UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549 

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FORM 8-K 

CURRENT REPORT 

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report: August 1, 2014

(Date of earliest event reported)

VISTA GOLD CORP.
(Exact Name of Registrant as Specified in Charter)

British Columbia, Canada
(State or Other Jurisdiction of Incorporation)

7961 Shaffer parkway, suite 5, littleton, colorado 80127

(Address of Principal Executive Offices and Zip Code)

Registrant’s telephone number, including area code:   (720) 981-1185

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

 

 

 

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Item 2.02    Results of Operation and Financial Condition

 

On August 1, 2014, the registrant provided its unaudited financial results and highlights for the second quarter ended June 30, 2014.  The Company’s full financial results, Management’s Discussion and Analysis together with other important disclosures can be found in the Company’s Quarterly Report on Form 10-Q, filed with the U.S. Securities and Exchange Commission and the Canadian securities regulatory authorities.

Frederick H. Earnest, President and Chief Executive Officer, commented, “We remain focused on cash management and ensuring our long-term liquidity.  We spent under $2.0 million during the quarter, as forecasted, and I believe that we are on track to continue this trend through the remainder of the year.  I am also pleased with the progress we are making with respect to the environmental impact statement for our Mt Todd gold project, which we believe remains on track for approval in Q3 of 2014.  We anticipate holding our customary quarterly conference call once we have received approval of the Mt Todd environmental impact statement.”

Summary of Second Quarter 2014 Financial Results

 

We reported a net loss of $2.9 million or $0.04 per share for the three months ended June 30, 2014.  This includes an unrealized $0.6 million mark-to-market loss on our investment in Midas Gold Corp. (“Midas”). During the three months ended June 30, 2013, we reported net loss of $21.2 million, or $0.26 per share. The 2013 results included a $18.5 million unrealized loss on our investment in Midas.

 

Expenditures for exploration and property holding costs, principally at our Mt Todd gold project, totaled $1.0 million for the three months ended June 30, 2014, down approximately 83% from $5.9 million for the same period in 2013 when costs included cash intensive programs such as the prefeasibility study and preparation of the final environmental impact statement for the Mt Todd gold project.  In addition, several cost cutting measures were introduced at Mt Todd during the latter half of 2013, and we continue to identify and implement cost cutting measures at the Mt Todd gold project. 

 

Corporate cost reduction measures have also successfully been implemented. Corporate general and administrative costs totaled $1.1 million for the three months ended June 30, 2014, down from $1.2 million for the same period in 2013.  

 

Our working capital at March 31, 2014 totaled approximately $14.2 million, including cash of approximately $5.7 million. The Company has no debt.

 

To review the Company’s Quarterly Report on Form 10-Q for the three months ended June 30, 2014, including the related Management’s Discussion and Analysis, visit any of the following websites: www.sedar.com,  www.sec.gov or www.vistagold.com.

 

All dollar amounts in the press release are U.S. dollars.

 

In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02 shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 7.01  Regulation FD

 

On August 1, 2014, the Registrant issued a press release providing its unaudited financial results and highlights for the second quarter ended June 30, 2014.    A copy of the press release is attached to this report as Exhibit 99.1. In accordance with General Instruction B.2 of Form 8-K, the information set forth herein and in the press release is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended and shall not be incorporated by reference into any registration

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statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.  The information set forth in Item 7.01 of this report shall not be deemed an admission as to the materiality of any information in this report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD.

 

Item 9.01  Exhibits

 

99.1Press Release dated  August 1, 2014*

 

*The Exhibit relating to Item 7.01 is intended to be furnished to, not filed with, the SEC pursuant to Regulation FD.

 

SIGNATURES 

 

In accordance with the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

 

 

 

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EXHIBIT 99.1

                                                               

                         

__________________ NEWS _________________ 

 

Vista Gold Corp. Announces Second Quarter 2014 Results

 

Denver, Colorado, August 1, 2014 - Vista Gold Corp. (the “Company,” “we” or “our”) (NYSE MKT and TSX: VGZ) today announced its unaudited financial results and highlights for the second quarter ended June 30, 2014.  The Company’s unaudited financial statements, Management’s Discussion and Analysis together with other important disclosures can be found in the Company’s  Quarterly Report on Form 10-Q, filed with the U.S. Securities and Exchange Commission and the Canadian securities regulatory authorities. 

 

Frederick H. Earnest, President and Chief Executive Officer, commented, “We remain focused on cash management and ensuring our long-term liquidity.  We spent under $2.0 million during the quarter, as forecasted, and I believe that we are on track to continue this trend through the remainder of the year.  I am also pleased with the progress we are making with respect to the environmental impact statement for our Mt Todd gold project, which we believe remains on track for approval in Q3 of 2014.    We anticipate holding our customary quarterly conference call once we have received approval of the Mt Todd environmental impact statement.”

Summary of Second Quarter 2014 Financial Results 

We reported a net loss of $2.9 million or $0.04 per share for the three months ended June 30, 2014.  This includes an unrealized $0.6 million mark-to-market loss on our investment in Midas Gold Corp. (“Midas”).  During the three months ended June 30, 2013, we reported net loss of $21.2 million, or $0.26 per share. The 2013 results included a $18.5 million unrealized loss on our investment in Midas. 

Expenditures for exploration and property holding costs, principally at our Mt Todd gold project,  totaled $1.0 million for the three months ended June 30, 2014, down approximately 83% from $5.9 million for the same period in 2013 when costs included cash intensive programs such as the prefeasibility study and preparation of the final environmental impact statement for the Mt Todd gold project.  In addition, several cost cutting measures were introduced at Mt Todd during the latter half of 2013, and we continue to identify and implement cost cutting measures at the Mt Todd gold project. 

Corporate cost reduction measures have also successfully been implemented.  Corporate general and administrative costs totaled $1.1 million for the three months ended June 30, 2014, down from $1.2 million for the same period in 2013.    

Our working capital at March 31, 2014 totaled approximately $14.2 million, including cash of approximately $5.7 million. The Company has no debt.

To review the Company’s  Quarterly Report on Form 10-Q for the three months ended June 30, 2014, including the related Management’s Discussion and Analysis, visit any of the following websites: www.sedar.com,  www.sec.gov or www.vistagold.com.

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All dollar amounts in this press release are U.S. dollars.

About Vista Gold Corp.

Vista’s principal asset is its flagship Mt Todd gold project in Northern Territory, Australia.  We also hold 11.2%  of the outstanding common shares of Midas,  non-core projects in Mexico and the United States and royalty interests in projects in Bolivia and Indonesia.  For more information about our projects, including technical studies and resource estimates, please visit our website at www.vistagold.com.

 

For further information, please contact Connie Martinez at (720) 981-1185.

Forward Looking Statements

This press release contains forward-looking statements within the meaning of the U.S. Securities Act of 1933, as amended, and U.S. Securities Exchange Act of 1934, as amended, and forward-looking information within the meaning of Canadian securities laws.  All statements, other than statements of historical facts, included in this press release that address activities, events or developments that we expect or anticipate will or may occur in the future, including such things as, our expectation that the trend with respect to the Company’s cash management will continue through the remainder of the year,  our belief that the environmental impact statement for our Mt Todd gold project remains on track for approval in Q3 of 2014, our expectation with respect to the timing and occurrence of our customary quarterly conference call, our ability to continue to identify and implement cost cutting measures at the Mt Todd gold project, and other such matters are forward-looking statements and forward-looking information.  The material factors and assumptions used to develop the forward-looking statements and forward-looking information contained in this press release include the following: our approved business plans, exploration and assay results, mineral resource and reserve estimates and results of preliminary economic assessments, pre-feasibility studies and feasibility studies on our projects, if any.  When used in this press release, the words “optimistic,” “potential,” “indicate,” “expect,”  “intend,” “hopes,” “believe,” “may,” “will,” “if,” “anticipate,” and similar expressions are intended to identify forward-looking statements and forward-looking information.  These statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such statements.  Such factors include, among others, uncertainty of resource and reserve estimates, uncertainty as to the Company’s future operating costs and ability to raise capital; risks relating to cost increases for capital and operating costs; risks of shortages and fluctuating costs of equipment or supplies; risks relating to fluctuations in the price of gold; the inherently hazardous nature of mining-related activities; potential effects on our operations of environmental regulations in the countries in which it operates; risks due to legal proceedings; risks relating to political and economic instability in certain countries in which it operates; as well as those factors discussed under the headings “Note Regarding Forward-Looking Statements” and “Risk Factors” in the Company’s latest Annual Report on Form 10-K as filed on March 17, 2014 and other documents filed with the U.S. Securities and Exchange Commission and Canadian securities regulatory authorities.  Although we have attempted to identify important factors that could cause actual results to differ materially from those described in forward-looking statements and forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended.  Except as required by law, we assume no obligation to publicly update any forward-looking statements or forward-looking information; whether as a result of new information, future events or otherwise.

 

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