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Sunshine Oilsands Ltd. Capital/Financing Update 2014

Feb 21, 2014

50340_rns_2014-02-21_5bea336b-7442-42ca-83d2-f9933236b8fb.pdf

Capital/Financing Update

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited 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.

This release may not be distributed in or into the United States. This release is not an offer of securities for sale in the United States. Securities may not be offered or sold in the United States absent registration or an exemption from registration. The Company has not registered and will not register the Shares under the US Securities Act of 1933, as amended. The Company does not intend to engage in a public offering of Shares in the United States.

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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)

(HKEX: 2012; TSX: SUO)

CLARIFICATION ANNOUNCEMENT REGARDING PRIVATE PLACEMENT TO IMMEDIATE FOCUS INTERNATIONAL LIMITED ANNOUNCED ON DECEMBER 3, 2013

Reference is made to the announcement of Sunshine Oilsands Ltd. (the “ Corporation ”) dated December 3, 2013 (the “ Announcement ”) and subsequent announcements dated December 10, 2013, January 24, 2014 and February 7, 2014. Unless the context requires, terms used below shall have the same meanings as those defined in the Announcement.

CLARIFICATION OF THE PLACING

The Board would like to clarify that the original subscription of 90,000,000 Units by Immediate Focus International Limited (“ Immediate Focus ”) pursuant to the Placing, as set out in the Announcement, was subsequently reduced to 45,000,000 Units. The original subscription agreement in respect of such 90,000,000 Units was replaced by a new subscription agreement for 45,000,000 Units, which was signed between the Corporation and Immediate Focus and dated December 10, 2013.

As a result of the reduction in the subscription amount by Immediate Focus, the remaining 45,000,000 Units were subscribed by Pyramid Valley Limited (“ Pyramid Valley ”) and Jin Quan Limited (“ Jin Quan ”) in equal shares (that is 22,500,000 Units each) pursuant to two subscription agreements dated December 10, 2013 and signed by the Corporation with Pyramid Valley and Jin Quan, respectively. Save for the number of Units subscribed by the subscribers, the terms of the three new subscription agreements (including the subscription price of HK$1.70 per Unit) signed with Immediate Focus, Pyramid Valley and Jin Quan, respectively, are the

*For identification purposes only

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same as the original subscription agreement between the Corporation and Immediate Focus as set out in the Announcement. The entry into the three new subscription agreements did not result in the Corporation issuing any additional Units in excess of what was disclosed to be issued to Immediate Focus in the Announcement.

Completion of the three subscription agreements signed with Immediate Focus, Pyramid Valley and Jin Quan took place on December 10, 2013 and was part of the closing of the Placing as announced by the Corporation on December 10, 2013.

SUBSEQUENT SUBSCRIPTION OF UNITS

Immediate Focus subsequently subscribed for an additional 45,000,000 Units in a second placing announced by the Corporation on January 16, 2014. Jin Quan subsequently subscribed for an additional 45,000,000 Units as part of the Placing as announced by the Corporation on January 24, 2014. Furthermore, Pyramid Valley subsequently subscribed for an additional 84,000,000 Units in a third placing by the Corporation announced on January 24, 2014.

As announced by the Corporation on December 3, 2013, January 16, 2014 and January 24, 2014, to the best of the Directors’ knowledge, information and belief, after having made all reasonable enquiries, Immediate Focus, Pyramid Valley and Jin Quan and, if applicable, their ultimate beneficial owner(s) are third parties independent of the Corporation and are not connected with the Corporation and the connected persons of the Corporation.

By Order of the Board of Sunshine Oilsands Ltd.

Michael John Hibberd Co-Chairman and

Songning Shen Co-Chairman

Hong Kong, February 21, 2014

As at the date of this announcement, the Board consists of Mr. Michael John Hibberd and Mr. Songning Shen as executive directors, Mr. Hok Ming Tseung, Mr. Tingan Liu, Mr. Haotian Li and Mr. Gregory George Turnbull as nonexecutive directors and Mr. Raymond Shengti Fong, Mr. Wazir Chand Seth, Mr. Robert John Herdman and Mr. Gerald Franklin Stevenson as independent non-executive directors.