Vista Gold Corp. Announces Proposed Registered Offering of Common Shares in Connection with Proposed Spin-Off
16 August 2006 - 3:06AM
PR Newswire (US)
DENVER, Aug. 15 /PRNewswire-FirstCall/ -- Vista Gold Corp. (Amex:
VGZ; TSX) announced today that it plans to file a shelf
registration statement with the U.S. Securities and Exchange
Commission (the "Commission") relating to the proposed registration
for offering of up to four million common shares from time to time
and through one or more methods of distribution, subject to market
conditions and the Corporation's capital needs. The Corporation
anticipates that some or all of the registered shares will be
issued to raise approximately US$25 million to be invested in a
company to be spun off by the Corporation. The proposed spin-off
transaction was previously announced in the Corporation's press
release dated July 10, 2006, and Form 8-K filed with the Commission
on July 12, 2006, which set forth terms of a letter of intent
("LOI") with respect to the transaction. The proposed registered
offering by the Corporation represents a change in funding plans in
lieu of the previously contemplated private placement to be
undertaken by the spun-off company under the terms of the LOI as
initially reported. On August 15, 2006, the LOI was amended to
provide for this change among other matters. The Corporation is
filing an amendment to the above Form 8-K to provide additional
information about the amendment including the foregoing change. The
exact timing of the Vista financing and details about pricing and
other matters will be disclosed once they have been finalized. This
press release does not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any offer or
sale of these securities in any state or jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the Securities Act of 1933, as amended, and
applicable securities laws of any such state or jurisdiction. About
Vista Gold Corp. Vista Gold Corp., based in Littleton, Colorado,
evaluates and acquires gold projects with defined gold resources.
Additional exploration and technical studies are undertaken to
maximize the value of the projects for eventual development. The
Corporation's holdings include the Maverick Springs, Mountain View,
Hasbrouck, Three Hills, Wildcat projects, the F.W. Lewis, Inc.
properties and the Hycroft mine, all in Nevada, the Long Valley
project in California, the Yellow Pine project in Idaho, the
Paredones Amarillos and Guadalupe de Los Reyes projects in Mexico,
the Mt. Todd project in Australia, the Amayapampa project in
Bolivia and the Awak Mas project in Indonesia. Forward-Looking
Statements This press release contains forward-looking statements
within the meaning of the U.S. Securities Act of 1933 and U.S.
Securities Exchange Act of 1934. 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 those
relating to the proposed equity financing by the Corporation, are
forward-looking statements. The timing, occurrence and results of
events could differ materially from those anticipated in the
forward-looking statements as a result of risks and uncertainties,
which include, without limitation, capital market conditions, risks
relating to fluctuations in the price of gold and uncertainties
concerning reserve and resource estimates, as well as those factors
discussed in the Corporation's latest Annual Report on Form 10-K
and its other filings with the U.S. Securities and Exchange
Commission. Although Vista has attempted to identify important
factors that could cause actual results to differ materially from
those described in forward-looking statements, there may be other
factors that cause results not to be as anticipated, estimated or
intended. There can be no assurance that such statements will prove
to be accurate as actual results and future events could differ
materially from those anticipated in such statements. Vista assumes
no obligation to publicly update any forward-looking statements,
whether as a result of new information, future events or otherwise.
For further information, please contact Greg Marlier at (720)
981-1185, or visit the Vista Gold Corp. website at
http://www.vistagold.com/ DATASOURCE: Vista Gold Corp. CONTACT:
Greg Marlier of Vista Gold Corp., +1-720-981-1185 Web site:
http://www.vistagold.com/
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