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Management Side
Technical Side
Sino-Forest Corporation Acquires Shares of Greenheart Resources Holdings
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Toronto, Ontario, Canada, 01 June 2010 – Sino-Forest Corporation, a leading commercial forest plantation operator in China, is pleased to announce that Sino-Capital Global Inc., a wholly-owned subsidiary of Sino-Forest, today completes the acquisition of 2,638,469,000 ordinary shares (Greenheart shares) in Greenheart Resources Holdings Limited, representing approximately 34.4% of the issued share capital of Greenheart.

This acquisition increased Sino-Capital’s total holding to approximately 39.6% of the issued share capital of Greenheart. The remaining approximately 60.4% of Greenheart is held by a subsidiary of Omnicorp Limited, a company listed on The Stock Exchange of Hong Kong Limited in which Sino-Forest is an approximate 20.0% shareholder (fully-diluted 40%).

On 09 May 2010, Sino-Capital entered into an agreement to acquire 2,322,093,900 Greenheart shares, representing approximately 30.3% of the issued share capital of Greenheart, conditional on compliance by the sellers under that agreement with certain formalities.The formalities were fully complied with and Sino-Capital completed its acquisition of these Greenheart shares today.

In addition, Sino-Capital today entered into an agreement to acquire a further 316,374,100 Greenheart shares, representing approximately 4.1% of the issued share capital of Greenheart.

The aggregate acquisition price for the Greenheart shares payable by Sino-Capital under this agreement was HKD 30,957,455 (approximately USD 4 million), to be satisfied by the issuance of common shares in the capital of Sino-Forest at a price per Sino-Forest share determined by reference to the volume weighted average price of Sino-Forest shares traded on the Toronto Stock Exchange for the 20 trading days ending on the second trading day before completion of the  acquisition. Sino-Capital also completed its acquisition of these Greenheart shares today.

The aggregate acquisition price for the Greenheart shares payable by Sino-Capital under the two agreements described above was HKD 258,176,278 (approximately USD 33 million) and was satisfied by the issuance of 1,990,566 Sino-Forest Shares at a price of CAD 17.49 per Sino-Forest Share.

Greenheart is one of the largest natural forest concession owners and operators in Suriname, and owns approximately 178,000 hectares of tropical hardwood concession and cutting rights in Suriname, with a standing stock volume of approximately 4.4 million cubic meters. Greenheart’s concession and cutting rights represents one of the largest concessions of its type in Suriname.

SIno-Forest Corporation 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. The corporation’s common shares have traded on the Toronto Stock Exchange under the symbol TRE since 1995. Learn more at www.sinoforest.com.
 


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