Item 7. Management’s Discussion and Analysis
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULT S OF OPERATIONS.
The following discussion and analysis should be read in conjunction with our consolidated financial statements for the two years ended December 31, 2021 and 2020, and the related notes thereto, which have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”). This discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of many factors, including, but not limited to, those set forth under the section heading “Item 1A. Risk Factors” above and elsewhere in this annual report on Form 10-K. See section heading “Note Regarding Forward-Looking Statements” above.
All dollar amounts stated herein are in U.S. dollars in thousands, unless specified otherwise, except per share-related amounts. References to A$ refer to Australian currency and USD or $ to United States currency. The scientific and technical disclosures about Mt Todd in this discussion and analysis have been reviewed and approved by John W. Rozelle, Senior Vice President of Vista. Mr. Rozelle is a qualified person as defined by subpart 1300 of Regulation S-K (“S-K 1300”) under the Securities Exchange Act of 1934, as amended and Canadian National Instrument 43-101 – Standards of Disclosure for Mineral Projects .
Overview
Vista Gold Corp. and its subsidiaries (collectively, “Vista,” the “Company,” “we,” “our,” or “us”) operate in the gold mining industry. We are focused on evaluation, acquisition, exploration and advancement of gold exploration and potential development projects, which may lead to gold production or value adding strategic transactions such as earn-in right agreements, option agreements, leases to third parties, joint venture arrangements with other mining companies, or outright sales of assets for cash and/or other consideration. We look for opportunities to improve the value of our gold projects through exploration drilling and/or technical studies focused on optimizing previous engineering work. We do not currently generate cash flows from mining operations.
The Company’s flagship asset is its 100% owned Mt Todd gold project (“Mt Todd” or the “Project”) in Northern Territory, Australia. Mt Todd is the largest undeveloped gold project in Australia. With the approval of the Mining Management Plan (“MMP”) in June 2021, all major operating and environmental permits for Mt Todd have been received. Since acquiring Mt Todd in 2006, we have invested substantial financial resources to systematically explore, evaluate, engineer, permit and de-risk the Project. In February 2022, we completed a feasibility study in respect of Mt Todd (the “2022 FS”). We believe this work has added substantial value to the Project and positions the Project for near-term development.
The 2022 FS highlights a 19% increase in gold reserves from 5.85 million ounces, as reported in the Company’s amended 2019 pre-feasibility study, to 6.98 million ounces, supporting an operation with average annual production of 479,000 ounces of gold during the first seven years of commercial operations and a low operating cost profile that delivers significant cash flows over a 16-year mine life. See “Mineral Resources and Mineral Reserve Estimates” below for additional information. The 2022 FS reflects the inflationary pressures being faced currently by all operators and developers in the mining industry. While management believes this inflationary trend is transitory, management believes the resilience of Mt Todd is demonstrated by the project economics reflected in the 2022 FS.
Mt Todd’s economic returns benefit from the increase in the gold reserve estimate, favorable results of the power plant trade-off study and slightly lower energy costs in the NT. The increase in estimated gold reserves resulted from increasing the gold price used in the reserve estimate from $1,000 to $1,125 and changing the cut-off grade from 0.40 g Au/t to 0.35 g Au/t. Our decision to use a third-party power provider resulted in important positive impacts to our capital costs and insulates the Project from certain construction and operating risks while maintaining what we believe to be attractive
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operating costs. While our operating costs have increased as a result of higher labor, reagent, grinding media and over-the-fence power costs, our core energy costs yield some offsetting savings.
Management believes the results of the 2022 FS will appeal to potential partners, investors and lenders and allow the Company to evaluate a range of development alternatives as we continue to focus on maximizing shareholder value.
The Company continues to focus on monetizing non-core assets as a non-dilutive source of funding. Vista realized $2,500 in January 2022 in exchange for cancelling its remaining royalty interests in Awak Mas. The Company also owns a royalty interest in a U.S. exploration-stage project and used mill equipment that is being marketed by a third-party mining equipment dealer.
COVID-19 Pandemic Update
Vista’s response to the COVID-19 pandemic has been to ensure the health and safety of its employees and other stakeholders. We continue to follow mitigation measures recommended by government and health agencies in the jurisdictions where we operate. Australia has recently lifted restrictions on international travel to and from the country for fully vaccinated individuals. Vista has incurred costs while certain corporate objectives, including efforts to seek a strategic development partner or other form of transaction, were extended due to previous travel restrictions. These and other conditions may ultimately have a material adverse impact on the Company’s financial condition and results of operations. See “Liquidity and Capital Resources” and “Risk Factors” for additional information.
Mineral Resources and Mineral Reserves Estimates
The table below presents the estimated mineral resources for the Project. The effective date of the resource estimates is December 31, 2021. The following mineral resources and mineral reserves were prepared in accordance with both S-K 1300 standards and CIM Definition Standards.
Mt Todd Mineral Resources
Batman Deposit
Heap Leach Pad
Quigleys Deposit
Total
Contained
Contained
Contained
Contained
Tonnes
Grade
Ounces
Tonnes
Grade
Ounces
Tonnes
Grade
Ounces
Tonnes
Grade
Ounces
(000s)
(g Au/t)
(000s)
(000s)
(g Au/t)
(000s)
(000s)
(g Au/t)
(000s)
(000s)
(g Au/t)
(000s)
Measured
77,725
0.88
2,191
—
—
—
594
1.15
22
78,319
0.88
2,213
Indicated
200,112
0.80
5,169
13,354
0.54
232
7,301
1.11
260
220,767
0.80
5,661
Measured & Indicated
277,837
0.82
7,360
13,354
0.54
232
7,895
1.11
282
299,086
0.82
7,874
Inferred
61,323
0.72
1,421
—
—
—
3,981
1.46
187
65,304
0.77
1,608
Notes:
● Measured & indicated resources include proven and probable reserves.
● Batman and Quigleys resources are quoted at a 0.40g-Au/t cut-off grade. Heap Leach resources are the average grade of the heap, no cut-off applied.
● Batman: Resources constrained within a US$1,300/oz gold Whittle TM pit shell. Pit parameters: Mining Cost US$1.50/tonne, Milling Cost US$7.80/tonne processed, G&A Cost US$0.46/tonne processed, G&A/Year 8,201 K US$, Au Recovery, Sulfide 85%, Transition 80%, Oxide 80%, 0.2g-Au/t minimum for resource shell.
● Quigleys: Resources constrained within a US$1,300/oz gold Whittle TM pit shell. Pit parameters: Mining cost US$1.90/tonne, Processing Cost US$9.779/tonne processed, Royalty 1% GPR, Gold Recovery Sulfide, 82.0% and Ox/Trans 78.0%, water treatment US$0.09/tonne, Tailings US$0.985/tonne.
● Differences in the table due to rounding are not considered material. Differences between Batman and Quigleys mining and metallurgical parameters are due to their individual geologic and engineering characteristics.
● Rex Bryan of Tetra Tech is the QP responsible for the Statement of Mineral Resources for the Batman, Heap Leach Pad and Quigleys deposits.
● Thomas Dyer of RESPEC is the QP responsible for developing the resource Whittle TM pit shell for the Batman Deposit.
● The effective date of the Heap Leach, Batman and Quigleys resource estimate is December 31, 2021.
● Mineral resources that are not mineral reserves have no demonstrated economic viability and do not meet all relevant modifying factors.
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Mt Todd Gold Project Mineral Reserves – 50,000 tpd, 0.35 g Au/t cut-off and $1,125 per ounce pit design
Batman Deposit
Heap Leach Pad
Total
Contained
Contained
Contained
Tonnes
Grade
Ounces
Tonnes
Grade
Ounces
Tonnes
Grade
Ounces
(000s)
(g Au/t)
(000s)
(000s)
(g Au/t)
(000s)
(000s)
(g Au/t)
(000s)
Proven
81,277
0.84
2,192
—
—
—
81,277
0.84
2,192
Probable
185,744
0.76
4,555
13,354
0.54
232
199,098
0.75
4,787
Proven & Probable
267,021
0.79
6,747
13,354
0.54
232
280,375
0.77
6,979
Economic analysis conducted only on proven and probable mineral reserves.
Notes:
● Thomas L. Dyer, P.E., is the QP responsible for reporting the Batman Deposit Proven and Probable reserves.
● Batman deposit reserves are reported using a 0.35 g Au/t cutoff grade.
● Deepak Malhotra is the QP responsible for reporting the heap-leach pad reserves.
● Because all the heap-leach pad reserves are to be fed through the mill, these reserves are reported without a cutoff grade applied.
● The reserves point of reference is the point where material is fed into the mill.
● The effective date of the mineral reserve estimates is December 31, 2021.
Cautionary note to investors: Proven and probable mineral reserves are estimated in accordance with each of S-K 1300 and CIM Definition Standards. A number of risk factors may adversely affect estimated mineral reserves and mineral resources, any of which may result in a reduction or elimination of reported mineral reserves and mineral resources. See “Item 1A. Risk Factors.”
Results from Operations
Summary
Consolidated net loss for the year ended December 31, 2021 was $15,237, or $0.14 per common share in the capital of Vista (each, a “Common Share”) on both a basic and diluted basis. Consolidated net income for the year ended December 31, 2020 was $420, or $0.00 per Common Share on both a basic and diluted basis. The principal components of our 2021 net loss and the year-over-year changes are discussed below.
The Company had cash and short-term investments totaling $13,141, working capital of $12,164, and no debt as of December 31, 2021.
Gain on Disposal of Mineral Property Interests, Net
In January and June 2021, the Company received a total of $2,100 for cancellation of its royalty interests and back-in right in the Guadalupe de los Reyes gold and silver project in Sinaloa, Mexico (“Los Reyes”). The January 2021 payment of $1,100 was initially recorded as deferred option gain, with the full $2,100 being recognized as a gain upon receipt of the second payment of $1,000 in June 2021.
The gain on disposal of mineral property interests was $6,108 for the year ended December 31, 2020. This gain resulted from two transactions. In May 2020, we recognized $2,568 for the partial cancelation of a net smelter return royalty (“NSR”) on gold ounces produced at the Awak Mas project. Then in July 2020, the Company recognized a gain of $3,540 upon receipt of the final $1,500 Los Reyes option payment and transferred control of the project to Prime Mining Corporation.
Exploration, Property Evaluation and Holding Costs
Exploration, property evaluation and holding costs, including fixed costs, discretionary programs, and non-cash stock-based compensation, were $7,942 and $4,545 during the years ended December 31, 2021 and 2020, respectively. These costs were predominantly associated with Mt Todd and were comprised of fixed costs and discretionary costs.
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For the years ended December 31, 2021 and 2020, our fixed exploration, property evaluation and holding costs totaled $3,855 and $3,266, respectively. These costs included expenditures necessary to ensure that we preserve our property rights and meet our safety, regulatory and environmental responsibilities. The principal components of the increase in 2021 included greater direct involvement by corporate personnel on specific Mt Todd activities and higher personnel costs.
Expenses incurred for 2021 Mt Todd discretionary programs totaled $4,087. Such discretionary programs include $2,232 for preparing the 2022 FS and $1,702 for exploration drilling, plus additional staffing expenses to support drilling and other activities. Expenses for 2020 discretionary programs totaled $1,279. These programs included geotechnical and exploration drilling, activities to support the government’s review of Vista’s operational MMP, modification of our agreement with the Jawoyn Association Aboriginal Corporation (the “Jawoyn”) and the strategic initiative to secure a development partner for Mt Todd.
Included in the 2021 and 2020 exploration, property evaluation and holding costs were non-cash stock-based compensation of $354 and $332, respectively.
Corporate Administration
Corporate administration costs were $3,945 and $3,777 during the years ended December 31, 2021 and 2020, respectively. The 2021 and 2020 corporate administration costs included non-cash stock-based compensation of $533 and $581, respectively. Costs were generally higher during 2021 due to higher insurance and personnel expenses, partially offset by lower legal and compliance costs.
Write-down of plant and equipment
During the year ended December 31, 2021, the Company reduced the carrying value of the used mill equipment to $nil based on management’s estimate of recoverability. This estimate reflects management’s consideration of the duration this equipment has been actively marketed by an independent broker and the current competitive market conditions for used equipment yielding no sales. These inputs used in valuing our used mill equipment involved a high degree of subjectivity and resulted in management not having the ability to estimate recoverable sales proceeds with sufficient certainty. The Company recorded this reduction as an operating loss of $5,500 in our Consolidated Statements of Income/(Loss). The used mill equipment continues to be marketed by the independent broker.
Non-Operating Income and Expenses
Gain on Other Investments
Gain on other investments was $46 and $2,405 for the years ended December 31, 2021 and 2020, respectively. On September 22, 2021, the shareholders of Nusantara Resources Limited (“Nusantara Resources”) approved a scheme of arrangement whereby PT Indika Mineral Investindo offered to acquire all issued shares of Nusantara Resources for A$0.35 per share. The transaction closed in October 2021, resulting in Vista receiving $339 upon tendering its Nusantara Resources shares and recording a gain of $46. The Company sold all of its remaining 6,882,115 shares of Midas Gold Corp. and received net proceeds of $5,788 during the year ended December 31, 2020, which made up a majority of the gain in 2020.
Financial Position, Liquidity and Capital Resources
Operating Activities
Net cash used in operating activities was $10,620 and $6,955 for the years ended December 31, 2021 and 2020, respectively. The increase in net cash used in operating activities resulted from higher cash expenditures for exploration and property evaluation, including continuation of exploration drilling throughout 2021, and expenses associated with the 2022 FS.
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Investing Activities
Net cash provided by investing activities of $2,631 for the year ended December 31, 2021 resulted primarily from receipt of $2,100 under the Los Reyes agreement, $339 from the sale of Nusantara Resources shares, and $315 for payments related to Awak Mas, offset by fixed asset purchases of $139.
Net cash provided by investing activities of $11,628 for the year ended December 31, 2020 resulted primarily from $5,788 received from the sale of our Midas Gold Corp. shares, $3,048 received for both the partial cancellation of the Awak Mas royalty and the receipt of the final Los Reyes option payment, and $2,860 of net redemptions of short-term investments comprised of U.S. Government Treasury bills and notes.
Financing Activities
Net cash of $12,984 for the year ended December 31, 2021 was provided by net proceeds of $12,323 from the Company’s July 2021 public offering (“2021 Offering”) (described below) and $1,062, which included $191 relating to sales in 2020 that settled for cash in January 2021, under the ATM Program (defined below), partially offset by payments of $401 for employee withholding tax obligations in lieu of issuing Common Shares.
Net cash of $1,681 for the year ended December 31, 2020 was provided mainly from net proceeds from equity financing of $1,768, which was received upon issuance of Common Shares under our ATM Program, partially offset by payments of $124 for employee withholding tax obligations in lieu of issuing Common Shares
Liquidity and Capital Resources
Cash, cash equivalents and short-term investments totaled $13,141 at December 31, 2021 compared to $8,162 at December 31, 2020. The net increase of $4,979 during 2021 reflects net proceeds of $12,323 from the 2021 Offering, $2,100 for cancellation of the royalty interests and back-in right in Los Reyes, $1,062 raised under the ATM Program, $339 of proceeds from sale of the Nusantara Resources shares and $315 for payments to Vista related to Awak Mas. These cash inflows were offset by expenditures of $11,160. For additional details see the “Results from Operations” section above and the preceding discussions in this section of operating activities, investing activities and financing activities.
During July 2021, we closed the 2021 Offering of 12,272,730 units (the “Units”) for net proceeds of $12,323. Each Unit consisted of one Common Share and one-half of one Common Share purchase warrant (each full warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Common Share at a price of $1.25 per Common Share (subject to adjustment in certain circumstances) and is exercisable until July 12, 2024. See footnote 6 to the accompanying financial statements for more details on the 2021 Offering. The Company has allocated and intends to continue to allocate the proceeds from the 2021 Offering to advance programs at Mt Todd by further refining technical aspects of the Project, enhancing economic returns, and supporting the Company’s objective of securing a development partner. Among the programs funded with these net proceeds were additional drilling of a third phase in the current exploration program and work towards completing the 2022 FS, as well as related engineering/design work and other technical studies. Remaining proceeds will be used for working capital requirements and/or for other general corporate purposes, which include ongoing regulatory, legal and accounting expenses, management and administrative expenses, and other corporate initiatives.
As a secondary measure of liquidity, the Company had working capital of $12,164 as of December 31, 2021. This amount included a deferred option gain of $383 related to the Awak Mas transaction. The deferred option gains will ultimately be recognized as income and not require any use of current assets. Consequently, the components of working capital affecting Vista’s liquidity and capital resources as of December 31, 2021 included current assets totaling $13,952 offset by accounts payable and accrued liabilities of $1,405. This compares to current assets totaling $9,407 offset by accounts payable and accrued liabilities of $1,058 at December 31, 2020.
Vista has implemented certain health and safety standards in response to the COVID-19 pandemic, the cost of which have been minimal. However, we incurred other corporate and Mt Todd costs while certain corporate objectives, including efforts to secure a strategic development partner or other form of transaction were extended due to travel restrictions. Australia recently lifted restrictions on international travel to and from the country for fully vaccinated individuals.
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Although management believes this is a positive event, its ultimate impact on the Company’s costs and timing to achieve objectives cannot be determined at this time. To date, Vista has maintained sufficient working capital by monetizing non-core assets, limited use of the ATM Program, and the 2021 Offering. However, continuing implications of the COVID-19 pandemic, the extent of economic recovery, and other conditions affecting the Company could affect the Company’s ability to raise additional working capital on reasonable terms, or at all. These conditions and the impact on investors, banking institutions, businesses, the global economy or financial and commodity markets may have a material adverse impact on the Company’s financial condition and results of operations.
With the recent completion of the 2022 FS, the most significant discretionary program in progress is the current phase of exploration drilling. We will have final payments during 2022 to vendors for work to finalize the 2022 FS. Management estimates total remaining 2022 cash expenditures for these programs and several other smaller discretionary programs will total approximately $1,900, $550 of which was included in accounts payable and accrued liabilities at year end 2021. Other potential discretionary programs that may be undertaken during 2022 could total up to an additional $800. Fixed costs for corporate activities and Mt Todd care and maintenance are expected to be approximately $7,000 in 2022. Cash inflows during 2022 from non-core assets include the $2,500 received in January 2022 for canceling the remaining Awak Mas royalties. Other potential sources of cash inflows include additional monetization of non-core assets and limited use of the ATM Program.
Giving consideration to conditions associated with the pandemic and the Company’s ongoing initiatives, we believe our existing working capital as of December 31, 2021, together with other potential future sources of non-dilutive financing, will be sufficient to fully fund our currently planned corporate expenses, Project holding costs and discretionary programs for at least 12 months.
We are evaluating potential partners, investors and lenders as we pursue a range of development alternatives for Mt Todd. Activities to date have focused largely on a joint venture transaction., The objective of this approach is to receive a purchase price reflective of the intrinsic value of Mt Todd. With completion of the 2022 FS, management is also evaluating other alternatives and we plan to consider other transaction arrangements that meet our expectations to realize an appropriate valuation for our shareholders. There can be no assurance that we will be successful in securing a development partner or other transaction on acceptable terms, or at all.
For ongoing working capital requirements, the Company continues to focus on monetizing non-dilutive non-core assets as a source of funding. Vista realized $2,500 in January 2022 in exchange for cancelling its remaining royalty interests in Awak Mas. The Company also owns another royalty interest in the U.S. and used mill equipment that is being marketed by a third-party mining equipment dealer.
The Company was party to an at-the-market offering agreement (the “ATM Agreement”) with H. C. Wainwright & Co. LLC (“Wainwright”) to provide balance sheet flexibility at a potentially lower cost than other means of equity issuances. Under the ATM Agreement the Company could, but was not obligated to, issue and sell Common Shares through Wainwright for aggregate sales proceeds of up to $10,000 (the “ATM Program”). The ATM Agreement was amended in June 2020 to remain in force until terminated by either party. Through June 30, 2021, aggregate net proceeds sold under the ATM Program totaled $2,830, which included $871 during the six-months ended June 30, 2021. In July 2021, the ATM Program was suspended in conjunction with the 2021 Offering.
Vista subsequently filed for and received notice of effectiveness of a new shelf registration statement in November 2021 with the Securities and Exchange Commission. In December 2021, the Company renewed the ATM Agreement on substantially the same terms to provide for aggregate sales proceeds up to $10,000 from and after the date of the renewed ATM Agreement (the “2021 ATM Program”). The entire $10,000 under the 2021 ATM Program remained available as of December 31, 2021.
Offers or sales of Common Shares under the 2021 ATM Program will be made only in the United States in an “at the market offering” as defined in Rule 415 under the United States Securities Act of 1933, as amended, subject to an effective registration statement under the U.S. Securities Act of 1933, as amended, and no offers or sales of Common Shares under the ATM Agreement will be made in Canada. The Common Shares will be distributed at market prices prevailing at the time of sale.
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Vista’s long-term viability depends upon our ability to realize value from our principal asset, Mt Todd. Our primary objective is to maintain adequate liquidity and seek to preserve, enhance and realize value of our core assets in order to achieve positive returns for our shareholders. Our funding strategy is to maintain a low expenditure profile, realize value from non-core assets and, when necessary, issue additional equity or find other means of financing. The underlying value and recoverability of the amounts shown as mineral properties and plant and equipment in our Condensed Consolidated Balance Sheets are dependent on our ability to attract sufficient capital resources to execute our strategy and the ultimate success of our programs to enhance and realize value, most importantly at Mt Todd.
Fair Value Accounting
The following table sets forth the Company’s assets measured at fair value within the fair value hierarchy. As required by accounting guidance, assets are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.
Fair Value at December 31, 2021
Total
Level 1
Level 3
Other investments
$
—
$
—
$
—
Used mill equipment (non-recurring)
$
—
$
—
$
—
Fair Value at December 31, 2020
Total
Level 1
Level 3
Other investments
$
293
$
293
$
—
Other investments were classified as Level 1 of the fair value hierarchy as they were valued at unadjusted quoted market prices in an active market and included in other investments on the Consolidated Balance Sheets for each period presented.
There were no material transfers between levels nor were there any changes in valuation techniques in 2021. At December 31, 2021, the value of other investments was $nil because the Nusantara Resources shares were sold in October 2021.
Off-Balance Sheet Arrangements
We have no off-balance sheet arrangements required to be disclosed in this annual report on Form 10-K.
Summary of Quarterly Results
4th quarter
3rd quarter
2nd quarter
1st quarter
2021
Revenue
$
—
$
—
$
—
$
—
Net income/(loss)
$
(8,316)
$
(3,069)
$
(753)
$
(3,099)
Basic income/(loss) per share
$
(0.08)
$
(0.02)
$
(0.01)
$
(0.03)
2020
Revenue
$
—
$
—
$
—
$
—
Net income/(loss)
$
(2,202)
$
4,220
$
1,902
$
(3,500)
Basic income/(loss) per share
$
(0.03)
$
0.05
$
0.01
$
(0.03)
Critical Accounting Estimates and Recent Accounting Pronouncements
Critical Accounting Estimates
Critical accounting estimates are accounting estimates that involve a significant level of estimation uncertainty and have had or are reasonably likely to have a material impact on the financial condition or results of operations of the Company. Management has identified the following critical accounting estimates. See Note 2 to our consolidated financial statements contained in “Part II. Item 8. Financial Statements and Supplementary Data” for additional accounting policies and estimates.
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Impairment Assessment of Long-Lived Assets
Our long-lived assets are evaluated for impairment when information becomes available indicating that the carrying value may not be recoverable. The inputs used in the valuing our used mill equipment included the duration this equipment has been actively marketed by an independent broker and the current competitive market conditions for used equipment yielding no sales. These inputs involved a high degree of subjectivity and were considered by management in its estimate of recoverable sales proceeds.
Assumptions and estimates considered in valuing our mineral properties included management’s expectations for the price of gold, foreign exchange rates, costs to build and operate the mine, and projected cash flows. These assumptions are subjective and subject to uncertainty over an extended period of time. A feasibility study reduces the uncertainty around some assumptions to an acceptable level and is a primary source of evidence.
Stock-Based Compensation
Our stock plans include awards that vest based on performance criteria. Stock-based compensation expense for these awards is estimated quarterly, including adjustments to previous recognized expense, based on anticipated achievement of performance criteria. The quarterly estimated vesting percentage reflects management’s assessment of progress in accomplishing defined corporate objectives. Upon vesting, current period expense is adjusted based on the actual achievement of performance criteria.
Income Taxes
We have assets, hold interests, and conduct activities in several countries and are subject to their tax regimes. Tax laws are complex and continue to evolve. While we have a history of losses, our assumptions made in tax returns are subject to review and interpretation by taxing authorities and could be modified. Our critical tax estimates include timing of future income, deductibility of expenses, sustainability of tax positions, valuation allowances on deferred tax assets, and allocation of expenses between companies.
Recent Accounting Pronouncements
See Note 2 to our consolidated financial statements contained in “Part II. Item 8. Financial Statements and Supplementary Data” for recent accounting pronouncements applicable to the Company.
Non-U.S. GAAP Financial Measures
In this report, we have provided information prepared or calculated according to U.S. GAAP, as well as provided certain non-U.S. GAAP prospective financial performance measures. Because the non-U.S. GAAP performance measures do not have standardized meanings prescribed by U.S. GAAP, they may not be comparable to similar measures presented by other companies. These measures should not be considered in isolation or as substitutes for measures of performance prepared in accordance with U.S. GAAP. There are limitations associated with the use of such non-U.S. GAAP measures. Since these measures do not incorporate revenues, changes in working capital and non-operating cash costs, they are not necessarily indicative of potential operating profit or loss, or cash flow from operations as determined in accordance with U.S. GAAP.
The non-U.S. GAAP measures associated with Cash Costs, All-in Sustaining Costs (“AISC”) and resulting per ounce and per tonne processed metrics are not, and are not intended to be, presentations in accordance with U.S. GAAP. These metrics represent costs and unit-cost measures related to the Project.
We believe that these metrics help investors understand the economics of the Project. We present the non-U.S. GAAP financial measures for our Project in the tables below. Actual U.S. GAAP results may vary from the amounts disclosed in this report. Other companies may calculate these measures differently.
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Cash Costs, AISC and Respective Unit Cost Measures
Cash Costs and AISC, and respective unit cost measures, are non-U.S. GAAP metrics developed by the World Gold Council to provide transparency into the costs associated with producing gold and provide a comparable standard. The Company reports Cash Costs and AISC on a per ounce and per tonne processed basis because we believe these metrics more completely reflect mining costs over specified periods and the life of mine. Similar metrics are widely used in the gold mining industry as comparative benchmarks of performance.
Cash Costs consist of Project operating costs, refining costs, and the Jawoyn royalty. The sum of these costs is divided by the corresponding payable gold ounces or tonnes processed to determine Cash Cost per ounce or per tonne processed metrics, respectively.
AISC consists of Cash Costs (as described above), plus sustaining capital costs. The sum of these costs is divided by the corresponding payable gold ounces or tonnes processed to determine AISC per ounce or per tonne processed metrics, respectively.
Other costs excluded from Cash Costs, and AISC include depreciation and amortization, income taxes, government royalties, financing charges, costs related to business combinations, asset acquisitions other than sustaining capital, and asset dispositions.
The following tables demonstrate the calculation of Cash Costs, AISC, and the respective unit-cost metrics for amounts presented in this report.
Units
Years 1-7 (1)
Life of Mine
(16 years)
Payable Gold
koz
3,353
6,313
Operating Costs
US$000s
2,401,667
4,935,717
Refining Cost
US$000s
11,564
21,943
Royalties
US$000s
107,292
202,032
Cash Costs
US$000s
2,520,523
5,159,692
Cash Cost per ounce
US$/oz
$752
$817
Sustaining Capital
US$000s
363,456
700,205
All-In-Sustaining Costs
US$000s
2,883,980
5,859,897
AISC per ounce
US$/oz
$860
$928
Units
Years 1-7 (1)
Life of Mine
(16 years)
Payable Gold
koz
3,353
6,313
Tonnes processed
kt
124,298
280,375
Mining Costs
US$000s
$ 1,059,410
$ 1,903,807
Processing Costs
US$000s
1,166,536
2,647,563
Site General and Administrative Costs
US$000s
131,411
278,015
Water Treatment
US$000s
32,887
82,692
Tailings Management
US$000s
11,423
23,640
Refining Cost
US$000s
11,564
21,943
Jawoyn Royalty
US$000s
107,292
202,032
Cash Costs
US$000s
$ 2,520,523
$ 5,159,692
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Per Payable Ounce:
Mining Cost per ounce
$/oz
$315.97
$301.55
Processing Cost per ounce
$/oz
348.23
419.35
Site General and Administrative Costs per ounce
$/oz
39.19
44.04
Water Treatment per ounce
$/oz
9.81
13.10
Tailings Management per ounce
$/oz
3.10
3.74
Refining Cost per ounce
$/oz
3.45
3.48
Jawoyn Royalty per ounce
$/oz
32.00
32.00
Cash Cost per ounce
$/oz
$751.75
$817.25
Per Tonne Processed:
Mining Cost per tonne processed
$/tonne
$8.52
$6.79
Processing Cost per tonne processed
$/tonne
9.39
9.44
Site General and Administrative Costs per tonne processed
$/tonne
1.06
0.99
Water Treatment per tonne processed
$/tonne
0.26
0.29
Tailings Management per tonne processed
$/tonne
0.08
0.08
Refining Cost per tonne processed
$/tonne
0.09
0.08
Jawoyn Royalty per tonne processed
$/tonne
0.86
0.72
Cash Cost per tonne processed
$/tonne
$20.28
$18.40
(1)Years 1-7 start after the 6-month commissioning and ramp up period.