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Sunshine Oilsands Ltd. — Capital/Financing Update 2012
Jun 5, 2012
50340_rns_2012-06-05_8595b929-dba4-4aff-812e-3094be68b6b4.pdf
Capital/Financing Update
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For Main Board and GEM listed issuers
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Monthly Return of Equity Issuer on Movements in Securities
For the month ended (dd/mm/yyyy) : 31/05/2012
To : Hong Kong Exchanges and Clearing Limited
Name of Issuer Sunshine Oilsands Ltd. Date Submitted 5/06/2012
I. Movements in Authorised Share Capital
1. Ordinary Shares
| 1. Ordinary Shares | 1. Ordinary Shares | 1. Ordinary Shares | 1. Ordinary Shares | 1. Ordinary Shares |
|---|---|---|---|---|
| (1) Stock code : 2012 Description : Class“A” No. of ordinary shares Balance at close of preceding month 2,840,921,435 Increase/(decrease) 9,824,040 Balance at close of the month 2,850,745,475 |
Class“A” | CommonShares Par value (State currency) Authorised share capital (State currency) No par value CAD$ Unlimited CAD$ No par value CAD$ CAD$ No par value CAD$ Unlimited CAD$ |
||
| Par value (State currency) No par value CAD$ No par value CAD$ No par value CAD$ |
||||
| (2) Stock code : N/A Description : N/A No. of ordinary shares Balance at close of preceding month N/A Increase/(decrease) N/A Balance at close of the month N/A |
N/A | Authorised share capital (State currency) N/A N/A N/A |
||
| Par value (State currency) N/A N/A N/A |
For Main Board and GEM listed issuers
2. Preference Shares
| 2.PreferenceShares | |||
|---|---|---|---|
| Stock code : N/A Description : Class“G” No. of preference shares Balance at close of preceding month 64,140,000 Increase/(decrease) (1,390,000) Balance at close of the month 62,750,000 |
Class“G” | Preferred Shares Par value (State currency) Authorised share capital (State currency) No par value CAD$ Unlimited CAD$ No par value CAD$ N/A No par value CAD$ Unlimited CAD$ Preferred Shares Par value (State currency) Authorised share capital (State currency) No par value CAD$ Unlimited CAD$ 0 N/A No par value CAD$ Unlimited CAD$ |
|
| Par value (State currency) No par value CAD$ No par value CAD$ No par value CAD$ |
|||
| Stock code : N/A Description : Class “H” No. of preference shares Balance at close of preceding month 22,200,000 Increase/(decrease) 0 Balance at close of the month 22,200,000 |
Class “H” | ||
| Par value (State currency) No par value CAD$ 0 No par value CAD$ |
|||
| N/A | |||
| Unlimited CAD$ |
|||
| 3. OtherClasses ofShares | |||
|---|---|---|---|
| Stock code : N/A Description : N/A No. of other classes of shares Balance at close of preceding month N/A Increase/(decrease) N/A Balance at close of the month N/A |
N/A | Authorised share capital (State currency) N/A N/A N/A |
|
| Par value (State currency) N/A N/A N/A |
Total authorised share capital at the end of the month (State currency) :
Unlimited CAD$
For Main Board and GEM listed issuers
II. Movements in Issued Share Capital
| Balance at close of preceding month Increase/ (decrease) during the month Balance at close of the month |
No. of ordinary shares (1) – Class “A” common shares (2) |
No. of ordinary shares (1) – Class “A” common shares (2) |
No of preferred shares Class “G” and “H” preferred shares No. of other classes of shares |
No of preferred shares Class “G” and “H” preferred shares No. of other classes of shares |
|---|---|---|---|---|
| 2,840,921,435 9,824,040 2,850,745,475 |
N/A N/A N/A |
86,340,000 (1,390,000) 84,950,000 |
N/A N/A N/A |
III. Details of Movements in Issued Share Capital
Share Options (under Share Option Schemes of the Issuer)
| Particulars of share option scheme including EGM approval date (dd/mm/yyyy) and class of shares issuable |
Particulars of share option scheme including EGM approval date (dd/mm/yyyy) and class of shares issuable |
Movement duringthe month | Movement duringthe month | Movement duringthe month | No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
||
|---|---|---|---|---|---|---|---|---|
| Granted | Exercised Cancelled/Forf eited |
Lapsed | ||||||
| 1.Pre-IPO Share Option Scheme (09/09/2010) Class “A” common shares0 9,407,040 309,840 0 (Note 1) 2. Post-IPO Share Option Scheme (26/01/2012) Class “A” common shares3,205,787 0 0 0 (Note 1) 3. N/A (/ /) sharesN/A N/A N/A N/A (Note 1) Total A. (Ordinary shares) (Preferred shares) (Other class) Total funds raised during the month from exercise of options (State currency) CDN$843,581 |
1.Pre-IPO Share Option Scheme |
0 |
0 0 N/A 9,407,040 N/A N/A |
194,347,200 (Remarks: See Note A) |
||||
| (09/09/2010) | ||||||||
| Class “A” common shares |
||||||||
| (Note 1) 2. Post-IPO Share Option Scheme |
0 |
3,205,787 (Remarks: See Note B) |
||||||
| (26/01/2012) | ||||||||
| Class “A” common shares |
||||||||
| (Note 1) 3. N/A |
N/A |
N/A | ||||||
| (/ /) | ||||||||
| shares | ||||||||
For Main Board and GEM listed issuers
Warrants to Issue Shares of the Issuer which are to be Listed
| Warrants to Issue Shares of the Issuer which are to be Listed | Warrants to Issue Shares of the Issuer which are to be Listed | Warrants to Issue Shares of the Issuer which are to be Listed | Warrants to Issue Shares of the Issuer which are to be Listed | Warrants to Issue Shares of the Issuer which are to be Listed | Warrants to Issue Shares of the Issuer which are to be Listed | Warrants to Issue Shares of the Issuer which are to be Listed | Warrants to Issue Shares of the Issuer which are to be Listed |
|---|---|---|---|---|---|---|---|
| Description of warrants (Date of expiry- dd/mm/yyyy) |
Currency of nominal value Nominal value at close of precedingmonth Exercised during the month |
Nominal value at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
||||
| 1. N/A | N/A N/A |
N/A |
N/A |
||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 2. N/A |
N/A |
||||||
| N/A | |||||||
| N/A | |||||||
| (/ / | )N/A | ||||||
| N/A N/A |
N/A |
||||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 3. N/A |
N/A |
||||||
| N/A | |||||||
| N/A | |||||||
| (/ / | )N/A | ||||||
| N/A N/A |
N/A |
||||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 4. N/A |
N/A |
||||||
| N/A | |||||||
| N/A | |||||||
| (/ / | )N/A | ||||||
| N/A N/A |
N/A |
||||||
| ( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) |
|||||||
| N/A | |||||||
| N/A | |||||||
| (/ / | )N/A | ||||||
For Main Board and GEM listed issuers
Convertibles (i.e. Convertible into Shares of the Issuer which are to be Listed)
| Class and description | Class and description | Class and description | Currency of amount outstanding |
Amount at close of preceding month |
Converted during the month |
Amount at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|---|---|---|---|---|---|---|---|---|
| 1. Class “G” preferred shares (Note C) N/A 64,140,000 Stock code (if listed) N/A Class of shares issuable_(Note 1) Class “A” common shares Subscription price $0.0005 per Class “G” preferred share EGM approval date (if applicable) (dd/mm/yyyy)) (/ /)N/A 2. Class “H” preferred shares (Note C) N/A 22,200,000 Stock code (if listed) N/A Class of shares issuable(Note 1) Class “A” common share Subscription price $0.0005 per Class “H” preferred share EGM approval date (if applicable) (dd/mm/yyyy) (/ /)N/A 3. N/A N/A N/A Stock code (if listed) N/A Class of shares issuable(Note 1) N/A Subscription price N/A EGM approval date (if applicable) (dd/mm/yyyy) (/ /)N/A 4. N/A N/A N/A Stock code (if listed) N/A Class of shares issuable(Note 1)_ N/A Subscription price N/A EGM approval date (if applicable) (dd/mm/yyyy) (/ /)N/A |
N/A N/A |
64,140,000 |
(1,390,000) |
62,750,000 |
18,825,000 |
|||
| 0 |
22,200,000 |
6,660,000 |
||||||
| Class “A” comm shares |
||||||||
| Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 3. N/A |
N/A |
N/A |
N/A |
|||||
| ( | ||||||||
| N/A N/A |
||||||||
| Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 4. N/A |
N/A |
N/A |
N/A |
|||||
| N/A | ||||||||
| N/A | ||||||||
| ( | ||||||||
| N/A N/A |
||||||||
| Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) |
||||||||
| N/A | ||||||||
| N/A | ||||||||
| ( | ||||||||
For Main Board and GEM listed issuers
Any other Agreements or Arrangements to Issue Shares of the Issuer which are to be Listed, including Options (other than under Share Option Schemes)
than under Share Option Schemes) |
than under Share Option Schemes) |
than under Share Option Schemes) |
than under Share Option Schemes) |
|||||
|---|---|---|---|---|---|---|---|---|
| Full particulars including EGM approval date (dd/mm/yyyy), if applicable, and class of shares issuable: |
No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|||||||
| 1. 2. 3. |
N/A | N/A | N/A | |||||
| ( / / ) | ||||||||
| shares_(Note 1)_ | ||||||||
| N/A | N/A | N/A | ||||||
| ( / / ) | ||||||||
| shares_(Note 1)_ | ||||||||
| N/A | N/A | N/A | ||||||
| ( / / ) | ||||||||
| shares_(Note 1)_ | ||||||||
| N/A | ||||||||
| Total D. | (Ordinary shares) | |||||||
| (Preferred shares) | N/A | |||||||
| (Other class) | N/A | |||||||
| Other Movements in Issued Share Capital | ||||||||
| Type of Issue | No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|||||||
| 1. Rights issue At price :State currency |
Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) __ ( / / ) ( / / ) |
N/A | N/A | |||||
| 2. Open offer At price :State currency |
Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) __ ( / / ) ( / / ) |
N/A | N/A | |||||
| For Main Board and GEM listed issuers | For Main Board and GEM listed issuers | For Main Board and GEM listed issuers | For Main Board and GEM listed issuers | |||
|---|---|---|---|---|---|---|
| Type of Issue | No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|||||
| 3. Placing At price :State currency |
Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) __ ( / / ) ( / / ) |
N/A | N/A | |||
| 4. Bonus issue | Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) __ ( / / ) ( / / ) |
N/A | N/A | |||
| 5. Scrip dividend At price :State currency |
Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) __ ( / / ) ( / / ) |
N/A | N/A | |||
| 6. Repurchase of shares |
Class of shares repurchased_(Note 1) Cancellation date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A |
| For Main Board and GEM listed issuers | For Main Board and GEM listed issuers | For Main Board and GEM listed issuers | For Main Board and GEM listed issuers | |
|---|---|---|---|---|
| Type of Issue | No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month |
|||
| 7. Redemption of shares |
Class of shares redeemed_(Note 1) Redemption date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / ) |
N/A | N/A | |
| 8. Consideration issue At price :State currency |
Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) __ ( / / ) ( / / ) |
N/A | N/A | |
| 9. Capital reorganisation |
Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) __ ( / / ) ( / / ) |
N/A | N/A | |
| 10. Other (Please specify) At price :State currency |
Class of shares issuable (Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) ___ ( / / ) ( / / ) |
N/A | N/A | |
| Total E. (Ordinary shares) (Preferred shares) (Other class) |
N/A N/A N/A |
| For Main Board and GEM listed issuers | For Main Board and GEM listed issuers |
|---|---|
| Total increase / (decrease) in ordinary shares during the month (i.e. Total of A to E): | (1)9,824,040 |
| (2)N/A | |
| Total increase / (decrease) in preferred shares during the month (i.e. Total of A to E): | (1,390,000) |
| Total increase / (decrease) in other classes of shares during the month (i.e. Total of A to E): | N/A |
| (Thesefigures should be the same as the relevantfigures under II above(“Movements in Issued Share Capital”).) |
For Main Board and GEM listed issuers
Remarks (if any):
Note A: As at 1 May 2012, our Pre-IPO Share Option Scheme had 204,064,080 stock options outstanding. During the month of May 2012, 9,407,040 stock options were exercised and 309,840 stock options were forfeited. As at 31 May 2012, our Pre-IPO Share Option Scheme had 194,347,200 stock options outstanding, of which 176,918,387 stock options were vested (1,533,333 stock options vested in the month of May 2012) and available for exercise into Class “A” common shares on a 1 for 1 basis.
Note B: As at 31 May 2012, our Post-IPO Share Option Scheme had 3,205,787 stock options, of which 1,068,596 stock options were vested (1,068,596 stock options vested in the month of May 2012) and available for exercise into Class “A” common shares on a 1 for 1 basis. Additional 238,643 stock options have been granted under our Post-IPO Share Option Scheme to new employees of Sunshine Oilsands Ltd. and will be accounted for and reflected in the monthly return of the relevant month in which the employment of the new employees commences.
Note C: According to the conversion schedule disclosed in the audited financial statements for the year ended 31 December 2011 (note 12), the total Class “G” and Class “H” preferred shares were available at a conversion rate of 30% based on the vesting terms. For the month of May 2012, 1,390,000 Class “G” preferred shares were converted to 417,000 Class “A” common shares. The ending balance of Class “G” and Class “H” preferred shares outstanding as at 31 May 2012 was 62,750,000 and 22,200,000, respectively, which if converted, would result in the issuance of a total of 25,485,000 Class “A” common shares (18,825,000 if converted from Class “G” preferred shares and 6,660,000 if converted from Class “H” preferred shares).
Submitted by: _Al Stark_______
Title: __Treasurer____ (Director, Secretary or other duly authorised officer)
Notes :
1. State the class of shares (e.g. ordinary, preference or other).
2. If there is insufficient space, please append the prescribed continuation sheet.