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B2Gold Corp. Announces Strong Third Quarter and Year-to-Date 2019 Results and Declares its First Quarterly Dividend

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News Release

B2Gold Corp. Announces Strong Third Quarter and Year-to-Date 2019 Results

and Declares its First Quarterly Dividend

Vancouver, November 5, 2019 – B2Gold Corp. (TSX: BTO, NYSE AMERICAN: BTG, NSX: B2G )

(“B2Gold” or the “Company”) is pleased to announce its operational and financial results for the third

quarter and first nine months of 2019. All dollar figures are in United States dollars unless otherwise

indicated. B2Gold is also pleased to announce tha t, as part of the Company’s long -term strategy to

maximize shareholder value, the board of directors of the Company (the “Board of Directors”) declared

B2Gold’s first dividend of $0.01 per common share, and expects to declare future dividends quarterly at

the same level, which on an annualized basis would amount to $0.04 per common share (see “B2Gold

Declares First Dividend” section below).

On October 15, 2019, B2Gold and Calibre Mining Corp. (“Calibre”) completed the transaction for B2Gold

to restructure its interests in, and for Calibre to acquire, El Limon and La Libertad mines (see “B2Gold and

Calibre Join Forces in Nicaragua” section below). Accordingly, the Company has classified its El Limon

and La Libertad mines as discontinued operations for the three and nine months ended September 30, 2019

and 2018 for financial reporting purposes.

2019 Third Quarter Highlights

• Record quarterly consolidated gold production of 258,200 ounces (including El Limon and La Libertad)

well-above budget by 7% (15,807 ounces) and 7% (16,160 ounces) over the same period last year with

solid performances from all of the Company’s operations

• Consolidated gold revenue s from continuing operations of $311 million on sales of 208,900 ounces

(2% or 3,801 ounces above budget); consolidated gold revenues (see “Non-IFRS Measures”) of $382

million on sales of 256,670 ounces, including gold sales from El Limon and La Libertad

• Consolidated cash operating costs (see “Non-IFRS Measures”) from continuing operations of $443 per

ounce produced ($433 per ounce sold), well-below budget by $47 per ounce (10%); including El Limon

and La Libertad, consolidated cash operating costs of $507 per ounce produced ($507 per ounce sold),

below budget by $36 per ounce (7%)

• Consolidated all-in sustaining costs (“AISC”) (see “Non-IFRS Measures”) from continuing operations

of $755 per ounce sold, below budget by $ 10 per ounce (1%); including El Limon and La Libertad,

consolidated AISC of $807 per ounce sold, in-line with budget

• Consolidated cash flow provided by operating activities of $168 million (including $30 million from

discontinued operations) compared to $143 million (including $7 million from discontinued operations)

in the prior-year quarter

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• Net income attributable to the shareholders of the Company of $56 million ($0.05 per share); adjusted

net income attributable to the shareholders (see “Non-IFRS Measures”) of the Company of $89 million

($0.09 per share)

• For the fourth quarter of 2019, B2Gold’s Board of Directors declared its first dividend of $0. 01 per

common share and expects to declar e future dividends quarterly at the same level (which on an

annualized basis would amount to $0.04 per common share), subject to authorization of the Board of

Directors and all applicable laws

• Otjikoto Mine continued its remarkable safety performance, exte nding the number of days without a

lost-time-injury (“LTI”) to 552 days (4.6 million man-hours) at the end of the third quarter of 2019

• On October 15, 2019, B2Gold and Calibre completed an agreement for B2Gold to restructure its

interests in, and for Calibre to acquire, El Limon and La Libertad gold mines for aggregate

consideration of $100 million (subject to an additional payment for net working capital acquired)

2019 First Nine Months Highlights

• Record year -to-date c onsolidated gold production of 735,079 ounces (including El Limon and La

Libertad), 7% (45,705 ounces) above budget and 2% (13,262 ounces) over the same period last year

• Consolidated gold revenue s from continuing operations of $842 million on sales of 616,000 ounces

(5% or 31,382 ounces above budget); consolidated gold revenues (see “Non-IFRS Measures”) of $994

million on sales of 725,028 ounces, including gold sales from El Limon and La Libertad

• Consolidated cash operating costs from continuing operations of $451 per ounce produced ($452 per

ounce sold), well-below budget by $45 per ounce (9%); including El Limon and La Libertad,

consolidated cash operating costs of $527 per ounce produced ($531 per ounce sold), below budget

by $33 per ounce (6%)

• Consolidated AISC from continuing operations of $768 per ounce sold, well-below budget by $70 per

ounce (8%); including El Limon and La Libertad, consolidated AISC of $855 per ounce sold, below

budget by $54 per ounce (6%)

• Consolidated cash flow provided by operating activities of $347 million (including $41 million from

discontinued operations)

• Net income attributable to the shareholders of the Company of $116 million ($0.11 per share); adjusted

net income attributable to the shareholders of the Company of $169 million ($0.17 per share)

• Debt repayments totaling $100 million on the outstanding balance of the Company’s revolving credit

facility (“RCF”) with a further $100 million expected to be repaid in the fourth quarter of 2019, which

will leave an estimated drawn balance on the RCF of $200 million at December 31, 2019 , and an

estimated available balance of $400 million ; total debt outstanding at December 31, 2019, including

equipment loans and leases, is forecast to be approximately $260 million, a reduction in the year of

$220 million from opening total debt of approximately $480 million

• For full -year 201 9, the Company forecasts consolidated gold production to come in towards the

midpoint of its previously stated guidance range of between 935,000 and 975,000 ounces, with cash

operating costs forecast to be at or below the lower end of the Company's $520 and $560 per ounce

guidance range and AISC to be within the Company's $835 and $875 per ounce guidance range

• New large -scale off -grid Fekola Solar Plant Project approved by the B2Gold Board of Directors ,

scheduled for completion in August 2020 ; expected to provide significant operating cost reductions

(estimated to reduce Fekola’s processing costs by approximately 7%)

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• On March 26, 2019, the Company announced positive results from the Expansion Study Preliminary

Economic Assessment (“PEA”) for the Fekola Mine, including significant estimated increases in

average annual gold production to over 550,000 ounces per year during the five-year period 2020-2024,

and is proceeding with an expansion project to increase Fekola’s processing throughput by 1.5 million

tonnes per annum (“Mtpa”) to 7.5 Mtpa from an assumed base rate of 6 Mtpa

• Based on B2Gold's current projections, production at the Fekola Mine in 2020 is projected to be

approximately 600,000 ounces of gold (primarily due to the addition of a larger mining fleet at Fekola

and the optimization of the mining sequence in early 2020, prior to completion of the mill expansion);

following completion of the mill expansion, production from the Fekola Mine is projected to average

550,000 ounces of gold over the next five years based on current assumptions

• On September 16, 2019, the Company announced positive drill results from the Mamba zone which is

located within the Anaconda area approximately 20 kilometres from the Fekola Mine, as well as

positive infill drill results from the Fekola Mineral Resource area and step out results north of the Fekola

resource

2019 Third Quarter and First Nine Months Operational Results

Consolidated gold production from continuing operations totaled 213,278 ounces in the third quarter of

2019, above budget by 4% (8,788 ounces) and the prior-year quarter by 3% (6,3 31 ounces). Including El

Limon and La Libertad, consolidated gold production in the third quarter of 2019 was a quarterly record of

258,200 ounces, well-above budget by 7 % (15,807 ounces) and 7% (16,160 ounces) higher compared to

the prior-year quarter, with solid performances from all of the Company’s operations. Gold production from

each of the Company’s mines exceeded their targeted production for the quarter. In addition, b ased on

Fekola’s strong year-to-date performance, the Company has revised Fekola’s production guidance range

higher to be between 445,000 to 455,000 ounces of gold (original guidance range was between 420,000 to

430,000 ounces).

Consolidated cash operating costs from continuing operations in the third quarter of 2019 were $443 per

ounce produced ($433 per ounce sold), well-below budget by $47 per ounce (10%) and comparable with

the third quarter of 2018. The favourable budget variance was mainly attributable to higher-than-budgeted

production. Including El Limon and La Libertad, consolidated cash operating costs were $5 07 per ounce

produced ($507 per ounce sold), below budget by $36 per ounce (7%) and comparable with the prior-year

quarter.

Consolidated AISC from continuing operations in the third quarter of 2019 were $755 per ounce sold (Q3

2018 - $644 per ounce sold), below budget by $10 per ounce (1%) . Including El Limon and La Libertad,

consolidated AISC were $807 per ounce sold (Q3 2018 - $717 per ounce sold), in-line with budget.

Year-to-date, consolidated gold production from continuing operations totaled 622,710 ounces, well-above

budget by 7% (39,181 ounces) . Including El Limon and La Libertad, c onsolidated gold production was a

year-to-date record of 735,079 ounces, well-above budget by 7% (45,705 ounces) and 2% (13,262 ounces)

higher compared to the first nine months of 2018.

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Year-to-date, consolidated cash operating costs from continuing operations were $451 per ounce produced

($452 per ounce sold) (first nine months of 2018 - $416 per ounce produced), well-below budget by $45

per ounce (9%). Including El Limon and La Libertad mines, consolidated cash operating costs were $527

per ounce produced ($531 per ounce sold), below budget by $33 per ounce (6%).

Year-to-date, consolidated AISC from continuing operations were $768 per ounce sold (year-to-date 2018

- $640 per ounce sold), well-below budget by $ 70 per ounce (8%). Including El Limon and La Libertad

mines, consolidated AISC were $855 per ounce sold, below budget by $54 per ounce (6%).

B2Gold remains well positioned for continued strong operational and financial performance in 2019. For

full-year 2019, the Company forecasts consolidated gold production to come in towards the midpoint of its

previously stated guidance range of between 9 35,000 and 9 75,000 ounces . The gold production

outperformance experienced in the first nine months of 2019 together with the uplift in guidance for Fekola

are anticipated to more than offset the Company’ s reduced share of production from El Limon and La

Libertad following their sale to Calibre on October 15, 2019 . Consolidated cash costs are projected to

remain low in 2019 with cash operating costs forecast to be at or below the lower end of the Company's

$520 and $560 per ounce guidance range and AISC to be within the Company's $835 and $875 per ounce

guidance range.

B2Gold and Calibre Join Forces in Nicaragua

On October 15, 2019, B2Gold completed the sale of El Limon and La Libertad gold mines, the Pavon gold

project and additional mineral concessions in Nicaragua (collectively, the “Nicaragua Assets”) to Calibre

for aggregate consideration of $100 million (consisting of a combination of cash, common shares and a

convertible debenture) (the “ Calibre Transaction”), plus an additional payment for net working capital

acquired under the share purchase agreement for the Calibre Transaction. As a result of closing the Calibre

Transaction, B2Gold now holds approximately 30% of the total issued and outstanding Calibre common

shares.

2019 Third Quarter and First Nine Months Financial Results

Consolidated gold revenue from continuing operations for the third quarter of 2019 was $311 million on

sales of 208,900 ounces at an average price of $1,488 per ounce compared to $280 million on sales of

232,209 ounces at an average price of $1,206 per ounce in the third quarter of 2018. The increase in gold

revenue of $31 million (11%) was attributable to a 23% increase in the average realized gold price partially

offset by a 10% decrease in the gold ounces sold (due to the timing of gold sales). Including El Limon and

La Libertad, consolidated gold revenue was $382 million on sales of 256,670 ounces at an average realized

price of $1,489 per ounce.

Cash flow provided by operating activities from continuing operations was $138 million in the third quarter

of 2019 compared to $137 million in the prior -year quarter. Cash flow provided by operating activities

(including discontinued operations) was $168 million in the third quarter of 2019 compared to $143 million

in the third quarter of 2018, an increase of $25 million.

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For the third quarter of 2019, net income attributable to the shareholders of the Company was $56 million

($0.05 per share) compared to $11 million ($0.01 per share) in the prior-year quarter. Adjusted net income

attributable to the shareholders of the Company was $89 million ($0.09 per share) compared to $38 million

($0.04 per share) in the third quarter of 2018.

Year-to-date, consolidated gold revenue from continuing operations was $842 million on sales of 616,000

ounces at an average price of $1,367 per ounce compared to $821 million on sales of 645,667 ounces at an

average price of $1,271 per ounce in the first nine months of 2018. The $21 million (3%) increase in gold

revenue was attributable to an 8% increase in the average realized gold price partially offset by a 5%

decrease in the gold ounces sold (due to the timing of gold sales) . Including El Limon and La Libertad ,

consolidated gold revenue was $994 million on sales of 725,028 ounces at an average realized price of

$1,371 per ounce.

Cash flow provided by operating activities from continuing operations was $306 million in the first nine

months of 2019 compared to $355 million in same period last year. Cash flow provided by operating

activities (including discontinued operations) was $347 million in the first nine months of 2019 compared

to $377 million in the first nine months of 2018. The decrease mainly reflects higher income tax installment

payments, partially offset by higher revenues.

For the first nine months of 2019, net income attributable to the shareholders of the Company was $116

million ($0.11 per share) compared to $88 million ($0.09 per share) in the same period last year. Adjusted

net income attributable to the shareholders of the Company was $169 million ($0.17 per share) compared

to $138 million ($0.14 per share) in the first nine months of 2018.

B2Gold Declares First Dividend

B2Gold is also pleased to announce that, as part of the Company’s long -term strategy to maximize

shareholder value, on November 5, 2019, the Board of Directors of the Company declared B2Gold’s first

quarterly dividend of $0.01 per common share, which will be paid on December 13, 2019, to shareholders

of record as at the close of business on November 29, 2019. This dividend is designated as an “eligible

dividend” for the purposes of the Income Tax Act (Canada). Dividends paid by B2Gold to shareholders

outside Canada (non-resident investors) will be subject to Canadian non-resident withholding taxes.

Following the payment of this dividend, the Board of Directors expects to declare future dividends quarterly

at the same level, in the amount of $0.01 per common share, and has determined that this anticipated level

of quarterly dividend is appropriate based on the Company’s current financial performance, liquidity and

outlook. Subject to authorization by the Board of Directors and c ompliance with all applicable laws, the

record date for future dividends is anticipated to be set as of the last business day of March, June, September

and December in each year and the payment date in each case is anticipated to be approximately two weeks

from such record date. The exact record date and other details of future dividends, if any, will be announced

by the Company separately at such time any dividend is declared and authorized by the Board of Directors.

The declaration and payment of future dividends and the amount of any such dividends will be subject to

the determination of the Board of Directors, in its sole and absolute discretion, taking into account, among

other things, economic conditions, business performance, financial condition, gr owth plans, expected

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capital requirements, compliance with the Company’s constating documents, all applicable laws, including

the rules and policies of any applicable stock exchange, as well as any contractual restrictions on such

dividends, including any agreements entered into with lenders to the Company, and any other factors that

the Board of Directors deems appropriate at the relevant time. There can be no assurance that any dividends

will be paid at the intended rate or at all in the future.

Liquidity and Capital Resources

At September 30, 2019, the Company had cash and cash equivalents of $146 million (excluding $19 million

of cash associated with discontinued operations) compared to cash and cash equivalents of $103 million at

December 31, 2018. Working capital at September 30, 2019 (excluding $34 million of working capital

related to assets and liabilities classified as held for sale) was $236 million compared to $156 million at

December 31, 2018 (December 31, 2018 balance sheet presentation remains unchanged).

During the nine months ended September 30, 2019, the Company repaid $100 million of the outstanding

balance on its RCF. At September 30, 2019, the Company had drawn $300 million under the $600 million

RCF, leaving an undrawn and available balance under the existing facility of $300 million. The Company

expects to repay a further $100 million of the outstanding RCF balance in the fourth quarter of 2019, which

will leave an estimated drawn balance on the RCF of $200 million at December 31, 2019, and an estimated

available balance of $400 million. Total debt outstanding at December 31, 2019, including equipment loans

and leases, is forecast to be approximately $ 260 million, a reduction in the year of $ 220 million from

opening total debt of approximately $480 million.

The Company’s ongoing strategy is to continue to maximize profitable production from its mines, reduce

debt, expand the Fekola Mine throughput and annual production, further advance its pipeline of

development and exploration projects and evaluate exploration opportunities.

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Operations

Mine-by-mine gold production (ounces) in the third quarter and first nine months of 2019 was as follows:

Mine Q3 2019

Gold

Production

(ounces) (1)

YTD 2019

Gold

Production

(ounces) (1)

Revised

Annual Guidance

Gold Production

(ounces) (2)

Original

Annual Guidance

Gold Production

(ounces) (1)

Fekola 112,321 336,567 445,000 - 455,000 420,000 - 430,000

Masbate 51,546 166,599 200,000 - 210,000 200,000 - 210,000

Otjikoto 49,411 119,544 165,000 - 175,000 165,000 - 175,000

From

Continuing

Operations

213,278 622,710 810,000 - 840,000 785,000 - 815,000

La Libertad 24,419 68,177 75,000 - 80,000 95,000 - 100,000

El Limon 20,503 44,192 50,000 - 55,000 55,000 - 60,000

From

Discontinued

Operations

44,922 112,369 125,000 - 135,000 150,000 - 160,000

B2Gold

Consolidated 258,200 735,079 935,000 - 975,000 935,000 - 975,000

(1) B2Gold’s Q3 2019 and year -to-date 2019 gold production results and 201 9 original annual production guidance are

presented on a 100% basis.

(2) B2Gold’s 2019 revised annual production guidance includes 100% forecast production from its Fekola, Masbate and

Otjikoto mines. For El Limon and La Libertad, as a result of their sale to C alibre on October 15, 2019, B2Gold’s 2019

revised annual production guidance includes 100% of their forecast production up to the date of their sale and thereafter

approximately 30% of their forecast production (from between October 15, 2019, to December 31, 2019 , subject to

reduction if B2Gold’s interest in Calibre dilutes ), representing the Company’s indirect ownership interest in the

Nicaraguan operations through its equity investment in Calibre.

Mine-by-mine cash operating costs (on a per ounce of gold sold basis) in the third quarter and first nine

months of 2019 were as follows (based on the total operations at the mines B2Gold operates):

Mine Q3 2019

Cash Operating Costs

($ per ounce sold)

YTD 2019

Cash Operating Costs

($ per ounce sold)

2019 Annual Guidance

Cash Operating Costs

($ per ounce sold)

Fekola $361 $378 $370 - $410

Masbate $588 $567 $625 - $665

Otjikoto $431 $501 $520 - $560

From Continuing

Operations $433 $452 $465- $505

La Libertad $973 $1,077 $840 - $880

El Limon $664 $821 $720 - $760

From Discontinued

Operations $831 $976 $795 - $835

B2Gold Consolidated $507 $531 $520 - $560

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Mine-by-mine cash operating costs (on a per ounce of gold produced basis), in the third quarter and first

nine months of 2019 were as follows (based on the total operations at the mines B2Gold operates):

Mine Q3 2019

Cash Operating Costs

($ per ounce produced)

YTD 2019

Cash Operating Costs

($ per ounce produced)

Fekola $383 $378

Masbate $622 $564

Otjikoto $394 $501

From Continuing

Operations $443 $451

La Libertad $957 $1,056

El Limon $636 $786

From Discontinued

Operations $810 $949

B2Gold Consolidated $507 $527

Mine-by-mine AISC per ounce (on a per ounce of gold sold basis) in the third quarter and first nine months

of 2019 were as follows (based on the total operations at the mines B2Gold operates):

Mine Q3 2019

AISC

($ per ounce sold)

YTD 2019

AISC

($ per ounce sold)

2019 Annual Guidance

AISC

($ per ounce sold)

Fekola $642 $626 $625 - $665

Masbate $833 $773 $860 - $900

Otjikoto $743 $895 $905 - $945

From Continuing

Operations $755 $768 $745 - $785

La Libertad $1,116 $1,415 $1,150 - $1,190

El Limon $945 $1,251 $1,005 - $1,045

From Discontinued

Operations $1,038 $1,350 $1,095 - $1,135

B2Gold Consolidated $807 $855 $835 - $875

Fekola Gold Mine - Mali

The Fekola Mine in Mali continued its very strong operational performance with third quarter gold

production of 112,321 ounces, above budget by 4% (3,958 ounces) and 5% (5,319 ounces) higher compared

to the prior -year quarter , as the Fekola processing facilities continued to outperform. The operation

continued to demonstrate sustained high processing throughput without reduced recoveries.

For the third quarter of 2019, mill throughput was 1. 7 million tonnes, exceeding budget by 15% and the

prior-year quarter by 23%. The average grade processed was 2. 16 grams per tonne ("g/t") together with

average gold recoveries of 94.1%. Continuing the trends set in the first -half of the year, processing of ore

with favourable metallurgical characteristics (including oxidized saprolite ore ) combined with finer than

budgeted feed size from the primary crusher (due to a combination of better ore fragmentation in the pit