XML 53 R15.htm IDEA: XBRL DOCUMENT v2.4.0.6
Capital Stock
12 Months Ended
Dec. 31, 2011
Capital Stock [Abstract]  
Capital Stock

9. Capital Stock

Common Shares issued and outstanding

   
Number of shares issued
  
Common stock
 
As of December 31. 2008
  34,475,829  $300,657 
Public offering (a)
  8,800,000   17,635 
Over-allotment (a)
  1,320,000   2,734 
Exercises of stock options, cash - Note 11
  83,195   287 
Issued during 2009
  10,203,195   20,656 
As of December 31, 2009
  44,679,024  $321,313 
Early extinguishment of convertible notes - Note 8
  1,581,488   5,042 
Interest payment on extinguished convertible notes - Note 8
  321,196   604 
Private placement October 2010, net (b)
  15,308,044   22,680 
Exercises of stock options - Note 11
  30,000   80 
Issued during 2010
  17,240,728   28,406 
As of December 31, 2010
  61,919,752  $349,719 
Exercises of employee stock options, cash
  354,984   1,313 
Exercises of restricted stock units, fair value - Note 11
  140,905   392 
Cash paid in lieu of capital stock issuances
  -   (107)
April 20, 2011 equity financing (c)
  9,000,000   28,396 
Exercises of October 22, 2010 warrants, cash
  88,242   406 
Issued during 2011
  9,584,131   30,400 
As of December 31, 2011
  71,503,883  $380,119 

 (a)
Public Offering and Over Allotment, September 2009

On September 21, 2009, we completed a public offering of Common Shares pursuant to a shelf registration statement previously filed with the United States Securities and Exchange Commission (the “SEC”) and a shelf prospectus previously filed with certain Canadian securities regulatory authorities. We offered and sold 8,800,000 Common Shares to Dahlman Rose & Company and Wellington West Capital Markets, as underwriters, at a price of $2.25 per Common Share.  We granted the underwriters a 30-day option to purchase up to 1,320,000 additional Common Shares to cover over-allotments, if any.  We received proceeds from the public offering, net of commissions, fees and expenses, of $17,635.

On September 25, 2009, we completed the closing of the sale of 1,320,000 Common Shares pursuant to the underwriters' exercise of the over-allotment option.  Consistent with the public offering of Common Shares that closed on September 21, 2009, the 1,320,000 Common Shares were sold to Dahlman Rose & Company and Wellington West Capital Markets, as underwriters, at the public offering price of $2.25 per Common Share.  The over-allotment was made pursuant to our shelf registration statement filed with the SEC and a shelf prospectus filed with certain Canadian securities regulatory authorities.  With the sale of the additional 1,320,000 Common Shares to the underwriters, 10,120,000 Common Shares in total were sold in connection with the offering.  We received proceeds from the over-allotment, net of commissions, of $2,734.

(b)
Private Placement, October 2010

On October 22, 2010, we closed our private placement, whereby we issued an aggregate of 14,666,739 special warrants at $2.30 per special warrant, for gross proceeds of $33,733.  The proceeds from the financing were placed into an escrow account with a Canadian financial institution, and upon receipt of Shareholders' Approval (as defined below), the proceeds were released to us.

Upon receipt of our shareholders' approval of the private placement (“Shareholders' Approval”) on December 15, 2010, the special warrants were automatically exercised, for no additional consideration, for one Common Share of Vista and one Common Share purchase warrant (a “Warrant”).  Each Warrant is exercisable over a five-year period from the closing of the private placement to purchase one Common Share (a “Warrant Share”) at a purchase price of $3.50 during the first year, $4.00 during the second year, $4.50 during the third year and $5.00 thereafter until the expiry of the Warrant. If the closing price of the Common Shares on the NYSE Amex Equities Stock Exchange is at least 35% above the current Exercise Price of the Warrants for a period of 15 consecutive trading days, then we will have the option to request that the Warrants be exercised. If the Warrants are not exercised within 25 business days following this request, they will be cancelled. See Note 10 below.

We agreed to pay fees in respect of subscriptions from investors introduced to us by a finder in the United States and an agent and finder in Canada.  The fees were payable in that number of special warrants equal to 5% of the number of special warrants purchased by investors introduced by that finder or agent.  In addition, the finders and the agents were issued the number of compensation warrants equal to 5% of the special warrants sold to purchasers introduced by that finder or agent pursuant to the private placement with each compensation warrant being exercisable for two years from the closing of the private placement to acquire one Common Share at a price of $2.30 per Common Share.  As a result, Vista issued 641,305 special warrants and 630,436 compensation warrants to the agents and finders.  Vista recognized non-cash expense related to these special warrants and compensation warrants of $1,475 and $612, respectively, which was allocated pro rata between the Common Share and warrant components of the units.  Upon Shareholder Approval, the special warrants issued to the finders and agents were automatically exercised and each special warrant holder received one warrant and one Common Share per special warrant. The value of the Common Shares that was recorded was $1,031.  The amount allocated as cost of equity related to the special Wwarrants and compensation warrants issued to agents and finders was $1,458.  See Note 10 below.
 
(c)
Public Offering, April 2011
 
On April 20, 2011, GMP Securities L.P. and Wellington West Capital Markets Inc. (collectively, the “Underwriters”) purchased, on a bought deal basis, 9,000,000 of our Common Shares at a price of C$3.30 ($3.43 based on the exchange rate on April 20, 2011) per Common Share (the “Issue Price”) for aggregate gross proceeds of C$29,700 ($30,870 based on the exchange rate on April 20, 2011) (the “Offering”).  Net cash proceeds after legal and regulatory fees were $28,984.  Also, in connection with the Offering, we issued 450,000 compensation options to the Underwriters with a fair value of $588 (see Note 10).  The Common Shares were sold by way of a prospectus supplement to our existing base shelf prospectus dated April 27, 2009 and filed with the securities commissions in all of the provinces and territories of Canada (other than the Province of Québec) and in the United States by way of a prospectus supplement to our base shelf prospectus included in our shelf registration statement filed with the SEC on April 28, 2009.  On May 20, 2011, an over-allotment option expired unexercised.