Item 2.02 Results of Operation
and Financial Condition
On April 27, 2018 the registrant provided
an overview of the Company’s unaudited financial results for the first quarter ended March 31, 2018. The Company’s
unaudited financial statements, Management’s Discussion and Analysis together with other important disclosures can be found
in the Company’s Quarterly Report on Form 10-Q, filed on April 27, 2018 with the U.S. Securities and Exchange Commission
and the Canadian securities regulatory authorities.
Summary of Q1, 2018 Financial Results
We reported a net loss of $0.9 million
or $0.01 per share for the three-month period ended March 31, 2018. This includes $3.1 million of operating expenses, a $2.0 million
mark-to-market gain on our investment in Midas Gold Corp. and other income of $0.2 million.
Our working capital at March 31, 2018 totaled
approximately $18.6 million, including cash and short-term investments (comprised of government securities) of approximately $13.3
million. The Company currently has no debt.
Frederick H. Earnest, President and Chief
Executive Officer, commented, “In the first quarter, we announced the achievement of two important milestones for the Mt
Todd gold project. The approval of the authorization required under the Australian Commonwealth Environmental Protection and Biodiversity
Protection Act marks the successful conclusion of several years of environmental permitting work. The updated preliminary feasibility
study results demonstrate the significant positive impact of the technical programs that were completed during the preceding 18
months. We are now undertaking optimization studies which we expect to complete over the next two quarters.”
Management Conference Call
A conference call with management to review
our financial results for the quarter March 31,2018 and to discuss corporate and project activities is scheduled for Friday, May
4, 2018 at 10:30 a.m. MDT.
Participant Toll Free: 844-898-8648
International: 647-689-4225
Conference ID: 7285669
This call will also be web-cast and can
be accessed at the following web location:
http://event.on24.com/r.htm?e=1664998&s=1&k=26A74DF95DF920CD5DE2CF8A1A66A766
This call will be archived and available
at
www.vistagold.com
after May 4, 2018. Audio replay will be available for 21 days by calling
toll-free in North America: 855-859-2056, passcode 7285669.
If you are unable to access the audio or
phone-in on the day of the conference call, please email questions to Connie Martinez, Manager – Investor Relations (email:
connie@vistagold.com
), and we will try to address these questions prior to or during the conference
call.
All dollar amounts in this report are in
U.S. dollars.
This report 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 report that address activities, events or developments that we expect or anticipate will or may occur in the future, including
such things as our belief that our completed technical programs have a significant positive impact on the Mt Todd project feasibility
study; our expectation that we will complete optimization studies over the next two quarters; and our belief that Mt Todd is the
largest undeveloped gold project in Australia 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 report include
the following: no change to laws or regulations impacting mine development or mining activities, our approved business plans, mineral
resource and reserve estimates and results of preliminary economic assessments, preliminary feasibility studies and feasibility
studies on our projects, if any, our experience with regulators, our experience and knowledge of the Australian mining industry
and positive changes to current economic conditions and the price of gold. When used in this report, the words “optimistic,”
“potential,” “indicate,” “expect,” “intend,” “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 the Company to be materially different from any
future results, performance or achievements expressed or implied by such statements. Such factors include, among others, uncertainty
of resource and reserve estimates, uncertainty as to the Company’s future operating costs and ability to raise capital; risks
relating to cost increases for capital and operating costs; 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 our 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; uncertainty as to the results of bulk metallurgical
test work; and uncertainty as to completion of critical milestones for Mt Todd; as well as those factors discussed under the headings
“Note Regarding Forward-Looking Statements” and “Risk Factors” in the Company’s latest Annual Report
on Form 10-K as filed on March 6, 2018 and other documents filed with the U.S. Securities and Exchange Commission and Canadian
securities regulatory authorities. Although we have 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, we assume no obligation to publicly
update any forward-looking statements or forward-looking information; whether as a result of new information, future events or
otherwise.
In accordance with General Instruction
B.2 of Form 8-K, the information in this Item 2.02 shall not be deemed to be “filed” for purposes of the Securities
Exchange Act of 1934, as amended, and shall not be incorporated by reference into any registration statement or other document
filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference
in such filing.