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MELBOURNE, May 17, 2018 /CNW/ - OceanaGold Corporation
(TSX/ASX: OGC) (the "Company") today announced that in order to continue to align the Company with leading governance
practices, it proposes to present an amended Performance Rights Plan to reduce the maximum number of securities to be issued or
reserved for issuance under its Performance Rights Plan from 5% of the issued and outstanding Common Shares of the Company to
3.3%. The shareholders' resolution to approve the amendment to the Performance Rights Plan will be presented from the floor
at the upcoming shareholders' meeting to be held on June 1, 2018.
Reference is made to the Notice of Meeting and Management Information Circular in respect of the Annual General and Special
Meeting of Shareholders dated April 26, 2018 ("Circular"). All undefined capitalised terms
have the meaning given to it in the Circular unless the context requires otherwise. The amendments to the Circular are as
follows:
Section A (iv) – Resolution 3: Re-approval of Performance Rights Plan
The amendment to the Plan involves reducing the maximum number of Common Shares to be issued or reserved for issuance on
redemption of Performance Rights issued under the Plan from 5% of the issued and outstanding Common Shares of the Company to
3.3%. The Performance Rights Plan is the only active equity compensation plan for employees of the Company. There are no
other changes to the Performance Rights Plan otherwise.
As of the date of this media release, an aggregate of 617,464,893 Common Shares of the Company were issued and
outstanding. A total of 649,503 options remained outstanding under the Option Plan, 7,795,095 performance rights remained
outstanding under the Performance Rights Plan, NIL options remained outstanding under the Pacific Rim Incentive Stock Option
Plan, and 1,016,098 options remained outstanding under the Romarco Replacement Stock Option Plan. Together, they represent
approximately 1.58 % of the issued and outstanding Common Shares on a non-diluted basis.
If the amended Performance Rights Plan with the new 3.3% maximum limit on the number of securities to be issued or reserved
for issuance under the Performance Rights Plan is approved at the upcoming shareholders' meeting, 20,376,341 Common Shares of the
Company would be available for issuance under all of the Company's current incentive plans and a total of 10,915,646
performance rights would remain available for grant under the Performance Rights Plan, being the only active equity compensation
plan (representing approximately 1.8% of the issued and outstanding Common Shares on a non-diluted basis) as at the date of this
release.
The Board of Directors of the Company recommends that shareholders vote IN FAVOUR OF ALL resolutions to be presented at the
meeting.
Due to the essence of time, all shareholders are encouraged to submit their proxies and voting instruction forms prior to the
voting deadlines, being 9.00AM AEST on May 29, 2018 for
holders of CDIs listed on the Australian Securities Stock Exchange, and 7.00pm EDT on
May 29, 2018 for holders of common shares listed on the Toronto Stock Exchange.
Investors are advised to read this media release in conjunction with the Circular. If you have already submitted your proxies
or voting instruction forms but would like to change your voting instructions in light of the proposed amendment to the
Performance Rights Plan, you can re-submit your proxy or voting instruction form to override your previous voting instructions to
Computershare. You can submit your vote via mail, internet or telephone. Please refer to the instructions found on the
relevant proxy or voting instruction forms for further information.
SHAREHOLDER QUESTIONS
A copy of the amended 2018 Performance Rights Plan will be made available on the "Corporate Reports" page of the Company's
website at http://www.oceanagold.com/investors-and-media/corporate-reports/. Shareholders who have questions regarding the
Plan or require assistance with voting may contact our Investor Relations team (contact details below).
About OceanaGold
OceanaGold Corporation is a mid-tier, high-margin, multinational gold producer with assets located in the Philippines, New Zealand and the United
States. The Company's assets encompass the Didipio Gold-Copper Mine located on the island of Luzon in the Philippines. On the North Island of New Zealand, the Company operates
the high-grade Waihi Gold Mine while on the South Island of New Zealand, the Company operates
the largest gold mine in the country at the Macraes Goldfield which is made up of a series of open pit mines and the Frasers
underground mine. In the United States, the Company operates the Haile Gold Mine, a top-tier,
long-life, high-margin asset located in South Carolina. OceanaGold also has a significant
pipeline of organic growth and exploration opportunities in the Americas and Asia-Pacific
regions.
OceanaGold has operated sustainably over the past 27 years with a proven track-record for environmental management and
community and social engagement. The Company has a strong social license to operate and works collaboratively with its valued
stakeholders to identify and invest in social programs that are designed to build capacity and not dependency.
In 2018, the Company expects to produce 480,000 to 530,000 ounces of gold and 15,000 to 16,000 tonnes of copper with All-In
Sustaining Costs that range from $725 to $775 per ounce sold.
SOURCE OceanaGold Corporation
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