Item 7.01 Regulation FD Disclosure.
On October 6, 2020, Hycroft Mining Holding Corporation, a Delaware corporation
(the "Company"), issued a press release announcing the closing of the
previously-announced registered public offering by the Company of an aggregate
of 9,583,334 units (the "Offering"). The number of units includes the exercise
in full by the underwriters of their option to purchase up to 1,250,000
additional units (the "Overallotment Option"). Each unit consists of one (1)
share of the Company's Class A common stock, par value $0.0001 per share (the
"Common Stock"), and one (1) warrant to purchase one (1) share of Common Stock
(the "Warrants"). A copy of the press release is furnished as Exhibit 99.1 to
this Current Report on Form 8-K.
Item 8.01 Other Events.
The closing of the Offering occurred on October 6, 2020, inclusive of the
Overallotment Option. The offering price to the public was $9.00 per unit. The
Warrants are immediately exercisable for shares of Common Stock at a price of
$10.50 per share and expire five (5) years from the date of issuance. The
Company does not plan to apply to list the Warrants on The Nasdaq Capital
Market, any other national securities exchange or any other nationally
recognized trading system. The shares of Common Stock and Warrants are
immediately separable and will be issued separately in the offering.
After deducting underwriting discounts and commissions and estimated offering
expenses payable by the Company, the net proceeds to the Company were
approximately $83.1 million.
The units, consisting of Common Stock and Warrants, were offered and sold
pursuant to (1) the Company's registration statement on Form S-1 (File No.
333-248516), filed by the Company with the Securities and Exchange Commission
(the "SEC") pursuant to the Securities Act of 1933, as amended (the "Securities
Act"), and which was declared effective on October 1, 2020 and (2) the Company's
registration statement on Form S-1 (File No. 333-249250), filed by the Company
with the SEC pursuant to Rule 462 under the Securities Act on October 2, 2020
and was deemed immediately effective upon filing.
In connection with the Offering, on October 6, 2020, the Company also entered
into a Warrant Agreement with Continental Stock Transfer & Trust Company
("Warrant Agreement") pursuant to which Continental Stock Transfer & Trust
Company agreed to act as warrant agent with respect to the Warrants.
The foregoing descriptions of the Warrants and the Warrant Agreement are not
complete and are qualified in their entirety to the full text of the Warrant
Agreement, which includes the form of Warrant, a copy of which is filed as
Exhibit 4.1 hereto and incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The list of exhibits is set forth on the Exhibit Index of this Current Report on
Form 8-K and is incorporated herein by reference.
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