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Vista Gold Corp. Prices Public Offering Of Units

Stocks in this article: VGZ









DENVER, Dec. 14, 2012 /PRNewswire/ -- Vista Gold Corp. (the "Company," "we" or "our") (NYSE MKT and TSX: VGZ) announced today that it has priced an underwritten public offering of approximately 3.6 million units at a price to the public of US$2.75 per unit. Each unit is comprised of one common share of the Company and one-half of one common share purchase warrant, with each whole warrant exercisable to purchase one common share of the Company's stock at an exercise price of US$3.30 for a period of 24 months from the closing of this offering. The warrants will not be listed on any stock exchange.

The Company expects that the offering will yield gross proceeds, before expenses, of US$10.0 million and intends to use the net proceeds of the offering to advance our Mt. Todd gold project in Australia, including completing a bankable feasibility study, for corporate administration, to complete a preliminary economic assessment on our Guadalupe de los Reyes gold/silver project in Mexico, and for working capital requirements and general corporate purposes.  The offering is expected to close on or about December 21, 2012, subject to customary closing conditions, including the approval of the Toronto Stock Exchange and the NYSE MKT. In connection with the offering, the Company has also granted the underwriters a 30-day option to purchase up to approximately 0.5 million additional units at the applicable offering price to cover over-allotments, if any.

Dahlman Rose & Company, LLC and National Bank Financial Inc. are acting as joint book-running managers for the offering and Casimir Capital L.P. is acting as co-manager, pursuant to the terms of an underwriting agreement entered into with the Company. The securities described above are being offered pursuant to a final prospectus supplement to a base shelf prospectus dated April 19, 2011 filed with the securities regulatory authorities in each of the provinces and territories of Canada, other than Quebec, and with the U.S. Securities and Exchange Commission (the "SEC") pursuant to its effective registration statement on Form S-3.  

Copies of the final prospectus supplement and accompanying base shelf prospectus relating to this offering can be obtained at the SEC's website at www.sec.gov and on SEDAR at www.sedar.com. A copy of the preliminary prospectus supplement and accompanying prospectus relating to these securities may also be obtained from:

Dahlman Rose & Company, LLCAttn: Prospectus Dept.1301 Avenue of the Americas, 36th Floor New York, NY 10019Phone: (212) 702-4521Fax: (212) 920-2952Email: prospectus@drco.com

National Bank Financial Inc.Attn: Heather McLennan130 King Street West, Suite 3200 Toronto, ON M5X 1J9Phone: (416) 869-6662Fax: (416) 869-1010Email: heather.mclennan@nbc.ca

This news 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 the offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. The securities being offered have not been approved or disapproved by any regulatory authority, nor has any such authority passed upon the accuracy or adequacy of the prospectus supplement, the base shelf prospectus or the Company's shelf registration statement.

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