SINO-FOREST ANNOUNCES PRICING DETAILS OF NOTES OFFERING; INCREASE IN OFFERING
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/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S./
This news release is not an offer to purchase or sell or a solicitation of an offer to purchase or sell securities in the United States. The securities referred to herein have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended. The Company does not intend to register any part of the offering in the United States or to conduct a public offering of securities in the United States.
Nothing in this announcement constitutes an offer of securities for sale in any jurisdiction where it is unlawful to do so.
TORONTO, Oct. 14, 2010 /CNW/ - Sino-Forest Corporation (TSX: TRE) (the "Company" or "Sino-Forest") today announced further details of its previously announced offering of guaranteed senior notes (the "Notes") due 2017, including an increase in the size of the offering. The Company has entered into a purchase agreement with BofA Merrill Lynch and Credit Suisse (the "Initial Purchasers"), whereby the Company has agreed to sell and the Initial Purchasers have agreed to purchase, subject to customary conditions, US$600 million principal amount of Notes on a private placement basis in Canada, the United States and internationally pursuant to available exemptions. The Notes shall bear interest at a rate of 6.25% per annum, payable semi-annually and shall mature seven years from the date of issuance. Certain of Sino-Forest's subsidiaries will guarantee the obligations under the Notes and the capital stock of certain of Sino-Forest's subsidiaries will be pledged as collateral for Sino-Forest's obligations under the Notes.
As indicated in the Company's previous press release, the Company intends to use the aggregate net proceeds from the offering for general corporate purposes, including, but not limited to, the acquisition and replanting of tree plantations.
Dave Horsley, Senior Vice President and Chief Financial Officer of Sino-Forest, said, "We are very pleased with the results of our Notes offering which has been over-subscribed and has enabled us to increase the offering size from US$500 million to US$600 million. We thank our long-term bondholders for consistently supporting Sino-Forest and its growth strategy, and we are also pleased to welcome new institutional investors. Successfully raising this capital will help to ensure that we have the financial flexibility to pursue growth opportunities, while maintaining a strong balance sheet."
Allen Chan, Chairman and Chief Executive Officer of Sino-Forest, added, "Over the past 15 years, investors have recognized and appreciated Sino-Forest's significant base of commercial plantations in nine key provinces in China, our unmatched forest industry and regional silviculture knowledge, and our proven track record in advanced plantation management. We continue to execute our long-term strategic plan to sustainably grow our portfolio of forest plantations through tree acquisition and the development of fast-growing, high-yielding plantations. Demand for wood fibre in China remains strong; the country's economy continues to grow rapidly; and the PRC Central Government plans to double the number of social housing units to 15.4 million by 2012 while encouraging urbanization in third-tier cities and inland regions. Therefore, we strongly believe that Sino-Forest has the right strategy and resources to benefit all of its stakeholders and help China increase its wood supply independence."
It is expected that the closing of the offering will take place on or about Thursday, October 21, 2010. The Notes have been assigned a proposed BB+ (stable) rating by Fitch Ratings, a proposed BB (stable) rating by Standard & Poors and a proposed Ba2 (stable) rating by Moody's Investor Services.
About Sino-Forest Corporation
Sino-Forest is a leading, commercial forest plantation operator in China. Its principal businesses include the ownership and management of forest plantation trees and sales of standing timber, wood logs, and complementary manufacturing of downstream engineered-wood products. Sino-Forest also holds a majority interest in Omnicorp Limited (HK:0094), a Hong Kong listed investment holding company with hardwood concessions and harvesting rights in Suriname, South America. Sino-Forest's common shares have traded on the Toronto Stock Exchange under the symbol TRE since 1995. Learn more at www.sinoforest.com.
Please note: This press release contains projections and forward-looking statements regarding future events. Such forward-looking statements are not guarantees of future performance of the Company and are subject to risks and uncertainties that could cause actual results and company plans and objectives to differ materially from those expressed in the forward-looking statements. Such risks and uncertainties include, but not limited to, changes in China and international economies; changes in currency exchange rates; changes in worldwide demand for the Company's products; changes in worldwide production and production capacity in the forest products industry; competitive pricing pressures for the Company's products and changes in wood and timber costs.
This announcement is subject to offer and distribution restrictions in, among other countries, the United States, the People's Republic of China, the Republic of Italy, Belgium, Canada, the European Economic Area, France, Germany, Hong Kong, Switzerland, the United Kingdom and Singapore.
This announcement does not constitute an offer of securities for sale in any jurisdiction in or from which, or to any person to whom, it is unlawful to make such offer or invitation under applicable laws. The distribution of this announcement in certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes are required by each of the Company and the dealer manager and solicitation agent to inform themselves about, and to observe, any such restrictions.
For further information: SINO-FOREST CORPORATION: Toronto, Dave Horsley - Senior Vice President & Chief Financial Officer, Tel: +905 281 8889, Email: [email protected]; Hong Kong, Louisa Wong - Senior Manager, Investor Communications & Relations, Tel: +852 2514 2109, Email: [email protected]
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