UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: January 16, 2015
(Date of earliest event reported)
MIDWAY GOLD
CORP.
(Exact Name of Registrant as Specified in Charter)
British Columbia, Canada
(State or Other Jurisdiction of Incorporation) |
001-33894
(Commission File Number) |
98-0459178
(IRS Employer Identification No.) |
Point at Inverness, Suite 280
8310 South Valley Highway
Englewood, Colorado
(Address of principal executive offices) |
80112
(Zip Code) |
Registrant’s telephone number, including area code:
(720) 979-0900
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 7.01. Regulation FD Disclosure.
On January 16, 2015, Midway Gold Corp. (the
“Company”) issued the press release attached hereto as Exhibit 99.1 announcing a progress update for the Company’s
Pan Mine. In accordance with General Instruction B.2 of Form 8-K, the information set forth herein and in the press release is
deemed to be “furnished” and shall not be deemed to be “filed” for purposes of the Securities Exchange
Act of 1934, as amended. The information set forth in Item 7.01 of this Current Report on Form 8-K shall not be deemed an admission
as to the materiality of any information in this Current Report on Form 8-K that is required to be disclosed solely to satisfy
the requirements of Regulation FD.
Item 9.01. Exhibits.
* The
following exhibit relating to Item 7.01 is intended to be furnished to, not filed with, the SEC pursuant to Regulation FD.
SIGNATURES
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 hereunto duly authorized.
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MIDWAY GOLD CORP. |
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DATE: January 16, 2015 |
By: |
/s/ William Zisch |
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William Zisch
Chief Executive Officer |
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EXHIBIT INDEX
* The
following exhibit relating to Item 7.01 is intended to be furnished to, not filed with, the SEC pursuant to Regulation FD.
Midway Provides Construction Update for Pan Gold Project,
Nevada
DENVER, CO – January 16, 2015 – Midway Gold Corp today
provides a progress update for the Pan Mine, the Company’s first open pit, heap leach operation in Nevada. Following thorough
review of Pan operations and construction progress in 2014, Midway expects a first gold pour in the first quarter of 2015. Construction
at Pan is approximately 85% complete. Pictures of the progress at Pan can be accessed via the following link: http://www.midwaygold.com/projects/pan/
Midway’s President & CEO, Mr. William Zisch stated, “Since coming
on board December 10th, I have had the chance to review many aspects of the Pan Project and Pan Operations. I have gotten
to know our people and other assets of the company. I have come to understand some of our immediate challenges and our near term
opportunities. This update reflects our recent reviews and the current status of the Pan Project and Operations.
As we ramp up operations, we are evaluating the performance of the mine and will
look at opportunities to improve efficiency while considering ways to optimize production. When we complete construction and begin
leaching, I will be in a position to provide meaningful operating guidance for 2015.”
Pan Progress Update
Since 2010, the Midway team has advanced from exploration through development at
a commendable pace and is now preparing to complete mine construction and commence production. As might be expected during our
final stage of construction and commissioning, there are many critical path actions items, and any unplanned events have the potential
to result in delays. Two recent developments have resulted in delays that will push our previous end of January estimate for first
gold to a broader projection for production in the first quarter of 2015. A mechanical malfunction in one of our two production water
wells has extended the time required to fill our operating pond to the level necessary to initiate irrigation of the ore on the
pad. The well is currently under repair and plans for a third production well are in progress to mitigate this risk in the future.
A second source of delay is related to the issuance of building and occupancy permits at the state and county level. It has been
an ongoing challenge for our team to accurately predict and control the time required for issuance of these final operating permits.
We have broadened our timeline for first production to the first quarter of 2015 due to these uncertainties.
January 16th,
2015 |
![](img003.jpg) |
The total capital expenditure for Pan construction is estimated at $81 million
and the preliminary estimate of project spending as of the end of December 2014 is about $69 million. We have drawn $37 million
of the $53 million project finance facility that is in place with Commonwealth Bank of Australia (“CBA”, see December
1, 2014 press release).
Mining operations with Ledcor continue to ramp up. At the end of 2014, 1.7 million
tons had been placed on the leach pad. We are currently assessing the timing for first irrigation and leaching of the heap. This
will rely, in part, on our ability to return to full pumping capacity from the second production well. When we do initiate leaching
from our first well, our production will be constrained until we place the repaired second well back into service. At that point,
we will be able to apply solution to meet our design capacity and allow us to “catch up” to the ore that has been placed
on the pad. In light of these uncertainties, it is difficult to pin down development milestones, however, our current best estimate
for when we will begin irrigating the heap with water is January 26th and our best estimate for when we will begin to
add cyanide to our leach solution is February 11th.
In addition to our efforts at the operating level, Midway is also focused on managing
risks inherent in our industry. To that end, we have a gold price hedge in place at $1,200 per ounce to protect gold production
in our initial years (see October 7, 2014 press release). We have also placed a diesel price hedge for 75% of our estimated diesel
usage over the life of the debt financing with CBA to capture cost advantages associated with the recent downturn in oil prices.
We are working diligently to reach our first gold production and look forward to this milestone with great anticipation. We are
also focused on 2015 operations as a new gold producer. Our emphasis is on operational efficiency and we expect to
provide formal guidance for 2015 production once we have realized our initial production. We endeavor to provide responsible reporting
of targets, timelines and progress and Midway Gold is committed to achieving profitable and sustainable production and providing
a reasonable financial return to our shareholders. We expect to accomplish this objective by focusing on Nevada projects that are
simple, manageable and financeable and we enthusiastically embrace our transition to a producing company in 2015.
January 16th,
2015 |
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About the Pan Project, Nevada
The Pan project is a simple, oxidized, Carlin-style gold deposit mineable by shallow
open pit methods and treatable by heap leaching. Pan completed the required NEPA permitting process in December 2013, and is currently
in late-stage construction with gold production expected in the first quarter of 2015. Midway contracted with Ledcor in 2014 to
provide all mining-related services including manpower and equipment. This approach reduces the capital required for Pan construction
and startup. Based on metallurgical work completed in 2013, the Company initially plans to leach run-of-mine material (see September
17, 2013 press release), therefore eliminating the originally planned 2-stage crushing circuit in the first years of mining at
Pan.
About Midway Gold Corp.
Midway is an emerging gold producer on track for production from
its first project in Q1 2015. Midway’s Pan Mine will be a simple, open pit/heap leach operation in White Pine County, Nevada
with low projected capital costs. Midway’s management team has solid experience finding, building, and operating mines in
Nevada. Midway focuses on projects that are simple, manageable and financeable.
January 16th,
2015 |
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Midway Gold Corp.
Jaime Wells, 720-979-0900
Investor Relations
jwells@midwaygold.com
www.midwaygold.com
Neither the TSX its Regulation Services Provider (as that term is defined in
the policies of the TSX) nor the NYSE MKT accepts responsibility for the adequacy or accuracy of this release.
This press release contains forward-looking statements about the Company and
its business. Forward looking statements are statements that are not historical facts and include, but are not limited to, statements
about the Company's intended work plans, , scheduled milestones, expectations regarding completion of construction of the Pan Mine,
commencement of gold production, timing of first gold pour, initiation of irrigation and leaching, projections concerning capital
and costs, projected mine economics , and other statements, estimates or expectations. Forward-looking statements are typically
identified by words such as: “may”, “should”, “plan”, “believe”, “predict”,
“expect”, “anticipate”, “intend”, “estimate”, postulate”, “scheduled”
and similar expressions or the negative of such expressions or which by their nature refer to future events. The forward-looking
statements in this press release are subject to various risks, uncertainties and other factors that could cause the Company's actual
results or achievements to differ materially from those expressed in or implied by forward looking statements. These risks, uncertainties
and other factors include, without limitation, risks related to the timing and completion of intended work plans, risks related
to fluctuations in gold prices; uncertainties related to raising or accessing sufficient financing to fund the planned work in
a timely manner and on acceptable terms; inability to meet the covenants, terms or conditions precedent to access funding from
financing facilities; availability and determinations of insurance coverage for losses or damage to the Pan project; changes in
planned work or delays resulting from weather, logistical, technical or other factors; the possibility that results of work will
not fulfill expectations and realize the perceived potential of the Company's properties; uncertainties involved in the interpretation
of drilling results and other tests and the estimation of gold resources and reserves; the possibility that required permits may
not be obtained on a timely manner or at all; the possibility that capital and operating costs may be higher than currently estimated
and may preclude commercial development or render operations uneconomic; the possibility that the estimated recovery rates may
not be achieved; risk of accidents, equipment breakdowns and labor disputes or other unanticipated difficulties or interruptions;
the possibility of cost overruns or unanticipated expenses in the work program; changes in interest and currency exchanges rates;
local and community impacts and issues; environmental costs and risks; and other factors identified in the Company's SEC filings
and its filings with Canadian securities regulatory authorities. Forward-looking statements are based on the beliefs, opinions
and expectations of the Company's management at the time they are made, and other than as required by applicable securities laws,
the Company does not assume any obligation to update its forward-looking statements if those beliefs, opinions or expectations,
or other circumstances, should change. Although the Company believes that such forward-looking statements are reasonable, it can
give no assurance that such expectations will prove to be correct. For the reasons set forth above, investors should not attribute
undue certainty to or place undue reliance on forward-looking statements.