RusForest Receives Approval from Bondholders

1/25/2013 5:47 AM EST

RusForest AB
Company Announcement

RusForest Receives Approval from Bondholders



January 25, 2013, Stockholm, Sweden – RusForest AB (publ) (“RusForest” or the
“Company”) (NASDAQ OMX: RUSF), a Swedish forestry company with operations in
Russia, announces that the following resolutions were passed at the
bondholders’ meeting on January 25, 2013 (the “Bondholders’ Meeting”). 

The Bondholders’ Meeting resolved in accordance with the board of directors’
proposal to: 

  1. reduce the nominal amount and accrued interest of RusForest’s bonds
     2011/2014 (the “Bonds”) by approximately 50 percent to SEK 263.75 million;
  2. reduce the coupon to zero percent; and
  3. extend the term of the Bonds to 2018.

Bondholders representing approximately 88.4 percent of the Bonds’ nominal
amount before the reduction participated in the Bondholders’ Meeting.
Approximately 86.7 percent of the Bonds represented at the meeting voted in
favor of the board of directors’ proposal. 

Conditional upon duly passed resolutions at the extraordinary general meeting
on February 1, 2013, the restructuring of the Company continues with the
Debt-to-Equity Swap, the Rights Issue and the Directed New Share Issue (the
“Transaction”), as defined and described in the press releases issued by the
Company on December 12 and December 21, 2012. 

Please note that each of the persons that are entitled to subscribe for shares
in the Debt-to-Equity Swap shall only have the right to subscribe and pay for
the new shares by way of set-off of their claims in full. The bondholders are
also encouraged to take specific note of the following dates in the preliminary
timetable previously communicated: 



29 January  2013  Last day of trading in the Bonds with a right to participate  
                   in the Debt-to-Equity Swap                                   
1 February 2013   Record date for participation in the Debt-to-Equity Swap,     
                   i.e., bondholders registered in the register of creditors of 
                   RusForest as of this date will be able to participate in the 
                   Debt-to-Equity Swap                                          
4 February 2013   Estimated date of publication of the prospectus               
8 February – 18   Subscription period for the Debt-to-Equity Swap               
 February 2013                                                                  
Approx. 20        Trading in interim shares for bondholders’ who have converted 
 February – 22     their Bonds into shares in the Debt-to-Equity Swap           
 March 2013                                                                     
15 March 2013     Estimated announcement of Rights Issue and Debt-to-Equity Swap
                   outcome                                                      

Final settlement (subject to the fulfillment of the conditions set out in the
board of directors' complete proposals and the December 12, 2012, press
release) and distribution of new shares in the three parts of the Transaction
is expected to occur by the end of March 2013. 

More details about the restructuring proposal are available on the Company’s
website at: www.rusforest.com 

About RusForest

RusForest is a Swedish forestry company operating in eastern Siberia and the
Arkhangelsk region of Russia. The Company controls approximately 3 million
hectares of timber through long-term leases with an annual allowable cut
(“AAC”) of approximately 3.6 million cubic meters. RusForest owns five sawmills
in close proximity to its forest leases and is self-sufficient in raw material
to produce more than 400,000 cubic meters per year of sawnwood products. The
Company is listed on NASDAQ OMX Stockholm First North (ticker symbol “RUSF”).
RusForest’s largest shareholder is Vostok Nafta, which owns approximately 29
percent of the Company’s shares. For additional information, please visit the
Company’s website at: www.rusforest.com 

RusForest AB’s Certified Adviser on First North is Pareto Öhman AB.

For further information, please contact:

Robert Eriksson, RusForest Investor Relations, telephone: +46 (701) 11 26 15

IMPORTANT INFORMATION

This press release is not an offer for subscription for shares in RusForest. A
prospectus relating to the transactions further described in previous press
releases will be filed with the Swedish Financial Supervisory Authority. After
approval and registration of the prospectus by the Swedish Financial
Supervisory Authority, the prospectus will be published and made available on
inter alia RusForest’s webpage. 

The distribution of this press release in certain jurisdictions may be
restricted. This press release does not constitute an offer of, or an
invitation to purchase, any securities of RusForest in any jurisdiction. 

This press release does not constitute or form part of an offer or solicitation
to purchase or subscribe for securities in the United States. The securities
referred to herein may not be sold in the United States absent registration or
an exemption from registration under the US Securities Act of 1933, as amended.
RusForest does not intend to register any portion of the offering of the
securities in the United States or to conduct a public offering of the
securities in the United States. Copies of this announcement should not be made
in and may not be distributed or sent into the United States, Canada,
Australia, Singapore, South Africa, Switzerland, Japan or Hong Kong.