<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 24, 1998 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
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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: May 21, 1998 By: /s/ Roger L. Smith
------------------
Roger L. Smith
Vice President of Finance
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit Description of Exhibit
------- ----------------------
<S> <C>
99.1a Vista Gold Corp. Second Quarter Report 1998 - Letter to Shareholders
99.1b Vista Gold Corp. Second Quarter Report 1998 - Financial Statements
99.1c Vista Gold Corp. Second Quarter Report 1998 - Notes to Financial Statements
</TABLE>
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EXHIBIT 99.1A
[VISTA GOLD CORP LOGO]
SECOND QUARTER REPORT - 1998
DEAR FELLOW SHAREHOLDERS:
The Company had another profitable quarter and the Hycroft mine had record gold
production, although gold prices remained disappointing throughout the second
quarter. Measures taken to reduce costs and conserve the Company's cash helped
the Company to realize net earnings of $0.5 million, or $0.01 per share for the
three months ended June 30, 1998, as compared to net losses of $1.2 million, or
$0.01 per share for the same period in 1997.
The operating team at the Hycroft mine set a second consecutive quarterly
production record of 35,170 ounces of gold produced during the current quarter,
as compared to 30,404 produced during the second quarter in 1997. This brings
the mine's gold production for the six months ended June 30, 1998 to 70,188
ounces, an increase of 16 percent from the same period in 1998. High levels of
ore production earlier this year helped the mine to achieve back-to-back
quarterly production records.
Following the second quarter's record gold production, the Hycroft mine produced
its one-millionth ounce of gold on July 12, 1998. The Hycroft operation has
achieved this major production milestone due to the efforts of the employees. We
are very proud of the Hycroft team, which has successfully demonstrated the
Company's ability to run an efficient and low-cost operation under very
difficult conditions.
The high rate of gold production, together with measures taken to control costs,
allowed the Hycroft mine to lower its cash operating costs per ounce. For the
quarter ended June 30, 1998, the cash operating cost per ounce was $207, a
decrease of $47 or 19 percent from 1997. For the six months ended June 30, 1998,
the cash operating cost per ounce was $207 as compared to $264 in 1997. Cost
reduction measures included plans to temporarily suspend mining operations in
May 1998. However, better than expected ore grade allowed us to continue mining
during the quarter. Present plans call for the suspension of mining activities
in September 1998.
Gold production for 1998 is estimated to be 105,000-110,000 ounces and gold
production will continue from inventoried ore through 1999 and into the year
2000. The Company has examined various mine plans that will allow mining
activities to resume when gold prices return to more normal levels. In the
short-term, the Company will commence reclamation in areas that will not be
affected by future operations. The Hycroft property is not fully explored and
the Company is pursuing joint venture opportunities to undertake the higher cost
exploration for deeper and potentially higher-grade ore.
As of June 30, 1998, the Company's cash balance was $3.8 million, an increase of
$2.0 million from December 31, 1997. During the first six months of 1998, the
Company paid down $5.8 million of its $13.0 million bank debt from 1997.
Subsequent to June 30, 1998, an additional $3.3 million was paid and the present
balance of the bank debt is $3.9 million. The Company plans to completely retire
the remaining bank debt before year-end.
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At the Amayapampa and Capa Circa projects in Bolivia, the Company has completed
an evaluation of the economics of combining ore from the underground Capa Circa
mine with the nearby Amayapampa project. The study indicates that the
combination of the two properties would enhance the project's estimated
financial returns, making financing more attractive in today's lower gold price
environment.
On May 7, 1998, the Company signed an agreement with Claude Resources Inc. to
sell the subsidiary that owns the Tartan Lake gold mine assets near Flin Flon,
Manitoba. The purchase price was payable in approximately 1.0 million shares of
Claude Resources common stock. Through a subsequent arrangement, the Company
sold the Claude Resources shares for approximately U.S. $1.5 million.
Subsequent to June 30, 1998, Zamora Gold Corp. ("Zamora"), a company in which
Vista Gold is a significant shareholder, completed the acquisition of various
property interests in Ecuador from Compania Minera Gribipe, S.A. ("Gribipe"), a
major Ecuadorian mineral exploration company. As a condition of the transaction,
Zamora issued 39.5 million common shares to Gribipe for the acquisition of the
property interests and an additional 7.6 million common shares to Vista Gold in
settlement of debts owed to Vista Gold by Zamora. Vista Gold's ownership of
Zamora has been reduced from 48.7 percent to 26.5 percent as a result of the
transaction.
Despite the continuing depressed gold market, the Company had another positive
quarter. The Company produced a record number of ounces during the quarter and,
in July, produced its one-millionth ounce of gold. Efforts to control costs have
proved successful and we are on track to eliminate our bank debt before
year-end. Our cash position has improved and the Company has shown a profit thus
far in 1998. Nevertheless, the current level of gold production from the Hycroft
mine cannot be sustained once ore mining is suspended. We are therefore
aggressively seeking new opportunities for additional gold production. These
include moving forward with financing the Amayapampa/Capa Circa project and
pursuing appropriate investment and acquisition opportunities for advanced or
operating mining projects. The additional production would add production and
earnings to shareholder value, and in spite of the low gold price environment,
our outlook remains positive.
/s/ Mike B. Richings
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Mike B. Richings
President and Chief Executive Officer
August 18, 1998
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.
For further information, please contact Investor Relations at (303) 629-2450 or
(888) 629-2450.
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EXHIBIT 99.1B
Vista Gold Corp.
Consolidated Statements of Earnings (Loss)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30 June 30
(U.S. dollars in thousands, except share data) 1998 1997 1998 1997
-------------------------------------------- ------------ ------------ ------------ ------------
(unaudited) (unaudited)
<S> <C> <C> <C> <C>
Revenues:
Gold sales $ 11,199 $ 10,635 $ 22,170 $ 21,301
Interest income 24 101 54 196
------------ ------------ ------------ ------------
11,223 10,736 22,224 21,497
------------ ------------ ------------ ------------
Costs and expenses:
Mining operations 7,379 7,739 14,744 16,143
Depreciation, depletion and amortization 1,725 1,543 4,048 3,184
Provision for reclamation and closure costs 565 161 1,571 317
Operating leases 315 485 920 1,154
Mineral exploration and property evaluation 119 1,039 290 1,472
Corporate administration 264 549 653 1,190
Investor relations 80 130 153 227
Interest expense 190 193 302 270
Loss (gain) on disposal of assets (176) (10) (185) (851)
Loss (gain) on liquidation of gold futures (3,217)
Equity in loss and impairment of Zamora Gold Corp. 161 459
Other expense (income) 260 (63) 258 (185)
------------ ------------ ------------ ------------
10,721 11,927 19,537 23,380
------------ ------------ ------------ ------------
Earnings (loss) before taxes 502 (1,191) 2,687 (1,883)
Income taxes (recovery) 7
============ ============ ============ ============
Net earnings (loss) $ 502 ($ 1,191) $ 2,680 ($ 1,883)
============ ============ ============ ============
Weighted average shares outstanding 89,152,540 89,074,251 89,152,540 89,047,477
------------ ------------ ------------ ------------
Earnings (loss) per share $ 0.01 ($ 0.01) $ 0.03 ($ 0.02)
------------ ------------ ------------ ------------
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
Vista Gold Corp.
Consolidated Statements of Retained Earnings (Deficit)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30 June 30
(U.S. dollars in thousands) 1998 1997 1998 1997
------------------------- ------------ ------------ ------------ ------------
(unaudited) (unaudited)
<S> <C> <C> <C> <C>
Retained earnings (deficit), beginning of period ($ 62,258) ($ 11,109) ($ 64,436) ($ 10,417)
Net earnings (loss) 502 (1,191) 2,680 (1,883)
============ ============ ============ ============
Retained earnings (deficit), end of period ($ 61,756) ($ 12,300) ($ 61,756) ($ 12,300)
============ ============ ============ ============
The accompanying notes are an integral part of these consolidated financial
statements.
</TABLE>
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Vista Gold Corp.
Consolidated Balance Sheets
<TABLE>
<CAPTION>
June 30 December 31
(U.S. dollars in thousands) 1998 1997
------------------------- --------- ---------
(unaudited) (audited)
<S> <C> <C>
Assets:
Cash and cash equivalents $ 3,773 $ 1,799
Marketable securities 132
Accounts receivable 6,742 2,199
Gold inventory 10,168 12,717
Supplies and other 1,724 2,301
--------- ---------
Current assets 22,407 19,148
--------- ---------
Property, plant and equipment, net 53,220 58,638
Investment in Zamora Gold Corp. 857 857
Other assets 107 385
--------- ---------
Long-term assets 54,184 59,880
--------- ---------
========= =========
Total assets $ 76,591 $ 79,028
========= =========
Liabilities and Shareholders' Equity:
Accounts payable $ 1,784 $ 4,472
Accrued liabilities and other 753 1,913
Deferred hedging gains 3,658
Bank debt 7,200 13,000
--------- ---------
Current liabilities 13,395 19,385
--------- ---------
Accrued reclamation and closure costs 5,471 4,534
Other liabilities 34 34
--------- ---------
Long-term liabilities 5,505 4,568
--------- ---------
--------- ---------
Total liabilities 18,900 23,953
--------- ---------
Capital stock, no par value per share:
Preferred - unlimited shares authorized; no shares outstanding Common -
unlimited shares authorized; shares outstanding:
1998 - 89,152,540; 1997 - 89,152,540 120,870 120,870
Retained earnings (deficit) (61,756) (64,436)
Currency translation adjustment (1,423) (1,359)
--------- ---------
Total shareholders' equity 57,691 55,075
--------- ---------
========= =========
Total liabilities and shareholders' equity $ 76,591 $ 79,028
========= =========
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
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<PAGE> 3
Vista Gold Corp.
Consolidated Statements of Cash Flows
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30 June 30
(U.S. dollars in thousands) 1998 1997 1998 1997
------------------------- --------- --------- --------- ---------
(unaudited) (unaudited)
<S> <C> <C> <C> <C>
Cash flows from operating activities:
Net earnings (loss) $ 502 ($ 1,191) $ 2,680 ($ 1,883)
Adjustments to reconcile net earnings (loss)
to net cash provided by (used in) operations:
Depreciation, depletion and amortization 1,725 1,543 4,048 3,184
Amortization of deferred stripping 467 170 1,169 985
Deferral (amortization) of hedging gains (1,191) (168) 3,658 (287)
Amortization of deferred hedging costs 276
Provision for reclamation and closure costs 565 161 1,571 317
(Gain) loss on sale of assets (176) (10) (185) (851)
Equity in loss and impairment of Zamora Gold Corp. 161 459
(Gain) loss on currency translation (85) 28 (64) (102)
Other non-cash items 1 1
--------- --------- --------- ---------
1,807 694 13,154 1,823
Changes in operating assets and liabilities:
Marketable securities (38) 132 (3)
Accounts receivable (1,750) 1,490 (3,888) (979)
Gold inventory 2,497 1,154 2,549 2,449
Supplies and other 434 262 577 719
Accounts payable (806) (1,338) (2,688) (4,862)
Accrued liabilities and other (322) 236 (1,163) 128
Reclamation and closure costs (320) (634) (178)
--------- --------- --------- ---------
Net cash provided by (used in) operating activities 1,540 2,460 8,039 (903)
--------- --------- --------- ---------
Cash flows from investing activities:
Additions to property, plant and equipment (1,832) (4,892) (2,608) (8,868)
Additions to deferred stripping (2,010) (4,165)
Proceeds from disposal of assets 2,233 37 2,341 996
Investment in and advances to Zamora Gold Corp. (520) (520)
Other assets 2
--------- --------- --------- ---------
Net cash provided by (used in) investing activities 401 (7,385) (265) (12,557)
--------- --------- --------- ---------
Cash flows from financing activities:
Proceeds from (repayment of) short-term debt (1,100) (5,800)
Proceeds from (repayment of) long-term debt (1,400) 9,600
Proceeds from issuance of common stock 87 87
--------- --------- --------- ---------
Net cash provided by (used in) financing activities (1,100) (1,313) (5,800) 9,687
--------- --------- --------- ---------
Net increase (decrease) in cash and cash equivalents 841 (6,238) 1,974 (3,773)
Cash and cash equivalents, beginning of period 2,932 11,063 1,799 8,598
========= ========= ========= =========
Cash and cash equivalents, end of period $ 3,773 $ 4,825 $ 3,773 $ 4,825
========= ========= ========= =========
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
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EXHIBIT 99.1C
VISTA GOLD CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 1998
(U.S. 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, 1998 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. BANK DEBT AND HEDGING FACILITIES
In January 1998, the Company took steps to improve its cash flow and liquidated
its forward position in the gold futures market and made plans to temporarily
reduce mining activities at the Hycroft mine.
The liquidation of the Company's gold forward position was completed in January
1998, and generated $9.5 million in cash. Net hedging gains resulting from the
transaction were $9.3 million, of which $3.2 million was recognized immediately
with the balance deferred to subsequent periods. During the six months ended
June 30, 1998, $2.4 million in deferred hedging gains was amortized and at June
30, 1998, the remaining unamortized balance of deferred hedging gains was $3.7
million.
Waste-rock mining was halted in January 1998 and in September 1998, the Company
plans to suspend ore mining. Gold recovery and processing will continue from
mined and inventoried ore through 1999 and into 2000.
As a result of these measures, the Company has amended its debt agreement
secured by the assets of the Hycroft mine as follows. The Company hedged 90,000
ounces with various maturity dates during 1998 at a gold price of no less than
$282 per ounce to ensure a satisfactory cash margin. At June 30, 1998, there
were 31,150 hedged ounces outstanding. The repayment terms have been amended and
call for the Company to completely retire the debt during 1998. During the six
months ended June 30, 1998, the Company paid $5.8 million and reduced the $13.0
million debt to $7.2 million.
3. COMMITMENTS AND CONTINGENCIES
The Company is committed to U.S. dollar payments under certain operating leases
for mining equipment. Future payments under these leases total $111,000 and will
terminate in 1998.
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