Half-yearly Report

25 February 2015 Conroy Gold and Natural Resources plc ("Conroy" or "the Company") Half-yearly results for the six months ended 30 November 2014 Conroy Gold and Natural Resources plc (AIM:CGNR; ESM:CGNR.I), the gold exploration and development company planning to develop a gold mine at Clontibret in Ireland, announces its results for the six months ended 30 November 2014. Highlights: * Viability of mine at Clontibret confirmed * Metallurgical testwork indicates favourable flotation and downstream processing characteristics * Potential economic quantities of antimony as well as gold may be mined * Satellite imagery and structural studies highlight further gold potential * Gold Licences granted in highly prospective region in Finland Commenting, Chairman, Professor Richard Conroy said: "I am delighted that continued progress has been made in relation to our proposed mine at Clontibret in Co. Monaghan and that antimony may also be mined as well as gold." For further information please contact: Conroy Gold and Natural Resources plc Tel: +353-1-661-8958 Professor Richard Conroy, Chairman Sanlam Securities UK Limited (Nomad) Tel: +44-20-7628-2200 Virginia Bull/Simon Clements Hybridan LLP (Broker) Tel: +44-20-3713-4581 Claire Noyce/William Lynne IBI Corporate Finance Limited (ESM Adviser) Tel: +353-766-234-800 Ger Heffernan/Jan Fitzell Lothbury Financial Services Limited Tel: +44-20-3440-7622 Michael Padley Hall Communications Tel: +353-1-660-9377 Don Hall Visit the website at: www.conroygold.com CHAIRMAN'S STATEMENT Dear Shareholder I have great pleasure in presenting your Company's Half-Yearly Report for the six months ended 30 November 2014. This was a period of further significant progress for your Company during which the viability of the proposed mine at Clontibret was confirmed and that antimony as well as gold may well be economically mined. In addition, excellent results were reported from both the Company's gold and base metal exploration targets. Exploration licences were also granted in a promising gold area of Finland. The focus will however remain on bringing the Clontibret mine into production. Clontibret Work continued in relation to your Company's proposed gold mine in Clontibret, Co. Monaghan and in July Michael Brennan was appointed Project Manager to oversee the mine development. The mine will consist of a Phase 1 starter pit which will concentrate on a high grade, densely drilled portion of the resource and should result in accelerated total project capital payback within year 2 of the operation and a positive cash flow. Current metallurgical testwork is indicating very favourable flotation and downstream processing characteristics which together with favourable infrastructure and logistical support will help reduce the project's capital and operating costs. The metallurgical testwork has also revealed that potentially economic quantities of antimony may occur in the gold bearing concentrate following flotation. Work has therefore been carried out to identify flowsheet options to allow for the extraction of the antimony from the gold bearing concentrate. Several process options have been identified, and future metallurgical testwork will include testing these options and optimising extraction so as to ensure a saleable antimony product. Antimony is specified by the European Commission as a critical raw material and a large supply deficit is forecast. The product is used primarily in the production of flame retardants. The potentially economic quantities of the strategically important mineral antimony, in addition to the gold which is intended to be mined at Clontibret, is a very welcome further development as your Company moves forward with its mining plans for Clontibret. Phase 2 will comprise underground mining and/or further surface pit(s). For the underground mining option there are favourable grades and widths at depth that have been identified by drilling. This ore could be accessed by a spiral ramp at the base of the Phase 1 pit and mined by a high volume method such as sublevel block caving. The mining plan is also set in the context of the remaining 80 per cent of the Clontibret gold target where significant gold intersections outside the planned mine area for Phase 1 have been previously identified and are expected to be economic to mine. Exploration Further highly encouraging results were achieved on your Company's exploration licences. In particular, high resolution satellite imagery has identified 21 gold exploration targets as well as delineating five main lineament orientations in the Longford-Down Massif. Positive results were also received from a Structural Study undertaken at the Slieve Glah target in County Cavan, Ireland. The study was carried out by independent consultant structural geologists, Dr. Francis Murphy and Dr. David Coller. The study showed that the gold mineralisation at Slieve Glah is associated with a major geological structure, the Orlock Bridge Fault which appears to be the major structural control on mineralisation in the area. The study highlighted the potential for a concentration of gold mineralised faults and of gold target zones within the gold-in-soil anomalies defined at Slieve Glah. These anomalies are approximately 3 km (1.8 miles) in length. The Slieve Glah area is located approximately 40 km (25 miles) to the south east of the proposed gold mine at Clontibret in County Monaghan. The Orlock Bridge Fault undergoes a significant strike swing, or bend, at Slieve Glah. This has led to the development of a dilation zone which could hold significant mineral potential. Your Company has also made further progress with its gold exploration programme in Finland with the granting of nine exploration claims in the Sodankyla region of Northern Finland which we are delighted to receive having been involved in gold exploration in Finland for many years. Sodankyla has become a highly prospective region for gold and copper exploration, hosting both the world class Kittila gold mine and the Kevitsa nickel-copper mine. Previous exploration by your Company in the Sodankyla area yielded very encouraging gold results and historic till sampling within the area has reported values of over 4,000 ppb gold and up to 95 ppm copper. The nine exploration claims which have been granted in Finland together cover an area of 789Ha (c. 1,950 acres). We look forward to our exploration programme in Finland complementing our successful gold and base metal exploration in Ireland. Finance The loss after taxation for the half-year ended 30 November 2014 was €150,230 (2013: loss of €131,527) and the net assets as at 30 November 2014 were € 15,449,505 (2013: €13,224,751). During the period, we raised £750,000 by way of placing and subscription, there was also a debt conversion of £273,500 nominal of unsecured convertible loan and an extension of warrants by five years. Outlook Your Company looks forward to continued progress with its planned gold mine at Clontibret and its ongoing exploration programme for gold and base metals. Directors and Staff I would like to thank all of my fellow directors, staff and consultants for their support and dedication, which has enabled the continued success of the Company. I look forward to the future with confidence. Yours faithfully, Professor Richard Conroy Chairman 25 February 2015 INCOME STATEMENT FOR HALF-YEAR ENDED 30 NOVEMBER 2014 Six months Six months Year ended ended ended 30 November 30 November 31 May 2014 2013 2014 (Unaudited) (Unaudited) (Audited) € € € OPERATING EXPENSES (150,230) (125,588) (374,323) Finance income - bank interest - - - receivable Finance costs - interest on - (5,939) (5,982) shareholder loan LOSS BEFORE TAXATION (150,230) (131,527) (380,305) Taxation - - - LOSS FOR HALF-YEAR (150,230) (131,527) (380,305) Loss per ordinary share - basic (€0.0004) (€0.0004) (€0.0012) and diluted STATEMENT OF COMPREHENSIVE INCOME FOR HALF-YEAR ENDED 30 NOVEMBER 2014 Six months Six months Year ended ended ended 30 November 30 November 31 May 2014 2013 2014 (Unaudited) (Unaudited) (Audited) € € € LOSS FOR PERIOD (150,230) (131,527) (380,305) Total income and expense - - - recognised in other comprehensive income TOTAL COMPREHENSIVE INCOME FOR THE (150,230) (131,527) (380,305) PERIOD - ENTIRELY ATTRIBUTABLE TO EQUITYHOLDERS STATEMENT OF FINANCIAL POSITION AS AT 30 NOVEMBER 2014 30 November 30 November 31 May 2014 2013 2014 (Unaudited) (Unaudited) (Audited) ASSETS € € € Non-current Assets Intangible assets 16,623,673 15,302,446 16,033,308 Investment in Subsidiary 2 2 2 Property, plant and equipment 279,253 5,363 7,854 16,902,928 15,307,811 16,041,164 Current Assets Trade and other receivables 51,947 331,616 59,358 Cash and cash equivalents 466,585 19,508 78,372 518,532 351,124 137,730 Total Assets 17,421,460 15,658,935 16,178,894 EQUITY AND LIABILITIES Capital and Reserves Called up share capital 4,373,208 8,936,758 3,520,000 Called up deferred share capital 6,135,597 - 6,135,597 Share premium 8,855,525 7,926,342 8,447,949 Capital conversion reserve fund 30,617 30,617 30,617 Share based payments reserve 1,007,780 1,044,248 1,034,760 Retained losses (4,953,222) (4,713,214) (4,877,992) Total Equity 15,449,505 13,224,751 14,290,931 Non-current Liabilities Convertible loan - 996,075 324,952 Financial Liabilities 191,022 293,215 191,022 Total Non-current Liabilities 191,022 1,289,290 515,974 Current Liabilities Trade and other payables 1,780,933 1,144,894 1,371,989 Total Current Liabilities 1,780,933 1,144,894 1,371,989 Total Liabilities 1,971,955 2,434,184 1,887,963 Total Equity and Liabilities 17,421,460 15,658,935 16,178,894 CASH FLOW STATEMENT FOR THE HALF-YEAR ENDED 30 NOVEMBER 2014 Six months Six months Year ended ended ended 30 November 30 November 31 May 2014 2013 2014 (Unaudited) (Unaudited) (Audited) € € € Cash flows from operating activities Cash generated/(used in) by 279,130 (86,373) 186,680 operations Tax paid - - - Net cash generated/(used in)by 279,130 (86,373) 186,680 operating activities Cash flows from investing activities Investment in exploration and (547,312) (417,334) (1,068,743) evaluation Payments to acquire property, plant (279,436) - - and equipment Net cash used in investing activities (826,748) (417,334) (1,068,743) Cash flows from financing activities Issue of share capital 1,260,783 207,836 812,621 Advances/(conversion) of shareholder - (752,560) 205,000 loan Convertible loan conversion (324,952) 996,075 - Amount repaid to shareholders - - (114,600) Interest paid on shareholder loan - - (14,450) Net cash generated from financing 935,831 451,351 888,571 activities Increase/(Decrease) in cash and cash 388,213 (52,356) 6,508 equivalents Cash and cash equivalents at 78,372 71,864 71,864 beginning of period Cash and cash equivalents at end of 466,585 19,508 78,372 period STATEMENT OF CHANGES IN EQUITY FOR THE HALF-YEAR ENDED 30 NOVEMBER 2014 Capital Conversion Share-based Retained Share Share Reserve Payment Earnings Total Capital Premium Fund Reserve (Deficit) Equity € € € € € € At 1 June 2014 9,655,597 8,447,949 30,617 1,034,760 (4,877,992) 14,290,931 Share issue 853,208 - - - - 853,208 Share premium - 446,772 - - - 446,772 Share issue - (39,196) - - - (39,196) expenses Share-based - - - 48,020 - 48,020 payments - - - (75,000) 75,000 - Transfer from share-based payment reserve to retained earnings/ (deficit) Loss for the - - - - (150,230) (150,230) period At 30 November 10,508,805 8,855,525 30,617 1,007,780 (4,953,222) 15,449,505 2014 Capital Conversion Share-based Retained Share Share Reserve Payment Earnings Total Capital Premium Fund Reserve (Deficit) Equity € € € € € € At 1 June 2013 8,737,547 7,917,717 30,617 969,735 (4,581,687) 13,073,929 Share issue 199,211 - - - - 199,211 Share premium - 10,457 - - - 10,457 Share issue - (1,832) - - - (1,832) expenses Share-based - - - 74,513 - 74,513 payments Loss for the - - - - (131,527) (131,527) period At 30 November 8,936,758 7,926,342 30,617 1,044,248 (4,713,214) 13,224,751 2013 Notes to the Financial Statements 1. Basis of preparation The half-yearly financial statements have been prepared on the basis of the recognition and measurement requirements of International Financial Reporting Standards (IFRS) as adopted by the European Union (EU), and their interpretations adopted by the International Accounting Standards Board (IASB). The accounting policies used in the preparation of the half-yearly financial information are the same as those used in the Company's audited financial statements for the year ended 31 May 2014. 2. Earnings per share The calculation of the loss per ordinary share of €0.0004 (2013: €0.0004) is based on the loss for the financial year of €150,230 (2013: €131,527) and the weighted average number of ordinary shares in issue during the period of 363,060,039 (2013: 293,465,001). 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 30 November 2014. 4. Copies of Accounts A copy of the Half-Yearly Report will be available on the Company's website www.conroygold.com and will be available from the Company's registered office, 10 Upper Pembroke Street, Dublin 2.

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