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Issue of Equity

1st Oct 2013 08:10

CONROY GOLD & NATURAL RESOURCES PLC - Issue of Equity

CONROY GOLD & NATURAL RESOURCES PLC - Issue of Equity

PR Newswire

London, October 1

1 October 2013 Conroy Gold and Natural Resources plc ("Conroy" or "the Company") Fundraising to raise £1,000,000 by way of an equity subscription and debt issue * Subscription for 6,660,377 new ordinary shares at 2.65 pence per share to raise £176,500 * Issue of unsecured convertible debt amounting to £823,500 to directors of the Company * Proceeds of the subscription and debt issue to be applied to fund the Company's ongoing programme at its Clontibret gold target where it proposes to develop its first operational gold mine, its ongoing exploration programme at its Clay Lake and Slieve Glah properties and for working capital generally Conroy (AIM: CGNR), (ESM: CGNR.I) the gold mining company focused on Ireland,announces that it has conditionally raised £1,000,000, through: (i) asubscription (the "Subscription") of 6,660,377 ordinary shares of EUR 0.03 inthe capital of the Company ("Ordinary Shares") (the "Subscription Shares") at aprice of 2.65 pence Sterling per share ("Subscription Price"), a premium of35.9 per cent over the closing mid-market price on 30 September 2013, being thelast practicable date prior to the publication of this announcement; and (ii)an issue of unsecured convertible debt to Professor Richard Conroy, MissMaureen Jones and Dr. Sorċa Conroy, all directors of the Company, amounting to£823,500, in aggregate. The debt is convertible at the Company's discretion, subject to the Company notbeing in a close period, and will be convertible at the higher of theSubscription Price and the prevailing mid-market price at the time ofconversion. The debt is unsecured and will not accrue interest. The proceeds of the Subscription and debt issue to be applied to fund theCompany's ongoing programme at its Clontibret gold target where it proposes todevelop its first operational gold mine, its ongoing exploration programme atits Clay Lake and Slieve Glah properties and for working capital generally. Professor Richard Conroy, Miss Maureen Jones and Dr. Sorċa Conroy have provided£683,500, £125,000 and £15,000 of debt capital, respectively. The issue of the unsecured convertible debt to Professor Richard Conroy's, MissMaureen Jones' and Dr. Sorċa Conroy's are related party transactions under theAIM Rules. The independent directors (being all the members of the Board ofDirectors with the exception of these three), having consulted with theCompany's nominated adviser and ESM adviser, consider their provision of thedebt to be fair and reasonable insofar as the Shareholders are concerned. As part of the Subscription, Pageant Holdings has subscribed for 1,866,792Subscription Shares in the Company. Following the admission of the SubscriptionShares ("Admission"), Pageant Holdings will hold 14,586,033 Ordinary Shares inthe Company, representing 4.90 per cent. of the Company's enlarged sharecapital and total voting rights. In addition, Mr Patrick O'Sullivan has subscribed for 3,773,585 shares.Following Admission, Patrick O'Sullivan, will hold 24,047,880 Ordinary Sharesin the Company, representing 8.07 per cent. of the Company's enlarged sharecapital and total voting rights. The Subscription is conditional, inter alia, on admission of the SubscriptionShares to trading on AIM and the Enterprise Securities Market operated by theIrish Stock Exchange Limited ("ESM"). The Subscription Shares will rank paripassu with the existing issued Ordinary Shares. The Company intends to use the proceeds of the Subscription and the debtcapital provision primarily to fund the Company's on-going programme at itsClontibret gold target where it proposes to develop its first operational goldmine and to continue its exploration at its Clay Lake and Slieve Glah goldtargets and for working capital generally. Application has been made to AIM and ESM for the Subscription Shares to beadmitted to trading. Admission and trading in the New Shares are expected tocommence on 7 October 2013. On admission of the 6,660,377 Subscription Shares, the Company will have297,911,919 Ordinary Shares in issue in total. Professor Richard Conroy, Chairman, commented: "I am delighted to announce the Subscription which, at 2.65p, was at a premiumover the market price. The funds will enable the Company to progress itsClontibret Project, where the Company plans to develop its first operationalgold mine and to continue its exploration at its Clay Lake and Slieve Glah goldtargets. We are grateful for the support from both current and new investors." For further information please contact: Conroy Gold and Natural Resources plc Tel: +353-1-661-8958Professor Richard Conroy, Chairman Sanlam Securities UK Limited (Nomad) Tel: +44-20-7628-2200Simon Clements/Virginia Bull Hybridan LLP (Broker) Tel: +44-20-7947-350/4361Claire Noyce/William Lynne IBI Corporate Finance Limited (ESM Adviser) Tel: +353-766-234-800Brian Farrell Lothbury Financial Services Limited Tel: +44-20-3440-7620Michael Padley/Michael Spriggs Hall Communications Tel: +353-1-660-9377Don Hall

Visit the website at: www.conroygoldandnaturalresources.com


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Conroy Gld&nres
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