Vista Gold Corp 10-Q for FY2022 Q2

Vista Gold Corp (VGZ)

10-Q 2022-07-27 For: 2022-06-30

Added on April 09, 2026

About this 10-Q

Vista Gold Corp filed this 10-Q on July 27, 2022, covering the quarter ended June 30, 2022 (FY2022 Q2).

Headline figures

Quarter ended June 30, 2022, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $0; compared with $0 a year earlier
Net loss: $1.42M; compared with a net loss of $753K a year earlier
Diluted EPS: -$0.01; compared with -$0.01 a year earlier

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☒		QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2022
OR
☐		TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


British Columbia		98-0542444
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

7961 Shaffer Parkway, Suite 5
Littleton, Colorado		80127
(Address of Principal Executive Offices)		(Zip Code)


Title of each class:	Trading Symbol	Name of each exchange on which registered:
Common Shares, no par value	VGZ	NYSE American


	Page
PART I – FINANCIAL INFORMATION
ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS	3
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	13
ITEM 4. CONTROLS AND PROCEDURES	24
PART II – OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS	24
ITEM 1A. RISK FACTORS	24
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	24
ITEM 3. DEFAULTS UPON SENIOR SECURITIES	24
ITEM 4. MINE SAFETY DISCLOSURE	24
ITEM 5. OTHER INFORMATION	25
ITEM 6. EXHIBITS	25
SIGNATURES



	June 30,		December 31,
	2022		2021
Assets:
Current assets:
Cash and cash equivalents	$	10,696	$	12,757
Short-term investments (Note 3)		374		384
Other current assets		421		811
Total current assets		11,491		13,952

Non-current assets:
Mineral properties (Note 4)		2,146		2,146
Plant and equipment, net (Note 5)		214		233
Right-of-use assets		4		12
Total non-current assets		2,364		2,391
Total assets	$	13,855	$	16,343

Liabilities and Shareholders’ Equity:
Current liabilities:
Accounts payable	$	209	$	566
Accrued liabilities and other		817		839
Deferred option gain (Note 4)		—		383
Total current liabilities		1,026		1,788
Non-current liabilities:
Provision for environmental liability (Note 7)		—		240
Other liabilities		27		21
Total non-current liabilities		27		261
Total liabilities		1,053		2,049

Commitments and contingencies (Note 7)

Shareholders’ equity:
Common shares, no par value - unlimited shares authorized; shares outstanding: 2022 - 118,125,701 and 2021 - 117,189,232 (Note 6)		474,433		474,181
Accumulated deficit		(461,631)		(459,887)
Total shareholders’ equity		12,802		14,294
Total liabilities and shareholders’ equity	$	13,855	$	16,343


	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
Operating income/(expense):
Gain on disposal of mineral property interests (Note 4)	$	—	$	2,100	$	2,883	$	2,100
Exploration, property evaluation and holding costs		(984)		(1,986)		(2,773)		(3,737)
Corporate administration		(876)		(931)		(2,277)		(2,246)
Depreciation and amortization		(10)		(12)		(24)		(23)
Total operating expense		(1,870)		(829)		(2,191)		(3,906)

Non-operating income/(expense):
Gain on other investments		—		77		—		47
Interest income		9		—		10		1
Other income/(loss)		437		(1)		437		6
Total non-operating income		446		76		447		54

Loss before income taxes		(1,424)		(753)		(1,744)		(3,852)
Net loss	$	(1,424)	$	(753)	$	(1,744)	$	(3,852)

Basic:
Weighted average number of shares outstanding		118,080,896		104,565,060		117,764,401		104,041,466
Net loss per share	$	(0.01)	$	(0.01)	$	(0.01)	$	(0.04)

Diluted:
Weighted average number of shares outstanding		118,080,896		104,565,060		117,764,401		104,041,466
Net loss per share	$	(0.01)	$	(0.01)	$	(0.01)	$	(0.04)


						Total
	Common			Accumulated		Shareholders’
	Shares	Amount		Deficit		Equity
Balances at April 1, 2021	103,998,923	$	461,162	$	(447,749)	$	13,413
Shares issued, net of offering costs (Note 6)	392,470		437		—		437
Shares issued (RSUs vested, net of shares withheld) (Note 6)	518,444		(202)		—		(202)
Stock-based compensation (Note 6)	—		163		—		163
Net income	—		—		(753)		(753)
Balances at June 30, 2021	104,909,837	$	461,560	$	(448,502)	$	13,058

Balances at April 1, 2022	117,981,100	$	474,298	$	(460,207)	$	14,091
Shares issued, net of offering costs (Note 6)	50,000		51				51
Shares issued (RSUs vested, net of shares withheld) (Note 6)	94,601		(28)		—		(28)
Stock-based compensation (Note 6)	—		112		—		112
Net loss	—		—		(1,424)		(1,424)
Balances at June 30, 2022	118,125,701	$	474,433	$	(461,631)	$	12,802

						Total
	Common			Accumulated		Shareholders’
	Shares	Amount		Deficit		Equity
Balances at January 1, 2021	103,171,904	$	460,501	$	(444,650)	$	15,851
Shares issued, net of offering costs (Note 6)	798,270		871		—		871
Shares issued (RSUs vested, net of shares withheld) (Note 6)	939,663		(396)		—		(396)
Stock-based compensation (Note 6)	—		584		—		584
Net loss	—		—		(3,852)		(3,852)
Balances at June 30, 2021	104,909,837	$	461,560	$	(448,502)	$	13,058


Balances at January 1, 2022	117,189,232	$	474,181	$	(459,887)	$	14,294
Shares issued, net of offering costs (Note 6)	50,000		51		—		51
Shares issued (RSUs vested, net of shares withheld) (Note 6)	886,469		(355)		—		(355)
Stock-based compensation (Note 6)	—		556		—		556
Net loss	—		—		(1,744)		(1,744)
Balances at June 30, 2022	118,125,701	$	474,433	$	(461,631)	$	12,802


	At June 30, 2022		At December 31, 2021
Mt Todd, Australia	$	2,146	$	2,146


	June 30, 2022						December 31, 2021
			Accumulated						Accumulated
	Cost		Depreciation		Net		Cost		Depreciation		Net
Mt Todd, Australia	$	5,364	$	5,150	$	214	$	5,359	$	5,126	$	233
Corporate, United States		333		333		—		333		333		—
Used mill equipment, Canada		—		—		—		—		—		—
	$	5,697	$	5,483	$	214	$	5,692	$	5,459	$	233


		Weighted		Weighted
		Average		Average
	Warrants	Exercise Price		Remaining Life
	Outstanding	Per Share		(Years)
As of December 31, 2020	—	$	—	—
Issued	7,408,101		1.25	3.0
As of December 31, 2021	7,408,101	$	1.25	2.5
As of June 30, 2022	7,408,101	$	1.25	2.0


		Weighted Average
	Number	Grant-Date Fair
	of RSUs	Value Per RSU
Unvested - December 31, 2020	2,467,002	$	0.42
Granted	891,000		0.76
Cancelled/forfeited	(413,335)		0.48
Vested, net of shares withheld	(946,328)		0.46
Unvested - December 31, 2021	1,998,339	$	0.53
Granted	759,000		0.59
Cancelled/forfeited	(393,195)		0.51
Vested, net of shares withheld	(886,469)		0.48
Unvested - June 30, 2022	1,477,675	$	0.60



			Weighted Average
	Number of		Grant-Date Fair
	DSUs		Value per DSU
Outstanding - December 31, 2020	726,000	$	0.57
Granted	204,000		1.04
Outstanding - December 31, 2021	930,000	$	0.68
Granted	324,000		0.84
Outstanding - June 30, 2022	1,254,000	$	0.72


				Weighted Average
		Weighted Average		Remaining	Aggregate
	Number of	Exercise Price		Contractual Term	Intrinsic
	Options	Per Option		(Years)	Value
Outstanding - December 31, 2020	1,367,000	$	0.71	2.63	$	507
Outstanding - December 31, 2021	1,367,000	$	0.71	1.64	$	38
Outstanding - June 30, 2022	1,367,000	$	0.71	1.14	$	27

Exercisable - June 30, 2022	1,367,000	$	0.71	1.14	$	27


	Batman Deposit			Heap Leach Pad			Quigleys Deposit			Total
			Contained			Contained			Contained			Contained
	Tonnes	Grade	Ounces	Tonnes	Grade	Ounces	Tonnes	Grade	Ounces	Tonnes	Grade	Ounces
	(000s)	(g Au/t)	(000s)	(000s)	(g Au/t)	(000s)	(000s)	(g Au/t)	(000s)	(000s)	(g Au/t)	(000s)
Measured	77,725	0.88	2,191	—	—	—	594	1.15	22	78,319	0.88	2,213
Indicated	200,112	0.80	5,169	13,354	0.54	232	7,301	1.11	260	220,767	0.80	5,661
Measured & Indicated	277,837	0.82	7,360	13,354	0.54	232	7,895	1.11	282	299,086	0.82	7,874
Inferred	61,323	0.72	1,421	—	—	—	3,981	1.46	187	65,304	0.77	1,608


	At June 30, 2022		At December 31, 2021
Current Assets	$	11,491	$	13,952
Offset by accounts payable and accrued liabilities	$	(1,026)	$	(1,405)


Exhibit Number		Description
3.01		Certificate of Continuation, previously filed as Exhibit 3.1 to the Corporation’s Form 8-K filed with the Commission on June 12, 2013 and incorporated by reference herein (File No. 1-9025)
3.02		Notice of Articles, previously filed as Exhibit 3.2 to the Corporation’s Form 8-K filed with the Commission on June 12, 2013 and incorporated herein by reference (File No. 1-9025)
3.03		Articles, previously filed as Exhibit 3.3 to the Corporation’s Form 8-K filed with the Commission on June 12, 2013 and incorporated herein by reference (File No. 1-9025)
4.01		Form of Warrants previously filed as Exhibit 4.1 to the Corporation’s Form 8-K filed with the Commission on July 12, 2021 and incorporated by reference herein (File No. 1-9025)
4.02		Form of Underwriters Warrants previously filed as Exhibit 4.2 to the Corporation’s Form 8-K filed with the Commission on July 12, 2021 and incorporated by reference herein (File No. 1-9025)
10.1*		Amended and Restated Employment Agreement of Frederick H. Earnest, dated May 26, 2022
10.2*		Amended and Restated Employment Agreement of Douglas L. Tobler, dated May 26, 2022
10.3*		Amended and Restated Employment Agreement of John W. Rozelle, dated May 26, 2022
23.1*		Consent of John Rozelle
23.2*		Consent of Rex Clair Bryan
23.3*		Consent of Thomas Dyer
23.4*		Consent of Deepak Malhotra
31.1*		Certification of Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended
31.2*		Certification of Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended
32.1*		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2*		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS⁽¹⁾		XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH⁽¹⁾		XBRL Taxonomy Extension – Schema
101.CAL⁽¹⁾		XBRL Taxonomy Extension – Calculations
101.DEF⁽¹⁾		XBRL Taxonomy Extension – Definitions
101.LAB⁽¹⁾		XBRL Taxonomy Extension – Labels
101.PRE⁽¹⁾		XBRL Taxonomy Extension – Presentations
104		Cover Page Interactive Data File––the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.


	VISTA GOLD CORP. (Registrant)

Dated: July 27, 2022	By:	/s/ Frederick H. Earnest
		Frederick H. Earnest,
		Chief Executive Officer

Dated: July 27, 2022	By:	/s/ Douglas L. Tobler
		Douglas L. Tobler
		Chief Financial Officer




Date: July 27, 2022		By: /s/ Rex Clair Bryan

		Name: Rex Clair Bryan




Date: July 27, 2022		By: /s/ Deepak Malhotra

		Name: Deepak Malhotra