Ainsworth Announces Pricing of Private Placement of Senior Secured Notes

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Nov. 15, 2012) - Ainsworth Lumber Co. Ltd. (TSX:ANS)(TSX:ANS.WT) ("Ainsworth" or the "Company") announced today that it has priced its previously announced offering (the "Debt Offering") of US$350 million aggregate principal amount of senior secured notes by way of private placement (the "Notes"). The Notes will be due December 15, 2017 and will bear interest at an annual rate of 7.5%. Ainsworth expects to close the Debt Offering on or about November 27, 2012. As previously announced, Ainsworth has launched a cash tender offer and consent solicitation (the "Tender Offer") for any and all of the Company's previously issued 11% senior notes due 2015 (the "2015 Notes"). The Tender Offer is conditioned, among other limited conditions, on the successful completion of the Debt Offering.

On October 22, 2012, Ainsworth announced its intention to proceed with a comprehensive refinancing plan involving a fully backstopped rights offering to raise gross proceeds of $175 million through the issue of common shares (the "Rights Offering") and the Debt Offering. Ainsworth expects to use the net proceeds from the sale of the Notes, together with the proceeds from the Rights Offering and cash on the Company's balance sheet, to repurchase and/or redeem the 2015 Notes and repay the Company's existing term loan.

The Notes will be sold to qualified institutional buyers in reliance on Rule 144A, and outside the United States in compliance with Regulation S under the Securities Act of 1933, as amended. No securities referred to herein have been or will be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. No securities referred to herein have been or will be qualified for distribution to the public under the securities law of any province or territory of Canada and many not be offered or sold in Canada, directly or indirectly, other than pursuant to applicable private placement exemptions.