Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2024 | Jul. 24, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2024 | |
Entity File Number | 001-09025 | |
Entity Registrant Name | VISTA GOLD CORP. | |
Entity Incorporation, State or Country Code | A1 | |
Entity Tax Identification Number | 98-0542444 | |
Entity Address, Address Line One | 8310 S Valley Hwy, Suite 300 | |
Entity Address, City or Town | Englewood | |
Entity Address, State or Province | CO | |
Entity Address, Postal Zip Code | 80112 | |
City Area Code | 720 | |
Local Phone Number | 981-1185 | |
Title of 12(b) Security | Common Shares, no par value | |
Trading Symbol | VGZ | |
Security Exchange Name | NYSEAMER | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 122,289,164 | |
Entity Central Index Key | 0000783324 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
UNAUDITED CONDENSED CONSOLIDATE
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 20,225 | $ 6,069 |
Other current assets | 334 | 446 |
Total current assets | 20,559 | 6,515 |
Non-current assets: | ||
Mineral properties (Note 3) | 83 | 2,146 |
Plant and equipment, net (Note 4) | 260 | 204 |
Other non-current assets | 69 | 69 |
Total non-current assets | 412 | 2,419 |
Total assets | 20,971 | 8,934 |
Current liabilities: | ||
Accounts payable | 190 | 190 |
Accrued liabilities and other (Note 5) | 613 | 749 |
Total current liabilities | 803 | 939 |
Non-current liabilities: | ||
Deferred gain on grant of royalty (Note 6) | 3,000 | |
Other liabilities | 28 | 44 |
Total non-current liabilities | 28 | 3,044 |
Total liabilities | 831 | 3,983 |
Commitments and contingencies (Note 8) | ||
Shareholders' equity: | ||
Common shares, no par value - unlimited shares authorized; shares outstanding: 2024 - 122,289,164 and 2023 - 121,088,494 (Note 7) | 476,983 | 476,354 |
Accumulated deficit | (456,843) | (471,403) |
Total shareholders' equity | 20,140 | 4,951 |
Total liabilities and shareholders' equity | $ 20,971 | $ 8,934 |
UNAUDITED CONDENSED CONSOLIDA_2
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2024 | Dec. 31, 2023 | |
Shareholders' equity: | ||
Common Shares, par value | $ 0 | $ 0 |
Common Stock, Shares Authorized, Unlimited [Fixed List] | Unlimited | Unlimited |
Common shares outstanding | 122,289,164 | 121,088,494 |
UNAUDITED CONDENSED CONSOLIDA_3
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Operating income (expense): | ||||
Exploration, property evaluation and holding costs | $ (645) | $ (682) | $ (1,410) | $ (1,486) |
Corporate administration | (763) | (878) | (2,006) | (2,046) |
Depreciation and amortization | (14) | (10) | (26) | (20) |
Gain on grant of royalty interest in mineral titles (Note 6) | 16,909 | 16,909 | ||
Gain on sale of plant and equipment (Note 4) | 802 | |||
Total operating income (expense), net | 15,487 | (1,570) | 14,269 | (3,552) |
Non-operating income: | ||||
Interest income | 163 | 70 | 266 | 139 |
Other income (expense) | (17) | (3) | 25 | (61) |
Total non-operating income | 146 | 67 | 291 | 78 |
Income (loss) before income taxes | 15,633 | (1,503) | 14,560 | (3,474) |
Net income (loss) | $ 15,633 | $ (1,503) | $ 14,560 | $ (3,474) |
Basic: | ||||
Weighted average number of shares outstanding (in shares) | 121,922,034 | 120,637,683 | 121,570,013 | 119,843,910 |
Net income (loss) per share | $ 0.13 | $ (0.01) | $ 0.12 | $ (0.03) |
Diluted: | ||||
Weighted average number of shares outstanding (in shares) | 125,421,848 | 120,637,683 | 124,620,981 | 119,843,910 |
Net income (loss) per share | $ 0.12 | $ (0.01) | $ 0.12 | $ (0.03) |
UNAUDITED CONDENSED CONSOLIDA_4
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Common Stock [Member] | Accumulated Deficit [Member] | Total |
Balances, beginning of period at Dec. 31, 2022 | $ 474,847 | $ (464,818) | $ 10,029 |
Balances, beginning of period (in shares) at Dec. 31, 2022 | 118,480,878 | ||
Shares issued, net of offering costs | $ 1,013 | 1,013 | |
Shares issued, net of offering costs (in shares) | 1,710,068 | ||
Shares issued (RSUs vested, net of shares withheld) | $ (142) | (142) | |
Shares issued (RSUs vested, net of shares withheld) (in shares) | 412,548 | ||
Shares issued (DSUs vested) (in shares) | 485,000 | ||
Stock-based compensation | $ 427 | 427 | |
Net income (loss) | (3,474) | (3,474) | |
Balances, end of period at Jun. 30, 2023 | $ 476,145 | (468,292) | 7,853 |
Balances, end of period (in shares) at Jun. 30, 2023 | 121,088,494 | ||
Balances, beginning of period at Mar. 31, 2023 | $ 475,337 | (466,789) | 8,548 |
Balances, beginning of period (in shares) at Mar. 31, 2023 | 119,727,572 | ||
Shares issued, net of offering costs | $ 560 | 560 | |
Shares issued, net of offering costs (in shares) | 875,922 | ||
Shares issued (DSUs vested) (in shares) | 485,000 | ||
Stock-based compensation | $ 248 | 248 | |
Net income (loss) | (1,503) | (1,503) | |
Balances, end of period at Jun. 30, 2023 | $ 476,145 | (468,292) | 7,853 |
Balances, end of period (in shares) at Jun. 30, 2023 | 121,088,494 | ||
Balances, beginning of period at Dec. 31, 2023 | $ 476,354 | (471,403) | 4,951 |
Balances, beginning of period (in shares) at Dec. 31, 2023 | 121,088,494 | ||
Shares issued, net of offering costs | $ 244 | 244 | |
Shares issued, net of offering costs (in shares) | 460,119 | ||
Shares issued (RSUs vested, net of shares withheld) | $ (85) | (85) | |
Shares issued (RSUs vested, net of shares withheld) (in shares) | 445,551 | ||
Shares issued (DSUs vested) (in shares) | 295,000 | ||
Stock-based compensation | $ 470 | 470 | |
Net income (loss) | 14,560 | 14,560 | |
Balances, end of period at Jun. 30, 2024 | $ 476,983 | (456,843) | 20,140 |
Balances, end of period (in shares) at Jun. 30, 2024 | 122,289,164 | ||
Balances, beginning of period at Mar. 31, 2024 | $ 476,613 | (472,476) | 4,137 |
Balances, beginning of period (in shares) at Mar. 31, 2024 | 121,634,045 | ||
Shares issued, net of offering costs | $ 191 | 191 | |
Shares issued, net of offering costs (in shares) | 360,119 | ||
Shares issued (DSUs vested) (in shares) | 295,000 | ||
Stock-based compensation | $ 179 | 179 | |
Net income (loss) | 15,633 | 15,633 | |
Balances, end of period at Jun. 30, 2024 | $ 476,983 | $ (456,843) | $ 20,140 |
Balances, end of period (in shares) at Jun. 30, 2024 | 122,289,164 |
UNAUDITED CONDENSED CONSOLIDA_5
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2024 | Jun. 30, 2023 | |
Cash flows from operating activities: | |||
Net income (loss) | $ 14,560 | $ (3,474) | |
Adjustments to reconcile net income (loss) to net cash used in operations: | |||
Depreciation and amortization | $ 14 | 26 | 20 |
Stock-based compensation | 470 | 427 | |
Gain on grant of royalty interest in mineral titles | (16,909) | (16,909) | |
Proceeds from sale of plant and equipment | (900) | ||
Change in working capital account items: | |||
Other current assets | 112 | 195 | |
Accounts payable, accrued liabilities and other | (152) | (163) | |
Net cash used in operating activities | (2,793) | (2,995) | |
Cash flows from investing activities: | |||
Proceeds from grant of royalty interest in mineral titles | 17,000 | ||
Proceeds from sale of plant and equipment | 900 | ||
Additions to plant and equipment | (82) | ||
Capitalized mineral property development costs | (1,028) | ||
Net cash provided by investing activities | 16,790 | ||
Cash flows from financing activities: | |||
Proceeds from equity financing, net | 244 | 1,013 | |
Payment of taxes from withheld shares | (85) | (142) | |
Net cash provided by financing activities | 159 | 871 | |
Net increase (decrease) in cash and cash equivalents | 14,156 | (2,124) | |
Cash and cash equivalents, beginning of period | 6,069 | 8,110 | |
Cash and cash equivalents, end of period | $ 20,225 | $ 20,225 | $ 5,986 |
Overview of Operations and Basi
Overview of Operations and Basis of Presentation | 6 Months Ended |
Jun. 30, 2024 | |
Overview of Operations and Basis of Presentation | |
Overview of Operations and Basis of Presentation | 1. Overview of Operations and Basis of Presentation Vista Gold Corp. and its subsidiaries (collectively, “Vista,” the “Company,” “we,” “our,” or “us”) operate in the gold mining industry. The Company’s flagship asset is its 100% owned Mt Todd gold project (“Mt Todd” or the “Project”) in Northern Territory, Australia. Since acquiring Mt Todd in 2006, we have invested substantial financial resources to systematically explore, evaluate, engineer, permit, and de-risk the Project. The interim Condensed Consolidated Financial Statements (“interim statements”) of the Company are unaudited. In the opinion of management, all adjustments and disclosures necessary for a fair presentation of these interim statements have been included. The results reported in these interim statements are not necessarily indicative of the results that may be reported for the entire year. These interim statements should be read in conjunction with the Company’s Consolidated Financial Statements for the year ended December 31, 2023 as filed with the United States Securities and Exchange Commission and Canadian securities regulatory authorities on Form 10-K (the “2023 Financial Statements”). The balance sheet as of December 31, 2023 as presented herein was derived from the Company’s audited financial statements and, in accordance with the instructions to Form 10-Q, certain information and footnote disclosures required by United States generally accepted accounting principles have been condensed or omitted. These interim statements have been prepared on the going concern basis of accounting, which contemplates Vista having the ability to meet its obligations when due in the normal course of business for the foreseeable future. Because the Company does not have recurring cash inflows from operations or investments, we rely on other sources of financing to fund operations. Such funding sources may include sales of non-core assets, equity issuances, royalty or stream agreements, convertible instruments, and debt facilities. Although management estimates the Company has access to sufficient cash flows for the next twelve months, there can be no assurance that the Company will be able to obtain adequate funding, or that such funding will be on terms acceptable to the Company, to meet future operational needs which may result in the delay, reduction, or discontinuation of ongoing programs. References to $ are to United States dollars and A$ are to Australian dollars. |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2024 | |
Significant Accounting Policies | |
Significant Accounting Policies | 2. Significant Accounting Policies Significant accounting policies are included in the 2023 Financial Statements. |
Mineral Properties
Mineral Properties | 6 Months Ended |
Jun. 30, 2024 | |
Mineral Properties | |
Mineral Properties | 3. Mineral Properties Mt Todd, Northern Territory, Australia The capitalized mineral property values are as follows: At June 30, 2024 At December 31, 2023 Mt Todd, Australia $ 83 $ 2,146 Vista acquired Mt Todd in March 2006. The purchase price and related transaction costs of $2,146 were capitalized as mineral properties. Since 2006, the Company has systematically advanced the Project through exploration, metallurgical testing, engineering, environmental/operational permitting activities, and ongoing site management activities. Prior to 2024, costs associated with these and other related activities were charged to expense as incurred. Drilling and related costs are capitalized for an ore body where proven and probable reserves exist, and the activities are directed at obtaining additional information about the ore body or converting measured, indicated, and inferred resources to proven and probable reserves. All other drilling and related costs are expensed as incurred. Capitalized mineral property development drilling costs totaled $524 and $1,028 in the three and six months ended June 30, 2024. The Company derecognized $3,091 of mineral property costs in June 2024 upon recognition of the gain on grant of a royalty interest in Mt Todd, see Note 6. See Note 8 for a discussion of commitments and contingencies associated with Mt Todd. |
Plant and Equipment
Plant and Equipment | 6 Months Ended |
Jun. 30, 2024 | |
Plant and Equipment | |
Plant and Equipment | 4. Plant and Equipment June 30, 2024 December 31, 2023 Accumulated Accumulated Cost Depreciation Net Cost Depreciation Net Mt Todd, Australia $ 5,497 $ 5,237 $ 260 $ 5,415 $ 5,211 $ 204 Corporate, United States 303 303 — 303 303 — $ 5,800 $ 5,540 $ 260 $ 5,718 $ 5,514 $ 204 In March 2024, the Company recorded a gain of $802 upon sale of certain components of our used mill equipment. Gross proceeds totaling $900 were offset by selling expense of $98. |
Other Current Liabilities
Other Current Liabilities | 6 Months Ended |
Jun. 30, 2024 | |
Other Current Liabilities | |
Other Current Liabilities | 5. Other Current Liabilities The following table sets forth the Company’s accrued liabilities and other at June 30, 2024 and December 31, 2023: At June 30, 2024 At December 31, 2023 Accrued accounts payable $ 150 $ 152 Accrued employee compensation and benefits 463 597 $ 613 $ 749 |
Gain on Grant of Royalty
Gain on Grant of Royalty | 6 Months Ended |
Jun. 30, 2024 | |
Gain on Grant of Royalty | |
Gain on Grant of Royalty | 6. Gain on Grant of Royalty On December 13, 2023, Vista Gold Australia Pty. Ltd. (“Vista Gold Australia”), a wholly owned subsidiary of the Company, entered into a Royalty Agreement (the “Royalty Agreement”) with Wheaton Precious Metals (Cayman) Co., an affiliate of Wheaton Precious Metals Corp. (“Wheaton”) in relation to Mt Todd. Pursuant to the terms of the Royalty Agreement, Wheaton agreed to provide Vista with $20,000 cash to advance Mt Todd and for general corporate purposes, excluding direct expenditures for any project other than Mt Todd, in exchange for payments of a portion of the gross revenue from Mt Todd, (the “Royalty”). The Royalty is at a rate of 1% of gross revenue from the Project if the completion objectives for the Project are achieved by April 1, 2028. Beginning April 1, 2028, if the completion objectives for the Project are not achieved, the Royalty shall increase annually at a rate of up to 0.13% to a maximum Royalty rate of 2%. Any annual increases beginning April 1, 2028 shall be reduced on a pro rata basis to the extent that Mt Todd has initiated operations but has yet to achieve a completion test at an average daily processing rate of 15,000 tonnes per day. The Royalty rate, the annual increase percentage, and maximum Royalty rate can each be reduced by one-third The Royalty Agreement provides for Vista Gold Australia to receive a total of $20,000 in three installments, all of which were received by Vista prior to June 30, 2024. Upon receipt of the final instalment in June 2024, the Company recognized a gain on grant of royalty interest in mineral titles of $16,909. The gain comprises previously deferred instalment payments totaling $10,000 and the $10,000 received for the final instalment, net of the associated mineral property carrying value as of the date the final instalment was received. A security interest was granted by Vista Gold Australia to Wheaton. The security includes, among other things, a mortgage over the Mt Todd tenements and a collateralized interest in the assets, rights and interests of Vista Gold Australia. |
Common Shares
Common Shares | 6 Months Ended |
Jun. 30, 2024 | |
Common Shares | |
Common Shares | 7. Common Shares Equity Financing Vista is party to an at-the-market offering agreement (the “ATM Agreement”) with H. C. Wainwright & Co., LLC (“Wainwright”), under which the Company has the right, but is not obligated, to sell and issue common shares in the capital of the Company (each a “Common Share”) through Wainwright for aggregate gross proceeds of up to $10,000 (the “ATM Program”). During the three and six months ended June 30, 2024, the Company realized net proceeds of $191 and $244, respectively, under the ATM Program. During the three and six months ended June 30, 2023, the Company realized net proceeds of $560 and $1,013, respectively, under the ATM Program. As of June 30, 2024, $8,450 remained available under the ATM Program. Warrants Warrant activity is summarized in the following table. Weighted Weighted Average Average Warrants Exercise Price Remaining Life Outstanding Per Share (Years) As of December 31, 2022 7,408,101 $ 1.25 1.5 As of December 31, 2023 7,408,101 $ 1.25 0.5 As of June 30, 2024 7,408,101 $ 1.25 0.0 All warrants expired on July 12, 2024. Stock-Based Compensation The Company’s active stock-based compensation plans include restricted share units (“RSUs”) issuable pursuant to the Company’s long-term equity incentive plan and deferred share units (“DSUs”) issuable pursuant to the Company’s deferred share unit plan (“DSU Plan”). The Company's stock option plan remains in place, however no new issuances can be made at this time. Stock-based compensation may be issued to our directors, officers, employees, and consultants. The maximum number of Common Shares that may be reserved for issuance under the combined stock-based compensation plans is a variable number equal to 10% of the issued and outstanding Common Shares on a non-diluted basis at any particular time. Stock-based compensation may be granted from time to time at the discretion of the Board of Directors of the Company (the “Board”), with vesting provisions as determined by the Board. Stock-based compensation expense was: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 RSUs $ 94 $ 107 $ 177 $ 183 DSUs 85 141 293 244 $ 179 $ 248 $ 470 $ 427 As of June 30, 2024, unrecognized compensation expense for RSUs was $451, which is expected to be recognized over a weighted average period of 1.5 years. Restricted Share Units The following table summarizes RSU activity: Weighted Average Number Grant-Date Fair of RSUs Value Per RSU Unvested - December 31, 2022 1,472,008 $ 0.60 Granted 1,163,000 0.37 Cancelled/forfeited (335,786) 0.58 Vested, net of shares withheld (412,548) 0.60 Unvested - December 31, 2023 1,886,674 $ 0.46 Granted 1,630,000 0.24 Cancelled/forfeited (409,450) 0.50 Vested, net of shares withheld (445,551) 0.59 Unvested - June 30, 2024 2,661,673 $ 0.29 During the six months ended June 30, 2024 and 2023, the Company withheld Common Shares with an equivalent value to meet employee withholding tax obligations of $85 and $142, respectively, which resulted from the vesting of RSUs during these periods. Common Shares withheld are considered cancelled/forfeited. Deferred Share Units The DSU Plan provides for granting of DSUs to non-employee directors. DSUs vest immediately; however, the Company will issue one Common Share for each DSU only when the non-employee director ceases to be a director of the Company. During the six months ended June 30, 2024, the Board granted 767,000 DSUs and the Company recognized $293 in DSU expense. During the six months ended June 30, 2023, the Board granted 420,000 DSUs and the Company recognized $244 in DSU expense. The following table summarizes DSU activity: Weighted Average Number of Grant-Date Fair DSUs Value per DSU Outstanding - December 31, 2022 1,254,000 $ 0.72 Granted 420,000 0.58 Shares issued to participants (485,000) 0.69 Outstanding - December 31, 2023 1,189,000 $ 0.68 Granted 767,000 0.38 Shares issued to participants (295,000) 0.68 Outstanding - June 30, 2024 1,661,000 $ 0.54 Stock Options The following table summarizes option activity for vested awards: Weighted Average Weighted Average Remaining Aggregate Number of Exercise Price Contractual Term Intrinsic Options Per Option (Years) Value Outstanding - December 31, 2022 1,367,000 $ 0.71 0.64 $ — Expired (967,000) 0.71 Outstanding - December 31, 2023 400,000 $ 0.70 0.47 $ — Expired (350,000) 0.73 Outstanding - June 30, 2024 50,000 $ 0.51 0.75 $ — Exercisable - June 30, 2024 50,000 $ 0.51 0.75 $ — Weighted Average Common Shares Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Basic Common Shares 121,922,034 120,637,683 121,570,013 119,843,910 Effect of dilutive stock-based awards 3,499,814 — 3,050,968 — Diluted Common Shares 125,421,848 120,637,683 124,620,981 119,843,910 Stock options to purchase 350,000 Common Shares and warrants to purchase 7,408,101 Common Shares were excluded from the computation of diluted earnings per share for the three months ended June 30, 2024 because their effect would have been antidilutive. Unvested RSUs representing 33,668 Common Shares, stock options to purchase 400,000 Common Shares, and warrants to purchase 7,408,101 Common Shares were excluded from the computation of diluted earnings per share for the six months ended June 30, 2024 because their effect would have been antidilutive. As the Company was in a net loss position for the three and six months ended June 30, 2023, all potentially dilutive Common Shares were considered antidilutive. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies | |
Commitments and Contingencies | 8. Commitments and Contingencies The Mt Todd site was not reclaimed by the predecessor owners when the mine closed in 2000. Reclamation obligations associated with the period before Vista’s purchase of Mt Todd are presently the responsibility of the Government of the Northern Territory, Australia (the “NT Government”). Vista may, but is not obligated to, give notice to the NT Government that it wishes to commence mining activities at Mt Todd. As a result of any such notice by the Company, the NT Government will transfer a) certain assets to the Company upon terms and conditions to be agreed or determined by an independent valuer and b) the rehabilitation, management and operational activities being carried out by the NT Government. The historical rehabilitation liabilities to be transferred to Vista are currently stated by the NT Government at approximately A$73 million. Under an agreement with the Jawoyn Association Aboriginal Corporation with respect to Mt Todd, we have agreed to a gross proceeds royalty (“GPR”) ranging between 0.125% and 2.0%, depending on prevailing gold prices and foreign exchange rates, and a 1.0% GPR not tied to gold price or foreign exchange rates. The combined GPR ranges from 1.125% to 3.0%. Mt Todd is also subject to the Royalty Agreement with Wheaton; see Note 6. Our exploration and development activities are subject to various laws and regulations governing the protection of the environment and our interactions with community stakeholders, among others. These laws and regulations are continually changing and are generally becoming more restrictive. Future expenditures that may be required for compliance with these laws and regulations cannot be predicted. If the Company determines that it is probable that an obligation exists and the amount can be reasonably estimated, a provision would be recorded. This may include costs associated with actions by the Company and actions attributable to others should no other responsible or potentially responsible parties be identified. We conduct our operations in a manner designed to minimize effects on stakeholders and the environment. The Australian Aboriginal Areas Protection Authority (“AAPA”) is investigating potential surface impacts of drilling undertaken by Vista from 2020 through 2022. The Company is cooperating with the AAPA, but the potential outcome of this process is unknown at this time. A Mexican court has issued a ruling to disallow the tax basis of certain mineral properties that was established in 2012 by the Company’s Mexican subsidiary, Minera Gold Stake (“MGS”). This tax basis was subsequently utilized by MGS to offset taxable income in subsequent years. MGS believes it has valid defenses against this ruling and other available tax positions to partially mitigate the impact of the court’s ruling, should it not be reversed upon appeal. The outcome of this matter is unknown at this time, but management estimates the effect of the court ruling creates a potential income tax liability of up to approximately $2,000 plus assessable interest and penalties. |
Geographic and Segment Informat
Geographic and Segment Information | 6 Months Ended |
Jun. 30, 2024 | |
Geographic and Segment Information | |
Geographic And Segment Information | 9. Geographic and Segment Information The Company has one reportable operating segment. We seek to advance and develop Mt Todd, which may lead to gold production or value adding strategic transactions. These activities are currently focused principally in Australia. We reported no revenues during the three and six months ended June 30, 2024 and 2023. The geographic location of mineral properties and plant and equipment is provided in Notes 3 and 4, respectively. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Pay vs Performance Disclosure | ||||
Net Income (Loss) | $ 15,633 | $ (1,503) | $ 14,560 | $ (3,474) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Rule 10b5-1 Arrangement Modified | false |
Non Rule 10b5-1 Arrangement Modified | false |
Mineral Properties (Tables)
Mineral Properties (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Mineral Properties | |
Schedule of Mineral Properties | The capitalized mineral property values are as follows: At June 30, 2024 At December 31, 2023 Mt Todd, Australia $ 83 $ 2,146 |
Plant and Equipment (Tables)
Plant and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Plant and Equipment | |
Schedule Of Plant And Equipment | June 30, 2024 December 31, 2023 Accumulated Accumulated Cost Depreciation Net Cost Depreciation Net Mt Todd, Australia $ 5,497 $ 5,237 $ 260 $ 5,415 $ 5,211 $ 204 Corporate, United States 303 303 — 303 303 — $ 5,800 $ 5,540 $ 260 $ 5,718 $ 5,514 $ 204 |
Other Current Liabilities (Tabl
Other Current Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Other Current Liabilities | |
Schedule of accrued liabilities | The following table sets forth the Company’s accrued liabilities and other at June 30, 2024 and December 31, 2023: At June 30, 2024 At December 31, 2023 Accrued accounts payable $ 150 $ 152 Accrued employee compensation and benefits 463 597 $ 613 $ 749 |
Common Shares (Tables)
Common Shares (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Common Shares | |
Summary of outstanding warrants | Warrant activity is summarized in the following table. Weighted Weighted Average Average Warrants Exercise Price Remaining Life Outstanding Per Share (Years) As of December 31, 2022 7,408,101 $ 1.25 1.5 As of December 31, 2023 7,408,101 $ 1.25 0.5 As of June 30, 2024 7,408,101 $ 1.25 0.0 |
Summary of stock-based compensation expense | Stock-based compensation expense was: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 RSUs $ 94 $ 107 $ 177 $ 183 DSUs 85 141 293 244 $ 179 $ 248 $ 470 $ 427 |
Summary of restricted stock unit activity | The following table summarizes RSU activity: Weighted Average Number Grant-Date Fair of RSUs Value Per RSU Unvested - December 31, 2022 1,472,008 $ 0.60 Granted 1,163,000 0.37 Cancelled/forfeited (335,786) 0.58 Vested, net of shares withheld (412,548) 0.60 Unvested - December 31, 2023 1,886,674 $ 0.46 Granted 1,630,000 0.24 Cancelled/forfeited (409,450) 0.50 Vested, net of shares withheld (445,551) 0.59 Unvested - June 30, 2024 2,661,673 $ 0.29 |
Summary of deferred stock units | The following table summarizes DSU activity: Weighted Average Number of Grant-Date Fair DSUs Value per DSU Outstanding - December 31, 2022 1,254,000 $ 0.72 Granted 420,000 0.58 Shares issued to participants (485,000) 0.69 Outstanding - December 31, 2023 1,189,000 $ 0.68 Granted 767,000 0.38 Shares issued to participants (295,000) 0.68 Outstanding - June 30, 2024 1,661,000 $ 0.54 |
Summary of option activity | The following table summarizes option activity for vested awards: Weighted Average Weighted Average Remaining Aggregate Number of Exercise Price Contractual Term Intrinsic Options Per Option (Years) Value Outstanding - December 31, 2022 1,367,000 $ 0.71 0.64 $ — Expired (967,000) 0.71 Outstanding - December 31, 2023 400,000 $ 0.70 0.47 $ — Expired (350,000) 0.73 Outstanding - June 30, 2024 50,000 $ 0.51 0.75 $ — Exercisable - June 30, 2024 50,000 $ 0.51 0.75 $ — |
Summary of weighted average common shares | Weighted Average Common Shares Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Basic Common Shares 121,922,034 120,637,683 121,570,013 119,843,910 Effect of dilutive stock-based awards 3,499,814 — 3,050,968 — Diluted Common Shares 125,421,848 120,637,683 124,620,981 119,843,910 |
Overview of Operations and Ba_2
Overview of Operations and Basis of Presentation (Details) | 6 Months Ended |
Jun. 30, 2024 | |
Mt Todd, Australia | |
Property, Plant and Equipment [Line Items] | |
Percentage of ownership in project | 100% |
Mineral Properties - Mt. Todd,
Mineral Properties - Mt. Todd, Northern Territory, Australia (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |
Mar. 31, 2006 | Jun. 30, 2024 | Jun. 30, 2024 | Dec. 31, 2023 | |
Property, Plant and Equipment [Line Items] | ||||
Mineral Properties, Net | $ 83 | $ 83 | $ 2,146 | |
Capitalization of mine development costs | 1,028 | |||
Mt Todd, Australia | ||||
Property, Plant and Equipment [Line Items] | ||||
Mineral Properties, Net | 83 | 83 | $ 2,146 | |
Acquisition Costs, Period Cost | $ 2,146 | |||
Capitalization of mine development costs | $ 524 | 1,028 | ||
Mineral Property Costs Derecognized | $ 3,091 |
Plant and Equipment (Details)
Plant and Equipment (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Dec. 31, 2023 | |
Property, Plant and Equipment [Line Items] | ||
Cost | $ 5,800 | $ 5,718 |
Accumulated depreciation | 5,540 | 5,514 |
Net | 260 | 204 |
Gain on sale of plant and equipment, net | 802 | |
Proceeds from sale of plant and equipment | 900 | |
Mt Todd, Australia | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 5,497 | 5,415 |
Accumulated depreciation | 5,237 | 5,211 |
Net | 260 | 204 |
Corporate, United States | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 303 | 303 |
Accumulated depreciation | 303 | 303 |
Net | 0 | $ 0 |
Used mill equipment, Canada | ||
Property, Plant and Equipment [Line Items] | ||
Gain on sale of plant and equipment, net | 802 | |
Proceeds from sale of plant and equipment | 900 | |
Selling costs of plant and equipment | $ 98 |
Other Current Liabilities - Acc
Other Current Liabilities - Accrued Liabilities and Other (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Other Current Liabilities | ||
Accrued accounts payable | $ 150 | $ 152 |
Accrued employee compensation and benefits | 463 | 597 |
Accrued Liabilities, Current, Total | $ 613 | $ 749 |
Gain on Grant of Royalty (Detai
Gain on Grant of Royalty (Details) oz in Thousands, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Dec. 13, 2023 USD ($) installment t oz | Jun. 30, 2024 USD ($) | Jun. 30, 2024 USD ($) | Jun. 30, 2024 USD ($) | Mar. 31, 2024 USD ($) | |
Gain on Grant of Royalty | |||||
Gain on grant of royalty interest in mineral titles | $ 16,909 | $ 16,909 | |||
Proceeds from grant of royalty interest | $ 17,000 | ||||
Vista Australia | Wheaton | Mt Todd | |||||
Gain on Grant of Royalty | |||||
Cash advance | $ 20,000 | ||||
Royalty rate | 1% | ||||
Increase in royalty rate per annum | 0.13% | ||||
Threshold limit of average daily processing rate per day | t | 15,000 | ||||
Reduction in royalty rate upon occurrence of events | 33.33% | ||||
Royalty Agreement Deliverable Benchmark, Commodity Amount | oz | 3,470 | ||||
Consideration eligible to receive | $ 20,000 | ||||
Number of installments for consideration | installment | 3 | ||||
Gain on grant of royalty interest in mineral titles | $ 16,909 | ||||
Proceeds from grant of royalty interest | $ 10,000 | $ 10,000 | |||
Vista Australia | Wheaton | Maximum | Mt Todd | |||||
Gain on Grant of Royalty | |||||
Royalty rate | 2% |
Common Shares - Equity Financin
Common Shares - Equity Financings (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Subsidiary, Sale of Stock [Line Items] | ||||
Proceeds from issuance of common shares | $ 244 | $ 1,013 | ||
At-The-Market Offering Agreement [Member] | H. C. Wainwright And Co., LLC [Member] | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Proceeds from issuance of common shares | $ 191 | $ 560 | 244 | $ 1,013 |
Threshold of aggregate sales proceeds | 10,000 | |||
Remaining threshold of aggregate sales proceeds | $ 8,450 | $ 8,450 |
Common Shares - Warrants (Detai
Common Shares - Warrants (Details) - Warrants [Member] - $ / shares | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2024 | Dec. 31, 2023 | Dec. 31, 2022 | |
Class of Warrant or Right [Line Items] | |||
Warrants outstanding, beginning of period (in shares) | 7,408,101 | 7,408,101 | |
Warrants outstanding, end of period (in shares) | 7,408,101 | 7,408,101 | 7,408,101 |
Weighted average exercise price per share, Beginning of the period | $ 1.25 | $ 1.25 | |
Weighted average exercise price per share, End of the period | $ 1.25 | $ 1.25 | $ 1.25 |
Weighted average remaining life, warrants outstanding | 0 years | 6 months | 1 year 6 months |
Common Shares - Stock-Based Com
Common Shares - Stock-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of issued and outstanding Common Shares | 10% | |||
Stock-based compensation expense | $ 179 | $ 248 | $ 470 | $ 427 |
Restricted Stock Units (RSUs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 94 | 107 | 177 | 183 |
Deferred Stock Units (DSU) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 85 | $ 141 | $ 293 | $ 244 |
Common Shares - Unrecognized Co
Common Shares - Unrecognized Compensation (Details) - Restricted Stock Units (RSUs) [Member] $ in Thousands | 6 Months Ended |
Jun. 30, 2024 USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized compensation expense related to unvested awards | $ 451 |
Weighted average unrecognized compensation recognition period | 1 year 6 months |
Common Shares - Summary Of Rest
Common Shares - Summary Of Restricted Stock Units Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Payment of taxes from withheld shares | $ 85 | $ 142 | |
Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unvested, Number of units, beginning of period (in shares) | 1,886,674 | 1,472,008 | 1,472,008 |
Granted, Number of units (in shares) | 1,630,000 | 1,163,000 | |
Cancelled/forfeited, Number of units (in shares) | (409,450) | (335,786) | |
Vested, net of shares withheld, Number of units (in shares) | (445,551) | (412,548) | |
Unvested, Number of units, end of period (in shares) | 2,661,673 | 1,886,674 | |
Outstanding, weighted average fair value, beginning of period (in dollars per share) | $ 0.46 | $ 0.60 | $ 0.60 |
Granted, Weighted average fair value (in dollars per share) | 0.24 | 0.37 | |
Cancelled/forfeited, Weighted average fair value (in dollars per share) | 0.50 | 0.58 | |
Vested, net of shares withheld, Weighted average fair value (in dollars per share) | 0.59 | 0.60 | |
Unvested, weighted average fair value, end of period (in dollars per share) | $ 0.29 | $ 0.46 | |
Payment of taxes from withheld shares | $ 85 | $ 142 |
Common Shares - Summary Of Defe
Common Shares - Summary Of Deferred Share Units Activity (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2024 USD ($) $ / shares shares | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) $ / shares shares | Jun. 30, 2023 USD ($) $ / shares shares | Dec. 31, 2023 $ / shares shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Allocated Share-based Compensation Expense | $ | $ 179 | $ 248 | $ 470 | $ 427 | |
Deferred Stock Units (DSU) [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of common shares issues for each DSU (at end of board members' team). | 1 | ||||
Unvested, Number of units, beginning of period (in shares) | shares | 1,189,000 | 1,254,000 | 1,254,000 | ||
Granted, Number of units (in shares) | shares | 767,000 | 420,000 | 420,000 | ||
Shares issued to participants | shares | (295,000) | (485,000) | |||
Unvested, Number of units, end of period (in shares) | shares | 1,661,000 | 1,661,000 | 1,189,000 | ||
Outstanding, weighted average fair value, beginning of period (in dollars per share) | $ / shares | $ 0.68 | $ 0.72 | $ 0.72 | ||
Granted, Weighted average fair value (in dollars per share) | $ / shares | 0.38 | 0.58 | |||
Shares issued to participants, Weighted average grant-date fair value (in dollars per share) | $ / shares | 0.68 | 0.69 | |||
Unvested, weighted average fair value, end of period (in dollars per share) | $ / shares | $ 0.54 | $ 0.54 | $ 0.68 | ||
Allocated Share-based Compensation Expense | $ | $ 85 | $ 141 | $ 293 | $ 244 |
Common Shares - Summary Of Opti
Common Shares - Summary Of Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2024 | Dec. 31, 2023 | Dec. 31, 2022 | |
Common Shares | |||
Number of options, beginning of period (in shares) | 400,000 | 1,367,000 | |
Number of options, Expired (in shares) | (350,000) | (967,000) | |
Number of options, end of period (in shares) | 50,000 | 400,000 | 1,367,000 |
Number of options, Exercisable (in shares) | 50,000 | ||
Weighted average exercise price per option, beginning of period (in dollars per share) | $ 0.70 | $ 0.71 | |
Weighted average exercise price per option, Expired (in dollars per share) | 0.73 | 0.71 | |
Weighted average exercise price per option, end of period (in dollars per share) | 0.51 | $ 0.70 | $ 0.71 |
Weighted average exercise price, Exercisable (in dollars per share) | $ 0.51 | ||
Weighted average remaining contractual term, Outstanding | 9 months | 5 months 19 days | 7 months 20 days |
Weighted average remaining contractual term, Exercisable | 9 months | ||
Aggregate intrinsic value, Outstanding, end of period (in dollars) | $ 0 | ||
Aggregate intrinsic value, Options, Exercisable | $ 0 |
Common Shares - Weighted Averag
Common Shares - Weighted Average (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Common Shares | ||||
Basic Common Shares | 121,922,034 | 120,637,683 | 121,570,013 | 119,843,910 |
Effect of dilutive stock-based awards | 3,499,814 | 3,050,968 | ||
Diluted Common Shares | 125,421,848 | 120,637,683 | 124,620,981 | 119,843,910 |
Common Shares - Anti-dilutive (
Common Shares - Anti-dilutive (Details) - shares | 3 Months Ended | 6 Months Ended |
Jun. 30, 2024 | Jun. 30, 2024 | |
Stock Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive shares outstanding | 350,000 | 400,000 |
Restricted Stock Units (RSUs) [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive shares outstanding | 33,668 | |
Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive shares outstanding | 7,408,101 | 7,408,101 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Thousands, $ in Millions | 6 Months Ended | |
Jun. 30, 2024 AUD ($) | Jun. 30, 2024 USD ($) | |
Maximum | Mexican Tax Authority [Member] | Subsidiaries [Member] | ||
Loss Contingencies [Line Items] | ||
Estimate of Possible Loss | $ 2,000 | |
Mt Todd, Australia | Scenario, Plan | ||
Loss Contingencies [Line Items] | ||
Mine Reclamation and Closing Liability, Noncurrent | $ 73 | |
Mt Todd, Australia | Scenario, Plan | Jawoyn Association Aboriginal Corporation | ||
Loss Contingencies [Line Items] | ||
Percentage of royalty on gold | 1% | |
Mt Todd, Australia | Scenario, Plan | Minimum | Jawoyn Association Aboriginal Corporation | ||
Loss Contingencies [Line Items] | ||
Gross Proceeds Royalty, Additional Contingent Gross Proceeds Royalty, Percent | 0.125% | 0.125% |
Gross Proceeds Royalty, Including Contingent Additional Gross Proceeds Royalty, Percent | 1.125% | 1.125% |
Mt Todd, Australia | Scenario, Plan | Maximum | Jawoyn Association Aboriginal Corporation | ||
Loss Contingencies [Line Items] | ||
Gross Proceeds Royalty, Additional Contingent Gross Proceeds Royalty, Percent | 2% | 2% |
Gross Proceeds Royalty, Including Contingent Additional Gross Proceeds Royalty, Percent | 3% | 3% |
Geographic and Segment Inform_2
Geographic and Segment Information (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) segment | Jun. 30, 2023 USD ($) | |
Geographic and Segment Information | ||||
Number of reportable segments | segment | 1 | |||
Revenues | $ | $ 0 | $ 0 | $ 0 | $ 0 |