2014

Sino-Forest Announces that Approximately 72% of Noteholders have signed Support Agreement

TORONTO, June 8, 2012 /PRNewswire/ - Sino-Forest Corporation ("Sino-Forest" or the "Company") announced today that holders of approximately 72% of the aggregate principal amount of the Company's outstanding notes have agreed to be parties to the restructuring support agreement (the "Support Agreement") entered into by, among others, the Company and an ad hoc committee of its noteholders (the "Ad Hoc Committee") on March 30, 2012, which provides for the material terms of a transaction (the "Transaction") which would involve either a sale of the Company to a third party or a restructuring under which the noteholders would acquire substantially all of the assets of the Company, including the shares of all of its direct subsidiaries which own, directly or indirectly, all of the business operations of the Company.

On March 30, 2012, the Company announced that it had reached agreement with the Ad Hoc Committee on the material terms of the Transaction.  On March 30, 2012, the members of the Ad Hoc Committee, who hold approximately 40% of the aggregate principal amount of the Company's 5% Convertible Senior Notes due 2013, 10.25% Guaranteed Senior Notes due 2014, 4.25% Convertible Senior Notes due 2016 and 6.25% Guaranteed Senior Notes due 2017 (collectively, the "Notes" and holders of Notes, the "Noteholders") executed the Support Agreement in which they agreed to support and vote for the Transaction.  As announced on March 30, 2012, the Company continued to solicit additional Noteholder support for the Transaction and all Noteholders who wished to become "Consenting Noteholders" and participate in the Early Consent Consideration (as defined in the Support Agreement) were invited and permitted to do so until the early consent deadline of May 15, 2012.

Noteholders holding in aggregate approximately 72% of the principal amount of the Notes, and representing over 66.67% of the principal amount of each of the four series of Notes, have now agreed to be parties to the Support Agreement.

Inquiries

All inquiries regarding the Company's proceedings under the Companies' Creditors Arrangement Act ("CCAA") should be directed to the Monitor via email at: sfc@fticonsulting.com, or telephone: (416) 649-8094. Information about the CCAA proceedings, including copies of all court orders and the Monitor's reports, are available at the Monitor's website http://cfcanada.fticonsulting.com/sfc.

SOURCE Sino-Forest Corporation




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