Announcements

Hong Kong (October 5, 2018) and Calgary, Alberta (October 5, 2018) - The Board of Directors (the “Board”) of Sunshine Oilsands Ltd. (the “Corporation” or “Sunshine”) (HKEX: 2012) is pleased to announce the following:

The Board is pleased to announce that all conditions of the CB Placing Agreement have been fulfilled and the Completion took place on October 5, 2018 (Hong Kong time). The convertible Placing CB in principal amount of up to HK$11,000,000 (equivalent to approximately CDN$1,810,600 based on current exchange rate) were issued to the Placees.

Reference was made to the announcements dated September 28, 2018, October 2, 2018 and October 3, 2018 (all are Hong Kong time) issued by the Corporation (the “Announcements”) in relation to, among others, the Corporation’s conditionally agree to issue and the Placing Agent conditionally agree to place, on a best-effort basis, the Placing CB in principal amount of up to HK$11,000,000 (equivalent to approximately CDN$1,810,600 based on the current exchange rate) to not less than six Placees. Unless otherwise expressly indicated, capitalized terms used herein shall have the same meanings as those defined in the Announcement.

COMPLETION OF PLACING OF CONVERTIBLE BONDS

The Board is pleased to announce that all conditions of the CB Placing Agreement have been fulfilled and the Completion took place on October 5, 2018 (Hong Kong time). The Placing CB in principal amount of up to HK$11,000,000 (equivalent to approximately CDN$1,810,600 based on current exchange rate) were issued to the Placees. The approval for the listing of, and permission to deal in, the Conversion Shares upon conversion of the Convertible Bonds has been granted, on a conditional basis, by the Listing Committee.

To the best of the Directors’ knowledge, information and belief, having made all reasonable enquires, as at the date of this announcement, the Placees and its ultimate beneficial owners are Independent Third Parties.

The net proceeds from the issue of the convertible Placing CB, after deduction of expenses payable in connection with the issue of the Placing CB, are HK$10,945,000 (equivalent to approximately CDN$1,801,547 based on current exchange rate). The Corporation intends to use the net proceeds from the Placing CB as general working capital and for future development of the existing business of the Corporation.

EFFECT ON SHAREHOLDING STRUCTURE

For illustration purposes only, assuming there is no change in the share capital of the Corporation after the Completion, the following table sets out the shareholding structures of the Corporation (i) as at the date of this announcement and (b) assuming the Placing CB are fully converted into Conversion Shares:

ABOUT SUNSHINE OILSANDS LTD.

The Corporation is a Calgary based public corporation listed on the Hong Kong Stock Exchange since March 1, 2012. The Corporation is focused on the development of its significant holdings of oil sands leases in the Athabasca oil sands region. The Corporation owns interests in approximately one million acres of oil sands and petroleum and natural gas leases in the Athabasca region. The Corporation is currently focused on executing milestone undertakings in the West Ells project area. West Ells has an initial production target of 5,000 barrels per day.

For further enquiries, please contact:

Mr. Kwok Ping Sun
Executive Chairman
Tel: (852) 3188 9298
Email: [email protected]

FORWARD LOOKING INFORMATION

This announcement contains forward-looking information relating to, among other things, the plans and expectations of the Corporation. Such forward-looking information is subject to various risks, uncertainties and other factors. All statements other than statements and information of historical fact are forward-looking statements. The use of words such as “estimate”, “forecast”, “expect”, “project”, “plan”, “target”, “vision”, “goal”, “outlook”, “may”, “will”, “should”, “believe”, “intend”, “anticipate”, “potential”, and similar expressions are intended to identify forward-looking statements. Forward-looking statements are based on the Corporation’s experience, current beliefs, assumptions, information and perception of historical trends available to the Corporation, and are subject to a variety of risks and uncertainties including, but not limited to those associated with resource definition and expected reserves and contingent and prospective resources estimates, unanticipated costs and expenses, regulatory approval, fluctuating oil and gas prices, expected future production, the ability to access sufficient capital to finance future development and credit risks, changes in Alberta’s regulatory framework, including changes to regulatory approval process and land-use designations, royalty, tax, environmental, greenhouse gas, carbon and other laws or regulations and the impact thereof and the costs associated with compliance. Although the Corporation believes that the expectations represented by such forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct. Readers are cautioned that the assumptions and factors discussed in this announcement are not exhaustive and readers are not to place undue reliance on forward-looking statements as the Corporation’s actual results may differ materially from those expressed or implied. The Corporation disclaims any intention or obligation to update or revise any forward-looking statements as a result of new information, future events or otherwise, subsequent to the date of this announcement, except as required under applicable securities legislation. The forward-looking statements speak only as of the date of this announcement and are expressly qualified by these cautionary statements. Readers are cautioned that the foregoing lists are not exhaustive and are made as at the date hereof. For a full discussion of the Corporation’s material risk factors, see the Corporation’s annual information form for the year ended December 31, 2017 and risk factors described in other documents we file from time to time with securities regulatory authorities, all of which are available on the Hong Kong Stock Exchange at www.hkexnews.hk, on the SEDAR website at www.sedar.com or on the Corporation’s website at www.sunshineoilsands.com.