Sunshine Oilsands Ltd. — Capital/Financing Update 2012

Feb 19, 2012

This announcement is for informational purposes only and is not an offer to sell or the solicitation of an offer to buy securities in the United States or in any other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualifi cation under the securities laws of any such jurisdiction. Potential investors should read the prospectus dated 20 February 2012 (the “Prospectus”) issued by Sunshine Oilsands Ltd. (the “Company”) for detailed information about the Company and the Global Offering described below before deciding whether or not to invest in the Shares being offered.

Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) and Hong Kong Securities Clearing Company Limited (“HKSCC”) take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

The securities referred to herein have not been and will not 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 registration. Any public offering of securities to be made in the United States will be made by means of a prospectus. Such prospectus may be obtained from the company making the offer or the selling security holder and will contain detailed information about the company and its management and fi nancial statements. No public offer of securities is to be made by the Company in the United States.

Unless otherwise defi ned herein, terms used in this announcement shall have the same meanings as those defi ned in the Prospectus.

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**SUNSHINE OILSANDS LTD. 陽光油砂有限公司 *** (a corporation incorporated under the Business Corporations Act of the Province of Alberta, Canada with limited liability)

GLOBAL OFFERING

Number of Offer Shares under the : 923,299,500 Shares (subject to reallocation and Global Offering the Over-Allotment Option) Number of Hong Kong Offer Shares : 92,330,000 Shares (subject to reallocation) Number of International Offer Shares : 830,969,500 Shares (subject to reallocation and the Over-Allotment Option) Maximum Offer Price : HK$5.08 per Offer Share plus brokerage of 1%, SFC transaction levy of 0.003% and Stock Exchange trading fee of 0.005% (payable in full on application in Hong Kong dollars and subject to refund) Nominal Value : Not Applicable Stock Code : 2012

Joint Global Coordinators, Joint Sponsors, Joint Bookrunners and Joint Lead Managers

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Application has been made to the Stock Exchange for listing of, and permission to deal in, the Shares of the Company, comprising: (a) the Hong Kong Public Offering of 92,330,000 Shares (subject to reallocation) in Hong Kong and (b) the International Offering of 830,969,500 Shares (subject to reallocation and the Over-Allotment Option) in the United States with qualifi ed institutional buyers in reliance on Rule 144A of the U.S. Securities Act of 1933, as amended (the “US Securities Act”) or another available exemption from the registration requirements of the U.S. Securities Act, and outside the United States in reliance on Regulation S under the US Securities Act, representing 10% and 90%, respectively, of the total number of Shares initially being offered in the Global Offering. The Offer Price will not be more than HK$5.08 per Share and is expected to be not less than HK$4.86 per Share. It is expected that dealings in the Shares on the Stock Exchange are expected to commence on Thursday, 1 March 2012. In any event if the Over-Allotment Option is exercised, an announcement will be made available at the websites of the Company ( www.sunshineoilsands.com ) and the Stock Exchange ( www.hkexnews.hk ).

Applications for the Hong Kong Offer Shares will only be considered on the basis of the terms and conditions set out in the Prospectus.

Applicants who wish the Hong Kong Offer Shares to be allotted in their own names should (i) complete and sign the WHITE Application Form; or (ii) apply online through the designated website of the White Form eIPO Service Provider at www.eipo.com.hk . Applicants who wish to have the Hong Kong Offer Shares allotted in the name of HKSCC Nominees Limited and deposited directly into CCASS for credit to their CCASS Investor Participant stock accounts or the stock accounts of their designated CCASS Participants should (i) complete and sign the YELLOW Application Forms; or (ii) give electronic application instructions to HKSCC via CCASS.

Copies of the Prospectus, together with WHITE Application Forms, may be obtained during normal business hours from 9:00 a.m. on Monday, 20 February 2012 until 12:00 noon on Thursday, 23 February 2012, from:

1. Morgan Stanley Asia Limited

Level 46, International Commerce Centre

• 1 Austin Road West

Kowloon, Hong Kong

2. Deutsche Bank AG, Hong Kong Branch

• Level 52, International Commerce Centre 1 Austin Road West

Kowloon, Hong Kong

3. BOCI Asia Limited

26th Floor, Bank of China Tower

• 1 Garden Road Hong Kong

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1. any of the following branches and sub-branches of:

Bank of China (Hong Kong) Limited

	Branch NameAddressHong Kong Island Bank of China TowerBranch3/F, 1 Garden RoadQuarry Bay BranchParkvale, 1060 King’s Road, Quarry BayChai Wan BranchBlock B, Walton Estate,341–343 Chai Wan Road, Chai WanNorth Point(King’s Centre)Branch193–209 King’s Road, North Point	Branch NameAddressHong Kong Island Bank of China TowerBranch3/F, 1 Garden RoadQuarry Bay BranchParkvale, 1060 King’s Road, Quarry BayChai Wan BranchBlock B, Walton Estate,341–343 Chai Wan Road, Chai WanNorth Point(King’s Centre)Branch193–209 King’s Road, North Point	Branch NameAddressHong Kong Island Bank of China TowerBranch3/F, 1 Garden RoadQuarry Bay BranchParkvale, 1060 King’s Road, Quarry BayChai Wan BranchBlock B, Walton Estate,341–343 Chai Wan Road, Chai WanNorth Point(King’s Centre)Branch193–209 King’s Road, North Point	Branch NameAddressHong Kong Island Bank of China TowerBranch3/F, 1 Garden RoadQuarry Bay BranchParkvale, 1060 King’s Road, Quarry BayChai Wan BranchBlock B, Walton Estate,341–343 Chai Wan Road, Chai WanNorth Point(King’s Centre)Branch193–209 King’s Road, North Point	Branch NameAddressHong Kong Island Bank of China TowerBranch3/F, 1 Garden RoadQuarry Bay BranchParkvale, 1060 King’s Road, Quarry BayChai Wan BranchBlock B, Walton Estate,341–343 Chai Wan Road, Chai WanNorth Point(King’s Centre)Branch193–209 King’s Road, North Point	Branch NameAddressHong Kong Island Bank of China TowerBranch3/F, 1 Garden RoadQuarry Bay BranchParkvale, 1060 King’s Road, Quarry BayChai Wan BranchBlock B, Walton Estate,341–343 Chai Wan Road, Chai WanNorth Point(King’s Centre)Branch193–209 King’s Road, North Point	Branch NameAddressHong Kong Island Bank of China TowerBranch3/F, 1 Garden RoadQuarry Bay BranchParkvale, 1060 King’s Road, Quarry BayChai Wan BranchBlock B, Walton Estate,341–343 Chai Wan Road, Chai WanNorth Point(King’s Centre)Branch193–209 King’s Road, North Point
	KowloonMetro City BranchShop 209, Level 2, Metro City Phase 1,Tseung Kwan OMong Kok Branch589 Nathan Road, Mong Kok
			Mong	Kok
	Hoi Yuen Roa	d Branch55 Hoi Yuen Road	, Kwun Tong
	New TerritoriesYuen Lon	8–18 Castle Peak	oad Y	uen Lon
	g(Hang Fat Mansion)Branch, gBank of Communications Co., Ltd. Hong Kong BranchBranch/Sub-BranchNameAddressHong Kong Island Hong Kong Branch20 Pedder Street, CentralTaikoo ShingSub-BranchShop 38, G/F., CityPlaza 2,18 Taikoo Shing RoadHennessy RoadSub-BranchG/F., Bank of Communications Building.,368 Hennessy RoadKowloonShamshuipoSub-BranchG/F., Shop 1, Golden Centre, 94 Yen Chow StreetTsimshatsuiSub-BranchShop 1–3, G/F., 22–28 Mody RoadLam Tin Sub-BranchG/F., 63–65 Kai Tin Tower, Kai Tin Road,Lam TinNew TerritoriesTsuen WanSub-BranchG/F., Shop G9B–G11, Pacif c Commercial Plaza,Bo Shek Mansion, 328 Sha Tsui RoadShatin Sub-BranchShop No. 193, Level 3, Lucky Plaza

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Copies of the Prospectus, together with the YELLOW Application Forms, may be obtained during normal business hours from 9:00 a.m. on Monday, 20 February 2012 until 12:00 noon on Thursday, 23 February 2012 at the Depository Counter of HKSCC at 2nd Floor, Infi nitus Plaza, 199 Des Voeux Road Central, Hong Kong or from your stock broker.

Applicants may apply online through the designated website www.eipo.com.hk of White Form eIPO Service Provider from 9:00 a.m. on Monday, 20 February 2012 until 11:30 a.m. on Thursday, 23 February 2012 (24 hours daily, except the last day of application or such later time as described in the paragraph headed “How to Apply for Hong Kong Offer Shares — 11. Effect of Bad Weather on the Opening of the Application Lists” in the Prospectus).

CCASS Participants can input electronic application instructions from 9:00 a.m. on Monday, 20 February 2012 until 12:00 noon on Thursday, 23 February 2012.

Please refer to the “Structure of the Global Offering” and “How to Apply for Hong Kong Offer Shares” sections of the Prospectus for details of the conditions and procedures of the Hong Kong Public Offering.

The fi nal Offer Price will be announced on Wednesday, 29 February 2012, and the basis of allotment of Hong Kong Offer Shares will be published on Wednesday, 29 February 2012 in the South China Morning Post (in English) and the Hong Kong Economic Times (in Chinese) and posted on the websites of the Stock Exchange ( www.hkexnews.hk ) and the Company ( www.sunshineoilsands.com ). Results of allocations in the Hong Kong Public Offering (with successful applicants’ identifi cation document number, where appropriate) will be available through a variety of channels from Wednesday, 29 February 2012. The Company will not issue temporary documents of title. No receipt will be issued for monies paid on application. Assuming Hong Kong Public Offering becomes unconditional at 8:00 a.m. on or before Thursday, 1 March 2012, it is expected that dealings in the Shares on the Stock Exchange are expected to commence at 9:00 a.m. on Thursday, 1 March 2012. The Shares will be traded in board lots of 500 each and the stock code will be 2012.

By order of the Board Sunshine Oilsands Ltd. Mr. Michael John Hibberd Co-Chairman

Hong Kong, 20 February 2012

As of the date of this announcement, the executive Directors are Mr. Michael John Hibberd and Mr. Songning Shen, the nonexecutive Directors are Mr. Hokming Tseung, Mr. Tingan Liu, Mr. Haotian Li and Mr. Gregory George Turnbull and the independent non-executive Directors are Mr. Raymond Shengti Fong, Mr. Robert John Herdman, Mr. Wazir Chand Seth and Mr. Gerald Franklin Stevenson.

• For identifi cation purposes only

Please also refer to the published version of this announcement in the South China Morning Post .

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