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Canadian holding company proposed for Oceana Gold

By NZPA

Monday 7th May 2007

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The board of Oceana Gold is planning to place a new Canadian holding company at the top of the group to enable the company to list on the Toronto stock exchange.

In December, the board made a commitment to try to list the company on a North American stock exchange within six months.

That was done in connection with securing $A100 million ($NZ112.8 million) in convertible note funding for the company's Didipio gold and copper project in the Philippines.

Oceana's New Zealand gold mining operations are Macraes in North Otago and Reefton Goldfield on the West Coast.

As part of the plan to list in Toronto, Oceana Gold would re-domicile from Australia to Canada, chairman Jim Askew said today.

A new Canadian holding company, Oceana Gold Corporation (New Oceana), would be placed at the top of the group.

Options in Oceana Gold would be exchanged for equivalent options in New Oceana, with Oceana Gold becoming a wholly-owned subsidiary of New Oceana.

The board was proposing to reduce the number of shares the company had on issue, with one New Oceana option to be issued for every five Oceana Gold options currently held.

The consolidation was being proposed because Canadian market practice generally was to have smaller numbers of higher value securities than was common in Australia, Askew said.

The restructure would only take place if both Oceana Gold shareholders and option holders voted to approve the schemes of arrangement at meetings to be held on June 8.

It was believed the proposed restructure would have several benefits for Oceana Gold , including greater access and exposure to the North American capital markets.

That was significant because in conjunction with listing in Canada, New Oceana proposed to undertake a capital raising to complete the funding requirements for development of the Didipio project.

New Oceana would list on the Toronto, Australian and New Zealand stock exchanges.

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