The Project consists of four (4) deposits, Malikoundi/Boto 2, Boto 5, Boto 4 and Boto 6, all of the late orogenic type.

Boto can be divided into three north trending litho-structural domains (020° N) that are well delineated in both induced polarization (IP) and magnetic surveys. From west to east, the three domains are:
• Western Flyschoid Domain.
• Central Deformation Corridor.
• Eastern Siliciclastic Domain.

Malikoundi/Boto2, Boto 4, and Boto 6.
At Malikoundi/Boto 2, Boto 4 and Boto 6, the regolith is composed of pedolith (soil, ferricrete, and laterite), saprolite, and transition weathering profiles (saprock) that average 8 m, 20 m, and 10 m in thickness, respectively. The detailed study of regolith has made it possible to distinguish between transported and in-situ regolith. The assay results from up-dip expressions of mineralized zones, confirm in-situ mineralized regolith. Mineralization in fresh rock is mainly associated with pervasive albite alteration and pyrite.

Interpretation of structural data collected from oriented drill core has shown differences between Malikoundi/Boto 2, Boto 4, and Boto 6. Boto 6 is characterized by a bedding strike of 025° N, whereas Malikoundi/Boto 2 appears to have two bedding strike directions of 015° N and 030° N. The two bedding strike directions observed at Malikoundi/Boto 2 may result from ductile deformation within the impure marbles and laminated detrital sediments. Contrary to other parts of the structural corridor, a significant rotation of bedding strike to 147° N is noted in the drill core at Boto 4.

At Malikoundi/Boto 2, a 30° to 60° westward- dipping thrust fault has been observed in drill core at the contact between the Guémédji sandstone and the sequence of marble/laminated sediments. Of particular interest is a large lens of Guémédji sandstone that lies above the fault. This over-riding block of sandstone from the north end, cut out and moved from the Guémédji sandstone unit, is the main host of mineralization in this prospect. As a result of these movements, this lenticular block was severely fractured against adjacent rocks, and this fracturing was the conduit through which the gold-carrying fluids circulated and the mineralization was deposited. Thus, the fracturing associated with the sandstone lens is the principal carrier of mineralization in facies as diverse as sandstone, pelites, agglomerates, cipolin (unclean marble), or sometimes even syntectonic diorite. This overlap/shear fault was also identified further south in Boto 4 and Boto 6, further north of the Falémé River to the Fekola Gold Mine in Mali (called Medinandi permit), owned and operated by B2Gold; as well as further south to the Tammy permit (Mali). Several different units of cipolin were observed and these units played the role of deformation trends as well as permeability barriers to mineralizing fluids. At Malikoundi North, one of the units of cipolin corresponds to the mineralization zone having accommodated the deformation related to the circulation of mineralizing fluids.

Cipolin units can be subdivided into:
• Stratigraphic Cipolin In-situ: these marbles are distorted but remain in their stratigraphic place and are generally thick.
• Cipolin of Re-crystallized Deformation: these marbles are very distorted and re-crystallized and have been spread along shear structures by deformation. They no longer correspond to the stratigraphic orientation, but to a structural orientation usually making the junction between two different stratigraphic cipolins that were thus accommodated; their thickness is generally low, with an average thickness between 2-3 m and only rarely surpassing 10-15 m.

Boto 5.
The weathering profile of Boto 5 is considerably deeper than that of Malikoundi/Boto 2, Boto 4 and Boto 6. Boto 5 is covered with a layer of pedolith 10 m to 40 m thick under which the saprolite layer can reach up to 80 m thick. The transitional layer under the saprolite is between 10 m to 40 m thick.

The lithological units at Boto 5 strike 015°-020° and include shale, carbonaceous sediment, and basalt. An albitealtered diorite dike that hosts the mineralization at Boto 5 cross-cuts the stratigraphy, striking 045° N dipping between 45° W and 60° W towards the west, approximately 30 m wide, and containing fragments of host rock in places.Four deformation phases occurred at Boto 5. An early phase of brittle-ductile deformation led to the emplacement of barren tourmaline veins. This was followed by reverse brittle-ductile faulting overprinted and reactivated on the northeast trending structures. Gold-bearing quartz-tourmaline veins were formed during this phase. The D2 structures were subsequently covered by a third ductile deformation phase. The latest deformation event is characterized by north-northwest and northeast trending brittle faults that offset the mineralization into blocks.

Similar to the majority of the deposits found in the Kédougou-Kéniéba inlier, gold mineralization at Boto is considered to be of the orogenic type. The orogenic gold deposits in the Birimian Province have been classified into three groups (Pre-, Syn-, and Post-orogenic). The characteristics of Boto mineralization are more similar to those of the post orogenic class.

The Malikoundi/Boto 2, Boto 4 and Boto 6 deposits are hosted by a turbiditic sedimentary sequence, with mineralization concentrating along the contacts of the litho-structural domains. The association of orogenic deposits with turbiditic sequences is well documented by Poulsen et al. (2000). Turbidite-hosted gold deposits within the eastern Kédougou-Kéniéba inlier are controlled by north-northeast trending structures linked to the SMSZ and, occur within the vicinity of intersecting north-northeast and north-north-west structures. At the Malikoundi/Boto 2, Boto 4 and Boto 6 deposits, gold is typically associated with pyrite, which is either disseminated along fractures (crackle-breccia hosted type) or along brittle-ductile veins.

Alteration assemblages observed at Boto 5 differ from those observed at Malikoundi/Boto 2, Boto 4, and Boto 6. The Boto 5 deposit is hosted in a diorite dike that contains abundant endogenic albite or has been pervasively altered to albite. The host rock at Boto 5 is highly deformed and contains a stockwork of quartztourmaline-pyrite veins. Although differing in appearance, this style of brittle- ductile deformation and veining is consistent with an orogenic gold mineralization model.

Pit designs were developed for the Boto pit areas – Malikoundi, Malikoundi North and Boto 5 pits. The pit optimization shells used to determine the ultimate pits were also used to outline areas of higher value for targeted early mining and phase development.

Geotechnical berms of 12 m to 20 m in width were designed in the Malikoundi and Malikoundi North pits at the base of the weathering (transition) zone. For Boto 5, flatter slopes on the hangingwall material were recommended and ramps were incorporated in this material to act as geotechnical berms.

Equipment sizing for ramps and working benches is based on the use of 95 t rigid frame haul trucks. The operating width used for the truck is 6.9 m. This means that single lane access is 21.4 m (2x operating width plus berm and ditch) and double lane widths are 28.3 m (3x operating width plus berm and ditch). Ramp gradients are 10% in the pit for uphill gradients. Working benches were designed for 35 m to 40 m minimum on pushbacks, although some pushbacks in the Malikoundi pit did work in a retreat manner to facilitate access.

The Malikoundi pit is designed as four phases within the main pit. Malikoundi North is designed with two phases. Boto 5 is a single-phase pit.

Various rock types are present in the material mined within the final pits. They include the weathering profile of laterite, saprolite, transition and hard rock. Ferricrete is present in some areas and will be utilized for construction material and roads. All material types will be co- mingled in the waste management facilities (WMF).

Certain portions of the material will be directed to the TMF for embankment construction. In addition, there will be four waste storage areas.

Drainage from each of the WMF will be diverted to sedimentation ponds to ensure the sediments are captured before the water exits the mine property. The sediment ponds will be cleaned annually or more frequently, if required, to ensure storage capacity in the ponds is not compromised.

Several ore stockpiles for the different material types and grade bins will be developed throughout the mine life in order to optimally feed the mill. The stockpiles shapes and sizes will fluctuate throughout the project life. Furthermore, two run-of-mine pads will be located near the crusher. At the end of the mine life, all of these stockpiles will be depleted.

The mine schedule delivers 29.0 Mt of ore grading 1.71 g/t Au to the mill over a mine life of approximately 11 years, including 12 months of pre-production. The mine schedule utilizes the pit and phase designs to send a maximum of 2.75 Mtpa of ore to the mill facility. The maximum mining capacity is 38 Mtpa. The pit phasing and ore stockpiling strategy will ensure that sufficient mill feed is available during the rainy season. Phases will be advanced quickly in the dry season to provide temporary water storage after a rainfall event. Dewatering pumps will evacuate the water from the pits during the wet season.

Project activities in the pre-production period include haul road construction, FWP construction, TMF material placement, initiation of mining in Malikoundi Phase 1 and development of an ore stockpile near the processing plant.

The mill’s production will ramp-up over a three (3) month period before it achieves its nameplate capacity; 60% for the first month, 80% for the second month, and 90% for the third month. Thereafter, the mill will operate at 100%. Throughout the mine life, a blending strategy will be used to feed the mill optimally with soft and hard rock material.

The Malikoundi pit will be mined from the beginning of mining operations until Year 8. The Malikoundi North pit will be mined from Year 1 to Year 4. The Boto 5 pit will be mined from Year 1 to Year 2. From years 9 to 11, the mill will be fed exclusively from the ore stockpiles until they are completely depleted.

Mine Operations
The mine will operate 365 days/year, with two 12-hour shifts/day. The following sections describe the various mine related activities.

In order to reduce dilution, reverse circulation drilling will be completed. This information is then built into the short-range models and used to guide the loading equipment. All grade control drilling will be executed by a dedicated drill rig and crew. All material profiles, including the saprolite, will be drilled.

While saprolite material can be freely dug by the loading equipment, all transition and fresh rock material will be drilled and blasted. A fleet of down-the-hole (DTH) drills will complete all production drilling.

The explosives provider will be responsible for all explosives related activities (loading, personnel, product management, etc.). All holes will be loaded with a bulk emulsion and detonated with an electronic detonating system. Electronic detonators provide greater flexibility to the blasting sequence and reduce mining dilution.

Pre-split holes will be drilled along the perimeter pit phase walls in transition and fresh rock. These holes will be loaded with packaged emulsion and blasted prior to mining.

The primary loading equipment selected for the project is a 15m3 bucket capacity hydraulic front shovel. For additional loading capacity and operational flexibility, 13m3 bucket capacity front end loaders will be used for loading in the pit as needed and for all rehandling work. Additional loading capacity was considered for rehandling material near the crusher. This equipment will be used to optimally feed the mill, as previously described. Loading productivities were evaluated using the Talpac truck haulage simulation software.

The primary hauling equipment is a 95 t capacity haul truck. These trucks will complete all movement of mined and reclaimed material.

The mining operation will be supported by a variety of equipment, including bulldozers, motor graders, backhoe excavators, dump trucks, water trucks, wheel loaders and compactors. This equipment will work to maintain benches around mining activity, haul roads and the various stockpiles.

Furthermore, other support equipment will be used by the maintenance department to service equipment in the field and near the maintenance workshop. These support equipment will include pump trucks, mechanic trucks, welding trucks, integrated tool carriers, and low-boy trailers.

A variety of auxiliary equipment will also be used, including pick-up trucks and lighting plants.

Ore Receiving and Crushing
Run-of-mine (ROM) ore from the open pit will be transported to the plant by 95 t capacity rear dump trucks. The trucks will tip directly into the ROM bin. However, allowance will be made for a ROM stockpile to blend material per grade and hardness if required. The ROM stockpile will be primarily utilized for ore blending to optimize mill power consumption, grade and to equalize, as much as possible, the saprolite content in the feed to the crusher. Ore will be reclaimed, from the stockpile, to the ROM bin by a front-end loader.

A static grizzly (600 x 600 mm aperture), mounted above the ROM bin, will prevent the ingress of oversize material. A mobile rock breaker will be used to break oversize material retained on the static grizzly. Ore will be withdrawn from the ROM bin by a variable speed apron feeder, which will feed a vibrating grizzly. Undersize from the grizzly will report directly to the primary crusher discharge conveyor. Grizzly oversize will feed into a jaw crusher, which will operate in open circuit. Crushed ore from the crusher will discharge directly onto the primary crusher discharge conveyor, which will convey the crusher product and grizzly undersize to the mill feed bin. The product from the crusher area will be at a P80 of 138 mm.

The crusher discharge conveyor will be fitted with a weightometer, to monitor and control the crushing area throughput by adjusting the output of the apron feeder variable speed drive.

The crushing circuit will be serviced by a single dust collection system, comprised of a series of extraction hoods, ducting and a bag house. Dust collected from this system will be discharged onto the crusher product conveyor.

A static magnet will be installed at the discharge end of the primary crusher discharge conveyor. Tramp metal will be manually removed from the magnet when necessary.

Any spillage generated, within the crushing area, will be manually recovered and transported to the mill feed bin.

Auxiliary equipment for the crushing circuit will include:
- Crushing area control station.
- Primary crusher maintenance hoist.
- Primary crusher lube pack.
- Primary crusher area camera.

Grinding and Classification
The grinding circuit will be a SSAG circuit comprising of a single, variable speed SAG mill. The SAG mill will operate in closed circuit with hydro-cyclones to achieve an overflow slurry density of 28.7 %w/w solids, while pebbles will be removed by a trommel screen and recycled back to the SAG feed conveyor via two conveyors. The product particles exiting the grinding circuit (cyclone overflow) will have a P80 of 75 µm.

To achieve the required leach product size when treating ore at the 85th percentile of hardness, a 10.97 m x 5.57 m SAG mill (36 ft x 18.3 ft; 13.5 MW) will be required.

Crushed ore, reclaimed from the ore bin, will be conveyed to the SAG mill feed chute via the SAG mill feed conveyor. Process water will be added to the SAG mill feed chute, to control the pulp density in the mill. The SAG mill will be fitted with discharge grates, which will allow slurry to pass through the mill and will relieve the mill of pebble build-up. The SAG mill product will discharge to a trommel screen for size classification.

SAG mill trommel screen oversize will be recycled back to the SAG Mill feed conveyor via two conveyor belts. Undersize from the discharge screen will flow by gravity to the SAG mill discharge pumpbox, prior to being pumped to the classification cyclone cluster by a single variable speed cyclone feed pump. The classification cyclone cluster overflow will flow by gravity, via a trash screen, to the pre-leach thickener feed distribution box. This overflow stream will be sampled, for metallurgical accounting purposes, before reporting to the trash screen. Trash screen undersize will gravitate to the pre-leach thickener, whilst trash screen oversize will be discharged to a trash bin. Underflow slurry, from the classification cyclone underflow launder, will flow by gravity back to the SAG mill feed chute.

Slurry spillage within the grinding circuit will be directed to a central sump fitted with a sump pump. Slurry from this sump will be discharged into the mill discharge pumpbox.

Auxiliary equipment within the grinding area will include:
- SAG mill drive lubrication system.
- SAG mill liner handler and relining equipment.
- Cyclone maintenance hoist.

The key project design criteria for the plant are:

- Nominal throughput of 2.75 Mtpa ore based on the 85th percentile of hardness for the design blend
of 80% bedrock and 20% saprolite/saprock.
- Crushing plant availability of 75%.
- Process plant availability of 92% supported by the design of the crushing plant, surge capacity where required and standby equipment in critical areas.
- Sufficient automated plant control to minimize the need for continuous operator interface, but allowing manual override and control if/when required.
- A design gold head grade of 2.83 g/t and a LOM head grade of 1.71 g/t.

The treatment plant design incorporates the following unit process operations:

- Single stage primary crushing with a jaw crusher to perform the first comminution stage.

- A vibrating grizzly between the ROM apron feeder and the primary jaw crusher to allow potentially sticky fines to bypass the jaw crusher directly to ........