Vista Gold Corp. (“Vista” or the “Company”) (NYSE American and TSX:
VGZ) today announced that it has filed a final Short Form Base
Shelf Prospectus (“Shelf Prospectus”) with the securities
commissions in each of the provinces of Canada, other than Quebec,
to complement the Shelf Registration Statement filed with the U.S.
Securities and Exchange Commission earlier this year. The amount
and timing of any future offerings will be based on the Company’s
financial requirements and market conditions at the time.
In conjunction with the Shelf Prospectus, Vista
also filed an amended National Instrument 43-101 – Standards of
Disclosure for Mineral Projects (“NI 43-101”) preliminary
feasibility study (the “Amended 2019 PFS”) for its Mt Todd gold
project (“Mt Todd” or the “Project”) in Northern Territory,
Australia to clarify certain information, as described below.
This press release does not constitute an offer
to sell or the solicitation of an offer to buy securities, nor will
there be any sale of the securities in any jurisdiction in which
such offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such
jurisdiction.
Frederick H. Earnest, President and Chief
Executive Officer, stated, “The Shelf Prospectus is part of the
Company’s ongoing business practice to maintain financing
flexibility without any incumbent obligation to use the
instrument.
The Amended 2019 PFS clarifies certain
information as previously disclosed in the 2019 PFS. The Company,
together with qualified persons (“QPs”), have updated certain
sections in the document filed on SEDAR on October 5, 2020. The
changes between the 2019 PFS and the Amended 2019 PFS were made to
meet several form requirements and provide additional clarity.
There are no material differences between the 2019 PFS and the
Amended 2019 PFS; however, the Company advises readers not to rely
on the initial version of the technical report. Mineral reserve and
mineral resource estimates, gold recoveries, designs or design
parameters, capital and operating costs, financial results,
production profiles and the recommendations and conclusions
provided in the Amended 2019 PFS are materially unchanged.”
The following items address specific changes in
the Amended 2019 PFS:
- Changes to the title page to
include each QPs professional designation to comply with form
requirements
- Additions to Section 2 -
Introduction to include steps taken by QPs to independently verify
information to comply with form requirements
- Clarification of QP disclaimers and
additions to Section 3 – Reliance on Other Experts to comply with
form requirements
- Additions to Section 9 -
Exploration and Section 10 - Drilling to comply with form
requirements
- Removal of disclosure for an
alternate development scenario for a 33,000 tpd project
- Clarification of credentials in
certificates for specific QPs
- Certain other minor changes to
comply with form requirements
There are no changes to the following key items
in the Amended 2019 PFS:
- Reported measured, indicated, and
inferred mineral resources for the Batman deposit and the Heap
Leach pad. There was a slight increase in the measured, indicated
and inferred resources for the Quigleys deposit that was deemed
nonmaterial by the QP.
- Reported design parameters for the
open pit mine plans
- Reported proven and probable
mineral reserves
- Reported design parameters for the
process plant or process flow sheet
- Reported metallurgical recoveries
and associated supporting test work
- Reported capital and operating
costs
- Reported design parameters for the
tailings dams and waste rock dump
- Reported design parameters and
associated costs for the reclamation plan
- Reported financial results from the
cash flow analysis, rates of return, and schedules
The Mt Todd independent benchmarking study dated
February 20, 2020 (“Study”) utilized data from the 2019 PFS. As a
result of no material physical or financial changes as described
above, the Company believes the Study remains current and is
applicable to the Amended 2019 PFS.
This information is intended to assist
stakeholders and other readers of the Amended 2019 PFS in their
understanding of the Mt Todd Project and in forming judgements
regarding the quality of the data collected, reported, and used in
the Amended 2019 PFS.
For further information on the results of the
Amended 2019 PFS and the Project, see the technical report entitled
“NI 43-101 Technical Report Mt Todd Gold Project 50,000 tpd
Preliminary Feasibility Study Northern Territory, Australia,” with
an effective date of September 10, 2019, an issue date of October
7, 2019, and as amended September 22, 2020, which is available on
SEDAR at www.sedar.com, EDGAR at www.sec.gov, as well as on Vista’s
website under “Mt Todd – Technical Reports.”
John Rozelle, Vista’s Senior Vice President, a
Qualified Person as defined by NI 43-101, has approved the
information in this press release.
About Vista Gold Corp.
The Company is a gold project developer. The
Company’s flagship asset is the Mt Todd gold project in Northern
Territory, Australia.
For further information about Vista or the Mt
Todd Gold Project, please contact Pamela Solly, Vice President of
Investor Relations, at (720) 981-1185 or visit the Company’s
website at www.vistagold.com to access important information,
including technical studies and mineral resource estimates.
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 Vista expects or
anticipates will or may occur in the future, including such things
as, discussion related to the Company’s plans for any future
offerings 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:
general economic and business conditions; the accuracy of the
results of the PFS, mineral resource and reserve estimates, and
exploration and assay results; the terms and conditions of our
agreements with contractors and our approved business plan; the
anticipated timing and completion of a feasibility study on the
Project; the anticipated receipt of required permits; no change in
laws that materially impact mining development or operations of a
mining business; the potential occurrence and timing of a
production decision; the anticipated gold production at the
Project; the life of any mine at the Project; and all economic
projections relating to the Project, including estimated cash cost,
NPV5%, IRR, and initial capital requirements. When used in this
press release, the words “optimistic,” “potential,” “indicate,”
“expect,” “intend,” “plans,” “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 Vista to be materially different
from any future results, performance or achievements expressed or
implied by such statements. Such factors include, among others,
uncertainty of mineral resource estimates, estimates of results
based on such mineral resource estimates; risks relating to cost
increases for capital and operating costs; risks related to the
timing and the ability to obtain the necessary permits, 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
Vista’s 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
Vista’s Annual Report Form 10-K as filed in February 26, 2020 and
other documents filed with the U.S. Securities and Exchange
Commission and Canadian securities regulatory authorities. Although
Vista has 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, Vista assumes no
obligation to publicly update any forward-looking statements or
forward-looking information; whether as a result of new
information, future events or otherwise.
Cautionary Note to
United States Investors
The United States Securities and Exchange
Commission (“SEC”) limits disclosure for U.S. reporting purposes to
mineral deposits that a company can economically and legally
extract or produce. This press release and the Amended 2019 PFS use
the terms “Proven reserves” and “Probable reserves”. Reserve
estimates in the Amended 2019 PFS are made pursuant to NI 43-101
standards in Canada and do not represent reserves under the
standards of the SEC’s Industry Guide 7 and may not constitute
reserves under the SEC’s newly adopted disclosure rules to
modernize mineral property disclosure requirements, which became
effective February 25, 2019 and will be applicable to the Company
in its annual report for the fiscal year ending December 31, 2021.
Under the currently applicable SEC Industry Guide 7 standards, a
“final” or “bankable” feasibility study is required to report
reserves, the three-year historical average price is used in any
reserve or cash flow analysis to designate reserves and all
necessary permits and government approvals must be filed with the
appropriate governmental authority. Additionally, this press
release and the Amended 2019 PFS use the terms “measured
resources”, “indicated resources”, and “inferred resources”. We
advise U.S. investors that while these terms are Canadian mining
terms as defined in accordance with NI 43-101, such terms are not
recognized under SEC Industry Guide 7 and normally are not
permitted to be used in reports and registration statements filed
with the SEC. Mineral resources described in the Amended 2019 PFS
have a great amount of uncertainty as to their economic and legal
feasibility. The SEC normally only permits issuers to report
mineralization that does not constitute SEC Industry Guide 7
compliant “reserves” as in-place tonnage and grade, without
reference to unit measures. The term “contained gold ounces” used
in the Amended 2019 PFS is not permitted under the rules of the
SEC. “Inferred resources” have a great amount of uncertainty as to
their existence, and great uncertainty as to their economic and
legal feasibility. It cannot be assumed that any or all part of an
inferred resource will ever be upgraded to a higher category.
U.S. Investors are cautioned not to assume that any part or
all of mineral deposits in these categories will ever be converted
into SEC Industry Guide 7 reserves.
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