RESTRUCTURING SUPPORT AGREEMENTRestructuring Support Agreement • March 30th, 2012 • Ontario
Contract Type FiledMarch 30th, 2012 JurisdictionThis Restructuring Support Agreement dated as of March 30, 2012 (the “Agreement Date”) among: (a) Sino-Forest Corporation (the “Company”), (b) each of the subsidiaries of the Company as listed in Schedule A (the “Direct Subsidiaries”), and (c) each of the other signatories hereto, to support agreements in the form hereof or to Joinder Agreements attached hereto as Schedule C (each a “Consenting Noteholder” and collectively the “Consenting Noteholders”), with each Consenting Noteholder being a holder of, and/or investment advisor or manager with investment discretion with respect to holdings in, one or more series of Notes, addresses the principal aspects of the restructuring transaction agreed to by the Company and the Consenting Noteholders as described in Section 1 hereof. The Transaction is to be effected pursuant to a plan of compromise or arrangement under the Companies’ Creditors Arrangement Act (Canada), R.S.C. 1985, c. C-36, as amended (the “CCAA”), and, if determined necessary