HONG KONG, CHINA and CALGARY, ALBERTA–(Marketwired – Aug. 3, 2016) – The Board of Directors (the “Board“) of Sunshine Oilsands Ltd. (the “Corporation” or “Sunshine“) (HKSE:2012) wishes to announce the following:
Reference is made to the announcements of the Corporation dated June 1, 2015, July 28, 2015, August 21, 2015, October 1, 2015, November 2, 2015, December 6, 2015, March 2, 2016, May 3, 2016, June 3, 2016, June 23, 2016, July 21, 2016 and August 1, 2016 (all preceding dates are in Hong Kong time) and the circular of the Corporation dated June 22, 2015 (the “Circular“), in relation to, among other matters, the proposed issue of new Class “A” Common Voting Shares (“Shares“) under the Specific Mandate (as defined in the Circular) and the connected transactions involving subscriptions for new Shares by connected persons.
To date, the Corporation has completed the closing of 412,947,543 subscription Shares authorized under the Specific Mandate. Of this total, 405,113,333 Shares have been issued to Prime Union Enterprises Limited (“Prime Union“) at a price of HK $0.75 per Share (approximately CDN $0.13 per Share). for total gross proceeds of HK $303,835,000 (approximately CDN $51.0 million) received from Prime Union.
Late in the evening of August 1, 2016 (Hong Kong), Prime Union contacted the Corporation to advise that it was experiencing a delay in obtaining the remaining regulatory and currency control approvals (the “Regulatory Approvals“) necessary to transfer funds out of People’s Republic of China (“PRC“) to pay for the remaining Shares by August 2, 2016. Prime Union and the Corporation discussed whether there were other options that could be utilized to close the subscription on time for the remaining 111,786,667 Shares (HK $83,840,000 or approximately CDN $14.1 million) subscribed for by Prime Union, however, no feasible solution could be found in the short time frame prior to expiry of the subscription agreement. Prime Union then requested that the Corporation consider an extension to the closing date of the subscription agreement.
Prime Union has advised Sunshine that it has been working diligently to obtain the Regulatory Approvals but requires additional time due to the complexity of the applicable regulatory requirements. Prime Union has also confirmed to Sunshine that it has the funds necessary to complete the subscription.
After deliberating on the options available to the Corporation, the circumstances surrounding the regulatory delay, Prime Union’s completion of a substantial portion of the subscription agreement to date, Prime Union’s stated commitment to Sunshine to complete the subscription agreement as soon as possible and the Corporation’s discussions with its professional advisors), the Board (with a quorum present and without Chairman Sun’s or Ms. Xijuan Jiang’s involvement) unanimously determined that a further extension, rather than costly enforcement proceedings that would take longer than the requested extension, is in the best interests of the Corporation and its shareholders. In order to provide adequate time for Prime Union to obtain the Regulatory Approvals, the Board approved a further extension of the closing date for the remaining 111,786,667 subscribed Shares (HK $83,840,000 or approximately CDN $14.1 million) from August 2, 2016 to December 1, 2016.
The remaining subscribed Shares may be closed earlier than December 1, 2016 in one or more tranches with the last tranche closing no later than December 1, 2016. An announcement will be issued when the Corporation completes the closing(s) of the remaining Shares subscribed for by Prime Union.
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 rate of 5,000 barrels per day.
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