Cora Gold Regulatory News (CORA)

Cora Gold Limited / EPIC: CORA.L / Market: AIM / Sector: Mining

7 September 2020

Cora Gold Limited ('Cora' or 'the Company')

Interim Results for the Six Months Ended 30 June 2020

Cora Gold Limited, the West African focused gold company, is pleased to announce its unaudited interim results for the six months ended 30 June 2020.

Highlights

Operations

● Positive Scoping Study results on its flagship Sanankoro Gold Project ('Sanankoro') in southern Mali, showing a 107% IRR and US$41.5m NPV (8% discount) at a US$1,500 gold price

● The discovery of two new near surface, oxide gold zones, each of 1.5km, on permits adjacent to, and within easy haulage distance of, Sanankoro

● Notable results from ongoing programmes in west Mali and Senegal during the first half of 2020, including:

○ a new target identified at the Madina Foulbé Permit in Senegal - grab sample assays returned gold values that include 57.2 g/t Au, 11.8 g/t Au, 5.99 g/t Au and 3.97 g/t Au; and

○ two key targets identified at the Diangounte Project Area in western Mali where grab samples returned gold values that include 14.1 g/t Au and 12.1 g/t Au.

● Positive results from the bulk sample programme completed in conjunction with Hummingbird Resources plc (AIM: HUM; 'Hummingbird') which explored the ability of the ore at Sanankoro to be concentrated by gravity separation to a level that would be viable to transport distances more than 100km to support a lower capex and faster route to cash flow

● Appointment of international environmental consultants Digby Wells Environmental to undertake the Environmental and Social Impact Assessment at Sanankoro - completion expected in Q3 2021

Corporate

● Appointment of new CEO, Bert Monro. Mr Monro has significant experience in both the resource sector and the City, most notably over ten years' experience at Hummingbird

● Continued strong support from new investors and existing shareholders demonstrated through their participation in a fundraising for in excess of £2.88 million which closed in April 2020

● US$21m mandate and term sheet signed with investment firm Lionhead Capital Advisors Proprietary Limited to fund the future development of the Sanankoro

● Strong cash balance of US$3.6m at end of June 2020

Bert Monro, Chief Executive Officer of Cora, commented: "The year to date has been an active time for the Company on all fronts with significant progress made in particular on the Sanankoro Gold Project. The combination of a very positive Scoping Study, with an 107% Internal rate of return at a US$1,500/oz gold price, and a recent US$21m Term Sheet to fund the construction of Sanankoro, puts us in a strong position as we move in to the next stage of development. 

"Despite the uncertainty of the last six months we have managed to work safely and effectively and it's a huge testament to the quality of the Cora exploration team. I am extremely grateful for the effort they have put in, delivering excellent results under challenging conditions.

"We are very much looking forward to our next season of work programmes with the bigger picture of working towards the completion of a DFS on Sanankoro by the end of 2021. I would like to extend a warm thanks to our shareholders and stakeholders who continue to be supportive of our activities. We look forward to giving updates on further developments in the coming months."

The Company's unaudited interim results for the six months ended 30 June 2020 will be made available on the Company's website http://www.coragold.com/category/company-reports.

Market Abuse Regulation ('MAR') Disclosure

Certain information contained in this announcement would have been deemed inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 until the release of this announcement.

**ENDS**

For further information, please visit http://www.coragold.com or contact:

Notes

Cora is a gold company focused on two world class gold regions in Mali and Senegal in West Africa. Historical exploration has resulted in the highly prospective Sanankoro Gold Discovery, in addition to multiple, high potential, drill ready gold targets within its broader portfolio. Cora's primary focus is on further developing Sanankoro in the Yanfolila Gold Belt (Southern Mali), which Cora believes has the potential for a standalone mine development. Sanankoro has a positive Scoping Study published on it showing a 107% IRR and US$41.5m NPV at a US$1,500 gold price. Cora's highly experienced management team has a proven track record in making multi-million-ounce gold discoveries, which have been developed into operating mines.

Consolidated Statement of Financial Position

as at 30 June 2020 and 2019,

and 31 December 2019

All amounts stated in thousands of United States dollar

Consolidated Statement of Comprehensive Income

for the six months ended 30 June 2020 and 2019,

and the year ended 31 December 2019

All amounts stated in thousands of United States dollar (unless otherwise stated)

Consolidated Statement of Changes in Equity

for the six months ended 30 June 2020 and 2019,

and the year ended 31 December 2019

All amounts stated in thousands of United States dollar

Unaudited

Unaudited

Consolidated Statement of Cash Flows

for the six months ended 30 June 2020 and 2019,

and the year ended 31 December 2019

All amounts stated in thousands of United States dollar

Notes to the Condensed Consolidated Financial Statements

for the six months ended 30 June 2020 and 2019,

and the year ended 31 December 2019

All tabulated amounts stated in thousands of United States dollar (unless otherwise stated)

1. General information

The principal activity of Cora Gold Limited (the 'Company') and its subsidiaries (together the 'Group') is the exploration and development of mineral projects, with a primary focus in West Africa. The Company is incorporated and domiciled in the British Virgin Islands. The address of its registered office is Rodus Building, Road Reef Marina, P.O. Box 3093, Road Town, Tortola, VG1110, British Virgin Islands.

The condensed consolidated interim financial statements of the Group for the six months ended 30 June 2020 comprise the results of the Group and have been prepared in accordance with AIM Rules for Companies. As permitted, the Company has chosen not to adopt IAS 34 'Interim Financial Reporting' in preparing these interim financial statements.

The condensed consolidated interim financial statements for the period 01 January to 30 June 2020 are unaudited. In the opinion of the directors the condensed consolidated interim financial statements for the period present fairly the financial position, and results from operations and cash flows for the period in conformity with generally accepted accounting principles consistently applied. The condensed consolidated interim financial statements incorporate unaudited comparative figures for the interim period 01 January to 30 June 2019 and extracts from the audited financial statements for the year ended 31 December 2019.

The interim report has not been audited or reviewed by the Company's auditor.

The key risks and uncertainties and critical accounting estimates remain unchanged from 31 December 2019 and the accounting policies adopted are consistent with those used in the preparation of its financial statements for the year ended 31 December 2019.

As at 30 June 2020 and 31 December 2019 the Company held:

● a 100% shareholding in Cora Gold Mali SARL (registered in the Republic of Mali; the address of its registered office is Rue 224 Porte 1279, Hippodrome 1, BP 2788, Bamako, Republic of Mali);

● a 100% shareholding in Cora Exploration Mali SARL (the address of its registered office is Rue 224 Porte 1279, Hippodrome 1, BP 2788, Bamako, Republic of Mali);

● a 95% shareholding in Sankarani Ressources SARL (the address of its registered office is Rue 841 Porte 202, Faladiè SEMA, BP 366, Bamako, Republic of Mali); and

● Cora Resources Mali SARL (registered in the Republic of Mali; the address of its registered office is Rue 841 Porte 202, Faladiè SEMA, BP 366, Bamako, Republic of Mali) was a wholly owned subsidiary of Sankarani Ressources SARL.

The remaining 5% of Sankarani Ressources SARL can be purchased from a third party for US$1,000,000.

2. Earnings per share

The calculation of the basic and fully diluted earnings per share attributable to the equity shareholders is based on the following data:

As at 30 June 2020 and 2019, and 31 December 2019 the Company's issued and outstanding capital structure comprised a number of ordinary shares, warrants and share options (see Note 7).

3. Intangible assets

Intangible assets relate to exploration and evaluation project costs capitalised as at 30 June 2020 and 2019, and 31 December 2019, less impairment.

Additions to project costs during the six months ended 30 June 2020 and 2019, and the year ended 31 December 2019 were in the following geographical areas:

Impairment of project costs during the six months ended 30 June 2020 and 2019, and the year ended 31 December 2019 relate to the following terminated projects:

Those projects which were terminated were considered by the directors to be no longer prospective. The Group's Sanankoro Permit in the Yanfolila Gold Belt of southern Mali expired on 01 February 2020 in accordance with Mali's Mining Code. Prior to expiry the Company submitted an application for the award of a new permit over the area covered by the Sanankoro Permit. The Group's primary focus is on further developing Sanankoro which the Company believes has the potential for a standalone mine development. The Company looks forward to announcing the award of a new permit in due course once the necessary process set out in the Mining Code has occurred. The board of directors of the Company consider that as at 30 June 2020 no adjustment for impairment is required to be made in respect of the Sanankoro Permit.

Project costs capitalised as at 30 June 2020 and 2019, 31 December 2019 related to the following geographical areas:

4. Trade and other receivables

5. Cash and cash equivalents

Cash and cash equivalents held as at 30 June 2020 and 2019, and 31 December 2019 were in the following currencies:

6. Trade and other payables

7. Share capital

The Company is authorised to issue an unlimited number of no par value shares of a single class.

As at 31 December 2018 the Company's issued and outstanding capital structure comprised:

● 66,040,294 ordinary shares;

● warrants to subscribe for 320,575 ordinary shares at a price of 16.5 pence (British pound sterling) per ordinary share expiring on 09 October 2020; and

● share options over 2,225,000 ordinary shares in the capital of the Company exercisable at 16.5 pence (British pound sterling) per ordinary share expiring on 18 December 2022.

On 30 April 2019 the Company closed a placing and subscription for 35,064,845 ordinary shares at a price of 3.85 pence (British pound sterling) per share for total gross proceeds of GBP£1,349,996.53. Certain directors of the Company participated in this subscription.

As at 30 June 2019 the Company's issued and outstanding capital structure comprised:

● 101,105,139 ordinary shares;

● warrants to subscribe for 320,575 ordinary shares at a price of 16.5 pence (British pound sterling) per ordinary share expiring on 9 October 2020; and

● share options over 2,225,000 ordinary shares in the capital of the Company exercisable at 16.5 pence (British pound sterling) per ordinary share expiring on 18 December 2022.

On 30 September 2019 the Company closed a placing and subscription for 28,571,428 ordinary shares at a price of 7 pence (British pound sterling) per share (the 'Fundraising Shares') for total gross proceeds of GBP£1,999,999.96. Each Fundraising Share has a warrant attached to subscribe for one new ordinary share at a price of 10 pence (British pound sterling) per share expiring on 30 September 2020. Certain directors of the Company participated in this subscription. In addition the Company issued warrants to a broker of the placing to subscribe for 2,142,857 ordinary shares at a price of 10 pence (British pound sterling) per share expiring on 30 September 2020.

On 09 October 2019 the board of directors granted and approved share options over 6,550,000 ordinary shares in the capital of the Company exercisable at 8.5 pence (British pound sterling) per ordinary share expiring on 09 October 2023. 2,500,000 of such share options were conditional upon Robert Monro taking on the role of Chief Executive Officer and a Director of the Company. This condition was satisfied on 02 January 2020 when Robert Monro was appointed Chief Executive Officer and a Director of the Company. Regarding the vesting of these share options:

● 1,012,500 vest on each of 09 October 2019, 09 April 2020, 09 October 2020 and 09 April 2021; and

● 625,000 vest on each of 02 January 2020, 02 July 2020, 02 January 2021 and 02 July 2021.

Following the resignation of Geoffrey McNamara as an independent Non-Executive Director and Chairman of the board on 12 November 2019 share options:

● over 325,000 ordinary shares in the capital of the Company exercisable at 16.5 pence (British pound sterling) per ordinary share and expiring on 18 December 2022; and

● over 350,000 ordinary shares in the capital of the Company exercisable at 8.5 pence (British pound sterling) per ordinary share and expiring on 09 October 2023;

were cancelled.

As at 31 December 2019 the Company's issued and outstanding capital structure comprised:

● 129,676,567 ordinary shares;

● warrants to subscribe for 30,714,285 ordinary shares at a price of 10 pence (British pound sterling) per ordinary share expiring on 30 September 2020;

● warrants to subscribe for 320,575 ordinary shares at a price of 16.5 pence (British pound sterling) per ordinary share expiring on 09 October 2020;

● share options over 1,900,000 ordinary shares in the capital of the Company exercisable at 16.5 pence (British pound sterling) per ordinary share expiring on 18 December 2022; and

● share options over 6,200,000 ordinary shares in the capital of the Company exercisable at 8.5 pence (British pound sterling) per ordinary share and expiring on 09 October 2023.

On 22 April 2020 the Company closed a subscription for 60,838,603 ordinary shares at a price of 4.75 pence (British pound sterling) per share for total gross proceeds of GBP£2,889,833.64. Certain directors of the Company participated in this subscription.

As at 30 June 2020 the Company's issued and outstanding capital structure comprised:

● 190,515,170 ordinary shares;

● warrants to subscribe for 30,714,285 ordinary shares at a price of 10 pence (British pound sterling) per ordinary share expiring on 30 September 2020;

● warrants to subscribe for 320,575 ordinary shares at a price of 16.5 pence (British pound sterling) per ordinary share expiring on 09 October 2020;

● share options over 1,900,000 ordinary shares in the capital of the Company exercisable at 16.5 pence (British pound sterling) per ordinary share expiring on 18 December 2022; and

● share options over 6,200,000 ordinary shares in the capital of the Company exercisable at 8.5 pence (British pound sterling) per ordinary share and expiring on 09 October 2023.

Movements in capital during the six months ended 30 June 2020 and 2019, and the year ended 31 December 2019 were as follows:

8. Ultimate controlling party

The Company does not have an ultimate controlling party.

As at 30 June 2020 the Company's largest shareholder was Brookstone Business Inc ('Brookstone') which held 53,060,025 ordinary shares, being 27.85% of the total number of ordinary shares issued and outstanding. Brookstone is wholly owned and controlled by First Island Trust Company Limited as Trustee of the Nodo Trust, a discretionary trust with a broad class of potential beneficiaries. Patrick Quirk, father of Paul Quirk (Non-Executive Director of the Company), is a potential beneficiary of the Nodo Trust.

Brookstone, Key Ventures Holding Limited and Paul Quirk (Non-Executive Director of the Company) (collectively the 'Investors'; as at 30 June 2020 their aggregated shareholdings being 34.07% of the total number of ordinary shares issued and outstanding) have entered into a Relationship Agreement to regulate the relationship between the Investors and the Company on an arm's length and normal commercial basis. In the event that Investors' aggregated shareholdings becomes less than 30% then the Relationship Agreement shall terminate. Key Ventures Holding Limited is wholly owned and controlled by First Island Trust Company Limited as Trustee of The Sunnega Trust, a discretionary trust with a broad class of potential beneficiaries. Paul Quirk (Non-Executive Director of the Company) is a potential beneficiary of The Sunnega Trust.

9. Contingent liabilities

On 17 June 2020 the Company entered into a conditional US$21 million mandate and term sheet with investment firm Lionhead Capital Advisors Proprietary Limited ('Lionhead') to fund the development of the Company's Sanankoro Gold Project in southern Mali. This is conditional on, among other matters, the completion of a Definitive Feasibility Study on the Sanankoro Gold Project by 31 December 2021. Paul Quirk (Non-Executive Director of the Company) is a director of Lionhead. The US$21 million project financing comprises US$6 million equity, US$5 million convertible loan note and US$10 million debt. In the event that the Company secures debt from another party then the Company will pay a fee of US$200,000 to Lionhead. If the mandate with Lionhead terminates then no such fee shall be payable if debt is raised after 4 months following such termination.

A number of the Company's project areas have potential net smelter royalty obligations, together with options for the Company to buy out the royalty. At the current stage of development, it is not considered that the outcome of these contingent liabilities can be considered probable or reasonably estimable and hence no provision has been recognised in the financial statements.

10. Capital commitments

On 10 March 2020 the Group entered into a contract with International Drilling Company Africa for 2,000 metres of drilling at the Madina Foulbé Permit in eastern Senegal. Drilling was suspended in April 2020 due to the current global COVID-19 outbreak. As at the time of suspension 642 metres of drilling had been completed and in accordance with the terms of the contract the Group had incurred expenditure of US$37,360. Drilling is expected to resume when it is possible and safe to do so.

On 14 April 2020 the Company entered into a contract with Digby Wells Environmental (Jersey) Limited to conduct an Environmental and Social Impact Assessment ('ESIA') for the Sanankoro Gold Project. Total estimated fees in respect of the ESIA are US$366,377. As at 30 June 2020 under the terms of the contract the Company had made payment of US$73,275, being 20% of the total estimated ESIA fees. The ESIA is expected to be completed in the second half of 2021.

11. Events after the balance sheet date

On 18 August 2020 a military coup took place in Mali which resulted in the subsequent resignation of President Ibrahim Boubacar Keita and the dissolution of the national assembly. The Company's directors will continue to monitor this situation and its impact on the Group's activities and financial resources.

Subsequent to 30 June 2020 certain warrantholders exercised their right to subscribe for a total of 1,734,133 ordinary shares at a price of 10 pence (British pound sterling) per ordinary share expiring on 30 September 2020 for total gross proceeds of GBP£173,413.30. As at the date of approval of the condensed consolidated interim financial statements (see Note 12) the total number of ordinary shares issued and outstanding was 192,249,303 and the Company's largest shareholder was Brookstone which held 53,060,025 ordinary shares (being 27.60% of the total number of ordinary shares issued and outstanding).

Given the ongoing uncertainties created by COVID-19 the directors will continue to monitor its impact on the Group's activities and financial resources. The Group will continue to follow its strict protocols to reduce the risk of transmission of COVID-19 at its operating field camps.

12. Approval of condensed consolidated interim financial statements

The condensed consolidated interim financial statements were approved and authorised for issue by the board of directors of Cora Gold Limited on 04 September 2020.