<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the period of August 20, 1997 Commission File Number: 1-9025
VISTA GOLD CORP.
(Name of Registrant)
Suite 3000
370 Seventeenth Street
Denver, Colorado 80202
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports
under cover of Form 20-F or Form 40-F.
Form 20-F X Form 40-F
----- -----
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the SEC
pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes No X
----- -----
If "Yes" is marked, indicate the file number assigned to the registrant in
connection with Rule 12g3-2(b): Not applicable.
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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.
VISTA GOLD CORP.
Date: August 25, 1997 By: /s/ A. J. Ali
----------------------------
A. J. Ali, CA
Vice President Finance and
Chief Financial Officer
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit Description of Exhibit
- ------- ----------------------
<S> <C>
99.1 Vista Gold Corp. Second Quarter Report 1997--Letter to
Shareholders
99.1a Vista Gold Corp. Second Quarter Report 1997--Financial Statements
99.1b Vista Gold Corp. Second Quarter Report 1997--Notes to Financial
Statements
</TABLE>
<PAGE> 1
EXHIBIT 99.1
Dear Fellow Shareholders:
As a result of the outstanding efforts of our production team, the Hycroft mine
achieved a record six month production of 60,539 ounces versus 39,635 ounces
for the same period in 1996. Second quarter production was 30,404 ounces, a 30
percent increase over second quarter production in 1996 of 23,429 ounces.
Vista Gold Corp. reported a net loss of US$1.2 million or $0.01 per share for
the second quarter ending June 30, 1997 compared to a net loss of US$3.0
million or $0.06 per share for the same period in 1996. Cash flow from mining
operations was US$2.4 million compared to US$1.6 million for the same period in
1996. These excellent results were achieved in spite of lower gold prices. For
the first six months of 1997, the Company reported a net loss of US$1.9 million
or $0.02 per share compared to a loss of US$4.9 million or $0.11 per share for
the same period in 1996. Cash flow from mining operations for the first six
months of 1997 was US$4.7 million compared to US$2.6 million for the same
period in 1996.
The improvement in financial results can be attributed to increased gold
production and lower direct cash costs at the Hycroft mine. Direct cash costs
for the first six months were $240 per ounce. This compares to direct cash
costs for the first six months of 1996 of $287 and $274 for the full year 1996.
BOLIVIA - AMAYAPAMPA PROJECT
We recently announced the completion of a positive, bankable feasibility study
on the Amayapampa project. The study concluded that the Amayapampa mine could
be successfully developed as an open pit mine with an average gold production
of 57,500 ounces per year and average cash production costs of $164 per ounce.
Proven and probable gold reserves are estimated at 9.6 million tonnes (10.6
million tons) at 1.74 grams/tonne (0.051 oz/ton) containing 537,000 ounces of
gold.
The base project requires a minimum spot gold price of $350 per ounce to
achieve satisfactory economics. However, we have identified a number of areas
where we believe we can significantly improve the project economics.
o Incremental production from the Capa Circa mine located just 10
kilometers (6 miles) away will add 18,000 ounces per year, bringing total
production to 74,000 ounces per year, and has a very positive impact on
the project return.
o The Company believes it is entitled to an exemption from approximately
$10 million of initial tax and duties and some portion of the same taxes
during production.
o Our recent experience in construction of infrastructure facilities with
local labor and materials has been very positive -- we believe further
review will reduce capital costs.
o At a $400 gold price, estimated reserves for the mine increase to 637,000
ounces.
<PAGE> 2
VENEZUELA - GUARICHE PROJECT
During the second quarter, we completed the first phase of drilling on the
Guariche gold project in Bolivar State, Venezuela, consisting of 45 diamond
drill holes totaling 5,386 meters (17,670 feet). These initial results exceeded
our expectations and now we are analyzing that information -- looking for
extensions on the known zones of mineralization and continuing baseline
studies. We anticipate the next phase of drilling should begin in late
September.
The progress being made to secure the vein mining titles is encouraging. As of
this writing, the Venezuelan Ministry of Energy and Mines had published in the
official gazette a resolution ordering the issuance of the mining titles of the
principle concessions on Guariche. This is one of the last steps prior to the
issuance of the vein titles. Recent statements by the Ministry of Energy and
Mines and by Placer Dome Inc.'s announcement regarding the construction of its
Las Cristinas project in Venezuela are further evidence of the Venezuelan
government's success in streamlining the permitting process and helping
companies develop their projects.
COMMON SHARE FLOAT INCREASED
In June, Atlas Corporation announced that it was no longer a major shareholder
of Vista. Atlas exchanged 8.3 million shares of Vista Gold with the holders of
its outstanding exchangeable debentures. The common stock of Vista had been
held as security for these debentures. As a result, the common float has
increased to over 80 million shares, representing 90 percent of the 89 million
outstanding.
OUTLOOK
We are in challenging times. As the price of gold has fallen to an eleven and
one-half year low, we are reducing our discretionary expenditures as
appropriate. Additionally, we have hedged 44 percent of our expected remaining
production for 1997 at an average price of $350 per ounce. We are hopeful of a
rapid recovery in the gold price but continue to judiciously examine all
expenses.
We have good projects and strong management. I have stated that our goal is for
Vista to become a mid-tier gold producer by the year 2000 and we are moving
forward to realize this goal. The Hycroft mine is producing at record levels,
the Bolivian properties are now in the project financing stage and the
Venezuelan project drill results are exceeding our initial expectations.
Mike B. Richings
President & Chief Executive Officer
August 20, 1997
<PAGE> 1
VISTA GOLD CORP. EXHIBIT 99.1a
CONSOLIDATED STATEMENTS OF EARNINGS (LOSS)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30 June 30
(US Dollars in thousands, except share data) 1997 1996 1997 1996
- ---------------------------------------------------------------------------------------------------------------------------------
(Unaudited) Unaudited)
<S> <C> <C> <C> <C>
REVENUE $ 11,201 $ 9,739 $ 22,572 $ 16,408
---------------------------- ----------------------------
EXPENSES
Operating costs 8,813 8,189 17,886 13,805
Depreciation, depletion and provision for
future reclamation and closure costs 1,535 1,159 3,283 2,273
Amortization of deferred stripping 171 2,121 985 2,121
---------------------------- ----------------------------
10,519 11,469 22,154 18,199
---------------------------- ----------------------------
RESULTS OF MINING OPERATIONS 682 (1,730) 418 (1,791)
============================ ============================
Mineral exploration and property evaluation 1,143 765 1,613 1,886
Corporate administrative 549 503 1,190 1,119
Interest expense (income) - net 92 (221) 74 (380)
Other expense (income) (61) 1 (184) 196
Gain on sale of mineral properties, equipment and investments (10) (157) (851) (298)
Equity in loss of Zamora Gold Corp. 161 371 459 691
---------------------------- ----------------------------
1,874 1,262 2,301 3,214
============================ ============================
EARNINGS (LOSS) BEFORE INCOME TAXES (1,192) (2,992) (1,883) (5,005)
CURRENT INCOME TAXES (RECOVERY) - (61) - (108)
---------------------------- ----------------------------
NET EARNINGS (LOSS) $ (1,192) $ (2,931) $ (1,883) $ (4,897)
============================ ============================
EARNINGS (LOSS) PER SHARE $ (0.01) $ (0.06) $ (0.02) $ (0.11)
============================ ============================
WEIGHTED AVERAGE SHARES OUTSTANDING 89,074,251 46,181,661 89,047,477 46,145,088
============================ ============================
</TABLE>
CONSOLIDATED STATEMENTS OF
RETAINED EARNINGS (DEFICIT)
<TABLE>
<CAPTION>
Six Months Ended
June 30
(US Dollars in Thousands) 1997 1996
- ---------------------------------------------------------------------------------------------------------------------------------
(Unaudited)
<S> <C> <C>
RETAINED EARNINGS (DEFICIT),
BEGINNING OF PERIOD (10,417) 1,409
NET EARINGS (LOSS) (1,883) (4,897)
-----------------------
DEFICIT, END OF PERIOD (12,300) (3,488)
=======================
</TABLE>
The accompanying notes are an integral part of these
consolidated financial statements.
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VISTA GOLD CORP.
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
June 30 December 31
(US Dollars in thousands) 1997 1996
- -------------------------------------------------------------------------------------------
(Unaudited) (Audited)
<S> <C> <C>
ASSETS
Current Assets
Cash and cash equivalents $ 4,825 $ 8,598
Marketable securities 216 213
Accounts receivable and other 3,669 3,286
Inventories 14,247 16,819
------------------------
22,957 28,916
Investment in Zamora Gold Corp. 3,042 2,981
Property, plant and equipment, net (Note 2) 100,138 91,419
------------------------
$ 126,137 $ 123,316
========================
LIABILITIES
Current Liabilities
Accounts payable and accrued liabilities $ 5,193 $ 10,247
------------------------
5,193 10,247
Long-term debt (Note 3) 9,600 --
Provisions for future reclamation and closure costs 4,069 3,897
------------------------
18,862 14,144
========================
SHAREHOLDERS' EQUITY
Common shares without par value 120,832 120,745
(Issued 1997 - 89,120,405 shares and 1996 - 89,020,405 shares)
Retained earnings (deficit) (12,300) (10,417)
Currency translation adjustment (1,257) (1,156)
------------------------
107,275 109,172
------------------------
$ 126,137 $ 123,316
========================
</TABLE>
Commitments and contingencies (Note 4)
The accompanying notes are an integral part of these
consolidated financial statements.
<PAGE> 3
VISTA GOLD CORP.
CONSOLIDATED STATEMENTS OF
CHANGES IN CASH RESOURCES
<TABLE>
<CAPTION>
Six Months Ended
June 30
(US Dollars in thousands) 1997 1996
- ----------------------------------------------------------------------------------
(Unaudited)
<S> <C> <C>
OPERATING ACTIVITIES
Net earnings (loss) $ (1,883) $ (4,897)
Items not involving cash:
Depreciation, depletion and amortization 4,096 4,104
Provision for future reclamation and closure costs 172 290
Gain on sale of mineral properties and investments (851) (298)
Equity in loss of Zamora Gold Corp. 459 691
----------------------
1,993 (110)
Currency translation adjustment (101) (176)
Change in working capital
excluding cash and cash equivalents (2,868) (80)
----------------------
(976) (366)
======================
INVESTING ACTIVITIES
Property, plant and equipment (Note 2) (8,768) (11,372)
Deferred stripping (4,165) (512)
Investment in Zamora Gold Corp. (520) --
Proceeds from sale of mineral properties, equipment and
investments 969 473
----------------------
(12,484) (11,411)
======================
FINANCING ACTIVITIES
Issue of share-purchase options 87 208
Issue of special warrants -- 18,505
Long-term financing (Note 3) 9,600 --
----------------------
9,687 18,713
======================
INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS (3,773) 6,936
CASH AND CASH EQUIVALENTS,
BEGINNING OF PERIOD 8,598 15,210
======================
CASH AND CASH EQUIVALENTS,
END OF PERIOD $ 4,825 $ 22,146
======================
</TABLE>
The accompanying notes are an integral part of these
consolidated financial statements.
<PAGE> 1
EXHIBIT 99.1b
VISTA GOLD CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 1997
(US Dollars in thousands unless specified otherwise - unaudited)
1. UNAUDITED INTERIM FINANCIAL INFORMATION
The consolidated financial statements of Vista Gold Corp. (the "Company") for
the six months ended June 30, 1997 have been prepared by the Company without
audit. In the opinion of management, all adjustments, consisting only of normal
recurring adjustments, necessary to fairly present the interim financial
information set forth herein have been made. The results of operations for
interim periods are not necessarily indicative of the operating results of a
full year or of future years.
2. PROPERTY, PLANT & EQUIPMENT
The investment in property, plant and equipment of $8.8 million during the six
months ended June 30, 1997 included $6.4 million for final feasibility work and
drilling at the Amayapampa -Capa Circa project in Bolivia.
3. LONG-TERM DEBT
In February, the Company, through its subsidiary, Hycroft Resources &
Development, Inc., arranged a $13 million revolving credit facility which bears
interest at 1.5 percent above LIBOR. Withdrawals under the credit facility are
limited to 80 percent of recoverable gold inventory at the Hycroft mine and are
collateralized by the assets of Hycroft and a guarantee of the parent company.
The borrowings under the facility are repayable after two years. The facility
is renewable for two renewal periods of one year each. The Company initially
withdrew $11.0 million under the terms of the credit facility and has since
repaid $1.4 million.
4. COMMITMENTS AND CONTINGENCIES
A) The Company is committed to payments under certain operating leases for
mining equipment. Future payments under these leases in each of the next five
years and in the aggregate are as follows:
<TABLE>
<S> <C>
1997 998
1998 1,055
1999 --
2000 --
2001 --
------
$2,053
======
</TABLE>
Letters of credit totalling $0.6 million (1996 - $2.8 million) have been
provided as security under these mine equipment operating leases.
<PAGE> 2
B) As part of its gold hedging program, the Company has entered into agreements
with major financial institutions to deliver gold. As of June 30, 1997, the
Company's consolidated hedging program consisted of option contracts for 24,000
ounces of gold under which the Company can require the financial institution to
buy gold at $350 per ounce during 1997, while the financial institution can
require the Company to sell 52,000 ounces at $380 per ounce during 1997 and
1998.
