-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Mutfq63wMNQYO1/kCCz3JvDdB7zD0FTtRxs8Pl0vPI6fefEVX8RGoJp9XykHI0Fg jqwOD6S170QFGpzyV8pDEA== 0001001277-04-000577.txt : 20041229 0001001277-04-000577.hdr.sgml : 20041229 20041228181504 ACCESSION NUMBER: 0001001277-04-000577 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 6 CONFORMED PERIOD OF REPORT: 20041217 FILED AS OF DATE: 20041229 DATE AS OF CHANGE: 20041228 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CORAL GOLD RESOURCES, LTD. CENTRAL INDEX KEY: 0000813639 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 000000000 FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-15688 FILM NUMBER: 041229272 BUSINESS ADDRESS: STREET 1: 455 GRANVILLE ST STE 100 CITY: VANCOUVER BC CANADA STATE: A1 ZIP: V6C 1T1 BUSINESS PHONE: 604 6823701 MAIL ADDRESS: STREET 1: 455 GRANVILLE ST STREET 2: STE 400 CITY: VANCOUVER BC STATE: A1 ZIP: V6C 1T1 FORMER COMPANY: FORMER CONFORMED NAME: CORAL ENERGY CORP DATE OF NAME CHANGE: 19871103 FORMER COMPANY: FORMER CONFORMED NAME: CORAL GOLD CORP DATE OF NAME CHANGE: 19870430 6-K 1 december2004.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of: December 2004 Commission File Number 0-18939 CORAL GOLD RESOURCES LTD. (Registrant's name) 455 Granville Street, Suite 400 Vancouver, British Columbia, Canada V6C 1T1 (Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. Form 20-F [X] Form 40-F [ ] Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes [ ] No [X] If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): On December 17, 2004, Coral Gold Resources Ltd. filed its Interim Financial Statements and Management Discussion and Analysis for the period ended October 31, 2004 with the British Columbia Securities Commission. Exhibit No. Description ----------- ----------- 99.1 Letter to British Columbia Securities Commission dated December 17, 2004 99.2 Consolidated Interim Financial Statements for the quarter ended October 31, 2004 (unaudited) 99.3 Management's Discussion and Analysis for the quarter ended October 31, 2004 99.4 Certification of Interim Filing by the Chief Executive Officer 99.5 Certification of Interim Filing by the Chief Financial Officer SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. CORAL GOLD RESOURCES LTD. (Registrant) Date: December 23, 2004 /s/ David Wolfin --------------------------- ------------------------- David Wolfin, Director Exhibit Index ------------- Exhibit No. Description ----------- ----------- 99.1 Letter to British Columbia Securities Commission dated December 17, 2004 99.2 Consolidated Interim Financial Statements for the quarter ended October 31, 2004 (unaudited) 99.3 Management's Discussion and Analysis for the quarter ended October 31, 2004 99.4 Certification of Interim Filing by the Chief Executive Officer 99.5 Certification of Interim Filing by the Chief Financial Officer EX-99 2 exhibit991.txt EXHIBIT 99.1 December 20, 2004 British Columbia Securities Commission PO Box 10142 Pacific Centre 701 West Georgia Street Vancouver, BC V7Y 1L2 Dear Sirs: Re: Coral Gold Resources Ltd. (the "Company") We enclose herewith for filing with your office, the Company's Interim Financial Statements and Management Discussion & Analysis for the period ended October 31, 2004. We confirm that on the above date, the attached materials were forwarded by pre-paid first class mail to all persons on the supplemental list of the Company. Yours Sincerely, CORAL GOLD RESOURCES LTD. "Connie Lillico" Connie Lillico Corporate Secretary Cc: Alberta Securities Commission Ontario Securities Commission TSX Venture Exchange EX-99 3 exhibit992.txt EXHIBIT 99.2 CORAL GOLD RESOURCES LTD. 400 - 455 Granville Street Vancouver, BC V6C 1T1 Phone (604) 682-3701 Fax (604) 682-3600 NOTICE OF NO AUDITOR REVIEW OF INTERIM FINANCIAL STATEMENTS - ----------------------------------------------------------- Under National Instrument 51-102, Part 4, subsection 4.3(3)(a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that the financial statements have not been reviewed by an auditor. The accompanying unaudited interim financial statements of the Company have been prepared by and are the responsibility of the Company's management. The Company's independent auditor has not performed a review of these financial statements in accordance with the standards established by the Canadian Institute of Chartered Accountants for a review of interim financial statements by an entity's auditor. Coral Gold Resources Ltd. (formerly Coral Gold Corp.) Consolidated Interim Balance Sheets Unaudited
October 31, 2004 January 31, 2004 $ $ -------------------------------------- ASSETS Current Cash and cash equivalents 1,767,385 2,567,156 Accounts and advances receivable 69,694 56,545 Marketable securities 57,359 57,359 Prepaid expenses 6,978 10,976 Share subscriptions receivable 11,945 70,645 -------------------------------------- Total current assets 1,913,361 2,762,681 Investment securities 72,575 72,575 Equipment 4,826 5,678 Mineral properties (Note 2) 8,231,510 7,574,347 Reclamation deposit 507,973 551,719 -------------------------------------- Total assets 10,730,245 10,967,000 ====================================== LIABILITIES Current Accounts payable and accrued liabilities 13,950 78,347 Advances payable 10,375 82,748 -------------------------------------- Total liabilities 24,325 161,095 -------------------------------------- SHAREHOLDERS' EQUITY Subscriptions received in advance - 791,720 Share capital (Note 3) 30,743,902 29,646,238 Deficit (20,037,982) (19,632,053) -------------------------------------- Total shareholders' equity 10,705,920 10,805,905 -------------------------------------- Total liabilities and shareholders' equity 10,730,245 10,967,000 ======================================
On behalf of the Board "Matt Wayrynen" Director - --------------- "Ernest Calvert" Director - ---------------- See accompanying notes to the consolidated interim financial statements Coral Gold Resources Ltd. (formerly Coral Gold Corp.) Consolidated Interim Statement of Operations and Deficit Unaudited
Three months ended October 31, Nine Months ended October 31, 2004 2003 2004 2003 $ $ $ $ --------------------------------------------------------------------------------- Revenue Interest 8,378 1,546 24,132 6,094 Expenses Amortization 285 150 852 448 Consulting fees 12,345 15,147 30,230 22,647 Directors fees - 14,000 - 24,000 Investor relations and shareholder information 10,979 60,750 57,222 126,165 Legal and accounting 20,542 12,251 35,634 46,742 Listing and filing fees 7,555 26,141 16,902 35,779 Management fees 22,500 22,500 67,500 67,500 Office and miscellaneous 26,827 19,808 87,515 80,870 Salaries and benefits 22,747 10,322 47,211 43,834 Transfer agent fees 6,390 4,549 11,420 7,243 Travel 11,389 8,779 16,306 29,660 --------------------------------------------------------------------------------- 141,559 194,397 370,792 484,888 --------------------------------------------------------------------------------- Operating loss (133,181) (192,851) (346,660) (478,794) Other items Gain on sale of assets - - 4,020 - Foreign exchange loss (62,669) (93,867) (63,289) (143,420) Gain on recovery of doubtful accounts - 39,666 - 39,666 Expenditures on previously written-off mineral properties - (5,040) - (5,040) Write-down of investment securities - (19,096) - (19,096) --------------------------------------------------------------------------------- Loss for the period (195,850) (271,188) (405,929) (606,684) Deficit, beginning of period (19,842,132) (19,213,953) (19,632,053) (18,878,457) --------------------------------------------------------------------------------- Deficit, end of period (20,037,982) (19,485,141) (20,037,982) (19,485,141) ================================================================================= Loss per share ($0.04) ($0.01) ($0.09) ($0.02) =================================================================================
See accompanying notes to the consolidated interim financial statements. Coral Gold Resources Ltd. (formerly Coral Gold Corp.) Consolidated Interim Statement of Cash Flows Unaudited
Three Months Ended October 31, Nine months ended October 31, 2004 2003 2004 2003 $ $ $ $ ------------------------------------------------------------------------------- Cash flows from (used in) operating activities Loss for the period (195,850) (271,188) (405,929) (606,684) Adjustments for items not Involving cash: - amortization 285 150 852 448 - interest on reclamation deposit - (1,444) - (3,744) - foreign exchange loss - 32,428 - 167,426 - reclamation deposit - - - - - write-down of investment securities - 19,096 - 19,096 ------------------------------------------------------------------------------- (195,565) (220,958) (405,077) (423,458) Change in non-cash working capital: - accounts and advances receivable (7,818) (2,882) (13,149) 18,912 - prepaid expenses (730) 29,435 3,998 (14,884) - share subscriptions receivable (11,945) - 58,700 - - accounts payable and accrued liabilities (10,891) 23,964 (65,897) (60,793) - advances payable (33,435) (68,661) (70,873) (94,916) -------------------------------------------------------------------------------- (260,384) (239,102) (492,298) (575,139) -------------------------------------------------------------------------------- Cash flows from (used in) investing activities Purchase of equipment - - - (435) Mineral property expenditures (238,747) (192,951) (657,163) (384,211) Reclamation deposit 45,364 - 43,746 503,186 -------------------------------------------------------------------------------- (193,383) (192,951) (613,417) 118,540 -------------------------------------------------------------------------------- Cash flows from (used in) financing activities Issuance of common shares - 189,725 1,097,664 347,643 Subscriptions received in advance - 1,500,208 (791,720) 1,500,208 -------------------------------------------------------------------------------- - 1,689,933 305,944 1,847,851 -------------------------------------------------------------------------------- (Decrease) increase in cash and cash equivalents (453,767) 1,257,880 (799,771) 1,391,252 Cash and cash equivalents, beginning of period 2,221,152 469,406 2,567,156 336,034 -------------------------------------------------------------------------------- Cash and cash equivalents, end of period 1,767,385 1,727,286 1,767,385 1,727,286
See accompanying notes to the consolidated interim financial statements. Coral Gold Resources Ltd. (formerly Coral Gold Corp.) Notes to Consolidated Interim Financial Statements October 31, 2004 Unaudited 1. Basis of Presentation These unaudited consolidated interim financial statements have been prepared in accordance with the instructions for the preparation of such financial statements contained in the CICA Handbook Section 1751. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such instructions. These unaudited consolidated interim financial statements should be read in conjunction with the audited financial statements and accompanying notes thereto for the fiscal year ended January 31, 2004. 2. Mineral Properties The following is a summary of mineral property expenditures for the nine months ended October 31, 2004 and 2003.
2004 2003 ----------------------------------- Robertson Project Assays $ 25,207 $ - Claim maintenance 103,078 82,343 Consulting 70,535 88,228 Drilling 106,566 - Field supplies and other 10,269 20,366 Lease payments 125,230 140,716 Reclamation 212,683 52,558 Total expenditures for Robertson Project 653,568 384,211 Norma Sass Geological consulting 3,595 - Total expenditures for Norma Sass 3,595 - Total deferred exploration for the nine months ended October 31 $657,163 $ 384,211
3. Share Capital On July 30, 2004, the shareholders approved a 10:1 share consolidation and an increase in the authorized capital to 50,000,000 common shares. The share consolidation and increase in authorized capital was effective September 1, 2004. All share capital figures in these financial statements reflect retroactive application of this share consolidation, on a postconsolidated number of shares basis. Loss per share has also been presented for all periods on a post consolidated basis. (a) Authorized: 50,000,000 common shares without par value Coral Gold Resources Ltd. (formerly Coral Gold Corp.) Notes to Consolidated Interim Financial Statements October 31, 2004 Unaudited 3. Share Capital (Continued) (b) Issued:
2004 2003 -------------------------------------------------------------------------- Shares Amount Shares Amount Balance, January 31 4,361,685 $29,646,238 3,470,993 $27,379,052 Private placements 255,220 1,039,464 - - Exercise of warrants 1,600 4,960 154,760 364,168 Exercise of stock options 30,400 76,224 - - Share issuance costs - (22,984) - (16,525) -------------------------------------------------------------------------- Balance, October 31 4,648,905 $30,743,902 3,625,753 $27,726,695 ===========================================================================
(c) Stock Options Stock option transactions for the year to date and the number of stock options outstanding at October 31, 2004 are summarized as follows: No. of Options ------- Balance, January 31, 2004 173,250 Exercised (30,400) Expired (250) -------- Balance, October 31, 2004 142,600 ======== All stock options are exercisable at the price of $2.50 per share, expiring September 5, 2005. Number of shares subject to option at October 31, 2004: Exercise Price Expiry No. of Shares Remaining Per Share Date Subject to Option -------------------------------------------------------------------- $2.50 September 5, 2005 142,600 ========================== Coral Gold Resources Ltd. (formerly Coral Gold Corp.) Notes to Consolidated Interim Financial Statements October 31, 2004 Unaudited 3. Share Capital (Continued) (d) Share Purchase Warrants A summary of share purchase warrants transactions for the year to date is as follows: No. of Underlying Shares ---------- Balance, January 31, 2004 1,086,767 Granted 255,220 Exercised (1,600) Expired (364,885) Balance, October 31, 2004 975,502 The following share purchase warrants remain outstanding at October 31, 2004: Number of Underlying Shares Exercise Price Expiry Date ----------------------------------------------------------------------- 204,425 $3.60 November 17, 2005 102,957 $3.90 December 19, 2005 412,900 $3.10 October 12, 2005 104,380 $4.80 February 16, 2006 150,840 $5.50 February 17, 2006 ---------------- 975,502 ---------------- 4. Related Party Transactions Related party transactions not disclosed elsewhere in these statements are as follows: During the nine months ended October 31, 2004, the Company paid, or made provision for the future payment of the following amounts to related parties: i) $77,161 (2003: $90,640) to a private company controlled by two directors of the Company for administrative expenses (i.e., rent, salaries, office supplies and other miscellaneous disbursements); ii) $67,500 (2003: $67,500) to a private company controlled by a director for management fees; (iii) $22,500 (2003: $15,000) consulting fees to a company owned by a director; (iv) $Nil (2003: $15,000) to directors of the Company for director's expenses. EX-99 4 exhibit993.txt GOLD RESOURCES LTD. EXHIBIT 99.3 (formerly CORAL GOLD CORP.) MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE QUARTER ENDED OCTOBER 31, 2004 Page 1 - -------------------------------------------------------------------------------- The following discussion and analysis of the operations, results and financial position of the Company for the quarter ended July 31, 2004 should be read in conjunction with the October 31, 2004 consolidated interim financial statements and the notes thereto. The effective date of this report is December 15, 2004. Additional information relating to the Company is available on SEDAR at www.sedar.com. Forward looking statements - -------------------------- Except for historical information, the Management's Discussion and Analysis ("MD&A") may contain forward looking statements. These statements involve known and unknown risks, uncertainties, and other factor that may cause the Company's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievement expressed or implied by these forward looking statements. Overall performance - ------------------- The Company received approval from the Bureau of Land Management to conduct additional exploratory drilling at its 100% owned Robertson Property located in Crescent Valley, NV. Drilling is expected to commence about November 29, 2004 and is expected to take less than one month to complete. The new program will consist of drilling 10 reverse circulation holes totaling about 7,000 ft. The purpose of the drilling is to expand the current indicated mineral resources in the 39A and Porphyry Zones. These resources are currently estimated to contain 2.8 million tons of mineralized material at a grade of 0.101 oz Au/t and 3.95 million tons of mineralized material at a grade of 0.040 oz Au/t, respectively. The drilling will be targeted specifically at expanding high-grade portions of the two resources. The best results from the April 2004 drilling program in the 39A Zone were returned in hole CR04-8, which intersected 135 ft that averaged 0.074 oz Au/t, from 600 ft, using a 0.02 oz Au/t cutoff grade. Included within this intercept is a 30 ft interval that averaged 0.229 oz Au/t, starting at 675 ft. Results of operations - --------------------- Three months ended October 31, 2004 ("Q3-2005") compared with the three months ended October 31, 2003 ("Q3-2004") The loss for the three months ended October 31, 2004 was $195,850 compared with a loss of $271,188 for the three months ended October 31, 2003. The lower loss in the current quarter is primarily due to the lower administrative expenses discussed below and lower foreign exchange losses realized. General and administrative expenses - ----------------------------------- General and administrative expenses totaled $141,559 for Q3-2005 compared with $194,397 for Q3-2004, a decrease of $52,838. This decrease is due primarily to reduced investor relations and shareholder information activities. Listing and filing fees decreased due to no shares being issued in the current quarter and there were no directors fees paid. CORAL GOLD RESOURCES LTD. (formerly CORAL GOLD CORP.) MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE QUARTER ENDED OCTOBER 31, 2004 Page 1 - -------------------------------------------------------------------------------- Nine months ended October 31, 2004 ("YTD-2005") compared with the nine months ended October 31, 2003 ("YTD-2004"). The loss for the nine months ended October 31, 2004 was $405,929 compared with a loss of $606,684 for the nine months ended October 31, 2003, a decrease of $200,755. The main reasons for the decrease in the loss for YTD 2005 compared with YTD 2004 are the lower general and administrative expenses discussed below and lower foreign exchange losses realized. General and administrative expenses General and administrative expenses totaled $370,792 for YTD-2005 compared with $484,888 for YTD-2004, a decrease of $114,096. This decrease is due primarily to the reduced costs of investor relations and shareholder information initiatives and not paying any directors fees during the current period. Summary of quarterly results - ----------------------------
2004 2004 2004 2004 2003 2003 2003 2003 Period Oct. 31 Jul. 31 Apr. 30 Jan. 31 Oct. 31 Jul. 31 Apr. 30 Jan. 31 ended Q3 Q2 Q1 Q4 Q3 Q2 Q1 Q4 - ------------------------------------------------------------------------------------------------------------------------------- Loss $(195,850) $(113,781) $(96,297) $(119,187) $(298,913) $(123,892) $(211,604) ($434,337) - ------------------------------------------------------------------------------------------------------------------------------- Loss per share $(0.04) $(0.03) $(0.02) $(0.03) $(0.09) $(0.04) $(0.06) $(0.14) - ------------------------------------------------------------------------------------------------------------------------------- Total Assets $10,730,245 $10,970,422 $11,094,375 $10,967,000 $9,973,553 $8,599,504 $8,776,303 $8,888,094 - -------------------------------------------------------------------------------------------------------------------------------
The general trend in lower quarterly losses is due to an overall reduction in administrative expenses. Higher than usual prior quarter's losses in 2003 also include the effect of mineral property and advances write offs. Liquidity and capital resources - ------------------------------- At October 31, 2004, the Company had cash and cash equivalents of $1,767,385 and working capital of $1,889,036. The Company feels it has sufficient cash on hand at this time to finance planned exploration work on its mineral properties and maintain operations. Mineral exploration and development is capital intensive and in order to maintain its interests, the Company will likely be required to raise new equity capital in the future. The Company invested $657,163 in YTD 2004 on mineral exploration, mainly on its Robertson property. There is no assurance that the Company will be successful in raising new equity capital. Off-balance sheet arrangements - ------------------------------ The Company has no off-balance sheet arrangements. Transactions with related parties - --------------------------------- Refer to Note 4 of the accompanying consolidated interim financial statements. CORAL GOLD RESOURCES LTD. (formerly CORAL GOLD CORP.) MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE QUARTER ENDED OCTOBER 31, 2004 Page 2 - -------------------------------------------------------------------------------- Changes in accounting policies - ------------------------------ None. Outstanding share data - ---------------------- On July 30, 2004, the Company obtained shareholder approval for the 10:1 consolidation of its share capital. This was undertaken in order to allow the Company to obtain access to additional capital, when required, to maintain uninterrupted exploration work on the Robertson property. At October 31, 2004 there were 4,648,905 post-consolidated common shares outstanding. Summary of stock options outstanding is as follows: - -------------------------------------------------------------------------------- Exercise Price Per Expiry Date Number of Shares Remaining Share Subject to Options - -------------------------------------------------------------------------------- $2.50 September 5, 2005 142,600 - -------------------------------------------------------------------------------- Summary of warrants outstanding is as follows: - -------------------------------------------------------------------------------- Exercise Price Per Expiry Date Number of Underlying Shares Share - -------------------------------------------------------------------------------- $3.60 November 17, 2005 204,425 - -------------------------------------------------------------------------------- $3.90 December 19, 2005 102,957 - -------------------------------------------------------------------------------- $3.10 October 12, 2005 412,900 - -------------------------------------------------------------------------------- $4.80 February 16, 2006 104,380 - -------------------------------------------------------------------------------- $5.50 February 17, 2006 150,840 - -------------------------------------------------------------------------------- 975,502 - -------------------------------------------------------------------------------- EX-99 5 exhibit994.txt EXHIBIT 99.4 Form 52-109FT2 Certification of Interim Filings during Transition Period I, Matt Wayrynen, Chief Executive Officer and Director of Coral Gold Resources Ltd., certify that: 1. I have reviewed the interim filings (as this term is defined in Multilateral Instrument 52-109 Certification of Disclosure in Issuers' Annual and Interim Filings) of Coral Gold Resources Ltd. (the "Issuer") for the interim period ending October 31, 2004; 2. Based on my knowledge, the interim filings do not contain any untrue statement of material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings; and 3. Based on my knowledge, the interim financial statements together with the other financial information included in the interim filings fairly present in all material respects the financial condition, results of operations and cash flows of the Issuer, as of the date and for the periods presented in the interim filings. Date: December 15, 2004 "Matt Wayrynen" Matt Wayrynen Chief Executive Officer EX-99 6 exhibit995.txt EXHIBIT 99.5 Form 52-109FT2 Certification of Interim Filings during Transition Period I, Matt Wayrynen, Chief Financial Officer and Director of Coral Gold Resources Ltd., certify that: 4. I have reviewed the interim filings (as this term is defined in Multilateral Instrument 52-109 Certification of Disclosure in Issuers' Annual and Interim Filings) of Coral Gold Resources Ltd. (the "Issuer") for the interim period ending October 31, 2004; 5. Based on my knowledge, the interim filings do not contain any untrue statement of material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings; and 6. Based on my knowledge, the interim financial statements together with the other financial information included in the interim filings fairly present in all material respects the financial condition, results of operations and cash flows of the Issuer, as of the date and for the periods presented in the interim filings. Date: December 15, 2004 "Matt Wayrynen" Matt Wayrynen Chief Financial Officer -----END PRIVACY-ENHANCED MESSAGE-----