________________________________________________________________________________
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6K
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month ended: May 2003 Commission File Number: 000-31168
CONDOR GOLD CORP.
(Translation of registrant's name into English)
390 Bay Street, Suite 2020, Toronto, Ontario M5H 2Y2
(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 if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(1): [ ]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(7): [ ]
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) 82.
________________________________________________________________________________
CONDOR GOLD CORP.
FINANCIAL STATEMENTS
FOR THE THREE & SIX MONTH PERIODS
ENDED MAY 31, 2003
CONTENTS
Balance Sheet
Statement of Shareholders' Deficit
Statement of Earnings
Statement of Cash Flows
Notes to Financial Statements
CONDOR GOLD CORP.
Consolidated Balance Sheet
(Stated in Canadian Dollars)
May 31, 2003
(prepared by Management)
Period Ended Year ended
May 31, 2003 November 30, 2002
(unaudited) (audited)
ASSETS
Current
Cash $ 40,712 $ 24,804
Notes Receivable $ 286,666
Fixed Assets, Net 15,109
Properties, Net 5,708,572 5,498,572
Deferred Expenses 225,000
----------- -----------
$ 6,276,059 $ 5,523,376
=========== ===========
Liabilities
Current Liabilities
Accounts Payable $ 134,828 $ 203,409
Deposits 200,000 100,000
Advances from related parties 405,700 533,678
----------- -----------
740,528 837,087
Notes payable 2,100,327 554,000
----------- -----------
2,840,855 1,391,087
----------- -----------
SHAREHOLDERS' EQUITY
Share Capital 7,840,171 7,259,171
Deficit (4,404,967) (3,126,882)
----------- -----------
3,435,204 4,132,289
$ 6,276,059 $ 5,523,376
=========== ===========
CONDOR GOLD CORP.
Consolidated Statement of Shareholders' Deficit
(Stated in Canadian Dollars)
For the Period Ended May 31, 2003
(prepared by Management)
Period Ended Year ended
May 31, 2003 November 30, 2002
(unaudited) (audited)
Deficit - beginning of period $(3,126,882) $ (484,287)
Net loss for the period (1,278,085) (2,642,595)
----------- -----------
Deficit - end of period $(4,404,967) $(3,126,882)
=========== ===========
CONDOR GOLD CORP.
Consolidated Statement of Earnings & Expenses
(Stated in Canadian Dollars)
For the Three Month Period Ended May 31, 2003
(prepared by Management)
Three Month Three Month
Period Ended Period Ended
May 31, 2003 May 31, 2002
(unaudited) (unaudited)
Expenses
General and administrative $ 196,953 $ 25,593
Consulting fees 23,836 13,000
Exploration 147,137 48,336
Management fees 30,000 14,500
Professional fees 82,470 10,722
Miscellaneous 1,947 2,264
--------- ---------
482,343 114,415
Net Loss $(482,343) $(114,415)
========= =========
CONDOR GOLD CORP.
Consolidated Statement of Earnings & Expenses
(Stated in Canadian Dollars)
For the Six Month Period Ended May 31, 2003
(prepared by Management)
Six Month Six Month
Period Ended Period Ended
May 31, 2003 May 31, 2002
(unaudited) (unaudited)
Expenses
General and administrative $ 336,591 $ 37,593
Consulting fees 93,563 36,000
Exploration 610,602 60,207
Management fees 60,000 40,193
Professional fees 165,984 18,747
Miscellaneous 11,345 5,286
----------- -----------
1,278,085 198,026
Net Loss $(1,278,085) $ (198,026)
=========== ===========
CONDOR GOLD CORP.
Consolidated Statement of Cash Flows
(Stated in Canadian Dollars)
For the Three Month Period Ended May 31, 2003
(prepared by Management)
Three Month Three Month
Period Ended Period Ended
May 31, 2003 May 31, 2002
(unaudited) (unaudited)
Cash Flows from Operating Activities
Net loss $(482,343) $(114,415)
Adjustments to reconcile net loss to net
Increase in accounts payayble and accrued liabilities 97,904 17,274
--------- ---------
(384,439) (97,141)
--------- ---------
Cash Flows from Investing Activities
Purchase of fixed Assets (8,468)
Investment in mining properities (85,000) (150,000)
--------- ---------
(93,468) (150,000)
Cash Flows from Financing Activities
Proceeds from issuance of common shares 118,000 73,600
Proceeds from notes payable --
Proceeds from related parties (52,978) 73,922
Proceeds from Deposits 100,000 100,000
--------- ---------
165,022 247,522
--------- ---------
Net (Drecease) Increase in Cash (312,885) 381
Cash beginning of period 353,597 55
--------- ---------
Cash - end of period $ 40,712 $ 436
========= =========
CONDOR GOLD CORP.
Consolidated Statement of Cash Flows
(Stated in Canadian Dollars)
For the Six Month Period Ended May 31, 2003
(prepared by Management)
Six Month Six Month
Period Ended Period Ended
May 31, 2003 May 31, 2002
(unaudited) (unaudited)
Cash Flows from Operating Activities
Net loss $(1,278,085) $ (198,026)
Adjustments to reconcile net loss to net
Increase in accounts payayble and accrued liabilities 48,747 19,519
----------- -----------
(1,229,338) (178,507)
----------- -----------
Cash Flows from Investing Activities
Purchase of fixed Assets (15,109)
Investment in mining properities (210,000) (235,000)
----------- -----------
(225,109) (235,000)
Cash Flows from Financing Activities
Proceeds from issuance of common shares 298,333 91,100
Proceeds from notes payable 1,200,000
Proceeds from related parties (127,978) 86,793
Proceeds from Deposits 100,000 100,000
----------- -----------
1,470,355 277,893
----------- -----------
Net (Drecease) Increase in Cash 15,908 (135,614)
Cash beginning of year 24,804 136,050
----------- -----------
Cash - end of period $ 40,712 $ 436
=========== ===========
Condor Gold Corp.
Notes to the Interim Financial Statements
For the Six Month Period Ended May 31, 2003
(Unaudited - prepared by management)
Readers are cautioned that these statements may not be appropriate for their
purposes.
1. Nature of Business
Condor Gold Corp. (formerly Ripped Canada Artists Inc.) (herein the
"Company") was duly incorporated in the province of Ontario on June 19,
1997, under the Business Corporations Act (Ontario). The company is engaged
in the exploration and development of gold and diamond properties.
2. Significant Accounting Policies
Management in accordance with generally accepted accounting principles in
Canada has prepared the financial statements of the Corporation. The
preparation of financial statements in conformity with Canadian generally
accepted accounting principles requires management to make estimates and
assumptions that affect the amounts reported in the financial statements
and accompanying notes. Actual results could differ from those estimates.
The financial statements, in management's opinion, have been properly
prepared using careful judgment with reasonable limits of materiality.
These interim financial statements do not contain all disclosures required
under generally accepted accounting principles for annual financial
statements and should therefore be read in conjunction with the most recent
annual financial statements. The significant accounting policies follow
that of the most recently reported annual financial statements.
The Company has suffered operating losses during the current year and has a
negative working capital and a net capital deficiency that raises doubt as
to its ability to continue as a going concern. Management expects that the
Company will be in a position to obtain the working capital financing
required to support its business operations. The Company's continued
existence as a going concern is dependent upon its ability to attain and
maintain profitable operations and to obtain the necessary financing.
Unit of Measurement
-------------------
Canadian currency is being used as the unit of measurement in these
financial statements.
Use of Estimates
----------------
In preparing the company's financial statements, management is required to
make estimates and assumptions that affect the reported amounts of assets
and liabilities and the disclosures of contingent assets and liabilities at
the date of the financial statements and the reported amounts of revenue
and expenses during the period. Actual results could differ from these
estimates.
Condor Gold Corp.
Notes to the Interim Financial Statements
For the Six Month Period Ended May 31, 2003
(Unaudited - prepared by management)
Mineral Exploration Properties and Revenue Recognition
------------------------------------------------------
Property acquisition costs are capitalized until the property to which they
relate is placed into production, sold, abandoned or management determines
that there has been an impairment in value. As at May 31, 2003, there has
not been any production at any of the properties. Exploration expenditures
are expensed as incurred.
3. Properties
May 31, 2003 November 31, 2002
------------ -----------------
Accumulated Accumulated
Cost Amortization Cost Amortization
---- ------------ ---- ------------
Exploration Properties $5,708,572 -0- $5,498,572 -0-
Net Carrying Amount $5,708,572 $5,498,572
4. Advances from Related Parties
Advances due to related parties are payable either to shareholders or to
private companies which are owned by shareholders who may be officers
and/or directors of the Company. The amounts payable are non-interest
bearing and have no specified terms of repayment.
5. Common Stock
Common Stock at no par value
Unlimited shares authorized
Issued Number of Shares $ Value
------ ---------------- -------
Balance beginning of period 63,237,200 $ 7,259,171
Issued during period 9,100,000 $ 581,000
Balance at end of period 72,337,200 $ 7,840,171
6. Subsequent Events
On June 26, 2003 the Company signed a private placement term sheet to
finance its diamond subsidiary Condor Diamond Corp.(to be renamed Dialex
Minerals, Inc.). Dialex will issue 12,000,000 common shares at CDN. $0.20
per share and 2,000,000 warrants at an exercise price of CDN. $0.25. The
transaction is conditional upon necessary regulatory approvals. Upon
completion of the transaction Condor Gold Corp. will retain a majority
interest in Dialex.
SIGNATURE
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.
CONDOR GOLD CORP.
(Registrant)
By: /Alexander Stewart/
-------------------------
Name: Alexander Stewart
Title: Chief Executive Officer
Dated: July 31, 2003