B2Gold Corp. (TSX: BTO, NYSE AMERICAN: BTG, NSX: B2G) (“B2Gold” or
the “Company”) is pleased to announce that it has agreed to terms
(the “Agreement”) with the State of Mali (the “State”) in
connection with the ongoing operation and governance of the Fekola
Complex, including the development of both the underground project
at the Fekola Mine (owned 80% by B2Gold and 20% by the State of
Mali) and Fekola Regional. The Fekola Complex is comprised of the
Fekola Mine (Medinandi permit hosting the Fekola and Cardinal pits
and Fekola underground) and Fekola Regional (Anaconda Area
(Bantako, Menankoto, and Bakolobi permits) and the Dandoko permit),
which is located approximately 20 kilometers (“km”) from the Fekola
Mine. All dollar figures are in United States dollars unless
otherwise indicated.
Highlights:
- Exploitation permits for
Fekola Regional and approval of exploitation phase of Fekola
underground to be expedited: Upon issuance of the
exploitation permit for Fekola Regional, mining operations will
begin with initial gold production expected to commence in early
2025, with the potential to generate approximately 80,000 to
100,000 ounces of additional gold production per year from Fekola
Regional sources through the trucking of open pit ore to the Fekola
mill. Initial gold production from Fekola underground is expected
to commence in mid-2025.
- Fekola Mine to continue to
be governed by Mali’s 2012 Mining Code, with the Fekola Mining
Convention remaining in place until 2040; Fekola Regional to be
governed by the 2023 Mining Code: For the Fekola Mine, the
Agreement includes continued stability of the ownership, income tax
and customs regimes and the Company’s dispute resolution rights
under the Fekola Mining Convention.
- Provides the Fekola Complex
a clean slate to move forward under the new economic partnership
with the State of Mali: The Agreement contemplates the
distribution of all retained earnings currently attributable to the
State’s 10% ordinary share interest and conversion of that interest
to a 10% preferred share interest with priority dividends going
forward, and settles any and all existing tax assessments, customs
disputes, and other assessments currently outstanding.
In 2022, the State initiated an audit of the
mining sector, including a review of existing mining conventions
for existing mines. In August 2023, the State issued a new Mining
Code (the “2023 Mining Code”) and later in 2023 established a
commission comprised of Malian Government advisors and
representatives (the “Commission”) which was tasked with
negotiating certain aspects of existing mining conventions and
clarifying the application of the 2023 Mining Code to both existing
and new mining projects. In July 2024, the State finalized and
issued the Implementation Decree for the 2023 Mining Code, which
included certain details relating to economic parameters not
previously included in the 2023 Mining Code.
Throughout the latter half of 2023 and the first
half of 2024, B2Gold continued to hold meetings with the
Commission, and such discussions have culminated with finalizing
the terms of the Agreement. The Agreement includes an overall
framework which covers the settlement of outstanding matters
arising from the State’s mining audit, income tax and customs
audits, as well as clarification and agreement on the application
of the 2023 Mining Code to the Fekola Complex going forward. A
majority of the Company’s obligations under the Agreement remain
subject to the completion of certain implementing acts by the State
relating to the items discussed below.
The material terms of the Agreement include:
- The Fekola Mine
(including Fekola underground) continues to be governed by the 2012
Mining Code and the Fekola Mining Convention through 2040. This
includes continued stability of the ownership, income tax and
customs regimes and the Company’s dispute resolution rights under
the Fekola Mining Convention;
- Distribution of
all retained earnings currently attributable to the State’s 10%
ordinary share interest and conversion of that interest to a 10%
preferred share interest with priority dividends going
forward;
- Settlement of
any and all income tax assessments for the period from 2016 through
2023;
- Settlement of
any and all customs disputes and assessments that are currently
outstanding; and
- Acknowledgement by the State of
outstanding value-added tax (“VAT”) credits and agreement on a
repayment schedule outlining the timing for reimbursement of
outstanding VAT, together with clear guidelines on the expectation
for reimbursement of VAT going forward.
As outlined above, upon approval of the Fekola
Board of Directors and completion of remaining local statutory
requirements, Fekola plans on distributing to the State the amount
of retained earnings already accruing to the State as at December
31, 2023, from its ordinary share ownership. For 2024 onwards, the
State will hold a 20% preference share interest, and the remaining
80% interest in Fekola will continue to be held by B2Gold as an
ordinary share interest.
The Company has agreed to begin to pay taxes on
Fekola Mine fuel imports that were previously exonerated under the
Fekola Mining Convention. To offset the cost of these taxes, the
State has agreed to a 2% reduction in revenue-based taxes and
royalties to be applied to the entire Fekola Complex, including
both the Fekola Mine and Fekola Regional. The 2% reduction in
revenue-based taxes and royalties is expected to offset
substantially all of the cost of Fekola Mine fuel taxes going
forward.
The Fekola Mining Convention stabilized the
income tax and customs regimes in place when the Fekola mining
license was issued in 2014. Under the terms of the Agreement,
B2Gold and the State have agreed that the mining-based tax
royalties, which in the Company’s view does not meet the definition
of an income tax under the 2012 Mining Code, and state
infrastructure, local development or mining funds introduced or
clarified by the 2023 Mining Code and its related Implementation
Decree, will apply to the Fekola Mine. Such mining-based tax
royalties and new state infrastructure, local development or mining
funds will apply to the Fekola Mine once the related procedures
have been implemented by the State. The material terms of the
Agreement described above were included in the key estimates used
to determine the fair value estimate for the Fekola Complex as of
June 30, 2024, which resulted in a non-cash net impairment charge
previously disclosed in the second quarter of 2024 financial
statements. The Company does not anticipate any significant further
changes to the fair value estimate of the Fekola Complex to arise
from the application of the Agreement. Under the terms of the
Agreement, the State has agreed that the Company will be entitled
to realize the benefit of any terms that are more favorable than
those agreed to as at the date of the Agreement in the event of any
subsequent amendment to the 2023 Mining Code or Implementation
Decree.
As part of the Agreement, the State has also
committed to issuing the Company the exploitation permits for
Fekola Regional and approving the exploitation phase for Fekola
underground in an expeditious manner. The development of Fekola
Regional is expected to demonstrate positive economics through the
enhancement of the overall production profile and the extension of
mine life of the Fekola Complex. Based on B2Gold’s preliminary
planning, Fekola Regional could provide selective higher-grade
saprolite material (average annual grade of up to 2.2 grams per
tonne gold) to be trucked approximately 20 km and fed into the
Fekola mill at a rate of up to 1.5 million tonnes per annum.
Trucking of selective higher-grade saprolite material from the
Anaconda Area to the Fekola mill will increase the ore processed
and has the potential to generate approximately 80,000 to 100,000
ounces of additional gold production per year from Fekola Regional
sources. Importantly, the haul road from Fekola Regional to the
Fekola Mine is operational as construction of the haul roads and
mining infrastructure (warehouse, workshop, fuel depot and offices)
was completed on schedule in 2023. Upon issuance of the
exploitation permits for Fekola Regional, mining operations will
begin with initial gold production expected to commence in early
2025, and initial gold production from Fekola underground expected
to commence in mid-2025.
The 2024 exploration program is currently
underway in Mali with a total of $10 million budgeted, with an
ongoing focus on discovery of additional high-grade mineralization
across the Fekola Complex to supplement feed to the Fekola mill.
Significant exploration potential remains across the Fekola Complex
to further extend the mine life. A total of 20,000 meters of
diamond and reverse circulation drilling is planned for the Fekola
Complex in 2024.
About B2Gold
B2Gold is a low-cost international senior gold
producer headquartered in Vancouver, Canada. Founded in 2007,
today, B2Gold has operating gold mines in Mali, Namibia and the
Philippines, the Goose Project under construction in northern
Canada and numerous development and exploration projects in various
countries including Mali, Colombia and Finland. B2Gold forecasts
total consolidated gold production of between 800,000 and 870,000
ounces in 2024.
ON BEHALF OF B2GOLD CORP.
“Clive T.
Johnson” President
and Chief Executive
Officer
The Toronto Stock Exchange and NYSE American LLC
neither approve nor disapprove the information contained in this
news release.
Production results and production guidance
presented in this news release reflect total production at the
mines B2Gold operates on a 100% project basis. Please see our
Annual Information Form dated March 14, 2024, for a discussion of
our ownership interest in the mines B2Gold operates.
This news release includes certain
"forward-looking information" and "forward-looking statements"
(collectively forward-looking statements") within the meaning of
applicable Canadian and United States securities legislation,
including: projections; outlook; guidance; forecasts; estimates;
and other statements regarding future or estimated financial and
operational performance, gold production and sales, revenues and
cash flows, and capital costs (sustaining and non-sustaining) and
operating costs, including projected cash operating costs and AISC,
and budgets on a consolidated and mine by mine basis; future or
estimated mine life, metal price assumptions, ore grades or
sources, gold recovery rates, stripping ratios, throughput, ore
processing; statements regarding anticipated exploration, drilling,
development, construction, permitting and other activities or
achievements of B2Gold; and including, without limitation:
remaining well positioned for continued strong operational and
financial performance in 2024; projected gold production, cash
operating costs and AISC on a consolidated and mine by mine basis
in 2024; total consolidated gold production of between 800,000 and
870,000 ounces (including 20,000 attributable ounces from Calibre)
in 2024; trucking of selective higher grade saprolite material from
the Anaconda Area to the Fekola mill having the potential to
generate approximately 80,000 to 100,000 ounces of additional gold
production per year from Fekola Regional sources; the receipt of
the exploitation permit for Fekola Regional and Fekola Regional
production expected to commence at the beginning of 2025; and the
receipt of a permit for Fekola underground and Fekola underground
commencing operation in mid-2025. All statements in this news
release that address events or developments that we expect to occur
in the future are forward-looking statements. Forward-looking
statements are statements that are not historical facts and are
generally, although not always, identified by words such as
"expect", "plan", "anticipate", "project", "target", "potential",
"schedule", "forecast", "budget", "estimate", "intend" or "believe"
and similar expressions or their negative connotations, or that
events or conditions "will", "would", "may", "could", "should" or
"might" occur. All such forward-looking statements are based on the
opinions and estimates of management as of the date such statements
are made.
Forward-looking statements necessarily involve
assumptions, risks and uncertainties, certain of which are beyond
B2Gold's control, including risks associated with or related to:
the volatility of metal prices and B2Gold's common shares; changes
in tax laws; the dangers inherent in exploration, development and
mining activities; the uncertainty of reserve and resource
estimates; not achieving production, cost or other estimates;
actual production, development plans and costs differing materially
from the estimates in B2Gold's feasibility and other studies; the
ability to obtain and maintain any necessary permits, consents or
authorizations required for mining activities; environmental
regulations or hazards and compliance with complex regulations
associated with mining activities; climate change and climate
change regulations; the ability to replace mineral reserves and
identify acquisition opportunities; the unknown liabilities of
companies acquired by B2Gold; the ability to successfully integrate
new acquisitions; fluctuations in exchange rates; the availability
of financing; financing and debt activities, including potential
restrictions imposed on B2Gold's operations as a result thereof and
the ability to generate sufficient cash flows; operations in
foreign and developing countries and the compliance with foreign
laws, including those associated with operations in Mali, Namibia,
the Philippines and Colombia and including risks related to changes
in foreign laws and changing policies related to mining and local
ownership requirements or resource nationalization generally;
remote operations and the availability of adequate infrastructure;
fluctuations in price and availability of energy and other inputs
necessary for mining operations; shortages or cost increases in
necessary equipment, supplies and labour; regulatory, political and
country risks, including local instability or acts of terrorism and
the effects thereof; the reliance upon contractors, third parties
and joint venture partners; the lack of sole decision-making
authority related to Filminera Resources Corporation, which owns
the Masbate Project; challenges to title or surface rights; the
dependence on key personnel and the ability to attract and retain
skilled personnel; the risk of an uninsurable or uninsured loss;
adverse climate and weather conditions; litigation risk;
competition with other mining companies; community support for
B2Gold's operations, including risks related to strikes and the
halting of such operations from time to time; conflicts with small
scale miners; failures of information systems or information
security threats; the ability to maintain adequate internal
controls over financial reporting as required by law, including
Section 404 of the Sarbanes-Oxley Act; compliance with
anti-corruption laws, and sanctions or other similar measures;
social media and B2Gold's reputation; as well as other factors
identified and as described in more detail under the heading "Risk
Factors" in B2Gold's most recent Annual Information Form, B2Gold's
current Form 40-F Annual Report and B2Gold's other filings with
Canadian securities regulators and the U.S. Securities and Exchange
Commission (the "SEC"), which may be viewed at www.sedar.com and
www.sec.gov, respectively (the "Websites"). The list is not
exhaustive of the factors that may affect B2Gold's forward-looking
statements.
B2Gold's forward-looking statements are based on
the applicable assumptions and factors management considers
reasonable as of the date hereof, based on the information
available to management at such time. These assumptions and factors
include, but are not limited to, assumptions and factors related to
B2Gold's ability to carry on current and future operations,
including: development and exploration activities; the timing,
extent, duration and economic viability of such operations,
including any mineral resources or reserves identified thereby; the
accuracy and reliability of estimates, projections, forecasts,
studies and assessments; B2Gold's ability to meet or achieve
estimates, projections and forecasts; the availability and cost of
inputs; the price and market for outputs, including gold; foreign
exchange rates; taxation levels; the timely receipt of necessary
approvals or permits; the ability to meet current and future
obligations; the ability to obtain timely financing on reasonable
terms when required; the current and future social, economic and
political conditions; and other assumptions and factors generally
associated with the mining industry.
B2Gold's forward-looking statements are based on
the opinions and estimates of management and reflect their current
expectations regarding future events and operating performance and
speak only as of the date hereof. B2Gold does not assume any
obligation to update forward-looking statements if circumstances or
management's beliefs, expectations or opinions should change other
than as required by applicable law. There can be no assurance that
forward-looking statements will prove to be accurate, and actual
results, performance or achievements could differ materially from
those expressed in, or implied by, these forward-looking
statements. Accordingly, no assurance can be given that any events
anticipated by the forward-looking statements will transpire or
occur, or if any of them do, what benefits or liabilities B2Gold
will derive therefrom. For the reasons set forth above, undue
reliance should not be placed on forward-looking statements.
For more information on B2Gold please visit the Company website at www.b2gold.com or contact:
Michael McDonald
VP, Investor Relations & Corporate Development
+1 604-681-8371
investor@b2gold.com
Cherry DeGeer
Director, Corporate Communications
+1 604-681-8371
investor@b2gold.com
Source: B2Gold Corp.
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