Precious Metals

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

African Gold Group, Inc. (TSX-V: AGG) (" AGG " or the " Company ") is pleased to announce that it has closed its previously announced C$4 million non-brokered private placement financing of common shares (the " Offering ") on an oversubscribed basis for gross proceeds of C$4,599,921.75.

Pursuant to the Offering, the Company issued 30,666,145 units of the Company (each a " Unit " and collectively, the " Units ") at a price of C$0.15 per Unit. Each Unit consists of one common share of the Company and one half of a common share purchase warrant (each whole common share purchase warrant, a " Warrant "). Each Warrant will entitle the holder to acquire one additional Common Share of the Company at an exercise price of C$0.25 until June 24, 2023.

Certain directors and officers of the Company purchased or acquired direction and control over a total of 1,166,667 Units under the Offering. The placement to those persons constitutes a "related party transaction" within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 -Protection of Minority Security Holders in Special Transactions (" MI 61-101 ") adopted in the Policy. The Company has relied on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of related party participation in the placement as neither the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it involved the related parties, exceeded 25% of the Company's market capitalization (as determined under MI 61-101). Further details will be included in a material change report to be filed by the Company.

Net proceeds from the Offering will be used to continue exploration activities at the Company's flagship Kobada Gold Project with a view on targeting an increase in resources and reserves in the near term.

Danny Callow, Chief Executive Officer of AGG states, "the success of the drilling campaign to date where deeper oxides, additional mineralised zones outside of the current ore resource envelope, encouraging grades and confirmation of economic gold mineralisation within a new shear zone structure at our Gosso target has given us a significant amount of confidence in the exploration upside potential of Kobada. The additional funds will be targeted towards updating our resources and reserves and focus on adding significant value to the project."

In connection with the closing of the Offering, the Company has paid aggregate finder's fees of $121,507.50 in cash and 810,165 finder's warrants (" Finder's Warrants ") to certain finders. Each Finder Warrant will entitle the holder thereof to purchase one Common Share at a price of $0.15 for a period of 24 months from the date of the closing of the Offering. All securities issued under the Offering are subject to a statutory hold period ending on June 25, 2021.

The securities offered under the Offering have not been registered under the U.S. Securities Act of 1933 , as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

ASX Dual Listing

The Company will commence investigating the merits of a dual listing on the Australian Stock Exchange (" ASX ") . The Company believes that dual listing on ASX could provide a larger pool of investors to support the Kobada Gold Project.

Danny Callow, Chief Executive Officer of the Company commented, "We have seen continued good support from Australian institutional investors and feel that a dual listing could further raise the profile of AGG within Australia and provide access to Australian investors many of whom can only invest on the ASX."

Investors Relations Agreement

Further to the Company's press release dated April 2, 2020, the Company announces that the investors relations agreement dated as of March 27, 2020 between the Company and Hybrid Financial Ltd. has been terminated.

About African Gold Group

African Gold Group is a TSX Venture Exchange (TSX-V: AGG) listed exploration and development company with a focus on building Africa's next mid-tier gold producer. The Company has a highly experienced board and management team with a proven track record in the African mining sector operating mines from development through to production. AGG's principal asset is the Kobada Project in southern Mali, which is in an advanced stage of development having completed the 2020 definitive feasibility study and is targeting gold production of 100,000 oz per annum. As well as the initial Kobada Gold Project, other exploration locations have been identified on the Kobada, Farada and Kobada Est concessions, offering
potential for an increase in resource. For more information regarding African Gold Group visit our website at www.africangoldgroup.com.

For more information:

Danny Callow
President and Chief Executive Officer
+(27) 76 411 3803
Danny.Callow@africangoldgroup.com

Scott Eldridge
Non-Executive Chairman of the Board
(604) 722-5381
Scott.Eldridge@africangoldgroup.com

Daniyal Baizak
VP Corporate Development
(416) 861-2267
Daniyal.Baizak@africangoldgroup.com

Camarco (Financial PR)
Gordon Poole
Nick Hennis
+44 (0) 20 3757 4997
AfricanGoldGroup@camarco.co.uk

Cautionary statements

This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, statements regarding, listing of the securities of the Company on the ASX, the intended use of proceeds of the Offering and other matters relating to the Offering. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved".  Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of AGG to be materially different from those expressed or implied by such forward-looking information, including but not limited to: receipt of necessary approvals; general business, economic, competitive, political and social uncertainties; future prices of mineral prices; accidents, labour disputes and shortages and other risks of the mining industry. Although AGG has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. AGG does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

NEITHER TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.


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News Provided by GlobeNewswire via QuoteMedia

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B2Gold Corp. (TSX: BTO) (NYSE AMERICAN: BTG) (NSX: B2G) ("B2Gold" or the "Company") is pleased to announce the voting results from its Annual General and Special Meeting of Shareholders (the "Meeting") held on Wednesday, June 22, 2022 . A total of 812,572,340 common shares were voted at the Meeting, representing 76.59% of the votes attached to all outstanding common shares.

B2Gold logo (CNW Group/B2Gold Corp.)

Shareholders voted overwhelmingly in favour of all items of business before the Meeting. The nine director nominees listed in B2Gold's Management Information Circular ("the "Circular") dated May 11, 2022, were elected as directors of B2Gold to hold office for the ensuing year or until their successors are elected or appointed. Detailed results of the vote for each director are set out below:

Name

Total Votes
in Favour

Total Votes
Withheld

Outcome of
Vote

Clive Johnson

736,151,813

96.09 %

29,915,129

3.91 %

Approved

Robert Cross

709,667,695

92.64 %

56,399,248

7.36 %

Approved

Robert Gayton

700,910,563

91.49 %

65,156,380

8.51 %

Approved

Jerry Korpan

719,751,227

93.95 %

46,315,715

6.05 %

Approved

Bongani Mtshisi

762,480,309

99.53 %

3,586,634

0.47 %

Approved

Kevin Bullock

763,103,938

99.61 %

2,963,005

0.39 %

Approved

George Johnson

763,543,292

99.67 %

2,523,650

0.33 %

Approved

Robin Weisman

692,770,896

90.43 %

73,296,046

9.57 %

Approved

Liane Kelly

723,856,744

94.49 %

42,210,199

5.51 %

Approved

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The resolution regarding the Advisory Vote on Company's approach to Executive Compensation was approved with 80.36% of votes cast in favour.

A report on all items of business voted on at the Meeting will be filed on SEDAR at www.sedar.com .

Webcast/Dial-in Playback Details

A playback of the Meeting will be available until Wednesday, July 6, 2022 , on B2Gold's events page or by dialing +1 416-764-8677 (local – Toronto) or +1 888-390-0541 (toll free – North America) (passcode 420261#).

About B2Gold Corp.

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 and numerous exploration and development projects in various countries including Mali , Colombia , Finland and Uzbekistan .

On Behalf of B2GOLD CORP.
"Clive T. Johnson"
President & Chief Executive Officer

For more information on B2Gold, please visit the Company's website at www.b2gold.com or contact:

Randall Chatwin
SVP, Legal & Corporate Communications

+1 604-681-8371

rchatwin @ b2gold.com

Cherry DeGeer
Director, Corporate Communications
+1 604-681-8371
cdegeer@b2gold.com

The Toronto Stock Exchange and NYSE American LLC neither approve nor disapprove the information contained in this news release.

Cision View original content to download multimedia: https://www.prnewswire.com/news-releases/b2gold-announces-voting-results-from-its-2022-annual-general-and-special-meeting-301573625.html

SOURCE B2Gold Corp.

Cision View original content to download multimedia: http://www.newswire.ca/en/releases/archive/June2022/22/c4774.html

News Provided by Canada Newswire via QuoteMedia

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