Sunshine Oilsands Ltd. (“Sunshine”) has issued a circular (21 May 2026) outlining plans to place up to 114.28 million new Class “A” common shares at HK$0.36 each under a specific mandate, representing 16.07 % of existing issued capital and 13.84 % of the enlarged share base.

Key transaction terms • Placing agent: Cheer Union Securities Ltd.; commission set at 2 % of funds raised. • Pricing: 10.00 % discount to the 19 Dec 2025 closing price (HK$0.40) and 17.81 % discount to the five-day average price (HK$0.438); 9.09 % premium to the latest practicable date price (HK$0.33); 60.40 % premium to audited NAV per share (HK$0.22). • Gross proceeds: HK$41.14 million (≈ CAD$7.29 million). • Net proceeds: HK$40.32 million after estimated expenses of HK$0.82 million; net price per share ~HK$0.3528. • Completion: four business days after all conditions precedent are met; long-stop date 31 Jul 2026. • Special Meeting: 24 Jun 2026 (Hong Kong) to approve the specific mandate.

Planned use of net proceeds 1. Repair, maintenance and payments to critical vendors – 35 % (target commencement: within one month of completion). 2. Settlement of Alberta government fees and taxes – 35 % (2H 2026). 3. General working capital and repayment of debt maturing within one year – 30 %. As at 31 Mar 2026, Sunshine reported CAD$13.84 million in borrowings due inside 12 months, including CAD$2.69 million swap loan and bond and CAD$11.15 million senior note (extension intended).

Shareholding impact • Kwok Ping Sun: diluted from 24.03 % to 20.71 %. • New placees: will hold up to 13.84 %. • Other public shareholders: diluted from 75.97 % to 65.45 %. Total shares outstanding will rise from 711.35 million to 825.63 million.

Conditions precedent • Hong Kong Stock Exchange approval for listing and dealing in the new shares. • Shareholder approval at the June special meeting. • Compliance with Listing Rules and receipt of required documentation.

Termination rights The placing agent may terminate before 8:00 a.m. on the completion date upon specified adverse events, including material breaches, significant market disruptions or material adverse changes in the Group’s business.

Background Sunshine operates the West Ells oil sands project in Alberta and is currently addressing Alberta Energy Regulator maintenance directives. Estimated repair costs are about CAD$2.35 million; production restart is tentatively targeted for 4Q 2026, subject to regulatory approval, funding availability and operational conditions.

The placing complies with Listing Rule 7.27B, with a theoretical dilution effect of 2.46 %. No shareholder is required to abstain from voting on the resolution. Shareholders and potential investors are advised to exercise caution as the placement remains conditional.