United States securities and exchange commission logo
November 14, 2022
Jason Reid
Chief Executive Officer
Fortitude Gold Corporation
2886 Carriage Manor Point
Colorado Springs, CO 80906
Re: Fortitude Gold
Corporation
Form 10-K for the
Fiscal Year ended December 31, 2021
Filed March 1, 2022
File No. 333-249533
Dear Jason Reid:
We have reviewed your October 28, 2022 response to our comment
letter and have the
following comments. In some of our comments, we may ask you to provide
us with information
so we may better understand your disclosure.
Please respond to these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your response to these comments, we may have
additional
comments. Unless we note otherwise, our references to prior comments are
to comments in our
September 22, 2022 letter.
Form 10-K for the Fiscal Year ended December 31, 2021
Properties Overview, page 17
1. We have read the
revisions proposed in your response to prior comment 2 to address the
summary and individual
property disclosure requirements. However, the maps associated
with your material
properties should utilize an easily recognizable coordinate system, such
as a section, township
and range, latitude/longitude, or UTM coordinates accurate to
within one mile in your
text, to comply with Item 1304(b)(1)(i) of Regulation S-K.
In addition, you should
provide a description of your infrastructure, to include sources of
power and water,
disclose the total cost or book value of each material property, and
include a brief history
of your properties if known, or a statement to clarify if these details
are unknown, to comply
with Item 1304(b)(1)(ii), (b)(2)(iii), and (b)(2)(iv) of Regulation
Jason Reid
Fortitude Gold Corporation
November 14, 2022
Page 2
S-K. Please further revise as necessary to address the aforementioned
guidance.
Exhibit 96.1 Isabella Pearl
18.2 Life-Of-Mine Operating Costs, page ES-18
2. We note your response to prior comment 7 appears as part of your
response to prior
comment 6, and that your responses to prior comments 8 and 9 are
identified as responses
7 and 8 in your letter. With regard to your answer to prior comment 7,
regarding the
excise tax calculation for 2022 in Table 18.2, and related Table 19-4
of Exhibit 96.1,
please clarify how the 0.75% of total revenues in Table 19-4
corresponds to the gross
revenues of $70,288,939, as the relationship appears to hold for 2023
and 2024.
The excise tax calculation for Table 18-2 and 18-3 appears to use the
excise tax amount in
Table 19-4 to calculate the LOM Operating Cash Cost per Tonne
Processed and LOM
Operating Cash Cost per Ounce Sold. Please coordinate with the
qualified person to
further revise or clarify these calculations in the Technical Report
Summary.
You may contact Joseph Klinko, Staff Accountant, at (202) 551-3824 if
you have
questions regarding comments on the financial statements and related matters.
You may contact
Ken Schuler, Mining Engineer, at (202) 551-3718 if you have questions regarding
comments on
your mineral property information.
Please contact Karl Hiller, Branch Chief, at (202) 551-3686 with any
other questions.
FirstName LastNameJason Reid Sincerely,
Comapany NameFortitude Gold Corporation
Division of
Corporation Finance
November 14, 2022 Page 2 Office of Energy
& Transportation
FirstName LastName