Vista Gold Corp - Current report filing (8-K)
07 Februar 2008 - 11:21PM
Edgar (US Regulatory)
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):
February 4,
2008
VISTA GOLD CORP.
|
(Exact name of registrant as specified in its charter)
|
Yukon Territory, Canada
|
|
1-9025
|
|
Not Applicable
|
(State or other jurisdiction
|
|
(Commission
|
|
(IRS Employer
|
of incorporation)
|
|
File Number)
|
|
Identification No.)
|
|
|
|
|
|
7961 Shaffer Parkway, Suite 5,
Littleton, CO
|
|
80127
|
(Address of principal executive offices)
|
|
(Zip Code)
|
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 3.02
Unregistered
Sales of Equity Securities.
On February 6, 2008, Vista Gold Corp.
(the Company), announced that recent exercises of outstanding warrants issued
as part of the Companys private placement of February 2006 (the February 2006
Warrants), which expired on February 4, 2008, resulted in proceeds to the
Company of approximately US$2.9 million. An aggregate 490,175 February 2006
Warrants have been exercised during 2008 to date, including 471,375 warrants
exercised on February 4, 2008, at an exercise price per warrant of US$6.00.
As previously reported, upon the completion in May 2007 of the Arrangement
involving the Company, Allied Nevada Gold Corp. and Carl Pescio and Janet
Pescio, among other things, the number of shares to be issued in connection
with the Companys outstanding warrants was adjusted in accordance with the
warrant terms, so that each of the February 2006 Warrants entitled the
holder thereof to receive 1.894 common shares per warrant. Accordingly, the
foregoing exercises of the February 2006 Warrants are resulting in the
issuance by the Company of an aggregate 928,393 common shares during January and
February 2008 of which 892,785 are to be issued pursuant to the warrant
exercises of February 4, 2008.
The foregoing
issuances of common shares upon warrant exercises were exempt from the
registration requirements of the Securities Act of 1933 (the Act) pursuant to
Section 4(2) of the Act and Rule 506 of Regulation D promulgated
thereunder. Each warrant holder is an accredited investor under the Act, and
the securities were sold without any general solicitation by the Company.
These issuances would bring the Companys
total issued and outstanding shares to approximately 34.4 million, including
the 213,503 common shares issued by the Company on January 24, 2008 to
Grandcru Resources Corporation and the San Miguel Group, as previously reported
in Forms 8-K filed by the Company.
Item 7.01
Regulation
FD Disclosure.
On
February 6, 2008, 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
February 6, 2008
|
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.
|
VISTA GOLD
CORP.
|
|
|
|
|
|
By:
|
/s/ Gregory
G. Marlier
|
|
|
|
Gregory G.
Marlier
|
|
|
Chief
Financial Officer
|
|
|
|
Date:
February 7, 2008
|
|
|
|
|
|
|
3
Vista Gold (AMEX:VGZ)
Historical Stock Chart
Von Jun 2024 bis Jul 2024
Vista Gold (AMEX:VGZ)
Historical Stock Chart
Von Jul 2023 bis Jul 2024