UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event
reported):
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(Exact name of Registrant as Specified in Its Charter)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On October 1, 2020, Hycroft Mining Holding Corporation (the “Company”) priced its public offering (the “Offering”) of 8,333,334 units (“Units”) (upsized from 7,220,000 Units), each unit consisting of one (1) share of the Company’s Class A Common Stock, par value $0.0001 per share (“Common Stock”), and one (1) warrant to purchase one (1) share of Common Stock. Warrants included in the Units have an exercise price of $10.50 per whole share. The Units were sold at a price of $9.00 per Unit. In connection with pricing of the Offering, the Company entered into that certain Underwriting Agreement, dated as of October 1, 2020 (the “Underwriting Agreement”), with BMO Capital Markets Corp., Stifel, Nicolaus & Company, Incorporated and Canaccord Genuity LLC, as representatives of the several underwriters named in Schedule I thereto. The Company has granted the underwriters an over-allotment option to purchase an additional 1,250,000 Units (which reflects the upsized amount). The Offering was made pursuant to the Company’s Registration Statement on Form S-1 (No. 333-248516), which was declared effective by the Securities and Exchange Commission on October 1, 2020, as well as an additional Registration Statement on Form S-1 filed with the SEC on October 2, 2020, which registered the upsized securities and was deemed immediately effective. The Underwriting Agreement is attached as Exhibit 1.1 to this Current Report on Form 8-K and incorporated herein by reference.
| Item 8.01 | Other Events. |
On October 2, 2020, the Company issued a press release announcing the upsizing and pricing of the Offering. The press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
| 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.
EXHIBIT INDEX
| Exhibit | ||
| Number | Description | |
| 1.1 | Underwriting Agreement, dated as of October 1, 2020, among Hycroft Mining Holding Corporiation and BMO Capital Markets Corp., Stifel, Nicolaus & Company, Incorporated and Canaccord Genuity LLC, as representatives of the several underwriters named in Schedule I thereto | |
| 99.1 | Press Release of Hycroft Mining Holding Corporation, dated October 2, 2020 | |
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: October 2, 2020 | Hycroft Mining Holding Corporation | |
| By: | /s/ Jeffrey Stieber | |
| Jeffrey Stieber | ||
| Vice President and Interim Chief Financial Officer | ||