Vista Gold Corp - Current report filing (8-K)
27 Dezember 2007 - 11:27PM
Edgar (US Regulatory)
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 (Date of earliest event
reported):
December 19,
2007
VISTA
GOLD CORP.
(Exact name of
registrant as specified in its charter)
Yukon Territory, Canada
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1-9025
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Not Applicable
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(State or other
jurisdiction
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(Commission
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(IRS Employer
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of
incorporation)
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File Number)
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Identification
No.)
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7961 Shaffer Parkway, Suite 5, Littleton,
CO
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80127
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(Address of
principal executive offices)
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(Zip Code)
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Registrants telephone number, including area
code:
(720)
981-1185
Not Applicable
(Former name or
former address, if changed since last report.)
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:
o
Written communications pursuant to Rule 425
under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12
under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant
to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant
to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01
Entry into a Material Definitive Agreement.
On December 19,
2007, Vista Gold Corp. (Vista) announced that it and Grandcru Resources
Corporation (Grandcru) had signed an agreement on that date for Vista to
acquire Grandcrus interest in two gold/silver mineral properties adjacent to
Vistas Guadalupe de los Reyes project in Sinaloa, México, subject to receipt
of all necessary regulatory and other approvals.
Under the terms of the agreement, Vista will (a) pay
Grandcru US$425,000 less any amounts payable in back taxes on the mining
concessions, and pay a private investment group known as the San Miguel Group
US$75,000, and (b) issue to Grandcru and the San Miguel Group, in
aggregate, common shares of Vista with a value of US$1,000,000 on closing. As calculated pursuant to the agreement
terms, this dollar amount represents 213,503 common shares of Vista, which is
less than one percent of the 32,966,943 common shares of Vista outstanding as
reported in its Quarterly Report on Form 10-Q for the quarter ended September
30, 2007 as filed with the Commission. In
addition, Vista has reached agreement with Goldcorp Inc. and its Mexican
subsidiary, Desarrollos Mineros San Luis, S.A. de C.V. (together, San Luis),
and with the San Miguel Group to complete the acquisition of their respective
interests at the same time as the closing occurs with Grandcru. Vista will pay a 2% net smelter returns
royalty (NSR) on all minerals produced payable to the San Miguel Group on the
mining concessions known as the San Miguel Concessions. Vista will pay San Luis a 1% NSR on mining
concessions known as the San Luis Concessions and the San Miguel Concessions,
and 2% to 3% NSR depending on the gold price on Vistas mining concessions
known as the Gaitán Concessions. At gold
prices below US$499.99 per ounce, the royalty payable to San Luis on the Gaitán
Concessions will be 2% and at or above US$500 per ounce, the royalty will be
3%. Certain of the San Luis Concessions
are subject to a pre-existing underlying royalty of 3% NSR payable to Sanluis
Corporación, S.A. de C.V. There is no
material relationship between Vista and either Grandcru, the San Miguel Group,
Goldcorp Inc. or San Luis, other than in respect of the foregoing agreement.
Item 7.01
Regulation FD Disclosure.
On
December 19, 2007,
Vista Gold Corp. issued a press release furnished herewith as Exhibit 99.1.
Item 9.01
Financial
Statements and Exhibits.
(d)
Exhibits.
Exhibit 99.1
Press Release of Vista Gold
Corp. dated December 19, 2007
2
SIGNATURE
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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VISTA GOLD CORP.
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By:
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/s/ Howard M. Harlan
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Howard M. Harlan
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Vice President,
Business Development
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Date: December 26, 2007
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