Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of the earliest event reported): November 5, 2024

Commission file number: 333-249533

FORTITUDE GOLD CORPORATION

(Exact name of registrant as specified in its charter)


Colorado	85-2602691
(State of Other Jurisdiction of incorporation or Organization)	(I.R.S. Employer Identification No.)

2886 Carriage Manor Point, Colorado Springs, CO	80906
(Address of principal executive offices)	(Zip code)

Registrant’s telephone number, including area code: (719) 717-9825

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):

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

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

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

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

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

Title of Each Class

Trading Symbol(s)

Name Of Each Exchange

On Which Registered

N/A

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).

Emerging growth company ☒

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. ☒

Item 2.02 Results of Operations and Financial Condition.

On November 5, 2024, Fortitude Gold Corporation issued a news release reporting its financial results for the quarter ended September 30, 2024. A copy of the news release is attached as Exhibit 99.1 to this report.

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.

Item 9.01 Financial Statements and Exhibits.

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

99.1News Release dated November 5, 2024.

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

SIGNATURE

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.


Date: November 5, 2024	FORTITUDE GOLD CORPORATION


	By:	/s/ Jason D. Reid
		Jason D. Reid, Chief Executive Officer

Exhibit 99.1

FOR IMMEDIATE RELEASE		NEWS

November 5, 2024		OTCQB: FTCO

FORTITUDE GOLD REPORTS THIRD QUARTER 2024 RESULTS

COLORADO SPRINGS – November 5, 2024 - Fortitude Gold Corporation (OTCQB: FTCO) (the “Company”) reported results for the third quarter ended September 30, 2024, including $10.2 million net sales, $2.7 million exploration expense, $2.9 million cash dividends to shareholders, $4.8 million mine gross profit, $946 thousand net income, or $0.04 per share, and a cash balance of $30.3 million at quarter end. The Company confirmed its previously announced preliminary 2024 third quarter production of 4,220 gold ounces as it awaits permit approval to build its second mine, its County Line project. The Company did successfully receive permit approvals to mine deeper in the Pearl zone of the Isabella Pearl pit during the closing weeks of the third quarter of 2024. Fortitude Gold is a gold producer, developer, and explorer with operations in Nevada, U.S.A. offering investors exposure to both gold production and dividend yield.

Third Quarter 2024 Financial Results and Highlights

●

$10.2 million net sales

●

$30.3 million cash balance at September 30, 2024

●

4,220 gold ounces produced

●

$41.5 million working capital at September 30, 2024

●

$4.8 million mine gross profit

●

$2.7 million exploration expenditures

●

$906 total cash cost after by-product credits per gold ounce sold*

●

$990 per ounce total all-in sustaining cost*

●

$2.9 million dividends paid

●

$2.0 million gold and silver bullion at September 30, 2024

* 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 4,199 gold ounces at a total cash cost of $906 per ounce (after by-product credits) and an all-in-sustaining-cost per ounce of $990. Realized metal prices during the quarter averaged $2,441 per ounce gold⁽¹⁾. While the Company produced 4,220 ounces of gold during the quarter, the 2024 annual production outlook was previously deferred as the Company awaits permits from regulatory agencies to expand mine operations with permit approval to build its second mine, its County Line project.

“The third quarter of 2024 was successful on numerous fronts for Fortitude despite continued permitting delays,” stated Mr. Jason Reid, CEO and President of Fortitude Gold. “We are hopeful that under a different federal administration than the current one, its agencies will become fully staffed and our future permits approved on a timelier basis. The Company remains in a strong financial position as we await permits to begin mine construction of our County Line project, our next targeted mine build.”

The following Sales Statistics table summarize certain information about our operations for the three and nine months ended September 30, 2024 and 2023:



	Three months ended September 30,				Nine months ended September 30,
	2024		2023		2024		2023
Metal sold
Gold (ozs.)		4,199		11,042		12,292		32,173
Silver (ozs.)		11,380		24,694		48,052		55,638
Average metal prices realized ⁽¹⁾
Gold ($per oz.)		2,441		1,931		2,288		1,934
Silver ($per oz.)		29.07		23.54		26.57		23.51
Precious metal gold equivalent ounces sold
Gold Ounces		4,199		11,042		12,292		32,173
Gold Equivalent Ounces from Silver		136		301		558		676
		4,335		11,343		12,850		32,849

Total cash cost before by-product credits per gold ounce sold	$	985	$	600	$	889	$	564
Total cash cost after by-product credits per gold ounce sold	$	906	$	547	$	785	$	523
Total all-in sustaining cost per gold ounce sold	$	990	$	651	$	929	$	633

(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 nine months ended September 30, 2024 and 2023:



	Three months ended September 30,		Nine months ended September 30,
	2024	2023	2024	2023
Ore mined
Ore (tonnes)	149,259	110,456	336,025	329,765
Gold grade (g/t)	0.66	2.04	0.62	3.07
Low-grade stockpile
Ore (tonnes)	—	—	—	2,118
Gold grade (g/t)	—	—	—	0.46
Waste (tonnes)	208,176	434,571	1,008,173	965,312
Metal production (before payable metal deductions)⁽¹⁾
Gold (ozs.)	4,220	11,122	12,353	32,293
Silver (ozs.)	11,488	25,012	48,781	56,272

(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.

See Accompanying Tables

The following information summarizes the results of operations for Fortitude Gold Corporation for the three and nine months ended September 30, 2024 and 2023, its financial condition at September 30, 2024 and December 31, 2023, and its cash flows for the nine months ended September 30, 2024 and 2023. The summary data as of September 30, 2024 and for the three and nine months ended September 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.

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


	September 30,		December 31,
	2024		2023
	(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	30,316	$	48,678
Gold and silver rounds/bullion		1,960		1,532
Accounts receivable		—		42
Inventories		11,974		23,848
Prepaid taxes		387		355
Prepaid expenses and other current assets		805		811
Total current assets		45,442		75,266
Property, plant and mine development, net		26,815		25,365
Operating lease assets, net		—		631
Deferred tax assets		3,338		2,860
Leach pad inventories		51,164		30,533
Other non-current assets		386		344
Total assets	$	127,145	$	134,999
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	2,832	$	3,881
Operating lease liabilities, current		—		631
Mining taxes payable		376		2,309
Other current liabilities		703		1,133
Total current liabilities		3,911		7,954
Asset retirement obligations		9,798		6,500
Total liabilities		13,709		14,454
Shareholders' equity:
Preferred stock - $0.01 par value, 20,000,000 shares authorized and nil outstanding at September 30, 2024 and December 31, 2023		—		—
Common stock - $0.01 par value, 200,000,000 shares authorized and 24,173,209 shares outstanding at September 30, 2024 and 24,084,542 shares outstanding at December 31, 2023		242		241
Additional paid-in capital		104,801		104,020
Retained earnings		8,393		16,284
Total shareholders' equity		113,436		120,545
Total liabilities and shareholders' equity	$	127,145	$	134,999

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


	Three months ended				Nine months ended
	September 30,				September 30,
	2024		2023		2024		2023
Sales, net	$	10,229	$	21,268	$	27,964	$	62,027
Mine cost of sales:
Production costs		3,784		5,992		9,491		16,665
Depreciation and amortization		1,597		3,349		4,535		9,733
Reclamation and remediation		69		91		176		231
Total mine cost of sales		5,450		9,432		14,202		26,629
Mine gross profit		4,779		11,836		13,762		35,398
Costs and expenses:
General and administrative expenses		1,739		1,335		4,150		3,481
Exploration expenses		2,731		3,833		10,621		13,582
Other (income), net		(520)		(491)		(1,680)		(1,252)
Total costs and expenses		3,950		4,677		13,091		15,811
Income before income and mining taxes		829		7,159		671		19,587
Mining and income tax (benefit) expense		(117)		1,437		(135)		3,893
Net income	$	946	$	5,722	$	806	$	15,694
Net income per common share:
Basic	$	0.04	$	0.24	$	0.03	$	0.65
Diluted	$	0.04	$	0.24	$	0.03	$	0.65
Weighted average shares outstanding:
Basic		24,173,209		24,084,542		24,156,816		24,077,772
Diluted		24,261,954		24,212,436		24,242,708		24,217,420

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


	Nine months ended
	September 30,
	2024		2023
Cash flows from operating activities:
Net income	$	806	$	15,694
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization		4,668		9,804
Stock-based compensation		705		171
Deferred taxes		(478)		(607)
Reclamation and remediation accretion		176		231
Reclamation payments		(83)		—
Unrealized (gain) loss on gold and silver rounds/bullion		(428)		33
Other operating adjustments		—		(55)
Changes in operating assets and liabilities:
Accounts receivable		42		—
Inventories		(8,434)		(3,016)
Prepaid expenses and other current assets		6		(292)
Other non-current assets		(42)		(19)
Accounts payable and other accrued liabilities		(1,407)		347
Income and mining taxes payable		(1,965)		325
Net cash (used in) provided by operating activities		(6,434)		22,616

Cash flows from investing activities:
Capital expenditures		(3,305)		(5,047)
Purchase of gold and silver rounds/bullion		—		(978)
Net cash used in investing activities		(3,305)		(6,025)

Cash flows from financing activities:
Dividends paid		(8,697)		(9,631)
Proceeds from exercise of stock options		77		60
Repayment of loans payable		(3)		(30)
Repayment of capital leases		—		(9)
Net cash used in financing activities		(8,623)		(9,610)

Net (decrease) increase in cash and cash equivalents		(18,362)		6,981
Cash and cash equivalents at beginning of period		48,678		45,054
Cash and cash equivalents at end of period	$	30,316	$	52,035

Supplemental Cash Flow Information
Income and mining taxes paid	$	2,309	$	4,174
Non-cash investing and financing activities:
Change in capital expenditures in accounts payable	$	(69)	$	15
Change in estimate for asset retirement costs	$	2,937	$	—

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
greg.patterson@fortitudegold.com
www.Fortitudegold.com

Document and Entity Information	Nov. 05, 2024
Document and Entity Information [Abstract]
Document Type	8-K
Document Period End Date	Nov. 05, 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