Acquisition
On November 17, 2023, we acquired 100 percent of the shares in Spray Lake Sawmills (1980) Ltd., which operates a
lumber mill located in Cochrane, Alberta, and the associated timber licenses (“Spray Lake Acquisition”) for cash
consideration of $101 million (CAD$139 million). This acquisition has been accounted for as an acquisition of a business in
accordance with IFRS 3 Business Combinations. We have allocated the purchase price based on our estimated fair value of
the assets acquired and the liabilities assumed as follows:
West Fraser purchase consideration:
Cash consideration
$
101
Fair value of net assets acquired:
Cash
$
1
Accounts receivable
3
Inventories
24
Prepaid expenses
1
Income taxes receivable
1
Property, plant and equipment
58
Timber licenses
41
Payables and accrued liabilities
(8)
Other liabilities
(3)
Deferred income tax liabilities
(18)
$
101
4.
Cash and cash equivalents
Accounting policies
Cash and cash equivalents consist of cash on deposit and short-term interest-bearing securities maturing within three
months of the date of purchase.
Supporting information
December 31, December 31,
As at
2024
2023
Cash
$
389 $
513
Cash equivalents
252
387
$
641 $
900
5.
Inventories
Accounting policies
Inventories are valued at the lower of cost and net realizable value, with cost determined on an average cost basis. The
cost of finished goods inventories includes direct material, direct labour, and an allocation of overhead.
Supporting information
-14-
3.
Business combinations
Accounting policies
Business combinations are accounted for using the acquisition method. We measure goodwill at the acquisition date as
the fair value of the consideration transferred less the fair value of the identifiable assets acquired and liabilities
assumed. The determination of the fair value of the assets acquired and liabilities assumed requires management to use
estimates that contain uncertainty and critical judgments. Transaction costs in connection with business combinations are
expensed as incurred.
Supporting information
Cariboo Pulp & Paper
We attained sole control of Cariboo Pulp & Paper (“CPP”) during Q1-24 in relation to an agreement (“the CPP
agreement”) with Mercer International Inc. (“Mercer”) to dissolve our 50/50 joint venture in Cariboo Pulp & Paper (“CPP
JV”). No termination or other amounts are payable by either company in connection with the CPP agreement.
CPP produces northern bleached softwood kraft (“NBSK”) pulp, related by-products, and energy. Prior to the CPP
agreement, we accounted for the CPP JV under IFRS Accounting Standards by recognizing our share of the assets,
liabilities, revenues, and expenses related to this joint operation.
Prior to the CPP agreement, the CPP JV was a joint operation under IFRS Accounting Standards that met the definition of
a business. Accordingly, we applied the requirements for a business combination achieved in stages in accordance with
IFRS 3, Business Combinations.
This required us to first remeasure the carrying value of our existing 50% interest in the CPP JV to fair value and then
recognize an additional 50% interest in CPP at fair value in accordance with the requirements of IFRS 3.
The determination of the fair value of identifiable assets and liabilities required management to use estimates that
contain uncertainty and critical judgments. We applied the income approach in determining the fair value of property,
plant, and equipment. Cash flow forecasts were based on internal estimates for 2024 through 2027 and estimated mid-
cycle earnings for subsequent years. Assumptions included production volume, product pricing, operating costs, terminal
multiple, and discount rate. Key assumptions were determined using external sources and historical data from internal
sources.
We recognized a net gain on the business combination as the estimated fair value of 100% of CPP’s identifiable assets and
liabilities exceeded the carrying value of our 50% interest in the CPP JV prior to the CPP agreement.
Fair value of identifiable assets and liabilities (100% interest in CPP):
Cash
$
2
Accounts receivable
3
Inventories
35
Prepaid expenses
1
Property, plant and equipment
59
Payables and accrued liabilities
(39)
Other liabilities
(14)
Deferred income tax liabilities
(1)
44
Less: Carrying value of our previously held 50% interest in the CPP JV
(43)
Net gain resulting from the CPP agreement
$
1
The net gain resulting from the CPP agreement was recognized as other income.
-13-
2024 Annual Report | 93
6.
Disposal of pulp mills
Accounting policies
Non-current assets, or disposal groups comprising assets and liabilities, are classified as held-for-sale if it is highly
probable that they will be recovered primarily through sale rather than through continuing use. Such assets or disposal
groups are generally measured at the lower of their carrying amount and fair value less costs to sell.
Any excess of carrying value over fair value less costs to sell is recognized as impairment loss. Impairment loss on a
disposal group is allocated first to goodwill, if any, and then to the remaining non-current assets within the scope of the
measurement requirements of IFRS 5 Non-current Assets Held for Sale and Discontinued Operations on a pro-rata basis.
Impairment losses on initial classification as held-for-sale and subsequent gains and losses on remeasurement are
recognized in earnings.
Once classified as held-for-sale, property, plant and equipment and timber licenses are no longer depreciated.
Supporting information
Sale of Hinton pulp mill
On July 10, 2023, we announced an agreement to sell our unbleached softwood kraft pulp mill in Hinton, Alberta to
Mondi Group plc (“Mondi”). The transaction closed on February 3, 2024 following the completion of regulatory reviews
and satisfaction of customary closing conditions.
Under the terms of the agreement, Mondi purchased specified assets, including property, plant and equipment and
working capital, and assumed certain liabilities related to the Hinton pulp mill in exchange for a base purchase price of $5
million prior to working capital and other adjustments specified in the asset purchase agreement. Pursuant to the
transaction, we will continue to supply fibre to the Hinton pulp mill under long-term contract, via residuals from our
Alberta lumber mills.
An impairment reversal of $1 million in relation to the sale of the Hinton pulp mill is included in Restructuring and
impairment charges for the year ended December 31, 2024 (loss of $121 million for the year ended December 31, 2023)
(see note 17). The impairment amounts include remeasurements related to working capital adjustments specified in the
asset purchase agreement.
Sale of Quesnel River Pulp mill and Slave Lake Pulp mill
On September 22, 2023, we announced an agreement to sell our two bleached chemithermomechanical pulp (“BCTMP”)
mills, Quesnel River Pulp mill in Quesnel, B.C. and Slave Lake Pulp mill in Slave Lake, Alberta to an affiliate of a fund
managed by Atlas Holdings (“Atlas”). The transaction closed on April 20, 2024 following the completion of regulatory
reviews and satisfaction of customary closing conditions.
Under the terms of the agreement, Atlas purchased specified assets, including property, plant and equipment, working
capital, and certain timber licenses in Alberta, and assumed certain liabilities related to the mills and timber licenses in
exchange for a base purchase price of $120 million prior to working capital adjustments specified in the asset purchase
agreement. Pursuant to the transaction, we will continue to supply fibre to the Quesnel River Pulp mill under long-term
contract.
An impairment loss of $4 million in relation to the sale of the Quesnel River Pulp mill and Slave Lake Pulp mill is included
in Restructuring and impairment charges for the year ended December 31, 2024 (loss of $20 million for the year ended
December 31, 2023) (see note 17). The impairment amounts include remeasurements related to working capital
adjustments specified in the asset purchase agreement.
-16-
December 31,
December 31,
As at
2024
2023
Manufactured products
$
344 $
363
Logs and other raw materials
255
257
Materials and supplies
245
231
$
844 $
851
Inventories at December 31, 2024 were subject to a valuation reserve of $18 million (December 31, 2023 - $31 million) to
reflect net realizable value being lower than cost.
-15-
2024 Annual Report | 95
Supporting Information
Manufacturing
plant,
equipment and
machinery
Construction-
in-progress
Roads
and
bridges
Other
Total
As at December 31, 2022
$
3,520 $
359 $
44 $
59 $
3,982
Acquisition (note 3)
23
—
—
36
58
Additions
257
244
13
1
516
Amortization1
(451)
—
(11)
(1)
(462)
Impairment (note 17)
(202)
(7)
—
—
(209)
Transfer to disposal groups held for
sale (note 6)
(50)
—
(3)
(1)
(54)
Foreign exchange
17
1
—
2
19
Disposals
(8)
—
—
(1)
(9)
Transfers
217
(222)
2
(1)
(4)
As at December 31, 2023
$
3,319 $
376 $
46 $
94 $
3,835
As at December 31, 2023
Cost
$
6,524 $
376 $
156 $
95 $
7,151
Accumulated amortization
(3,205)
—
(110)
(1)
(3,316)
Net
$
3,319 $
376 $
46 $
94 $
3,835
As at December 31, 2023
$
3,319 $
376 $
46 $
94 $
3,835
CPP agreement (note 3)
12
2
—
—
15
Additions
73
411
11
—
495
Amortization1
(462)
—
(7)
(1)
(470)
Impairment (note 17)
(15)
—
—
—
(15)
Foreign exchange
(11)
—
—
(5)
(16)
Disposals
(2)
—
—
—
(2)
Transfers
343
(343)
—
—
—
As at December 31, 2024
$
3,259 $
445 $
49 $
89 $
3,842
As at December 31, 2024
Cost
$
6,939 $
445 $
165 $
91 $
7,641
Accumulated amortization
(3,680)
—
(116)
(2)
(3,798)
Net
$
3,259 $
445 $
49 $
89 $
3,842
1.
Amortization of $462 million relates to cost of products sold and $8 million relates to selling, general and administration expense (2023 -
$451 million and $11 million respectively).
-18-
Carrying values of disposal groups
As at December 31, 2023, the disposal group comprised the following assets and liabilities:
Receivables
$
49
Inventories
72
Prepaid expenses
2
Property, plant and equipment
54
Timber licenses
3
Retirement assets
3
Assets held for sale
$
182
Payables and accrued liabilities
$
58
Reforestation and decommissioning obligations
2
Retirement liabilities
3
Liabilities associated with assets held for sale
$
63
7.
Property, plant and equipment
Accounting policies
Property, plant and equipment are recorded at historical cost, less accumulated amortization and impairment losses.
Expenditures for additions and improvements are capitalized. Specific and general borrowing costs are capitalized when
the asset construction period exceeds 12 months. Expenditures for maintenance and repairs are charged to earnings.
Upon retirement, disposal, or destruction of an asset, the cost and related amortization are derecognized and any
resulting gain or loss is included in earnings.
Property, plant and equipment are amortized on a straight-line basis over their estimated useful lives as follows:
Buildings
10 - 30 years
Manufacturing plant, equipment and machinery
6 - 25 years
Fixtures, mobile and other equipment
3 - 10 years
Roads and bridges
Not exceeding 40 years
Major maintenance shutdowns
1 - 2 years
Construction-in-progress includes the purchase price and any costs directly attributable to bringing the asset to the
location and condition necessary for its intended use. Construction-in-progress is not depreciated. Once the asset is
complete and available for use, the construction-in-progress balance is transferred to the appropriate category of
property, plant and equipment and depreciation commences.
-17-
2024 Annual Report | 97
Recoverability of goodwill is assessed by comparing the carrying value of the CGU or group of CGUs associated with the
goodwill balance to its estimated recoverable amount, which is the higher of its estimated fair value less costs of disposal
and its value in use.
An impairment loss is recorded if the carrying value exceeds the estimated recoverable amount. Goodwill impairment
losses cannot be reversed.
Supporting information
Goodwill
Customer
Relationship
Intangible
Other
Total
As at December 31, 2022
$
1,944 $
390 $
24 $
2,358
Additions
—
—
3
3
Amortization1
—
(53)
(9)
(62)
Foreign exchange
5
2
—
6
Transfers
—
—
4
4
Other
—
—
(2)
(2)
As at December 31, 2023
$
1,949 $
339 $
20 $
2,307
As at December 31, 2023
Cost
$
1,949 $
489 $
80 $
2,518
Accumulated amortization
—
(150)
(60)
(211)
Net
$
1,949 $
339 $
20 $
2,307
As at December 31, 2023
$
1,949 $
339 $
20 $
2,307
Additions
—
—
3
3
Amortization1
—
(53)
(9)
(63)
Impairment (note 17)
(70)
—
—
(70)
Foreign exchange
(1)
—
—
(1)
Other
—
—
2
2
As at December 31, 2024
$
1,879 $
285 $
16 $
2,180
As at December 31, 2024
Cost
$
1,879 $
489 $
81 $
2,448
Accumulated amortization
—
(203)
(65)
(268)
Net
$
1,879 $
285 $
16 $
2,180
1.
Amortization of $63 million (2023 - $62 million) relates to selling, general and administration expense.
-20-
8.
Timber licenses
Accounting policies
Timber licences, which are renewable or replaceable, are recorded at historical cost, less accumulated amortization and
impairment losses. Timber licences are amortized on a straight-line basis over their estimated useful lives of 40 years.
Supporting information
Timber licences
As at December 31, 2022
$
351
Acquisition (note 3)
42
Additions
—
Amortization1
(16)
Transfer to disposal groups held for sale (note 6)
(3)
Foreign exchange
2
As at December 31, 2023
$
376
As at December 31, 2023
Cost
$
673
Accumulated amortization
(297)
Net
$
376
As at December 31, 2023
$
376
Additions
—
Amortization1
(17)
Foreign exchange
(1)
As at December 31, 2024
$
358
As at December 31, 2024
Cost
$
672
Accumulated amortization
(314)
Net
$
358
1.
Amortization relates to cost of products sold.
9.
Goodwill and other intangibles
Accounting policies
Goodwill represents the excess purchase price paid for a business acquisition over the fair value of the net assets
acquired. Goodwill is tested annually for impairment in the fourth quarter, or more frequently if an indicator of
impairment is identified.
The customer relationship intangible assets relate to historical business combinations and are amortized straight-line
over 3 to 10 years.
Other intangibles are recorded at historical cost less accumulated amortization and impairment losses. Other intangibles
include software which is amortized over periods of up to five years and non-replaceable finite term timber rights which
are amortized as the related timber volumes are logged.
Goodwill is allocated to CGUs or groups of CGUs that are expected to benefit from the synergies of the business
combination from which it arose. The allocation is based on the lowest level at which goodwill is monitored internally.
-19-
2024 Annual Report | 99
The estimated recoverable amount of the U.S. Lumber CGU group exceeded its carrying amount by approximately
$140 million. The following table indicates the percentages by which key assumptions would need to change individually
for the recoverable amount to equal the carrying amount:
Key assumptions
Change required for recoverable amount to equal carrying amount
Product pricing
1% decrease
Production volumes
5% decrease
Operating costs
1% increase
10.
Other assets
December 31,
December 31,
As at
Note
2024
2023
Retirement assets
14
$
61 $
83
Electricity swaps
23
12
18
Deposits
42
25
Other
13
12
$
129 $
137
11.
Payables and accrued liabilities
December 31,
December 31,
As at
Note
2024
2023
Trade accounts
$
401 $
417
Accrued equity-based compensation
16
41
53
Compensation
56
66
Accrued export duties
26
8
5
Accrued dividends
26
25
Accrued interest
2
5
Electricity swaps
4
—
Current portion of lease obligations
10
13
Restructuring provision
5
3
Other
52
33
$
604 $
620
12.
Other liabilities
December 31,
December 31,
As at
Note
2024
2023
Retirement liabilities
$
97 $
106
Non-current portion of reforestation obligations
47
53
Non-current portion of decommissioning obligations
24
16
Non-current portion of lease obligations
19
26
Export duties
26
46
24
Electricity swaps
23
8
12
Other
22
22
$
264 $
260
-22-
Goodwill
For the purposes of impairment testing, goodwill has been allocated to the following CGU groups:
December 31, December 31,
As at
2024
2023
Canadian lumber
$
171 $
171
U.S. lumber
409
409
North America EWP
1,280
1,280
Europe EWP
19
89
Total
$
1,879 $
1,949
The recoverable amounts of the above CGU groups as at December 31, 2024 were determined based on their estimated
fair value less costs of disposal using discounted cash flow models. The fair value measurements were classified as Level 3
fair value measurements.
Cash flow forecasts were based on internal estimates for 2025 through 2028 and a terminal value. Key assumptions
include production volumes, product pricing, operating costs, terminal multiple, and discount rate. Key assumptions were
derived using external sources and historical data from internal sources. Specifically, product pricing has been estimated
by reference to average historical prices as well as third-party analyst projections of long-term product pricing.
Production volume and operating costs have been estimated by reference to historical data from internal sources. The
post-tax discount rate used ranged from 10.8% to 12.8% (2023 - 10.2%).
We recorded an impairment loss of $70 million in relation to Europe EWP goodwill during the year ended December 31,
2024. The impairment loss was driven primarily by an extension of the expected duration of the recovery to mid-cycle
profitability and weaker macroeconomic conditions in the U.K. and Europe.
OSB comprises the most significant component of our Europe EWP segment. We forecasted OSB production volumes
ranging from 1,045 MMsf 3/8” to 1,321 MMsf 3/8” in determining the recoverable amount. The post-tax discount rate
used in determining the recoverable amount of the Europe EWP CGU group was 12.8% (2023 – 10.2%).
The recoverable amount of the Europe EWP CGU group was determined to be $391 million. Following the impairment
loss recognized in the Europe EWP CGU group, the recoverable amount was equal to the carrying amount. Therefore, any
adverse movement in a key assumption would lead to further impairment.
The following table lists the key assumptions and sensitivities:
Key assumptions
Sensitivity of recoverable amount to a 1% change in assumption
Product pricing
$37 million
Production volumes
$8 million
Operating costs
$33 million
The estimated recoverable amounts of all other CGU groups exceeded their respective carrying amounts.
As it relates to the U.S. lumber CGU group, a reasonably possible change in certain key assumptions could cause the
carrying amount to exceed the recoverable amount. We forecasted U.S. lumber production volumes ranging from 2,785
MMfbm to 3,250 MMfbm in determining the recoverable amount. The post-tax discount rate used in determining the
recoverable amount of the U.S. lumber CGU group was 10.8% (2023 – 10.2%).
-21-
2024 Annual Report | 101
13.
Operating loans and long-term debt
Accounting policies
Transaction costs related to debt financing or refinancing are deferred and amortized over the life of the associated debt.
When our operating loan is undrawn, the related deferred financing costs are recorded in other assets.
Supporting information
Operating loans
As at December 31, 2024, our credit facilities consisted of a $1 billion committed revolving credit facility which matures
July 2028, $25 million of uncommitted revolving credit facilities available to our U.S. subsidiaries, a $20 million
(£15 million) credit facility dedicated to our European operations, and a $11 million (CAD$15 million) demand line of
credit dedicated to our jointly-owned newsprint operation.
As at December 31, 2024, our revolving credit facilities were undrawn (December 31, 2023 - undrawn) and the associated
deferred financing costs of $2 million (December 31, 2023 - $2 million) were recorded in other assets. Interest on the
facilities is payable at floating rates based on Prime Rate Advances, Base Rate Advances, Bankers’ Acceptances, or
Secured Overnight Financing Rate (“SOFR”) Advances at our option.
In addition, we have credit facilities totalling $130 million (December 31, 2023 - $133 million) dedicated to letters of
credit. Letters of credit in the amount of $36 million (December 31, 2023 - $43 million) were supported by these facilities.
All debt is unsecured except the $11 million (CAD$15 million) jointly-owned newsprint operation demand line of credit,
which is secured by that joint operation’s current assets.
As at December 31, 2024, we were in compliance with the requirements of our credit facilities.
Long-term debt
December 31,
December 31,
As at
2024
2023
Senior notes due October 2024; interest at 4.35%
$
— $
300
Term loan due July 2025; floating interest rate
200
200
200
500
Less: deferred financing costs
—
(1)
Less: current portion
(200)
(300)
$
— $
199
On October 15, 2024, we repaid the principal and accrued interest on our $300 million senior notes on maturity with cash
on hand.
Required principal repayments are disclosed in note 23.
Interest rate swap contracts
We have interest rate swap contracts that have the effect of fixing the interest rate on the $200 million term loan
disclosed in the long-term debt table above. In January 2024, these interest rate swaps were amended to extend their
maturity from August 2024 to July 2025. Following this amendment, the weighted average fixed interest rate payable
under the contract was 2.61% (previously 0.91%).
The interest rate swap contracts are accounted for as a derivative, with the changes in their fair value included in other
income or expense in our consolidated statements of earnings. For the year ended December 31, 2024, a loss of $4
million (year ended December 31, 2023 - a loss of $6 million) was recognized in relation to the interest rate swap
-24-
Reforestation and decommissioning obligations
Reforestation and decommissioning obligations relate to our responsibility for reforestation under various timber licences
and our obligations related to landfill closure and other site remediation costs.
Accounting policies
Reforestation obligations are measured at the present value of the expected expenditures required to settle the
obligations and are accrued and charged to earnings when timber is harvested. The reforestation obligation is accreted
over time through charges to finance expense and reduced by silviculture expenditures. Changes to estimates are
credited or charged to earnings.
We record a liability for decommissioning obligations in the period a reasonable estimate can be made. The liability is
determined using estimated closure and/or remediation costs and discounted using an appropriate discount rate. On
initial recognition, the carrying value of the liability is added to the carrying amount of the associated asset and amortized
over its useful life, or expensed when there is no related asset. The liability is accreted over time through charges to
finance expense and reduced by actual costs of settlement. Changes to estimates result in an adjustment of the carrying
amount of the associated asset or, where there is no asset, they are credited or charged to earnings.
Reforestation and decommissioning obligations are discounted at the risk-free rate at the balance sheet date.
Supporting information
Reforestation
Decommissioning
Note
2024
2023
2024
2023
Beginning of year
$
92 $
93 $
37 $
35
Acquisition
3
—
3
1
1
Transfer to disposal groups held for sale
6
—
—
—
(2)
Liabilities recognized
49
46
9
3
Liabilities settled
(61)
(52)
(4)
(1)
Change in estimates
10
—
3
—
Foreign exchange
(7)
2
(3)
1
End of year
83
92
43
37
Less: current portion
(36)
(39)
(19)
(21)
$
47 $
53 $
24 $
16
The total undiscounted amount of the estimated cash flows required to satisfy these obligations is $139 million
(December 31, 2023 - $137 million). The cash flows have been discounted using risk-free rates ranging from 2.50% to
3.33% (2023 - 2.50% to 3.88%).
The timing of reforestation expenditures is based on the estimated period required to ensure the associated areas are
well established and attain free to grow status, which is generally between 12 to 15 years. Payments relating to landfill
closures and site remediation are expected to occur over periods ranging up to 50 years.
-23-
2024 Annual Report | 103
purchases and the liabilities held for these pension plans was reflected as a settlement cost of $1 million (2023 - $6
million settlement gain) in Other income (expense) (see note 19).
The status of the defined benefit pension plans and other retirement benefit plans, in aggregate, is as follows:
Defined benefit
pension plans
Other retirement
benefit plans
2024
2023
2024
2023
Accrued benefit obligations
Benefit obligations - opening
$
791 $
838 $
17 $
18
CPP agreement (note 3)
10
—
3
—
Transfer to disposal groups held for sale (note 6)
—
(77)
—
(2)
Service cost
41
37
—
—
Finance cost on obligation
36
42
1
1
Benefits paid
(34)
(42)
(1)
(1)
Actuarial (gain) loss due to change in financial
assumptions
(12)
63
—
1
Actuarial loss due to demography/experience
4
31
—
—
Settlement
(101)
(120)
—
—
Other
(3)
—
1
—
Foreign exchange1
(55)
17
(2)
—
Benefit obligations - ending
$
678 $
791 $
19 $
17
Plan assets
Plan assets - opening
$
786 $
927 $
— $
—
CPP agreement (note 3)
11
—
—
—
Transfer to disposal groups held for sale (note 6)
—
(79)
—
—
Finance income on plan assets
35
46
—
—
Actual return on plan assets, net of finance income
5
32
—
—
Employer contributions
21
14
1
1
Benefits paid
(34)
(42)
(1)
(1)
Settlement
(102)
(115)
—
—
Other
(1)
(2)
—
—
Refund of excess contributions
(3)
(15)
—
—
Foreign exchange1
(55)
20
—
—
Plan assets - ending
$
664 $
786 $
— $
—
Funded status2
Retirement assets
$
65 $
84 $
— $
—
Impact of minimum funding requirement3
(3)
(1)
—
—
Retirement assets (note 10)
61
83
—
—
Retirement liabilities (note 12)
(78)
(89)
(19)
(17)
$
(17) $
(6) $
(19) $
(17)
1.
Foreign currency translation relates to the foreign exchange impact of translating assets and liabilities of certain plans to U.S. dollars.
2.
Plans in a surplus position are presented as assets and plans in a deficit position are presented as liabilities on our consolidated balance sheets.
3.
Certain of our plans have a surplus that is not recognized on the basis that future economic benefits may not be available to us in the form of a
reduction in future contributions or a cash refund.
-26-
contracts. The fair value of the interest rate swap contracts at December 31, 2024 was an asset of $2 million (December
31, 2023 - asset of $6 million).
14.
Retirement benefits
We maintain defined benefit and defined contribution pension plans covering most of our employees. The defined
benefit plans generally do not require employee contributions and provide a guaranteed level of pension payable for life
based either on length of service or on earnings and length of service, and in most cases do not increase after
commencement of retirement. We also provide group life insurance, medical and extended health benefits to certain
employee groups.
The defined benefit pension plans are operated in Canada and the U.S. under broadly similar regulatory frameworks. The
majority are funded arrangements where benefit payments are made from plan assets that are held in trust.
Responsibility for the governance of certain of the plans, including investment and contribution decisions, resides with
our Retirement Committees, Human Resources & Compensation Committee of the Board of Directors, and Board of
Directors. For the registered defined benefit pension plans, regulations set minimum requirements for contributions for
benefit accruals and the funding of deficits.
Starting January 1, 2022, defined benefit pension plans for certain employee groups were closed to new entrants and
were replaced by defined contribution plans.
Accounting policies
We record a retirement asset or liability for our employee defined benefit pension and other retirement benefit plans by
netting our plan assets with our plan obligations, on a plan-by-plan basis.
The cost of defined benefit pensions and other retirement benefits earned by employees is actuarially determined using
the projected unit credit method. The present value of the defined benefit obligation is determined by discounting the
estimated future cash outflows using market yields from high quality corporate bonds with cash flows that approximate
expected benefit payments at the balance sheet date. Plan assets are valued at fair value at each balance sheet date.
Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are credited or
charged to equity through other comprehensive earnings in the period in which they arise.
Past service costs arising from plan amendments are recognized immediately. The finance amount on net retirement
balances is included in finance income or expense in our consolidated statements of earnings.
A gain or loss on settlement is recognized in earnings, calculated as the difference between the present value of the
defined benefit obligation being settled, as determined on the date of settlement, and the settlement amount.
For defined contribution plans, pension expense is the amount of contributions we are required to make in respect of
services rendered by employees.
Supporting information
The actual return on plan assets for 2024 was a gain of $40 million (2023 - gain of $78 million). The total pension expense
for the defined benefit pension plans was $43 million (2023 - $32 million). In 2024, we made $18 million net contributions
to our defined benefit pension plans (2023 - nominal). We expect to make cash contributions of approximately
$10 million to our defined benefit pension plans during 2025 based on the most recent valuation report for each pension
plan. We also provide group life insurance, medical and extended health benefits to certain employee groups, for which
we contributed $1 million in 2024 (2023 - $1 million).
In 2024, we entered into buy-out annuity purchase agreements to settle $101 million (2023 - $120 million) of our defined
benefit obligations by purchasing annuities using our plan assets. These agreements transferred the pension obligations
of retired employees under certain pension plans to financial institutions. The difference between the cost of the annuity
-25-
2024 Annual Report | 105
Plan assets
The assets of the defined benefit pension plans are invested predominantly in a diversified range of equities, pooled
funds and bonds. The weighted average asset allocations of the defined benefit plans at December 31, by asset category,
are as follows:
Target range
2024
2023
Canadian equities
2% - 15%
5 %
6 %
Global equities
10% - 44%
16 %
18 %
Fixed income investments
30% - 75%
49 %
43 %
Alternative investments
0% - 57%
25 %
27 %
Cash and cash equivalents
N/A
5 %
6 %
100 %
100 %
Alternative investments include real estate, private equity, and other investments.
Risk management practices
We are exposed to various risks related to our defined benefit pension and other retirement benefit plans:
•
Uncertainty in benefit payments: The value of the liability for retirement benefits will ultimately depend on the
amount of benefits paid and this in turn will depend on the level of future compensation increase and life
expectancy.
•
Volatility in asset value: We are exposed to changes in the market value of pension plan investments which are
required to fund future benefit payments.
•
Uncertainty in cash funding: Movement in the value of the assets and obligations may result in increased levels
of cash funding, although changes in the level of cash funding required can be spread over several years. We are
also exposed to changes in pension regulation and legislation.
Our Retirement Committees manage these risks in accordance with a Statement of Investment Policies and Procedures
for each pension plan or group of plans administered under master trust agreements. The following are some specific risk
management practices employed:
•
Retaining and monitoring professional advisors including an outsourced chief investment officer (“OCIO”).
•
Monitoring our OCIO’s adherence to asset allocation guidelines and permitted categories of investments.
•
Monitoring investment decisions and performance of the OCIO and asset performance against benchmarks.
Defined contribution plans
The total pension expense and funding contributions for the defined contribution pension plans for 2024 was $35 million
(2023 - $35 million).
15. Share capital
Authorized
400,000,000 Common shares, without par value
20,000,000 Class B Common shares, without par value
10,000,000 Preferred shares, issuable in series, without par value
-28-
Defined benefit
pension plans
Other retirement
benefit plans
2024
2023
2024
2023
Expense
Service cost
$
41 $
37 $
— $
—
Administration fees
2
4
—
—
Settlement loss (gain)
1
(6)
—
—
Curtailment gain related to disposal of pulp mills
(2)
—
—
—
Finance expense (income), net
1
(3)
1
1
$
43 $
32 $
1 $
1
Assumptions and sensitivities
At December 31, 2024, the weighted average duration of the defined benefit pension obligations is 18 years (December
31, 2023 - 18 years). At December 31, 2024, the projected future benefit payments for the defined benefit pension plans,
to be made from plan assets, are as follows:
2025
2026
2027 to 2029
Thereafter
Total
Defined benefit pension plans
$24
$26
$93
$1,531
$1,674
Key assumptions used in determining defined benefit pension and other retirement pension benefit obligations include
assumed rates of increase for future employee compensation and discount rates. These estimates are determined with
the assistance of independent actuarial specialists.
The significant actuarial assumptions used to determine our balance sheet date retirement assets and liabilities and our
retirement benefit plan expenses are as follows:
Defined benefit
pension plans
Other retirement
benefit plans
2024
2023
2024
2023
Benefit obligations:
Discount rate
4.83%
4.69%
4.78%
4.69%
Future compensation rate increase
3.66%
3.62%
n/a
n/a
Benefit expense:
Discount rate - beginning of year
4.69%
5.17%
4.69%
5.10%
Future compensation rate increase
3.62%
3.53%
n/a
n/a
Health-care benefit costs, shown under other retirement benefit plans, are funded on a pay-as-you-go basis.
The impact of a change in these assumptions on our retirement obligations as at December 31, 2024 is as follows:
Increase
Decrease
Discount rate - 0.50% change
$
(56) $
65
Compensation rate - 0.50% change
$
13 $
(12)
The sensitivities have been calculated on the basis that all other variables remain constant. When calculating the
sensitivity of the defined benefit obligation, the same methodology is applied as was used to determine the retirement
assets and liabilities.
-27-
2024 Annual Report | 107
In 2024, we have recorded an expense of $6 million (2023 – expense of $11 million) related to the share option plans. The
liability associated with the share option plan is tracked in Canadian dollars and is based on prices published by the TSX. A
summary of the activity in the share option plans based on Canadian dollar prices is presented below:
2024
2023
Number
Weighted
average price
Number
Weighted
average price
(CAD$)
(CAD$)
Outstanding - beginning of year
849,670 $
83.59
841,305 $
76.19
Granted
170,144
107.54
137,115
109.42
Exercised
(313,307)
69.42
(123,781)
59.81
Expired / Cancelled
(16,320)
105.12
(4,969)
85.54
Outstanding - end of year
690,187 $
95.42
849,670 $
83.59
Exercisable - end of year
366,732 $
85.47
568,481 $
75.63
The following table summarizes information about the share options outstanding and exercisable at December 31, 2024
in Canadian dollars:
$40.97 - $56.00
69,577
3.1
$
52.12
69,577
$
52.12
$64.50 - $79.69
115,776
4.5
67.93
101,492
68.42
$81.42 - $92.79
116,699
5.4
90.91
81,953
90.11
$107.53 - $123.63
388,135
8.2
112.74
113,710
117.75
690,187
6.6
$
95.42
366,732
$
85.47
Exercise price range
Number of
outstanding
options
Weighted average
remaining
contractual life
Weighted average
exercise price
Number of
exercisable options
Weighted average
exercise price
(CAD$)
(number)
(years)
(CAD$)
(number)
(CAD$)
The weighted average share price at the date of exercise for share options exercised during the year was CAD$123.05 per
share (2023 - CAD$107.45 per share).
The accrued liability related to the share option plan was $21 million at December 31, 2024 (December 31, 2023 - $30
million). The weighted average fair value of the options used in the calculation was CAD$43.23 per option or USD$30.04
per option at December 31, 2024 (December 31, 2023 - CAD$46.17 per option or USD$34.21 per option).
The inputs to the Black-Scholes option-pricing model were as follows:
As at
December 31,
2024
December 31,
2023
Weighted-average share price on balance sheet date
CAD$123.56
CAD$113.45
Weighted average exercise price
CAD$95.42
CAD$83.59
Expected dividend
CAD$1.84
CAD$1.59
Expected volatility
42.58%
42.22%
Weighted average interest rate
2.87%
3.57%
Weighted average expected remaining life in years
4.35
4.07
The expected dividend on our shares was based on the annualized dividend rate at each period-end. Expected volatility
was based on five years of historical data. The interest rate for the life of the options was based on the implied yield
available on government bonds with an equivalent remaining term at each period-end. Historical data was used to
estimate the expected life of the options and forfeiture rates.
The intrinsic value of options issued under the share option plans at December 31, 2024 was CAD$14 million or
USD$10 million (December 31, 2023 - CAD$22 million or USD$16 million). The intrinsic value is determined based on the
-30-
Issued and Outstanding
December 31, 2024
December 31, 2023
As at
Number
Amount
Number
Amount
Common
77,706,788
$
2,549
79,439,518
$
2,607
Class B Common
2,281,478
—
2,281,478
—
Total Common
79,988,266
$
2,549
81,720,996
$
2,607
As of December 31, 2024, we held 53,937 Common shares as treasury shares for cancellation.
For the year ended December 31, 2024, we issued 12,550 Common shares under our share option plans (year ended
December 31, 2023 - 383 Common shares).
Rights and restrictions of Common shares
The Common shares and Class B Common shares are equal in all respects, including the right to dividends, rights upon
dissolution or winding up and the right to vote, except that each Class B Common share may at any time be exchanged
for one Common share. Our Common shares are listed for trading on the TSX and NYSE under the symbol WFG, while our
Class B Common shares are not. Certain circumstances or corporate transactions may require the approval of the holders
of our Common shares and Class B Common shares on a separate class by class basis.
Share repurchases
On February 27, 2024, we renewed our normal course issuer bid (“2024 NCIB”) allowing us to acquire up to 3,971,380
Common shares for cancellation from March 1, 2024 until the expiry of the bid on February 28, 2025. On February 22,
2023, we renewed our normal course issuer bid (“2023 NCIB”) allowing us to acquire up to 4,063,696 Common shares for
cancellation until the expiry of the bid on February 26, 2024.
For the year ended December 31, 2024, we repurchased for cancellation 1,799,217 Common shares at an average price of
$80.26 per share under our 2023 NCIB and 2024 NCIB programs. For the year ended December 31, 2023, we repurchased
for cancellation 1,834,801 Common shares at an average price of $70.24 per share under our 2023 NCIB.
16. Equity-based compensation
We have share option, phantom share unit (“PSU”) and directors’ deferred share unit (“DSU”) plans. The equity-based
compensation expense for the year ended December 31, 2024 was $14 million (2023 - expense of $25 million).
Accounting policies
We estimate the fair value of outstanding share options using the Black-Scholes option-pricing model and the fair value of
our PSU plan and directors’ DSU plan using an intrinsic valuation model at each balance sheet date. We record the
resulting charge or recovery to earnings over the related vesting period.
If a share option holder elects to acquire Common shares, both the exercise price and the accrued liability are credited to
shareholders’ equity.
Supporting information
Share option plan
Under our share option plan, officers and employees may be granted options to purchase up to 8,295,940 Common
shares, of which 623,431 remain available for issuance.
The exercise price of a share option is determined in accordance with the plan and is generally the closing price of a
Common share on the trading day immediately preceding the grant date. Our share option plans give the share option
holders the right to elect to receive a cash payment in lieu of exercising an option to purchase Common shares. Options
vest at 20% per year from the grant date and expire after 10 years.
-29-
2024 Annual Report | 109
We recorded an impairment loss of $4 million in relation to the sale of the Quesnel River Pulp mill and Slave Lake Pulp
mill. In addition, we recorded an impairment reversal of $1 million in relation to the sale of the Hinton pulp mill (see note
6).
We also recorded restructuring charges of $2 million related to the restructuring of certain functions at our regional
corporate offices.
In the year ended December 31, 2023, we recorded restructuring and impairment charges of $279 million.
We recorded restructuring and impairment charges of $128 million relating to facility closures and curtailments due to
availability of economic fibre sources. We recorded charges of $81 million related to facility closures and curtailments
due to availability of economic fibre sources in B.C. and charges of $47 million associated with the announcement of the
permanent closure of our lumber mill in Maxville, Florida and the indefinite curtailment of operations at our lumber mill
in Huttig, Arkansas.
In the year ended December 31, 2023, we recorded an impairment loss of $121 million in relation to the sale of the
Hinton pulp mill (see note 6). In addition, we recorded an impairment loss of $20 million in relation to the sale of the
Quesnel River Pulp mill and Slave Lake Pulp mill (see note 6).
18. Finance income, net
2024
2023
Interest expense
$
(26) $
(24)
Interest income on cash and cash equivalents
44
47
Net interest income on export duty deposits
19
27
Finance income (expense) on employee future benefits
(3)
1
$
34 $
51
19. Other income (expense)
2024
2023
Foreign exchange gain (loss)
$
7 $
(7)
Settlement gain (loss) on defined benefit pension plans
$
(1) $
6
Gain resulting from the CPP agreement
1
—
Gain (loss) on electricity swaps
(9)
17
Loss on interest rate swap contracts
(4)
(6)
Other
4
(5)
$
(2) $
5
20. Tax recovery (provision)
Accounting policies
Tax recovery (provision) for the year is comprised of current and deferred tax. Tax recovery (provision) is recognized in
earnings, except to the extent that it relates to items recognized in other comprehensive earnings in which case it is
recognized in other comprehensive earnings.
Deferred taxes are provided for using the liability method. Under this method, deferred taxes are recognized for
temporary differences between the tax and financial statement basis of assets, liabilities and certain carry-forward items.
Deferred tax assets are recognized only to the extent that it is probable that they will be realized. Deferred income tax
assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of substantive enactment.
-32-
difference between the weighted-average share price on the last business day of the month and the exercise price,
multiplied by the number of vested options.
Phantom share unit plan
Our PSU plan is intended to supplement, in whole or in part, or replace the granting of share options as long-term
incentives for officers and employees. The plan provides for two types of units which vest on the third anniversary of the
grant date. A restricted share unit pays out based on the volume weighted average price per Common share on the
trading day immediately preceding its vesting date (the “vesting date value”). A performance share unit pays out at a
value between 0% and 200% of its vesting date value contingent upon our performance relative to a peer group of
companies over the three-year performance period. Officers and employees granted units under the plan are also
entitled to additional units to reflect cash dividends paid on Common shares from the applicable grant date until payout.
We have recorded an expense of $7 million (2023 - expense of $12 million) related to the PSU plan. There were 168,775
performance share units outstanding as at December 31, 2024 (December 31, 2023 – 179,757).
Directors’ deferred share unit plans
We have DSU plans which provide a structure for directors, who are not our employees, to accumulate an equity-like
holding in West Fraser. The DSU plans allow directors to participate in our growth by providing a deferred payment based
on market pricing of our Common shares at the time of redemption. Each director receives deferred share units in
payment of an annual equity retainer until a minimum equity holding is reached and may elect to receive units in
payment of up to 100% of other fees earned. After a minimum equity holding is reached, directors may elect to receive
the equity retainer in units or cash. The units are issued based on the market price of our Common shares at the time of
issue. Additional units are issued to take into account the value of dividends paid on Common shares from the date of
issue to the date of redemption. Units are redeemable only after a director retires, resigns or otherwise leaves the board.
The redemption value is equal to the market price of our Common shares at the date of redemption. A holder of units
may elect to redeem units in cash or receive Common shares having an equivalent value.
We have recorded an expense of $2 million (2023 - expense of $2 million) related to the DSU plan. The number of units
outstanding as at December 31, 2024 was 91,450 (December 31, 2023 - 78,895).
17. Restructuring and impairment charges
2024
2023
Impairment related to Europe EWP goodwill
70
—
Restructuring and impairment losses related to Canadian and U.S. lumber operations
28
128
Impairment loss related to Quesnel River Pulp mill and Slave Lake Pulp mill
4
20
Impairment loss (reversal) related to Hinton pulp mill
$
(1) $
121
Impairment related to equity accounted investment
—
7
Other restructuring charges
2
3
$
102 $
279
In the year ended December 31, 2024, we recorded restructuring and impairment charges of $102 million.
We recorded an impairment loss of $70 million in relation to Europe EWP goodwill during the year ended December 31,
2024. The impairment loss was driven primarily by an extension of the expected duration of the recovery to mid-cycle
profitability and weaker macroeconomic conditions in the U.K. and Europe.
We recorded restructuring and impairment losses of $28 million associated with the permanent closures and indefinite
curtailments of lumber mills to better align our capacity with expected future demand. This included restructuring and
impairment charges of $8 million associated with the permanent closure of our Fraser Lake lumber mill, $17 million
related to the indefinite curtailment of our lumber mill in Lake Butler, Florida, and $3 million related to the permanent
closure of our lumber mill in Maxville, Florida and the indefinite curtailment of operations at our lumber mill in Huttig,
Arkansas.
-31-
2024 Annual Report | 111
Deferred income tax liabilities (assets) are made up of the following components:
2024
2023
Property, plant, equipment and intangibles
$
681 $
737
Reforestation and decommissioning obligations
(27)
(30)
Employee benefits
(25)
(22)
Export duties
93
90
Tax loss carry-forwards1
(70)
(47)
Inventory
(16)
(12)
Other
(34)
(39)
$
602 $
677
Represented by:
Deferred income tax assets
$
(7) $
(6)
Deferred income tax liabilities
609
683
$
602 $
677
1.
We have $304 million of net operating loss carry-forwards in various jurisdictions (December 31, 2023 - $241 million), $227 million of U.S. state net
operating loss carry-forwards (December 31, 2023 - $306 million), and $95 million of capital loss carry-forwards (December 31, 2023 - $83 million).
A portion of these losses expire over various periods starting in 2025. The net operating losses that have not been recognized as of December 31,
2024 are $30 million in various jurisdictions (December 31, 2023 - $32 million) and $205 million for U.S. states (December 31, 2023 - $270 million).
Capital losses that have not been recognized as of December 31, 2024 are $95 million (December 31, 2023 - $83 million).
21. Employee compensation
Our employee compensation expense includes salaries and wages, employee future benefits, bonuses and termination
costs, but excludes restructuring charges. Total compensation expense for the year ended December 31, 2024 was
$984 million (2023 - $989 million).
Key management includes directors and officers, and their compensation expense and balance sheet date payables are as
follows:
2024
2023
Expense
Salary and short-term employee benefits
$
7 $
8
Retirement benefits
1
2
Equity-based compensation1
10
19
$
19 $
29
1.
Amounts do not necessarily represent the actual value which will ultimately be paid.
2024
2023
Payables and accrued liabilities
Compensation
$
— $
—
Equity-based compensation1
27
39
$
27 $
39
1.
Amounts do not necessarily represent the actual value which will ultimately be paid.
22. Earnings (loss) per share
Basic earnings (loss) per share is calculated based on earnings (loss) available to Common shareholders, as set out below,
using the weighted average number of Common shares and Class B Common shares outstanding.
Certain of our equity-based compensation plans may be settled in cash or Common shares at the holder’s option and for
the purposes of calculating diluted earnings (loss) per share, the more dilutive of the cash-settled and equity-settled
method is used, regardless of how the plan is accounted for. Plans that are accounted for using the cash-settled method
-34-
International Tax Reform - Pillar Two Model Rules
The Organisation for Economic Co-operation and Development (OECD)/G20 Inclusive Framework on Base Erosion and
Profit Shifting published the Pillar Two model rules designed to address the tax challenges arising from the digitalisation
of the global economy. Pillar Two legislation has been enacted or substantively enacted in certain jurisdictions in which
we operate, although some countries may have varying responses or adjustments to the initial model rules. We do not
have a material exposure to Pillar Two top-up taxes.
Supporting information
The major components of income tax included in comprehensive earnings are as follows:
2024
2023
Earnings:
Current tax
$
(118) $
(61)
Deferred tax recovery (provision)
74
122
Tax recovery (provision) on earnings
$
(43) $
61
Other comprehensive earnings:
Deferred tax recovery (provision) on retirement benefit actuarial loss (gain)
$
(3) $
12
Tax recovery (provision) on comprehensive earnings
$
(46) $
73
The tax provision differs from the amount that would have resulted from applying the British Columbia statutory income
tax rate to earnings before tax as follows:
2024
2023
Income tax recovery (expense) at statutory rate of 27%
$
(10) $
62
Rate differentials between jurisdictions and on specified activities
(7)
(3)
Non-taxable amounts including goodwill impairment
(20)
—
Impact of functional currency differences
(6)
—
Income tax credits
5
—
Valuation allowance on deferred tax attributes
(2)
—
Other
(3)
2
Tax recovery (provision)
$
(43) $
61
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2024 Annual Report | 113
due to their short-term nature. The carrying values of long-term debt include any current portions and exclude deferred
financing costs.
December 31, 2024
Level
Financial assets
at amortized
cost
Financial assets
or financial
liabilities at
FVTPL
Financial
liabilities at
amortized cost
Carrying value
Fair value
Financial assets
Cash and cash equivalents
2
$
641 $
— $
— $
641 $
641
Receivables
3
292
—
—
292
292
Interest rate swaps2
2
—
2
—
2
2
Electricity swaps2
3
—
13
—
13
13
$
933 $
15 $
— $
948 $
948
Financial liabilities
Payables and accrued
liabilities
3
$
— $
— $
600 $
600 $
600
Long-term debt1
2
—
—
200
200
200
Electricity swaps2
3
—
12
—
12
12
$
— $
12 $
800 $
812 $
812
1.
The fair value of long-term debt is based on rates available to us at December 31, 2024 for long-term debt with similar terms and remaining
maturities.
2.
The value of our interest rate swap contracts is included in receivables in our consolidated balance sheet at December 31, 2024. The current
portions of our electricity swap contracts are included in receivables and payables and accrued liabilities. The non-current portions of our
electricity swap contracts are included in other assets and other liabilities.
December 31, 2023
Level
Financial assets
at amortized
cost
Financial assets
or financial
liabilities at
FVTPL
Financial
liabilities at
amortized cost
Carrying value
Fair value
Financial assets
Cash and cash equivalents
2
$
900 $
— $
— $
900 $
900
Receivables
3
302
—
—
302
302
Interest rate swaps2
2
—
6
—
6
6
Electricity swaps2
3
—
22
—
22
22
$
1,202 $
28 $
— $
1,230 $
1,230
Financial liabilities
Payables and accrued liabilities
3
$
— $
— $
620 $
620 $
620
Long-term debt1
2
—
—
500
500
494
Electricity swaps2
3
—
12
—
12
12
$
— $
12 $
1,120 $
1,132 $
1,126
1.
The fair value of long-term debt is based on rates available to us at December 31, 2023 for long-term debt with similar terms and remaining
maturities.
2.
The value of our interest rate swap contracts and the current portions of our electricity swap contracts are included in receivables in our
consolidated balance sheet at December 31, 2023. The non-current portions of our electricity swap contracts are included in other assets and
other liabilities.
Financial risk management
Our activities result in exposure to a variety of financial risks, and the main objectives of our risk management process are
to ensure risks are properly identified and analyzed and to establish appropriate risk limits and controls. Risk
management policies and systems are reviewed regularly to reflect changes in market conditions and our activities. We
-36-
will require adjustments to the numerator and denominator if the equity-settled method is determined to have a dilutive
effect as compared to the cash-settled method.
The numerator under the equity-settled method is calculated based on earnings (loss) available to Common shareholders
adjusted to remove the cash-settled equity-based compensation expense or recovery that has been charged or credited
to earnings (loss) and deducting a notional charge using the equity-settled method, as set out below. Adjustments to
earnings (loss) are tax-effected as applicable. The denominator under the equity-settled method is calculated using the
treasury stock method. Share options under the equity-settled method are considered dilutive when the average market
price of our Common shares for the period exceeds the exercise price of the share option.
The equity-settled method was more dilutive for the year ended December 31, 2024 and an adjustment was required for
the numerator and denominator. The cash-settled method was more dilutive for the year ended December 31, 2023 and
therefore no adjustment was required for the numerator and denominator.
A reconciliation of the numerator and denominator used for the purposes of calculating diluted loss per share is as
follows:
2024
2023
Loss
Numerator for basic EPS
$
(5) $
(167)
Cash-settled expense included in earnings
7
—
Equity-settled expense adjustment
(7)
—
Numerator for diluted EPS
$
(6) $
(167)
Weighted average number of shares (thousands)
Denominator for basic EPS
80,859
83,199
Effect of dilutive equity-based compensation
265
—
Denominator for diluted EPS
81,124
83,199
Loss per share (dollars)
Basic
$
(0.06) $
(2.01)
Diluted
$
(0.07) $
(2.01)
23. Financial instruments
Accounting policies
All financial assets and liabilities, except for derivatives, are initially measured at fair value and subsequently measured at
amortized cost using the effective interest rate method. Derivatives are measured at fair value through profit or loss
(“FVTPL”).
Supporting information
The following tables provide the carrying values and fair values of our financial instruments by category, as well as the
associated fair value hierarchy levels as defined in note 2 under “Fair value measurements”. The carrying value is a
reasonable approximation of fair value for cash and cash equivalents, receivables, and payables and accrued liabilities
-35-
2024 Annual Report | 115
The following table summarizes the maturity profile of our financial liabilities based on contractual undiscounted
payments:
December 31, 2024
Carrying
value
Total
2025
2026
2027
2028
Thereafter
Long-term debt
$
200 $
200 $
200 $
— $
— $
— $
—
Interest on long-term debt1
2
6
6
—
—
—
—
Lease obligations
29
38
11
6
4
3
14
Payables and accrued liabilities
590
590
590
—
—
—
—
Total
$
821 $
834 $
807 $
6 $
4 $
3 $
14
1.
Assumes debt remains at December 31, 2024 levels and includes the impact of interest rate swaps terminating July 25, 2025.
In addition, we have contractual commitments for the acquisition of property, plant and equipment in the amount of
$114 million in 2025.
Market risk
Market risk is the risk of loss that might arise from changes in market factors such as interest rates, foreign exchange
rates, commodity, and energy prices. We aim to manage market risk within acceptable parameters and may, from time to
time, use derivatives to manage market risk.
Interest rates
Interest rate risk relates mainly to floating interest rate debt. By maintaining a mix of fixed and floating rate debt along
with interest rate swap contracts, we mitigate the exposure to interest rate changes.
As at December 31, 2024, we had the following floating rate financial instruments:
Financial instrument
Carrying
value
Financial liability: Term loan
$
200
Financial asset: Interest rate swap contracts
$
2
We maintain a $200 million term loan due July 2025 where the interest is payable at floating rates based on Prime, Base
Rate Advances, Bankers’ Acceptances or SOFR Advances at our option.
We have interest rate swap agreements to pay fixed interest rates and receive variable interest rates equal to 3-month
SOFR on $200 million notional principal amount of indebtedness. These agreements have the effect of fixing the interest
rate on the $200 million term loan floating rate debt. In January 2024, these interest rate swaps were amended to extend
their maturity from August 2024 to July 2025.
In addition, interest on certain of our credit facilities is payable at floating rates including Prime Rate Advances, Base Rate
Advances, Bankers’ Acceptances, or SOFR Advances at our option.
At December 31, 2024, the impact of a 100-basis point change in interest rate affecting our floating rate debt would not
result in a change in annual interest expense (December 31, 2023 - no change).
Energy
We are party to arrangements with renewable power generators to purchase environmental attributes and receive
settlements by reference to generation volumes and the spot price for electricity and pay settlements by reference to
generation volumes and a fixed contractual price. These agreements act as a partial hedge against future electricity price
increases in Alberta and will provide us with access to renewable energy credits that we may surrender to achieve a
reduction in our greenhouse gas emissions. While these arrangements economically hedge the risk of changes in cash
flows due to fluctuations in Alberta electricity prices, hedge accounting has not been applied to these instruments.
-38-
are exposed to credit risk, liquidity risk, and market risk. A description of these risks and policies for managing these risks
are summarized below.
The sensitivities provided in this section give the effect of possible changes in the relevant prices and rates on earnings.
The sensitivities are hypothetical and should not be considered to be predictive of future performance or earnings.
Changes in fair values or cash flows based on fluctuations in market variables cannot be extrapolated since the
relationship between the change in the market variable and the change in fair value or cash flows may not be linear.
Credit risk
Credit risk is the risk of financial loss if a customer or counterparty to a financial instrument fails to meet its contractual
obligations. We are exposed to credit risk with respect to cash and cash equivalents and receivables. The carrying
amounts of these accounts represent the maximum credit exposure. We manage credit risk by holding cash and cash
equivalents with major banks of high creditworthiness. Credit risk for trade and other receivables is managed through
established credit monitoring activities such as:
•
Establishing and monitoring customer credit limits;
•
Performing ongoing evaluations of the financial conditions of key customers; and
•
In certain market areas, undertaking additional measures to reduce credit risk including credit insurance, letters
of credit and prepayments. At December 31, 2024, approximately 29% of trade accounts receivable was covered
by at least some of these additional measures (December 31, 2023 - 26%).
Given our credit monitoring activities, the percentage of overdue accounts and our history of minimal customer defaults,
we consider the credit quality of our trade accounts receivable at December 31, 2024 to be high and have recorded
nominal expected credit losses on our trade accounts receivable. The aging analysis of trade accounts receivable is
presented below:
As at
December
31, 2024
December
31, 2023
Trade accounts receivable
Current
$
175 $
215
Past due 1 to 30 days
62
28
Past due 31 to 60 days
2
4
Past due over 60 days
—
3
Trade accounts receivable
239
250
Sales taxes receivable
27
26
Other
28
35
Receivables
$
294 $
311
Liquidity risk
Liquidity risk is the risk we will encounter difficulty in meeting obligations associated with financial liabilities. We manage
liquidity risk by maintaining adequate cash and cash equivalents balances and having lines of credit available. In addition,
we regularly monitor forecasted and actual cash flows. Refinancing risks are managed by extending maturities through
regular renewals and refinancing when market conditions are supportive.
-37-
2024 Annual Report | 117
markets are restricted. In addition, as a normal part of our business, we have in the past and may from time to time seek
to repurchase our outstanding securities through issuer bids or tender offers, open market purchases, privately
negotiated transactions or otherwise. Such repurchases, if any, will depend on prevailing market conditions, our liquidity
requirements, contractual and legal restrictions and other factors.
A strong balance sheet and liquidity profile, along with our investment-grade issuer rating, are key elements of our goal
to maintain a balanced capital allocation strategy. Priorities within this strategy include: reinvesting in our operations
across all market cycles to strategically enhance productivity, product mix, and capacity; optimizing our portfolio of assets
to reduce the variability of cash flows across market cycles; maintaining a leading cost position; maintaining financial
flexibility to capitalize on growth opportunities, including the pursuit of acquisitions and larger-scale strategic growth
initiatives; and returning capital to shareholders through dividends and share repurchases.
Two key measurements used to monitor our capital position are total debt to total capital and net debt to total capital,
calculated as follows:
December 31,
December 31,
As at
2024
2023
Debt
Operating loans
$
— $
—
Current and non-current lease obligation
29
39
Current and non-current debt
200
500
Derivative liabilities1
—
—
Open letters of credit1
36
43
Total debt
265
582
Shareholders’ equity
6,954
7,223
Total capital
$
7,219 $
7,805
Total debt to capital
4%
7%
Total debt
$
265 $
582
Cash and cash equivalents
(641)
(900)
Open letters of credit
(36)
(43)
Derivative liabilities
—
—
Cheques issued in excess of funds on deposit
—
—
Net debt
(412)
(361)
Shareholders’ equity
6,954
7,223
Total capital
$
6,542 $
6,862
Net debt to capital
(6%)
(5%)
1.
Letters of credit facilities and the fair value of derivative liabilities are part of our bank covenants’ total debt calculation.
-40-
A contract to receive renewable energy credits and the associated floating-for-fixed electricity swap are distinct units of
account. We have selected this method as we believe the receipt of the renewable energy credits is an executory contract
and the electricity swap meets the definition of an embedded derivative.
The electricity swaps are valued based on a discounted cash flow model, with the related changes in fair value included in
Other income (expense). The valuation requires management to make certain assumptions about the model inputs,
including future electricity prices, discount rates, and expected generation volumes associated with the contracts.
For the year ended December 31, 2024, a loss of $9 million was recognized in relation to the electricity swaps (2023 - gain
of $17 million). The fair value of the electricity swaps at December 31, 2024 was a nominal asset (December 31, 2023 - an
asset of $10 million). At December 31, 2024, the impact of a 10% increase (decrease) in future electricity prices would
result in a gain (loss) of $16 million.
The following table summarizes the maturity profile of our net derivative asset based on contractual undiscounted
payments:
December 31, 2024
Carrying
value -
asset
(liability)
Total
inflows
(outflows)
2025
2026
2027
2028
Thereafter
Electricity swaps
$
— $
5 $
(4) $
(2) $
(1) $
(1) $
14
Total
$
— $
5 $
(4) $
(2) $
(1) $
(1) $
14
Currency risk
We are exposed to foreign currency risk because our Canadian operations incur a portion of their operating expenses in
Canadian dollars. Therefore, an increase in the value of the CAD relative to the USD increases the value of expenses in
USD terms incurred by our Canadian operations, which reduces operating margin and the cash flow available to fund
operations.
In addition, foreign currency exposure arises from our net investment in our European operations, which have British
pound sterling and Euro functional currencies, and from our Spray Lake lumber mill (note 3) and jointly-owned newsprint
operation, which have Canadian dollar functional currency. The risk arises from the fluctuation in spot rates between
these currencies and the U.S. dollar, which causes the amount of the net investment to vary with the resulting translation
gains or losses being reported in other comprehensive earnings.
A $0.01 strengthening (weakening) of the USD against the CAD would increase (decrease) earnings by approximately
$2 million. A $0.01 strengthening (weakening) of the USD against the CAD, British pound and Euro would result in an
approximate $6 million translation loss (gain) on operations with different functional currencies included in other
comprehensive earnings. These sensitivities assume that all other variables remain constant and ignores any impact of
forecast sales and purchases.
24.
Capital disclosures
Our business is cyclical and is subject to significant changes in cash flow over the business cycle. In addition, financial
performance can be materially influenced by changes in product prices and the relative values of the Canadian and U.S.
dollars. Our objective in managing capital is to ensure adequate liquidity and financial flexibility at all times, particularly at
the lower points in the business cycle.
Our main policy relating to capital management is to maintain a strong balance sheet and otherwise meet financial tests
that rating agencies commonly apply for investment-grade issuers of public debt. We are currently rated as an
investment grade issuer by three major rating agencies.
We monitor and assess our financial performance to ensure that debt levels are prudent, taking into account the
anticipated direction of the business cycle. When financing acquisitions, we combine cash on hand, debt, and equity
financing in a proportion that is intended to maintain an investment-grade rating for debt throughout the cycle. Debt
repayments are arranged, where possible, on a staggered basis that takes into account the uneven nature of anticipated
cash flows. We have established committed revolving lines of credit that provide liquidity and flexibility when capital
-39-
2024 Annual Report | 119
The geographic distribution of non-current assets and external sales based on the location of product delivery is as
follows:
Non-current assets
Sales by geographic area
2024
2023
2024
2023
United States
$
2,748 $
2,689 $
4,150 $
4,251
Canada
3,817
3,883
1,210
1,118
U.K and Europe
358
466
458
524
Asia
—
—
351
557
Other
—
—
5
4
$
6,924 $
7,038 $
6,174 $
6,454
26. Countervailing (“CVD”) and antidumping (“ADD”) duty dispute
On November 25, 2016, a coalition of U.S. lumber producers petitioned the U.S. Department of Commerce (“USDOC”)
and the U.S. International Trade Commission (“USITC”) to investigate alleged subsidies to Canadian softwood lumber
producers and levy CVD and ADD duties against Canadian softwood lumber imports. The USDOC chose and continues to
choose us as a “mandatory respondent” to both the countervailing and antidumping investigations, and as a result, we
have received unique company-specific rates.
Accounting policies
The CVD and ADD rates apply retroactively for each period of investigation (“POI”). We record CVD as export duty
expense at the cash deposit rate until an Administrative Review (“AR”) finalizes a new applicable rate for each POI. We
record ADD as export duty expense by estimating the rate to be applied for each POI by using our actual results and a
similar calculation methodology as the USDOC and adjust when an AR finalizes a new applicable rate for each POI. The
difference between the cumulative cash deposits paid and cumulative export duty expense recognized for each POI is
recorded on our balance sheet as export duty deposits receivable or payable.
The difference between the cash deposit amount and the amount that would have been due based on the final AR rate
will incur interest based on the U.S. federally published interest rate. We record interest income on our duty deposits
receivable, net of any interest expense on our duty deposits payable, based on this rate.
Developments in CVD and ADD rates
We began paying CVD and ADD duties in 2017 based on the determination of duties payable by the USDOC. The CVD and
ADD cash deposit rates are updated upon the finalization of the USDOC’s Administrative Review (“AR”) process for each
Period of Inquiry (“POI”), as summarized in the tables below.
On March 5, 2024, the USDOC initiated AR6 POI covering the 2023 calendar year. West Fraser was selected as a
mandatory respondent, which will result in West Fraser continuing to be subject to a company-specific rate.
On September 24, 2024, the USDOC finalized the duty rate for AR5, resulting in the recognition of an export duty expense
of $32 million plus interest expense in earnings, an increase in export duty deposits payable, and a decrease in export
duty deposit receivable.
On December 9, 2024, the USDOC issued a tolling notice extending the deadlines for certain ADD and CVD proceedings,
including softwood lumber, of up to 90 days. This extension affects the AR6 preliminary and final determination deadlines
for both ADD and CVD cases. The preliminary determination decision for AR6 ADD and CVD were initially anticipated to
be published February 6, 2025. The preliminary determination decision for AR6 ADD is now anticipated to be published
February 20, 2025, and the preliminary determination decision for AR6 CVD is now anticipated to be published May 7,
2025.
-42-
25. Segment and geographical information
The segmentation of manufacturing operations into lumber, NA EWP, pulp and paper and Europe EWP is based on a
number of factors, including similarities in products, production processes and economic characteristics. The EWP
segments have been separated due to differences in the operating region, customer base, profit margins and sales
volumes. Transactions between segments are at market prices and on standard business terms. The segments follow the
accounting policies described in these consolidated financial statement notes, where applicable.
Lumber
NA EWP
Pulp &
Paper
Europe
EWP
Corporate
& Other
Total
Year ended December 31, 2024
Sales
To external customers
$
2,550 $
2,794 $
378 $
453 $
— $
6,175
To other segments
42
9
11
—
(62)
—
$
2,592
2,803
389
453
(63)
6,174
Cost of products sold
(2,080)
(1,634)
(309)
(375)
64
(4,333)
Freight and other distribution costs
(382)
(326)
(65)
(42)
—
(815)
Export duties, net
(72)
—
—
—
—
(72)
Amortization
(192)
(284)
(14)
(48)
(11)
(549)
Selling, general and administration
(142)
(99)
(11)
(29)
(1)
(282)
Equity-based compensation
—
—
—
—
(14)
(14)
Restructuring and impairment charges
(28)
(1)
(3)
(70)
(1)
(102)
Operating earnings (loss)
$
(303) $
459 $
(13) $
(110) $
(26) $
7
Total assets
3,641
3,943
187
561
429 $
8,760
Total liabilities
635
572
89
136
375 $
1,807
Capital expenditures
312
140
15
19
1 $
487
Lumber
NA EWP
Pulp &
Paper
Europe
EWP
Corporate
& Other
Total
Year ended December 31, 2023
Sales
To external customers
$
2,722 $
2,602 $
612 $
517 $
— $
6,454
To other segments
72
6
11
—
(89)
—
$
2,794 $
2,608 $
623 $
517 $
(89) $
6,454
Cost of products sold
(2,215)
(1,594)
(555)
(409)
89
(4,685)
Freight and other distribution costs
(405)
(329)
(120)
(40)
—
(894)
Export duties, net
(8)
—
—
—
—
(8)
Amortization
(185)
(273)
(24)
(49)
(10)
(541)
Selling, general and administration
(164)
(96)
(25)
(21)
—
(307)
Equity-based compensation
—
—
—
—
(25)
(25)
Restructuring and impairment charges
(137)
—
(142)
—
—
(279)
Operating earnings (loss)
$
(319) $
316 $
(242) $
(3) $
(35) $
(284)
Total assets
3,606
4,338
333
691
446 $
9,415
Total liabilities
507
551
125
149
861 $
2,193
Capital expenditures
253
156
32
30
7 $
477
-41-
2024 Annual Report | 121
Effective dates for ADD
Cash Deposit
Rate
AR POI Final
Rate
West Fraser
Estimated
Rate
AR1 POI1,2
June 30, 2017 - December 3, 2017
6.76 %
1.40 %
1.46 %
December 4, 2017 - December 31, 2017
5.57 %
1.40 %
1.46 %
January 1, 2018 - December 31, 2018
5.57 %
1.40 %
1.46 %
AR2 POI3
January 1, 2019 - December 31, 2019
5.57 %
6.06 %
4.65 %
AR3 POI4
January 1, 2020 - November 29, 2020
5.57 %
4.63 %
3.40 %
November 30, 2020 - December 31, 2020
1.40 %
4.63 %
3.40 %
AR4 POI5
January 1, 2021 - December 1, 2021
1.40 %
7.06 %
6.80 %
December 2, 2021 - December 31, 2021
6.06 %
7.06 %
6.80 %
AR5 POI6
January 1, 2022 - August 8, 2022
6.06 %
5.04%
4.52 %
August 9, 2022 - December 31, 2022
4.63 %
5.04%
4.52 %
AR6 POI7
January 1, 2023 - July 31, 2023
4.63 %
n/a
8.84 %
August 1, 2023 - December 31, 2023
7.06 %
n/a
8.84 %
AR7 POI8
January 1, 2024 - August 18, 2024
7.06 %
n/a
2.58 %
August 19, 2024 - December 31, 2024
5.04 %
n/a
2.58 %
1.
On June 26, 2017, the USDOC issued its preliminary rate in the ADD investigation effective June 30, 2017.
2.
On November 24, 2020, the USDOC issued the final ADD rate for the AR1 POI.
3.
On November 24, 2021, the USDOC issued the final ADD rate for the AR2 POI.
4.
On August 4, 2022, the USDOC issued the final ADD rate for the AR3 POI
5.
On July 31, 2023, the USDOC issued the final ADD rate for the AR4 POI. On September 7, 2023, the USDOC amended the final ADD rate for the AR4
POI from 6.96% to 7.06% for ministerial errors. This table only reflects the final rate.
6.
On August 19, 2024, the USDOC Issued the final ADD rate for the AR5 POI. An amended ADD rate was issued on September 24, 2024, and was
retroactively applied to August 19, 2024.
7.
The ADD rate for the AR6 POI will be adjusted when AR6 is complete and the USDOC finalizes the rate, which is not expected until 2025.
8.
The ADD rate for the AR7 POI will be adjusted when AR7 is complete and the USDOC finalizes the rate, which is not expected until 2026.
-44-
The respective Cash Deposit Rates, the AR POI Final Rate and the West Fraser Estimated ADD Rate for each period are as
follows:
Effective dates for CVD
Cash Deposit
Rate
AR POI Final
Rate
AR1 POI1,2
April 28, 2017 - August 24, 2017
24.12 %
6.76 %
August 25, 2017 - December 27, 2017
— %
— %
December 28, 2017 - December 31, 2017
17.99 %
6.76 %
January 1, 2018 - December 31, 2018
17.99 %
7.57 %
AR2 POI3
January 1, 2019 - December 31, 2019
17.99 %
5.08 %
AR3 POI4
January 1, 2020 - November 30, 2020
17.99 %
3.62 %
December 1, 2020 - December 31, 2020
7.57 %
3.62 %
AR4 POI5
January 1, 2021 - December 1, 2021
7.57 %
2.19 %
December 2, 2021 - December 31, 2021
5.06 %
2.19 %
AR5 POI6
January 1, 2022 – January 9, 2022
5.06 %
6.85 %
January 10, 2022 – August 8, 2022
5.08 %
6.85 %
August 9, 2022 - December 31, 2022
3.62 %
6.85 %
AR6 POI7
January 1, 2023 - July 31, 2023
3.62 %
n/a
August 1, 2023 - December 31, 2023
2.19 %
n/a
AR7 POI8
January 1, 2024 - August 18, 2024
2.19 %
n/a
August 19, 2024 - December 31, 2024
6.85 %
n/a
1.
On April 24, 2017, the USDOC issued its preliminary rate in the CVD investigation. The requirement that we make cash deposits for CVD was
suspended on August 24, 2017, until the USDOC published the revised rate.
2.
On November 24, 2020, the USDOC issued the final CVD rate for the AR1 POI.
3.
On November 24, 2021, the USDOC issued the final CVD rate for the AR2 POI. On January 10, 2022, the USDOC amended the final CVD rate for the
AR2 POI from 5.06% to 5.08% for ministerial errors. This table only reflects the final rate.
4.
On August 4, 2022, the USDOC issued the final CVD rate for the AR3 POI.
5.
On August 1, 2023, the USDOC issued the final CVD rate for the AR4 POI.
6.
On August 19, 2024, the USDOC Issued the final CVD rate for the AR5 POI.
7.
The CVD rate for the AR6 POI will be adjusted when AR6 is complete and the USDOC finalizes the rate, which is not expected until 2025.
8.
The CVD rate for the AR7 POI will be adjusted when AR7 is complete and the USDOC finalizes the rate, which is not expected until 2026.
-43-
2024 Annual Report | 123
The decision confirmed that Canada does not subsidize its softwood lumber industry. On September 28, 2020, the U.S.
announced that it would appeal the WTO panel’s decision.
Under U.S. trade law, the International Trade Commission (“ITC”) must review antidumping and countervailing orders
every 5 years from the date of issuance. This process is referred to as a "Sunset Review". On November 30, 2023, the ITC
voted to maintain the ADD and CVD orders on softwood lumber from Canada on the grounds that the revocation would
likely lead to the continuation or recurrence of material injury to the U.S. domestic industry within a reasonably
foreseeable time.
The softwood lumber case will continue to be subject to NAFTA or the new Canada-United States-Mexico Agreement
(“CUSMA”), WTO dispute resolution processes, and litigation in the U.S. In the past, long periods of litigation have led to
negotiated settlements and duty deposit refunds. In the interim, duties remain subject to the USDOC AR process, which
results in an annual adjustment of duty deposit rates.
Notwithstanding the deposit rates assigned under the investigations, our final liability for CVD and ADD will not be
determined until each annual administrative review process is complete and related appeal processes are concluded.
27. Contingencies
We are subject to various investigations, claims and legal, regulatory and tax proceedings covering matters that arise in
the ordinary course of business activities, including civil claims and lawsuits, regulatory examinations, investigations,
audits and requests for information by governmental regulatory agencies and law enforcement authorities in various
jurisdictions. Each of these matters is subject to uncertainties and it is possible that some of these matters may be
resolved unfavourably. Certain conditions may exist as of the date the financial statements are issued, which may result
in an additional loss. In the opinion of management none of these matters are expected to have a material effect on our
results of operations or financial condition.
28. Subsequent events
On February 1, 2025, the new U.S. administration issued an executive order directing the United States to impose new
tariffs on imports from Canada to take effect on February 4, 2025. The tariffs are an additional 25% rate of duty on all
imports from Canada except Canadian energy resources exports, which are subject to a 10% tariff. On February 3, 2025, it
was announced that the implementation of these tariffs would be paused for a 30-day period. The actual impact of these
tariffs is subject to a number of factors including the effective date and duration of such tariffs, changes in the amount,
scope and nature of the tariffs in the future, any countermeasures that the Canadian government may take, and any
mitigating actions that may become available.
-46-
Impact on results
The following table reconciles our cash deposits paid during the year to the amount recorded in our statements of
earnings:
($ millions)
2024
2023
Cash deposits1
(62)
(53)
Adjust to West Fraser Estimated ADD rate2
22
(17)
Export duties, net
(40)
(70)
Duty recovery attributable to AR43
—
62
Duty expense attributable to AR54
(32)
—
Export duty (expense) recovery
(72)
(8)
Net interest income on export duty deposits
19
27
1.
Represents combined CVD and ADD cash deposit rate of 8.25% from January 1, 2023 to July 31, 2023, 9.25% from August 1, 2023 to December 31,
2023, 9.25% from January 1, 2024 to August 18, 2024 and 11.89% from August 19, 2024 to December 31, 2024.
2.
Represents adjustment to the West Fraser Estimated ADD rate of 2.58% for 2024 and 8.84% for 2023.
3.
$62 million represents the duty recovery attributable to the finalization of the AR4 duty rates for the 2021 POI. The final CVD rate was 2.19% and
the final ADD rate was 7.06% for AR4.
4.
$32 million represents the duty expense attributable to the finalization of AR5 duty rates for the 2022 POI. The final CVD rate was 6.85% and the
final ADD rate was 5.04% for AR5.
As of December 31, 2024, export duties paid and payable on deposit with the USDOC were $898 million (December 31,
2023 - $836 million).
Impact on balance sheet
Each POI is subject to independent administrative review by the USDOC, and the results of each POI may not be offset but
the results within a POI in respect of ADD and CVD may be offset.
Export duty deposits receivable is represented by:
Export duty deposits receivable
2024
2023
Beginning of year
$
377 $
354
Export duty deposit receivable on adjustment to estimated ADD rate
22
—
Export duty deposit receivable on adjustment to finalized rates
(16)
—
Interest income recognized on duty deposits receivable
25
23
End of year
$
408 $
377
Export duties payable is represented by:
Export duties payable
2024
2023
Beginning of year
$
24 $
73
Export duty deposit payable on adjustment to finalized rates
15
(62)
Export duty deposit payable on adjustment to estimated ADD rate
—
17
Interest expense (income) recognized on export duties payable
6
(4)
End of year
$
46 $
24
Appeals
On May 22, 2020, the North American Free Trade Agreement (“NAFTA”) panel issued its final decision on “Injury”. The
NAFTA panel rejected the Canadian parties’ arguments and upheld the USITC remand determination in its entirety.
On August 28, 2020, the World Trade Organization’s (“WTO”) dispute-resolution panel ruled unanimously that U.S.
countervailing duties against Canadian softwood lumber are inconsistent with the WTO obligations of the United States.
-45-
2024 Annual Report | 125
2024 Annual Report | 127
Directors and Officers
Effective February 12, 2025
Directors and Principal Occupation
Henry H. (Hank) Ketcham
Chair of the Board
Sean P. McLaren
President and Chief Executive Officer
Doyle N. Beneby
Corporate Director
Eric L. Butler
Corporate Director
Reid E. Carter
Corporate Director
John N. Floren
Corporate Director
Ellis Ketcham Johnson
President, Private Philanthropic Foundation
Brian G. Kenning
Corporate Director
Marian Lawson
Corporate Director
Colleen M. McMorrow
Corporate Director
Janice G. Rennie
Corporate Director
Gillian D. Winckler
Corporate Director
Senior Executive Officers and Office Held
Sean P. McLaren
President and Chief Executive Officer
Kevin J. Burke
Executive Vice-President, North American Operations
Keith D. Carter
Senior Vice-President, Western Canada
James W. Gorman
Senior Vice-President, Corporate Services
Robin A. Lampard
Senior Vice-President, Finance
Alan G. McMeekin
Senior Vice-President, Europe
Matthew V. Tobin
Senior Vice-President, Sales and Marketing
Christopher A. Virostek
Senior Vice-President, Finance and
Chief Financial Officer
Appendix
Corporate Information
Effective February 12, 2025
Annual General Meeting
The Annual General Meeting of
the shareholders of the Company
will be held on April 23, 2025, at
11:00 a.m. at 1250 Brownmiller
Road, Quesnel, British Columbia
Canada V2J 6P5.
Auditors
PricewaterhouseCoopers LLP
Vancouver, British Columbia
Canada
Legal Counsel
McMillan LLP Vancouver,
British Columbia Canada
Transfer Agent
Computershare Investor
Services Inc.
Tel: 1 (800) 564-6253 Canada/USA
Tel: (514) 982-7555 International
Filings
www.sedarplus.ca
www.sec.gov/edgar
Shares are listed on the TSX and
NYSE under the symbol: WFG
Investor Contact
Robert B. Winslow, CFA
Director, Investor Relations &
Corporate Development
Tel: (416) 777-4426
E: shareholder@westfraser.com
Website
WestFraser.com
Corporate Offices
Corporate Headquarters
885 West Georgia Street, Suite 1500
Vancouver, British Columbia
Canada V6C 3E8
Tel: (604) 895-2700
US Operations Office
57 Germantown Ct., Suite 300
Cordova, TN, USA, 38018-4274
Tel: (901) 620-4200
Fax: (901) 620-4204
Canadian Operations Office
1250 Brownmiller Road, Quesnel
British Columbia Canada V2J 6P5
Tel: (250) 992-9244
Fax: (250) 992-9233
Cowie Regional Office
Station Road
Cowie, Stirlingshire
Scotland FK7 7BQ
Tel: +44 (0) 1786-812921
Fax: +44 (0) 1786-817143
Sales Offices
Canadian Lumber, MDF, LVL
1250 Brownmiller Road, Quesnel
British Columbia Canada V2J 6P5
Tel: (250) 992-9254
Fax: (250) 992-3034
Canadian Export Lumber & Pulp
885 West Georgia Street, Suite 1500
Vancouver, British Columbia
Canada V6C 3E8
Tel: (604) 895-2700
Fax: (604) 895-2976
SYP Lumber
57 Germantown Ct., Suite 300
Cordova, TN, USA, 38018-4274
Tel: (901) 620-4200
Fax: (901) 620-4204
OSB & Plywood
One Toronto Street, Suite 600
Toronto, Ontario Canada M5C 2W4
Tel: (416) 365-0705
Operations
Canadian Operations
Canadian Lumber, Pulp, Plywood,
MDF & LVL
1250 Brownmiller Road, Quesnel
British Columbia Canada V2J 6P5
Tel: (250) 992-9244
Fax: (250) 992-9233
US Operations
SYP Lumber & OSB
57 Germantown Ct., Suite 300
Cordova, TN, USA, 38018-4274
Tel: (901) 620-4200
Fax: (901) 620-4204
Greenville
511 Rhett Street, Suite 1A
Greenville, SC, USA, 29601
Tel: (864) 412-0827
European Operations
Station Road
Cowie, Stirlingshire
Scotland FK7 7BQ
Tel: +44 (0) 1786 812921
Glossary of Key Terms
This Annual Report uses capitalized terms, abbreviations and acronyms that unless otherwise defined are defined under
“Glossary of Key Terms” on page 75 of our Management’s Discussion and Analysis for the year ended December 31,
2024 incorporated into this Annual Report. The following key terms are included below for ease of reference:
AAC
Annual allowable cut.
The volume of timber that may
be harvested annually from a
specific timber tenure.
Adjusted EBITDA
Non-GAAP financial measure
defined in the “Non-GAAP
and Other Specified Financial
Measures” section of the
2024 MD&A included in this
Annual Report
B.C.
British Columbia
CAD or CAD$
Canadian dollars
Crown timber
Timber harvested from
lands owned by a provincial
government
EBITDA
Earnings before interest, taxes,
depreciation and amortization
EDGAR
Electronic Data Gathering,
Analysis and Retrieval system
EPS
Earnings per share
EU
Europe
EU OSB
Oriented strand board from
the U.K. and Europe
EWP
Engineered wood products
GHG
Greenhouse gas
M3
A solid cubic metre. A unit of
measure for timber, equal to
approximately 35 cubic feet.
Mcf
One thousand cubic feet.
A unit of measure for
laminated veneer lumber.
2024 MD&A
Management’s Discussion &
Analysis for the year ended
December 31, 2024
Mfbm
One thousand board feet
(equivalent to one thousand
square feet of lumber,
one inch thick)
MMfbm
One million board feet
(equivalent to one million
square feet of lumber,
one inch thick)
Msf
One thousand square feet.
A unit of measure for panel
products such as OSB, MDF
and plywood equal to one
thousand square feet on a
3/4‑inch basis for MDF, a
3/8‑inch basis for plywood and
either a 3/8‑inch or 7/16‑inch
thick basis for OSB.
MMsf
One million square feet
Mtonne
One thousand tonnes
NA
North America
NA EWP
North America engineered
wood products
NA OSB
Oriented strand board from
Canada and the U.S.
NCIB
Normal course issuer bid
NYSE
New York Stock Exchange
OSB
Oriented strand board.
An engineered structural wood
panel produced by chemically
bonding wood strands in a
uniform direction under heat
and pressure.
SEDAR+
System for Electronic
Document Analysis and
Retrieval+
SPF
Spruce/Pine/Fir lumber
SYP
Southern yellow pine lumber
Tonne
A unit of weight in the metric
system equal to one thousand
kilograms or approximately
2,204 pounds
TSX
Toronto Stock Exchange
U.K.
United Kingdom
U.S.
United States
USD or $ or US$
United States dollars
Forward-Looking Statements
This Annual Report contains forward-looking information or forward-looking statements (collectively, “forward-looking statements”) within the
meaning of applicable securities laws, including those relating to our outlook for our markets, our business strategy and our ability to execute on
such strategy, including our goal to be the premier renewable wood products producer in the world, our ability to reinvest in our company, the
results and outlook of our focus on improving our safety programs in 2025, our modernization strategy and the expected improvements from the
optimization of our portfolio, outlook for demand for our products and our ability to meet such demand, timing of Henderson start-up, expectations
for Allendale’s performance, our SBTi (2030 GHG reduction) targets, our ability to secure long-term fibre supply through agreements with
Indigenous Nations and the related timing and approvals necessary to complete such arrangements, our ability to strengthen and drive shareholder
value, our ability to lower costs and improve our competitive position, our ability to maintain financial flexibility, including our ability to maintain
our Investment Grade credit rating, and the expected attributes of wood products. Any such forward-looking statements are based on information
currently available to us and are based on assumptions and analyses made by us considering our experience and our perception of historical trends
and current conditions and are subject to inherent risks and uncertainties. Readers should also refer to the “Forward-Looking Statements” and
“Risks and Uncertainties” section set forth in West Fraser’s 2024 MD&A included in this Annual Report. There can be no assurance that the plans,
intentions, or expectations upon which forward-looking statements are based will be realized. Actual results may differ, and the difference may
be material and adverse to West Fraser and its shareholders. Except as may be required by law, West Fraser undertakes no obligation to publicly
update or revise any forward-looking statements.
West Fraser Timber Co. Ltd.
604.895.2700
WestFraser.com
Cover photo: New Boston lumber division located in New Boston, Texas, United States.