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Sunshine Oilsands Ltd. — Share Issue/Capital Change 2019
Jan 4, 2019
50340_rns_2019-01-04_0a311de9-83aa-4e45-bbd1-6c1b56b5a4f8.pdf
Share Issue/Capital Change
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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) : 31/12/2018
To : Hong Kong Exchanges and Clearing Limited
Name of Issuer Sunshine Oilsands Ltd. Date Submitted 04/01/2019
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 6,049,628,172 Increase/(decrease) 86,218,452 Balance at close of the month 6,135,846,624 |
Class“A” | Common Shares Par value (State currency) Authorised share capital (State currency) No par value CAD$ Unlimited CAD$ No par value CAD$ Unlimited 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. Preference Shares | 2. Preference Shares | |||
|---|---|---|---|---|
| Stock code : N/A Description : Class“G” No. of preference shares Balance at close of preceding month 0 Increase/(decrease) 0 Balance at close of the month 0 |
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$ No par value CAD$ 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 0 Increase/(decrease) 0 Balance at close of the month 0 |
Class“H” | |||
| Par value (State currency) No par value CAD$ No par value CAD$ No par value CAD$ |
||||
| N/A | ||||
| Unlimited CAD$ |
||||
| 3. Other Classes of Shares | ||||
| 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” commonshares (2) |
No. of ordinary shares (1) Class “A” commonshares (2) |
No. of preferred shares Class “G” and “H” preferred shares No. of other classes ofshares |
No. of preferred shares Class “G” and “H” preferred shares No. of other classes ofshares |
|---|---|---|---|---|
| 6,049,628,172 86,218,452 6,135,846,624 |
N/A N/A N/A |
0 0 0 |
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 No. of new No. of new shares of share option shares of issuer issuer which May be scheme issued during the issued pursuant thereto as including month pursuant at close of the month EGM approval thereto date Movement during the month (dd/mm/yyyy) and class of Cancelled/ shares issuable Granted Exercised Forfeited Lapsed/Expired 1.Pre-IPO Share Option Scheme (09/09/2010) Class “A” common 0 0 0 0 0 0 shares
- Post-IPO Share Option Scheme
(26/01/2012) Class “A” common 0 0 3,318,494 0 179,639 491,005,881 shares (Note A)
For Main Board and GEM listed issuers
- N/A[( / ] / ) shares N/A N/A N/A N/A N/A N/A Total A. (Ordinary shares) Nil (Preferred shares) N/A (Other class) N/A Total funds raised during the month from exercise of options (State currency) N/A
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 preceding month |
Exercised/(Expired) 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 |
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 ( / / ) Stock code (if listed) Class of shares issuable_(Note 1) Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 2. 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 ( / / ) Stock code (if listed) |
N/A N/A N/A |
N/A N/A N/A |
N/A N/A N/A |
N/A N/A N/A |
N/A | ||
| N/A | |||||||
| N/A | |||||||
| N/A | |||||||
| ( / / | )N/A | ||||||
| N/A N/A N/A |
|||||||
| N/A | |||||||
| N/A | |||||||
| N/A | |||||||
| ( / / | )N/A | ||||||
| N/A N/A N/A |
|||||||
For Main Board and GEM listed issuers
| Description of warrants (Date of expiry - dd/mm/yyyy) |
Currency of nominal value Nominal value at close of preceding month |
Currency of nominal value Nominal value at close of preceding month |
Exercised/(Expired) 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 |
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 |
|
|---|---|---|---|---|---|---|---|
| Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 4. N/A ( / / ) Stock code (if listed) |
N/A | N/A |
N/A | N/A | |||
| N/A | |||||||
| ( / / | )N/A | ||||||
| N/A N/A N/A |
|||||||
| Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) |
N/A | ||||||
| N/A | |||||||
| ( / / )N/A | |||||||
Convertibles (i.e. Convertible into Shares of the Issuer which are to be Listed)
| Class and description | Class and description | Currency of amount outstanding Amount at close of preceding month |
Currency of amount outstanding Amount at close of preceding month |
Currency of amount outstanding Amount at close of preceding month |
Converted/ Forfeited 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 |
N/A N/A |
0 |
0 |
0 |
0 |
0 |
||
| 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
| Class and description | Class and description | Currency of amount outstanding Amount at close of preceding month |
Currency of amount outstanding Amount at close of preceding month |
Currency of amount outstanding Amount at close of preceding month |
Converted/ Forfeited during the month |
Amount at close of 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 |
|---|---|---|---|---|---|---|---|---|---|
| 2. Class “H” preferred shares |
N/A N/A |
0 |
0 |
0 | 0 |
||||
| 11,000,000 | 0 | Nil |
|||||||
| N/A | |||||||||
| N/A | |||||||||
| ( | |||||||||
| HKD N/A |
|||||||||
| HK$11,000,000.00 | |||||||||
| (Note B) | |||||||||
| Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy) 4. |
0 |
0 | 0 |
||||||
| co | |||||||||
| ( | |||||||||
| 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 | |||||||||
| ( | |||||||||
Nil
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)
| Options (other than under Share Option Schemes) | Options (other 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 |
N/A | |
| shares_(Note )_ | |||
| N/A | |||
| shares_(Note)_ | N/A | ||
| ( / / ) | |||
| shares_(Note )_ | |||
| Total D.(Ordinaryshares) | N/A N/A N/A |
||
| (Other class)(Preferred shares) (Other class) |
|||
Other Movements in Issued Share Capital
| Other Movements in Issued Share Capital | Other Movements in Issued Share Capital | Other Movements in Issued Share Capital | Other Movements in Issued Share Capital | Other Movements in Issued Share Capital | 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 | |||
| 3. Private Placing At price: 0.137 State Currency: HKD |
Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) AGM approval date: (dd/mm/yyyy)_ (14/12/2018) (25/06/2018) |
27,983,000 | 0 |
| For Main Board and GEM listed issuers | For Main Board and GEM listed issuers | |||||
|---|---|---|---|---|---|---|
| No. of new shares | No. of new | |||||
| of issuer issued | shares of issuer | |||||
| during the month | which May be | |||||
| pursuant thereto | issued pursuant | |||||
| thereto as at | ||||||
| close of the | ||||||
| Type of Issue | month | |||||
| Class of shares |
||||||
| issuable(Note 1) | ||||||
| 3. Private Placing |
At price: 0.133 |
State Currency: HKD |
Issue and allotment date : (dd/mm/yyyy) |
(28/12/2018) |
||
| AGM approval date: | (25/06/2018) | |||||
| (dd/mm/yyyy) | 5,854,500 | 0 |
||||
| Class of shares |
||||||
| issuable_(Note 1)_ | __ | |||||
| Issue and allotment | ||||||
| 3. Scrip dividend | At price : |
State currency |
date : (dd/mm/yyyy) | ( / / ) | ||
| EGM approval date: (dd/mm/yyyy) |
( / / ) | |||||
| N/A |
N/A | |||||
| Class of shares | ||||||
| Class “A” common | ||||||
| repurchased_(Note 1)_ | ||||||
| 4. Repurchase of shares |
Cancellation dates : (dd/mm/yyyy) |
|||||
| EGM approval date: | ||||||
| (dd/mm/yyyy) | ||||||
| N/A |
N/A | |||||
| Class of shares |
||||||
| redeemed (Note 1) | __ | |||||
| 5. Redemption | Redemption date : (dd/mm/yyyy) |
( / / ) | ||||
| of shares | ||||||
| EGM approval date: (dd/mm/yyyy) |
( / / ) | |||||
| N/A |
N/A | |||||
| Class of shares |
||||||
| issuable_(Note 1)_ | __ | |||||
| Issue and allotment | ||||||
| 6. Consideration issue |
At price : |
State currency |
date : (dd/mm/yyyy) | ( / / ) | ||
| EGM approval date: (dd/mm/yyyy) |
( / / ) | |||||
| N/A |
N/A | |||||
| Class of shares |
||||||
| issuable_(Note 1)_ | __ | |||||
| 7. Capital reorganisation |
Issue and allotment date : (dd/mm/yyyy) |
( / / ) | ||||
| EGM approval date: (dd/mm/yyyy) |
( / / ) | |||||
| N/A |
N/A |
For Main Board and GEM listed issuers
Class of shares issuable (Note 1) ___ 8. Other At State Issue and allotment (Please price : currency date : (dd/mm/yyyy) ( / / ) specify) EGM approval date: (dd/mm/yyyy) ( / / ) N/A N/A Total E. (Ordinary shares) 33,837,500 (Preferred shares) N/A (Other class) N/A Total increase / (decrease) in ordinary shares during the month (i.e. Total of A to E): (1) 86,218,452 N/A (2) N/A Total increase / (decrease) in preferred shares during the month (i.e. Total of A to E): N/A Total increase / (decrease) in other classes of shares during the month (i.e. Total of A to E): (These figures should be the same as the relevant figures under II above (“Movements in Issued Share Capital”).)
Remarks (if any):
Note A: As at 1 December 2018, our Post-IPO Share Option Scheme had 494,504,014 stock options outstanding. During the month of December 2018, Nil stock options were granted, Nil options were exercised, 3,318,494 stock options were forfeited and 179,639 stock options expired. As at 31 December 2018, our Post-IPO Share Option Scheme had 491,005,881 stock options outstanding, of which 277,150,776 stock options were vested (1,666,667 stock options were vested in the month of December 2018) and available for exercise into Class “A” common shares on a 1 for 1 basis.
Note B: Per the Company’s announcement dated September 28, 2018, October 2, 2018, October 3, 2018, October 5, 2018 and November 30, 2018, the Company and the placing agent entered into placing agreement to place convertible bonds in principal amount of up to HK$11,000,000.00 at conversion price of HKD 0.21 per each convertible bond on best effort basis. All convertible bonds were converted and 52,380,952 Shares were issued in this connection.
Note C: Private placements of 27,983,000 shares issued at HKD 0.137 and 5,854,500 shares issued at HKD 0.133 took place on December 14, 2018 and December 28, 2018 respectively. These placing shares were issued and allotted under the General Mandate approved at the Annual General Meeting held on June 25, 2018.
Submitted by: _ Kwok Ping Sun ______
Title: __ Executive Chairman____ (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.