Form 8-K - Current report

0001828377false00018283772024-07-302024-07-30

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

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FORM 8-K
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CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

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Date of Report (Date of the earliest event reported): July 30, 2024
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Commission file number: 333-249533

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FORTITUDE GOLD CORPORATION

(Exact name of registrant as specified in its charter)

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Colorado	85-2602691
(State of Other Jurisdiction of incorporation or Organization)	(I.R.S. Employer Identification No.)
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2886 Carriage Manor Point, Colorado Springs, CO	80906
(Address of principal executive offices)	(Zip code)

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Registrant’s telephone number, including area code: [phone]

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Check the appropriate box below if the form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Securities registered pursuant to Section 12(b) of the Act:

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Title of Each Class	​	Trading Symbol(s)	​	Name Of Each Exchange On Which Registered
N/A	​	N/A	​	N/A

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Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter).

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Emerging growth company ☒

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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

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Item 2.02  Results of Operations and Financial Condition.

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On July 30, 2024, Fortitude Gold Corporation issued a news release reporting its financial results for the quarter ended June 30, 2024. A copy of the news release is attached as Exhibit 99.1 to this report.

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In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any of the Company’s filings or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

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Item 9.01  Financial Statements and Exhibits.

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(d)  Exhibits. The following exhibits are furnished with this report:

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99.1News Release dated July 30, 2024.

104Inline XBRL for the cover page of this Current Report on Form 8-K.

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SIGNATURE

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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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Date:  July 30, 2024	FORTITUDE GOLD CORPORATION
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​	By:	/s/ Jason D. Reid
​	​	Jason D. Reid, Chief Executive Officer

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Exhibit 99.1

FOR IMMEDIATE RELEASE		NEWS
​	​	​
July 30, 2024	​	OTCQB: FTCO

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FORTITUDE GOLD REPORTS SECOND QUARTER 2024 RESULTS

COLORADO SPRINGS – July 30, 2024 - Fortitude Gold Corporation (OTCQB: FTCO) (the “Company”) today reported its second quarter 2024 results including $9.6 million net sales, $4.3 million in exploration expense, $2.9 million cash dividends to shareholders, $4.8 million mine gross profit, and a cash balance on June 30, 2024 of $32.9 million. The Company confirmed its previously announced preliminary 2024 second quarter production of 4,150 gold ounces as it awaits permit approval to mine deeper in the Pearl zone of the Isabella Pearl pit. Fortitude Gold is a gold producer, developer, and explorer with operations in Nevada, U.S.A. offering investors exposure to both gold production and substantial dividend yield.

Second Quarter 2024 Financial Results and Highlights

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$9.6 million net sales

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$(0.01) per share, $0.1 million net loss

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$32.9 million cash balance on June 30, 2024

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4,150 gold ounces produced

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$48.4 million working capital at June 30, 2024

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$4.8 million mine gross profit

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$4.3 million exploration expenditures

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$782 total cash cost after by-product credits per gold ounce sold*

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$1,013 per ounce total all-in sustaining cost*

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$2.9 million dividends paid

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* The calculation of our cash cost and all-in sustaining cost per ounce contained in this press release is a non-GAAP financial measure. Please see "Management's Discussion and Analysis and Results of Operations" contained in the Company’s recently filed Form 10-K for a complete discussion and reconciliation of the non-GAAP measures.

Fortitude Gold sold 4,123 gold ounces at a total cash cost of $782 per ounce (after by-product credits) and an all-in-sustaining-cost per ounce of $1,013.  Realized gold metal prices during the quarter averaged $2,341 per ounce⁽¹⁾. While the Company produced 4,150 ounces of gold during the quarter, the 2024 annual production outlook was previously deferred as the Company awaits permits from regulatory agencies to mine deeper in the Isabella Pearl deposit as well as expand mine operations with permit approval to build its second mine, its County Line project.

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“The second quarter of 2024 was successful on numerous fronts despite the ongoing permitting delays,” stated Fortitude Gold CEO and President, Mr. Jason Reid. “Our Isabella Pearl mine generated over $9 million dollars of revenue, we deployed $4.3 million dollars in exploration intercepting high-grade gold on numerous properties, and we distributed $2.9 million dollars in cash dividends to shareholders.  The Company remains in a very strong financial position as we await our permits to mine both deeper in the higher-grade Pearl zone in the Isabella Pearl Pit and to begin mine construction of our County Line project, our next targeted mine build.”

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The following Sales Statistics table summarizes certain information about our operations for the three and six months ended June 30, 2024 and 2023:

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Three months ended June 30,

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Six months ended June 30,

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2024

2023

2024

2023

Metal sold

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Gold (ozs.)

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4,123

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9,702

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8,093

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21,131

Silver (ozs.)

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15,806

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13,464

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36,672

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30,944

Average metal prices realized (1)

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Gold ($per oz.)

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2,341

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1,990

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2,209

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1,935

Silver ($per oz.)

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29.11

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24.46

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25.80

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23.42

Precious metal gold equivalent ounces sold

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Gold Ounces

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4,123

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9,702

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8,093

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21,131

Gold Equivalent Ounces from Silver

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197

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165

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428

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375

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4,320

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9,867

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8,521

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21,506

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Total cash cost before by-product credits per gold ounce sold

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$

894

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$

561

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$

840

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$

546

Total cash cost after by-product credits per gold ounce sold

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$

782

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$

527

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$

723

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$

512

Total all-in sustaining cost per gold ounce sold

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$

1,013

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$

680

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$

898

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$

625

(1)

Average metal prices realized vary from the market metal prices due to final settlement adjustments from our provisional invoices when they are settled. Our average metal prices realized will therefore differ from the market average metal prices in most cases. ​

The following Production Statistics table summarize certain information about our operations for the three and six months ended June 30, 2024 and 2023:

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​	​	Three months ended June 30,			​	Six months ended June 30,
​		2024		2023		2024		2023
Ore mined
Ore (tonnes)		120,270		112,834		186,766		219,309
Gold grade (g/t)		0.53		3.36		0.59		3.71
Low-grade stockpile								​
Ore (tonnes)		—		—		—		61,854
Gold grade (g/t)		—		—		—		0.47
Waste (tonnes)		348,488		312,614		799,997		530,741
Metal production (before payable metal deductions)(1)	​	​	​	​	​	​	​	​
Gold (ozs.)		4,150		9,684		8,133		21,171
Silver (ozs.)		16,178		13,611		37,293		31,260

(1)

The difference between what we report as “metal production” and “metal sold” is attributable to the difference between the quantities of metals contained in the doré we produce versus the portion of those metals actually paid for according to the terms of our sales contracts. Differences can also arise from inventory changes incidental to shipping schedules, or variances in ore grades and recoveries which impact the amount of metals contained in doré produced and sold.

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See Accompanying Tables

The following information summarizes the results of operations for Fortitude Gold Corporation for the three and six months ended June 30, 2024 and 2023, its financial condition at June 30, 2024 and December 31, 2023, and its cash flows for the six months ended June 30, 2024 and 2023. The summary data as of June 30, 2024 and for the three and six months ended June 30, 2024 and 2023 is unaudited; the summary data as of December 31, 2023 is derived from our audited financial statements contained in our annual report on Form 10-K for the year ended December 31, 2023, but do not include the footnotes and other information that is included in the complete financial statements. Readers are urged to review the Company’s Form 10-K in its entirety, which can be found on the SEC's website at www.sec.gov.

The calculation of its cash cost before by-product credits per gold ounce sold, total cash cost after by-product credits per gold ounce sold and total all-in sustaining cost per gold ounce sold contained in this press release are non-GAAP financial measures. Please see "Management's Discussion and Analysis and Results of Operations" contained in the Company’s most recent Form 10-K for a complete discussion and reconciliation of the non-GAAP measures.

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FORTITUDE GOLD CORPORATION
CONSOLIDATED BALANCE SHEETS
(U.S. dollars in thousands, except share and per share amounts)

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​	​	​	​	​	​	​
​	​	June 30,		​	December 31,
​		2024			2023
​	​	(Unaudited)		​		​
ASSETS	​	​		​	​
Current assets:	​	​		​	​
Cash and cash equivalents	​	$	32,873	​	$	48,678
Gold and silver rounds/bullion	​	​	1,756	​	​	1,532
Accounts receivable	​		527	​		42
Inventories	​		15,238	​		23,848
Prepaid taxes	​	​	672	​	​	355
Prepaid expenses and other current assets	​		1,078	​		811
Total current assets	​		52,144	​		75,266
Property, plant and mine development, net	​		23,883	​		25,365
Operating lease assets, net	​		—	​		631
Deferred tax assets	​	​	2,768	​	​	2,860
Leach pad inventories	​	​	46,334	​	​	30,533
Other non-current assets	​		386	​		344
Total assets	​	$	125,515	​	$	134,999
LIABILITIES AND SHAREHOLDERS' EQUITY	​			​
Current liabilities:	​			​
Accounts payable	​	$	3,010	​	$	3,881
Operating lease liabilities, current	​		—	​		631
Mining taxes payable	​		207	​		2,309
Other current liabilities	​		516	​		1,133
Total current liabilities	​		3,733	​		7,954
Asset retirement obligations	​		6,796	​		6,500
Total liabilities	​		10,529	​		14,454
Shareholders' equity:	​			​
Preferred stock - $0.01 par value, 20,000,000 shares authorized and nil outstanding at June 30, 2024 and December 31, 2023	​		—	​		—
Common stock - $0.01 par value, 200,000,000 shares authorized and 24,173,209 shares outstanding at June 30, 2024 and 24,084,542 shares outstanding at December 31, 2023	​		242	​		241
Additional paid-in capital	​		104,396	​		104,020
Retained earnings	​		10,348	​		16,284
Total shareholders' equity	​		114,986	​		120,545
Total liabilities and shareholders' equity	​	$	125,515	​	$	134,999

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FORTITUDE GOLD CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
For the three and six months ended June 30, 2024 and 2023
(U.S. dollars in thousands, except share and per share amounts)
(Unaudited)

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Three months ended

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Six months ended

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June 30,

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June 30,

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2024

2023

2024

2023

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Sales, net

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$

9,554

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$

19,219

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$

17,735

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$

40,759

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Mine cost of sales:

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Production costs

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3,130

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5,020

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5,707

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10,673

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Depreciation and amortization

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1,547

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2,905

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2,938

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6,384

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Reclamation and remediation

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59

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68

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107

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140

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Total mine cost of sales

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4,736

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7,993

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8,752

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17,197

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Mine gross profit

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4,818

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11,226

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8,983

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23,562

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Costs and expenses:

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General and administrative expenses

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1,190

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1,087

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2,411

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2,146

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Exploration expenses

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4,252

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6,061

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7,890

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9,749

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Other (income), net

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(539)

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(434)

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(1,160)

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(761)

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Total costs and expenses

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4,903

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6,714

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9,141

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11,134

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(Loss) income before income and mining taxes

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(85)

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4,512

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(158)

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12,428

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Mining and income tax expense (benefit)

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53

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908

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(18)

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2,456

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Net (loss) income

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$

(138)

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$

3,604

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$

(140)

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$

9,972

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Net (loss) income per common share:

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Basic

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$

(0.01)

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$

0.15

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$

(0.01)

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$

0.41

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Diluted

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$

(0.01)

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$

0.15

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$

(0.01)

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$

0.41

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Weighted average shares outstanding:

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Basic

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24,165,209

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24,084,542

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24,150,288

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24,074,312

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Diluted

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24,165,209

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24,225,953

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24,150,288

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24,219,270

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FORTITUDE GOLD CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the six months ended June 30, 2024 and 2023
(U.S. dollars in thousands, except share and per share amounts)
(Unaudited)

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​	​	Six months ended
​	​	June 30,
​		2024			2023
Cash flows from operating activities:		​			​
Net (loss) income	​	$	(140)	​	$	9,972
Adjustments to reconcile net income to net cash from operating activities:	​			​
Depreciation and amortization	​		3,016	​		6,430
Stock-based compensation	​	​	300	​	​	103
Deferred taxes	​	​	92	​	​	(1,018)
Reclamation and remediation accretion	​	​	107	​	​	140
Unrealized (gain) loss on gold and silver rounds/bullion	​	​	(224)	​	​	14
Other operating adjustments	​		—	​		(72)
Changes in operating assets and liabilities:	​			​
Accounts receivable	​		(485)	​		—
Inventories	​		(5,896)	​		(2,167)
Prepaid expenses and other current assets	​		(267)	​		(531)
Other non-current assets	​		(42)	​		—
Accounts payable and other accrued liabilities	​		(1,921)	​		519
Income and mining taxes payable	​		(2,419)	​		(601)
Net cash (used in) provided by operating activities	​		(7,879)	​		12,789
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Cash flows from investing activities:	​			​
Capital expenditures	​		(2,204)	​		(3,974)
Purchase of gold and silver rounds/bullion	​	​	—	​	​	(239)
Net cash used in investing activities	​		(2,204)	​		(4,213)
​	​	​	​	​	​	​
Cash flows from financing activities:	​			​
Dividends paid	​	​	(5,796)	​	​	(6,741)
Proceeds from exercise of stock options	​	​	77	​	​	60
Repayment of loans payable	​		(3)	​		(30)
Repayment of capital leases	​		—	​		(6)
Net cash used in financing activities	​		(5,722)	​		(6,717)
​	​	​	​	​	​	​
Net (decrease) increase in cash and cash equivalents	​		(15,805)	​		1,859
Cash and cash equivalents at beginning of period	​		48,678	​		45,054
Cash and cash equivalents at end of period	​	$	32,873	​	$	46,913
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Supplemental Cash Flow Information	​			​
Income and mining taxes paid	​	$	2,309	​	$	4,074
Non-cash investing and financing activities:	​			​
Change in capital expenditures in accounts payable	​	$	436	​	$	231

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About Fortitude Gold Corporation

Fortitude Gold is a U.S. based gold producer targeting projects with low operating costs, high margins, and strong returns on capital. The Company’s strategy is to grow organically, remain debt-free and distribute substantial dividends. The Company’s Nevada Mining Unit consists of seven high-grade gold properties located in the Walker Lane Mineral Belt and an eighth high-grade gold property in west central Nevada. The Isabella Pearl gold mine, located on the Isabella Pearl mineralized trend, is currently in production. Nevada, U.S.A. is among the world’s premier mining friendly jurisdictions.

Cautionary Statements:  This press release contains forward-looking statements that involve risks and uncertainties. If you are risk-averse you should NOT buy shares in Fortitude Gold Corp.  The statements contained in this press release that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. When used in this press release, the words “plan”, “target”, "anticipate," "believe," "estimate," "intend" and "expect" and similar expressions are intended to identify such forward-looking statements.  Such forward-looking statements include, without limitation, the statements regarding the Company’s strategy, future plans for production, future expenses and costs, future liquidity and capital resources, and estimates of mineralized material are forward-looking statements.  All forward-looking statements in this press release are based upon information available to the Company on the date of this press release, and the Company assumes no obligation to update any such forward-looking statements.  Forward looking statements involve a number of risks and uncertainties, and there can be no assurance that such statements will prove to be accurate.  The Company's actual results could differ materially from those discussed in this press release.

Contact:
Greg Patterson
719-717-9825
[e-mail]
www.Fortitudegold.com

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Document and Entity Information	Jul. 30, 2024
Document and Entity Information [Abstract]
Document Type	8-K
Document Period End Date	Jul. 30, 2024
Entity File Number	333-249533
Entity Registrant Name	FORTITUDE GOLD CORPORATION
Entity Incorporation, State or Country Code	CO
Entity Tax Identification Number	85-2602691
Entity Address, Address Line One	2886 Carriage Manor Point
Entity Address, City or Town	Colorado Springs
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80906
City Area Code	719
Local Phone Number	717-9825
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	N/A
Trading Symbol	N/A
Entity Emerging Growth Company	true
Entity Ex Transition Period	true
Entity Central Index Key	0001828377
Amendment Flag	false

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