Good morning, ladies and gentlemen. Welcome to the B2Gold Third Quarter 2014 Results Conference Call. I’d now like to turn the meeting over to Mr. Clive Johnson, President and CEO. Please go ahead, Mr. Johnson.

Thanks Ronnie. Good morning or good afternoon depending on where you are. Thanks for joining us for the B2Gold third quarter quarterly conference call. We're going to review the quarter and talk about our operations going forward a bit and then we're going to open it up for questions at that time. A few highlights from the third quarter. A lot of you have seen the results. So far we've produced 90,000 ounces of gold. Cash operating cost of $732 an ounce, which was higher than we've been budgeting. We had a gold revenue of $114.9# million for the quarter and maintained a strong cash position of almost $180 million at quarter end. We have had I think as we made it very clear some few operational challenges over the last couple of quarters, but we are happy with the results and now we're dealing with those and in fact as you'll hear the Masbate Mine had a record month in October since the start of the mine of over 20,000 ounces. So it's recovering well and Dale is going to tell us a bit more about the issues we faced and how we resolved them both at Masbate and also at the Limon Mine. So these are not systemic problems with either operation, but they're one-off scenarios and we think we've learned from them and moved on and improved. We're actually on track for our renewed guidance for the year of between 380,000 and 385,000 ounces of gold production and one other - important developments during the quarter was the completion of the acquisition of the Papillon Resources transaction. We're very excited about the Fekola project and we will talk a bit about that. And also very important quarter in terms of the Otjikoto construction, which is going very…

Okay. Thanks Clive. I'll just walk us quickly through the quarterly results and then the P&L and then a couple of comments on the cash flow and the balance sheet. So firstly on the income statement, as Clive said, we had revenues for the period of about $115 million, which represents sales of about 91,000 ounces and that was about 14,000 ounces less than originally budgeted and those shortfalls really came from - of a 6,500 less ounces sold from Masbate and about 7,000 ounces less sold for Limon and we'll touch on those shortfalls as we discuss production numbers. Overall revenues were down about compared to the comparable period by about 14 million. The decline in gold price accounted for about $6 million of that, decrease in ounces sold accounted for about $3 million and the prior year there were also accounting [indiscernible] we had in revenue of about $5 million, which weren’t repeated in the current year. So looking at production, ounces produced in the period were just over 90,000 ounces, which again is just shy of 15,000 ounces less than budget and no shortfalls consistent with the sales in Masbate, a shortfall of [7500] [ph] ounces, in Limon of about 7,000 ounces. As Clive said, cash cost for the period was $732 an ounce consolidated and if you break that down, you can see Libertad performed very well as production was almost exactly on budget and it had cash cost of $560 an ounce, which is just about $17 higher than budget, but very close. And Masbate, you had cash cost of $793 an ounce, which is actually $9 less than budgeted. So although we had a shortfall in production here Masbate benefitted from lower strip ratios and higher volumes actually mined and put into the stockpile.…

Excuse me. Thanks Mike. We're going to pass over to Dale Craig now, VP-Operations. Dale is responsible for overseeing production at the Masbate Mine in the Philippines and the two operating mines in Nicaragua. Over to you Dale.

Thank you, Clive. Our operations in the third quarter, we continue to focus on resolution of some specific issues in two of our operations. For Masbate, third quarter production was 43,746 ounces, which was 7,514 ounces below budget. Reduced gold production was directly related to issues encountered with the SAG mill after the initial run in period. As the operational team commenced to charge a [full mill Volvo] [ph] in mid-July elevated bearing temperatures were observed in the SAG discharge. Throughput and recovery was affected as maintenance crews worked through a series of exercise to determine the causes for the temperature increase and these included checks and modifications where necessary for [pedestal] [ph] clearance, pinion movement, lubrication function, cooling efficiency and mill alignment. The mill is functioning well now. Currently we're running with a high throughput and a low ball mill load, which really suits the soft ore that we are processing from now through to year end. In January, a pinion locking plate which will keep the pinion drive in position during loaded start-ups will be installed and a new bearing -- a discharge bearing will be installed. Additional modifications to the cooling system will be carried out later, although frankly the current operating temperatures are well within operational limits. In fact they are at the low end of the operational limits. The changes in January are designed to permit the operation of the SAG mill at its full design performance. The pending consultant report will indicate what if any critical spares we should be keeping [ahead] [ph]. For the final quarter in 2014, the mine is operating two excavators in Colorado pit to process softer higher grade oxide ore, which will work really well with our current SAG configuration. We reserved it through September, October and November. We're…

Thanks Dale. We'll leave it to the end for any questions. So I am going to ask Bill Lytle, who's in Namibia to give us an update on the exciting construction developments down at Otjikoto. Bill?

All right. Clive, do you hear me?

Fine.

Okay. Excellent. Well I think Clive set it up by summing it all up. We continue to remain on time and on budget. Basically we're coming right down to the very end of construction on the earth work side, on the civil side, we're more than 95% complete with only the final grading and drainage remaining. On the mill side, the primary crusher has been commissioned and hand over to operations who actually run [wafer from] [ph] the circuit and we're now piling on materials on to this stock pile pad. The second ball mills are complete. They're planning on putting a ball charge around next week and the plan is to get them running by the end of this month and hand them over to operations. The lease circuit is completely filled with water. All the agitators are running, they're pushing the node against the power plant and the intension is to produce gold by the middle of December. On the -- the El facility has been complete since the beginning of the year. Basically what we're doing now is just finalizing the fence around the edges putting the [stake] [ph] in and putting lock ways in. The mill on budget, basically on schedule, slightly more than 40 million tonnes produced. The power house was commissioned at the end of October and handed over to an contractor. It's fully operational. So the schedule shows us at plus 95% complete with no major outstanding items to be completed to produce gold. We're currently in the process of transitioning from construction to operational employees. So we've been doing a very strong stakeholder engagement program both with employees and with government officials to make sure everyone is aware of what's happening and as I said, the plan is to produce gold by the end of the year. That's all I have.

Okay. Thanks Bill. Just we talked in the news release little bit about Otjikoto and the plans going forward, as everyone is aware, we had the discovery in the drilling of a higher grade Wolfshag zone very close to the plant. So you’ve seen us talk about production increasing very dramatically over the next couple of years. Otjikoto and we've planned all along to build plan to get around 2.6 million tonnes a year, which is what we're completing the section on right now, but we said that given the existence of Wolfshag, would actually should leave the ability to -- where very little extra money upgrade the facilities, so they can handle 3.1 million tonnes a year and we were starting that now actually. So that will be completed by the third quarter of next year and that will take the capacity out as I mentioned and we're only about $15 million which involves a couple crusher, couple more tanks, a little bit more equipment, so obviously no-brainer in terms of the capital returns. So what that does is that simply by mining the Otjikoto ore body faster, that's where we see a significant increase in production and next year we're looking at 140,000 ounces, 150,000 ounces of low operating cost of around 500 -- little higher than 500 an ounce gain and should be less than 800 an ounce. And a big jump in production in '16 as we have the larger tonnage and better grade in that part of the Otjikoto ore body, so we're looking at approaching 200,000 ounces with similar low operating cost is what we're expecting in 2016 and then it comes back down a little bit so far in the month 170,000 ounces for '17. Now all that is without Wolfshag yet, so…

Certainly, thank you. (Operator Instructions) The first question is from Andrew Quail of Goldman Sachs. Please go ahead. Andrew Quail – Goldman Sachs & Co.: Hey, hi Clive and team, just a couple for me, first on Masbate, look obviously the raises you guys have highlighted the recovery right as well and we can point to things like that, but did you say revaluing in Q4 and obviously in 2015, but do we get back to a more sort of level rise that we saw end of say 2013 on the recovery rate?

Well we’re Dale, do you have the fourth quarter…

Yeah sure we’ve in our initial production schedule, we knew the back half of 2014 would be a better half and we’re certainly seeing that now that we’ve got the issues of the SAG mill break that. We’re certainly looking for a big final quarter in order to recoup some of the challenges that we had in the third quarter. Recoveries are sitting better than 80% at this point with the high offsite value. And about as anticipated, I’d say given the pieces that we're providing at this point.

We haven’t come out yet with our projections for each of the mines which we'll do. So surely or early into the new year so we'll -- and also we’re going to -- we’re awaiting the results from the expansion test which included a bunch of additional metallurgical drill work. So we're putting all that data together to see what looks like going forward. Andrew Quail – Goldman Sachs & Co.: And just on maybe what to do with Otjikoto, what sort of -- can you just run sort of breakdown of the power cost?

Bill, do you have that? Andrew Quail – Goldman Sachs & Co.: And just sort of exactly if there are any sightings given the oil cost so often.

It’s hard for me to hear the question, can you repeat it.

The question was on the power cost at Otjikoto, what field price are we using and what do we see there?

Oh, the actual power cost for Otjikoto, it's basically in line with the feasibility. We're slightly less than feasibility which is about $0.16 per kilo-watt hour and the feasibility had slightly less power consumption than what we’re actually going to -- what we’re projecting for 2015. So the actual cost will be slightly higher, but the cost per kilo-watt hour is slightly lower. So it's about a wash.

And Bill where are we at on the solar possibility for Otjikoto?

Yeah, so we’ve completed a feasibility with the company called Suntrace at Europe to deliver between 5 megawatts and 10 megawatts of solar power. Currently we're in the process of negotiating what the long-term ramifications there would be. It's basically going to be a take or pay contract until we trying to figure out what the maximum or optimal amount of megawatts would be and so that -- that’s really up and exactly coming right now to bring a proposal to the Board, but that looks very positive. Andrew Quail – Goldman Sachs & Co.: Thanks.

Thanks.

Thank you. The following question is from Rahul Paul of Canaccord Genuity. Please go ahead.

Hi, everyone, a question on Otjikoto development seems to be going quite well at the seat. Just wondering if could tell me what the size of the ore stock file is in terms of tons and freight?

Rahul, first of all, really it's not going quite well, it's going great. Bill, do you know what we've got in terms of the stock file there? What we’re going to have? I think we've put up a release.

Did we put it in the release? I am not sure we did. In the stock pile, we’re sitting at currently just under 350,000 tons at a grade of about 1.1 grams per ton.

Okay. And then on the just also wanted to clarify on the capital of the $244 million initial capital, how much is left to spend and how much do you expect to spend in Q4 and do expect some of that to carry over into 2015?

Mike, do you have an answer.

Yeah, I think the -- well, the total capital all in with everything for the feasibility was 337 and according the staff that was originally intended to be released in pre script, all of that we've got approximately in the fourth quarter $32 million plus plan to bring us in line on budget as we've discussed and it's likely that a little bit of that might roll over into next year in terms of the actual cash spend, but right now that’s what we’ve got budgeted.

Okay. So you’ve spend as you think the side sum another $32 million to be spent?

Yeah, correct.

Okay, thanks.

Thanks Rahul.

Thank you. The following question is from Ovais Habib of Scotia Bank. Please go ahead.

Hi, guys most of my questions were answered, but just a couple of questions I wanted to ask, just on Limon, you guys were talking about starting up the [pit to a vain] [ph] I believe in Q2 and now you’re looking -- it looks like you guys are back at going further with developing one, is the plan still to develop Santa Pancha 2, in conjunction with one and does that give you more flexibility going forward?

The short answer is yes, had a Santa Pancha 2 originally was budgeted for only about 10,000 ounces or 10,000 tons of contribution in the 2014 budget. Our development is well extended in Santa Pancha 2 and it will be a significant contributor to our production profile in 2015.

That's great guys. Okay and in terms of the Masbate expansion, Clive you were mentioning that obviously Fekola comes at a better priority than the Masbate expansion right now. Depending on the study, would you still be looking at an expansion there or you having other priorities in place right now before the Masbate expansion comes into play?

Well we'll have to wait and see. Of course the report says, but if the report suggests that its positive in the future, to look at an expansion which could be adding more mill capacity I guess and more tanks things like that. Obviously yeah, the future we could look at that and the nice thing is that under our control there is no debt at Masbate so down the road, something you could do if you wanted to, you could use five-year revolver to go in and do [matching] [ph], but the good thing is it's in our option in our call.

Okay. Thanks, and just a final question on Libertad in terms at Mali EnCana you guys are going through permitting and you also mentioned the relocation that's ongoing as well. I mean how many people are you reinstating and how -- can you give us some color as how that's going about?

Yeah sure. The short answer is really quite well. We're really happy with the adapters. There are about 70 houses that we see that will be needed to be relocate it. Our relocation team is already been in the field in the last month reviewing the coming event with residents and coordinating with them for a move. So we anticipate that that will move forward and it should be completed in time for our anticipated EnCana development roughly in mid year, next year.

That's great guys. That's it for me. Thanks so much.

Thanks.

Thank you. The following question is from Michael Gray of Macquarie Capital Markets. Please go ahead.

Hey good morning. Clive, on Otjikoto the stock pile, was that a total grade between high grade and low grade stock piles, can you just clarify?

Bill did you hear that?

Yeah I heard that, but that's the overall grade, that's correct.

Okay so you have multiple stock piles of high grade and low grade right now?

That's correct. We have a high grade stock pile that's about 1.3 grams and a low grade stock pile of 0.5 grams per ton.

Okay great, thanks. And on Wolfshag I noticed you've got new drills also in the MD&A untapped to some over a half ounce or 15 meters, are these in line with expectations overall and is the structural stereographic models continuing to be predictive?

I'm going to pass it over to Tom. We're just trying to find the results.

Sorry Mike, I'm not sure what we put in the MD&A but the core Wolfshag is as expected. The WA is on, the WB zones are both coming in with other and locally you get some pretty good grades. But there's nothing to say that it's a huge surprise either positive or negative. We do get, we know that we get some really high grades on there. In terms of the structural model it's changing slightly but not a lot based on what we see in the open pits or the open pit at Otjikoto, that [thrust] [ph] is still real, but there is a straight component to it also that's creating the openings.

Okay. Thanks. Just congratulations on the CSR Award in Nicaragua.

Yes. Thanks.

Thank you. The following question is from Chris Thompson of Raymond James. Please go ahead. Chris Thompson – Raymond James: Hi good morning guys. Thanks for the opportunity. Thanks for the call. A couple of quick questions here, I mean probably for you Dale, looking at I guess mill feed mix for Masbate, percentage of grades actually that came from the Colorado pit for the quarter against I guess the mains vane.

Overall offsite feed was 70 percentage of grade, give me a minute, see if I can infer it from our summary sheets here, yeah I don’t have the good grades down here, but I can tell you that we're running about 1.24 grams per ton and the material coming out of Colorado will be pretty significant contributor to that area other background grades were running typically on transition and primary yours would be in the 1.1 range. Chris Thompson – Raymond James: Okay, great, so you know I mean just looking I guess at the reserves I guess, the lost reserves in Colorado were significantly lower in grade and obviously this is under review and we're anticipating a new reserve shortly, you have enough good grade I guess in Colorado to satisfy maybe six months of production, that sort of rate?

Yeah, our budget is still under development so that we said that things may change a little bit, but we see carrying 60% oxide through the front half of the coming year. I think one of the things that could positively affect Masbate going forward and that's just pertain to expansion as well. So that's basically the discovery of additional oxide material or better grade transitional material. We've never seen that in two zones [indiscernible] and Montana and this is some of the drilling that Tom and his guys have been doing. So, the other way to push out the need for expansion and the other way to continue with better recoveries has always been Masbate the exploration potential which we rate very highly to find near surface oxide or good recovering -- better recovery transitional stuff -- so that's happening and that's encouraging. And as that goes on, so will a lot of material may be we'll be able to get in mining there sooner rather than later. So that’s a good entry for this month. Chris Thompson – Raymond James: Thanks Clive. Just quickly moving on to Libertad, again I understand that you guys are preparing your guidance for next year and budgets and whatever but sort of mix that we saw against as far as from the pits for the mill feed for the Q3, is Santa Maria still around or is that, what's the status there?

Santa Maria has been completed. Crimea we are even processed and finishing up. So the primary mill feed that you'll see over the coming months in the Mojon development area, Jabali Central and [indiscernible] as we can use it. Chris Thompson – Raymond James: All right, okay. Any comment, any color on the ground potential against Mojon.

Sure. We're in that process of looking at that development and our plans are to include that development in our 2015 budget? Chris Thompson – Raymond James: All right so there is a chance you might go underground I guess with Majon?

Yes. Chris Thompson – Raymond James: Okay. All right and then finally it's just something obviously that I noticed in the MD&A and I noticed it before but just comment very quickly on the ownership I guess, the color something to do with this ZTS claim?

Sure -- that's closed by [Papillon] [ph]. There is an underlying ownership of the Fekola project and they've been in discussions with a local owner and they've been looking at negotiating an agreement with locals. So we're understanding but that is now we've got some things down there right now actually and that's part of way going forward here soon. That's been an [event] [ph] addition to that, we need to get what the local partner there and see if we can find a way forward for everyone. We do believe that the local ownership has the right to a certain ownership. Our view of there, was that is and there is -- we're very [happy] [ph] and there is seem to have been a part in the past. But we're getting involved now that we're confident that [interest] [ph] and move along and move forward. So we're looking forward to getting that wrapped up as part of the whole convention to go forward with government. Chris Thompson – Raymond James: Great Clive thanks a lot and the team congratulations. I look forward to Otjikoto.

Thanks Chris.

Thank you. The following question is from [indiscernible] Please go ahead.

Yeah hey, thanks for taking my question, just a real quick, once you get Otjikoto online, what will be the maintenance or sustaining CapEx going forward?

Well shuffling with that.

Otjikoto next year we're looking at somewhere in the region of $20 million, round about $25 million. Yeah there are some prescripts in there and we're in the process of updating the life of mine plant for Otjikoto, so I don't think I can comment on that.

Yes hopefully recurring, sustainable capital number.

We're hoping to lower that probably I guess on a sustaining basis, but…

Okay, thanks.

Thanks.

Thank you. The following question is from Jeff Killeen of CIBC. Please go ahead.

Hi guys, thanks for your time today. Just to go back perhaps -- I had a question on that claim at Fekola. was that something just to clarify, was that something that has been disclosed through the acquisition process and did you get a felling from [them] that this is something that have already been working on? Or…

Yes, definitely, we were having with their disclosure and obviously due divulgence they now they disclosed all of the history of updating legal agreements and to wind your way to that, you may now have a certain percentage of ownership that we agree with that, so we, divulgence and we came to the summer view of Papillon legal people about the rights of ownership for that. Percentage and now we will get involved in negotiation discussion with the local owner and I think they should be. I was hoping it would be positive, because we're including [NOV] [ph] in the position to move this project forward now. So that will be part of a close honor next few months is looking to -- that we satisfied ourselves that Papillon was in a very good and a strong legal position and that is still our view today.

Okay, great and then just from the previous work that you’ve looked at do you get a sense of deal that comes down the road, would it be the monitory sense or is more of something looking in the interest in the project or where would you gravitate towards?

Well, we are negotiate then your ---I don’t want to say too much at the end of the day we think that the owner has a right to certain interest in the proceeds and the project. So the question will be defining that and there is lots of different ways to do that. There may be a combination of some -- we’d assumed I guess we assumed a combination of some form of a and it belong with something that never long.

Okay, great thanks and then lastly you’ve noted, you would like to get moving on the project Fekola fairly quickly and obviously it's a lower cost asset and make sense of these kind of prices, what do you think your flexibility is if you know just from a decision of maybe financing taking longer than expected something like that, what do you think your flexibility is in terms of moving that project timeline around?

Well I think we have the rights to do that. So we have -- we’re looking from an exploration to an expectation basis now because that's a lot of questioning for that and we understand the way forward there and I think it about a three year, initial three-year term to get going in construction. So we've got -- we have the ability to move that schedule if need be and frankly you’ve got some good grade there. So the alternative would be I don't see this coming about. The alternative would be in the lower gold environment. You could potentially build something smaller to start and look at expansion, but we're comfortable with the interest level we’ve got and our positive performance to date and there is a lot of keen interest out there. So I am very confident, we can put together attractive package for whatever additional financing we acquired. As I said, a lot of it might be as simple as renegotiating our revolver and there’s a lot of banks that are very keen. A lot of their French banks are very keen at Mali and have done a lot of work there. So we’re very confident that we can get going and this is the right time to build the mine like this. So we’re going to be cognizant in making sure we don’t have something too much debt that's something we're always cognizant of, but this is the kind of mining we want to build in a market like this and we're really committed to getting at them.

Okay, very well thanks and then sorry just lastly then can you give us an idea on you said you know there is a possibility it could be staged the long-term gold price you’re using now for your current mine is 1,300 is that what we should expect for Fekola updates and potentially for Masbate expansion as well?

Yeah, we’re looking at, we’re using internally of course we look at 1,200 and how hard look and even though below that. But we’re not comfortable with looking at around 1300 as a guide for going forward for now, but the question on our budgets for next year what are we using 1,250 or...

So we use 1,150 for running our cash flow.

Okay, great that’s all for me thanks for your time.

Thanks Jeff.

Thank you. This concludes today's question-and-answer session. I would now like to turn the meeting back over to Mr. Johnson.

Okay, well thanks everyone for your time. We're looking forward very much to getting up right and we're excited about what the future holds for B2Gold and we feel very fortunate to be in a strong position going in what is obviously a challenging market for the metals but we're responding well to that and fortunately we have a lot of we think it's ample growth opportunities. So we look forward to reporting again soon. Thank you.

Thank you. The conference has now ended. Please disconnect your lines at this time. We thank you for your participation.