BTG - B2Gold and Sandbox Royalties Partner to Create Versamet Royalties; B2Gold Receives $90 Million Equity Interest in Versamet | Benzinga
VANCOUVER, British Columbia, June 06, 2024 (GLOBE NEWSWIRE) -- B2Gold Corp. (TSX:BTO, NYSE:BTG, NSX: B2G)) ("B2Gold" or the "Company") is pleased to announce that it has entered into a purchase and sale agreement (the "Agreement") to sell a portfolio of 10 precious and base metals royalties (the "Royalties") to Sandbox Royalties Corp. ("Sandbox"), a private, returns-focused metals royalty company (the "Transaction"). In connection with the Transaction, Sandbox has been renamed Versamet Royalties Corporation ("Versamet"). All dollar figures are in United States dollars unless otherwise indicated.
Under the terms of the Agreement, Versamet will acquire ownership of the Royalties and as consideration will issue 153.2 million common shares to B2Gold at a price of C$0.80 per share, representing an equity ownership interest in Versamet of 33.0% valued at approximately $90 million. The Royalties are comprised of the following:
- 2.7% net smelter return ("NSR") royalty on the Kiaka Gold Project, owned by West African Resources Ltd.;
- 2.7% NSR royalty on the Toega Gold Deposit, owned by West African Resources Ltd.;
- 2.0% net profit royalty on the Quebradona Project, owned by AngloGold Ashanti Ltd.;
- 2.0% NSR royalty on the Mocoa Project, owned by Libero Copper & Gold Corp.;
- 1.5% NSR royalty on the Primavera Project, owned by Calibre Mining Corp.; and
- Five additional exploration stage royalties.
B2Gold has retained ownership of the 22.5% silver royalty on Glencore's Hackett River project (the "B2Gold Hackett River Royalty"). Separately, Versamet owns a 2.0% NSR royalty on Glencore's Hackett River project. B2Gold will continue to explore value maximizing alternatives for the B2Gold Hackett River Royalty.
"This strategic partnership provides B2Gold with an attractive opportunity to unlock the value of our royalties which have gone largely unrecognized by the market and were not a core part of our business," said Clive Johnson, President and CEO of B2Gold. "As a significant shareholder, B2Gold is pleased to retain meaningful upside exposure and leverage to Versamet as its experienced management team stewards its strengthened asset base and continues executing on its growth strategy to create future shareholder value."
The closing of the first phase of the Transaction occurred on June 5, 2024, and included the royalties on the Kiaka Gold Project, the Toega Gold Deposit, the Primavera Project, and two exploration stage royalties. In connection with the first phase closing, B2Gold received 122.0 million shares of Versamet valued at approximately $72 million. The remaining royalties are subject to various right of first refusal or right of first offer provisions, which are expected to lapse or be exercised within the next 60 days, at which time the closing of the second phase of the Transaction is expected to occur.
In connection with the closing of the first phase of the Transaction, the parties have entered into an Investor Rights Agreement which, among other customary terms and conditions, entitles B2Gold to nominate one member to Versamet's Board of Directors and pro rata participation rights with respect to future capital raises. B2Gold's strategic partnership will provide ongoing exposure to Versamet's ...