20 November 2007
Conroy Diamonds and Gold Plc
("CDG" or the "Company")
Final results for the year ended 31 May 2007
Chairman's Statement
I have great pleasure in presenting your Company's Annual Report and Financial
Statements for the twelve months ended 31 May 2007.
Your Company's gold assets in Ireland have never been more attractive, with the
gold price rising significantly so far this year, and seemingly poised to go
even higher in the not too distant future.
So far we have outlined a substantial gold resource on a small part of one
target, with gold mineralisation also identified in the remainder of this
target. In addition, along a 50km trend of our licences, we have several other
targets in which bedrock gold has been identified, and these offer similar, or
greater, potential. Clearly, this brings your Company closer to meeting its
objective of establishing a producing gold mine.
A 500,000oz JORC-compliant gold resource at an average depth of less than 150m,
in a politically stable country, with a mining tradition, excellent
infrastructure, a skilled workforce and only 90 minutes by road from a capital
city: surprising as it might seem, this is what your Company has found in
Ireland.
The resource occupies only 20 per cent. of the first target to be investigated
in detail, namely Clontibret. Preliminary drilling over the remaining 80 per
cent. shows clear evidence of gold mineralisation being present. The
mineralisation also remains open at depth. Further work in this area will
almost certainly increase this resource substantially, so the 500,000oz figure
should be regarded a bare minimum.
This point was emphasised in a mid-2007 review commissioned from Objective
Capital, a leading independent UK corporate research group, which stated that
"The resource is sufficiently defined to support the modelling of a
hypothetical mine plan." It therefore represents a significant step both
towards establishing a gold mine at Clontibret and a new gold province in the
region.
Your Company's licences cover an area of 1,500km2 and form a continuous block
ofground stretching from Co Down to Co Cavan, a distance of over 110km. Within
a 50km2 area, centred on Clontibret and now defined as the Armagh-Monaghan Gold
Belt, your Company has outlined several other similar targets on which
gold-in-bedrock has been identified.
Early stage exploration to the south-west of the Armagh-Monaghan Gold Belt has
also identified two further areas, the Central Structural Zone and Slieve Glah,
with potential for significant gold mineralisation.
Your Company is also active in the Central Lapland Greenstone Belt in Finland.
This belt hosts several gold mines including Agnico-Eagle's 2.5 million oz
Suurikuusikko mine and ScanMining's Pahtavaara mine, an underground operation
north of the Arctic Circle mining an average gold grade of 2.7grammes/tonne. In
the Sodankyla area, where your Company holds several licences, two major fault
systems converge and provide the structural controls needed to host
mineralisation. Several gold-in-soil anomalies are present and your Company
considers it to be an area of major potential.
The strategy of your Company in Finland is to identify economic gold deposits
and ultimately increase shareholder value.
Financials
The loss after taxation for the year ended 31 May 2007 was Euro375,059 and the net
assets as at 31 May 2007 were Euro6,520,516.
During the year your Company acquired the gold interests of Conroy Plc, which
included a number of claims (licence areas) in Finland which have potential
gold prospects and an extensive database. The purchase consideration of Euro
1,000,000 was satisfied by the issue of 19,294,286 ordinary shares of Euro0.03
each.
The directors have not been taking their fees or other remuneration from the
Company since 1 September 2005 thus enabling the Company's exploration work on
the ground to progress on a greater scale and more rapidly. The directors have
agreed to waive their entitlement to all amounts due up to 30 November 2007.
The amount involved is Euro631,693 (�437,684).
After careful consideration, and discussions with the Company's advisors, the
Board has decided, subject to ratification by the shareholders at the Annual
General Meeting, to issue a total of 29,805,123 warrants to the individual
directors for nil consideration exercisable over 10 years at a subscription
price of Euro0.0433 (Stg3p per share). A resolution to this effect has therefore
been included in the agenda for the AGM.
The number of warrants proposed to be issued to each director is as follows:
Name of Warrant Holder Number of Warrants
R.T.W.L. Conroy 12,119,845
M.T.A. Jones 8,667,170
J.P. Jones 5,130,291
L.J. Maguire 1,006,861
M.E. Power 1,006,861
H.H. Rennison 1,006,861
C.D. Wathen 507,641
S.P. FitzPatrick 359,593
I welcome this action by the directors as it represents a strong vote of
confidence in your Company and its prospects.
In the light of the excellent exploration results achieved to date, your
directors are considering how best to fund your Company's activities going
forward. Options being studied include joint venture and farm-out, as well as
such other arrangements as may be appropriate for advancing the interests of
your Company.
Electronic Communication
An amendment to the Articles of Association is proposed to enable electronic
communication to become another method of communication for the Company in so
far as the law permits. Shareholders will continue to be entitled to ask the
Company to provide a paper copy of any information which has been provided
electronically.
Auditors
I would like to take the opportunity of thanking the partners and staff of
Deloitte & Touche for their services to your Company during the course of the
year.
Directors, Consultants and Staff.
I would like to express my deep appreciation of the support and dedication of
the directors, consultants and staff, which has made possible the continued
progress and success which your Company has achieved.
I am very pleased to welcome Seamus FitzPatrick to our Board. His extensive
financial experience will be a most valuable asset in helping your Company to
advance and develop its gold projects in Ireland and Finland.
Future Outlook
I believe that your Company is about to open up an important new gold province
in Ireland and that our exploration strategy which as the Objective Capital
report states "has been highly effective" could yield several multi million
ounce gold deposits.
Professor Richard Conroy
Chairman
20 November 2007
Profit and Loss Account
For the Year Ended 31 May 2007
2007 2006
Euro Euro
Operating Expenses - recurring (376,320) (254,316)
- non-recurring - 607,197
Other Income 1,261 1,272
(Loss)/Profit on ordinary activities (375,059) 354,153
(Loss)/Profit retained for the Year (375,059) 354,153
(Loss)/Earnings per ordinary share - Basic (Euro0.0038) Euro0.0048
- Fully Diluted - Euro0.0044
There are no recognised gains or losses other than the profit for the year. The
above all result from continuing operations.
Balance Sheet
As at 31 May 2007
2007 2006
Euro Euro
Fixed Assets
Mineral interests 7,136,877 5,781,855
Financial asset 2 -
Tangible assets 32,104 43,635
7,168,983 5,825,490
Current Assets
Debtors 37,707 55,835
Cash at bank and in hand 105,954 312,397
143,661 368,232
Creditors: amounts falling due within one year (104,960) (311,215)
Net current assets 38,701 57,017
Total Assets less Current Liabilities 7,207,684 5,882,507
Creditors: Amounts falling due after more than one (687,168) (108,182)
year
Net Assets 6,520,516 5,774,325
Capital and Reserves
Called up share capital 3,170,649 2,591,820
Capital conversion reserve fund 30,617 30,617
Share premium 5,491,037 5,069,866
Share based payments reserve 121,250 -
Profit and loss account (2,293,037) (1,917,978)
Shareholders' Funds - all equity 6,520,516 5,774,325
Cash Flow Statement
For the year ended 31 May 2006
2007 2006
Euro Euro
Net cash (outflow) from operating activities (385,743) (1,951)
Capital expenditure and financial investment (1,520,936) (556,100)
Net cash outflow before financing (1,906,679) (558,051)
Financing 1,700,236 807,759
(Decrease)/Increase in cash (206,443) 249,708
Notes to the Financial Statements
1. Publication of non-statutory accounts
The financial information set out in this preliminary announcement are
abbreviated accounts as defined in Section 19 of the Companies (Amendment) Act
1986.
The financial information for the period ended 31 May 2007 have been extracted
from the Company's financial statements to that date which have received an
unqualified auditors' report but have not yet been delivered to the Registrar
of Companies.
2. Earnings per share
The calculation of the loss per ordinary share of Euro0.0038 (2006 - Earnings Euro
0.0048) is based on the loss for the financial year of Euro375,059 (2006 - Profit
Euro354,153) and the weighted average number of ordinary shares in issue during
the year of 97,643,184 (2006 - 73,257,473).
Since the Company incurred a loss the effect of share options and warrants
would be anti-dilutive.
3. Dividends
No dividends were paid or are proposed in respect of the period ended 31 May,
2007.
4. Copy of Accounts
A copy of the Annual Report and Accounts will be sent to all shareholders
shortly and will be available from the Company's registered office, 10 Upper
Pembroke Street, Dublin 2.
Further enquiries:
Conroy Diamonds and Gold Plc Tel: 00 353 1 661 8958
Professor Richard Conroy
John East & Partners Limited Tel: 020 7628 2200
Jeffrey Coburn
END
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