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Sunshine Oilsands Ltd. Capital/Financing Update 2020

Sep 4, 2020

50340_rns_2020-09-04_fecd07d7-8246-4155-a55c-f2948bc5819f.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 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)

(Stock code: 2012)

SUPPLEMENTARY ANNOUNCEMENT

DISCLOSEABLE TRANSACTION - ASSET DISPOSAL

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

Hong Kong, September 4, 2020

As at the date of this announcement, the Board consists of Mr. Kwok Ping Sun 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. Yi He, Mr. Alfa Li and Mr. Guangzhong Xing as independent non-executive directors.

*For identification purposes only

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Hong Kong (September 4, 2020) - The Board of Directors (the “ Board ”) of Sunshine Oilsands Ltd. (the “ Corporation ” or “ Sunshine ”) (HKEX: 2012) wishes to supplement the following information to the announcement issued by the Corporation dated August 8, 2020 (Hong Kong time):

Reference is made to the Corporations’ announcement dated August 8, 2020 (Hong Kong time) (the “ Announcement ”) in relation to, among other matters, the assets disposal of the Corporation. Capitalized terms used herein shall have the same meaning as those defined in the Announcement, unless defined otherwise.

The Board wishes to supplement the following information.

The Consideration for the Underlying Asset of USD2.85 million (equivalent to approximately CDN $3,812,445) is determined after arm’s length negotiations between the Corporation and the Purchaser, with reference to (i) the Corporation’s internal market research of latest comparable transactions of second-handed gas turbines with similar power specification and heat rate in the last twelve months in Canada. The Consideration was in the range of USD2.0 million to USD2.9 million; and above average among these comparable transactions; (ii) indicative bids from three potential buyers that the Corporation have been in touch with through the sale agent or staff’s referral, of which the price offered by the Purchaser is the most competitive one; (iii) the assessment of the condition of the Underlying Asset as compared to similar assets available for sale in the market. Given that the Underlying Asset is not very liquid in the market and has been idle for years, the Board considered that the Disposal at such a Consideration was in the interests of the Corporation and its shareholders as a whole rather than keeping it in a rented storage suffering from further deterioration. Taking into account all the above reasons, the Board (including Independent Non-Executive Directors) considered the Consideration for the Disposal is fair and reasonable. The Consideration was settled by cash on Completion.

As at the date hereof, the book value of the Underlying Asset is CDN$4,541,168. As mentioned in the Announcement, given that the Underlying Asset has been held idle in a rented storage, therefore there were no net profit (both before and after tax) attributable to the Underlying Asset for the past two financial years immediately preceding the Disposal.

INFORMATION ABOUT THE PURCHASER

The Purchaser, Steel Reef Infrastructure Corp., is a privately-held midstream company incorporated in Canada with limited liability which invests in strategic small to mid-sized oil and gas infrastructure projects focused in the Western Canadian Sedimentary Basin and Bakken Resource Play. To the best of our knowledge, we are aware that Purchaser are owned by its key directors and they are not connected with the Group or any connected persons of the Group.

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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. Kwok Ping Sun Executive Chairman Tel: (852) 3188 9298

Email: [email protected] 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 or obligation to update or revise any forwardlooking 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

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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, 2019 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.