Annual General Meeting of Shareholders B2Gold Corp. - Report Of Voting Results
News Release
Annual General Meeting of Shareholders B2Gold Corp. - Report Of Voting Results
Vancouver, June 20, 2017 - B2Gold Corp. (TSX: BTO, NYSE MKT: BTG, NSX: B2G) ("B2Gold" or
the "Company") is pleased to announce the Report of Voting Results for the Annual General Meeting
("AGM") of Shareholders.
In accordance with Section 11.3 of National Instrument 51-102 — Continuous Disclosure Obligations,
we hereby advise of the results of the voting on the matters submitted to the AGM of shareholders of
B2Gold held on June 16, 2017 (total shares represented in person or by proxy 710,346,837 of the
975,927,064 issued and outstanding shares 72.79%).
Item 1: Number of Directors
By a vote by way of show of hands, the number of Directors of the Company was set at seven (7).
Item 2: Election of Directors and Approvals of Nominees as Directors
By a vote by way of show of hands, the following individuals were elected as directors of the Company to
hold office for the ensuing year or until their successo rs are elected or appointed, and the total votes cast
by all shareholders of the Company present in person or by proxy were as follows:
Name Total Votes in Favour
(%)
Total Votes
Withheld / Abstained
(%)
Outcome of Vote
Clive Johnson 654,880,600
(96.65%)
22,720,660 (3.35%) Approved
Robert Cross 642,596,401
(94.83%)
35,004,859 (5.17%) Approved
Robert Gayton 652,609,852
(96.31%)
24,991,408 (3.69%) Approved
Jerry Korpan 653,120,799
(96.39%)
24,480,461 (3.61%) Approved
Bongani Mtshisi 675,005,912
(99.62%)
2,595,348 (0.38%) Approved
Kevin Bullock 379,857,186
(56.06%)
297,744,047 (43.94%) Approved
George Johnson 654,174,702
(96.54%)
23,426,558 (3.46%) Approved
Item 3: Appointment of Auditors
By a vote by way of show of hands, Pricew aterhouseCoopers LLP, Chartered Accountants, were
appointed the auditors of the Company to hold of fice until the close of the next annual meeting of
shareholders or until their successors are appointed, at a remuneration to be fixed by the directors of the
Company.
DATED at Vancouver, British Columbia this 16th day of June, 2017.
About B2Gold Corp.
Headquartered in Vancouver, Canada, B2Gold Corp . is one of the fastest-growing intermediate gold
producers in the world. Founded in 2007, today, the Company has four operating mines, one mine under
construction and numerous explor ation projects in various countries, including Nicaragua, the
Philippines, Namibia, Mali, Burkina Faso and Finla nd. Construction of the Company’s Fekola Mine in
southwest Mali is approximately th ree months ahead of schedule a nd on budget, and is projected to
commence production on October 1, 2017. As a result, the Company is well positioned to maintain its
low-cost structure and growth profile.
Based on current assumptions and updates to B2Gold’s current year guidance and long-term mine plans,
the Company is projecting consolidated gold pr oduction in 2017 of between 545,000 and 595,000 ounces
(including estimated pre-commercial production fro m the Fekola Mine of between 45,000 and 55,000
ounces); and in 2018 significantly increasing to betw een 900,000 and 950,000 ounces, with the inclusion
of the anticipated first full-year of commercial production at the Fekola Mine.
ON BEHALF OF B2GOLD CORP.
“Clive T. Johnson”
President and Chief Executive Officer
For more information on B2Gold please visit the Company website at www.b2gold.com or contact:
Ian MacLean Katie Bromley
Vice President, Investor Relations Manage r, Investor Relations & Public Relations
604-681-8371 604-681-8371
[email protected] [email protected]
The Toronto Stock Exchange neither approves nor disapproves the information contained in this News Release.
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, estimates and other statements regarding future financial and operational performance,
events, production, mine life, revenue, co sts, capital expenditures, acquisitions , investments, budgets, ore grades,
sources and types of ore, stripping ratios, throughput, cash flows and growth; production estimates and guidance,
including the Company’s projected gold production of between 545,000 to 595,000 ounces in 2017 and production
being weighted towards the second half of 2017 and projected gold production of between 900,000 and 950,000
ounces in 2018; and statem ents regarding anticipated exploration, development, construction, production,
permitting and other activities and achievements of the Company, including: expected grades and sources of ore to
be processed in 2017;the development and production from the Fekola Project commencing October 1, 2017 and
the Fekola Project being approximately three months ahead of schedule, on budget and fully funded; the Fekola
Project being a low cost mine and its anticipated effect on the Company’s gold production and per ounce costs and
being the most significant contributor to an expected approximate 65% increase in production in 2018; the expected
mine life of the Fekola Project; the expected completion of updated financial analysis for the Fekola Project by the
end of the third quarter of 2017; the forecasted increase in cash flows from operations in 2018; completion of
geotechnical, hydrogeological and design studies for the Wolfshag zone and life-of-mine production plans for the
Otjikoto Mine; the projections included in existing techni cal reports, economic assessments and feasibility studies;
anticipated or potential new technical reports and studies, including the potential findings and conclusions thereof;
the resolution of the audit by the DENR in relation to the Masbate Mine and the final outcome thereof; expected
replacement and expansion of the Masbate Mine fleet and the expected decrease in equipment purchases at Masbate
in 2018; the completion of permitting and resettlement activities in resp ect of underground development at the
Jabali Antenna Pit; production from the San Juan Pit as early as the third quarter of 2017; San Juan Pit going into
production ahead of the Jabali Antenna Pit; timing differences on the incursion of pre-stripping costs at the Otjikoto
Mine and mobile equipment purchases at the Masbate Mine; the deep well at the Santa Pancha 1 Mine at El Limon
being operational in May 2017; the expected timing to complete initial resource estimates for Anaconda and Toega;
the potential increased opportunities fo r accretive acquisitions; the delivery of ounces under the Prepaid Sales
transactions; the increase in the amount of the RCF upon completion of loan documentation; and the adequacy of
capital for continued operations, including funding of the Fekola Project . All statements in this news release that
address events or developments that we expect to occur in the future ar e 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” an d similar expressions or their negati ve connotations, or that events or
conditions “will”, “would”, “may”, “could”, “should” or “might” occur. All such forw ard-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 the volatility of metal prices and our common shares; risks and dangers inherent in
exploration, development and mining activities; uncertainty of reserve and resource estimates; risk of not achieving
production, cost or other estimates; ri sk that actual production, development pl ans and costs differ materially from
the estimates in our feasibility studies; risks related to hedging activities and ore purchase commitments; the ability
to obtain and maintain any necessary permits, consents or authorizations required for mining activities; uncertainty
about the outcome of negotiations with the Government of Mali; risks related to environmental regulations or
hazards and compliance with complex regulations associated with mining activities; the ability to replace mineral
reserves and identify acquisition opportunities; unknown liabilities of companies acquired by B2Gold; ability to
successfully integrate new acquisitions; fluctuations in exch ange rates; availability of financing; risks relating to
financing and debt; risks related to operations in foreign and developing co untries and compliance with foreign
laws; risks related to remote operations and the availability adequate infrastructure, fluctuations in price and
availability of energy and other inputs necessary for mi ning operations; short ages or cost increa ses in necessary
equipment, supplies and labour; regulatory, political and co untry risks; risks related to reliance upon contractors,
third parties and joint venture partners; challenges to title or surface rights; dependence on key personnel and
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; changes in tax laws; community
support for our operations including risks related to strikes and the halting of such operations from time to time;
risks related to conflict with small scale miners; risks re lated to failures of information systems or information
security threats; the ongoing audit by the DENR in relation to our Masbate Project and the final outcome thereof;
ability to maintain adequate internal control over financial reporting as required by law; risks related to
compliance with anti-corruption laws; as well as other factors identified and as described in more detail under the
heading “Risk Factors” in B2Gold’s most recent Annual Info rmation Form 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 the Company’s forward-looking statements. There can be no assurance that such statements will
prove to be accurate, and actual resu lts, performance or achievements could d iffer materially from those expressed
in, or implied by, these forward-looking statements. Ac cordingly, 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. The Company’s fo rward looking statements reflect current expectations
regarding future events and operating pe rformance and speak only as of the date hereof and the Company 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. For the reasons set forth above, undue reliance
should not be placed on forward-looking statements.
The disclosure in this news release and in the documents desc ribed in this news release regarding mineral
properties was prepared in accordance with Canadian National Instrument 43-101 (“NI 43-101”), which differs
significantly from the requirements of the SEC set out in In dustry Guide 7.Accordingly, such disclosure may not be
comparable to similar information made public by companies that report in accordance with U.S. standards.
Non-IFRS Measures
This news release includes certain terms or performance measures commonly used in the mining industry that are
not defined under International Financial Reporting Standard s (“IFRS”) as issued by the International Accounting
Standards Board, including “cash operating costs”, “all-in sustaining costs” and "adjusted net income". Non-IFRS
measures do not have any standardized meaning prescribed under IFRS, and therefore they may not be comparable
to similar measures employed by other companies. The data presented is intended to provide additional information
and should not be considered in isolation or as a substitu te for measures of performance prepared in accordance
with IFRS and should be read in conjunction with B2Gold’s consolidated financial statements. Readers should refer
to B2Gold’s management discussion and analysis, available on the Websites , under the heading “Non-IFRS
Measures” for a more detailed discussion of how B2Gold calculates such measures and reconciliation of certain
measures to IFRS terms.