Sino-Forest extends early deadline in exchange offer for 9 1/8% notes

By Angela McDaniels

Tacoma, Wash., July 9 - Sino-Forest Corp. said it extended the early tender deadline in the exchange offer for its $300 million 9 1/8% guaranteed senior notes due 2011 to 11:59 p.m. ET on July 22, which is also the offer expiration date, from 5 p.m. ET on July 8.

Accordingly, all holders who tender will receive the total exchange consideration, which includes $1,000 principal amount of new 10¼% guaranteed senior notes due 2014 and a $20 early tender payment for each $1,000 principal amount of notes exchanged.

The company will also pay accrued interest up to but excluding the settlement date, which is expected to be July 27.

Holders had tendered 65.95% of the notes as of the original early tender deadline, according to a company news release.

Sino-Forest is also holding a separate consent solicitation for the notes. It said it has received the consents needed to amend some provisions of the indenture governing the 9 1/8% notes.

The amendments will result in the 9 1/8% notes having substantially the same terms as the new 10¼% notes, in particular with respect to restrictive covenants related to the incurrence of debt and the making of restricted payments. The 9 1/8% notes will, however, continue to have the same maturity date, principal amount, interest rate, security and redemption rights.

Each eligible noteholder who consents will receive a consent payment of $10 per $1,000 principal amount of notes.

The consummation of the exchange offer and the consent solicitation are not conditioned on each other.

The exchange offer continues to be open only to qualified institutional buyers, as defined in Rule 144A under the U.S. Securities Act, in the United States and persons other than U.S. persons, as defined in Rule 902 and in compliance with Regulation S under the U.S. Securities Act, outside of the United States.

Sino-Forest operates commercial forest plantations in China and is based in Toronto.

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