Sec Form 4 Filing - Mudrick Capital Management, L.P. @ HYCROFT MINING HOLDING CORP - 2023-02-03

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Mudrick Capital Management, L.P.
2. Issuer Name and Ticker or Trading Symbol
HYCROFT MINING HOLDING CORP [ HYMC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
527 MADISON AVENUE, 6TH FLOOR,
3. Date of Earliest Transaction (MM/DD/YY)
02/03/2023
(Street)
NEW YORK, NY10022
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 02/03/2023 S 400,000 ( 2 ) D $ 0.5732 ( 3 ) ( 4 ) 14,246,677 I See Notes ( 1 ) ( 13 ) ( 14 ) ( 15 )
Class A Common Stock 02/06/2023 S 600,000 ( 5 ) D $ 0.5294 ( 4 ) ( 6 ) 13,646,677 ( 7 ) I See Notes ( 1 ) ( 13 ) ( 14 ) ( 15 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants $ 11.5 02/03/2023 S 1,228,090 ( 8 ) 06/28/2020 ( 9 ) Class A Common Stock 1,228,090 $ 0.0575 ( 10 ) 8,375,013 I See Notes ( 1 ) ( 13 ) ( 14 ) ( 15 )
Warrants $ 11.5 02/06/2023 S 4,800,000 ( 11 ) 06/28/2020 ( 9 ) Class A Common Stock 4,800,000 $ 0.025 3,575,013 ( 12 ) I See Notes ( 1 ) ( 13 ) ( 14 ) ( 15 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Mudrick Capital Management, L.P.
527 MADISON AVENUE, 6TH FLOOR
NEW YORK, NY10022
X
Mudrick Jason
C/O MUDRICK CAPITAL MANAGEMENT, L.P.
527 MADISON AVENUE, 6TH FLOOR
NEW YORK, NY10022
X
Mudrick Capital Management LLC
527 MADISON AVENUE, 6TH FLOOR
NEW YORK, NY10022
X
Mudrick Distressed Opportunity Drawdown Fund II GP, LLC
527 MADISON AVENUE, 6TH FLOOR
NEW YORK, NY10022
X
Mudrick Distressed Opportunity Drawdown Fund II, L.P.
527 MADISON AVENUE, 6TH FLOOR
NEW YORK, NY10022
X
Mudrick Distressed Opportunity Drawdown Fund II SC, L.P.
527 MADISON AVENUE, 6TH FLOOR
NEW YORK, NY10022
X
Mudrick Distressed Opportunity Fund Global, LP
527 MADISON AVENUE, 6TH FLOOR
NEW YORK, NY10022
X
Mudrick GP, LLC
527 MADISON AVENUE, 6TH FLOOR
NEW YORK, NY10022
X
Mudrick Distressed Opportunity Drawdown Fund GP, LLC
C/O MUDRICK CAPITAL MANAGEMENT, L.P.
527 MADISON AVENUE, 6TH FLOOR
NEW YORK, NY10022
X
Mudrick Distressed Opportunity Drawdown Fund, L.P.
C/O MUDRICK CAPITAL MANAGEMENT, L.P.
527 MADISON AVENUE, 6TH FLOOR
NEW YORK, NY10022
X
Signatures
See Exhibit 99.1 02/06/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This statement is being filed by the following Reporting Persons: Mudrick Capital Management, L.P. ("Mudrick Capital"); Mudrick Capital Management, LLC ("Mudrick Capital GP"); Jason Mudrick; Mudrick Distressed Opportunity Drawdown Fund GP, LLC ("Mudrick Drawdown GP"); Mudrick Distressed Opportunity Drawdown Fund, L.P. ("Mudrick Drawdown Fund"); Mudrick Distressed Opportunity Drawdown Fund II GP, LLC ("Mudrick Drawdown Fund II GP"), Mudrick Distressed Opportunity Drawdown Fund II, L.P. ("Mudrick Drawdown Fund II"), Mudrick Distressed Opportunity Drawdown Fund II SC, L.P. ("Mudrick Drawdown Fund II SC"), Mudrick Distressed Opportunity Fund Global, L.P. ("Mudrick Opportunity Fund") and Mudrick GP, LLC ("Mudrick GP").
( 2 )Represents the sale of shares of the Issuer's Class A Common Stock as follows: 186,721 by Mudrick Opportunity Fund; 48,054 by Mudrick Drawdown Fund; and 165,225 by certain accounts managed by Mudrick Capital and shares held by Mudrick Capital Management, L.P. on behalf of Mudrick Stressed Credit Master Fund, L.P. (the "Managed Accounts" and together with Mudrick Drawdown Fund, Mudrick Drawdown Fund II, Mudrick Drawdown Fund II SC and the Mudrick Opportunity Fund, the "Mudrick Funds").
( 3 )The shares were sold within a range of $0.564 to $0.5875, inclusive.
( 4 )The price represents the weighted average price of the shares sold. The Reporting Persons undertake to provide, upon request by the SEC staff, the Issuer, or any security holder of the Issuer, information regarding the number of shares sold at each separate price within the range.
( 5 )Represents the sale of shares of the Issuer's Class A Common Stock as follows: 280,081 by Mudrick Opportunity Fund; 72,080 by Mudrick Drawdown Fund; and 247,839 by the Managed Accounts.
( 6 )The shares were sold within a range of $0.521 to $0.5553, inclusive.
( 7 )Represents the shares of the Issuer's Class A Common Stock directly held following the reported sales as follows: 6,370,296 by Mudrick Opportunity Fund; 1,639,427 by Mudrick Drawdown Fund; and 5,636,954 by the Managed Accounts.
( 8 )Represents the sale of warrants to buy shares of the Issuer's Class A Common Stock as follows: 482,180 by Mudrick Opportunity Fund; 186,399 by Mudrick Drawdown Fund; 26,047 by Mudrick Drawdown Fund II; and 533,464 by the Managed Accounts.
( 9 )These warrants expire May 29, 2025, or earlier upon their redemption or the liquidation of the Issuer. These 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.
( 10 )The warrants were sold within a range of $0.055 to $0.06, inclusive.
( 11 )Represents the sale of warrants to buy shares of the Issuer's Class A Common Stock as follows: 1,884,606 by Mudrick Opportunity Fund; 728,541 by Mudrick Drawdown Fund; 101,802 by Mudrick Drawdown Fund II; and 2,085,051 by the Managed Accounts.
( 12 )Represents warrants to buy shares of the Issuer's Class A Common Stock directly held following the reported sales as follows: 1,403,644 by Mudrick Opportunity Fund; 542,614 by Mudrick Drawdown Fund; 75,822 by Mudrick Drawdown Fund II; and 1,552,933 by the Managed Accounts.
( 13 )Mudrick Capital is the investment manager of each of the Mudrick Funds and has voting and investment discretion with respect to the securities held by the Mudrick Funds. Jason Mudrick is the sole member of each of Mudrick Capital GP, the general partner of Mudrick Capital, Mudrick Drawdown Fund GP, the general partner of Mudrick Drawdown Fund, Mudrick Drawdown Fund II GP, the general partner of Mudrick Drawdown Fund II and Mudrick Drawdown Fund II SC, and Mudrick GP, the general partner of Mudrick Opportunity Fund.
( 14 )Mudrick Capital, Mudrick Capital GP and Jason Mudrick may be deemed to have beneficial ownership of the equity securities of the Issuer owned by the Mudrick Funds, Mudrick Drawdown Fund GP may be deemed to have beneficial ownership of the securities owned by Mudrick Drawdown Fund, Mudrick Drawdown Fund II GP may be deemed to have beneficial ownership of the securities owned by Mudrick Drawdown Fund II and Mudrick Drawdown Fund II SC and Mudrick GP may be deemed to beneficially own the securities owned by Mudrick Opportunity Fund.
( 15 )The Reporting Persons disclaim any beneficial ownership of the reported securities other than to the extent of any pecuniary interest they may have therein, directly or indirectly. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "E xchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities of the Issuer in excess of their respective pecuniary interests.

Remarks:
Exhibit 99.1 (Joint Filer Information) incorporated herein by reference.

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