EX-FILING FEES 14 exhibitfilingfees.htm EXHIBIT FILING FEES B2Gold Corp.: Exhibit FILING FEES - Filed by newsfilecorp.com

Exhibit 107

Calculation of Filing Fee Table

Form F-3D

(Form Type)

B2Gold Corp.

(Exact Name of Registrant as Specified in its Charter)

Table 1: Newly Registered

Security
Type
Security
Class
Title
Fee
Calculation
Rule
Amount
Registered
(1)
Proposed
Maximum

Offering
Price Per
Unit
Maximum
Aggregate
Offering Price
Fee
Rate
Amount of
Registration
Fee
Equity Common shares without par value 457(c) 129,693,690 (2) $3.0775 (3) $399,132,331 $ 0.0001102 $43,985
Total Offering Amounts   $399,132,331   $43,985
Total Fee Offsets       $43,449 (4)
Net Fee Due       $536

(1) Represents common shares, without par value ("Common Shares"), that may be issued under the B2Gold Corp. Dividend Reinvestment Plan (the "DRIP"). Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the "Securities Act"), this registration statement shall also cover any additional Common Shares that may be issued as a result of any stock dividend, stock split, recapitalization or similar transaction effected without the Registrant's receipt of consideration which would increase the number of outstanding Common Shares.

(2) Represents the number of Common Shares reserved for issuance under the DRIP.

(3) Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(c) promulgated under the Securities Act on the basis of the average of the high and the low price of Registrant's Common Shares as reported on the NYSE American on August 25, 2023.

(4) See "Table 2: Fee Offset Claims and Sources" to this Exhibit 107 for information related to the fee offset.


Table 2: Fee Offset Claims and Sources

In US Dollars

  Registrant
or Filer
Name
Form
or

Filing
Type
File
Number
Initial
Filing
Date
Filing
Date
Fee
Offset
Claimed
Security
Type
Associated
with Fee
Offset
Claimed
Security
Title
Associated
with Fee
Offset
Claimed
Unsold
Securities
Associated
with Fee
Offset
Claimed
Unsold
Aggregate
Offering
Amount
Associated
with Fee
Offset
Claimed
Fee
Paid

with
Fee

Offset
Source
  Rule 457(p)
Fee Offset Claims B2Gold Corp. F-3 333-274243 August 28, 2023   $43,449 Equity Common shares without par value (1) $129,693,690  
Fee Offset Sources B2Gold Corp. F-3 333-274243   August 28, 2023           $43,449

(1) On August 28, 2023 the Registrant filed a registration statement on Form F-3 (File No.  333-274243) (the "Prior Registration Statement") and paid a registration fee of $43,449.  The Prior Registration Statement was not declared effective and no securities were sold thereunder. The Prior Registration Statement was withdrawn by filing a Form RW on August 31, 2023.