DENVER, March 16, 2011 /PRNewswire/ -- Vista Gold Corp.
("Vista" or the "Company") (NYSE Amex and TSX: VGZ) announces that
on March 15, 2011 it filed a resale
registration statement on Form S-3 with the United States
Securities and Exchange Commission (the "SEC"). The
registration statement registers for resale common shares, warrants
and common shares acquirable upon the exercise of warrants
(collectively, the "securities") held by certain securityholders
named in the registration statement. The selling
securityholders are under no obligation to sell the securities.
The registration statement also registers the issuance by us
of common shares underlying the warrants by holders that purchase
the warrants pursuant to the resale registration statement, if and
when it becomes effective. We will not receive any proceeds
from the resale of the securities, other than proceeds relating to
the exercise of warrants, if those warrants are exercised.
Vista agreed to file the resale registration statement pursuant
to the terms of the October 22, 2010
private placement of 14,666,739 special warrants ("Special
Warrants"). The Special Warrants were issued to the
selling securityholders at a purchase price of $2.30 per Special Warrant for aggregate gross
proceeds to the Company of $33,733,500. Following approval of the
private placement by the Company's shareholders at a special
meeting held on December 15, 2010,
each Special Warrant was automatically exercised, for no additional
consideration, for one common share of the Company and one common
share purchase warrant. In addition, the Company issued a
total of 641,305 Special Warrants and 630,436 compensation warrants
to the agents and finders that provided services to the Company in
connection with the private placement.
A registration statement relating to these securities has been
filed with the SEC but has not yet become effective. These
securities may not be sold nor may offers to buy be accepted prior
to the time a registration statement becomes effective. This press
release shall not constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any 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 laws of any state or jurisdiction. The prospectus
contained in registration statement is available online at
www.sec.gov or by request to the Company at: 7961 Shaffer Parkway,
Suite 5, Littleton, Colorado
80127, Attention: Connie Martinez,
telephone (720) 981-1185.
About Vista Gold Corp.
Vista is focused on the development of the Mt. Todd gold project
in Northern Territory, Australia,
and the Concordia gold project in
Baja California Sur, Mexico, to
achieve its goal of becoming a gold producer. Vista's other
holdings include the Guadalupe de los Reyes gold project in
Mexico, the Yellow Pine gold project in Idaho, the Awak Mas gold project in
Indonesia, and the Long Valley
gold project in California.
Forward-Looking Statements
This press release 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 press release that address
activities, events or developments that Vista expects or
anticipates will or may occur in the future, including such things
as, the timing for effectiveness of the registration statement, and
other such matters are forward-looking statements and
forward-looking information. When used in this press release,
the words "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 Vista to be
materially different from any future results, performance or
achievements expressed or implied by such statements. Such
factors include, among others, factors affecting the timing and
effectiveness of the registration statement as well as those
factors discussed under the headings "Note Regarding
Forward-Looking Statements" and "Risk Factors" in Vista's latest
Annual Report on Form 10-K as filed on March
14, 2011, and other documents filed with the SEC and
Canadian securities regulatory authorities. Although Vista
has 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, Vista
assumes no obligation to publicly update any forward-looking
statements or forward-looking information, whether as a result of
new information, future events or otherwise.
For further information, please contact Connie Martinez at (720) 981-1185.
SOURCE Vista Gold Corp.