HYCROFT MINING HOLDING CORP — Director's Dealing 2020

Jun 9, 2020

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: HYCROFT MINING HOLDING CORP (HYMC)
CIK: 0001718405
Period of Report: 2020-05-29

Reporting Person: WHITEBOX ADVISORS LLC (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock, $0.0001 par value	12099499	Indirect
Class A Common Stock, $0.0001 par value	7997341	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Warrant	$11.50	2025-05-29	Class A Common Stock, $0.0001 par value (913017)		Indirect
Warrant	$11.50	2025-05-29	Class A Common Stock, $0.0001 par value (913017)		Direct

Footnotes

F1: These securities are directly owned by certain private funds, all of which are managed by Whitebox Advisors LLC ("WBA"), and WBox 2015-5 Ltd. ("WBox") serving as their collateral agent, and may be deemed to be beneficially owned by WBA by virtue of its role as the investment manager of such private funds.

F2: The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

F3: Certain of the reported securities were obtained in connection with the business combination involving the Issuer that occurred on May 29, 2020, as described in the Issuer's 8-K12B filed on June 4, 2020 (the "8-K12B"), which is incorporated by reference.

F4: The reported securities were obtained in connection with a Subscription/Backstop Agreement, dated January 13, 2020, entered into by the Issuer and certain of the entities managed by WBA. Reference is made to the Issuer's 8-K and Exhibit 10.1 attached thereto filed on January 14, 2020, which is incorporated by reference.

F5: Each Warrant, also known as a PIPE Warrant (as defined in the 8-K12B), gives the holder thereof the right to purchase one share of common stock, subject to certain exceptions. The PIPE Warrants have an initial exercise price of $11.50 per share of Class A Common Stock. The PIPE Warrants will become exercisable on June 28, 2020 and expire May 29, 2025 or earlier upon their redemption or the liquidation of the Issuer.

F6: [Continued from Footnote 5] Once exercisable, the PIPE Warrants may be redeemed, at a price of $0.01 per warrant, if the last sale price of the Class A Common Stock equals or exceeds $18.00 per share for any 20 trading days within a 30 trading day period ending on the third business day before the notice of redemption is sent to the warrant holders. The foregoing description of the PIPE warrants does not purport to be complete and are subject to and qualified in their entirety by reference to the Warrant Agreement included as Exhibit 4.3 of the Issuer's 8-K12B filed on June 4, 2020, which is incorporated by reference.

F7: These securities are directly owned by WBox serving as collateral agent and will also be reported on a subsequent Form 3 made by WBox once WBox receives CIK codes.