<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 November 26, 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.
<PAGE> 2
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: November 26, 1997 By:/s/ Roger L. Smith
---------------------------------
Roger L. Smith
Corporate Controller
<PAGE> 3
EXHIBIT INDEX
Exhibit Description of Exhibit
- ------- -----------------------
99.1 Vista Gold Corp. Third Quarter Report 1997--Cover Letter
99.2 Vista Gold Corp. Third Quarter Report 1997--Letter to Shareholders
99.2a Vista Gold Corp. Third Quarter Report 1997--Financial Statements
99.2b Vista Gold Corp. Third Quarter Report 1997--Notes to Financial
Statements
<PAGE> 1
EXHIBIT 99.1
[VISTA GOLD CORP. LETTERHEAD]
November 26, 1997
ATTENTION: UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Because of the current Canadian postal strike, Vista Gold Corp. is holding its
1997 third quarter financial report to shareholders until such time as the
strike is terminated.
The Company is, however, filing the report on Form 6-K by EDGAR on November 28,
1997 and making it available by fax or Federal Express to those shareholders who
contact the Company.
Upon resumption of the postal service in Canada, the report will be distributed
immediately.
Sincerely,
VISTA GOLD CORP.
/s/ Karla J. Kimrey
Karla J. Kimrey
Director of Investor Relations
je
<PAGE> 1
EXHIBIT 99.2
DEAR FELLOW SHAREHOLDERS:
Low gold prices have made for a very difficult quarter. This situation has
continued into the fourth quarter and, at the time of writing, both the gold
price and gold equity prices are at very depressed levels.
While the low gold price has negatively affected our cash flow, the fundamental
assets of the Company--the Hycroft mine, the Amayapampa project in Bolivia, and
the Guariche project in Venezuela--are significantly improved.
The Hycroft mine continues to produce gold at record levels, and we are
projecting 1997 production to exceed 115,000 ounces at an average cost of $255
per ounce. Gold production for the third quarter 1997 was 29,882 ounces compared
to 23,523 ounces for the same period in 1996. For the first nine months, gold
production was 90,421 ounces in 1997 and 63,158 ounces in 1996. In September, we
announced the development of a new mine plan for Hycroft designed to generate a
positive cash flow at current gold price levels. At the same time, we hedged
approximately 85 percent of the expected production for 1998 and 1999 at an
average minimum price of $340. The new plan provides production from reserves
through 2001 and we expect to add to our oxide ore reserves in the next few
years, thus extending the mine life.
In Bolivia at the Amayapampa project, we have completed a revision to the
feasibility study. The revised study projects that the average annual gold
production from the Amayapampa mine will be approximately 30,000 ounces at an
average cash cost of $155 per ounce. At a $325 gold price, the project shows an
after-tax return of over 19 percent. The Company also plans to reopen the nearby
Capa Circa mine and transport the ore to Amayapampa for processing. The two
mines would have an estimated total production of 35,000 to 40,000 ounces per
year with an average cash cost of $154 per ounce.
The Company believes, based on discussions with lenders, that even at current
gold prices this project will be financed. We anticipate financing to be in
place during the first quarter, and construction to begin shortly thereafter.
Gold production from the new mine would commence in the first quarter of 1999.
At Guariche in Venezuela, we completed an extensive compilation of all internal
and external data which led to our decision to an immediate follow-up drilling
program. The new drill results, along with other geologic information, are
expected to be available in December. The results, to date, indicate an
estimated 10.5 million tons (9.57 tonnes) at 0.07 ounces/ton (2.25 grams/tonne)
of measured and indicated resource containing 694,000 ounces. The results are
consistent with our expectations of defining a deposit with at least 1,000,000
ounces of gold reserves.
In light of the current gold prices, L.B. Mining and Vista have agreed to
discuss new acquisition terms more appropriate to the lower gold price. These
discussions are ongoing. We are informed that the issuance of the vein mining
titles is receiving priority at the Ministry of Mines in Venezuela.
As a result of the current, low gold price environment, we made the decision to
write-down our mineral properties by $33 million. This write-down applies to our
Hycroft mine in Nevada and
<PAGE> 2
the exploration and development properties in Bolivia. For the third quarter,
Vista reported a net loss, after the write down, of US$35.7 million or $0.40 per
share for 1997 compared to a net loss of US$3.6 million or $0.07 per share for
the same period in 1996. For the first nine months of 1997, the Company reported
a net loss of $37.6 million or $0.42 per share compared to a net loss of $8.5
million or $0.17 per share for the first nine months of 1996.
As a shareholder myself, I can appreciate your disappointment with Vista's stock
price. We have taken steps to conserve cash; we have closed our Reno exploration
office; we have decreased exploration activities to only core projects; and, we
continue to carefully monitor all our expenses. We believe that in the coming
months, as we move forward to finance and build Amayapampa, that the market will
give us full value for the 500,000 ounces of gold reserves and the increased
production. In addition, as we continue drilling on the Guariche project and
secure the vein mining titles, the full potential of this exciting project will
become apparent.
The steps we have taken this year are appropriate for the current gold prices
and enhance the inherent quality of our projects. When the gold market returns
to a more favorable level, the effect on our projects, and hence on shareholder
value, should be very positive.
I look forward to my next letter to you when I hope I can discuss the positive
effects that a recovered gold price has had on our projects, and most
importantly, our share price.
/s/ Mike B. Richings
President and Chief Executive Officer
November 26, 1997
The statements that are not historical facts are forward-looking statements
involving known and unknown risks and uncertainties that could cause actual
results to vary materially from the targeted results. Such risks and
uncertainties include those described in the Company's Form 20-F as amended.
<PAGE> 1
EXHIBIT 99.2A
VISTA GOLD CORP.
CONSOLIDATED STATEMENTS OF EARNINGS (LOSS)
<TABLE>
<CAPTION>
Three Months Nine Months
Ended Ended
September 30, September 30,
(US Dollars in thousands, except share data) 1997 1996 1997 1996
- ----------------------------------------------------------------------------------------------------------------------------------
(Unaudited) (Unaudited)
<S> <C> <C> <C> <C>
--------------------------- ---------------------------
REVENUE $10,354 $ 9,654 $32,925 $26,062
--------------------------- ---------------------------
EXPENSES
Operating costs 9,096 8,046 26,677 21,851
Depreciation, depletion and provision for
future reclamation and closure costs 2,120 1,345 5,622 3,618
Amortization of deferred stripping - 2,508 985 4,629
--------------------------- ---------------------------
11,216 11,899 33,284 30,098
--------------------------- ---------------------------
--------------------------- ---------------------------
RESULTS OF MINING OPERATIONS (862) (2,245) (359) (4,036)
--------------------------- ---------------------------
Mineral exploration and property evaluation 540 742 2,012 2,396
Corporate administrative 608 719 1,797 1,838
Investor relations 74 51 300 283
Interest expense (income) - net 270 (214) 345 (594)
Other expense (income) 76 282 (108) 478
Gain on sale of mineral properties, equipment and investments - (542) (851) (840)
Equity in loss of Zamora Gold Corp. 202 349 660 1,040
Property, plant and equipment write down (Note 2) 33,000 - 33,000 -
--------------------------- ---------------------------
34,770 1,387 37,155 4,601
--------------------------- ---------------------------
EARNINGS (LOSS) BEFORE INCOME TAXES (35,632) (3,632) (37,514) (8,637)
CURRENT INCOME TAXES (RECOVERY) 69 (47) 69 (155)
--------------------------- ---------------------------
NET EARNINGS (LOSS) $(35,701) $(3,585) $(37,583) $(8,482)
=========================== ===========================
EARNINGS (LOSS) PER SHARE $(0.40) $(0.07) $(0.42) $(0.17)
=========================== ===========================
WEIGHTED AVERAGE SHARES OUTSTANDING 89,152,540 54,932,568 89,083,707 49,096,135
=========================== ===========================
</TABLE>
CONSOLIDATED STATEMENTS OF
RETAINED EARNINGS (DEFICIT)
<TABLE>
<CAPTION>
Nine Months
Ended
September 30,
(US Dollars in thousands, except share data) 1997 1996
- ----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
RETAINED EARNINGS (DEFICIT),
BEGINNING OF PERIOD (10,417) 1,409
===========================
NET EARNINGS (LOSS) (37,583) (8,482)
===========================
DEFICIT, END OF PERIOD (48,000) (7,073)
===========================
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
<PAGE> 2
VISTA GOLD CORP.
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
September 30, December 31,
(US Dollars in thousands) 1997 1996
- -------------------------------------------------------------------------------------------
(Unaudited) (Audited)
<S> <C> <C>
ASSETS
Current Assets
Cash and cash equivalents $ 1,023 $ 8,598
Marketable securities 207 213
Accounts receivable and other 4,199 3,286
Inventories 14,523 16,819
----------------------
19,952 28,916
Investment in Zamora Gold Corp. 2,841 2,981
Property, plant and equipment, net (Note 2) 69,179 91,419
----------------------
$ 91,972 $ 123,316
======================
LIABILITIES
Current Liabilities
Accounts payable and accrued liabilities $ 6,661 $ 10,247
----------------------
6,661 10,247
Long-term debt (Note 3) 9,300 --
Provisions for future reclamation and closure costs 4,229 3,897
----------------------
20,190 14,144
======================
SHAREHOLDERS' EQUITY
Common shares without par value 120,870 120,745
(Issued 1997 - 89,152,540 shares and 1996 - 89,020,405 shares)
Retained earnings (deficit) (48,000) (10,417)
Currency translation adjustment (1,088) (1,156)
----------------------
71,782 109,172
----------------------
$ 91,972 $ 123,316
======================
</TABLE>
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>
Nine Months Ended
September 30,
(US Dollars in thousands) 1997 1996
- ----------------------------------------------------------------------------------------------
(Unaudited)
<S> <C> <C>
OPERATING ACTIVITIES
Net earnings (loss) $(37,583) $ (8,482)
Items not involving cash:
Depreciation, depletion and
provision for future reclamation and closure costs 5,622 3,618
Amortization of deferred stripping 985 4,629
Amortization of debt issue costs 119 --
Gain on sale of mineral properties and investments (851) (840)
Equity in loss of Zamora Gold Corp. 660 1,040
Property, plant and equipment write down (Note 2) 33,000 --
----------------------
1,952 (35)
Currency translation adjustment 67 (49)
Change in working capital
excluding cash and cash equivalents (2,196) (3,719)
----------------------
(177) (3,803)
======================
INVESTING ACTIVITIES
Property, plant and equipment (Note 2) (12,434) (15,304)
Deferred stripping (4,865) (512)
Investment in Zamora Gold Corp. (520) --
Proceeds from sale of mineral properties, equipment and investments 996 1,015
----------------------
(16,823) (14,801)
======================
FINANCING ACTIVITIES
Issue of share-purchase options 125 208
Issue of special warrants 17,308
Long-term financing (Note 3) 9,300 --
----------------------
9,425 17,516
======================
INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS (7,575) (1,088)
CASH AND CASH EQUIVALENTS,
BEGINNING OF PERIOD 8,598 15,210
======================
CASH AND CASH EQUIVALENTS,
END OF PERIOD $ 1,023 $ 14,122
======================
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
<PAGE> 1
EXHIBIT 99.2B
VISTA GOLD CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 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 nine months ended September 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
Management regularly reviews the market conditions, mining plans, ore reserves,
ore grades and recovery rates of the producing properties and other long-lived
assets. These reviews indicated that the carrying values of certain properties
were in excess of their estimated net recoverable amounts and accordingly were
written down by $33 million.
3. LONG-TERM DEBT
At September 30, 1997, the Company had borrowed $11 million and repaid $1.7
million under the terms of a US$13 million revolving credit facility secured by
the assets of the Hycroft mine.
Subsequent to the end of the third quarter of 1997, the Company has amended this
revolving credit facility into a term loan bearing interest at 2 percent above
LIBOR and repayment terms requiring twelve equal monthly instalments commencing
January 31, 1999.
