Asia Pacific Resources Ltd Announces Strategic Initiatives.

Business Editors

VANCOUVER, B.C.--(BUSINESS WIRE)--Oct. 9, 2001

Asia Pacific Resources Ltd. (APR) (OTCBB:APQCF) (TSE:APQ.) (FRANKFURT:APQ) is pleased to announce that it has reached agreement to restructure its convertible debentures which mature on October 13, 2001.

When this restructuring is completed, within the next five months, a much stronger, debt-free APR will undertake the final development work leading to construction of the 2.0 million tonnes per annum Somboon potash mine in northern Thailand. In addition, APR is taking the critical steps necessary to finalize agreements with project partners that have the construction, operating and marketing strengths necessary to ensure the successful completion of the Somboon Project.

PROPOSED CONVERSION OF DEBENTURES TO EQUITY

All outstanding convertible debentures (principal, accrued interest and premiums which on the maturity date will total approximately $58 million) will be converted to equity units of APR on terms equal to the terms of the proposed financing referred to later, subject to a maximum of $0.45 per unit. Each unit will consist of one common share of APR plus one warrant to purchase one additional share for a period of one year at a price of $1.00. Conversion of the debentures is conditional upon the successful closure of the proposed financing and other conditions.

These terms have been agreed with Olympus Capital Holdings Asia (Olympus Capital), holder of approximately 70% of the debentures and will be binding on all debenture holders.

PROPOSED FINANCING

In conjunction with, and as a condition to, the conversion of the debentures, APR must raise a minimum of $23 million in new funding. These funds will be used principally for completing the final Somboon Development Plan as outlined in APR's news release of July 10, 2001. A total of $10 million (including $5 million from Olympus Capital) has already been committed, subject to certain conditions. Of this amount up to $1 million will be advanced to the Company prior to the formal closing of the financing, if required for working capital purposes. APR has appointed financial agents to assist in this financing.

Closing of this financing is conditional upon debenture conversion. Should the debentures be converted and the financing be completed for a minimum of $23 million the former debenture holders will hold about 59% of the outstanding shares of APR.

Should the financing not close by February 28, 2002 debenture holders, at their option, may convert the debentures (the full amount of $58 million plus accrued interest) at a price equal to the lower of (I) $0.42 per unit and (II) the weighted average price of APR shares traded on the TSE during the last ten trading days immediately preceding February 28, 2002 less the smaller of 25% of the average price and the maximum discount permitted by the Toronto Stock Exchange (TSE). Each unit would consist of one share plus one warrant exercisable for one year from the date of issue at a price equal to 115% of the conversion price. In this case an additional equity investment of $10 million will be made on these same terms.

NEW BOARD OF DIRECTORS AND STRENGTHENED MANAGEMENT

Both Olympus Capital and the current APR board recognize the importance of, and have committed to, making APR's board as strong as possible. Pursuant to the terms of an agreement between APR and Olympus Capital and a voting agreement between Olympus Capital and other debenture holders, following conversion of the debentures, Olympus Capital will be able to nominate the majority of APR directors and direct the voting of the other debenture holders shares. These voting arrangements will remain in force for so long as the debenture holders hold, in total, more than 25% of the outstanding shares of APR. These arrangements also limit the ability of Olympus Capital and other debenture holders (and of Crew Development Corporation and certain of its officers) from selling their shares for prescribed periods of time.

Immediate efforts are now being made to strengthen the existing management team. The international recruiting firm of TMP Worldwide Executive Search has been retained to identify the best possible candidates for the most critical position, that of a Chief Executive Officer to be located in Bangkok.

SHAREHOLDER APPROVAL

Both conversion of the debentures and the private placement financing are subject to regulatory approvals, including those of the TSE. Shareholders will have the opportunity to consider and vote on both the debenture conversion and new financing at an extraordinary meeting of shareholders to be called for this purpose. Olympus has agreed to extend the maturity date of the debentures until February 28, 2002 to allow the company sufficient time to secure these approvals on the Toronto, Frankfurt and Stuttgart stock exchanges.

JOINT VENTURE PARTNERS

A number of companies have expressed interest in evaluating a possible equity investment in the proposed potash projects. Beacon Group Advisors Inc. of Toronto, in addition to assisting with the private placement financing previously mentioned, have been retained to advise in these discussions.

COMMITTED SHAREHOLDER

Olympus Capital Managing Director Edan Lee stated that "The fundamentals of the Somboon Project remain strong, given the favorable outlook for potash in Asia and the Project's development potential. We believe that these changes will set APR on the right course and we are committed to explore ways to monetize the value of the potash reserves and, post conversion, to maximize shareholder value."

Olympus Capital is a direct investment firm dedicated to making long-term equity investments in Asia. With a total of over $500 million in committed capital under management, Olympus Capital focuses on investments in a number of sectors, including natural resource companies that are globally competitive and have a sustainable low-cost position. Olympus Capital has investment professionals based in Hong Kong, Tokyo, Seoul, New York, Singapore and Manila.

SOMBOON PROJECT

APR is developing the two million tonne per annum Somboon potash mine near Udon Thani in northeast Thailand. When completed this mine will be one of the worlds largest potash mines. Significant potash resources have been identified in two high-grade deposits. The initial mine development will be at Somboon, with future developments likely at the Udon deposit which is roughly three times as large as Somboon.

On behalf of the Board of Directors

Robert G. Connochie,

Chairman, President and Chief Executive Officer

The information provided in this news release may contain forward-looking statements within the meaning of the Safe Harbour provisions of the US Private Securities Litigation Reform Act of 1995. These statements are based on Asia Pacific Resources Ltd.'s current expectations and beliefs and are subject to a number of risks and uncertainty that can cause actual results to differ materially from those described in the forward looking statements.