Sunshine Oilsands Ltd. — Capital/Financing Update 2018

Feb 13, 2018

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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 announcement appears for information purpose only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities of Sunshine Oilsands Ltd.

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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)

ANNOUNCEMENT OF PARTIAL CLOSING OF PRIVATE PLACEMENT

OF COMMON SHARES UNDER GENERAL MANDATE

By Order of the Board of Sunshine Oilsands Ltd. Kwok Ping Sun Executive Chairman

Hong Kong, February 13, 2018 Calgary, February 13, 2018

As at the date of this announcement, the Board consists of Mr. Kwok Ping Sun, Mr. Hong Luo, Mr. Qiping Men and Ms. Gloria Pui Yun Ho as executive directors; Mr. Michael John Hibberd, Ms. Linna Liu and Ms. Xijuan Jiang as non-executive directors; and Mr. Raymond Shengti Fong, Mr. Jeff Jingfeng Liu, Ms. Joanne Yan and Mr. Yi He as independent non-executive directors.

*For identification purposes only

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Hong Kong (February 13, 2018) and Calgary, Alberta (February 13, 2018) - The Board of Directors (the “ Board ”) of Sunshine Oilsands Ltd. (the “ Corporation ” or “ Sunshine ”) (HKEX: 2012) wishes to announce the following:

Partial Closing of Private Placement

Reference is made to the announcement of the Corporation dated February 5, 2018 (Hong Kong time) (the “ Announcement ”) in relation to the placing of new Shares under the General Mandate. Unless otherwise specified, terms used herein shall have the same meanings as defined in the Announcement.

The Board is pleased to announce that all conditions of the Placing have been fulfilled and partial completion of the Placing took place on February 13, 2018. A total of 116,803,500 Class “A” Common Shares have been subscribed by the Placees at the Subscription Price of HK$0.244 pursuant to the terms and conditions of the Subscription Agreement (the “ Partial Completion ”).

The net proceeds from the Placing, after deducting relevant expenses incurred in relation to the Subscription, amount to approximately HK$ 28,286,303.6 (approximately CDN$ 4,559,752.1 at the current exchange rate) will be used for (i) general working capital of the Corporation and (ii) for repayment of shareholder’s loan.

The Subscription Agreement expires on the date of this announcement and hence the time for completion for the remaining 6,147,500 Common Shares has also lapsed.

EFFECT ON SHAREHOLDING STRUCTURE

The 116,803,500 Placing Shares represent (i) approximately 2.05% of the issued share capital of the Corporation immediately before completion of the Placing and (ii) approximately 2.01% of the issued share capital of the Corporation as enlarged by the allotment and issue of the Placing Shares.

Set out below is the shareholding structure of the Corporation immediately before and after completion of the Placing:

Name of Shareholders	Immediately before Completion of the Placing Number of Shares Approx. % of Shares 1,658,897,000 29.06% 295,893,656 5.18% - - 3,753,969,457 65.76% 5,708,760,113 100%	Immediately before Completion of the Placing Number of Shares Approx. % of Shares 1,658,897,000 29.06% 295,893,656 5.18% - - 3,753,969,457 65.76% 5,708,760,113 100%	Immediately after Completion of the Placing	Immediately after Completion of the Placing
	Number of Shares 1,658,897,000 295,893,656 - 3,753,969,457 5,708,760,113		Number of Shares 1,658,897,000 295,893,656 116,803,500 3,753,969,457 5,825,563,613	Approx. % of Shares
Kwok Ping Sun Hok Ming Tseung Placees Other public shareholders (excluding the Placees) Total		29.06% 5.18% - 65.76% 100%		28.48% 5.08% 2.00% 64.44%
				100%

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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. Qiping Men Chief Executive Officer Tel: (1) 403 984-5142

Email: investorrelations@sunshineoilsands.com Website: www.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

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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, 2016 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.