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Final Results

8 Jul 2008 17:50

RNS Number : 6281Y
Central African Gold PLC
08 July 2008
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Central African Gold Plc / Ticker: CAN / Market: AIM / Sub-sector: Gold Mining

8thΒ July 2008

Central African Gold Plc ("CAG" or the "Company")

Final Results

The board of Central African Gold Plc announces its preliminary results for the year ended 31 December 2007. As trading in the Company's shares was suspended on 1 July 2008 pending the publication of the financial statements, such suspension will now be lifted with effect from 8am on 9 July 2008.Β 

Overview

2007

The Company started the year producingΒ goldΒ from tailings left by the former operator and achieved its objective of re-commencing underground miningΒ at the BibianiΒ goldΒ mineΒ ("Bibiani")Β  inΒ Ghana.Β  However,Β ramping up production at the underground mineΒ has proven to be more challenging than expected.

The undergroundΒ miningΒ project was initiatedΒ at BibianiΒ in NovemberΒ 2007.

The loss for the period ofΒ Β£14.7 million (2006 Β£4.0Β million)Β wasΒ higher thanΒ anticipated, asΒ aΒ result of the significant investment in the Bibiani mine and on-going exploration programmesΒ and lower than anticipated revenue.Β 

Gold productionΒ for the yearΒ wasΒ 23,391Β ounces ("oz")Β atΒ CAG'sΒ BibianiΒ as per the trading statement released on 14 November 2007Β and 10,246Β ozΒ versus an anticipated 15,000 ozΒ fromΒ operations inΒ Zimbabwe.Β The lower productionΒ inΒ GhanaΒ resultedΒ from electricityΒ supplyΒ problems, the breakdown of key equipment and lower-than-anticipated tailings grades.Β The lower than anticipated production inΒ ZimbabweΒ was a direct result of the difficult economic circumstances prevailing in the country.

Group attributableΒ goldΒ reservesΒ increasedΒ 142%Β fromΒ 0.876MozΒ at 31 December 2006 toΒ 2.124MozΒ at 31 December 2007Β (JORC compliant)Β andΒ groupΒ resourcesΒ increasedΒ 54%Β fromΒ 3.640MozΒ to 5.604MozΒ (inclusive of reserves).

Acquisition ofΒ a controlling interest in theΒ Falgold and Olympus gold mines inΒ ZimbabweΒ forΒ Β£3.4Β millionΒ in a cash and shares deal.

Maiden resource of 500,000Β oz declaredΒ atΒ theΒ Medinandi property inΒ Mali.

2008

Production for the yearΒ to May 2008Β at BibianiΒ has been approximatelyΒ 11,565Β oz versus a targetedΒ 32,377Β oz.Β 

Despite good cost controls and a disciplined approach with respect to capital expenditure, the net result has been an estimatedΒ lossΒ to May 2008Β ofΒ approximatelyΒ US$400,000,Β principallyΒ due to lower than anticipated revenues.

The slower than anticipated production build-upΒ at BibianiΒ has been predominantly due to theΒ under-performance of the second hand fleet of load and haulageΒ equipment purchased when commissioning the mineΒ and lower-than-planned minedΒ gradesΒ (averaging around 2.2g/t in the first halfΒ of 2008) due to a lack of mining flexibility.

New trucks have been purchased andΒ theyΒ are expected to allΒ be on site by mid-July.Β The first new truck has already made a difference to mining operations.Β New loaders are on order and are anticipated to be on site by SeptemberΒ 2008.Β 

A letter ofΒ intentΒ has beenΒ signed withΒ an affiliate ofΒ Barminco for sinking of second decline to access orebody and achieve ramp-upΒ to initial 100,000 tonnesΒ perΒ month ("tpm")Β targetΒ more quickly thanΒ CAGΒ could achieve onΒ itsΒ own. MobilisationΒ isΒ complete and sinking beganΒ inΒ JuneΒ 2008.Β 

The Company has also identified a number of surface resources on the Bibiani property which have the potential to be accessed quickly and generate additional ounces of production.Β 

FundingΒ 

Cash resources at the date of reporting are severely limited as a result of the Bibiani mine not achieving its short term production objectivesΒ while continuing its investment programme. The Directors have identified a need for theΒ Company to raise capital to support operations.Β Β Immediate supportΒ of approximatelyΒ US$8Β millionΒ has been committed byΒ twoΒ shareholdersΒ in the formΒ ofΒ US$7Β millionΒ inΒ convertible notes with a 6-month termΒ and the issue ofΒ US$1m ofΒ ordinaryΒ shares. An additionalΒ US$10Β millionΒ will needΒ toΒ be raised via an equity placingΒ in August 2008Β and the necessary shareholder approvals will be sought at the upcoming annual general meetingΒ ("AGM")Β for the share offer and the loan note conversion. The proceedsΒ of the notes and equity issuesΒ will be used to fundΒ theΒ proposed surface mining programme at Bibiani,Β the completion of the new declineΒ and working capital needs.Β 

If this capital raise does not take place, either due to non-ratification by shareholders or incomplete take up of the offering, the Company will need to seek alternative funding immediately after the AGM. On the basis of this cash flow information, and the Board's capital raising assumptions, the Directors consider that the Company will be able to continue in operational existence for the foreseeable future by meeting its liabilities as they fall due.Β The financial statements areΒ thereforeΒ prepared on a going concern basis.

Summary

CAG'sΒ objective of becoming a mid-tier gold producer with a world class portfolio of exploration projectsΒ was advanced duringΒ 2007. The foundations of CAG wereΒ laidΒ with the purchaseΒ of the Bibiani Mine inΒ GhanaΒ inΒ late 2006Β followed by a year of construction in 2007.Β Β Looking forward,Β 2008 will be a period ofΒ consolidationΒ as production gradually increasesΒ to take advantage of the rising global demand for gold.Β 

During the period under reviewΒ CAGΒ substantially increased bothΒ itsΒ ore reserve and mineral resource baseΒ atΒ its flagship assetΒ Bibiani.Β Β The Company hasΒ alsoΒ continued exploration activities atΒ itsΒ permits in western and southernΒ Mali, whereΒ CAG hasΒ already quantified a resource of 500,000 ozΒ gold. CAG hasΒ broadenedΒ itsΒ geographical focus via the acquisition of two companies inΒ ZimbabweΒ with production and exploration assets, although the continuing difficult situation inΒ ZimbabweΒ limitsΒ the short term contribution from operations in that country.Β To ensure thatΒ CAGΒ maximisesΒ the inherent value ofΒ itsΒ assets,Β it hasΒ strengthenedΒ theΒ management teamΒ and BoardΒ whichΒ it believesΒ hasΒ theΒ ability to create a leading African gold miningΒ company.

GhanaΒ -Β Bibiani

TheΒ exploration andΒ resourceΒ development programme at Bibiani is progressing well and the team remainsΒ excited about the region, theΒ ore bodyΒ and the mine. Since acquiring Bibiani at the end of 2006,Β CAG hasΒ implemented an aggressive exploration programme to increase both quantity and quality of the mineral resources and deliver the kind of targets one would expect of a project located within the highly prospective Sefwi-Bibiani belt, which is known to host over 17 million ozΒ of gold mineral resources. In July 2007Β the Company announced a 288% increase inΒ Bibiani'sΒ underground mineral resource estimate to 2.68 million ozΒ of gold and a threefold increase inΒ itsΒ total global mineral resources to 3.23 million oz.

The total global underground mineral resource estimate is now in excess of 3.0 million ozΒ of gold grading 2.47 g/t.Β Β In addition, in March 2008,Β CAGΒ announced a 31% increase inΒ itsΒ underground ore reserve estimate to 1.38MozΒ gold (Sept 2007: 1.05MozΒ gold: 391%).Β Β These estimates provide a strong basis for the sustainable mineral resource to ore reserve conversion, and underpin the potential for the development ofΒ a viableΒ underground mining operationΒ with aΒ plus tenΒ year life.

During the year production was lower than anticipated, mainly due to erratic power supply, the breakdown of key equipment that took longer than anticipated to replaceΒ or repair as result of parts shortages affecting the industry and Ghana in particular, coupled withΒ Β lower-than-anticipated tailings grade.Β Β Production was further impacted by restricted tailings face heightsΒ in certain areas.Β Β Standby power generating capacity hasΒ subsequentlyΒ been purchased that will allow the mine to run key underground production and process functions.

The production build up at the BibianiΒ in 2008Β has beenΒ muchΒ slower than expected,Β due predominantly to the non-performance of the secondΒ hand fleet of load and haul equipmentΒ acquired upon purchase of the mine.Β Β Management on the ground has had to deal with numerous equipment problemsΒ thatΒ have disrupted production.Β Β To address this issue, three new haul trucks have been procured.Β Β One is on site and performingΒ well andΒ theΒ othersΒ have beenΒ acquired. An orderΒ has beenΒ placed for two newΒ Caterpillar 1700G loadersΒ (delivery due September 2008).

The lack of the ability to load and haul effectively has led to the development schedule lagging and as a result access to higher grade stoping areas has been impacted.Β Β This situation has begun to ease and higher grade areas are now being mined in line withΒ or aboveΒ reserve grade.Β 

The lower than anticipated grades, problems with the molecular sieve material of the oxygen plant and an electrical problem with the ball mill motor have impacted on plant recoveries during the latter part of 2007 and into 2008,Β with recoveries running in the low to mid 70% range rather than around 82%.Β The oxygen plant hasΒ nowΒ been revamped and the ball mill repaired.Β Β In addition other innovations to improve plant performance and recovery have been installed.Β Β These include the upgrade and revamp of the oxygen plant, the installation of an oxygen shear reactor, installation of a flash float cell and regrind mill and re-commissioning ofΒ theΒ Knelson concentrator.Β Plant performance and recovery has started to respond.Β 

In order toΒ ensure that the existingΒ equipmentΒ is not over-extended,Β the CompanyΒ agreed in May 2008 for a west African affiliateΒ of theΒ specialist mining contractor, Barminco, for the sinking ofΒ aΒ new decline.Β Barminco provides the plant, the people and expertise for hard rock underground mining operations throughout Australia and throughΒ African Underground Mining ServicesΒ in West Africa and has experience with all mining methods from narrow vein small deposits to large scale sub-level cave operations using the latestΒ mechanisedΒ mining equipment.

CAG completedΒ the portal and initial developmentΒ for the declineΒ in early 2008,Β whichΒ is located at Bibiani's Strauss pitΒ (next to the run-of-mine pad at the plant).Β Β The contract will be for a 2,000m by 5.5m x 5.5m decline that will link the portal and ultimately 14LΒ ofΒ the undergroundΒ mineΒ (approximatelyΒ 500mΒ below surface).Β Β Once the decline has been completed the mine will have two fully serviced declines that will result in an installed capacityΒ of over 100,000Β tpmΒ of ore.Β This will enable us to access and extract ore moreΒ efficientlyΒ and provide greater security of supply.Β Β The increased throughputΒ should also enhance recovery rates at the processingΒ plant.Β Β TheΒ final installation of the conveyorΒ (anticipatedΒ inΒ Q4Β 2009)Β will result in an ore haulage capacity of 200,000 tpm.Β 

The DirectorsΒ believe that the existing ore reserve and mineral resource base, when combined with the completion of the declineΒ and conveyer,Β a revised load and haul schedule,Β and the potential toΒ commenceΒ opencastΒ operations,Β will result in increased production during 2009.Β Β This ramp up is currently the subject of an optimisation exercise being undertaken by leadingΒ global mining consultants SRK.Β Β 

SRKΒ hasΒ alsoΒ beenΒ mandated toΒ carryΒ out aΒ review of the underground operation, mine plans, schedules and processes relating to the ramp to the 100,000 tpm target.Β Β ItsΒ initial review has not revealed any fatal flaws.Β Β The full reportΒ is due to be released to the BoardΒ shortly.

Surface mining opportunitiesΒ totallingΒ someΒ 3.35Β millionΒ tonnesΒ at an average grade ofΒ 1.86Β g/t containingΒ 201,000Β ozΒ AuΒ have been identifiedΒ on management estimates.Β Β TheΒ DirectorsΒ believe that these opportunities present a potentially economically viable additional source of ore at Bibiani. The final pit designs and optimisations are being conducted by a leading independent mining consultant inΒ Australia.Β Β Mining is anticipated to commence in theΒ fourthΒ quarter of 2008.Β Β Negotiations with aΒ localΒ mining contractorΒ withΒ immediate available capacity are also well advanced, so the work can beΒ carriedΒ out without diverting the Bibiani work force from the task of getting the underground operations right.

CAG continues to operate in line with recognised world class standards in safety, health and the environment and is working toward the attainment of OSHAS 18001 certification and Ghana Environmental Protection Agency ("EPA")Β certification.

TheΒ Directors and managementΒ are focussedΒ to continue increasingΒ theΒ mineral resource base, production levels,Β and to reduce costs.Β Β In theΒ balance of theΒ 2008 financial year, shareholders may anticipate:

The ramp up towardsΒ anΒ annualised 100,000Β oz production.

ContinuedΒ effectiveΒ management of ourΒ surface andΒ underground explorationΒ effortsΒ -Β increasing the ore reserve, mineral resource base and the conversion of mineral resources to ore reserves.Β 

Effective management of costsΒ -Β beingΒ highly cognisant of the cost pressures that developing a mine presents. A number of initiatives have and will be introduced to measure and control costs, ensuring optimal extraction of ore reserves.

Optimisation of plant availability and metallurgical recoveries.Β 

Continued care and concern for the country and community;Β CAG isΒ committed to being a good corporate citizen inΒ Ghana.

ZimbabweΒ - Falgold andΒ Olympus

During the year,Β theΒ CompanyΒ concluded the acquisition of an 84.7% stake in Falcon Gold Zimbabwe Limited ("Falgold"), a public Zimbabwean company,Β and 100% of the issued share capital of Olympus Gold Mines Limited, for a consideration of circa Β£3.4Β millionΒ cash and shares.Β Β Both Falgold and Olympus are producing entities with extensive claim holdings inΒ Zimbabwe.Β Β Two ofΒ the Company'sΒ Zimbabwean assets, Camperdown and Dalny have significant pedigree and potential in terms of large opencast targets.Β Β ZimbabweΒ has a knownΒ history of gold production and good infrastructure and thusΒ has solidΒ gold producing potential when compared with other countries inΒ Africa.

The management of CAGΒ remain positive about the longer term prospects for doing business inΒ ZimbabweΒ and note that a number of gold and platinum producers are continuing their operations.Β ZimbabweΒ is resource-rich and relatively under-exploited.Β AccordinglyΒ the DirectorsΒ believe thatΒ CAG hasΒ an attractive foothold and it isΒ CAG'sΒ intention to fast-track exploration and development programmes on these properties when conditions allow for further investment.

ItΒ is important to pass comment on the Indigenisation and Economic Empowerment Bill ratified by parliament in March this year, as the new law obliges foreign-owned companies to sell 51% of their Zimbabwean business to black Zimbabweans.Β Β The situation as toΒ howΒ this bill will affect the Zimbabwean mining industry is stillΒ unclear,Β however,Β there isΒ active and encouraging dialogue taking place between the mine owners and state bodies.Β The Company will update shareholders of developments in due course.Β Given the current economic situation inΒ ZimbabweΒ the Directors have to apply considerable judgement in assessing the recoverable amount of goodwill and other assets inΒ Zimbabwe. At this stage the Directors do not believe that there has been an impairment of the overall asset value.

Production at the Zimbabwean operations has been erratic through 2007, whichΒ saw a refocusing and restructuring of the reporting lines and the leadership of theΒ CompanyΒ andΒ itsΒ operationsΒ after CAG acquired control.Β Β The local companies haveΒ entered 2008 in better shape structurally and with strategies in place to steer themΒ through potential outcomes facingΒ Zimbabwe. The continued operation of the mines is dependent on the ability to secure timely receipt of revenues outstanding from the ReserveΒ Bank ofΒ Zimbabwe, and a regular review of the support price of gold.Β Β Obtaining necessary spare parts and supplies has also been challenging for the companies, asΒ well asΒ for other companies operating in the country, as a result of the difficultΒ economicΒ situation.Β Β NotwithstandingΒ the difficulties, CAG, the Board of Falgold and management are positive that the current initiatives to refurbish and modernise production processes will ensure that theΒ ZimbabweanΒ assetsΒ remain viable in the short term and put themΒ on a path to realise the substantial potential that exists in the portfolio of mining and exploration assets within theΒ Group.Β In addition, the international gold price is expected to remain firm and will increase the possibility of accessing other marginal ore bodies.

MaliΒ 

CAG'sΒ highly prospective portfolio of 17 properties spanning approximately 2,600Β sqΒ km ofΒ BirimianΒ strata in west and south Mali continues to generate encouraging results.

During 2007 work programmes were completed on all Mali Goldfield licences, with 13,500 assays completed and 18 follow-up targets identified, of whichΒ six clusteredΒ and structurally-controlled gold anomalies are being prioritised. Most notably, in the Yanfolila district,Β CAG hasΒ identified a number of 2km to 7km long clustered gold-in-soil anomalies with values over 100 parts per billion gold.

TheΒ most advanced project is the 150Β sqΒ kmΒ Medinandi andΒ BokolobiΒ permitsΒ (Songhoi Ressources SA) in the prospective Kenieba district. Last season a mineral resource of approximately 500,000 ozΒ of gold grading 4.55g/t Au at the Fadougou Main Zone targetΒ was defined, as well asΒ theΒ discovery ofΒ a new gold mineralisation zone (Medinandi prospect). There are five additional targets on the property, with further targets emerging from a combined ground high resolutionΒ Induced Polarisation ("IP")Β survey and an airborneΒ survey using a geophysical system known as Versatile Time-Domain Electro Magnetics ("VTEM")Β survey.Β 

The new exploration season is now underway and continued success with another phase of reverse circulation drillingΒ is expected.Β 

BotswanaΒ - consolidating exploration

During the yearΒ CAG increased its interestΒ in MatokoΒ Limted,Β which ownsΒ the 430Β sq kmΒ Kraaipan prospecting licence inΒ Botswana,Β to 100% at a cost ofΒ US$250,000. The licenceΒ spans the highly prospectiveΒ AchaeanΒ Kraaipan greenstone belt.Β CAG isΒ currently implementing an initial exploration programme entailing structural mapping combined with the integration of enhanced Aster imagery with the existing data-sets.Β Β Follow-up targets will be reviewed and re-prioritised.Β Β CAG believesΒ the licence area is prospective for gold and provides excellent exploration potential.Β 

Gold - the run continues

The gold price rose steadily through 2007, fromΒ US$750 per oz to almostΒ US$900 perΒ ozΒ at year-end. This rise has continued into the start of 2008, as a weak dollar, record oil prices, the sub-prime crisis and the associated fears around aΒ USΒ recession have combined to push the gold price over the recordΒ US$1,000 per ozΒ mark in early March 2008.Β Β Investor appetite for gold continues to hold and consensus indicates a solid year ahead.Β The gold price is currently in a range of betweenΒ US$870Β perΒ ozΒ andΒ US$940Β perΒ ozΒ drivenΒ primarilyΒ by ongoing concerns relating to global inflation and theΒ energy crisis.Β ThisΒ appears to beΒ an ideal time to be bringing ounces to the market andΒ CAG intendsΒ to take full advantage of the current demand asΒ itΒ rampsΒ up production.Β 

Board andΒ Management

CAG hasΒ recently strengthenedΒ itsΒ board and management team as part ofΒ itsΒ strategy of assembling a board with the relevant experience and contacts to advanceΒ theΒ existing gold production and exploration assets.Β Β Roy Lander has joined the Board asΒ Chairman, David Glennie and Tom Gibian as Non-Executive Directors and NavaidΒ Burney,Β alternateΒ Non-ExecutiveΒ Director. Together they have solid understandingsΒ of the financial markets and possess strong relationships within the African resource sector, which will help CAG asΒ itΒ looksΒ to acquire further assets and strengthenΒ the Company'sΒ portfolio of gold assets acrossΒ Africa.Β 

An announcement was recently made in respect of the resignation of the CFO. The Board continues to seek a suitable candidate for the role.

Financial Review

During the period to 31 December 2007 turnover was Β£11.0Β million fromΒ the sale ofΒ a total of 33,637Β oz.

Administrative expenses were Β£9.6 million (2006: Β£5.2 million) and the total loss for the period was Β£14.7 million (2006: Β£4.0Β million) or a loss of 15.31p per share (2006: 8.46p).Β The poor operating result has in the mainΒ been theΒ resultΒ ofΒ lower than budgetΒ production from tailings operations andΒ aΒ slower than expected build up of productionΒ from undergroundΒ at Bibiani.

Results for 2007Β reflectΒ theΒ "fair value of the gold agreement"Β of Β£3.8Β millionΒ (US$7.5 million)Β applying a gold price ofΒ US$833.20/ozΒ at 31 December 2007. ThisΒ is as the result of theΒ goldΒ saleΒ agreement whichΒ was required asΒ part of theΒ US$25 million loan facility taken out with Investec in 2007. At 30Β JuneΒ 2008Β theΒ goldΒ saleΒ agreement reflectedΒ aΒ mark to marketΒ loss ofΒ Β£6.9mΒ (US$13.8Β million)Β applying aΒ gold priceΒ at the timeΒ ofΒ US$924/oz.Β The results also reflect a share based payment charge of Β£2.2million (2006: Β£2.1million).

TheΒ ZimbabweΒ financial results have a functional currency of US dollars. In translating any Zimbabwean Dollar transactions in those results, the Old Mutual Implied Rate has been utilised.Β Β The Old Mutual Implied Rate has been used rather than the official rate, since the Group believes that the Old Mutual Implied Rate gives a more accurate representation of the purchasing power of the Zimbabwean dollar.Β 

In November 2007,Β theΒ CompanyΒ secured an extensionΒ ofΒ US$10 millionΒ toΒ theΒ existing debt facilityΒ ofΒ US$15 millionΒ to fund development of production and exploration projects in 2008.Β This has been fully drawn.Β In January 2008,Β a capital raise of Β£15.6 million wasΒ completedΒ through the issue ofΒ 60 millionΒ newΒ ordinary shares.

TheΒ muchΒ slower than anticipated build-up in production has placedΒ considerableΒ pressure on the cash resources of theΒ groupΒ during 2008.Β Β The negative impact on revenue has to some extent been mitigated by a solid absolute cost performance and optimisation of capital and exploration programmes.Β Β It is also anticipated that the purchase of the new miningΒ fleet, previouslyΒ mentioned,Β will haveΒ a markedΒ positiveΒ impact on outputΒ and revenuesΒ forΒ the balance ofΒ 2008 and into 2009.

The financial statements are prepared on a going concern basis which theΒ DirectorsΒ believe to be appropriate for the following reasons:

ManagementΒ hasΒ prepared projected cash flow information for the period ending twelveΒ months from the date of theΒ Board'sΒ approval ofΒ the financialΒ statements.

Cash resources at the date of reporting are severely limited as a result in the mainΒ due toΒ Bibiani not achieving its short term production objectives andΒ the DirectorsΒ have identified a need for theΒ CompanyΒ to raise capital to support operations.

Immediate support of approximatelyΒ US$8mΒ has been committed byΒ twoΒ shareholders byΒ way of up toΒ US$7Β millionΒ in convertible notes with a 6-month term and the issue ofΒ US$1Β millionΒ ofΒ newΒ ordinary shares.Β The Company will seek to raise anΒ additionalΒ US$10Β millionΒ via an equity placingΒ in the third quarter ofΒ 2008. TheΒ necessary shareholder approvals will be sought at the upcomingΒ AGMΒ for the share offer and the loan note conversion. The proceeds of the notes and equity issues will be used to fund the proposed surface mining programme at Bibiani, the completion of the new decline and working capital needs.Β 

At Central African Gold Ghana Ltd negotiations for an overdraft facility (US$1Β million) and lease finance for mine equipment (US$3.5Β million) are at an advanced stage which will further support group finding.

If this capital raise does not take place, either due to non-ratification by shareholders or incomplete take up of the offering, the Company will need to seek alternative funding immediately after the AGM. On the basis of this cash flow information, and the Board's capital raising assumptions, the Directors consider that the Company will be able to continue in operational existence for the foreseeable future by meeting its liabilities as they fall due.Β 

However, there can be no certainty in relation to these matters, which may cast significant doubt on the Company's ability to continue as a going concern. The Company may, therefore, be unable to continue realising its assets and discharging its liabilities in the normal course of business but the financial statements do not include any adjustments that might result fromΒ thisΒ basis of preparation being appropriate.Β Β If this basis was appropriate there may be significant write down of assets within the financial statements and long term loan agreements may become immediately recallable.

Annual report

The Company'sΒ financial statementsΒ will be sent to shareholdersΒ onΒ 8 JulyΒ 2008.Β Β Additional copies will be made available to the public, free of charge, from the Company's investor relations representatives at St Brides Media and Finance Ltd,Β 38 Bow Lane,Β LondonΒ EC4M9AY.Β Β 

The financial statementsΒ may be downloaded fromΒ CAG'sΒ website atΒ www.centralafricangold.comΒ fromΒ 8 JulyΒ 2008.Β A full version of the annual report and notification of AGM will be posted in due course.

Β 

Consolidated income statementΒ 

For the year ended 31 December 2007

2007

2006

In thousands of pounds sterling

Total

Total

Revenue

10 965

487

Cost of sales

(11 945)

(270)

Gross (loss)/profit

(980)

217

Other operating income

41

-

Administrative charges

(9 647)

(5 248)

Other administrative expenses

(7 455)

(3 169)

Share-based payments

(2 192)

(2 079)

Negative goodwill

-

945

Operating loss beforeΒ financing costs

(10 586)

(4 086)

Financial income

306

338

Financial expenses

(4 495)

(212)

Other financial expenses

(662)

(212)

Gold sale agreement fair valuation

(3 833)

-

Loss before tax

(14 775)

(3 960)

Taxation

38

(9)

Loss for the year

(14 737)

(3 969)

Attributable to:

Equity holders of the parent

(14 732)

(3 938)

Minority interest

(5)

(31)

Loss for the year

(14 737)

(3 969)

Basic and diluted loss per share (pence)

(15.31p)

(8.46p)

Consolidated statement of recognised income and expense

For the year ended 31 December 2007

Group

2007

2006

In thousands of pounds sterling

Total

Total

Foreign exchange translation differences

(284)

68

Income and expense recognised directly in equity

(284)

68

Loss for the year

(14 737)

(3 969)

Total recognised income and expense for the year

(15 021)

(3 901)

Attributable to:

Equity holders of the parent

(15 016)

(3 870)

Minority interest

(5)

(31)

Total recognised income and expense for the year

(15 021)

(3 901)

Consolidated balance sheet

As at 31 December 2007

Group

2007

2006

In thousands of pounds sterling

Total

Total

Assets

Goodwill

501

-

Property, plant and equipment

31 582

18 520

Exploration assets

1 957

560

Total non-current assets

34 040

19 080

Inventories

2 957

2 827

Trade and other receivables

580

2 330

Cash and cash equivalents

2 821

5 076

Total current assets

6 358

10 233

Total assets

40 398

29 313

Equity

Share capital

530

459

Share premium

28 352

26 389

Foreign currency translation reserve

(221)

68

Accumulated loss

(14 756)

(2 216)

Total equity attributable to equity holders of the parent

13 905

24 700

Minority interest

-

39

Total equity

13 905

24 739

Liabilities

Loans and borrowings

9 701

-

Other financial liabilities

2 654

-

Deferred taxation

855

383

Provisions

3 253

2 778

Total non-current liabilities

16 463Β 

3 161

Loans and borrowings - current portion

3 143

-

Other financial liabilities - current portion

1 179

-

Trade and other payables

5 694

1 404

Taxation

14

9

Total current liabilities

10 030

1 413

Total liabilities

26 493

4 574

Total equity and liabilities

40 398

29 313

Β 

Consolidated statement of cash flowsΒ 

For the year ended 31 December 2007

Group

2007

2006

In thousands of pounds sterling

Total

Total

Cash flows from operating activities

Loss before tax

(14 775)

(3Β 960)

Adjusted for:

Financial income

(306)

(338)

Financial expense (including gold sale agreement)

4 495

212

Share-based payments

2 192

2 079

Depreciation

1 263

97

Loss on disposal of property, plant and equipment

17

-

Impairment loss on exploration assets

300

25

Negative goodwill

-

(945)

Exchange rate adjustments

(5)

(153)

Decrease/(increase) in inventories

39

(263)

Decrease/(increase) in trade and other receivables

1 781

(1Β 774)

Increase in trade & other payables and provisions

4 331

1 023

Net cash from operating activities

(668)

(3Β 997)

Cash flows from investing activities

Interest received

29

338

Interest expense

(245)

-

Acquisition of business net of cash

(2 330)

(18Β 385)

Acquisition of exploration assets

(1 657)

(298)

Acquisition of property, plant and equipment

(10 806)

(378)

Investments in subsidiaries

Net cash from investing activities

(15 009)

(18Β 723)

Cash flows from financing activities

Proceeds from the issue of share capital

932

25 222

Loan and borrowing receivedΒ 

12 517

-

Net cash from financing activities

13 449

25 222

Net increase in cash and cash equivalents

(2 228)

2 502

Cash and cash equivalents at 1 January

5 076

1 194

Cash acquired (restricted)

-

1 390

Effect of exchange rate fluctuations on cash held

(27)

(10)

Cash and cash equivalents at 31 December

2 821

5 076

Restricted cash included in cash and cash equivalents atΒ 

31 December

2 332

1 389

Status of this financial informationΒ 

The financial information set out above does not constitute the company's statutory accounts for the years ended 31 December 2007 or 2006. Statutory accounts for 2006 have been delivered to the registrar of companies, and those for 2007 will be delivered in due course. The auditors have reported on those accounts; their reports were unqualified and did not contain a statement under section 237(2) or (3) of the Companies Act 1985. The report for 2006 did not include a reference to any matters to which the auditors drew attention for emphasis without qualifying their report. The audit report for the year ended 31 December 2007 drew attention by way of emphasis without qualification to the basis of preparation.Β 

That basis of preparation is reproduced below:Β 

Basis of preparation

The financial statements for the year ended 31/12/07, from which the financialΒ information in this preliminary announcement has been extracted haveΒ been prepared on the going concern basis, notwithstanding net current liabilities of Β£3.7 million, which the directors believe to be appropriate for the following reasons. The Directors have performed a detailed review of current trading which has included consideration of the Company's funding position as at the date of approval of these financial statements and the projected funding requirement covering the next 12 months. In considering the projected funding requirement, the Directors have used a price for gold ofΒ US$900 /oz.

Background

In the period since the Company's year end, the development of the Company's mine at Bibiani has continued to lag behind its planned schedule with a consequential shortfall in gold production compared with budget. This in conjunction with ongoing capital expenditure has utilised cash resource and resulted in an accumulation of trade payables.

As a result the Company now has an immediate requirement for funding to provide it with the cash resource necessary to settle the accumulated trade payables and fund operational expenses and mine optimisation of the existing shaft over the period until production reaches a satisfactory level and generates net positive cash flows, which is expected in August 2008.

The Company's viability is dependent on achieving acceptable performance levels from the existing decline shaft and a second decline shaft at Bibiani. The second decline shaft is scheduled to be operational in January 2009.

Operating improvements at Bibiani

The Directors have taken the following steps to improve immediate production at Bibiani:-

3 new trucks have been purchased to increase the fleet to 9 and these are expected to be on site at Bibiani during July 2008. The first new truck has already improved the overall efficiency of the mining operations.Β 

2 new loaders are on order and are anticipated to be on site by September 2008 bringing total fleet size to 7.

A letter of intent has been signed with Barminco to develop the second decline shaft and work is currently underway to have this operational by January 2009.

In support of its development work at Bibiani, the Company has also received independent reports from Ukwazi and Snowden which confirms the Directors' view of the reserves and resources respectively at the mine and their commercial recoverability.Β 

An independent report from SRK Consulting has been commissioned. Its initial review has not revealed any fatal flaws. The full report is due to be released to the Board shortly.

Β 

Immediate working capital requirements

The Directors have prepared projected cash flow information for the period ending 12 months from the date of their approval of these financial statements. Those forecasts include assumptions concerning the success and timing of the improved performance levels of the existing shaft and the completion of the second shaft. On the basis of this cash flow information the Company requires further funding of US$22.5 million in order to satisfy its immediate working capital requirements and continue the development of the Bibiani site. This is expected to be raised in the form of equity financing ofΒ US$18 million (includingΒ US$7 million of convertible loans) and debt financing ofΒ US$4.5 million.Β 

The Company is therefore seeking to raise additional funding in the following forms to ensure that it can meet its forecast cash requirements:

The Company has arranged with Investec Asset Management and Emerging Capital Partners an immediate raising ofΒ US$8 million in the form of convertible loan notes (US$7 million) and new ordinary shares (US$1 million). The Company has signed legally binding agreements with these investors and funds will be made available by 12 July 2008. Subject to shareholder vote (see below) the company will immediately convert those notes to equity shares.

The Company is planning to issue further shares ofΒ US$10 million, in August 2008.

The Company is in the process of arranging an overdraft facility with the Bank of Ghana forΒ US$1 million and lease finance for equipment at Bibiani ofΒ US$3.5 million. However, these arrangements have not been finalised at the date of these financial statements. The directors have no reason at this stage to believe these arrangements will not be forthcoming.Β 

The conversion terms of the convertible loans and the intended placing of ordinary shares will both need to be approved by shareholders at the Company's forthcoming Annual General Meeting. The directors have held informal discussions with a number of the Company's shareholders and, in light of the value of the Company's gold reserves and the independent confirmation that those reserves can be successfully recovered, are confident of the continuing support of shareholders for these resolutions and therefore the continued funding of the business.

In the event that the necessary resolution regarding the convertible loan notes is not received those notes will be repayable in cash by 31 December 2008. Furthermore, should the resolution to approve the share issue not be passed then the Company will be obliged to seek alternative sources of finance immediately following the Annual General Meeting.Β 

The directors also note that due to the delay in publication of the 2007 annual report the company was not in compliance with the covenants governing the existing borrowings provided by Investec BankΒ LimitedΒ described in note 18. The covenant in question required the annual report to be delivered within 90 days of the balance sheet date. In light of discussions with Investec Bank, the directors have no reason to believe that the covenant breach will not be waived upon publication of this annual report.Β 

Conclusion

The Directors have reviewed the Company's cash projections for the next 12 months, theΒ planned performance improvements at Bibiani and the funding plans described above, and have concluded that together they provide an appropriate basis for the Directors to present the financial statements of the Company on a going concern basis.

However, there can be no certainty in relation to these matters, which casts significant doubt on the Company's ability to continue as a going concern. The Company may, therefore, be unable to continue realising its assets and discharging its liabilities in the normal course of business but the financial statements do not include any adjustments that might result from the basis of preparation being inappropriate.

For further information please visitΒ www.centralafricangold.comΒ Β or contact:

Greg Hunter/

Nicole Broome

Central African Gold Plc

Tel: +27(0)11 676 2500

Hugo deΒ Salis/

Felicity Edwards

St Brides Media and Finance Ltd

Tel: +44(0)20 7236 1177

Simon Raggett

Strand Partners Limited

Tel: +44(0)20 7409 3494

Charmane Russell

Russell and Associates

Tel: +27(0)11 880 3924

Notes to Editors:

Central African Gold Plc, admitted to AIM in April 2004, was established to acquire gold assets with a geographical focus onΒ Africa. The Company has established a sound portfolio with projects inΒ Ghana,Β Mali,Β ZimbabweΒ andΒ Botswana. It has a highly experienced management team, which has worked together for four years managing six underground greenstone gold mining operations and building exploration portfolios.

CAG's portfolio includes the developing Bibiani gold mine and two prospecting licences inΒ Ghana, which it acquired from AngloGold Ashanti Limited, three joint ventures inΒ MaliΒ covering 17 prospective permits and a licence inΒ BotswanaΒ covering the extension of the Kraaipan greenstone belt fromΒ South Africa. During 2007 CAG acquired 5 gold mines and extensive exploration properties inΒ Zimbabwe. The management team is evaluating additional prospects inΒ AfricaΒ to establish CAG as a leading mid-tier African gold producer with world class exploration and production assets.

This information is provided by RNS
The company news service from the London Stock Exchange
Β 
END
Β 
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