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Sunshine Oilsands Ltd. is committed to providing our investors and the public with timely and accurate information regarding our business and operating activies.
November 30, 2018

Conversion of convertible bonds

Hong Kong (November 30, 2018) and Calgary, Alberta (November 30, 2018) - The Board of Directors (the “Board”) of Sunshine Oilsands Ltd. (the “Corporation” or “Sunshine”) (HKEX: 2012) wishes to announce the following:

CONVERSION OF CONVERTIBLE BONDS

References were made to the announcements of the Corporation dated September 28, October 2, October 3 and October 5 2018 (all are Hong Kong time) (collectively, the “Announcements”) in relation to, among other matters, the placing of convertible bonds under general mandate in principal amount of up to HK$11,000,000 to third parties independent of and not connected with the Corporation and its connected persons. Unless otherwise expressly indicated, capitalized terms used herein shall have the same meanings as those defined in the Announcements.

According to the terms of the Placing CB, the Placees have the right, at any time during the Conversion Period (i.e. the period commencing from the date of issuance of CB up to and including the 14th day immediately preceding the Maturity Date) to convert the whole or part of the principal amount of the Placing CB into Conversion Shares at Conversion Price.

Up to the date hereof, the Corporation received conversion notices from all Placees and they exercised all the Conversion Rights attached to the Placing CB to convert the whole principal amount of the Placing CB into Shares at the Conversion Price of HK$0.210 per Conversion Share. Accordingly, 52,380,952 Conversion Shares will be allotted and issued to the Placees pursuant to the terms and conditions of the Placing CB.

EFFECT ON SHAREHOLDING STRUCTURE

As at the date of this announcement, the Corporation has 6,049,628,172 Shares in issue. Assuming that there is no change in the issued share capital of the Corporation before completion of the allotment and issuance of the Conversion Shares, the shareholding structure of the Corporation (i) as at the date of this announcement and before the allotment and issuance of Conversion Shares and (ii) upon completion of the allotment and issuance of Conversion Shares to the Placees will be as follows:

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: investorrelations@sunshineoilsands.com

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.