Conroy Gold & Natural Resources Plc Strategic Financing and Business Update

 
TIDMCGNR 
 
The information contained within this announcement is deemed by the Company to 
constitute inside information as stipulated under the Market Abuse Regulations 
(EU) No. 596/2014 ("MAR"). Upon publication of this announcement, this inside 
information is now considered to be in the public domain. 
 
                                                               21 December 2017 
 
                     Conroy Gold and Natural Resources plc 
                       ("Conroy Gold" or "the Company") 
 
                    Strategic Financing and Business Update 
 
Conroy Gold and Natural Resources plc (AIM: CGNR) the gold exploration and 
development company focused on Ireland and Finland, is pleased to announce a 
strategic financing and business update for shareholders. 
 
Highlights: 
 
  * Strategic Financing with a conditional subscription to raise GBP1,000,000 
    (before expenses) through the issue of 7,843,137 new ordinary shares of EUR 
    0.001 each in the capital of the Company ("Ordinary Shares") at 12.75p per 
    share ("Subscription Shares"), the market mid-price at the time of the 
    financing agreement (the "Subscription"); 
  * Completion is conditional on all resolutions being passed at the Company's 
    forthcoming Annual General Meeting ("AGM") on 21 December and admission to 
    trading of new subscription shares to AIM; 
  * Financing terms agreed by all parties to ensure that funds raised will be 
    predominantly focused on commercialisation of key projects through 
    investment in asset development and associated ground exploration; 
  * Each Subscription Share has an attaching warrant to subscribe for a further 
    new ordinary share at 22p ("Warrants"), with warrant accelerator available 
    to the Company should the volume weighted average Ordinary Share price of 
    the Company exceed 75p for five days or more; 
  * Should all Warrants be exercised the total amount of new capital raised for 
    the Company through the Subscription and Warrant exercise would be 
    approximately GBP2.7 million; 
  * Strategic Financing undertaken with SI Capital and a small group of high 
    net worth investors, including Value Generation Limited, the family company 
    of Paul Johnson, which has subscribed for GBP100,000 of Subscription Shares 
    and Gervaise Heddle who has subscribed for GBP50,000 of the Subscription 
    Shares; 
  * Financing enables the Company to proactively recommence business 
    development with a focus on commercialisation of key business interests and 
    proactive ground exploration of significant gold targets. 
 
Professor Richard Conroy, Chairman of Conroy Gold commented: "I am pleased to 
report that with this Strategic Financing the Company is now able to move 
forward and into what we trust will be a brighter and more collaborative 2018 
business development programme. 
 
The differences between the Board and certain shareholders have been resolved 
and an agreement reached to enable the business to move forward, the first step 
of which is this Strategic Financing. 
 
The money raised will predominantly be focused on commercialisation of our 
business interests and an active ground exploration programme. We have a 
considerable business opportunity, launching now from a position with 
Clontibret, where we published the Updated Mineral Resources of 517,000 ounces 
of gold on 28 July 2017.  Of note, this JORC compliant resource is from just 
20% of the Clontibret geochemical target area and remains open at depth and 
along strike. 
 
Clontibret underpins the Company however, our potential upside opportunity is 
amply demonstrated by the size and scale of the 40 mile (65km) gold trend 
covered by our licence interests and including the major targets of Clay Lake, 
Clontibret, Glenish and Slieve Glah. As announced on 31 March 2016 at Clay Lake 
/Clontibret alone the Company has a conceptual exploration target of 5 million 
gold ounces. 
 
Following this Strategic Financing the Company will have a market 
capitalisation of approximately GBP2.6 million (based on the placing price of 
12.75p), which the Board believes offers shareholders and new investors 
considerable upside potential. 
 
To this end we will provide further updates to the market early in the New Year 
outlining our plans and a potential pathway to commercialisation.  With the 
increased interest being shown in Irish mining from companies and investors 
across the world, the time to take the next steps forward could not be better. 
 
I would like to thank shareholders for their support during the past year and 
express my appreciation that we have reached an agreement to take the company 
forward in this driven, collaborative and proactive manner." 
 
Additional Information 
 
Conroy Gold and Natural Resources plc has conditionally raised GBP1,000,000, 
prior to expenses, through the Subscription for 7,843,137 Ordinary Shares at a 
price of 12.75p per Subscription Share. 
 
The Subscription is conditional, inter alia, on the passing of all resolutions 
at the Company's forthcoming AGM on 21 December 2017 in Dublin, Ireland and 
admission of the Subscription Shares to trading on AIM. 
 
The Subscription Shares will rank pari passu with the existing issued Ordinary 
Shares. 
 
Each new Ordinary Share in the subscription will be accompanied by one Warrant 
to subscribe for a further ordinary share at a price of 22p at any time until 
30 June 2019, with a warrant accelerator applying whereby should the volume 
weighted average Ordinary Share price trade for 5 consecutive days at 75p or 
greater, the Company will have the right to issue Warrant holders with a one 
week notice to exercise their Warrants.  Unexercised Warrants would be 
cancelled and for Warrants exercised under this notice provision payment must 
be made to the Company within two weeks of exercise. 
 
The Company intends to use the proceeds of the Subscription to fund the 
advancement of the Company's gold assets, in particular the development of the 
Clontibret deposit and increased exploration at the Clay Lake Deposit. 
Additional exploration will be focused on the Slieve Glah and Glenish gold 
prospects and other targets within the 40 mile (65km) Armagh- Monaghan- Cavan 
gold belt and for working capital generally. 
 
Application will be made to AIM for the Subscription Shares to be admitted to 
trading.  It is expected that admission will become effective on or around 3 
January 2018. 
 
Following the issue of the Subscription Shares, and for the purposes of the 
Disclosure and Transparency Rules, the Company's total issued share capital on 
Admission will consist of 20,056,674 Ordinary Shares. 
 
The above figure may be used by shareholders as the denominator for the 
calculations by which they will determine if they are required to notify their 
interest in, or a change to their interest in, the Company, under the 
Disclosure and Transparency Rules. 
 
THIS ANNOUNCEMENT AND THE INFORMATION IN IT, IS RESTRICTED, AND IS NOT FOR 
PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN 
PART, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, JAPAN OR THE REPUBLIC OF 
SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH PUBLICATION OR 
DISTRIBUTION WOULD BE UNLAWFUL. 
 
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT ITSELF 
CONSTITUTE AN OFFER FOR SALE OR SUBSCRIPTION OF ANY SECURITIES IN THE COMPANY. 
THIS ANNOUNCEMENT HAS BEEN ISSUED BY AND IS THE SOLE RESPONSIBILITY OF THE 
COMPANY. 
 
THIS ANNOUNCEMENT IS NOT AN OFFER FOR SALE OR SUBSCRIPTION IN ANY JURISDICTION 
IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL UNDER THE 
SECURITIES LAW OF ANY JURISDICTION. THIS ANNOUNCEMENT IS NOT AN OFFER OF OR 
SOLICITATION TO PURCHASE OR SUBSCRIBE FOR SECURITIES IN THE UNITED STATES. 
 
Contacts: 
 
Conroy Gold and Natural Resources plc               Tel: [phone] 
Professor Richard Conroy, Chairman 
 
Allenby Capital Limited (Nomad)                           Tel: [phone] 
Virginia Bull / James Thomas / Nick Harriss 
 
Beaufort Securities (Broker)                                  Tel: 
[phone] 
Jon Belliss / Elliot Hance 
 
Lothbury Financial Services                                  Tel: 
[phone] 
Michael Padley 
 
Hall Communications                                             Tel: 
[phone] 
Don Hall 
 
Visit the website at: www.conroygold.com 
 
 
 
END 
 

(END) Dow Jones Newswires

December 21, 2017 04:38 ET (09:38 GMT)