Hycroft Mining Holding Corporation
|
(Name of Issuer)
|
Class A Common Stock, par value $0.0001 per share
|
(Title of Class of Securities)
|
44862P109
|
(CUSIP Number)
|
Daniel Altabef
Whitebox Advisors LLC
3033 Excelsior Boulevard
Suite 500
Minneapolis, MN 55416
(612) 253-6001
|
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
|
March 8, 2022
|
(Date of Event which Requires Filing of this Statement)
|
CUSIP No.
44862P109 |
SCHEDULE 13D
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Page 2 of 10 Pages
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1
|
NAMES OF REPORTING PERSONS
|
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Whitebox Advisors LLC
|
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|||
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||||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
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☐
|
||||
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||||
3
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SEC USE ONLY
|
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||
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|||
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||||
4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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||
OO
|
|
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|||
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|
||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
|
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☐
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||
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||||
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||||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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|||
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||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
0
|
|
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|||
|
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||||
8
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SHARED VOTING POWER
|
|
|
||
735,117
|
|
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|||
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||||
9
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SOLE DISPOSITIVE POWER
|
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||
0
|
|
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|||
|
|
||||
10
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SHARED DISPOSITIVE POWER
|
|
|
||
735,117
|
|
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|||
|
|
||||
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
735,117
|
|
|
|||
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|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
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☐
|
||
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|
||||
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|
||||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
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||
1.22%*
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|||
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|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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|
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||
IA
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|
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|||
|
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*
|
The percent of class is calculated based on 60,410,922 shares of Common Stock (as defined below) outstanding as of November 10, 2021, as reported by the Issuer in its Form 10-Q filed on November 12,
2021.
|
CUSIP No.
44862P109 |
SCHEDULE 13D
|
Page 3 of 10 Pages
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
Whitebox General Partner LLC
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☐
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
|
|
☐
|
||
|
|
||||
|
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
735,117
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
735,117
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
735,117
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
1.22%*
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
* |
The percent of class is calculated based on 60,410,922 shares of Common Stock (as defined below) outstanding as of November 10, 2021, as reported by the Issuer in its Form 10-Q filed
on November 12, 2021.
|
CUSIP No.
44862P109 |
SCHEDULE 13D
|
Page 4 of 10 Pages
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
Whitebox Multi-Strategy Partners, LP
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☐
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
WC
|
|
|
|||
|
|
||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
|
|
☐
|
||
|
|
||||
|
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Cayman Islands
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
301,142
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
301,142
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
301,142
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
0.50%*
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
* |
The percent of class is calculated based on 60,410,922 shares of Common Stock (as defined below) outstanding as of November 10, 2021, as reported by the Issuer in its
Form 10-Q filed on November 12, 2021.
|
CUSIP No.
44862P109 |
SCHEDULE 13D
|
Page 5 of 10 Pages
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
Whitebox Credit Partners, LP
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☐
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
WC
|
|
|
|||
|
|
||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
|
|
☐
|
||
|
|
||||
|
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Cayman Islands
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
347,425
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
347,425
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
347,425
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
0.58%*
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
*
|
The percent of class is calculated based on 60,410,922 shares of Common Stock (as defined below) outstanding as of November 10, 2021, as reported by the Issuer in its Form 10-Q filed on November 12, 2021.
|
CUSIP No.
44862P109 |
SCHEDULE 13D
|
Page 6 of 10 Pages
|
Item 1. |
Security and Issuer.
|
Item 2. |
Identity and Background
|
Item 3. |
Source and Amount of Funds or Other Consideration.
|
Item 4. |
Purpose of Transaction.
|
Item 5. |
Interest in Securities of the Issuer
|
CUSIP No.
44862P109 |
SCHEDULE 13D
|
Page 7 of 10 Pages
|
Item 6. |
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
|
Item 7. |
Material to be Filed as Exhibits
|
Exhibit 1:
|
Joint Filing Agreement, dated November 15, 2021, between Whitebox Advisors LLC, Whitebox General Partner LLC, Whitebox Multi-Strategy Partners, LP and Whitebox Credit Partners, LP.
|
Exhibit 2:
|
Schedule of Transactions by the Reporting Persons
|
CUSIP No.
44862P109 |
SCHEDULE 13D
|
Page 8 of 10 Pages
|
Date: March 10, 2022
|
||
Whitebox Advisors LLC
|
||
By:
|
/s/ Daniel Altabef
|
|
Daniel Altabef
Whitebox Advisors LLC
Deputy Chief Compliance Officer & Legal Counsel
|
||
Whitebox General Partner LLC
|
||
By:
|
/s/ Daniel Altabef
|
|
Daniel Altabef
Whitebox Advisors LLC
Deputy Chief Compliance Officer & Legal Counsel
|
||
Whitebox Multi-Strategy Partners, LP
|
||
By:
|
Whitebox General Partner LLC
|
|
By:
|
/s/ Daniel Altabef
|
|
Daniel Altabef
Whitebox Advisors LLC
Deputy Chief Compliance Officer & Legal Counsel
|
||
Whitebox Credit Partners, LP
|
||
By:
|
Whitebox General Partner LLC
|
|
By:
|
/s/ Daniel Altabef
|
|
Daniel Altabef
Whitebox Advisors LLC
Deputy Chief Compliance Officer & Legal Counsel
|
CUSIP No.
44862P109 |
SCHEDULE 13D
|
Page 9 of 10 Pages
|
Date: March 10, 2022
|
||
Whitebox Advisors LLC
|
||
By:
|
/s/ Daniel Altabef
|
|
Daniel Altabef
Whitebox Advisors LLC
Deputy Chief Compliance Officer & Legal Counsel
|
||
Whitebox General Partner LLC
|
||
By:
|
/s/ Daniel Altabef
|
|
Daniel Altabef
Whitebox Advisors LLC
Deputy Chief Compliance Officer & Legal Counsel
|
||
Whitebox Multi-Strategy Partners, LP
|
||
By:
|
Whitebox General Partner LLC
|
|
By:
|
/s/ Daniel Altabef
|
|
Daniel Altabef
Whitebox Advisors LLC
Deputy Chief Compliance Officer & Legal Counsel
|
||
Whitebox Credit Partners, LP
|
||
By:
|
Whitebox General Partner LLC
|
|
By:
|
/s/ Daniel Altabef
|
|
Daniel Altabef
Whitebox Advisors LLC
Deputy Chief Compliance Officer & Legal Counsel
|
CUSIP No.
44862P109 |
SCHEDULE 13D
|
Page 10 of 10 Pages
|
Date of Transaction
|
Title of Class
|
Number of Shares/Units
Acquired
|
Number of Shares/Units
Disposed
|
Price Per
Share/Unit
|
03/08/2022
|
Common Stock
|
N/A
|
7,817,401
|
$0.9247
|
Date of Transaction
|
Title of Class
|
Number of Shares/Units
Acquired
|
Number of Shares/Units
Disposed
|
Price Per
Share/Unit
|
03/08/2022
|
Common Stock
|
N/A
|
3,202,413
|
$0.9247
|
03/08/2022
|
PIPE Warrants
|
N/A
|
137,252
|
$0.1106
|
Date of Transaction
|
Title of Class
|
Number of Shares/Units
Acquired
|
Number of Shares/Units
Disposed
|
Price Per
Share/Unit
|
03/08/2022
|
Common Stock
|
N/A
|
3,694,595
|
$0.9247
|