Cover
Cover | 3 Months Ended |
Mar. 31, 2021 | |
Cover [Abstract] | |
Document Type | POS AM |
Entity Registrant Name | HYCROFT MINING HOLDING CORPORATION |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | false |
Amendment Flag | true |
Amendment Description | POST-EFFECTIVE AMENDMENT NO. 1 |
Entity Central Index Key | 0001718405 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | ||
Assets: | |||||||
Cash | $ 36,497 | $ 56,363 | $ 6,566 | $ 6,220 | |||
Accounts receivable | 14 | 426 | 97 | ||||
Inventories - Note 4 | 18,950 | 12,867 | 4,453 | ||||
Ore on leach pads, current - Note 4 | 33,090 | 38,041 | 22,062 | ||||
Prepaids and other - Note 5 | 4,565 | 4,303 | 2,648 | ||||
Current assets | 93,116 | 112,000 | 38,750 | ||||
Ore on leach pads, non-current - Note 4 | 9,243 | 7,243 | 0 | ||||
Other assets, non-current - Note 5 | 14,488 | 13,483 | 24,886 | ||||
Plant, equipment, and mine development, net - Note 6 | 66,355 | 60,223 | 31,524 | ||||
Restricted cash - Note 7 | 39,700 | 39,677 | 39,595 | 39,477 | |||
Total assets | 222,902 | 232,626 | 134,637 | ||||
Liabilities: | |||||||
Accounts payable and accrued expenses | 14,990 | 12,280 | 10,746 | ||||
Other liabilities, current - Note 8 | 4,980 | 4,157 | 3,939 | ||||
Debt, net, current - Note 9 | 7,441 | 5,120 | 553,965 | ||||
Royalty obligation, current - Note 10 | 124 | 124 | 0 | ||||
Current liabilities | 27,535 | 21,681 | 569,496 | ||||
Other liabilities, non-current - Note 8 | 1,375 | 1,650 | 0 | ||||
Warrant liabilities, non-current - Note 11 | 5,897 | 15,389 | 18 | ||||
Debt, net, non-current - Note 9 | 145,844 | 142,665 | 0 | ||||
Royalty obligation, non-current - Note 10 | 29,813 | 29,839 | 0 | ||||
Asset retirement obligation, non-current - Note 12 | 4,887 | 4,785 | 4,374 | ||||
Total liabilities | 215,351 | 216,009 | 573,888 | ||||
Commitments and contingencies - Note 21 | |||||||
Stockholders' (deficit) equity | |||||||
Common stock, $0.0001 par value; 400,000,000 shares authorized; 59,901,306 issued and outstanding at March 31, 2021; and 59,901,306 issued and outstanding at December 31, 2020 | 6 | 6 | [1] | 0 | [1] | ||
Additional paid-in capital | 537,992 | 537,370 | [1] | 5,187 | [1] | ||
Accumulated deficit | (530,447) | (520,759) | [1] | (444,438) | [1] | ||
Total stockholders' equity | 7,551 | 16,617 | [1] | $ (473,869) | (439,251) | [1] | $ (340,356) |
Total liabilities and stockholders' equity | $ 222,902 | $ 232,626 | $ 134,637 | ||||
[1] | Retroactively restated for the reverse recapitalization as described in Note 2 - Summary of Significant Accounting Policies. |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parentheticals) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 | [1] | May 29, 2020 | Dec. 31, 2019 | [1] |
Statement of Financial Position [Abstract] | ||||||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Common stock, authorized (in shares) | 400,000,000 | 400,000,000 | 400,000,000 | |||
Common stock, issued (in shares) | 59,901,306 | 59,901,306 | 345,431 | |||
Common stock, outstanding (in shares) | 59,901,306 | 59,901,306 | 50,160,042 | 323,328 | ||
[1] | Retroactively restated for the reverse recapitalization as described in Note 2 - Summary of Significant Accounting Policies. |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |||||
Income Statement [Abstract] | ||||||||
Revenues - Note 14 | $ 19,036,000 | $ 11,146,000 | $ 47,044,000 | $ 13,709,000 | ||||
Cost of sales: | ||||||||
Production costs | 17,817,000 | 8,957,000 | 41,688,000 | 11,041,000 | ||||
Depreciation and amortization | 1,041,000 | 1,334,000 | 2,894,000 | 1,011,000 | ||||
Mine site period costs - Note 4 | 10,544,000 | 6,634,000 | 47,115,000 | 2,174,000 | ||||
Write-down of production inventories - Note 4 | 0 | 6,965,000 | 17,924,000 | 16,443,000 | ||||
Total cost of sales | 29,402,000 | 23,890,000 | 109,621,000 | 30,669,000 | ||||
Operating expenses: | ||||||||
General and administrative | 3,794,000 | 2,006,000 | 21,084,000 | 6,072,000 | ||||
Projects and development | 493,000 | 0 | 0 | 7,708,000 | ||||
Accretion - Note 12 | 102,000 | 93,000 | 374,000 | 422,000 | ||||
Loss from operations | (14,755,000) | (14,843,000) | (89,366,000) | (33,941,000) | ||||
Other income (expense): | ||||||||
Interest expense, net of capitalized interest - Note 9 | (4,449,000) | (19,887,000) | (43,458,000) | (64,846,000) | ||||
Fair value adjustment to warrants - Note 19 | 9,493,000 | 0 | (3,767,000) | 0 | ||||
Interest income | 23,000 | 112,000 | 199,000 | 797,000 | ||||
Loss before income taxes | (9,688,000) | (34,618,000) | (136,392,000) | (98,895,000) | ||||
Income taxes - Note 16 | 0 | 0 | 0 | 0 | ||||
Net loss | $ (9,688,000) | $ (34,618,000) | $ (136,392,000) | $ (98,895,000) | ||||
Loss per share: | ||||||||
Basic (in dollars per share) | $ (0.16) | $ (107.07) | $ (3.92) | $ (327.95) | ||||
Diluted (in dollars per share) | $ (0.16) | $ (107.07) | $ (3.92) | $ (327.95) | ||||
Weighted average shares outstanding: | ||||||||
Basic (in shares) | 59,901,306 | [1] | 323,328 | [1] | 34,833,211 | [2] | 301,559 | [2] |
Diluted (in shares) | 59,901,306 | [1] | 323,328 | [1] | 34,833,211 | [2] | 301,559 | [2] |
[1] | Retroactively restated March 31, 2020 for the reverse recapitalization. Refer to Note 3 - Recapitalization Transaction and Note 17 - Loss Per Share for further information. | |||||||
[2] | Retroactively restated for the reverse recapitalization. Refer to Note 2 - Summary of Significant Accounting Policies and Note 17 - Loss Per Share for further information. |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flows from operating activities: | ||||
Net loss | $ (9,688) | $ (34,618) | $ (136,392) | $ (98,895) |
Adjustments to reconcile net loss for the period to net cash used in operating activities: | ||||
Non-cash portion of interest expense - Note 9 | 4,439 | 17,020 | 38,843 | 54,810 |
Non-cash gain on fair value adjustment for warrant liabilities - Note 11 | (9,493) | 0 | 3,767 | 0 |
Write-down of production inventories - Note 4 | 0 | 6,965 | 17,924 | 18,617 |
Depreciation and amortization | 1,568 | 1,876 | 5,886 | 2,078 |
Stock-based compensation - Note 15 | 538 | 365 | 2,380 | 1,102 |
Accretion - Note 12 | 102 | 93 | 374 | 422 |
Phantom share compensation | 0 | 263 | 225 | 706 |
Changes in operating assets and liabilities: | ||||
Accounts receivable | 412 | (754) | (329) | (97) |
Production-related inventories | (3,970) | (10,935) | (43,756) | (38,627) |
Materials and supplies inventories | 167 | (332) | (3,891) | (977) |
Prepaids and other assets, current and non-current | (1,268) | (1,604) | (2,946) | (507) |
Accounts payable | 1,800 | 2,409 | 372 | 3,384 |
Other liabilities, current and non-current | 632 | 254 | 443 | 52 |
Interest payable | 0 | (447) | (818) | (203) |
Net cash used in operating activities | (14,761) | (19,445) | (110,508) | (59,771) |
Cash flows used in investing activities: | ||||
Additions to plant, equipment, and mine development | (5,082) | (2,090) | (33,439) | (12,296) |
Net cash used in investing activities | (5,082) | (2,090) | (31,124) | (12,296) |
Cash flows from financing activities: | ||||
Repayment of First Lien Agreement - Note 9 | 0 | (632) | ||
Transaction and issuance costs | 0 | (2,610) | (16,094) | (3,658) |
Proceeds from debt issuances, net of debt issuance costs | 0 | 24,900 | ||
Net cash provided by financing activities | 0 | 21,658 | 188,705 | 68,173 |
Net (decrease) increase in cash and restricted cash | (19,843) | 123 | 47,073 | (3,894) |
Cash and restricted cash, beginning of period | 96,040 | 48,967 | 48,967 | 52,861 |
Cash and restricted cash, end of period | 76,197 | 49,090 | 96,040 | 48,967 |
Reconciliation of cash and restricted cash: | ||||
Cash | 36,497 | 6,566 | 56,363 | 6,220 |
Restricted cash - current | 0 | 2,929 | 0 | 3,270 |
Restricted cash - non-current | 39,700 | 39,595 | 39,677 | 39,477 |
Total cash and restricted cash | $ 76,197 | $ 49,090 | $ 48,967 | $ 52,861 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) (UNAUDITED) - USD ($) $ in Thousands | Total | Common Stock | Treasury Stock | Additional Paid-in Capital | Accumulated Deficit | |||||
Beginning balance (in shares) at Dec. 31, 2018 | [1] | 307,831 | 17,927 | |||||||
Beginning balance at Dec. 31, 2018 | $ (340,356) | $ 0 | [1] | $ 0 | [1] | $ 5,187 | [1] | $ (345,543) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net loss | (98,895) | (98,895) | ||||||||
Ending balance (in shares) at Dec. 31, 2019 | [1],[2] | 345,431 | 22,103 | |||||||
Ending balance at Dec. 31, 2019 | (439,251) | [3] | $ 0 | [1],[2] | $ 0 | [1],[2] | 5,187 | [1],[2] | (444,438) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net loss | (34,618) | (34,618) | ||||||||
Ending balance (in shares) at Mar. 31, 2020 | [2] | 345,431 | 22,103 | |||||||
Ending balance at Mar. 31, 2020 | (473,869) | $ 0 | [2] | $ 0 | [2] | 5,187 | [2] | (479,056) | ||
Beginning balance (in shares) at Dec. 31, 2019 | [1],[2] | 345,431 | 22,103 | |||||||
Beginning balance at Dec. 31, 2019 | (439,251) | [3] | $ 0 | [1],[2] | $ 0 | [1],[2] | 5,187 | [1],[2] | (444,438) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Stock-based compensation costs | 388 | 388 | [1] | |||||||
Vesting of restricted stock units | 1,800 | 1,802 | [1],[4] | |||||||
Net loss | (136,392) | (136,392) | ||||||||
Ending balance (in shares) at Dec. 31, 2020 | [1] | 59,901,306 | 0 | |||||||
Ending balance at Dec. 31, 2020 | 16,617 | [3] | $ 6 | [1] | $ 0 | [1] | 537,370 | [1] | (520,759) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Stock-based compensation costs | 507 | 507 | [2] | |||||||
Vesting of restricted stock units | [5] | 115 | 115 | |||||||
Net loss | (9,688) | (9,688) | ||||||||
Ending balance (in shares) at Mar. 31, 2021 | [2] | 59,901,306 | 0 | |||||||
Ending balance at Mar. 31, 2021 | $ 7,551 | $ 6 | [2] | $ 0 | [2] | $ 537,992 | [2] | $ (530,447) | ||
[1] | Retroactively restated for the reverse recapitalization as described in Note 2 - Summary of Significant Accounting Policies. | |||||||||
[2] | Retroactively restated January 1, 2020 and March 31, 2020 for the reverse recapitalization as described in Note 3 - Recapitalization Transaction, and the restated reclassification of the Company's 5-Year Private Warrants as described in Note 11 - Warrant Liabilities. | |||||||||
[3] | Retroactively restated for the reverse recapitalization as described in Note 2 - Summary of Significant Accounting Policies. | |||||||||
[4] | As of December 31, 2020 there were 21,256 unissued shares underlying restricted stock units that had vested. | |||||||||
[5] | As of March 31, 2021, there were 16,441 unissued shares underlying restricted stock units that had vested. |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) (UNAUDITED) (Parentheticals) - shares | Mar. 31, 2021 | Dec. 31, 2020 |
Statement of Stockholders' Equity [Abstract] | ||
Unissued (in shares) | 16,441 | 21,256 |
Company Overview
Company Overview | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Company Overview | Company Overview Hycroft Mining Holding Corporation (formerly known as Mudrick Capital Acquisition Corporation ("MUDS")) and its subsidiaries (collectively, “Hycroft”, the “Company”, “we”, “us”, “our”, "it", "HYMC") is a U.S.-based gold producer that is focused on operating and developing its wholly owned Hycroft Mine in a safe, environmentally responsible, and cost-effective manner. Gold and silver sales represent 100% of the Company’s operating revenues and the market prices of gold and silver significantly impact the Company’s financial position, operating results, and cash flows. The Hycroft Mine is located in the State of Nevada and the corporate office is located in Denver, Colorado. Restart of the Hycroft Mine The Company restarted open pit mining operations at the Hycroft Mine during the second quarter of 2019, and, began producing and selling gold and silver during the third quarter of 2019. which it has continued to do on an approximate weekly basis since restarting. As part of the 2019 restart of mining operations, existing equipment was re-commissioned, including haul trucks, shovels and a loader, upgrades were made to the crushing system and new leach pad space was added to the existing leach pads. During 2020, the Company continued to increase its operations by mining more tons, procuring additional mine equipment rentals, and increasing its total headcou nt. Through May 29, 2020, the Company obtained all of its financing from related party debt issuances (see Note 22 - Related Party Transactions ), which were extinguished in connection with the Recapitalization Transaction with MUDS (discussed below). M3 Engineering and Technology Corporation (“M3 Engineering”), in conjunction with SRK Consulting (U.S.), Inc. (“SRK”) and Hycroft Mining Corporation ("Seller"), completed the Hycroft Technical Report, Heap Leaching Feasibility Study, prepared in accordance with the requirements of the Modernization of Property Disclosures for Mining Registrants, with an effective date of July 31, 2019 (the “Hycroft Technical Report”), for a two-stage, heap oxidation and subsequent leaching of sulfide ores. The Hycroft Technical Report projects the economic viability and potential future cash flows for the Hycroft Mine when mining operations expand to levels presented in the Hycroft Technical Rep ort. The operating plan for 2021 will provide us the opportunity to complete and evaluate the results of the ongoing technical and optimization work for the proprietary two-stage heap oxidation and leach process detailed in the Hycroft Technical Report. Based upon the findings and results of this evaluation process, we may update or file a new technical report. Recapitalization Transaction with MUDS As discussed in Note 3 - Recapitalization Transaction , on May 29, 2020, pursuant to the Purchase Agreement (defined herein), Seller completed a business combination and reverse recapitalization transaction (the "Recapitalization Transaction") with MUDS, a publicly traded blank check special purpose acquisition corporation or “SPAC,” and Acquisition Sub (as each of such terms are defined herein). The Recapitalization Transaction was completed upon receiving regulatory approvals and stockholder approvals from each of MUDS and Seller. Following the consummation of the Recapitalization Transaction, MUDS and the entities purchased from Seller were consolidated under Hycroft Mining Holding Corporation, by amending and restating the Company's certificate of incorporation to reflect the Company’s change in name. Pursuant to the consummation of the Recapitalization Transaction, the shares of common stock of Hycroft Mining Holding Corporation were listed on the Nasdaq Capital Market under the ticker symbol “HYMC”. Upon closing of the Recapitalization Transaction, the Company’s unrestricted cash available for use totaled $68.9 million, and the number of shares of common stock issued and outstanding totaled 50,160,042. In addition, upon closing, the Company had 34,289,999 outstanding warrants to purchase an equal number of shares of common stock at $11.50 per share and 12,721,623 warrants to purchase 3,210,213 shares of common stock at a price of $44.82 per share. For more information on the consummation of the Recapitalization Transaction with MUDS, see Note 3 - Recapitalization Transaction . For more information on the outstanding warrants, see Note 11 - Warrant Liabilities . | Company Overview Hycroft Mining Holding Corporation (formerly known as Mudrick Capital Acquisition Corporation ("MUDS")) and its subsidiaries (collectively, “Hycroft”, the “Company”, “we”, “us”, “our”, "it", "HYMC") is a U.S.-based gold producer that is focused on operating and developing its wholly owned Hycroft Mine in a safe, environmentally responsible, and cost-effective manner. Gold and silver sales represent 100% of the Company’s operating revenues and the market prices of gold and silver significantly impact the Company’s financial position, operating results, and cash flows. The Hycroft Mine is located in the State of Nevada and the corporate office is located in Denver, Colorado. Restart of the Hycroft Mine During the second quarter of 2019, the Company restarted open pit mining operations at the Hycroft Mine, and, during the third quarter of 2019, produced and sold gold and silver, which it has continued to do on an approximate weekly basis since restarting. As part of the 2019 restart of mining operations, existing equipment was re-commissioned, including haul trucks, shovels and a loader, upgrades were made to the crushing system and new leach pad space was added to the existing leach pads. During 2020, the Company continued to increase its operations by mining more tons, procuring additional mobile equipment rentals, and increasing its total headcou nt. Through May 29, 2020, the Company obtained all of its financing from related party debt issuances (see Note 23 - Related Party Transactions ), which were extinguished in connection with the Recapitalization Transaction with MUDS (discussed below). M3 Engineering and Technology Corporation (“M3 Engineering”), in conjunction with SRK Consulting (U.S.), Inc. (“SRK”) and the Seller, completed the Hycroft Technical Report, Heap Leaching Feasibility Study, prepared in accordance with the requirements of the Modernization of Property Disclosures for Mining Registrants, with an effective date of July 31, 2019 (the “Hycroft Technical Report”), for a two-stage, heap oxidation and subsequent leaching of sulfide ores. The Hycroft Technical Report projects the economic viability and potential future cash flows for the Hycroft Mine when mining operations expand to levels presented in the Hycroft Technical Rep ort. Recapitalization Transaction with MUDS As discussed in Note 3 - Recapitalization Transaction , on May 29, 2020, pursuant to the Purchase Agreement (defined herein), Seller completed a business combination Recapitalization Transaction with MUDS, a publicly traded blank check special purpose acquisition corporation or “SPAC,” and Acquisition Sub (as each of such terms are defined herein). The Recapitalization Transaction was completed upon receiving regulatory approvals and stockholder approvals from each of MUDS and Seller. Following the close of the Recapitalization Transaction, MUDS and the entities purchased from Seller were consolidated under Hycroft Mining Holding Corporation, by amending and restating the Company's certificate of incorporation to reflect the Company’s change in name. Pursuant to the consummation of the Recapitalization Transaction, the shares of common stock of Hycroft Mining Holding Corporation were listed on the Nasdaq Capital Market under the ticker symbol “HYMC”. Upon closing of the Recapitalization Transaction, the Company’s unrestricted cash available for use totaled $68.9 million, and the number of shares of common stock issued and outstanding totaled 50,160,042. In addition, upon closing, the Company had 34,289,999 outstanding warrants to purchase an equal number of shares of common stock at $11.50 per share and 12,721,623 warrants to purchase 3,210,213 shares of common stock at a price of $44.82 per share. For more information on the consummation of the Recapitalization Transaction with MUDS, see Note 3 - Recapitalization Transaction . Restatement of Previously Issued Financial Statements The Company has restated its financial statements as of and for the year ended December 31, 2020, and will be prospectively restating the unaudited consolidated condensed financial statements for the three and six month periods ended June 30, 2020 and the three and nine month periods ended September 30, 2020, to correct misstatements in those prior periods primarily related to misstatements identified in improperly applying accounting guidance on certain warrants, recognizing them as equity instead of a warrant liability, under the guidance of Accounting Standards Codification (“ASC”) 815-40, Contracts in Entity’s Own Equity. See Note 25 - Restatement of Previously Issued Financial Statements for additional information regarding the misstatements identified and the restatement adjustments made to the financial statements. COVID-19 Pandemic In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (COVID-19) as a pandemic, which continues to spread throughout the United States. Efforts implemented by local and national governments, as well as businesses, including temporary closures, have had adverse impacts on local, national and global economies. The Company has implemented health and safety policies for employees that follow guidelines published by the Center for Disease Control (CDC) and the Mine Safety and Health Administration (MSHA). While our operations during 2020 were impacted by COVID-19, the impact did not significantly adversely affect our operations. The extent of the impact of COVID-19 on our operational and financial performance going forward will depend on certain developments, including the duration and continued spread of the outbreak, and the direct and indirect impacts on our employees, vendors, and customers, all of which are uncertain and cannot be fully anticipated or predicted. Since the Company's Hycroft Mine represents the entirety of its operations, any COVID-19 outbreak at the mine site or any governmental restrictions implemented to combat the pandemic could result in a partial or entire shutdown of the Hycroft Mine itself, which would negatively impact the Company's financial position, operating results, and cash flows. As of the date of these financial statements, the extent to which COVID-19 may impact our financial condition, results of operations or cash flows is uncertain, but could be material and adverse. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | ||
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of presentation These condensed consolidated interim financial statements of the Company have been prepared, without audit, in accordance with U.S. generally accepted accounting principles (“GAAP”) and pursuant to the rules and regulations of the SEC. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, these financial statements do not include all information and footnotes necessary for a comprehensive presentation of financial position, results of operations, or cash flows. These unaudited condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements and the notes thereto as of and for the year ended December 31, 2020. The Company continues to follow the accounting policies set forth in those audited consolidated financial statements. In the opinion of management, the accompanying unaudited condensed consolidated interim financial statements include all adjustments that are necessary for a fair presentation of the Company's interim financial position, operating results and cash flows for the periods presented. Certain reclassifications have been made to the prior periods presented in these financial statements to conform to the current period presentation, which had no effect on previously reported total assets, liabilities, cash flows, or net loss. References to “$” refers to United States currency. Risks and Uncertainties The Company has a single mine with its revenue, profitability, and cash flows substantially dependent on prevailing prices for gold and silver and its ability to mine sufficient volumes cost effectively. Historically, the commodity markets have been very volatile, and there can be no assurance that commodity prices will not be subject to wide fluctuations in the future. A substantial or extended decline in commodity prices could have a material adverse effect on the Company’s financial position, results of operations, cash flows, access to capital and the quantities of reserves that the Company can economically produce. In addition to changes in commodity prices, other factors such as changes in mine plans, increases in costs, geotechnical failures, changes in social, environmental or regulatory requirements, the ability to successfully implement new technologies for processing ore, timely financing for development, impacts of global events such as the COVID-19 pandemic, and management’s decision to expand production to commercial levels can adversely affect the Company’s ability to recover its investment in certain assets and result in impairment charges. For more information on risks associated with the Company’ s business, please see Item 1A. Risk Factors in the 2020 Form 10-K/A. Recapitalization Transaction The Recapitalization Transaction (see Note 3 - Recapitalization Transaction ) was accounted for as a reverse recapitalization in accordance with GAAP. Under this method of accounting, for financial reporting purposes, MUDS has been treated as the “acquired” company and Hycroft Mining Corporation (“Seller”) has been treated as the “acquirer”. This determination was primarily based on (1) stockholders of Seller immediately prior to the Recapitalization Transaction having a majority of the voting power of the combined entity; (2) the operations of Seller prior to the Recapitalization Transaction comprising the only ongoing operations of the combined entity; (3) four of the seven members of the Board of Directors immediately following the Recapitalization Transaction were directors of Seller immediately prior to the Recapitalization Transaction; and (4) executive and senior management of Seller were appointed as the senior management of the Company. Based on Seller being the accounting acquirer, the financial statements of the combined entity represent a continuation of the financial statements of Seller, with the acquisition treated as the equivalent of Seller issuing stock for the net assets of MUDS, accompanied by a recapitalization. The net assets of MUDS were recognized at historical cost as of the date of the Recapitalization Transaction, with no goodwill or other intangible assets recorded. Comparative information prior to the Recapitalization Transaction in these financial statements are those of Seller and the accumulated deficit of Seller has been carried forward after the Recapitalization Transaction. The shares and net loss per common share prior to the Recapitalization Transaction have been retroactively restated as shares reflecting the exchange ratio established in the Recapitalization Transaction to effect the reverse recapitalization (1 Seller share for 0.112 HYMC share). See Note 3 - Recapitalization Transaction for additional information. Going concern The financial statements of the Company have been prepared on a “going concern” basis, which contemplates the presumed continuation of the Company even though events and conditions exist that, when considered individually or in the aggregate, raise substantial doubt about the Company’s ability to continue as a going concern because it is probable that, without additional capital injections, the Company may be unable to meet its obligations as they become due within one year after the date that these financial statements were issued. For the three months ended March 31, 2021, the Company recorded a net loss of $9.7 million, which included a gain from Fair value adjustments to warrants of $9.5 million, and net cash used in operating activities was $14.8 million. As of March 31, 2021, the Company had available cash on hand of $36.5 million, working capital of $65.6 million, Total liabilities of $215.4 million, and an Accumulated deficit of $530.4 million. Although the Company completed the Recapitalization Transaction during the second quarter of 2020 and the Public Offering (as defined herein) on October 6, 2020, for proceeds net of discount and equity issuance costs of approximately $83.1 million, based on its internal cash flow projection models, the Company currently forecasts it will likely require additional cash from financing activities in less than 12 months from the issuance of this report to meet its operating and investing requirements and future obligations as they become due, including the estimated $9.1 million in cash payments required pursuant to the Credit Agreement among MUDS, MUDS Holdco Inc., Allied VGH LLC, Hycroft Mining Holding Corporation, Hycroft Resources and Development, LLC, Sprott Private Resource Lending II (Collector) Inc., and Sprott Resources Lending Corp. (“Sprott Credit Agreement”). The Company’s ability to continue as a going concern is contingent upon securing additional funding for working capital, capital expenditures and other corporate expenses so that it can increase sales by achieving higher cost-effective operating tonnages and recovery rates and generate positive free cash flows. These financial statements do not include any adjustments related to the recoverability and classification of recorded assets or the amounts and classification of any liabilities or any other adjustments that might be necessary should the Company be unable to continue as a going concern. As such, recorded amounts in these financial statements (including without limitation, stockholders’ equity) have been prepared in accordance with GAAP on a historical-cost basis, as required, which do not reflect or approximate the current fair value of the Company’s assets or management’s assessment of the Company’s overall enterprise or equity value. Use of estimates The preparation of the Company’s financial statements in conformity with GAAP requires management to make estimates and assumptions that affect amounts reported in these financial statements and accompanying notes. The more significant areas requiring the use of management estimates and assumptions relate to: recoverable gold and silver on the leach pads and in-process inventories; timing of near-term ounce production and related sales; the useful lives of long-lived assets; probabilities of future expansion projects; estimates of mineral reserves; estimates of life-of-mine production timing, volumes, costs and prices; current and future mining and processing plans; environmental reclamation and closure costs and timing; deferred taxes and related valuation allowances; estimates of the fair value of liability classified warrants, and estimates of fair value for asset impairments and financial instruments. The Company bases its estimates on historical experience and various other assumptions that are believed to be reasonable at the time the estimate is made. Actual results may differ from amounts estimated in these financial statements, and such differences could be material. Accordingly, amounts presented in these financial statements are not indicative of results that may be expected for future periods. Inventories The Company’s production-related inventories include: (i) ore on leach pads; (ii) in-process inventories; and (iii) doré and off-site carbon and slag finished goods. Production-related inventories are carried at the lower of average cost or net realizable value per estimated recoverable gold ounce, which is computed for each category of production-related inventories at each reporting period. Net realizable value represents the estimated future gold revenue of production-related inventories after adjusting for silver by-product revenue and deductions for further processing, refining, and selling costs. The estimated future revenue is calculated using sales prices based on the London Bullion Market Association’s (“LBMA”) quoted period-end metal prices. Estimates for silver revenue by-products credits and deductions for estimated costs to complete reflect the Company’s historical experience for expected processing, refining and selling plans. Actual net realizable values for gold sales may be different from such estimates. Changes to inputs and estimates resulting from changes in facts and circumstances are recognized as a change in Management estimate on a prospective basis. Ore on leach pads Although the quantities of recoverable metal placed on the leach pads are reconciled by comparing the grades of ore placed on pads to the quantities of metal actually recovered (metallurgical balancing), the nature of the leaching process inherently limits the ability to precisely monitor inventory levels. As a result, the metallurgical balancing process is constantly monitored, and estimates are refined based on actual results over time and changes in future estimates. As gold-bearing materials are further processed, costs are transferred from ore on leach pads to in-process inventories at an average cost per estimated recoverable ounce of gold. In-process inventories In-process inventories represent gold-bearing concentrated materials that are in the process of being converted to a saleable product using a Merrill-Crowe plant or carbon-in-column processing method. As gold ounces are recovered from in-process inventories, costs, including conversion costs, are transferred to precious metals inventory at an average cost per ounce of gold. Precious metals inventory Precious metals inventory consists of doré and loaded carbon containing both gold and silver, which is ready for offsite shipment or at a third-party refiner before being sold to a third party. As gold ounces are sold, costs are recognized in Production costs and Depreciation and amortization in the consolidated statements of operations at an average cost per gold ounce sold. Materials and supplies Materials and supplies are valued at the lower of average cost or net realizable value. Cost includes applicable taxes and freight. Warrant liabilities The Company accounts for certain warrants to purchase shares of the Company’s common stock issued to the SPAC sponsor and/or underwriter in a private placement and/or pursuant to a forward purchase contract (the “5-Year Private Warrants”) that are not indexed to the Company’s own stock as warrant liabilities at fair value on the consolidated balance sheet. These warrants are subject to remeasurement at each balance sheet date and any change in fair value is recognized as a component of Other income (expense) on the consolidated statement of operations. The Company will continue to adjust the liability for changes in fair value until the earlier of the (i) exercise or expiration of the 5-Year Private Warrants or (ii) the transfer of any 5-Year Private Warrants to any person who is not a permitted transferee, at which time the warrant liability will be reclassified to Additional paid-in capital on the consolidated balance sheet. Projects and development Costs incurred to enhance our understanding of the recovery and processing of the current ore body to sustain production at existing operations that do not qualify for capitalization are expensed within Projects and development , which is included in Operating expenses on the Condensed Consolidated Statement of Operations. Evaluation and development costs include expenditures for: (i) analyzing established feasibility studies; (ii) conducting geological studies; (iii) oversight and project management; and (4) drilling, engineering, and metallurgical activities. Accounting pronouncements not yet adopted In February 2016, the FASB issued ASU No. 2016-02, Leases ("ASU 2016-02"). The new standard establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the consolidated statements of operations and classification within the consolidated statement of cash flows. In October 2019, the FASB issued ASU No. 2019-10, Financial Instruments - Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842) ("ASU 2019-10") that amends the effective date of ASU 2016-02 for emerging growth companies, such that the new standard is effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. As the Company qualifies as an emerging growth company, the Company has elected to take advantage of the deferred effective date afforded to emerging growth companies. A modified retrospective transition approach is required to either the beginning of the earliest period presented or the beginning of the year of adoption. The Company has compiled its leases and is in the process of estimating the impact of adopting this ASU. In December of 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), as part as part of its overall simplification initiative to reduce costs and complexity of applying accounting standards while maintaining or improving the usefulness of the information provided to users of financial statements. Amendments include removal of certain exceptions to the general principles of ASC 740, Income Taxes and simplification in several other areas such as accounting for a franchise tax (or similar tax) that is partially based on income. For emerging growth companies, the new guidance is effective for annual periods beginning after December 15, 2021. As the Company qualifies as an emerging growth company, the Company plans to take advantage of the deferred effective date afforded to emerging growth companies. The Company is assessing the impact on its consolidated financial statements and disclosures. In August 2020, the FASB issued ASU No. 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”). ASU 2020-06 simplifies guidance on accounting for convertible instruments and contracts in an entity’s own equity including calculating diluted earnings per share. For emerging growth companies, the new guidance is effective for annual periods beginning after December 15, 2022. As the Company qualifies as an emerging growth company, the Company plans to take advantage of the deferred effective date afforded to emerging growth companies. The Company is currently evaluating the impact that adopting this update will have on its consolidated financial statements and related disclosures. | Summary of Significant Accounting Policies Basis of presentation These consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). Certain reclassifications have been made to the prior periods presented in these financial statements to conform to the current period presentation, which had no effect on previously reported total assets, liabilities, cash flows, or net loss. References to “$” refers to United States currency. Recapitalization Transaction The Recapitalization Transaction (see Note 3 - Recapitalization Transaction ) was accounted for as a reverse recapitalization in accordance with GAAP. Under this method of accounting, for financial reporting purposes, MUDS has been treated as the “acquired” company and Hycroft Mining Corporation (“Seller”) has been treated as the “acquirer”. This determination was primarily based on (1) stockholders of Seller immediately prior to the Recapitalization Transaction having a relative majority of the voting power of the combined entity; (2) the operations of Seller prior to the Recapitalization Transaction comprising the only ongoing operations of the combined entity; (3) four of the seven members of the Board of Directors immediately following the Recapitalization Transaction were directors of Seller immediately prior to the Recapitalization Transaction; and (4) executive and senior management of Seller comprises the same for the Company. Based on Seller being the accounting acquirer, the financial statements of the combined entity represent a continuation of the financial statements of Seller, with the acquisition treated as the equivalent of Seller issuing stock for the net assets of MUDS, accompanied by a recapitalization. The net assets of MUDS were recognized at historical cost as of the date of the Recapitalization Transaction, with no goodwill or other intangible assets recorded. Comparative information prior to the Recapitalization Transaction in these financial statements are those of Seller and the accumulated deficit of Seller has been carried forward after the Recapitalization Transaction. The shares and net loss per common share prior to the Recapitalization Transaction have been retroactively restated as shares reflecting the exchange ratio established in the Recapitalization Transaction to effect the reverse recapitalization (1 Seller share for 0.112 HYMC share). See Note 3 - Recapitalization Transaction for additional information. Going concern The financial statements of the Company have been prepared on a “going concern” basis, which contemplates the presumed continuation of the Company even though events and conditions exist that, when considered individually or in the aggregate, raise substantial doubt about the Company’s ability to continue as a going concern because it is probable that, without additional capital injections, the Company may be unable to meet its obligations as they become due within one year after the date that these financial statements were issued. For the year ended December 31, 2020, the Company incurred a net loss of $136.4 million and net cash used in operating activities was $110.5 million. As of December 31, 2020, the Company had available cash on hand of $56.4 million, working capital of $90.3 million, total liabilities of $216.0 million, and an accumulated deficit of $520.8 million. Although the Company completed the Recapitalization Transaction during the second quarter of 2020 and the Public Offering (as defined herein) on October 6, 2020, for proceeds net of discount and equity issuance costs of approximately $83.1 million, based on its internal cash flow projection models, the Company currently forecasts it will likely require additional cash from financing activities in less than 12 months from the issuance of this report to meet its operating and investing requirements and future obligations as they become due, including the estimated $9.1 million in cash payments required pursuant to the Credit Agreement among MUDS, MUDS Holdco Inc., Allied VGH LLC, Hycroft Mining Holding Corporation, Hycroft Resources and Development, LLC Sprott Private Resource Lending II (Collector) Inc., and Sprott Resources Lending Corp. (“Sprott Credit Agreement”). The Company’s ability to continue as a going concern is contingent upon securing additional funding for working capital, capital expenditures and other corporate expenses so that it can increase sales by achieving higher cost-effective operating tonnages and recovery rates and generate positive free cash flows. These financial statements do not include any adjustments related to the recoverability and classification of recorded assets or the amounts and classification of any liabilities or any other adjustments that might be necessary should the Company be unable to continue as a going concern. As such, recorded amounts in these financial statements (including without limitation, stockholders’ equity) have been prepared in accordance with GAAP on a historical-cost basis, as required, which do not reflect or approximate the current fair value of the Company’s assets or management’s assessment of the Company’s overall enterprise or equity value. Use of estimates The preparation of the Company’s financial statements in conformity with GAAP requires management to make estimates and assumptions that affect amounts reported in these financial statements and accompanying notes. The more significant areas requiring the use of management estimates and assumptions relate to: recoverable gold and silver on the leach pads and in-process inventories; timing of near-term ounce production and related sales; the useful lives of long-lived assets; probabilities of future expansion projects; estimates of mineral reserves; estimates of life-of-mine production timing, volumes, costs and prices; current and future mining and processing plans; environmental reclamation and closure costs and timing; deferred taxes and related valuation allowances; and estimates of fair value for asset impairments and financial instruments. The Company bases its estimates on historical experience and various other assumptions that are believed to be reasonable at the time the estimate is made. Actual results may differ from amounts estimated in these financial statements, and such differences could be material. Accordingly, amounts presented in these financial statements are not indicative of results that may be expected for future periods. Cash Cash consisted of cash balances as of December 31, 2020. The Company has not experienced any losses on cash balances and believes that no significant risk of loss exists with respect to its cash. As of December 31, 2020, and December 31, 2019, the Company held no cash equivalents. Restricted cash is held as collateral to provide financial assurance that the Company will use to fulfill obligations and commitments related to reclamation activity (see Note 10 - Asset Retirement Obligation for further detail) that is excluded from cash and is listed separately on the consolidated balance sheets. As of December 31, 2020, and December 31, 2019, the Company held $39.7 million and $42.7 million in restricted cash, respectively. See Note 6 - Restricted Cash for additional information. Accounts receivable Accounts receivable consists of amounts due from customers for gold and silver sales. The Company has evaluated the customers’ credit risk, payment history and financial condition and determined that no allowance for doubtful accounts is necessary. The entire accounts receivable balance is expected to be collected during the next twelve months. Ore on leach pads and inventories The Company’s production-related inventories include: ore on leach pads; in-process inventories; and doré finished goods. Production-related inventories are carried at the lower of average cost or net realizable value. Cost includes mining (ore and waste); processing; refining costs incurred during production stages; and mine site overhead and depreciation and amortization relating to mining and processing operations. Corporate general and administrative costs are not included in inventory costs. Net realizable value represents the estimated future sales price of production-related inventories computed using the London Bullion Market Association’s (“LBMA”) quoted period-end metal prices, less any further estimated processing, refining, and selling costs. In-process inventories In-process inventories represent gold-bearing concentrated materials that are in the process of being converted to a saleable product using a Merrill-Crowe plant or carbon-in-column processing method. As gold ounces are recovered from in-process inventories, costs, including conversion costs, are transferred to precious metals inventory at an average cost per ounce of gold. Precious metals inventory Precious metals inventory consists of doré and loaded carbon containing both gold and silver, which is ready for offsite shipment or at a third party refiner before being sold to a third party. As gold ounces are sold, costs are recognized in Production costs and Depreciation and amortization in the consolidated statements of operations at an average cost per gold ounce sold. Materials and supplies Materials and supplies are valued at the lower of average cost or net realizable value. Cost includes applicable taxes and freight. Ore on leach pads, current and non-current Ore on leach pads represents ore that is being treated with a chemical solution to dissolve the contained gold and silver. Costs are added to ore on leach pads based on current mining costs, including reagents, leaching supplies, and applicable depreciation and amortization relating to mining operations. As gold-bearing materials are further processed, costs are transferred from ore on leach pads to in-process inventories at an average cost per estimated recoverable ounce of gold. Prepaids and other assets, non-current Equipment not in use From time to time, the Company may determine that certain of its property and equipment no longer fit into its strategic operating plans and may either contemplate or commence activities to sell such identified assets. The Company evaluates equipment not in use for held-for-sale classification in accordance with ASC Topic 360 Property, Plant, and Equipment ("ASC 360"). If property and equipment do not meet the held-for-sale criteria in ASC 360, but have been taken out of service for sale or were never placed into service, the carrying value of such assets is included in Other assets, non-current . In accordance with its impairment policy, the Company reviews and evaluates its equipment and facilities not in use for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. During the year ended December 31, 2020, the Company determined that the fair value of equipment not in use was less the carrying amount and recorded an impairment loss of $5.3 million. Plant, equipment, and mine development, net Expenditures for new facilities and equipment, and expenditures that extend the useful lives or increase the capacity of existing facilities or equipment are capitalized and recorded at cost. Such costs are depreciated using either the straight-line method over the estimated productive lives of such assets or the units-of-production method (when actively operating) at rates sufficient to depreciate such costs over the estimated proven and probable mineral reserves as gold ounces are recovered. For equipment and facilities that are constructed by the Company, interest is capitalized to the cost of the underlying asset while being constructed until such asset is ready for its intended use. See Note 7 - Plant, Equipment, and Mine Development, Net for additional information. Mine development Mine development costs include the cost of engineering and metallurgical studies, drilling and assaying costs to delineate an ore body, environmental costs, and the building of infrastructure. Additionally, interest is capitalized to mine development until such assets are ready for their intended use. Any of the above costs incurred before mineralization is classified as proven and probable mineral reserves are expensed. The Company established proven and probable mineral reserves during the second half of 2019. Drilling, engineering, metallurgical, and other related costs are capitalized for an ore body where proven and probable reserves exist and the activities are directed at obtaining additional information on the ore body, converting non-reserve mineralization to proven and probable mineral reserves, infrastructure planning, or supporting the environmental impact statement. All other exploration drilling costs are expensed as incurred. Drilling costs incurred during the production phase for operational ore control are allocated to production-related inventories and upon the sale of gold ounces are included in Cost of sales on the consolidated statements of operations. Mine development costs are amortized using the units-of-production method based upon estimated recoverable ounces in proven and probable mineral reserves. To the extent such capitalized costs benefit an entire ore body, they are amortized over the estimated life of that ore body. Capitalized costs that benefit specific ore blocks or areas are amortized over the estimated life of that specific ore block or area. Recoverable ounces are determined by the Company based upon its proven and probable mineral reserves and estimated metal recoveries associated with those mineral reserves. Impairment of long-lived assets The Company’s long-lived assets consist of plant, equipment, and mine development. The Company reviews and evaluates its long-lived assets for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Events that may trigger a test for recoverability include, but are not limited to, significant adverse changes to projected revenues, costs, or future expansion plans or changes to federal and state regulations (with which the Company must comply) that may adversely impact the Company’s current or future operations. An impairment is determined to exist if the total projected future cash flows on an undiscounted basis are less than the carrying amount of a long-lived asset group. An impairment loss is measured and recorded based on the excess carrying value of the impaired long-lived asset group over fair value. To determine fair value, the Company uses a discounted cash flow model based on quantities of estimated recoverable minerals and incorporates projections and probabilities involving metal prices (considering current and historical prices, price trends, and related factors), production levels, operating and production costs, and the timing and capital costs of expansion and sustaining projects, all of which are based on life-of-mine plans. The term “recoverable minerals” refers to the estimated amount of gold and silver that will be sold after taking into account losses during ore processing and treatment. In estimating future cash flows, assets are grouped at the lowest level for which there are identifiable cash flows that are largely independent of future cash flows from other asset groups. The Company’s estimates of future cash flows are based on numerous assumptions, which are consistent or reasonable in relation to internal budgets and projections, and actual future cash flows may be significantly different than the estimates, as actual future quantities of recoverable gold and silver, metal prices, operating and production costs, and the timing and capital costs of expansion and sustaining projects are each subject to significant risks and uncertainties. See Note 7 - Plant, Equipment, and Mine Development, Net for additional information. During the year ended December 31, 2020, as part of the Company's recurring quarterly analysis, the Company determined a triggering event had occurred, as the Company's operations have continued to generate operating cash flow losses. As a result, the Company performed a recoverability test for the carrying value of its plant, equipment, and mine development at December 31, 2020, and determined that no impairments were necessary. Mineral properties Mineral properties are tangible assets recorded at cost and include royalty interests, asset retirement costs, and land and mineral rights to explore and extract minerals from properties. Once a property is in the production phase, mineral property costs are amortized using the units-of-production method based upon the estimated recoverable gold ounces in proven and probable reserves at such properties. Costs to maintain mineral properties are expensed in the period they are incurred. As of December 31, 2020 and 2019, there was $0.04 million and $0 recorded for mineral properties, respectively, which was included in Plant, equipment, and mine development, net in the consolidated balance sheets. Royalty obligation The Company's royalty obligation is carried at amortized cost with reductions calculated by dividing actual gold and silver production by the estimated total life-of-mine production from proven and probable mineral reserves. Any updates to proven and probable mineral reserves or the estimated life-of-mine production profile would result in prospective adjustments to the amortization calculation used to reduce the carrying value of the royalty obligation. Amortization reductions to the royalty obligation are recorded to Production costs which is included in Cost of sales . A portion of the Company’s royalty obligation is classified as current based upon the estimated gold and silver expected to be produced over the next 12 months, using the current proposed 34-year mine plan, and current proven and probable mineral reserves. The royalty obligation and its embedded features do not meet the requirements for derivative accounting. Asset retirement obligation The Company’s mining and exploration activities are subject to various federal and state laws and regulations governing the protection of the environment. The Company’s asset retirement obligation (“ARO”), associated with long-lived assets are those for which there is a legal obligation to settle under existing law, statute, written or oral contract or by legal construction. The Company’s ARO relates to its operating property, the Hycroft Mine, and was recognized as a liability at fair value in the period incurred. An ARO, which is initially estimated based on discounted cash flow estimates, is accreted to full value over time using the expected timing of future payments through charges to Accretion in the consolidated statements of operations. In addition, asset retirement costs (“ARC”) are capitalized as part of the related asset’s carrying value and are depreciated on a straight-line method or units of production basis over the related long-lived asset’s useful life. The Company’s ARO is adjusted annually, or more frequently if necessary, to reflect changes in the estimated present value resulting from revisions to the timing or amount of reclamation and closure costs. Estimated mine reclamation and closure costs, may increase or decrease significantly in the future as a result of changes in regulations, mine plans, cost estimates, or other factors. Revenue recognition The Company recognizes revenue for gold and silver sales when it satisfies the performance obligation of transferring finished inventory to the customer, which generally occurs when the refiner notifies the customer that gold has been credited or irrevocably pledged to their account, at which point the customer obtains the ability to direct the use and obtain substantially all of the remaining benefits of ownership of the asset. The transaction amount is determined based on the agreed upon sales prices and the number of ounces delivered. Concurrently, the payment date is agreed upon, which is usually within one week of the sale date. The majority of sales are in the form of doré bars, but the Company also sells loaded carbon and slag, a by-product. All sales are final. Mine site period costs The Company evaluates its mine site costs incurred, which are normally recorded to the carrying value of production-related inventories, to determine if costs incurred during the period qualify as Mine site period costs, the Company performs an analysis to determine the net realizable value of its inventory and determines whether costs incurred that are in excess of future estimated revenues are a result of recurring or significant downtime or delays, unusually high levels of repairs, inefficient operations, overuse of processing reagents, or other costs or activities that significantly increase the cost per ounce of production-related inventories and are considered unusual. If costs are determined to meet the criteria and, therefore, cannot be recorded to the carrying value of production-related inventories, then the Company recognizes such costs in the period incurred as Mine site period costs , which is included in Cost of sales on the consolidated statements of operations. Write-down of production inventories The recovery of gold and silver at the Hycroft Mine is currently accomplished through a heap leaching process, the nature of which limits the Company’s ability to precisely determine the recoverable gold ounces in ore on leach pads. The Company estimates the quantity of recoverable gold ounces in ore on leach pads using surveyed volumes of material, ore grades determined through sampling and assaying of blastholes, crushed ore sampling, solution sampling, and estimated recovery percentages based on ore type and domain. The estimated recoverable gold ounces placed on the leach pads are periodically reconciled by comparing the related ore gold contents to the actual gold ounces recovered (metallurgical balancing). Changes in recovery rate estimates from metallurgical balancing that do not result in write-downs are accounted for on a prospective basis. When a write-down is required, production-related inventories are adjusted to net realizable value with adjustments recorded as Write-down of production inventories , which is included in Cost of sales in the consolidated statements of operations. See Note 4 - Inventories for additional information on the Company's write-downs. Stock-based compensation Stock-based compensation costs for non-employee Directors and eligible employees are measured at fair value on the date of grant. Stock-based compensation costs are charged to General and administrative on the consolidated statements of operations over the requisite service period. The fair value of awards is determined using the stock price on either the date of grant (if subject only to service conditions) or the date that the Compensation Committee of the Board of Directors establishes applicable performance targets (if subject to performance conditions). The Company estimates forfeitures at the time of grant and revises those estimates in subsequent periods through the final vesting date. See Note 15 - Stock-Based Compensation for additional information. Phantom shares Non-employee members of Seller’s Board of Directors received phantom shares of stock pursuant to a Non-Employee Director Phantom Stock Plan. For grants issued during the years ended 2015 and 2016, the cash payment was equal to the fair market value of one share of common stock of Seller at the date of payment. Under the grant agreements, each phantom share vested on the date of grant and entitled the participant to a cash payment. For grants issued during 2020, 2019 and 2018, the cash payment was equal to the greater of the (1) grant date value, or (2) the fair market value of one share of common stock of Seller at the date of payment. All phantom shares issued by Seller were terminated and paid in connection with the Recapitalization Transaction. See Note 15 - Stock-Based Compensation and Note 19 - Fair Value Measurements for additional information. Reorganization items On March 10, 2015, a predecessor of the Company filed voluntary petitions for relief under Chapter 11 of Title 11 of the United States Code with the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”). Expenses directly associated with finalizing the Chapter 11 cases before the Bankruptcy Court are reported as Reorganization items in the consolidated statements of operations. Income taxes The Company accounts for income taxes using the liability method, recognizing certain temporary differences between the financial reporting basis of the Company’s liabilities and assets and the related income tax basis for such liabilities and assets. This method generates either a net deferred income tax liability or asset for the Company, as measured by the statutory tax rates in effect at the anticipated time of reversal. The Company derives its deferred income tax provision or benefit by recording the change in either the net deferred income tax liability or asset balance for the year. See Note 16 - Income Taxes for additional information. The Company’s deferred income tax assets include certain future tax benefits. The Company records a valuation allowance against any portion of those deferred income tax assets when it believes, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred income tax asset will not be realized. Evidence evaluated includes past operating results, forecasted earnings, estimated future taxable income, and prudent and feasible tax planning strategies. The assumptions utilized in determining future taxable income require significant judgment and are consistent with the plans and estimates used to manage the underlying business. As necessary, the Company also provides reserves against the benefits of uncertain tax positions taken on its tax filings. The necessity for and amount of a reserve is established by determining, based on the weight of available evidence, the amount of benefit that is more likely than not to be sustained upon audit for each uncertain tax position. The difference, if any, between the full benefit recorded on the tax return and the amount more likely than not to be sustained is recorded as a liability on the Company’s consolidated balance sheets unless the additional tax expense that would result from the disallowance of the tax position can be offset by a net operating loss, a similar tax loss, or a tax credit carryforward. In that case, the reserve is recorded as a reduction to the deferred tax asset associated with the applicable net operating loss, similar tax loss, or tax credit carryforward. Derivative instruments The Company recognizes all derivatives as either assets or liabilities and measures those instruments at fair value. Changes in the fair value of derivative instruments, together with any gains or losses on derivative settlements and transactions, are recorded in earnings in the period in which they occur. In estimating the fair value of derivative instruments, the Company is required to apply judgments and make assumptions that impact the amount recorded for such derivative instruments. The Company does not hold derivative instruments for trading purposes. As of December 31, 2020, the Company’s only recorded derivatives were for the Seller Warrants and Private Warrants (as defined herein) (see Note 19 - Fair Value Measurements for additional detail). Fair value measurements Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements , defines fair value and establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described below: Level 1 – Unadjusted quoted prices in active markets that are accessible at the measurement date for identical unrestricted assets or liabilities. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis; Level 2 – Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3 – Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity). Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Certain financial instruments, including Cash , Restricted cash , Accounts receivable , Prepaids and other , Accounts payable, and Interest payable are carried at cost, which approximates their fair value due to the short-term nature of these instruments. See Note 19 - Fair Value Measurements for additional information. Recently adopted accounting pronouncements In August 2018, the FASB issued Accounting Standards Update ("ASU") 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurements (“ASU 2018-13”), which amends the disclosure requirements for fair value measurements in Topic 820 based on the considerations of costs and benefits. Under ASU 2018-13, certain disclosures were modified or eliminated, while other disclosures were added. The Company's adoption of ASU 2018-13 on January 1, 2020 did not materially affect its financial statement disclosures. Accounting pronouncements not yet adopted In February 2016, the FASB issued ASU No. 2016-02, Leases ("ASU 2016-02"). The new standard establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the consolidated statements of operations and classification within the consolidated statement of cash flows. In October 2019, the FASB issued ASU No. 2019-10, Financial Instruments - Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842) ("ASU 2019-10") that amends the effective date of ASU 2016-02 for emerging growth companies, such that the new standard is effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. As the Company qualifies as an emerging growth company, the Company has elected to take advantage of the deferred effective date afforded to emerging growth companies. A modified retrospective transition approach is required to either the beginning of the earliest period presented or the beginning of the year of adoption. The Company has compiled its leases and is in the process of estimating the impact of adopting this ASU. In August 2020, the FASB issued ASU No. 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”). ASU 2020-06 simplifies guidance on accounting for convertible instruments and contracts in an entity’s own equity including calculating diluted earnings per share. For emerging growth companies, the new guidance is effective for annual periods beginning after December 15, 2022. As the Company qualifies as an emerging growth company, the Company plans to take advantage of the deferred effective date afforded to emerging growth companies. The Company is currently evaluating the impact that adopting this update will have on its consolidated financial statements and related disclosures. |
Recapitalization Transaction
Recapitalization Transaction | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Business Combinations [Abstract] | ||
Recapitalization Transaction | Recapitalization Transaction On May 29, 2020, the Company, formerly known as Mudrick Capital Acquisition Corporation, consummated the Recapitalization Transaction as contemplated by a purchase agreement dated January 13, 2020, as amended on February 26, 2020 (the “Purchase Agreement”), by and among the Company, MUDS Acquisition Sub, Inc. (“Acquisition Sub”) and Seller. Pursuant to the Purchase Agreement, Acquisition Sub acquired all of the issued and outstanding equity interests of the direct subsidiaries of Seller and substantially all of the other assets of Seller and assumed substantially all of the liabilities of Seller. In conjunction with the Recapitalization Transaction, Seller’s indebtedness existing prior to the Recapitalization Transaction was either repaid, exchanged for indebtedness of the Company, exchanged for shares of common stock or converted into shares of Seller common stock, and the Company’s post-Recapitalization Transaction indebtedness included amounts drawn under the Sprott Credit Agreement and the assumption of the newly issued Subordinated Notes (as such terms are defined herein). Upon closing of the Recapitalization Transaction, the Company’s unrestricted cash available for use totaled $68.9 million, and the number of shares of common stock issued and outstanding totaled 50,160,042. In addition, upon closing, the Company had 34,289,999 outstanding warrants to purchase an equal number of shares of common stock at $11.50 per share and 12,721,623 warrants to purchase 3,210,213 shares of common stock at a price of $44.82 per share. Prior to the Recapitalization Transaction, the Company was a blank check special purpose acquisition corporation (“SPAC”) with no business operations and on May 29, 2020 had assets and liabilities consisting primarily of $10.4 million of cash and $6.9 million of liabilities for Accounts payable , accrued expenses, and deferred underwriting fees. As described in Note 2 - Summary of Significant Accounting Policies , the Company accounted for the Recapitalization Transaction as a reverse recapitalization in which the Company’s financial statements reflect a continuation of Seller. The material financial effects and actions arising from the Recapitalization Transaction, were as follows (the defined terms that follow are included elsewhere in these financial statements): Common stock and warrant transactions a. The Company issued, in a private placement transaction, an aggregate of 7.6 million shares of common stock and 3.25 million warrants to purchase shares of common stock at a price of $10.00 per share for aggregate gross cash proceeds of $76.0 million. b. Pursuant to a forward purchase contract, the Company issued 0.625 million shares of common stock and 2.5 million units, with each unit consisting of one share of common stock and one warrant to purchase one share of common stock at an exercise price of $11.50 per share for gross cash proceeds of $25.0 million. The warrants included in the units have substantially the same terms as the private placement warrants. The Company also converted 5.2 million shares of MUDS Class B common stock into the same number of shares of common stock, of which 3.5 million shares were surrendered to Seller as transaction consideration. Refer to Note 11 - Warrant Liabilities and Note 13 - Stockholders' Equity for further detail on the warrants issued. c. The Company received $10.4 million of cash proceeds from the SPAC trust associated with the 1.2 million shares of common stock that were not redeemed by the Company's public stockholders. Additionally, the Company has outstanding 28.5 million warrants to purchase shares of common stock at a price of $11.50 per share that were issued to the Company's public stockholders at the time of the SPAC’s initial public offering (see Note 11 - Warrant Liabilities and Note 13 - Stockholders' Equity for further detail on the warrants issued). d. The Company assumed the obligations with respect to 12.7 million Seller Warrants (as defined herein), which Seller Warrants became exercisable to purchase shares of common stock at an exercise price as of July 1, 2020 of $44.82 per share. Since July 1, 2020, each Seller Warrant was exercisable into approximately 0.2523 shares of common stock for a total of 3,210,213 shares of common stock. The exercise price and the conversion factor were further adjusted during the year ended December 31, 2020 to an exercise price of $41.26 per share and each Seller Warrant was exercisable for 0.27411 shares of common stock for a total of 3,487,168 shares of common stock. Subsequently, as of January 19, 2021, the Seller Warrants were subject to a further adjustment to an exercise price of $40.31 per share and each Seller Warrant was exercisable for 0.28055 shares of common stock for a total of 3,569,051 shares of common stock. Refer to Note 11 - Warrant Liabilities for further detail. Seller’s pre-Recapitalization Transaction indebtedness a. Seller’s $125.5 million First Lien Agreement with the Bank of Nova Scotia, as agent, and a $6.9 million promissory note plus accrued and unpaid interest were repaid with cash. b. $48.5 million of Seller’s 1.25 Lien Notes were exchanged, and subsequently cancelled, for 4.85 million shares of common stock and the remaining $80.0 million in aggregate principal amount of Seller’s 1.25 Lien Notes were exchanged for $80.0 million in aggregate principal amount of new Subordinated Notes of the Company. c. After giving effect to the 1.5 Lien Notes’ 110% repurchase feature, $145.7 million of Seller’s 1.5 Lien Notes plus accrued and unpaid interest were exchanged, and subsequently cancelled, for 16.0 million shares of common stock. d. Prior to close, a total of $221.3 million of Seller’s 2.0 Lien Notes were converted into 132.8 million shares of Seller common stock and, together with the existing 2.9 million shares of Seller’s common stock issued and outstanding, received transaction consideration of 15.1 million shares of common stock distributed by Seller, including 3.5 million surrendered shares received by Seller from the Company. The consideration initially received by Seller was promptly distributed to the its stockholders on a pro rata basis pursuant to Seller’s plan of dissolution. Sprott entity transactions a. The Company assumed the amended Sprott Credit Agreement and was advanced $70.0 million of cash, subject to an original issue discount of 2.0%. Pursuant to the Sprott Credit Agreement, the Company issued approximately 0.5 million shares of common stock to the Lender, which was equal to 1.0% of the Company’s post-closing shares of common stock issued and outstanding. b. The Company entered into the Royalty Agreement among Hycroft Mining Holding Corporation, its wholly subsidiary Hycroft Resources and Development, LLC and Sprott Private Resource Lending II (CO) Inc. ("Sprott Royalty Agreement"), pursuant to which the Company received $30.0 million of cash proceeds and incurred a 1.5% net smelter royalty payment obligation, payable monthly, relating to the Hycroft Mine’s monthly production (see Note 10 - Royalty Obligation ). Other items a. Seller retained a reserve of $2.3 million in cash for use in the dissolution of Seller. b. A $2.5 million cash payment was made and approximately 0.04 million shares of common stock were issued to the Company’s underwriter, Cantor Fitzgerald & Co. (“Cantor”), pursuant to an underwriting agreement. Additionally, a $2.0 million payment was made to Cantor at closing in connection with shares of common stock held by Cantor, which were not redeemed from the SPAC trust balance prior to closing. c. The Company remitted $1.8 million of cash to holders of Seller’s deferred phantom units and paid $7.4 million of cash for additional transaction costs. Upon closing of the Recapitalization Transaction and after giving effect to the terms of the business combination, the former holders of Seller’s indebtedness and common stock, including affiliated entities of such former holders, owned approximately 96.5% of the issued and outstanding common stock. The following table summarizes the ownership of the Company’s common stock issued and outstanding upon closing of the Recapitalization Transaction: Shares Ownership % Former Seller stockholders and affiliated entities 48,421,309 96.5 % Former MUDS public stockholders (1) 1,197,704 2.4 % Lender to Sprott Credit Agreement 496,634 1.0 % Cantor Fitzgerald & Co. 44,395 0.1 % Total shares issued and outstanding 50,160,042 100.0 % (1) Includes 200,000 shares held by Cantor. | Recapitalization Transaction On May 29, 2020, the Company, formerly known as Mudrick Capital Acquisition Corporation, consummated a business combination transaction (the “Recapitalization Transaction”) as contemplated by a purchase agreement dated January 13, 2020, as amended on February 26, 2020 (the “Purchase Agreement”), by and among the Company, MUDS Acquisition Sub, Inc. (“Acquisition Sub”) and Hycroft Mining Corporation (“Seller”). Pursuant to the Purchase Agreement, Acquisition Sub acquired all of the issued and outstanding equity interests of the direct subsidiaries of Seller and substantially all of the other assets of Seller and assumed substantially all of the liabilities of Seller. In conjunction with the Recapitalization Transaction, Seller’s indebtedness existing prior to the Recapitalization Transaction was either repaid, exchanged for indebtedness of the Company, exchanged for shares of common stock or converted into shares of Seller common stock, and the Company’s post-Recapitalization Transaction indebtedness included amounts drawn under the Sprott Credit Agreement and the assumption of the newly issued Subordinated Notes (as such are defined herein). Upon closing of the Recapitalization Transaction, the Company’s unrestricted cash available for use totaled $68.9 million, and the number of shares of common stock issued and outstanding totaled 50,160,042. In addition, upon closing, the Company had 34,289,999 outstanding warrants to purchase an equal number of shares of common stock at $11.50 per share and 12,721,623 warrants to purchase 3,210,213 shares of common stock at a price of $44.82 per share. Prior to the Recapitalization Transaction, the Company was a blank check special purpose acquisition corporation (“SPAC”) with no business operations and on May 29, 2020 had assets and liabilities consisting primarily of $10.4 million of cash and $6.9 million of liabilities for accounts payable, accrued expenses, and deferred underwriting fees. As described in Note 2 - Summary of Significant Accounting Policies , the Company accounted for the Recapitalization Transaction as a reverse recapitalization in which the Company’s financial statements reflect a continuation of Seller. The material financial effects and actions arising from the Recapitalization Transaction, which are described in detail elsewhere in these financial statements, were as follows (the defined terms that follow are included elsewhere in these financial statements): Common stock and warrant transactions a. The Company issued, in a private placement transaction, an aggregate of 7.6 million shares of common stock and 3.25 million warrants to purchase shares of common stock at a price of $10.00 per share for aggregate gross cash proceeds of $76.0 million. The warrants were exercisable into 3.25 million shares for $11.50 per warrant. These warrants are included with the 5-Year Public Warrants because they may be mandatorily redeemed under the terms in the warrant agreement. Refer to Note 13 - Stockholders' Equity for further detail. b. Pursuant to a forward purchase contract, the Company issued 3.125 million shares of common stock and 2.5 million warrants to purchase shares of common stock having substantially the same terms as the private placement warrants for gross cash proceeds of $25.0 million. The Company also converted 5.2 million shares of MUDS Class B common stock into the same number of shares of common stock, of which 3.5 million shares were surrendered to Seller as transaction consideration. The 2.5 million warrants were exercisable into 2.5 million shares at an exercise price of $11.50 per warrant. These warrants are included with the 5-Year Private Warrants because they cannot be mandatorily redeemed under the terms of the warrant agreement. Refer to Note 11 - Warrant Liabilities for further detail. c. The Company received $10.4 million of cash proceeds from the SPAC trust associated with the 1.2 million shares of common stock that were not redeemed by the Company's public stockholders. Additionally, the Company has outstanding 27.9 million warrants to purchase shares of common stock at a price of $11.50 per share that were issued in a unit offering to the Company's public stockholders at the time of the SPAC’s initial public offering and the Company has outstanding 7.74 million warrants to purchase shares of common stock at a price of $11.50 per share that were sold to the Sponsor and underwriter, Cantor Fitzgerald & Co. These warrants are included with the 5-Year Private Warrants because they cannot be mandatorily redeemed under the terms of the warrant agreement. Refer to Note 11 - Warrant Liabilities for further detail. d. The Company assumed the obligations with respect to 12.7 million Seller Warrants (as defined herein), which Seller Warrants became exercisable to purchase shares of common stock at an exercise price as of July 1, 2020 and December 31, 2020, of $44.82 per share (see Note 11 - Warrant Liabilities ). Since July 1, 2020, each Seller Warrant was exercisable into approximately 0.2523 shares of common stock for a total of 3,210,213 shares of common stock. The exercise price and the conversion factor were further adjusted during the year ended December 31, 2020 to an exercise price of $41.26 per share and each Seller Warrant was exercisable for 0.27411 shares of common stock for a total of 3,487,168 shares of common stock. Subsequently, as of January 19, 2020, the Seller Warrants were subject to a further adjustment to an exercise price of $40.31 per share and each Seller Warrant was exercisable for 0.28055 shares of common stock for a total of 3,569,051 shares of common stock. Refer to Note 11 - Warrant Liabilities for further detail. Seller’s pre-Recapitalization Transaction indebtedness a. Seller’s $125.5 million First Lien Agreement with the Bank of Nova Scotia, as agent, and $6.9 million promissory note plus accrued and unpaid interest were repaid with cash (see Note 9 - Debt, Net ). b. $48.5 million of Seller’s 1.25 Lien Notes were exchanged, and subsequently cancelled, for 4.85 million shares of common stock and the remaining $80.0 million of Seller’s 1.25 Lien Notes were exchanged for $80.0 million in aggregate principal of new Subordinated Notes of the Company (see Note 9 - Debt, Net ). c. After giving effect to the 1.5 Lien Notes’ 110% repurchase feature, $145.7 million of Seller’s 1.5 Lien Notes plus accrued and unpaid interest were exchanged, and subsequently cancelled, for 16.0 million shares of common stock (see Note 9 - Debt, Net ). d. Prior to close, a total of $221.3 million of Seller’s 2.0 Lien Notes were converted into 132.8 million shares of Seller common stock and, together with the existing 2.9 million shares of Seller’s common stock issued and outstanding, received transaction consideration of 15.1 million shares of common stock distributed by Seller, including 3.5 million surrendered shares received by Seller from the Company (see Note 9 - Debt, Net ). The consideration initially received by Seller was promptly distributed to the its stockholders on a pro rata basis pursuant to Seller’s plan of dissolution. Sprott entity transactions a. The Company assumed the amended Sprott Credit Agreement and was advanced $70.0 million of cash, subject to an original issue discount of 2.0% (see Note 9 - Debt, Net ). Pursuant to the Sprott Credit Agreement, the Company issued approximately 0.5 million shares of common stock to the Lender, which was equal to 1.0% of the Company’s post-closing shares of common stock issued and outstanding. b. The Company entered into the Royalty Agreement among Hycroft Mining Holding Corporation, its wholly subsidiary Hycroft Resources and Development, LLC and Sprott Private Resource Lending II (CO) Inc. ("Sprott Royalty Agreement"), pursuant to which the Company received $30.0 million of cash proceeds and incurred a 1.5% net smelter royalty payment obligation, payable monthly, relating to the Hycroft Mine’s monthly production (see Note 10 - Royalty Obligation ). Other items a. Seller retained a reserve of $2.3 million in cash for use in the dissolution of Seller. b. A $2.5 million cash payment was made and approximately 0.04 million shares of common stock were issued to the Company’s underwriter, Cantor Fitzgerald & Co. (“Cantor”), pursuant to an underwriting agreement. Additionally, a $2.0 million payment was made to Cantor at closing in connection with shares of common stock held by Cantor, which were not redeemed from the SPAC trust balance prior to closing. c. The Company remitted $1.8 million of cash to holders of Seller’s deferred phantom units (see Note 19 - Fair Value Measurements ) and paid $7.4 million of cash for additional transaction costs. Upon closing of the Recapitalization Transaction and after giving effect to the terms of the business combination, the former holders of Seller’s indebtedness and common stock, including affiliated entities of such former holders, owned approximately 96.5% of the issued and outstanding common stock. The following table summarizes the ownership of the Company’s common stock issued and outstanding upon closing of the Recapitalization Transaction: Shares Ownership % Former Seller stockholders and affiliated entities 48,421,309 96.5 % Former MUDS public stockholders (1) 1,197,704 2.4 % Lender to Sprott Credit Agreement 496,634 1.0 % Cantor Fitzgerald & Co. 44,395 0.1 % Total shares issued and outstanding 50,160,042 100.0 % (1) Includes 200,000 shares held by Cantor. |
Inventories
Inventories | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Inventory Disclosure [Abstract] | ||
Inventories | Inventories The following table provides the components of Inventories and the estimated recoverable gold ounces therein (dollars in thousands): March 31, 2021 December 31, 2020 Amount Gold Ounces Amount Gold Ounces Materials and supplies $ 6,282 — $ 6,449 — Merrill-Crowe process plant 5,753 3,300 4,810 2,587 Carbon-in-column 2,750 1,703 299 166 Finished good (doré and off-site carbon) 4,165 2,489 1,309 710 Total $ 18,950 7,492 $ 12,867 3,463 As of March 31, 2021 and December 31, 2020, in-process inventories and finished goods inventories included $0.7 million and $0.3 million, respectively of capitalized depreciation and amortization costs. The following table summarizes Ore on leach pads and the estimated recoverable gold ounces therein (dollars in thousands): March 31, 2021 December 31, 2020 Amount Gold Ounces Amount Gold Ounces Ore on leach pads, current $ 33,090 20,140 $ 38,041 21,869 Ore on leach pads, non-current 9,243 5,626 7,243 4,164 Total $ 42,333 25,766 $ 45,284 26,033 As of March 31, 2021 and December 31, 2020 (net of write-downs discussed below), Ore on leach pads, current included $2.4 million and $1.8 million, respectively, of capitalized depreciation and amortization costs. Additionally, as of March 31, 2021 and December 31, 2020 Ore on leach pads, non-current included $2.3 million and $0.4 million respectively, of capitalized depreciation and amortization costs. Write-down of production inventories The estimated recoverable gold ounces placed on the leach pads are periodically reconciled by comparing the related ore contents to the actual gold ounces recovered (metallurgical balancing). The Company did not record a Write-down of production inventories during the three months ended March 31, 2021. During the three months ended March 31, 2020, based on metallurgical balancing results, the Company determined that 3,980 ounces of gold that had been placed on the leach pads were no longer recoverable and recognized a Write-down of production inventories on the consolidated statements of operations, which included Production costs of $6.5 million, and capitalized depreciation and amortization costs of $0.5 million. The write-offs of ounces during the three months ended March 31, 2020 were primarily due to mismanagement of the oxidation process, improper adjustments to variables in the oxidation process for changes in the ore type based on domain, and improper solution management. As a result, the Company determined it would recover less gold ounces than planned for those sectio ns of the leach pads. Mine site period costs During the three months ended March 31, 2021 and 2020, the Company incurred $10.2 million and $6.6 million, respectively of Mine site period costs (which included $0.6 million and $0.5 million of capitalized depreciation and amortization, respectively) that did not qualify for allocation to the Company's production-related inventories and, therefore, were expensed as incurred. Such period costs are generally the result of recurring or significant downtime or delays, unusually high levels of repairs, inefficient operations, overuse of processing reagents, inefficient cost-volume structures, or other unusual costs and activities, and cannot be recorded to production-related inventories based on the threshold established by the calculation of the estimated net realizable value per ounce of gold, which incorporates estimated future processing, refining, and selling costs, as well as the value for by-product silver. | Inventories The following table provides the components of inventories and the estimated recoverable gold ounces therein (in thousands, except ounces): December 31, 2020 December 31, 2019 Amount Gold Ounces Amount Gold Ounces Materials and supplies $ 6,449 — $ 2,559 — Merrill-Crowe process plant 4,810 2,587 1,004 691 Carbon-in-column 299 166 478 474 Finished good (doré) 1,309 710 412 278 Total $ 12,867 3,463 $ 4,453 1,443 As of both December 31, 2020 and December 31, 2019, in-process Inventories included $0.3 million of capitalized depreciation and amortization costs. The following table summarizes Ore on leach pads and the estimated recoverable gold ounces therein (in thousands, except ounces): December 31, 2020 December 31, 2019 Amount Gold Ounces Amount Gold Ounces Ore on leach pads, current $ 38,041 21,869 $ 22,062 17,019 Ore on leach pads, non-current 7,243 4,164 — — Total $ 45,284 26,033 $ 22,062 17,019 As of December 31, 2020 and December 31, 2019 (net of write-downs discussed below), Ore on leach pads, current included $1.8 million and $1.8 million, respectively, of capitalized depreciation and amortization costs. Additionally, as of December 31, 2020 and December 31, 2019 Ore on leach pads, non-current included $0.4 million and $0 respectively, of capitalized depreciation and amortization costs. Write-down of production inventories The estimated recoverable gold ounces placed on the leach pads are periodically reconciled by comparing the related ore contents to the actual gold ounces recovered (metallurgical balancing). During the year ended December 31, 2020, based on metallurgical balancing results, the Company determined that 10,492 ounces of gold that had been placed on the leach pads were no longer recoverable and wrote-off these ounces. As a result, during the year ended December 31, 2020, the Company recognized a Write-down of production inventories on the consolidated statements of operations, which included production costs of $16.7 million, and capitalized depreciation and amortization costs of $1.3 million. The write-off of ounces during the year ended December 31, 2020 was primarily due to mismanagement of the oxidation process, improper adjustments to variables in the oxidation process for changes in the ore type based on domain, and improper solution management. As a result, the Company determined it would recover less gold ounces than planned for those sectio ns of the leach pads. During the 2019 fourth quarter, based on metallurgical balancing results, the Company determined that 11,680 ounces of gold that had been placed on the leach pads were no longer recoverable and wrote-off these ounces. As a result of the write-off the Company recognized a Write-down of production inventories on the consolidated statements of operations of $16.4 million. Cash production costs written-off were $15.1 million and capitalized depreciation and amortization costs written-off were $1.3 million. The write-off of these ounces was primarily a result of mismanagement of solution flows. The lost gold and silver ounces were leached and captured in solution. However, prior to the solution being processed through the Merrill-Crowe plant, it was inadvertently commingled with barren solution and pumped to leach pads no longer in use, which will prevent it from being recovered in the future. Mine site period costs During the year ended December 31, 2020, the Company incurred $46.7 million (which included $3.0 million of capitalized depreciation and amortization incurred in 2020) of Mine site period costs (inclusive of depreciation and amortization expenses) that did not qualify for allocation to the Company's production-related inventories and, therefore, were expensed as incurred. Such period costs are generally the result of significant downtime or delays, abnormally high levels of repairs, inefficient operations, overuse of processing reagents, or other unusual costs and activities. In addition to the write-down related to metallurgical balancing during 2019, the Company incurred $2.2 million (which included $0.2 million of capitalized amortization incurred in 2019) of Mine site period costs (inclusive of depreciation and amortization expenses) that did not qualify for allocation to the Company's production-related inventories and, therefore, were expensed as incurred. |
Prepaids and Other
Prepaids and Other | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaids and Other | Prepaids and Other The following table provides the components of Prepaids and other and Other assets, non-current (dollars in thousands): March 31, December 31, Prepaids and other Prepaids $ 3,458 $ 3,198 Deposits 1,107 1,105 Total $ 4,565 $ 4,303 Other assets, non-current Equipment not in use $ 12,238 $ 12,238 Consignment inventory - supplies 1,770 885 Royalty - advance payment 480 360 Total $ 14,488 $ 13,483 Prepaids The following table provides the components of prepaids included in the above table (dollars in thousands): March 31, December 31, 2020 Prepaid insurance $ 2,549 $ 1,847 Mining claims and permitting fees 282 417 Subscription and license fees 280 259 Property taxes 177 — Equipment mobilization — 423 Other 170 252 Total $ 3,458 $ 3,198 Deposits Deposits include payments for rental equipment mobilization. Equipment not in use As of March 31, 2021, equipment not in use was classified as Other assets, non-current and included ball mills, SAG mills, regrind mills, and related motors and components that were previously purchased by a predecessor of the Company. During the second quarter of 2020, the Company engaged an international equipment broker to advertise equipment not in use for potential sale. There is a limited market for the Company's equipment not in use and any potential purchase would likely be subject to technical and commercial due diligence by the purchaser, as well as approval by the Company's Board of Directors. In the fourth quarter of 2020, the Company began reevaluating the best use of this equipment previously marketed for sale, while it continues to develop the proprietary two-stage sulfide heap oxidation and leaching process technology for its large-scale operation, and the Company paused the marketing of this equipment while it continues to develop the technology and process for a large-scale operation. As a result, equipment not in use is included in Other assets, non-current . Consignment inventory - supplies The Company has an inventory consignment agreement with a supplier of crusher parts that requires the supplier to maintain a specified inventory of replacement parts and components that are exclusively for purchase and use at the Hycroft Mine. As part of the agreement, the Company is required to make certain payments in advance of receiving such consignment inventory at the mine site. The Company records advance payments as prepaid supplies inventory within Other assets, non-current until such inventory is received, at which point, the amounts are reclassified to Inventories. Royalty - advance payment As of March 31, 2021, royalty-advance payments include annual advance payments for a portion of the Hycroft Mine that is subject to a mining lease requiring a 4% net profit royalty be paid to the owner of certain patented and unpatented mining claims. Refer to Note 21 - Commitments and Contingencies | Prepaids and Other The following table provides the components of Prepaids and other and Other assets, non-current (in thousands): December 31, December 31, Prepaids and other Prepaids $ 3,198 $ 2,109 Deposits 1,105 539 Total $ 4,303 $ 2,648 Other assets, non-current Equipment not in use $ 12,238 $ 19,683 Prepaid supplies consignment inventory 885 — Royalty - advance payment 360 120 Deferred future financing costs — 5,083 Total $ 13,483 $ 24,886 Prepaids As of December 31, 2020, prepaids primarily consisted of prepaid insurance ($1.8 million), mining claims and permitting fees ($0.4 million), prepaid equipment ($0.4 million), and subscription and license fees ($0.3 million). As of December 31, 2019, prepaids primarily consisted of prepaid insurance ($1.5 million), mining claims and permitting fees ($0.4 million), and subscription and license fees ($0.1 million). Equipment not in use As of December 31, 2020, equipment not in use classified as Other assets, non-current included ball mills, SAG mills, regrind mills, and related motors and components that were previously purchased by a predecessor of the Company. During the year ended December 31, 2020, the Company engaged an international equipment broker to advertise equipment not in use for potential sale. There is a limited market for the Company's equipment not in use and any potential purchase would likely be subject to technical and commercial due diligence by the purchaser, as well as approval by the Company's Board of Directors. As such, equipment not in use is not classified as held-for-sale, as it is uncertain if the Company will sell any of the equipment within one year, or if the Company will elect to sell such equipment at all. As a result, equipment not in use is included in Other assets, non-current. During the year ended December 31, 2020, the Company determined that the carrying amount of certain equipment not in use was higher than its fair value and such assets were written down to estimated fair value less costs to sell, resulting in an impairment loss of $5.3 million, which is reported as Impairment on equipment not in use on the consolidated statements of operations. In the fourth quarter of 2020, the Company began reevaluating the best use of its equipment previously marketed for sale, while it continues to develop the sulfide oxidation technology process for its large-scale operation. Additionally, in the fourth quarter of 2020, the Company has paused the marketing of this equipment while it continues to develop the technology and process for a large-scale operation. Prepaid supplies consignment inventory The Company has an inventory consignment agreement with a supplier of crusher parts that requires the supplier to maintain a specified inventory of replacement parts and components that are exclusively for purchase and use at the Hycroft Mine. As part of the agreement, the Company is required to make certain payments in advance of receiving such consignment inventory at the mine site. The Company records advance payments as prepaid supplies inventory within Other assets, non-current until such inventory is received, at which point, the amounts are reclassified to Inventories. Royalty - advance payment As of December 31, 2020, royalty-advance payments include annual advance payments for a portion of the Hycroft Mine that is subject to a mining lease requiring a 4% net profit royalty be paid to the owner of certain patented and unpatented mining claims. Refer to Note 22 - Commitments and Contingencies |
Plant, Equipment, and Mine Deve
Plant, Equipment, and Mine Development, Net | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||
Plant, Equipment, and Mine Development, Net | Plant, Equipment, and Mine Development, Net The following table provides the components of Plant, equipment, and mine development, net (dollars in thousands): Depreciation Life March 31, December 31, Leach pads Units-of-production $ 17,432 $ 17,432 Process equipment 5 - 15 years 17,459 16,065 Buildings and leasehold improvements 10 years 10,507 10,507 Mine equipment 5 - 7 years 6,707 5,961 Vehicles 3 - 5 years 1,227 991 Furniture and office equipment 7 years 341 322 Mine development Units-of-production 1,096 756 Mineral properties Units-of-production 37 37 Construction in progress and other 37,683 33,185 $ 92,489 $ 85,256 Less, accumulated depreciation and amortization (26,134) (25,033) Total $ 66,355 $ 60,223 During the three months ended March 31, 2021, new process equipment was placed into service ($1.4 million), new mine equipment was placed into service ($0.7 million), and construction of a new larger leach pad continued through February 2021 at which time construction was suspended ($3.2 million, including $0.7 million of capitalized interest), resulting in construction costs for the new larger leach pad of $34.1 million since commencing construction in 2020, which was the primary project included in construction in progress as of March 31, 2021. For the three months ended March 31, 2021 and the year ended December 31, 2020, certain leach pads ($11.2 million) were not actively used in the leaching process, and accordingly, the Company did not record any depletion for these leach pads. Mineral properties As of March 31, 2021, and December 31, 2020, Mineral properties included an asset retirement asset of $0.04 million that is being depreciated on a straight-line basis over the life of the Company’s only operating property, the Hycroft Mine. | Plant, Equipment, and Mine Development, Net The following table provides the components of plant, equipment, and mine development, net (in thousands): Depreciation Life December 31, December 31, Leach pads Units-of-production $ 17,432 $ 17,419 Process equipment 5 - 15 years 16,065 14,770 Buildings and leasehold improvements 10 years 10,507 10,507 Mine equipment 5 - 7 years 5,961 4,716 Vehicles 3 - 5 years 991 136 Furniture and office equipment 7 years 322 129 Mine development Units-of-production 756 119 Mineral properties Units-of-production 37 — Construction in progress and other 33,185 936 $ 85,256 $ 48,732 Less, accumulated depreciation and amortization (25,033) (17,208) Total $ 60,223 $ 31,524 During the year ended December 31, 2020, new process equipment was placed into service ($1.2 million), new mobile equipment was placed into service ($1.2 million), and construction of a new larger leach pad began ($30.9 million), which was the primary project included in construction in progress as of December 31, 2020. During the years ended December 31, 2020 and 2019, certain leach pads ($11.2 million) were not actively used in the leaching process, and accordingly, the Company did not record any depletion for these leach pads. Additionally, during the years ended December 31, 2020 and 2019, the Company did not acquire any plant, equipment, or mine development through non-cash capital leases. Mineral properties As of December 31, 2020, Mineral properties included an ARC asset of $0.04 million that is being depreciated on a straight-line basis over the life of the Company’s only operating property, the Hycroft Mine. |
Restricted Cash
Restricted Cash | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Cash and Cash Equivalents [Abstract] | ||
Restricted Cash | Restricted Cash The following table provides the components of Restricted cash (dollars in thousands): March 31, December 31, Reclamation surety bond cash collateral $ 39,700 $ 39,677 As of March 31, 2021, the Company's BLM reclamation obligation was secured with surety bonds totaling $59.9 million, which were partially collateralized by the Restricted cash | Restricted Cash The following table provides the components of restricted cash (in thousands): December 31, December 31, Reclamation surety bond cash collateral $ 39,677 $ 39,477 First Lien Agreement restricted cash - Note 10 — 3,270 Total $ 39,677 $ 42,747 As of December 31, 2020, the Company's BLM reclamation obligation was secured with surety bonds totaling $59.9 million, which were partially collateralized by the restricted cash shown above. Restricted cash from Seller's First Lien Agreement was released on May 29, 2020 when such indebtedness was repaid in conjunction with the Recapitalization Transaction (see Note 3 - Recapitalization Transaction ). |
Other Liabilities
Other Liabilities | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Other Liabilities Disclosure [Abstract] | ||
Other Liabilities | Other Liabilities The following table summarizes the components of Other liabilities, current and Other liabilities, non-current (dollars in thousands): March 31, December 31, Other liabilities, current Accrued compensation $ 2,106 $ 1,560 Salary continuation payments 1,533 1,215 Restricted stock units 837 913 Deferred payroll tax liability 471 436 Accrued directors fees 33 33 Total $ 4,980 $ 4,157 Other liabilities, non-current Salary continuation payments $ 904 $ 1,145 Deferred payroll tax liability 471 505 Total $ 1,375 $ 1,650 Salary continuation payments The Company has entered into separation agreements with former executives that provide for, among other things, continuation of such former executives' salaries and certain benefits for periods of 12-24 months from the date of separation. Deferred Payroll tax liability Under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”), the Company has deferred payment of certain employer payroll taxes, with 50% due December 31, 2021 and 50% due December 31, 2022. | Other Liabilities The following table summarizes the components of Other liabilities, current and Other liabilities, non-current (in thousands): December 31, December 31, (as restated) Other liabilities, current Accrued compensation, benefits, continuation obligation, and bonus 4,157 2,349 Accrued compensation for phantom shares - Note 15 — 1,590 Total $ 4,157 $ 3,939 Other liabilities, non-current Compensation and benefits continuation obligation $ 1,145 $ — Payroll tax liability 505 — Total $ 1,650 $ — Compensation and benefits continuation obligation The Company has entered into separation agreements with former executives that provide for, among other things, continuation of such former executives' salaries and certain benefits for periods of 12-24 months from the date of separation. |
Debt, Net
Debt, Net | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Debt Disclosure [Abstract] | ||
Debt, Net | Debt, Net Debt covenants The Company’s debt agreements contain representations and warranties, events of default, restrictions and limitations, reporting requirements, and covenants that are customary for agreements of these types. As of March 31, 2021, the Company was in compliance with all covenants under its debt agreements. Debt balances In February 2021, the Company financed the $0.4 million purchase of a rental fuel/lube truck with a note payable to the vendor with an interest rate of 0.99%, requiring equal monthly payments for 48 months. The following table summarizes the components of debt (dollars in thousands): March 31, December 31, Debt, net, current: Sprott Credit Agreement (1) $ 7,753 $ 5,274 Note payable 99 — Less, debt issuance costs (411) (154) Total $ 7,441 $ 5,120 Debt, net, non-current: Subordinated Notes $ 86,917 $ 84,797 Sprott Credit Agreement, net of original issue discount ($13.6 million, net) 61,901 61,894 Note payable 307 — Less, debt issuance costs (3,281) (4,026) Total $ 145,844 $ 142,665 (1) Amount includes: (i) $2.2 million of Additional Interest, as defined in the Sprott Credit Agreement, and (ii) $5.6 million scheduled principal payments under the Sprott Credit Agreement, all due in the next twelve months. The following table summarizes the Company's contractual payments of long-term debt, including current maturities, for the five years subsequent to March 31, 2021 (dollars in thousands): 2021 $ 7,698 2022 20,821 2023 24,516 2024 24,508 2025 93,020 Total 170,563 Less, original issue discount, net of amortization ($3.4 million) (13,586) Less, debt issuance costs, net of amortization ($0.4 million) (3,692) Total debt, net, current and non-current $ 153,285 Interest expense, net of capitalized interest The following table summarizes the components of recorded Interest expense, net of capitalized interest (dollars in thousands): Three Months Ended March 31, 2021 2020 Sprott Credit Agreement $ 2,640 $ — Subordinated Notes 2,120 — Amortization of debt issuance costs 335 672 Other interest expense 8 — 2.0 Lien Notes — 7,816 1.5 Lien Notes — 5,139 1.25 Lien Notes — 3,352 First Lien Agreement — 2,867 Promissory Note — 85 Capitalized interest (654) (44) Total $ 4,449 $ 19,887 The Company capitalizes interest to Plant, equipment, and mine development, net on the condensed consolidated balance sheets for construction projects in accordance with ASC Topic 835, Interest . Except for the First Lien Agreement and other interest expense, amounts shown in the table above represent non-cash interest expense charges. | Debt, Net Debt covenants The Company’s debt agreements contain representations and warranties, events of default, restrictions and limitations, reporting requirements, and covenants that are customary for agreements of these types. The Sprott Credit Agreement (as defined herein) contains covenants that, among other things, restrict or limit the ability of the Company to enter into encumbrances (other than Permitted Encumbrances), incur indebtedness (other than Permitted Indebtedness), dispose of its assets (other than Permitted Disposals), pay dividends, and purchase or redeem shares, as such terms are defined in the Sprott Credit Agreement. The Sprott Credit Agreement requires the Company to ensure that, at all times, both its Working Capital and Unrestricted Cash are at least $10.0 million, as such terms are defined in the Sprott Credit Agreement, and that at least every six months the Company demonstrate its ability to repay and meet all present and future obligations as they become due with a financial Model that uses consensus gold prices discounted by 5.0%, as such terms are defined in the Sprott Credit Agreement. The Subordinated Notes (as defined herein) include customary events of default, including those relating to a failure to pay principal or interest, a breach of a covenant, representation or warranty, a cross-default to other indebtedness, and non-compliance with security documents. As of December 31, 2020, the Company was in compliance with all covenants. Debt balances The following table summarizes the components of debt (in thousands): December 31, December 31, Debt, net, current: Sprott Credit Agreement (1) $ 5,274 $ — 2.0 Lien Notes — 208,411 1.5 Lien Notes — 137,050 First Lien Agreement — 125,468 1.25 Lien Notes — 77,212 Promissory Note — 6,773 Less, debt issuance costs (154) (949) Total $ 5,120 $ 553,965 Debt, net, non-current: Subordinated Notes $ 84,797 $ — Sprott Credit Agreement 61,894 — Less, debt issuance costs (4,026) — Total $ 142,665 $ — (1) Amount represents $1.6 million of Additional Interest (as defined in the Sprott Credit Agreement) plus 5.0% of the Company's outstanding debt balance as of December 31, 2020 under the Sprott Credit Agreement. The following table summarizes the Company's contractual payments of long-term debt, including current maturities, for the five years subsequent to December 31, 2020 (in thousands): 2021 $ 5,274 2022 16,698 2023 23,948 2024 23,948 2025 96,771 Total 166,639 Less, original issue discount (14,674) Less, debt issuance costs (4,180) Total debt, net, current and non-current $ 147,785 Sprott Credit Agreement On October 4, 2019, the Company, as borrower, certain subsidiaries of the Company, as guarantors, and Sprott Private Resource Lending II (Collector), LP. (“Lender”), as arranger, executed a secured multi-advance term credit facility pursuant to which Lender committed to make, subject to certain conditions set forth therein, term loans in an aggregate principal amount up to $110.0 million. On May 29, 2020, the Company entered into the Amended and Restated Credit Agreement (the “Sprott Credit Agreement”) to update the conditions precedent and effect certain other changes to conform to the details of the business combination. On May 29, 2020, at the consummation of the Recapitalization Transaction, the Company borrowed $70.0 million under the Sprott Credit Agreement, which was equal to the amount available under the first and second tranches, and issued to Lender 496,634 shares of common stock, which was equal to 1.0% of the Company’s post-closing shares of common stock outstanding. The Company paid an original issuance discount equal to 2.0% ($1.4 million) of the amount borrowed. The Company does not believe it is currently able to borrow under the third and final $40.0 million tranche of the Sprott Credit Agreement due to its inability to satisfy applicable conditions and production milestones required by certain conditions precedent to borrowing. As it relates to the $62.3 million initially recorded for the Sprott Credit Agreement on the May 29, 2020 closing of the Recapitalization Transaction, the Company recorded $70.0 million for the stated amount of the borrowing itself, $9.3 million for the additional interest payment obligation, and a $17.0 million discount (inclusive of the $1.4 million original issuance discount), which will be amortized to Interest expense, net of capitalized interest using the effective interest method over the term of the Sprott Credit Agreement. As of December 31, 2020, the interest rate charged on the outstanding principal balance of the Sprott Credit Agreement was 8.5%. Using the closing price of $12.65 per share of common stock on the Recapitalization Transaction date, the Company also recorded $6.3 million to Additional paid-in capital for the 496,634 shares of common stock issued to the Lender. Advances under the Sprott Credit Agreement bear interest monthly at a floating rate equal to 7.0% plus the greater of (i) U.S. Dollar three-month LIBOR and (ii) 1.5%, per annum, accruing daily and compounded monthly. For a period of twelve months following the May 29, 2020 initial advance date, no cash payments of interest or principal will be due, with 100% of interest accruing and being capitalized on a monthly basis to the outstanding principal balance of the Sprott Credit Agreement. Additionally, for each three-month period commencing on February 28, 2021 and ending on the maturity date, the Company shall pay Lender additional interest on the last business day of such three-month period, calculated according to a formula set forth in the Sprott Credit Agreement and currently equal to $0.5 million per quarter ($9.3 million in total over the life of the Sprott Credit Agreement). Upon a prepayment of the entire Sprott Credit Agreement, all remaining additional interest payments and all remaining and yet unpaid additional interest must be prepaid as well. The Company is required to make principal repayments beginning on August 31, 2021 and on the last business day every three months thereafter. The first four principal repayments are equal to two and one-half percent (2.5%) of the outstanding principal amount of the Sprott Credit Agreement on May 31, 2021 (including all capitalized interest thereon, if any, but excluding the principal repayment then due). All subsequent principal repayments are equal to seven and one-half (7.5%) of the outstanding principal amount of the Sprott Credit Agreement on May 31, 2021 (including all capitalized interest thereon, if any, but excluding the principal repayment then due). The entire outstanding balance of the Sprott Credit Agreement, together with all unpaid interest and fees (including all capitalized interest, if any), is due on the day that is five years from the last day of the month of the initial closing date, which shall be no later than May 31, 2025, the maturity date. The Company reviewed the features of the Sprott Credit Agreement for embedded derivatives, and determined no such instruments exist. The Sprott Credit Agreement may be repaid in whole or in part, at any time prior to the maturity date. Each prepayment or cancellation of the Sprott Credit Agreement (including capitalized interest, if any), whether in whole or in part, voluntarily or mandatory, subject to certain exceptions, that occurs on or prior to the fourth anniversary of the date of the initial advance is subject to a prepayment premium between 3.0% and 5.0%. The obligations of the Company under the Sprott Credit Agreement are guaranteed by Credit Parties and secured by a lien on all properties and assets now owned, leased or hereafter acquired or leased by any Credit Party, as such terms are defined and further detailed in the Sprott Credit Agreement. The Company is required to make prepayments of its outstanding principal balance equal to 50% or 100% of the proceeds received as outlined in the Sprott Credit Agreement. On October 31, 2020, the Company completed the sale of a SAG mill that was not in use for net proceeds of $2.3 million, of which $1.2 million was repaid in accordance with the Sprott Credit Agreement. Subordinated Notes In connection with the business combination and pursuant to a 1.25 Lien Exchange Agreement, on May 29, 2020, the Company assumed $80.0 million in aggregate principal amount of Seller’s 1.25 Lien Notes that were exchanged as part of the Recapitalization Transaction (the "Subordinated Notes”). The Subordinated Notes are secured and subordinate in priority to the obligations under the Sprott Credit Agreement. The Subordinated Notes bear interest at a rate of 10.0% per annum, payable in-kind on a quarterly basis. The principal on the new Subordinated Notes is due December 1, 2025. 2.0 Lien Notes As discussed in Note 3 - Recapitalization Transaction , on May 29, 2020, $221.3 million of Seller's 2.0 Lien Notes were converted into shares of Seller common stock which, along with all of Seller's other stockholders, as part of Sellers's plan of dissolution, received a pro rata distribution of common stock from Seller that was received by Seller as consideration from the Company. The Company recorded $74.6 million directly to retained earnings upon Seller's distribution of 14,795,153 shares of common stock to Seller's former 2.0 Lien Note holders, which represented the difference between the carrying value of the 2.0 Lien Notes and the value of the common stock received as consideration by Seller's former 2.0 Lien Note holders. The 2.0 Lien Notes bore interest at a rate of 15.0% per annum, payable in-kind on a quarterly basis, through the issuance of additional 2.0 Lien Notes. The 2.0 Lien Notes were converted into Seller common stock at a conversion price of $1.67 per share in accordance with the 2.0 Lien Agreement. While outstanding, the obligations under the 2.0 Lien Notes and the guarantees by the guarantors in respect thereof were secured by liens on substantially all assets of the Company and the guarantors, subject to the priority of the liens that secured the obligations under the First Lien Agreement, the 1.25 Lien Notes and the 1.5 Lien Notes. 1.5 Lien Notes As discussed in Note 3 - Recapitalization Transaction , on May 29, 2020, after giving effect to the 1.5 Lien Notes’ 110.0% repurchase feature, $145.7 million of Seller’s 1.5 Lien Notes plus accrued and unpaid interest were exchanged, and subsequently cancelled, for 16,025,316 shares of common stock. The Company recorded a $14.6 million loss directly to retained earnings upon such exchange, which represented 10.0% of the $145.7 million aggregate principal amount of 1.5 Lien Notes balance at the time of exchange. While outstanding, the 1.5 Lien Notes bore interest at a rate of 15.0% per annum, which was payable in-kind on a quarterly basis, through the issuance of additional 1.5 Lien Notes. While outstanding, the obligations under the 1.5 Lien Notes and the guarantees by the guarantors in respect thereof were secured by liens on substantially all assets of Seller and the guarantors, subject to the priority of the liens that secured the obligations of the First Lien Agreement and the 1.25 Lien Notes, but superior in priority to the liens that secured the obligations of the 2.0 Lien Notes and the unsecured obligations of Seller. 1.25 Lien Notes As discussed in Note 3 - Recapitalization Transaction , on May 29, 2020, $48.5 million in aggregate principal amount of Seller’s 1.25 Lien Notes, which bore interest at 15.0% per annum, payable in-kind, were exchanged, and subsequently cancelled, for 4,845,920 shares of common stock and the remaining $80.0 million aggregate principal amount of Seller’s 1.25 Lien Notes were exchanged for $80.0 million in aggregate principal amount of new Subordinated Notes that were assumed in the Recapitalization Transaction by the Company, bearing interest at a rate of 10.0% per annum, payable-in-kind. The 1.25 Lien Notes bore interest at a rate of 15.0% per annum, which was payable in-kind on a quarterly basis, through the issuance of additional 1.25 Lien Notes. While outstanding, the obligations under the 1.25 Lien Notes and the guarantees by the guarantors in respect thereof were secured by liens on substantially all assets of Seller and the guarantors, subject to the priority of the liens that secured the obligations of the First Lien Agreement, but superior in priority to the liens that secured the obligations of the 1.5 Lien Notes, the 2.0 Lien Notes and the unsecured obligations of Seller. First Lien Agreement As discussed in Note 3 - Recapitalization Transaction , on May 29, 2020, $125.5 million of outstanding principal under the First Lien Agreement with the Bank of Nova Scotia as agent, plus accrued interest, was repaid. Most recently, from January 31, 2020 through the repayment date, the First Lien Agreement bore interest at either LIBOR plus 7.5% or an Alternate Base Rate Canada plus 7.5%, as such terms were defined in the First Lien Agreement. The repayment of the First Lien Agreement and other obligations under the First Lien Agreement were guaranteed by all of the direct and indirect domestic subsidiaries of Seller. While outstanding, the obligations under the First Lien Agreement, the guarantees by the guarantors in respect thereof were secured by liens on substantially all of the assets of the Company and its subsidiaries. Upon repayment of the First Lien Agreement, $3.3 million of restricted cash was released to the Company (see Note 6 - Restricted Cash ). Promissory Note As discussed in Note 3 - Recapitalization Transaction , on May 29, 2020, a $6.9 million promissory note was repaid, the obligation of which related to a 2014 settlement with a vendor of a predecessor of Seller. Interest expense, net The following table summarizes the components of recorded interest expense (in thousands): Year Ended December 31, 2020 2019 2.0 Lien Notes $ 12,902 $ 28,537 1.5 Lien Notes 8,635 18,763 1.25 Lien Notes 6,218 5,241 First Lien Agreement 4,575 10,022 Sprott Credit Agreement 6,009 — Subordinated Notes 4,797 — Amortization of debt issuance costs 1,972 2,048 Promissory Note 141 786 Other interest expense 40 — Capitalized interest (1,831) (551) Total $ 43,458 $ 64,846 The Company capitalizes interest to Plant, equipment, and mine development, net on the consolidated balance sheets for construction projects in accordance with ASC Topic 835, Interest . Except for the First Lien Agreement and other interest expense, amounts shown in the table above represent non-cash interest expense charges. |
Royalty Obligation
Royalty Obligation | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Other Liabilities Disclosure [Abstract] | ||
Royalty Obligation | Royalty Obligation On May 29, 2020, the closing date of the Recapitalization Transaction, the Company and Sprott Private Resource Lending II (Co) Inc. (the “Payee”) entered into a royalty agreement with respect to the Hycroft Mine (the “Sprott Royalty Agreement”) in which Payee paid to the Company cash consideration in the amount of $30.0 million, for which the Company granted to Payee a perpetual royalty equal to 1.5% of the Net Smelter Returns from its Hycroft Mine, payable monthly. Net Smelter Returns for any given month are calculated as Monthly Production multiplied by the Monthly Average Gold Price and the Monthly Average Silver Price, minus Allowable Deductions, as such terms are defined in the Sprott Royalty Agreement. The Company is required to remit royalty payments to the Payee free and clear and without any present or future deduction, withholding, charge or levy on account of taxes, except Excluded Taxes as such term is defined in the Sprott Royalty Agreement.. The Company has the right to repurchase up to 33.3% (0.5% of the 1.5% royalty) of the royalty on each of the first and second anniversaries from May 29, 2020. The Sprott Royalty Agreement is secured by a first priority lien on certain property of the Hycroft Mine, including: (1) all land and mineral claims, leases, interests, and rights; (2) water rights, wells, and related infrastructure; and (3) stockpiles, buildings, structures, and facilities affixed to, or situated on, the Hycroft Mine, which ranks senior to security interests and liens granted pursuant to the Sprott Credit Agreement. In addition to the terms generally described above, the Sprott Royalty Agreement contains other terms and conditions commonly contained in royalty agreements of this nature. During the three months ended March 31, 2021, the Company recorded amortization of the royalty obligation of approximately $0.03 million and made payments of $0.4 million. As of March 31, 2021, $0.1 million of the royalty obligation was recorded as a current liability based upon the estimated gold and silver expected to be produced over the next 12 months, using the current mine plan, and current proven and probable mineral reserves. | Royalty Obligation On May 29, 2020, the closing date of the Recapitalization Transaction, the Company and Sprott Private Resource Lending II (Co) Inc. (the “Payee”) entered into a royalty agreement with respect to the Hycroft Mine (the “Sprott Royalty Agreement”) in which Payee paid to the Company cash consideration in the amount of $30.0 million, for which the Company granted to Payee a perpetual royalty equal to 1.5% of the Net Smelter Returns from its Hycroft Mine, payable monthly. Net Smelter Returns for any given month are calculated as Monthly Production multiplied by the Monthly Average Gold Price and the Monthly Average Silver Price, minus Allowable Deductions, as such terms are defined in the Sprott Royalty Agreement. The Company has the right to repurchase up to 33.3% (0.5% of the 1.5% royalty) of the royalty on each of the first and second anniversaries from May 29, 2020. The Sprott Royalty Agreement is secured by a first priority lien on certain property of the Hycroft Mine, including: (1) all land and mineral claims, leases, interests, and rights; (2) water rights, wells, and related infrastructure; and (3) stockpiles, buildings, structures, and facilities affixed to, or situated on, the Hycroft Mine, which ranks senior to security interests and liens granted pursuant to the Sprott Credit Agreement. In addition to the terms generally described above, the Sprott Royalty Agreement contains other terms and conditions commonly contained in royalty agreements of this nature. During the year ended December 31, 2020, the Company recorded amortization of the royalty obligation of approximately $0.04 million and made payments of $0.5 million. As of December 31, 2020, $0.1 million of the royalty obligation was recorded as a current liability based upon the estimated gold and silver expected to be produced over the next 12 months, using the current mine plan, and current proven and probable mineral reserves. |
Warrant Liabilities
Warrant Liabilities | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Equity [Abstract] | ||
Warrant Liabilities | Warrant Liabilities The following table summarizes the Company's outstanding warrants (dollars in thousands): 5-Year Private Warrants Seller Warrants Total Shares Amount Shares Amount Shares Amount Balance at January 1, 2021 9,888,415 $ 15,326 12,621,623 $ 63 22,510,038 $ 15,389 Fair value adjustments — (9,459) — (34) — (9,493) Balance at March 31, 2021 9,888,415 $ 5,867 12,621,623 $ 28 22,510,038 $ 5,897 5-Year Private Warrants Prior to the Recapitalization Transaction, MUDS issued 7,740,000 warrants to purchase 7,740,000 shares of common stock at an exercise price of $11.50 per share for a period of five years from the May 29, 2020 Recapitalization Transaction, and concurrently with the Recapitalization Transaction, the Company issued 2,500,000 private placement warrants as part of a forward purchase unit offering at an exercise price of $11.50 per share for a period of five years from the issuance date (collectively, the "5-Year Private Warrants"). The 5-Year Private Warrants cannot be redeemed and can be exercised on a cashless basis if the 5-Year Private Warrants are held by the initial purchasers or their permitted transferees. If the 5-Year Private Warrants are transferred to someone other than the initial purchasers or their permitted transferees ("Unrelated Third Party"), such warrants become redeemable by the Company under substantially the same terms as the 5-Year Public Warrants. As of March 31, 2021 and December 31, 2020, the Company had 9,888,415 5-Year Private Warrants outstanding, as 351,585 of such warrants were transferred to an Unrelated Third Party during the year ended December 31, 2020 and are therefore included in 5-Year Public Warrants. See Note 3 - Recapitalization Transaction for additional details on transactions to which these warrants were issued. Seller Warrants As part of the Recapitalization Transaction, the Company assumed the obligations and liabilities under that certain warrant agreement, dated as of October 22, 2015, by and between Seller and Computershare Inc., a Delaware corporation, and its wholly owned subsidiary Computershare Trust Company, N.A., a federally chartered trust company, collectively as initial warrant agent; and Continental Stock Transfer & Trust Company, LLC was named as the successor warrant agent (the “Seller Warrant Agreement”). Pursuant to the assumption of the Seller Warrant Agreement, the warrants issued thereunder (the “Seller Warrants”) became exercisable into shares of common stock. Upon assumption by the Company, the Seller Warrants were exercisable into 3,210,213 shares of common stock at an exercise price determined as of October 1, 2020 pursuant to the Seller Warrant Agreement of $44.82 per share upon exercise of the 12,721,623 outstanding Seller Warrants, with each warrant exercisable into 0.2523 shares of common stock, which exercise price and number of shares were subject to adjustment from time to time under the terms of the Seller Warrant Agreement. Seller Warrants have a seven-year term that expires in October 2022. As discussed below in the Public Offering Warrants section, in connection with the Public Offering, the Company determined that certain adjustments were required to be made to the terms of the Seller Warrants as a result of the issuance by the Company in the Public Offering of 4,951,388 units to “Restricted Persons” under the Seller Warrant Agreement. As a result of the adjustments required under the Seller Warrant Agreement, (1) the exercise price of each Seller Warrant decreased from $44.82 per share of common stock to $41.26 per share of common stock; and (2) the number of shares of common stock issuable upon exercise of each Seller Warrant increased from 0.25234 to 0.27411. Accordingly, as adjusted, the aggregate number of shares of common stock issuable upon full exercise of the 12,721,623 outstanding Seller Warrants increased from 3,210,213 shares to 3,487,168 shares of common stock. As a result of the Company authorizing the issuance of up to 2,508,002 shares under the Hycroft Mining Holding Corporation Incentive and Performance Plan (“Incentive Plan”), as of January 19, 2021, the Company elected to treat all shares issuable under the Incentive Plan as deemed issued to Restricted Persons and elected to prospectively reduce the exercise price of each Seller Warrant to $40.31 per share of common stock and increase the number of shares of common stock issuable upon exercise of each Seller Warrant to 0.28055. As a result, an aggregate of 3,569,051 shares of common stock are issuable upon exercise of the 12,721,623 outstanding Seller Warrants. The Seller Warrants are listed on the Nasdaq Capital Market under the symbol "HYMCZ". See Note 19 - Fair Value Measurements | Warrant Liabilities The following table summarizes the Company's outstanding warrants (U.S. dollars in thousands): 5-Year Private Warrants Seller Warrants Total Shares Amount Shares Amount Shares Amount Balance at January 1, 2020 — $ — 12,621,623 $ 18 12,621,623 $ 18 Additions 10,240,000 12,185 — — 10,240,000 12,185 Transfers (351,585) (581) — — (351,585) (581) Fair value adjustments — 3,722 — 45 — 3,767 Balance at December 31, 2020 9,888,415 $ 15,326 12,621,623 $ 63 22,510,038 $ 15,389 5-Year Private Warrants Prior to the Recapitalization Transaction, MUDS issued 7,740,000 warrants to purchase 7,740,000 shares of common stock at an exercise price of $11.50 per share for a period of five years from the May 29, 2020 Recapitalization Transaction, and concurrently with the Recapitalization Transaction, the Company issued 2,500,000 private placement warrants as part of a forward purchase unit offering at an exercise price of $11.50 per share for a period of five years from the issuance date (collectively, the "5-Year Private Warrants"). The 5-Year Private Warrants cannot be redeemed and can be exercised on a cashless basis if the 5-Year Private Warrants are held by the initial purchasers or their permitted transferees. If the 5-year Private Warrants are transferred to someone other than the initial purchasers or their permitted transferees ("Unrelated Third Party"), such warrants become redeemable by the Company under substantially the same terms as the 5-Year Public Warrants. As of December 31, 2020, the Company had 9,888,415 5-Year Private Warrants outstanding, as 351,585 of such warrants were transferred to an Unrelated Third Party during the year ended December 31, 2020 and are therefore considered 5-Year Public Warrants. See Note 3 - Recapitalization Transaction for additional details on transactions to which these warrants were issued. Seller Warrants As part of the Recapitalization Transaction, the Company assumed the obligations and liabilities under that certain warrant agreement, dated as of October 22, 2015, by and between Seller and Computershare Inc., a Delaware corporation, and its wholly owned subsidiary Computershare Trust Company, N.A., a federally chartered trust company, collectively as initial warrant agent; and Continental Stock Transfer & Trust Company, LLC was named as the successor warrant agent (the “Seller Warrant Agreement”). Pursuant to the assumption of the Seller Warrant Agreement, the warrants issued thereunder (the “Seller Warrants”) became exercisable into shares of common stock. Upon assumption by the Company, the Seller Warrants were exercisable into 3,210,213 shares of common stock at an exercise price determined as of October 1, 2020 pursuant to the Seller Warrant Agreement of $44.82 per share upon exercise of the 12,721,623 outstanding Seller Warrants, with each warrant exercisable into 0.2523 shares of common stock, which exercise price and number of shares were subject to adjustment from time to time under the terms of the Seller Warrant Agreement. Seller Warrants have a seven-year term that expires in October 2022. As discussed below in the Public Offering warrants section, in connection with the Public Offering, the Company determined that certain adjustments were required to be made to the terms of the Seller Warrants as a result of the issuance by the Company in the Public Offering of 4,951,388 units to “Restricted Persons” under the Seller Warrant Agreement. As a result of the adjustments required under the Seller Warrant Agreement, (1) the exercise price of each Seller Warrant decreased from $44.82 per share of common stock to $41.26 per share of common stock; and (2) the number of shares of common stock issuable upon exercise of each Seller Warrant increased from 0.25234 to 0.27411. Accordingly, as adjusted, the aggregate number of shares of common stock issuable upon full exercise of the 12,721,623 outstanding Seller Warrants increased from 3,210,213 shares to 3,487,168 shares of common stock. As a result of the Company authorizing the issuance of up to 2,508,002 shares under the Hycroft Mining Holding Corporation Incentive and Performance Plan (“Incentive Plan”), as of January 19, 2021, the Company elected to treat all shares issuable under the Incentive Plan as deemed issued to Restricted Persons and elected to prospectively reduce the exercise price of each Seller Warrant to $40.31 per share of common stock and increase the number of shares of common stock issuable upon exercise of each Seller Warrant to 0.28055. As a result, an aggregate of 3,569,051 shares of common stock are issuable upon exercise of the 12,721,623 outstanding Seller Warrants. See Note 19 - Fair Value Measurements |
Asset Retirement Obligation
Asset Retirement Obligation | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Asset Retirement Obligation Disclosure [Abstract] | ||
Asset Retirement Obligation | Asset Retirement Obligation ("ARO") During the three months ended March 31, 2021 and 2020, the Company incurred $0.1 million of Accretion | Asset Retirement Obligation The following table summarizes changes in the Company’s ARO (in thousands): 2020 2019 Balance at January 1, $ 4,374 $ 5,832 Accretion expense 374 422 Changes in estimates 37 (1,880) Balance at December 31, $ 4,785 $ 4,374 |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Equity [Abstract] | ||
Stockholders' Equity | Stockholders' Equity As of March 31, 2021, the total number of shares of all classes of capital stock that the Company has authority to issue is 410,000,000, of which 400,000,000 are common stock, par value $0.0001 per share, and 10,000,000 are preferred stock par value $0.0001 per share. The designations, powers, privileges and rights, and the qualifications, limitations or restrictions thereof in respect to each of our class of capital stock are discussed below. Common stock As of March 31, 2021, there were 59,901,306 shares of common stock issued and outstanding. Each holder of common stock is entitled to one vote for each share of common stock held by such holder. The holders of common stock are entitled to the payment of dividends and other distributions as may be declared from time to time by the Board of Directors in accordance with applicable law and to receive other distributions from the Company. Subject to the terms of the Recapitalization Transaction and as of May 29, 2020, certain new and existing holders of common stock of the Company are subject to lock-up periods, which ranged from six Preferred stock As of March 31, 2021, there were no shares of preferred stock issued and outstanding. Dividend policy The Company’s credit facility under the Sprott Credit Agreement contains provisions that restrict its ability to pay dividends. Public Offering Warrants On October 6, 2020, the Company issued 9,583,334 units in an underwritten public offering at an offering price of $9.00 per unit (the "Public Offering"), with each unit consisting of one share of common stock and one warrant to purchase one share of common stock at an exercise price of $10.50 per share (the "Public Offering Warrants"). Of the 9.6 million units issued, 5.0 million units were issued to Restricted Persons, as defined under the Seller Warrant Agreement. After deducting underwriting discounts and commission and offering expenses, the proceeds net of discount and equity issuance costs to the Company were $83.1 million. The Public Offering Warrants are immediately exercisable and entitle the holder thereof to purchase one share of common stock at an exercise price of $10.50 for a period of five years from the closing date of the Public Offering. The Company has certain abilities to call such Public Offering Warrants if the last reported sale price of common stock equals or exceeds $17.00 per share (as adjusted for share splits, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period. The shares of common stock and Public Offering Warrants were separated upon issuance in the Public Offering. The Public Offering Warrants are listed for trading on the Nasdaq Capital Market under the symbol "HYMCL". 5-Year Public Warrants Prior to the Recapitalization Transaction, MUDS issued 20,800,000 units, with each unit consisting of one share of common stock and one warrant to purchase one share of common stock at an exercise price of $11.50 per share for a period of five years from the May 29, 2020 Recapitalization Transaction (the "IPO Warrants"), and concurrently with the Recapitalization Transaction, the Company issued 3,249,999 warrants upon substantially similar terms as part of a backstop unit offering at an exercise price of $11.50 per share for a period of five years from the issuance date (the "Backstop Warrants" and collectively with the IPO Warrants, the "5-Year Public Warrants"). The Company has certain abilities to call the 5-year Public Warrants if the last reported sale price of common stock equals or exceeds $18.00 per share (as adjusted for share splits, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period. As of March 31, 2021 and December 31, 2020, the Company had 24,401,483 5-Year Public Warrants outstanding as 351,585 of the 5-Year Private Warrants were transferred to an Unrelated Third Party during the year ended December 31, 2020 and are therefore included in 5-Year Public Warrants. The 5-Year Public Warrants (other than the Backstop Warrants) are listed for trading on the Nasdaq Capital Market under the symbol "HYMCW". See Note 3 - Recapitalization Transaction for additional details on transactions to which the 5-Year Public Warrants were issued. | Stockholders' Equity Following the May 29, 2020 Recapitalization Transaction, as of December 31, 2020, the total number of shares of all classes of capital stock that the Company has authority to issue is 410,000,000, of which 400,000,000 are common stock, par value $0.0001 per share, and 10,000,000 are preferred stock par value $0.0001 per share. The designations, powers, privileges and rights, and the qualifications, limitations or restrictions thereof in respect to each of our class of capital stock are discussed below. Common stock As of December 31, 2020, there were 59,901,306 shares of common stock issued and outstanding. Each holder of common stock is entitled to one vote for each share of common stock held by such holder. The holders of common stock are entitled to the payment of dividends and other distributions as may be declared from time to time by the Board of Directors in accordance with applicable law and to receive other distributions from the Company. Subject to the terms of the Recapitalization Transaction and as of May 29, 2020, certain new and existing holders of common stock of the Company are subject to lock-up periods, which ranged from six Preferred stock As of December 31, 2020, there were no shares of preferred stock issued and outstanding. Dividend policy The Company’s credit facility under the Sprott Credit Agreement contains provisions that restrict its ability to pay dividends. For additional information see Note 9 - Debt, Net . Warrants In addition to the 5-Year Private Warrants and the Seller Warrants discussed above, the Company has Public Offering Warrants and 5-Year Public Warrants. The Company had a total of 56,494,855 warrants outstanding as of December 31, 2020. Public Offering Warrants On October 6, 2020, the Company issued 9,583,334 units in an underwritten public offering at an offering price to of $9.00 per unit (the "Public Offering"), with each unit consisting of one share of common stock and one warrant to purchase one share of common stock at an exercise price of $10.50 per share (“Public Offering Warrants”). Of the 9.6 million units issued, 5.0 million units were issued to Restricted Persons, as defined under the Seller Warrant Agreement. After deducting underwriting discounts and commission and offering expenses, the proceeds net of discount and equity issuance costs to the Company were $83.1 million. The Public Offering Warrants are immediately exercisable and entitle the holder thereof to purchase one share of common stock at an exercise price of $10.50 for a period of five years from the closing date of the Public Offering. The shares of common stock and the Public Offering Warrants were separated upon issuance in the Public Offering. The Public Offering Warrants are listed for trading on the Nasdaq Capital Market under the symbol "HYCML". 5-Year Public Warrants Prior to the Recapitalization Transaction, MUDS issued 20,800,000 units, with each unit consisting of one share of common stock and one warrant to purchase one share of common stock at an exercise price of $11.50 per share for a period of five years from the May 29, 2020 Recapitalization Transaction (the "IPO Warrants"), and concurrently with the Recapitalization Transaction, the Company issued 3,249,999 warrants upon substantially the same terms as part of a backstop unit offering at an exercise price of $11.50 per share for a period of five years from the issuance date (the "Backstop Warrants" and collectively with the IPO Warrants, the "5-Year Public Warrants"). During 2020, 351,585 5-Year Private Warrants were transferred from a 5-Year Private Warrant holder to an Unrelated Third Party and, accordingly those warrants are now included with the 5-Year Public Warrants. The Company has certain abilities to call the 5-Year Public Warrants if the last reported sale price of common stock equals or exceeds $18.00 per share (as adjusted for share splits, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period. As of December 31, 2020, the Company had 24,401,483 5-Year Public Warrants outstanding. The 5-Year Public Warrants (other than the Backstop Warrants) are listed for trading on the Nasdaq Capital Market under the symbol "HYMCW". See Note 3 - Recapitalization Transaction for additional details on transactions to which the 5-Year Public Warrants were issued. |
Revenues
Revenues | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | ||
Revenues | Revenues The table below is a summary of the Company’s gold and silver sales (dollars in thousands): Three Months Ended March 31, 2021 2020 Amount Ounces Amount Ounces Gold sales $ 17,541 9,830 $ 10,348 6,560 Silver sales 1,495 57,236 798 49,373 Total $ 19,036 $ 11,146 | Revenues The table below is a summary of the Company’s gold and silver sales (in thousands, except ounces sold): Year Ended December 31, 2020 2019 Amount Ounces Amount Ounces Gold sales $ 44,279 24,892 $ 12,803 8,593 Silver sales 2,765 136,238 906 52,036 Total $ 47,044 $ 13,709 |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | ||
Stock-Based Compensation | Stock-Based Compensation Performance and Incentive Pay Plan The Company's Performance and Incentive Pay Plan (the “PIPP”), which was approved on February 20, 2019 and amended on May 29, 2020 in connection with the Recapitalization Transaction, is a stock-based compensation plan to attract, retain and motivate employees and directors while directly linking incentives to increases in stockholder value. Terms and conditions (including performance-based vesting criteria) of awards granted under the PIPP are established by the Board of Directors or the Compensation Committee of the Board of Directors, who administer the PIPP. Awards may be granted in a variety of forms, including restricted stock, restricted stock units, stock options, stock appreciation rights, performance awards, and other stock-based awards. The number of shares of common stock made available for award under the PIPP is equal to 5.0% of the issued and outstanding shares of the Company's common stock immediately after the close of the Recapitalization Transaction, or 2,508,002 shares. There are currently 1,146,784 shares available for issuance under the PIPP. There are no equity compensation plans not approved by stockholders. As of March 31, 2021, all awards granted under the PIPP were in the form of restricted stock units to employees or consultants of the Company. Restricted stock units granted to employees under the PIPP without performance-based vesting criteria typically vest in either equal annual installments over two two two For restricted stock units granted in the first quarter of 2019 that had not vested as of March 31, 2021 a price per share was not determined as of the grant date. The number of shares of common stock of the Company to be issued upon vesting is to be calculated on the vesting date, which is either the second or third anniversary of the date of the grant, or the annual date the compensation committee determines the achievement of the corporate performance targets. Such unvested restricted stock unit awards are included in Other liabilities, non-current . Refer to Note 8 - Other Liabilities for further detail. The following table summarizes the Company’s stock-based compensation cost and unrecognized stock-based compensation cost by plan (dollars in thousands): Performance and Incentive Pay Three months ended March 31, 2021 Three months ended March 31, 2020 Non-vested at beginning of year $ 2,870 $ 2,509 Granted 4,804 — Canceled/forfeited (158) (1,339) Vested (581) (583) Non-vested at end of period $ 6,935 $ 587 In connection with the closing of the Recapitalization Transaction on May 29, 2020, approximately 0.1 million restricted stock units, which were granted in 2019, vested at an average price of $12.65 per share, the closing price of common stock on the date of the Recapitalization Transaction. On June 1, 2020, approximately 0.1 million restricted stock units vested at an average price of $11.50 per share, the closing price of common stock on such vesting date. During the three months ended March 31, 2021 and the year ended December 31, 2020, the Company reclassified $0.1 million and $1.8 million from Other liabilities, current to Additional paid-in capital for restricted stock units that vested. Shares of the Company’s common stock were issued for the vested restricted stock units held by former employees as of December 31, 2020; however, shares of common stock for such awards will not be issued to current employees until the Conversion Date, as defined in the equity award agreements. Non-Employee Director Phantom Stock Plan | Stock-Based Compensation Performance and Incentive Pay Plan The Company's Performance and Incentive Pay Plan (the “PIPP”), which was approved on February 20, 2019 and amended on May 29, 2020 in connection with the Recapitalization Transaction, is a stock-based compensation plan to attract, retain and motivate employees and directors while directly linking incentives to increases in stockholder value. Terms and conditions (including performance-based vesting criteria) of awards granted under the PIPP are established by the Board of Directors or the Compensation Committee of the Board of Directors, who administer the PIPP. Awards may be granted in a variety of forms, including restricted stock, restricted stock units, stock options, stock appreciation rights, performance awards, and other stock-based awards. The number of shares of common stock made available for award under the PIPP is equal to 5.0% of the issued and outstanding shares of the Company's common stock immediately after the close of the Recapitalization Transaction, or 2,508,002 shares. There are currently 1,819,814 shares registered and available to grant under the PIPP. There are no equity compensation plans not approved by stockholders. As of December 31, 2020, all awards granted under the PIPP were in the form of restricted stock units to employees or consultants of the Company. Restricted stock units granted to employees under the PIPP without performance-based vesting criteria typically vest in either equal annual installments over two two two For restricted stock units granted in the first quarter of 2019 that had not vested as of December 31, 2020, a price per share was not determined as of the grant date. The number of shares of common stock of the Company to be issued upon vesting is to be calculated on the vesting date, which is either the second or third anniversary of the date of the grant, or the annual date the compensation committee determines the achievement of the corporate performance targets. Such unvested restricted stock unit awards are included in Other liabilities, non-current. Refer to Note 8 - Other Liabilities for further detail. The following table summarizes the Company’s stock-based compensation cost and unrecognized stock-based compensation cost by plan (in thousands): Restricted Stock Units Performance and Incentive Pay Number of Units Weighted Average Grant Date Fair Value Non-vested at beginning of year (1) 339,271 $ 10.96 Granted 517,234 8.11 Canceled/forfeited (131,724) 11.32 Vested (179,085) 11.05 Non-vested at end of year 545,696 $ 8.12 (1) The weighted average grant date fair value for non-vested restricted stock units at the beginning of the year was not determined because a price per share was not determined as of the grant date. The number of shares of common stock of the Company to be issued upon vesting is to be calculated on the vesting date. In connection with the closing of the Recapitalization Transaction on May 29, 2020, approximately 0.1 million restricted stock units, which were granted in 2019, vested at an average price of $12.65 per share, the closing price of common stock on the date of the Recapitalization Transaction. On June 1, 2020, approximately 0.1 million restricted stock units vested at an average price of $11.50 per share, the closing price of common stock on such vesting date. Additionally, in connection with the 2020 annual grant to the Company’s directors, approximately 0.03 million restricted stock units were granted on December 4, 2020, which immediately vested at $7.43 per share, the closing price on the Nasdaq Capital Market of the Company's common stock on December 4, 2020. During the year ended December 31, 2020, the Company reclassified $1.8 million from Other liabilities, current to Additional paid-in capital for the restricted stock units that vested. Shares of the Company’s common stock were issued for the vested restricted stock units held by former employees as of December 31, 2020; however, shares of common stock for such awards will not be issued to current employees until the Conversion Date, as defined in the equity award agreements. The total intrinsic value of restricted stock units (calculated as the product of price per share on the vesting date times the number of restricted stock units vested) vested during the year ended December 31, 2020 was $2.0 million. No restricted stock units vested during the year ended December 31, 2019. Total compensation expense relating to restricted stock awards was $2.4 million and $1.2 million for the years ended December 31, 2020 and 2019, respectively. Our recognized tax benefit from this expense for the years ended December 31, 2020 and 2019 was $0.4 million and $0.3 million, respectively. As of December 31, 2020, $2.9 million of total unrecognized compensation cost related to restricted stock units was expected to be recognized as an expense by the Company in the future over a weighted-average period of approximately 2.2 years. Non-Employee Director Phantom Stock Plan Non-executive members of Seller's Board of Directors received phantom shares pursuant to the Hycroft Mining Corporation Non-Employee Director Phantom Stock Plan (the “Phantom Plan”) as part of their annual compensation pursuant to phantom stock award agreements. For grants issued during the years ended 2015 and 2016, the cash payment was equal to the fair market value of one share of common stock of Seller at the date of payment. Under the grant agreements, each phantom share vested on the date of grant and entitled the participant to a cash payment. For grants issued during 2018, 2019, and 2020, the cash payment was equal to the greater of the (1) grant date value, or (2) the fair market value of one share of common stock of Seller at the date of payment. The cash payments were to be made to participants upon certain Payment Events, as such term is defined in the Phantom Plan, which was triggered by the closing of the Recapitalization Transaction. In connection with the closing of the Recapitalization Transaction, a $1.8 million cash payment was made to the participants to satisfy the 1,237,500 phantom shares that were vested and outstanding. During the years ended December 31, 2020 and 2019, non-employee members of Seller’s Board of Directors were granted a total of 157,500 and 315,000 phantom shares of stock, respectively, that vested upon grant. During the years ended December 31, 2020 and 2019, the Company recorded $0.2 million and $0.7 million, respectively, in compensation expense related to the vesting and valuation adjustments of the Seller's phantom shares, which is included in General and administrative on the consolidated statements of operations. Historically, the Company included amounts for Seller's outstanding phantom awards at fair value within Other liabilities, current (see Note 19 - Fair Value Measurements for additional information). |
Income Taxes
Income Taxes | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Income Taxes | Income Taxes The Company's anticipated annual tax rate is impacted primarily by the amount of taxable income associated with each jurisdiction in which its income is subject to income tax, permanent differences between the financial statement carrying amounts and tax bases of assets and liabilities. During the three months ended March 31, 2021, and 2020, the Company incurred no income tax expense or benefit. The effective tax rate for the three months ended March 31, 2021, and 2020, was 0%. The effective tax rates differed from the statutory rate during each period primarily due to changes in the valuation allowance established to offset net deferred tax assets. | Income Taxes For the years ended December 31, 2020 and 2019, the Company recorded no income tax benefit or expense based upon the annual effective tax rate of 0.0% for each period. The annual effective tax rate for each period was driven by losses for each period. The gain related to the Recapitalization Transaction was excluded from the estimated annual effective tax rate calculation for the 2020 period as it is considered a discrete item. The Company reversed a portion of the valuation allowance based on the net operating loss expected to be used, in order to offset Seller's taxable gain related to the Recapitalization Transaction. The Company is subject to state income tax in Colorado, which is the location of its corporate office, but did not incur any income tax expense related to Colorado due to continued net operating losses. The Company is subject to mining taxes in Nevada, which are classified as income taxes as such taxes are based on a percentage of mining profits, but did not incur any mining tax expense due to continued mining losses. The Company is not subject to foreign income taxes as all of the Company’s operations and properties are located within the United States. The Company’s loss before income taxes was attributable solely to domestic operations in the United States. The components of the Company’s income tax expense (benefit) were as follows (in thousands): Year Ended 2020 2019 (as restated) Current Federal $ — $ — Deferred Federal 146,794 (24,609) Change in Valuation Allowance (146,794) 24,609 Income Tax Benefit $ — $ — The following table provides a reconciliation of income taxes computed at the United States federal statutory tax rate of 21% in 2020 and 2019 to the income tax provision (in thousands): Year Ended 2020 2019 (as restated) Loss before income taxes $ (136,392) $ (98,895) United States statutory income tax rate 21% 21% Income tax (benefit) at United States statutory income tax rate $ (28,642) $ (20,768) Change in valuation allowance (146,794) 24,609 Recapitalization transaction 157,855 — Cancellation of debt income 15,360 — State tax provision, net of federal benefit 1,263 (3,847) Warrant fair value adjustment 790 — Other 168 6 Income Tax Benefit $ — $ — For the year ended December 31, 2020, the effective tax rate was a result of a decrease in the valuation allowance of $146.8 million which offset a $157.9 million net write-off and usage of certain deferred tax assets as a result of the Recapitalization Transaction and $15.4 million of cancellation of debt income related to the Recapitalization Transaction. For the year ended December 31, 2019, the effective tax rate was driven by an increase in the valuation allowance of $24.6 million that was partially offset by adjustments related to the apportionment of taxable loss to the state of Colorado. The apportionment of taxable loss caused state return to provision adjustments of $3.8 million. The components of the Company’s deferred tax assets are as follows (in thousands): December 31, 2020 2019 (as restated) Net operating loss $ 7,675 $ 146,382 Mineral properties 39,555 — Plant, equipment, and mine development 30,767 60,840 Intangible assets 21,710 — Royalty 6,292 — Interest expense carryforward 1,935 24,369 Asset retirement obligation 997 927 Stock-based compensation 405 257 Accrued compensation 197 — Inventories 191 15,438 Reorganization costs — 7,701 Other liabilities — 609 Credits and other — (6) Valuation allowance (109,724) (256,517) Total net deferred tax assets $ — $ — Based on the weight of evidence available as of both December 31, 2020, and 2019, which included recent operating results, future projections, and historical inability to generate operating cash flow, the Company concluded that it was more likely than not that the benefit of its net deferred tax assets would not be realized and, as such, recorded full valuation allowances of $109.7 million and $256.5 million, respectively, against its net deferred tax assets. The Company had net operating loss carryovers as of December 31, 2020 and 2019 of $36.6 million and $683.8 million, respectively, for federal income tax purposes. The accumulated net operating loss carryovers as of December 31, 2019 were not transferred from the Seller to the Company upon consummation of the Recapitalization Transaction, which caused the decrease in the balance. The carryforward amount as of December 31, 2020 can be carried forward indefinitely and can be used to offset taxable income and reduce income taxes payable in future periods, pending any potential limitation pursuant to Internal Revenue Code (“IRC”) section 382. Additional analysis of the IRC section 382 limitations will be performed in the future and could result in an annual limitation applied to the $36.6 million of net operating losses. Immediately prior to the Recapitalization Transaction, Seller had estimated net deferred tax assets of approximately $193.0 million, which were primarily comprised of net operating losses and offset by a full valuation allowance. As a result of the Recapitalization Transaction, Seller, which sold all of its issued and outstanding equity interests of its direct subsidiaries and substantially all of its other assets, to Acquisition Sub, which also assumed substantially all of the liabilities of Seller, had a taxable gain and cancellation of indebtedness of approximately $128.5 million before considering Seller's net operating loss carryforwards. In connection with the Recapitalization Transaction, Seller used approximately $27.2 million of its deferred tax assets to offset the taxable gain in full, resulting in remaining net deferred tax assets of approximately $94.1 million immediately after the Recapitalization Transaction. The remaining net deferred tax assets balance of Seller did not transfer to the Company as a result of the Recapitalization Transaction. For U.S. tax purposes, the sale of Seller's disregarded subsidiaries interests and other assets was considered a sale of assets. The acquired assets have a carryover basis for U.S. GAAP purposes and the Company has stepped up the fair market value basis in the assets acquired for tax purposes. As necessary, the Company provides a reserve against the benefits of uncertain tax positions taken in its tax filings that are more likely than not to not be sustained upon examination. Based on the weight of available evidence, the Company does not believe it has taken any uncertain tax positions that require the establishment of a reserve. The Company has not recorded any income tax reserves or related interest or penalties related to income tax liabilities as of December 31, 2020. The Company's policy, if it were to have uncertain tax positions, is to recognize interest and/or penalties related to unrecognized tax benefits as part of its income tax expense. With limited exception, the Company is no longer subject to U.S. federal income tax audits by |
Loss Per Share
Loss Per Share | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Abstract] | ||
Loss Per Share | Loss Per Share The table below summarizes the Company's basic and diluted loss per share calculations (in thousands, except share and per share amounts): Three Months Ended March 31, 2021 2020 Net loss $ (9,688) $ (34,618) Weighted average shares outstanding Basic 59,901,306 323,328 Diluted 59,901,306 323,328 Basic loss per common share $ (0.16) $ (107.07) Diluted loss per common share $ (0.16) $ (107.07) The weighted-average shares of common stock outstanding for the three months ended March 31, 2020 have been retroactively restated as shares reflecting the exchange ratio established in the Recapitalization Transaction to effect the reverse recapitalization (1 Seller share for 0.112 HYMC share). Basic and diluted net loss per share is computed by dividing the net loss for the period by the weighted average number of common shares outstanding during the period. Loss per share amounts in the 2020 period exclude the common share effects from certain of Seller's debt instruments, which are reflected in the 2021 period. Due to the Company's net loss during the three months ended March 31, 2021 and 2020, there was no dilutive effect of common stock equivalents because the effects of such would have been anti-dilutive. For the three months ended March 31, 2020, using the treasury stock method, the weighted-average common stock equivalents excluded from diluted loss per share calculation was 3.2 million shares related to warrants. Additionally, for the three months ended March 31, 2021, due to the anti-dilutive impact on income per common share, the weighted-average common stock equivalents excluded from the diluted income per share calculation was 57.6 million shares related to warrants. Unvested restricted stock units granted in 2019 were excluded from common stock equivalent calculations because the number of shares required to settle such stock-based compensation awards is not known until the future vesting date. | Loss Per Share The table below summarizes the Company's basic and diluted loss per share calculations (in thousands, except share and per share amounts): Year Ended December 31, 2020 2019 (as restated) Net loss $ (136,392) $ (98,895) Weighted average shares outstanding Basic 34,833,211 301,559 Diluted 34,833,211 301,559 Basic loss per common share $ (3.92) $ (327.95) Diluted loss per common share $ (3.92) $ (327.95) The weighted-average shares of common stock outstanding for the year ended December 31, 2019 have been retroactively restated as shares reflecting the exchange ratio established in the Recapitalization Transaction to effect the reverse recapitalization (1 Seller share for 0.112 HYMC share). Basic and diluted net loss per share is computed by dividing the net loss for the period by the weighted average number of common shares outstanding during the period. Loss per share amounts in the 2019 period exclude the common share effects from certain of Seller's debt instruments, which are reflected in the 2020 period. Due to the Company's net loss during the years ended December 31, 2020 and 2019, there was no dilutive effect of common stock equivalents because the effects of such would have been anti-dilutive. Using the treasury stock method, the weighted-average common stock equivalents excluded from diluted loss per share calculations were 47.7 million shares (47.4 million shares related to warrants, and 0.3 million shares related to restricted stock units), for the year ended December 31, 2020. For the year ended December 31, 2019, the weighted-average common stock equivalents excluded from diluted loss per share calculations using the treasury stock method were 3.2 million shares related to warrants. Unvested restricted stock units granted in 2019 were excluded from common stock equivalent calculations because the number of shares required to settle such stock-based compensation awards is not known until the future vesting date. |
Segment Information
Segment Information | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting [Abstract] | ||
Segment Information | Segment Information The Company's reportable segments are comprised of operating units that have revenues, earnings or losses, or assets exceeding 10% of the respective consolidated totals, and are consistent with the Company’s management reporting structure. Each segment is reviewed by the executive decision-making group to make decisions about allocating the Company's resources and to assess their performance. The tables below summarize the Company's segment information (dollars in thousands): Three Months Ended March 31, Hycroft Mine Corporate and Other Total 2021 Revenue - Note 14 $ 19,036 $ — $ 19,036 Cost of sales 29,402 — 29,402 Other operating costs 595 3,794 4,389 Loss from operations (10,961) (3,794) (14,755) Interest expense - Note 9 — (4,449) (4,449) Fair value adjustment to warrants - Note 19 — 9,493 9,493 Interest income 23 — 23 Income (loss) before income taxes (10,938) 1,250 (9,688) Income taxes - Note 16 — — — Net income (loss) $ (10,938) $ 1,250 $ (9,688) 2020 Revenue - Note 14 $ 11,146 $ — $ 11,146 Cost of sales 23,890 — 23,890 Other operating costs 93 2,006 2,099 Loss from operations (12,837) (2,006) (14,843) Interest expense - Note 9 (85) (19,802) (19,887) Fair value adjustment to warrants - Note 19 — — — Interest income 112 — 112 Loss before income taxes (12,810) (21,808) (34,618) Income taxes - Note 16 — — — Net loss $ (12,810) $ (21,808) $ (34,618) | Segment Information The Company's reportable segments are comprised of operating units that have revenues, earnings or losses, or assets exceeding 10% of the respective consolidated totals, and are consistent with the Company’s management reporting structure. Each segment is reviewed by the executive decision-making group to make decisions about allocating the Company's resources and to assess their performance. The tables below summarize the Company's segment information: Year Ended December 31, Hycroft Mine Corporate and Other Total (as restated) (as restated) 2020 Revenue - Note 14 $ 47,044 $ — $ 47,044 Cost of sales 109,621 — 109,621 Other operating costs 5,705 21,084 26,789 Loss from operations (68,282) (21,084) (89,366) Interest expense - Note 10 (141) (43,317) (43,458) Fair value adjustment to Warrants - Note 19 — (3,767) (3,767) Interest income 199 — 199 Loss before reorganization items and income taxes (68,224) (68,168) (136,392) Reorganization items — — — Loss before income taxes $ (68,224) $ (68,168) $ (136,392) Total Assets $ 177,298 $ 55,328 $ 232,626 2019 Revenue - Note 14 $ 13,709 $ — $ 13,709 Cost of sales 30,669 — 30,669 Other operating costs 10,909 6,072 16,981 Loss from operations (27,869) (6,072) (33,941) Interest expense - Note 10 (786) (64,060) (64,846) Fair value adjustment to Warrants - Note 19 — — — Interest income 797 — 797 Loss before reorganization items and income taxes (27,858) (70,132) (97,990) Reorganization items — (905) (905) Loss before income taxes $ (27,858) $ (71,037) $ (98,895) Total Assets $ 119,789 $ 14,848 $ 134,637 |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | ||
Fair Value Measurements | Fair Value Measurements Recurring fair value measurements The following table sets forth by level within the fair value hierarchy, the Company’s liabilities measured at fair value on a recurring basis (dollars in thousands). Hierarchy March 31, December 31, Liabilities: Other liabilities, non-current 5-Year Private Warrants 2 5,869 15,327 Seller Warrants 2 28 62 Total $ 5,897 $ 15,389 5-Year Private Warrants The 5-Year Private Warrants are valued using a Black-Scholes model that requires a variety of inputs including the Company's stock price, the strike price of the 5-Year Private Warrants, the risk-free rate, and the implied volatility. As the terms of the 5-Year Private Warrants are identical to the terms of the 5-Year Public Warrants except that the 5-Year Private Warrants, while held by the SPAC sponsor and/or SPAC underwriter and their permitted transferees, are precluded from mandatory redemption and are entitled to be exercise on a "cashless basis" at the holder’s election, the implied volatility used in the Black-Scholes model is calculated using a Monte-Carlo model of the 5-Year Public Warrants that factors in the restrictive redemption and cashless exercise features of the 5-Year Private Warrants. The Company updates the fair value calculation on at least a quarterly basis, or more frequently if changes in circumstances and assumptions indicate a change from the existing carrying value. Seller Warrants As part of the Recapitalization Transaction, the Company assumed Seller's obligations under the Seller Warrant Agreement and the 12.7 million Seller Warrants outstanding became exercisable into shares of the Company's common stock. The Seller Warrant Agreement also contains certain terms and features to reduce the exercise price and increase the number of shares of common stock each warrant is exercisable into. As a result, Seller Warrants are considered derivative financial instruments and carried at fair value. The fair value of Seller Warrants was computed by an independent third-party consultant (and validated by the Company) using a Monte Carlo simulation-based model that requires a variety of inputs, including contractual terms, market prices, exercise prices, equity volatility and discount rates. The Company updates the fair value calculation on at least an annual basis, or more frequently if changes in circumstances and assumptions indicate a change from the existing carrying value. See Note 11 - Warrant Liabilities for additional information on the Seller Warrants. Items disclosed at fair value Debt The Sprott Credit Agreement and the Subordinated Notes are privately held and, as such, there is no public market or trading information available for such debt instruments. As of March 31, 2021 and December 31, 2020, the fair value of the Company’s debt instruments was $156.8 million and $154.9 million, compared to the carrying value of $153.3 million and $147.8 million as of March 31, 2021 and December 31, 2020, respectively. The fair value of the principal of the Company’s debt instruments, including capitalized interest, was estimated using a market approach in which pricing information for publicly traded, non-convertible debt instruments with speculative ratings were analyzed to derive a mean trading multiple to apply to the December 31, 2020 balances. Royalty obligation As of March 31, 2021 and December 31, 2020, the estimated net present value of the Company’s Royalty obligation was $117.8 million and $148.4 million, respectively, compared to the carrying value of $30.0 million as of both March 31, 2021 and December 31, 2020. The net present value of the Company's Royalty obligation was modeled using the following level 3 inputs: (1) market consensus inputs for future gold and silver prices; (2) a precious metals industry consensus discount rate of 5.0%; and (3) estimates of the Hycroft Mine’s life-of-mine gold and silver production volumes and timing. | Fair Value Measurements Recurring fair value measurements The following table sets forth by level within the fair value hierarchy, the Company’s liabilities measured at fair value on a recurring basis (in thousands). Hierarchy December 31, December 31, (as restated) Liabilities: Other liabilities, current Accrued compensation for phantom shares 3 $ — $ 1,590 Other liabilities, non-current 5-Year Private Warrant liability - Note 11 2 $ 15,327 Seller Warrant liability - Note 11 2 62 $ 18 Total $ 15,389 $ 1,608 Accrued compensation for phantom shares Certain of Seller's phantom shares, which were satisfied in full upon closing of the Recapitalization Transaction, were carried at fair value due to holders of such awards being entitled to variable cash payments based upon valuations of Seller's common stock. The historical fair value of such obligation was computed using inputs and assumptions that were significant and unobservable as Seller was a privately held entity and, as such, were classified within Level 3 of the fair value hierarchy. The inputs and assumptions included estimates of consideration to be received by holders of phantom shares based on the estimated fair value of the consideration that may be allocated to such holders from the various financing transactions Seller was considering at such time based on the implied equity value. 5-Year Private Warrants The 5-Year Private Warrants are valued using a Black-Scholes model that requires a variety of inputs including the Company's stock price, the strike price of the 5-Year Private Warrants, the risk-free rate, and the implied volatility. As the terms of the 5-Year Private Warrants are identical to the terms of the 5-Year Public Warrants except that the 5-Year Private Warrants have certain restrictions against redemptions and rights to exercise on a cashless basis when such warrants are held by the initial purchasers or their permitted transferees, the implied volatility used in the Black-Scholes model is calculated using a Monte-Carlo model of the 5-Year Public Warrants that factors in the restrictive redemption and cashless exercise features of the 5-Year Private Warrants. The Company updates the fair value calculation on at least a quarterly basis, or more frequently if changes in circumstances and assumptions indicate a change from the existing carrying value. Seller Warrant liability As part of the Recapitalization Transaction, the Company assumed Seller's obligations under the Seller Warrant Agreement and the 12.7 million Seller Warrants outstanding became exercisable into shares of the Company's common stock. The Seller Warrant Agreement also contains certain terms and features to reduce the exercise price and increase the number of shares of common stock each warrant is exercisable into. As a result, Seller Warrants are considered derivative financial instruments and carried at fair value. The fair value of Seller Warrants was computed by an independent third-party consultant (and validated by the Company) using a Monte Carlo simulation-based model that requires a variety of inputs, including contractual terms, market prices, exercise prices, equity volatility and discount rates. The Company updates the fair value calculation on at least an annual basis, or more frequently if changes in circumstances and assumptions indicate a change from the existing carrying value. See Note 13 - Stockholders' Equity for additional information on the Seller Warrants. Items disclosed at fair value Debt The Sprott Credit Agreement and the Subordinated Notes are privately held and, as such, there is no public market or trading information available for such debt instruments. As of December 31, 2020, the fair value of the Company’s debt instruments was $154.9 million. The fair value of the principal of the Company’s debt instruments, including capitalized interest, was estimated using a market approach in which pricing information for publicly traded, non-convertible debt instruments with speculative ratings were analyzed to derive a mean trading multiple to apply to the December 31, 2020 balances. As of December 31, 2019, Seller determined that certain of its debt instruments' carrying value exceeded the estimated fair value, which was based on the estimated fair value of the consideration that may be allocated to such debt instruments from the various financing transactions Seller was considering at such time. Accordingly, as of December 31, 2019, Seller estimated that the fair value of the 2.0 Lien Notes and 1.5 Lien Notes was approximately $262.4 million, compared to the carrying value of $345.5 million. Royalty obligation As of December 31, 2020, the estimated net present value of the Company’s royalty obligation was $148.4 million, compared to the carrying value of $30.0 million. The net present value of the Company's royalty obligation was modeled using the following level 3 inputs: (1) market consensus inputs for future gold and silver prices; (2) a precious metals industry consensus discount rate of 5.0%; and (3) estimates of the Hycroft Mine’s life-of-mine gold and silver production volumes and timing. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Supplemental Cash Flow Information [Abstract] | ||
Supplemental Cash Flow Information | Supplemental Cash Flow Information The following table provides supplemental cash flow information (dollars in thousands): Three Months Ended March 31, 2021 2020 Cash paid for interest $ — $ 3,313 Significant non-cash financing and investing activities: Increase in debt from in-kind interest 3,671 16,420 Plant, equipment, and mine development additions included in accounts payable 911 364 Plant, equipment, and mine development acquired by note payable 407 — Vesting of restricted stock units 115 — Accrual of deferred financing and equity issuance costs — 382 In addition to the supplemental cash flow information shown above, Note 3 - Recapitalization Transaction provides additional details on non-cash transactions that were part of the Recapitalization Transaction, as well as information on non-cash interest charges. | Supplemental Cash Flow Information The following table provides supplemental cash flow information (in thousands): Year Ended December 31, 2020 2019 Cash paid for interest $ 5,366 $ 10,239 Significant non-cash financing and investing activities: Exchange of Seller's 1.5 Lien Notes for HYMC common stock 160,254 — Exchange of Seller's 1.25 Lien Notes for Subordinated Notes 80,000 — Exchange of Seller's 1.25 Lien Notes for HYMC common stock 48,459 — Write-off of Seller's debt issuance costs 8,202 — Plant, equipment, and mine development additions included in accounts payable 1,229 2,458 Private Warrants transferred to Public Warrants 581 — Accrual of deferred financing and equity issuance costs 94 1,025 In addition to the supplemental cash flow information shown above, Note 3 - Recapitalization Transaction and Note 9 - Debt, Net provide additional details on non-cash transactions that were part of the Recapitalization Transaction, as well as information on non-cash interest charges. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Commitments and Contingencies | Commitments and Contingencies From time to time, the Company is involved in various legal actions related to its business, some of which are class action lawsuits. Management does not believe, based on currently available information, that contingencies related to any pending or threatened legal matter will have a material adverse effect on the Company’s financial statements, although a contingency could be material to the Company’s results of operations or cash flows for a particular period depending on the results of operations and cash flows for such period. Regardless of the outcome, litigation can have an adverse impact on the Company because of defense and settlement costs, diversion of management resources, and other factors. Financial commitments not recorded in the financial statements As of March 31, 2021 and December 31, 2020, the Company's off-balance sheet arrangements consisted of operating lease agreements, a net profit royalty arrangement, and a future purchase obligation for consignment inventory. Operating leases During the year ended December 31, 2020, the Company signed two leases for the rental of mining equipment. The operating leases for mobile mining equipment were used to supplement the Company’s own fleet. Each lease had less than a year remaining as of March 31, 2021. The total remaining minimum lease payments for the two leases was approximately $4.6 million as of March 31, 2021. The Company also holds operating leases. Rent expense is $0.1 million annually and the leases expire between July 2021 and January 2022. As the Company has elected to take advantage of the extended transition period for complying with new or revised accounting standards, the Company will not adopt ASU 2016-02 until January 2022, or it no longer qualifies as an emerging growth company, and no right of use asset or liability will be recorded on the balance sheet for existing operating leases. Net profit royalty A portion of the Hycroft Mine is subject to a mining lease that requires a 4% net profit royalty be paid to the owner of certain patented and unpatented mining claims. The mining lease also requires an annual advance payment of $120,000 every year mining occurs on the leased claims. All advance annual payments are credited against the future payments due under the 4% net profit royalty. An additional payment of $120,000 is required for each year total tons mined on the leased claims exceeds 5.0 million tons. As of March 31, 2021, total tons mined from the leased claims did not exceed 5.0 million tons. The total payments due under the mining lease are capped at $7.6 million, of which the Company has paid or accrued $2.8 million and included $0.4 million in Other assets, non-current in the consolidated balance sheets as of March 31, 2021. Consignment inventory During the first quarter of 2020, the Company entered into an agreement with a spare parts supplier that requires the supplier to maintain a specified inventory of replacement parts and components that are exclusively for purchase by the Company (the "Consignment Inventory Agreement"). Pursuant to the Consignment Inventory Agreement, the Company is required to purchase all of the un-replenished consignment stock inventory, totaling $2.5 million, over the two-year life of the Inventory Consignment Agreement. As of March 31, 2021, the Company had prepaid $1.8 million towards the un-replenished consignment stock inventory, which is included in Prepaids and other on the condensed consolidated balance sheets. Additionally, pursuant to the Inventory Consignment Agreement, in the first quarter of 2021, the Company purchased $0.5 million of replenished consignment stock inventory, payable monthly in 12 equal payments beginning in March 2021. The replenished stock inventory is included in Inventories on the condensed consolidated balance sheet, with an offsetting payable included in Accounts payable on the condensed consolidated balance sheet. See Note 2 - Summary of Significant Accounting Policies and Note 5 - Prepaids and Other for additional detail. | Commitments and Contingencies From time to time, the Company is involved in various legal actions related to its business, some of which are class action lawsuits. Management does not believe, based on currently available information, that contingencies related to any pending or threatened legal matter will have a material adverse effect on the Company’s financial statements, although a contingency could be material to the Company’s results of operations or cash flows for a particular period depending on the results of operations and cash flows for such period. Regardless of the outcome, litigation can have an adverse impact on the Company because of defense and settlement costs, diversion of management resources, and other factors. On February 7, 2020, a purported class action complaint was filed by a purported holder of the Seller Warrants, in the Court of Chancery of the State of Delaware against Seller and the Company. The complaint sought a declaratory judgment that the Recapitalization Transaction constitutes a “Fundamental Change” under the terms of the Seller Warrant Agreement and thereby requiring that Seller Warrants be assumed by the Company as part of the Recapitalization Transaction, in addition to asserting claims for: (1) breach or anticipatory breach of contract against Seller; (2) breach or anticipatory breach of the implied covenant of good faith and fair dealing against Seller; and (3) tortious interference with contractual relations against the Company. The complaint sought unspecified money damages and also sought an injunction enjoining Seller and the Company from consummating the Recapitalization Transaction. On February 26, 2020, the Company and Seller entered into an amendment to the Purchase Agreement whereby Seller’s liabilities and obligations under the Seller Warrant Agreement were included as an assumed liability under the Purchase Agreement. On March 27, 2020, the Company and Seller filed motions to dismiss the complaint. On May 15, 2020, a hearing was held and the complaint was dismissed. On May 21, 2020, Plaintiff filed a motion to alter or amend the Court’s order in order to retain jurisdiction in order to file application for a mootness fee, to which the Company and Seller, while disputing factual assertions and characterizations, did not oppose. On June 30, 2020, the motion was granted and the Court retained jurisdiction over the action to hear any mootness fee application. The matter was settled and a $0.1 million mootness fee was paid on September 8, 2020. Financial commitments not recorded in the financial statements As of December 31, 2020 and December 31, 2019, the Company's off-balance sheet arrangements consisted of operating lease agreements, a net profit royalty arrangement, and a future purchase obligation for consignment inventory. Operating leases During the year ended December 31, 2020, the Company signed two leases for the rental of mining equipment. The operating leases for mobile mining equipment were used to supplement the Company’s own fleet. Each lease had less than a year remaining as of December 31, 2020. The total remaining minimum lease payments for the two leases was approximately $4.8 million as of December 31, 2020. The Company also holds operating leases. Rent expense is $0.2 million annually and the leases expire between March 2021 and January 2022. As the Company has elected to take advantage of the extended transition period for complying with new or revised accounting standards, the Company will not adopt ASU 2016-02 until January 2022, or it no longer qualifies as an emerging growth company, and no right of use asset or liability will be recorded on the balance sheet for existing operating leases. Net profit royalty A portion of the Hycroft Mine is subject to a mining lease that requires a 4% net profit royalty be paid to the owner of certain patented and unpatented mining claims. The mining lease also requires an annual advance payment of $120,000 every year mining occurs on the leased claims. All advance annual payments are credited against the future payments due under the 4% net profit royalty. An additional payment of $120,000 is required for each year total tons mined on the leased claims exceeds 5.0 million tons. As of December 31, 2020, total tons mined from the leased claims exceeded 5.0 million tons, requiring an incremental amount of $120,000 due to the owner of the mining claims. The total payments due under the mining lease are capped at $7.6 million, of which the Company has paid or accrued $2.7 million and included $0.4 million in Other assets, non-current in the consolidated balance sheets as of December 31, 2020. Consignment inventory During the first quarter of 2020, Hycroft entered into an agreement with a spare parts supplier that requires the supplier to maintain a specified inventory of replacement parts and components that are exclusively for purchase by Hycroft. Pursuant to the agreement, the Company is required to purchase all of the un-replenished consignment stock inventory, totaling $2.5 million, over the two-year life of the Inventory Consignment agreement. As of December 31, 2020, the Company had prepaid $0.8 million towards the un-replenished consignment stock inventory, which is included in Prepaids and other in the consolidated balance sheets. See Note 2 - Summary of Significant Accounting Policies and Note 5 - Prepaids and Other for additional detail. |
Related Party Transactions
Related Party Transactions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Related Party Transactions [Abstract] | ||
Related Party Transactions | Related Party Transactions Certain amounts of the Company's indebtedness have historically, and with regard to the $80.0 million of Subordinated Notes, are currently, held by five financial institutions. As of March 31, 2021, three of the financial institutions, Highbridge Capital Management, LLC (“Highbridge”), Mudrick Capital Management, L.P (“Mudrick”) and, Whitebox Advisors, LLC (“Whitebox”), held more than 10% of the common stock of the Company and, as a result, each are considered a related party (the "Related Parties") in accordance with ASC 850, Related Party Disclosures . For the three months ended March 31, 2021 and 2020, Interest expense, net of capitalized interest included $1.8 million and $17.9 million, respectively, for the debt held by Related Parties. As of March 31, 2021 and December 31, 2020, the Related Parties held a total $73.0 million and $71.2 million, respectively, of debt. Additionally, during 2020, the Company's Compensation Committee and Board of Directors approved annual Director compensation arrangements for non-employee directors, of which $0.2 million is payable to Mudrick as of March 31, 2021. During the three months ended March 31, 2020, the Company paid $0.1 million to Mudrick and Mudrick vested in 5,047 restricted stock units that will convert into the same number of shares of the Company's common stock upon the Mudrick representative no longer serving on the Company's Board of Directors. In connection with the closing of the Public Offering on October 6, 2020, Highbridge and Mudrick acquired 833,333, and 3,222,222 of the units, consisting of shares of common stock and Public Offering Warrants, issued in the Public Offering, respectively. Refer to Note 13 - Stockholders' Equity | Related Party Transactions Certain amounts of the Company's indebtedness disclosed in Note 9 - Debt, Net have historically, and with regard to the $80.0 million of Subordinated Notes, are currently, held by five financial institutions. As of December 31, 2020, three of the financial institutions, Highbridge Capital Management, LLC (“Highbridge”), Mudrick Capital Management, L.P (“Mudrick”) and, Whitebox Advisors, LLC (“Whitebox”), held more than 10% of the common stock of the Company and, as a result, each are considered a related party (the "Related Parties") in accordance with ASC 850, Related Party Disclosures . For the years ended December 31, 2020 and 2019, Interest expense, net of capitalized interest included $31.3 million and $57.6 million, respectively, for the debt held by Related Parties. As of December 31, 2020 and 2019, the Related Parties held a total $71.2 million and $497.2 million, respectively, of debt. Additionally, the Company's Compensation Committee and Board of Directors approved annual Director compensation arrangements for non-employee directors, of which $0.2 million is payable to Mudrick. During the year ended December 31, 2020, the Company paid $0.1 million to Mudrick and Mudrick vested in 5,047 restricted stock units that will convert into the same number of shares of the Company's common stock upon the Mudrick representative no longer serving on the Company's Board of Directors. In connection with the closing of the Public Offering on October 6, 2020, Highbridge and Mudrick acquired 833,333, and 3,222,222 of the units, consisting of shares of common stock and warrants to purchase common stock, issued in the Public Offering, respectively. Refer to Note 13 - Stockholders' Equity |
Subsequent Events
Subsequent Events | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Subsequent Events [Abstract] | ||
Subsequent Events | Subsequent EventsOn April 12, 2021, the Company executed an operating lease agreement for a new large wheel loader with equal monthly payments of $0.1 million payable over four years, in addition to monthly maintenance payments based upon a fixed rate per service maintenance units. | Subsequent Events Appointment of Chief Operating Officer John William Henris was appointed as the Company's Executive Vice President and Chief Operating Officer, effective as of January 11, 2021. The Company entered into an employment agreement dated as of January 11, 2021 with Mr. Henris, and issued him 33,423 restricted stock units vesting on the fourth anniversary of the grant date, subject to his continued employment. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | ||
Restatement of Previously Issued Financial Statements | Restatement of Previously Issued Financial StatementsAs previously disclosed in our Annual Report on Form 10-K/A, as filed on May 14, 2021 (“2020 Form 10-K/A”), the Company has restated its previously issued consolidated financial statements as of and for the year ended December 31, 2020, to make the necessary accounting corrections related to warrant accounting and to recognize certain warrants as a liability instead of as equity, in accordance with Accounting Standards Codification (“ASC”) 815-40, Contracts in Entity’s Own Equity. The Company has also restated related amounts within the accompanying footnotes to the consolidated financial statements. As a small reporting company, the Company is not obligated to, and has not, included quarterly financial information in its 2020 Form 10-K/A. Consequently, the Company does not intend to amend its previously issued Quarterly Reports on Form 10-Q for the three months and six months ended June 30, 2020 and the three months and nine months ended September 30, 2020, but in accordance with the statement issued on April 12, 2021, by the Acting Director of the Division of Corporation Finance and Acting Chief Accountant of the Securities and Exchange Commission (the "SEC") regarding the accounting and reporting considerations for warrants issued by special purpose acquisition companies (“SPACs”) entitled "Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies (the “SEC Statement”), the Company will restate the condensed consolidated financial statements for the three month and six month periods ended June 30, 2020 and the three month and nine month periods ended September 30, 2020 in Quarterly Reports on Form 10-Q filed subsequent to the 2020 Form 10-K/A for the comparable 2021 periods. Investors should not rely on any previously issued or filed reports, earnings releases or similar communications relating to periods prior to December 31, 2020. | Restatement of Previously Issued Financial Statements The Company has restated its financial statements as of and for the year ended December 31, 2020, and will be prospectively restating the unaudited consolidated condensed financial statements for the three and six month periods ended June 30, 2020 and the three and nine month periods ended September 30, 2020, to correct misstatements in those prior periods primarily related to misstatements identified in improperly applying accounting guidance on certain warrants, recognizing them as equity instead of a warrant liability, under the guidance of Accounting Standards Codification (“ASC”) 815-40, Contracts in Entity’s Own Equity. |
Basis of presentation | Basis of presentation These condensed consolidated interim financial statements of the Company have been prepared, without audit, in accordance with U.S. generally accepted accounting principles (“GAAP”) and pursuant to the rules and regulations of the SEC. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, these financial statements do not include all information and footnotes necessary for a comprehensive presentation of financial position, results of operations, or cash flows. These unaudited condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements and the notes thereto as of and for the year ended December 31, 2020. The Company continues to follow the accounting policies set forth in those audited consolidated financial statements. In the opinion of management, the accompanying unaudited condensed consolidated interim financial statements include all adjustments that are necessary for a fair presentation of the Company's interim financial position, operating results and cash flows for the periods presented. Certain reclassifications have been made to the prior periods presented in these financial statements to conform to the current period presentation, which had no effect on previously reported total assets, liabilities, cash flows, or net loss. References to “$” refers to United States currency. | Basis of presentation These consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). Certain reclassifications have been made to the prior periods presented in these financial statements to conform to the current period presentation, which had no effect on previously reported total assets, liabilities, cash flows, or net loss. References to “$” refers to United States currency. Recapitalization Transaction The Recapitalization Transaction (see Note 3 - Recapitalization Transaction ) was accounted for as a reverse recapitalization in accordance with GAAP. Under this method of accounting, for financial reporting purposes, MUDS has been treated as the “acquired” company and Hycroft Mining Corporation (“Seller”) has been treated as the “acquirer”. This determination was primarily based on (1) stockholders of Seller immediately prior to the Recapitalization Transaction having a relative majority of the voting power of the combined entity; (2) the operations of Seller prior to the Recapitalization Transaction comprising the only ongoing operations of the combined entity; (3) four of the seven members of the Board of Directors immediately following the Recapitalization Transaction were directors of Seller immediately prior to the Recapitalization Transaction; and (4) executive and senior management of Seller comprises the same for the Company. Based on Seller being the accounting acquirer, the financial statements of the combined entity represent a continuation of the financial statements of Seller, with the acquisition treated as the equivalent of Seller issuing stock for the net assets of MUDS, accompanied by a recapitalization. The net assets of MUDS were recognized at historical cost as of the date of the Recapitalization Transaction, with no goodwill or other intangible assets recorded. Comparative information prior to the Recapitalization Transaction in these financial statements are those of Seller and the accumulated deficit of Seller has been carried forward after the Recapitalization Transaction. The shares and net loss per common share prior to the Recapitalization Transaction have been retroactively restated as shares reflecting the exchange ratio established in the Recapitalization Transaction to effect the reverse recapitalization (1 Seller share for 0.112 HYMC share). See Note 3 - Recapitalization Transaction for additional information. |
Risks and Uncertainties | Risks and Uncertainties The Company has a single mine with its revenue, profitability, and cash flows substantially dependent on prevailing prices for gold and silver and its ability to mine sufficient volumes cost effectively. Historically, the commodity markets have been very volatile, and there can be no assurance that commodity prices will not be subject to wide fluctuations in the future. A substantial or extended decline in commodity prices could have a material adverse effect on the Company’s financial position, results of operations, cash flows, access to capital and the quantities of reserves that the Company can economically produce. In addition to changes in commodity prices, other factors such as changes in mine plans, increases in costs, geotechnical failures, changes in social, environmental or regulatory requirements, the ability to successfully implement new technologies for processing ore, timely financing for development, impacts of global events such as the COVID-19 pandemic, and management’s decision to expand production to commercial levels can adversely affect the Company’s ability to recover its investment in certain assets and result in impairment charges. | |
Going concern | Going concern The financial statements of the Company have been prepared on a “going concern” basis, which contemplates the presumed continuation of the Company even though events and conditions exist that, when considered individually or in the aggregate, raise substantial doubt about the Company’s ability to continue as a going concern because it is probable that, without additional capital injections, the Company may be unable to meet its obligations as they become due within one year after the date that these financial statements were issued. For the three months ended March 31, 2021, the Company recorded a net loss of $9.7 million, which included a gain from Fair value adjustments to warrants of $9.5 million, and net cash used in operating activities was $14.8 million. As of March 31, 2021, the Company had available cash on hand of $36.5 million, working capital of $65.6 million, Total liabilities of $215.4 million, and an Accumulated deficit of $530.4 million. Although the Company completed the Recapitalization Transaction during the second quarter of 2020 and the Public Offering (as defined herein) on October 6, 2020, for proceeds net of discount and equity issuance costs of approximately $83.1 million, based on its internal cash flow projection models, the Company currently forecasts it will likely require additional cash from financing activities in less than 12 months from the issuance of this report to meet its operating and investing requirements and future obligations as they become due, including the estimated $9.1 million in cash payments required pursuant to the Credit Agreement among MUDS, MUDS Holdco Inc., Allied VGH LLC, Hycroft Mining Holding Corporation, Hycroft Resources and Development, LLC, Sprott Private Resource Lending II (Collector) Inc., and Sprott Resources Lending Corp. (“Sprott Credit Agreement”). The Company’s ability to continue as a going concern is contingent upon securing additional funding for working capital, capital expenditures and other corporate expenses so that it can increase sales by achieving higher cost-effective operating tonnages and recovery rates and generate positive free cash flows. These financial statements do not include any adjustments related to the recoverability and classification of recorded assets or the amounts and classification of any liabilities or any other adjustments that might be necessary should the Company be unable to continue as a going concern. As such, recorded amounts in these financial statements (including without limitation, stockholders’ equity) have been prepared in accordance with GAAP on a historical-cost basis, as required, which do not reflect or approximate the current fair value of the Company’s assets or management’s assessment of the Company’s overall enterprise or equity value. | Going concern The financial statements of the Company have been prepared on a “going concern” basis, which contemplates the presumed continuation of the Company even though events and conditions exist that, when considered individually or in the aggregate, raise substantial doubt about the Company’s ability to continue as a going concern because it is probable that, without additional capital injections, the Company may be unable to meet its obligations as they become due within one year after the date that these financial statements were issued. For the year ended December 31, 2020, the Company incurred a net loss of $136.4 million and net cash used in operating activities was $110.5 million. As of December 31, 2020, the Company had available cash on hand of $56.4 million, working capital of $90.3 million, total liabilities of $216.0 million, and an accumulated deficit of $520.8 million. Although the Company completed the Recapitalization Transaction during the second quarter of 2020 and the Public Offering (as defined herein) on October 6, 2020, for proceeds net of discount and equity issuance costs of approximately $83.1 million, based on its internal cash flow projection models, the Company currently forecasts it will likely require additional cash from financing activities in less than 12 months from the issuance of this report to meet its operating and investing requirements and future obligations as they become due, including the estimated $9.1 million in cash payments required pursuant to the Credit Agreement among MUDS, MUDS Holdco Inc., Allied VGH LLC, Hycroft Mining Holding Corporation, Hycroft Resources and Development, LLC Sprott Private Resource Lending II (Collector) Inc., and Sprott Resources Lending Corp. (“Sprott Credit Agreement”). The Company’s ability to continue as a going concern is contingent upon securing additional funding for working capital, capital expenditures and other corporate expenses so that it can increase sales by achieving higher cost-effective operating tonnages and recovery rates and generate positive free cash flows. These financial statements do not include any adjustments related to the recoverability and classification of recorded assets or the amounts and classification of any liabilities or any other adjustments that might be necessary should the Company be unable to continue as a going concern. As such, recorded amounts in these financial statements (including without limitation, stockholders’ equity) have been prepared in accordance with GAAP on a historical-cost basis, as required, which do not reflect or approximate the current fair value of the Company’s assets or management’s assessment of the Company’s overall enterprise or equity value. |
Use of estimates | Use of estimates The preparation of the Company’s financial statements in conformity with GAAP requires management to make estimates and assumptions that affect amounts reported in these financial statements and accompanying notes. The more significant areas requiring the use of management estimates and assumptions relate to: recoverable gold and silver on the leach pads and in-process inventories; timing of near-term ounce production and related sales; the useful lives of long-lived assets; probabilities of future expansion projects; estimates of mineral reserves; estimates of life-of-mine production timing, volumes, costs and prices; current and future mining and processing plans; environmental reclamation and closure costs and timing; deferred taxes and related valuation allowances; estimates of the fair value of liability classified warrants, and estimates of fair value for asset impairments and financial instruments. The Company bases its estimates on historical experience and various other assumptions that are believed to be reasonable at the time the estimate is made. Actual results may differ from amounts estimated in these financial statements, and such differences could be material. Accordingly, amounts presented in these financial statements are not indicative of results that may be expected for future periods. | Use of estimates The preparation of the Company’s financial statements in conformity with GAAP requires management to make estimates and assumptions that affect amounts reported in these financial statements and accompanying notes. The more significant areas requiring the use of management estimates and assumptions relate to: recoverable gold and silver on the leach pads and in-process inventories; timing of near-term ounce production and related sales; the useful lives of long-lived assets; probabilities of future expansion projects; estimates of mineral reserves; estimates of life-of-mine production timing, volumes, costs and prices; current and future mining and processing plans; environmental reclamation and closure costs and timing; deferred taxes and related valuation allowances; and estimates of fair value for asset impairments and financial instruments. The Company bases its estimates on historical experience and various other assumptions that are believed to be reasonable at the time the estimate is made. Actual results may differ from amounts estimated in these financial statements, and such differences could be material. Accordingly, amounts presented in these financial statements are not indicative of results that may be expected for future periods. |
Inventories | Inventories The Company’s production-related inventories include: (i) ore on leach pads; (ii) in-process inventories; and (iii) doré and off-site carbon and slag finished goods. Production-related inventories are carried at the lower of average cost or net realizable value per estimated recoverable gold ounce, which is computed for each category of production-related inventories at each reporting period. Net realizable value represents the estimated future gold revenue of production-related inventories after adjusting for silver by-product revenue and deductions for further processing, refining, and selling costs. The estimated future revenue is calculated using sales prices based on the London Bullion Market Association’s (“LBMA”) quoted period-end metal prices. Estimates for silver revenue by-products credits and deductions for estimated costs to complete reflect the Company’s historical experience for expected processing, refining and selling plans. Actual net realizable values for gold sales may be different from such estimates. Changes to inputs and estimates resulting from changes in facts and circumstances are recognized as a change in Management estimate on a prospective basis. Ore on leach pads Although the quantities of recoverable metal placed on the leach pads are reconciled by comparing the grades of ore placed on pads to the quantities of metal actually recovered (metallurgical balancing), the nature of the leaching process inherently limits the ability to precisely monitor inventory levels. As a result, the metallurgical balancing process is constantly monitored, and estimates are refined based on actual results over time and changes in future estimates. As gold-bearing materials are further processed, costs are transferred from ore on leach pads to in-process inventories at an average cost per estimated recoverable ounce of gold. In-process inventories In-process inventories represent gold-bearing concentrated materials that are in the process of being converted to a saleable product using a Merrill-Crowe plant or carbon-in-column processing method. As gold ounces are recovered from in-process inventories, costs, including conversion costs, are transferred to precious metals inventory at an average cost per ounce of gold. Precious metals inventory Precious metals inventory consists of doré and loaded carbon containing both gold and silver, which is ready for offsite shipment or at a third-party refiner before being sold to a third party. As gold ounces are sold, costs are recognized in Production costs and Depreciation and amortization in the consolidated statements of operations at an average cost per gold ounce sold. Materials and supplies Materials and supplies are valued at the lower of average cost or net realizable value. Cost includes applicable taxes and freight. | Ore on leach pads and inventories The Company’s production-related inventories include: ore on leach pads; in-process inventories; and doré finished goods. Production-related inventories are carried at the lower of average cost or net realizable value. Cost includes mining (ore and waste); processing; refining costs incurred during production stages; and mine site overhead and depreciation and amortization relating to mining and processing operations. Corporate general and administrative costs are not included in inventory costs. Net realizable value represents the estimated future sales price of production-related inventories computed using the London Bullion Market Association’s (“LBMA”) quoted period-end metal prices, less any further estimated processing, refining, and selling costs. In-process inventories In-process inventories represent gold-bearing concentrated materials that are in the process of being converted to a saleable product using a Merrill-Crowe plant or carbon-in-column processing method. As gold ounces are recovered from in-process inventories, costs, including conversion costs, are transferred to precious metals inventory at an average cost per ounce of gold. Precious metals inventory Precious metals inventory consists of doré and loaded carbon containing both gold and silver, which is ready for offsite shipment or at a third party refiner before being sold to a third party. As gold ounces are sold, costs are recognized in Production costs and Depreciation and amortization in the consolidated statements of operations at an average cost per gold ounce sold. Materials and supplies Materials and supplies are valued at the lower of average cost or net realizable value. Cost includes applicable taxes and freight. Ore on leach pads, current and non-current Ore on leach pads represents ore that is being treated with a chemical solution to dissolve the contained gold and silver. Costs are added to ore on leach pads based on current mining costs, including reagents, leaching supplies, and applicable depreciation and amortization relating to mining operations. As gold-bearing materials are further processed, costs are transferred from ore on leach pads to in-process inventories at an average cost per estimated recoverable ounce of gold. Mine site period costs The Company evaluates its mine site costs incurred, which are normally recorded to the carrying value of production-related inventories, to determine if costs incurred during the period qualify as Mine site period costs, the Company performs an analysis to determine the net realizable value of its inventory and determines whether costs incurred that are in excess of future estimated revenues are a result of recurring or significant downtime or delays, unusually high levels of repairs, inefficient operations, overuse of processing reagents, or other costs or activities that significantly increase the cost per ounce of production-related inventories and are considered unusual. If costs are determined to meet the criteria and, therefore, cannot be recorded to the carrying value of production-related inventories, then the Company recognizes such costs in the period incurred as Mine site period costs , which is included in Cost of sales on the consolidated statements of operations. |
Warrant liabilities | Warrant liabilities The Company accounts for certain warrants to purchase shares of the Company’s common stock issued to the SPAC sponsor and/or underwriter in a private placement and/or pursuant to a forward purchase contract (the “5-Year Private Warrants”) that are not indexed to the Company’s own stock as warrant liabilities at fair value on the consolidated balance sheet. These warrants are subject to remeasurement at each balance sheet date and any change in fair value is recognized as a component of Other income (expense) on the consolidated statement of operations. The Company will continue to adjust the liability for changes in fair value until the earlier of the (i) exercise or expiration of the 5-Year Private Warrants or (ii) the transfer of any 5-Year Private Warrants to any person who is not a permitted transferee, at which time the warrant liability will be reclassified to Additional paid-in capital on the consolidated balance sheet. | Derivative instruments The Company recognizes all derivatives as either assets or liabilities and measures those instruments at fair value. Changes in the fair value of derivative instruments, together with any gains or losses on derivative settlements and transactions, are recorded in earnings in the period in which they occur. In estimating the fair value of derivative instruments, the Company is required to apply judgments and make assumptions that impact the amount recorded for such derivative instruments. The Company does not hold derivative instruments for trading purposes. |
Projects and development | Projects and development Costs incurred to enhance our understanding of the recovery and processing of the current ore body to sustain production at existing operations that do not qualify for capitalization are expensed within Projects and development , which is included in Operating expenses on the Condensed Consolidated Statement of Operations. Evaluation and development costs include expenditures for: (i) analyzing established feasibility studies; (ii) conducting geological studies; (iii) oversight and project management; and (4) drilling, engineering, and metallurgical activities. | |
Accounting pronouncements not yet adopted | Accounting pronouncements not yet adopted In February 2016, the FASB issued ASU No. 2016-02, Leases ("ASU 2016-02"). The new standard establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the consolidated statements of operations and classification within the consolidated statement of cash flows. In October 2019, the FASB issued ASU No. 2019-10, Financial Instruments - Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842) ("ASU 2019-10") that amends the effective date of ASU 2016-02 for emerging growth companies, such that the new standard is effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. As the Company qualifies as an emerging growth company, the Company has elected to take advantage of the deferred effective date afforded to emerging growth companies. A modified retrospective transition approach is required to either the beginning of the earliest period presented or the beginning of the year of adoption. The Company has compiled its leases and is in the process of estimating the impact of adopting this ASU. In December of 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), as part as part of its overall simplification initiative to reduce costs and complexity of applying accounting standards while maintaining or improving the usefulness of the information provided to users of financial statements. Amendments include removal of certain exceptions to the general principles of ASC 740, Income Taxes and simplification in several other areas such as accounting for a franchise tax (or similar tax) that is partially based on income. For emerging growth companies, the new guidance is effective for annual periods beginning after December 15, 2021. As the Company qualifies as an emerging growth company, the Company plans to take advantage of the deferred effective date afforded to emerging growth companies. The Company is assessing the impact on its consolidated financial statements and disclosures. In August 2020, the FASB issued ASU No. 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”). ASU 2020-06 simplifies guidance on accounting for convertible instruments and contracts in an entity’s own equity including calculating diluted earnings per share. For emerging growth companies, the new guidance is effective for annual periods beginning after December 15, 2022. As the Company qualifies as an emerging growth company, the Company plans to take advantage of the deferred effective date afforded to emerging growth companies. The Company is currently evaluating the impact that adopting this update will have on its consolidated financial statements and related disclosures. | Recently adopted accounting pronouncements In August 2018, the FASB issued Accounting Standards Update ("ASU") 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurements (“ASU 2018-13”), which amends the disclosure requirements for fair value measurements in Topic 820 based on the considerations of costs and benefits. Under ASU 2018-13, certain disclosures were modified or eliminated, while other disclosures were added. The Company's adoption of ASU 2018-13 on January 1, 2020 did not materially affect its financial statement disclosures. Accounting pronouncements not yet adopted In February 2016, the FASB issued ASU No. 2016-02, Leases ("ASU 2016-02"). The new standard establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the consolidated statements of operations and classification within the consolidated statement of cash flows. In October 2019, the FASB issued ASU No. 2019-10, Financial Instruments - Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842) ("ASU 2019-10") that amends the effective date of ASU 2016-02 for emerging growth companies, such that the new standard is effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. As the Company qualifies as an emerging growth company, the Company has elected to take advantage of the deferred effective date afforded to emerging growth companies. A modified retrospective transition approach is required to either the beginning of the earliest period presented or the beginning of the year of adoption. The Company has compiled its leases and is in the process of estimating the impact of adopting this ASU. In August 2020, the FASB issued ASU No. 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”). ASU 2020-06 simplifies guidance on accounting for convertible instruments and contracts in an entity’s own equity including calculating diluted earnings per share. For emerging growth companies, the new guidance is effective for annual periods beginning after December 15, 2022. As the Company qualifies as an emerging growth company, the Company plans to take advantage of the deferred effective date afforded to emerging growth companies. The Company is currently evaluating the impact that adopting this update will have on its consolidated financial statements and related disclosures. |
Recapitalization Transaction (T
Recapitalization Transaction (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Business Combinations [Abstract] | ||
Summary of ownership upon closing Recapitalization Transaction | The following table summarizes the ownership of the Company’s common stock issued and outstanding upon closing of the Recapitalization Transaction: Shares Ownership % Former Seller stockholders and affiliated entities 48,421,309 96.5 % Former MUDS public stockholders (1) 1,197,704 2.4 % Lender to Sprott Credit Agreement 496,634 1.0 % Cantor Fitzgerald & Co. 44,395 0.1 % Total shares issued and outstanding 50,160,042 100.0 % (1) Includes 200,000 shares held by Cantor. | The following table summarizes the ownership of the Company’s common stock issued and outstanding upon closing of the Recapitalization Transaction: Shares Ownership % Former Seller stockholders and affiliated entities 48,421,309 96.5 % Former MUDS public stockholders (1) 1,197,704 2.4 % Lender to Sprott Credit Agreement 496,634 1.0 % Cantor Fitzgerald & Co. 44,395 0.1 % Total shares issued and outstanding 50,160,042 100.0 % (1) Includes 200,000 shares held by Cantor. |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Inventory Disclosure [Abstract] | ||
Schedule of inventory | The following table provides the components of Inventories and the estimated recoverable gold ounces therein (dollars in thousands): March 31, 2021 December 31, 2020 Amount Gold Ounces Amount Gold Ounces Materials and supplies $ 6,282 — $ 6,449 — Merrill-Crowe process plant 5,753 3,300 4,810 2,587 Carbon-in-column 2,750 1,703 299 166 Finished good (doré and off-site carbon) 4,165 2,489 1,309 710 Total $ 18,950 7,492 $ 12,867 3,463 | The following table provides the components of inventories and the estimated recoverable gold ounces therein (in thousands, except ounces): December 31, 2020 December 31, 2019 Amount Gold Ounces Amount Gold Ounces Materials and supplies $ 6,449 — $ 2,559 — Merrill-Crowe process plant 4,810 2,587 1,004 691 Carbon-in-column 299 166 478 474 Finished good (doré) 1,309 710 412 278 Total $ 12,867 3,463 $ 4,453 1,443 |
Schedule of inventory, Ore on leach pads | The following table summarizes Ore on leach pads and the estimated recoverable gold ounces therein (dollars in thousands): March 31, 2021 December 31, 2020 Amount Gold Ounces Amount Gold Ounces Ore on leach pads, current $ 33,090 20,140 $ 38,041 21,869 Ore on leach pads, non-current 9,243 5,626 7,243 4,164 Total $ 42,333 25,766 $ 45,284 26,033 | The following table summarizes Ore on leach pads and the estimated recoverable gold ounces therein (in thousands, except ounces): December 31, 2020 December 31, 2019 Amount Gold Ounces Amount Gold Ounces Ore on leach pads, current $ 38,041 21,869 $ 22,062 17,019 Ore on leach pads, non-current 7,243 4,164 — — Total $ 45,284 26,033 $ 22,062 17,019 |
Prepaids and Other (Tables)
Prepaids and Other (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Components of prepaids and other | The following table provides the components of Prepaids and other and Other assets, non-current (dollars in thousands): March 31, December 31, Prepaids and other Prepaids $ 3,458 $ 3,198 Deposits 1,107 1,105 Total $ 4,565 $ 4,303 Other assets, non-current Equipment not in use $ 12,238 $ 12,238 Consignment inventory - supplies 1,770 885 Royalty - advance payment 480 360 Total $ 14,488 $ 13,483 Prepaids The following table provides the components of prepaids included in the above table (dollars in thousands): March 31, December 31, 2020 Prepaid insurance $ 2,549 $ 1,847 Mining claims and permitting fees 282 417 Subscription and license fees 280 259 Property taxes 177 — Equipment mobilization — 423 Other 170 252 Total $ 3,458 $ 3,198 | The following table provides the components of Prepaids and other and Other assets, non-current (in thousands): December 31, December 31, Prepaids and other Prepaids $ 3,198 $ 2,109 Deposits 1,105 539 Total $ 4,303 $ 2,648 Other assets, non-current Equipment not in use $ 12,238 $ 19,683 Prepaid supplies consignment inventory 885 — Royalty - advance payment 360 120 Deferred future financing costs — 5,083 Total $ 13,483 $ 24,886 |
Plant, Equipment, and Mine De_2
Plant, Equipment, and Mine Development, Net (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||
Components of plant, equipment, and mine development, net | The following table provides the components of Plant, equipment, and mine development, net (dollars in thousands): Depreciation Life March 31, December 31, Leach pads Units-of-production $ 17,432 $ 17,432 Process equipment 5 - 15 years 17,459 16,065 Buildings and leasehold improvements 10 years 10,507 10,507 Mine equipment 5 - 7 years 6,707 5,961 Vehicles 3 - 5 years 1,227 991 Furniture and office equipment 7 years 341 322 Mine development Units-of-production 1,096 756 Mineral properties Units-of-production 37 37 Construction in progress and other 37,683 33,185 $ 92,489 $ 85,256 Less, accumulated depreciation and amortization (26,134) (25,033) Total $ 66,355 $ 60,223 | The following table provides the components of plant, equipment, and mine development, net (in thousands): Depreciation Life December 31, December 31, Leach pads Units-of-production $ 17,432 $ 17,419 Process equipment 5 - 15 years 16,065 14,770 Buildings and leasehold improvements 10 years 10,507 10,507 Mine equipment 5 - 7 years 5,961 4,716 Vehicles 3 - 5 years 991 136 Furniture and office equipment 7 years 322 129 Mine development Units-of-production 756 119 Mineral properties Units-of-production 37 — Construction in progress and other 33,185 936 $ 85,256 $ 48,732 Less, accumulated depreciation and amortization (25,033) (17,208) Total $ 60,223 $ 31,524 |
Restricted Cash (Tables)
Restricted Cash (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Cash and Cash Equivalents [Abstract] | ||
Components of restricted cash | The following table provides the components of Restricted cash (dollars in thousands): March 31, December 31, Reclamation surety bond cash collateral $ 39,700 $ 39,677 | The following table provides the components of restricted cash (in thousands): December 31, December 31, Reclamation surety bond cash collateral $ 39,677 $ 39,477 First Lien Agreement restricted cash - Note 10 — 3,270 Total $ 39,677 $ 42,747 |
Other Liabilities (Tables)
Other Liabilities (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Other Liabilities Disclosure [Abstract] | ||
Components of other liabilities | The following table summarizes the components of Other liabilities, current and Other liabilities, non-current (dollars in thousands): March 31, December 31, Other liabilities, current Accrued compensation $ 2,106 $ 1,560 Salary continuation payments 1,533 1,215 Restricted stock units 837 913 Deferred payroll tax liability 471 436 Accrued directors fees 33 33 Total $ 4,980 $ 4,157 Other liabilities, non-current Salary continuation payments $ 904 $ 1,145 Deferred payroll tax liability 471 505 Total $ 1,375 $ 1,650 | The following table summarizes the components of Other liabilities, current and Other liabilities, non-current (in thousands): December 31, December 31, (as restated) Other liabilities, current Accrued compensation, benefits, continuation obligation, and bonus 4,157 2,349 Accrued compensation for phantom shares - Note 15 — 1,590 Total $ 4,157 $ 3,939 Other liabilities, non-current Compensation and benefits continuation obligation $ 1,145 $ — Payroll tax liability 505 — Total $ 1,650 $ — |
Debt, Net (Tables)
Debt, Net (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Debt Disclosure [Abstract] | ||
Components of debt | The following table summarizes the components of debt (dollars in thousands): March 31, December 31, Debt, net, current: Sprott Credit Agreement (1) $ 7,753 $ 5,274 Note payable 99 — Less, debt issuance costs (411) (154) Total $ 7,441 $ 5,120 Debt, net, non-current: Subordinated Notes $ 86,917 $ 84,797 Sprott Credit Agreement, net of original issue discount ($13.6 million, net) 61,901 61,894 Note payable 307 — Less, debt issuance costs (3,281) (4,026) Total $ 145,844 $ 142,665 | The following table summarizes the components of debt (in thousands): December 31, December 31, Debt, net, current: Sprott Credit Agreement (1) $ 5,274 $ — 2.0 Lien Notes — 208,411 1.5 Lien Notes — 137,050 First Lien Agreement — 125,468 1.25 Lien Notes — 77,212 Promissory Note — 6,773 Less, debt issuance costs (154) (949) Total $ 5,120 $ 553,965 Debt, net, non-current: Subordinated Notes $ 84,797 $ — Sprott Credit Agreement 61,894 — Less, debt issuance costs (4,026) — Total $ 142,665 $ — |
Schedule of maturities of long-term debt | The following table summarizes the Company's contractual payments of long-term debt, including current maturities, for the five years subsequent to March 31, 2021 (dollars in thousands): 2021 $ 7,698 2022 20,821 2023 24,516 2024 24,508 2025 93,020 Total 170,563 Less, original issue discount, net of amortization ($3.4 million) (13,586) Less, debt issuance costs, net of amortization ($0.4 million) (3,692) Total debt, net, current and non-current $ 153,285 | The following table summarizes the Company's contractual payments of long-term debt, including current maturities, for the five years subsequent to December 31, 2020 (in thousands): 2021 $ 5,274 2022 16,698 2023 23,948 2024 23,948 2025 96,771 Total 166,639 Less, original issue discount (14,674) Less, debt issuance costs (4,180) Total debt, net, current and non-current $ 147,785 |
Components of recorded interest expense | The following table summarizes the components of recorded Interest expense, net of capitalized interest (dollars in thousands): Three Months Ended March 31, 2021 2020 Sprott Credit Agreement $ 2,640 $ — Subordinated Notes 2,120 — Amortization of debt issuance costs 335 672 Other interest expense 8 — 2.0 Lien Notes — 7,816 1.5 Lien Notes — 5,139 1.25 Lien Notes — 3,352 First Lien Agreement — 2,867 Promissory Note — 85 Capitalized interest (654) (44) Total $ 4,449 $ 19,887 | The following table summarizes the components of recorded interest expense (in thousands): Year Ended December 31, 2020 2019 2.0 Lien Notes $ 12,902 $ 28,537 1.5 Lien Notes 8,635 18,763 1.25 Lien Notes 6,218 5,241 First Lien Agreement 4,575 10,022 Sprott Credit Agreement 6,009 — Subordinated Notes 4,797 — Amortization of debt issuance costs 1,972 2,048 Promissory Note 141 786 Other interest expense 40 — Capitalized interest (1,831) (551) Total $ 43,458 $ 64,846 |
Warrant Liabilities (Tables)
Warrant Liabilities (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Equity [Abstract] | ||
Summary of outstanding warrants | The following table summarizes the Company's outstanding warrants (dollars in thousands): 5-Year Private Warrants Seller Warrants Total Shares Amount Shares Amount Shares Amount Balance at January 1, 2021 9,888,415 $ 15,326 12,621,623 $ 63 22,510,038 $ 15,389 Fair value adjustments — (9,459) — (34) — (9,493) Balance at March 31, 2021 9,888,415 $ 5,867 12,621,623 $ 28 22,510,038 $ 5,897 | The following table summarizes the Company's outstanding warrants (U.S. dollars in thousands): 5-Year Private Warrants Seller Warrants Total Shares Amount Shares Amount Shares Amount Balance at January 1, 2020 — $ — 12,621,623 $ 18 12,621,623 $ 18 Additions 10,240,000 12,185 — — 10,240,000 12,185 Transfers (351,585) (581) — — (351,585) (581) Fair value adjustments — 3,722 — 45 — 3,767 Balance at December 31, 2020 9,888,415 $ 15,326 12,621,623 $ 63 22,510,038 $ 15,389 |
Revenues (Tables)
Revenues (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | ||
Disaggregation of revenue | The table below is a summary of the Company’s gold and silver sales (dollars in thousands): Three Months Ended March 31, 2021 2020 Amount Ounces Amount Ounces Gold sales $ 17,541 9,830 $ 10,348 6,560 Silver sales 1,495 57,236 798 49,373 Total $ 19,036 $ 11,146 | The table below is a summary of the Company’s gold and silver sales (in thousands, except ounces sold): Year Ended December 31, 2020 2019 Amount Ounces Amount Ounces Gold sales $ 44,279 24,892 $ 12,803 8,593 Silver sales 2,765 136,238 906 52,036 Total $ 47,044 $ 13,709 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | ||
Summary of restricted stock unit activity | The following table summarizes the Company’s stock-based compensation cost and unrecognized stock-based compensation cost by plan (dollars in thousands): Performance and Incentive Pay Three months ended March 31, 2021 Three months ended March 31, 2020 Non-vested at beginning of year $ 2,870 $ 2,509 Granted 4,804 — Canceled/forfeited (158) (1,339) Vested (581) (583) Non-vested at end of period $ 6,935 $ 587 | The following table summarizes the Company’s stock-based compensation cost and unrecognized stock-based compensation cost by plan (in thousands): Restricted Stock Units Performance and Incentive Pay Number of Units Weighted Average Grant Date Fair Value Non-vested at beginning of year (1) 339,271 $ 10.96 Granted 517,234 8.11 Canceled/forfeited (131,724) 11.32 Vested (179,085) 11.05 Non-vested at end of year 545,696 $ 8.12 |
Loss Per Share (Tables)
Loss Per Share (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Abstract] | ||
Schedule of basic and diluted loss per share | The table below summarizes the Company's basic and diluted loss per share calculations (in thousands, except share and per share amounts): Three Months Ended March 31, 2021 2020 Net loss $ (9,688) $ (34,618) Weighted average shares outstanding Basic 59,901,306 323,328 Diluted 59,901,306 323,328 Basic loss per common share $ (0.16) $ (107.07) Diluted loss per common share $ (0.16) $ (107.07) | The table below summarizes the Company's basic and diluted loss per share calculations (in thousands, except share and per share amounts): Year Ended December 31, 2020 2019 (as restated) Net loss $ (136,392) $ (98,895) Weighted average shares outstanding Basic 34,833,211 301,559 Diluted 34,833,211 301,559 Basic loss per common share $ (3.92) $ (327.95) Diluted loss per common share $ (3.92) $ (327.95) |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting [Abstract] | ||
Summary of segment information | The tables below summarize the Company's segment information (dollars in thousands): Three Months Ended March 31, Hycroft Mine Corporate and Other Total 2021 Revenue - Note 14 $ 19,036 $ — $ 19,036 Cost of sales 29,402 — 29,402 Other operating costs 595 3,794 4,389 Loss from operations (10,961) (3,794) (14,755) Interest expense - Note 9 — (4,449) (4,449) Fair value adjustment to warrants - Note 19 — 9,493 9,493 Interest income 23 — 23 Income (loss) before income taxes (10,938) 1,250 (9,688) Income taxes - Note 16 — — — Net income (loss) $ (10,938) $ 1,250 $ (9,688) 2020 Revenue - Note 14 $ 11,146 $ — $ 11,146 Cost of sales 23,890 — 23,890 Other operating costs 93 2,006 2,099 Loss from operations (12,837) (2,006) (14,843) Interest expense - Note 9 (85) (19,802) (19,887) Fair value adjustment to warrants - Note 19 — — — Interest income 112 — 112 Loss before income taxes (12,810) (21,808) (34,618) Income taxes - Note 16 — — — Net loss $ (12,810) $ (21,808) $ (34,618) | The tables below summarize the Company's segment information: Year Ended December 31, Hycroft Mine Corporate and Other Total (as restated) (as restated) 2020 Revenue - Note 14 $ 47,044 $ — $ 47,044 Cost of sales 109,621 — 109,621 Other operating costs 5,705 21,084 26,789 Loss from operations (68,282) (21,084) (89,366) Interest expense - Note 10 (141) (43,317) (43,458) Fair value adjustment to Warrants - Note 19 — (3,767) (3,767) Interest income 199 — 199 Loss before reorganization items and income taxes (68,224) (68,168) (136,392) Reorganization items — — — Loss before income taxes $ (68,224) $ (68,168) $ (136,392) Total Assets $ 177,298 $ 55,328 $ 232,626 2019 Revenue - Note 14 $ 13,709 $ — $ 13,709 Cost of sales 30,669 — 30,669 Other operating costs 10,909 6,072 16,981 Loss from operations (27,869) (6,072) (33,941) Interest expense - Note 10 (786) (64,060) (64,846) Fair value adjustment to Warrants - Note 19 — — — Interest income 797 — 797 Loss before reorganization items and income taxes (27,858) (70,132) (97,990) Reorganization items — (905) (905) Loss before income taxes $ (27,858) $ (71,037) $ (98,895) Total Assets $ 119,789 $ 14,848 $ 134,637 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | ||
Schedule of fair value on recurring basis | The following table sets forth by level within the fair value hierarchy, the Company’s liabilities measured at fair value on a recurring basis (dollars in thousands). Hierarchy March 31, December 31, Liabilities: Other liabilities, non-current 5-Year Private Warrants 2 5,869 15,327 Seller Warrants 2 28 62 Total $ 5,897 $ 15,389 | The following table sets forth by level within the fair value hierarchy, the Company’s liabilities measured at fair value on a recurring basis (in thousands). Hierarchy December 31, December 31, (as restated) Liabilities: Other liabilities, current Accrued compensation for phantom shares 3 $ — $ 1,590 Other liabilities, non-current 5-Year Private Warrant liability - Note 11 2 $ 15,327 Seller Warrant liability - Note 11 2 62 $ 18 Total $ 15,389 $ 1,608 |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Supplemental Cash Flow Information [Abstract] | ||
Schedule of supplemental cash flow information | The following table provides supplemental cash flow information (dollars in thousands): Three Months Ended March 31, 2021 2020 Cash paid for interest $ — $ 3,313 Significant non-cash financing and investing activities: Increase in debt from in-kind interest 3,671 16,420 Plant, equipment, and mine development additions included in accounts payable 911 364 Plant, equipment, and mine development acquired by note payable 407 — Vesting of restricted stock units 115 — Accrual of deferred financing and equity issuance costs — 382 | The following table provides supplemental cash flow information (in thousands): Year Ended December 31, 2020 2019 Cash paid for interest $ 5,366 $ 10,239 Significant non-cash financing and investing activities: Exchange of Seller's 1.5 Lien Notes for HYMC common stock 160,254 — Exchange of Seller's 1.25 Lien Notes for Subordinated Notes 80,000 — Exchange of Seller's 1.25 Lien Notes for HYMC common stock 48,459 — Write-off of Seller's debt issuance costs 8,202 — Plant, equipment, and mine development additions included in accounts payable 1,229 2,458 Private Warrants transferred to Public Warrants 581 — Accrual of deferred financing and equity issuance costs 94 1,025 |
Company Overview (Details)
Company Overview (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Mar. 31, 2021 | Dec. 31, 2020 | May 29, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | |||
Product Information [Line Items] | |||||||
Cash | $ 36,497 | $ 56,363 | $ 6,566 | $ 6,220 | |||
Common stock, issued (in shares) | 59,901,306 | 59,901,306 | [1] | 345,431 | [1] | ||
Common stock, outstanding (in shares) | 59,901,306 | 59,901,306 | [1] | 50,160,042 | 323,328 | [1] | |
Outstanding warrants (in shares) | 22,510,038 | 22,510,038 | |||||
Mudrick | |||||||
Product Information [Line Items] | |||||||
Cash | $ 68,900 | ||||||
Common stock, issued (in shares) | 50,160,042 | ||||||
Common stock, outstanding (in shares) | 50,160,042 | ||||||
Warrants, exercise price 11.50 | |||||||
Product Information [Line Items] | |||||||
Outstanding warrants (in shares) | 34,289,999 | ||||||
Warrants, exercise price (in dollars per share) | $ 11.50 | ||||||
Warrants, exercise price 44.82 | |||||||
Product Information [Line Items] | |||||||
Outstanding warrants (in shares) | 12,721,623 | ||||||
Warrants, exercise price (in dollars per share) | $ 44.82 | ||||||
Number of securities called by warrants (in shares) | 3,210,213 | ||||||
Gold and silver | Revenue | Product concentration risk | |||||||
Product Information [Line Items] | |||||||
Concentration risk | 100.00% | 100.00% | |||||
[1] | Retroactively restated for the reverse recapitalization as described in Note 2 - Summary of Significant Accounting Policies. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) $ in Thousands | Oct. 06, 2020USD ($) | May 29, 2020 | Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | ||
Accounting Policies [Abstract] | ||||||||
Reverse recapitalization, conversion ratio | 0.112 | 0.112 | 0.112 | |||||
Net loss | $ 9,688 | $ 34,618 | $ 136,392 | $ 98,895 | ||||
Fair value adjustment to warrants - Note 19 | 9,493 | 0 | (3,767) | 0 | ||||
Net cash used in operating activities | 14,761 | 19,445 | 110,508 | 59,771 | ||||
Cash | 36,497 | $ 6,566 | 56,363 | 6,220 | ||||
Working capital | 65,600 | 90,300 | ||||||
Liabilities | 215,351 | 216,009 | 573,888 | |||||
Accumulated deficit | 530,447 | 520,759 | [1] | 444,438 | [1] | |||
Proceeds from issuance of warrants | $ 83,100 | 83,515 | $ 0 | |||||
Debt, amount due in next 12 months | $ 9,100 | $ 9,100 | ||||||
[1] | Retroactively restated for the reverse recapitalization as described in Note 2 - Summary of Significant Accounting Policies. |
Recapitalization Transaction -
Recapitalization Transaction - Narrative (Details) - USD ($) | May 29, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Jan. 19, 2021 | Oct. 01, 2020 | Jul. 01, 2020 | May 28, 2020 | Jan. 19, 2020 | Oct. 22, 2015 | |||
Business Acquisition [Line Items] | ||||||||||||||
Cash | $ 36,497,000 | $ 6,566,000 | $ 56,363,000 | $ 6,220,000 | ||||||||||
Common stock, issued (in shares) | 59,901,306 | 59,901,306 | [1] | 345,431 | [1] | |||||||||
Common stock, outstanding (in shares) | 50,160,042 | 59,901,306 | 59,901,306 | [1] | 323,328 | [1] | ||||||||
Outstanding warrants (in shares) | 22,510,038 | 22,510,038 | ||||||||||||
Proceeds from recapitalization transaction | $ 10,400,000 | $ 10,419,000 | $ 0 | |||||||||||
Repayment of debt | $ 0 | $ 632,000 | ||||||||||||
Stock surrendered (in shares) | 3,500,000 | |||||||||||||
Percentage of stock issued to creditors | 1.00% | |||||||||||||
Proceeds from royalty obligation | $ 30,000,000 | $ 30,000,000 | $ 0 | |||||||||||
Smelter royalty obligation, percentage | 1.50% | |||||||||||||
Cash in reserve for dissolution | $ 2,300,000 | |||||||||||||
Payments for underwriter fees | $ 2,500,000 | |||||||||||||
Common shares issued to underwriter (in shares) | 40,000 | |||||||||||||
Payments for additional underwriter fees | $ 2,000,000 | |||||||||||||
Cash remitted to holders of Seller's deferred phantom units | 1,800,000 | |||||||||||||
Cash paid for additional transaction costs | $ 7,400,000 | |||||||||||||
Common Stock | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of shares issued | [2] | 101 | 37,600 | |||||||||||
Unredeemed SPAC shares of MUDS public stockholders (in shares) | [2] | 1,197,704 | ||||||||||||
Common shares issued to underwriter (in shares) | [2] | 44,395 | ||||||||||||
Former Seller stockholders and affiliated entities | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Common stock, outstanding (in shares) | 48,421,309 | |||||||||||||
Common stock shares outstanding, related affiliates percentage | 96.50% | |||||||||||||
1.25 Lien Notes to common stock | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Debt converted | $ 48,500,000 | $ 48,459,000 | $ 0 | |||||||||||
Debt conversion, number of shares issued | 4,850,000 | |||||||||||||
1.25 Lien Notes to Subordinated Notes | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Debt converted | $ 80,000,000 | |||||||||||||
Debt conversion, amount | $ 80,000,000 | |||||||||||||
1.5 Lien Notes | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Repurchase price percentage | 110.00% | |||||||||||||
1.5 Lien Notes to common stock | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Debt converted | $ 145,700,000 | $ 160,254,000 | 0 | |||||||||||
Debt conversion, number of shares issued | 16,000,000 | |||||||||||||
2.0 Lien Notes to common stock | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Debt converted | $ 221,300,000 | |||||||||||||
Debt conversion, number of shares issued | 132,800,000 | |||||||||||||
Stock surrendered (in shares) | 3,511,820 | |||||||||||||
First Lien Agreement | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Repayment of debt | $ 125,500,000 | $ 125,468,000 | 0 | |||||||||||
Promissory Note | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Repayment of debt | 6,900,000 | $ 6,914,000 | $ 0 | |||||||||||
Sprott Credit Agreement | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Stated amount of borrowing | $ 70,000,000 | |||||||||||||
Debt, original issue discount | 2.00% | |||||||||||||
Mudrick | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Cash | $ 68,900,000 | |||||||||||||
Common stock, issued (in shares) | 50,160,042 | |||||||||||||
Common stock, outstanding (in shares) | 50,160,042 | |||||||||||||
Cash acquired | $ 10,400,000 | |||||||||||||
Liabilities assumed | $ 6,900,000 | |||||||||||||
HYMC | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Equity interest issued, number of shares | 3,500,000 | |||||||||||||
Conversion from Class B common stock | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of shares converted | 5,200,000 | |||||||||||||
Conversion of Seller stock to HYMC stock | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Conversion of stock, number of shares issued | 15,100,000 | |||||||||||||
Private Placement | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of shares issued | 7,600,000 | |||||||||||||
Shares issued, price per share (in dollars per share) | $ 10 | |||||||||||||
Proceeds from issuance of equity | $ 76,000,000 | |||||||||||||
Private Placement | Common Stock | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of shares issued | [2] | 7,596,309 | ||||||||||||
Forward purchase contract | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of shares issued | 625,000 | |||||||||||||
Proceeds from issuance of equity | $ 25,000,000 | $ 25,000,000 | ||||||||||||
Sprott Credit Agreement | Common Stock | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of shares issued | 500,000 | 496,634 | [2] | |||||||||||
Warrants, exercise price 11.50 | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Outstanding warrants (in shares) | 34,289,999 | |||||||||||||
Warrants, exercise price (in dollars per share) | $ 11.50 | |||||||||||||
Warrants, exercise price 44.82 | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Outstanding warrants (in shares) | 12,721,623 | |||||||||||||
Warrants, exercise price (in dollars per share) | $ 44.82 | |||||||||||||
Number of securities called by warrants (in shares) | 3,210,213 | |||||||||||||
Warrants, private placement | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Warrants, exercise price (in dollars per share) | $ 11.50 | |||||||||||||
Number of securities called by warrants (in shares) | 3,250,000 | |||||||||||||
Warrants issued (in shares) | 3,250,000 | |||||||||||||
Warrants, forward purchase contract | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Warrants, exercise price (in dollars per share) | $ 11.50 | |||||||||||||
Number of securities called by warrants (in shares) | 2,500,000 | |||||||||||||
Warrants issued (in shares) | 2,500,000 | |||||||||||||
Warrants, MUDS IPO | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Outstanding warrants (in shares) | 28,500,000 | |||||||||||||
Warrants, exercise price (in dollars per share) | $ 11.50 | |||||||||||||
Seller Warrants | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Outstanding warrants (in shares) | 12,700,000 | 12,621,623 | 12,621,623 | 12,621,623 | 12,700,000 | 12,721,623 | ||||||||
Warrants, exercise price (in dollars per share) | $ 44.82 | $ 41.26 | $ 40.31 | $ 41.26 | $ 44.82 | $ 40.31 | $ 44.82 | |||||||
Number of securities called by warrants (in shares) | 3,487,168 | 3,569,051 | 3,487,168 | 3,210,213 | 3,569,051 | 3,210,213 | ||||||||
Number of securities called by each warrant (in shares) | 0.27411 | 0.28055 | 0.27411 | 0.2523 | 0.28055 | 0.2523 | ||||||||
Mudrick | Class A common stock | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Unredeemed SPAC shares of MUDS public stockholders (in shares) | 1,200,000 | |||||||||||||
HYMC | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Common stock, issued (in shares) | 2,900,000 | |||||||||||||
Common stock, outstanding (in shares) | 2,900,000 | |||||||||||||
[1] | Retroactively restated for the reverse recapitalization as described in Note 2 - Summary of Significant Accounting Policies. | |||||||||||||
[2] | Retroactively restated for the reverse recapitalization as described in Note 2 - Summary of Significant Accounting Policies. |
Recapitalization Transaction _2
Recapitalization Transaction - Summary of ownership upon closing Recapitalization Transaction (Details) - shares | Mar. 31, 2021 | Dec. 31, 2020 | [1] | May 29, 2020 | Dec. 31, 2019 | [1] |
Business Acquisition [Line Items] | ||||||
Common stock, outstanding (in shares) | 59,901,306 | 59,901,306 | 50,160,042 | 323,328 | ||
Ownership percentage | 100.00% | |||||
Former Seller stockholders and affiliated entities | ||||||
Business Acquisition [Line Items] | ||||||
Common stock, outstanding (in shares) | 48,421,309 | |||||
Ownership percentage | 96.50% | |||||
Former MUDS public stockholders | ||||||
Business Acquisition [Line Items] | ||||||
Common stock, outstanding (in shares) | 1,197,704 | |||||
Ownership percentage | 2.40% | |||||
Lender to Sprott Credit Agreement | ||||||
Business Acquisition [Line Items] | ||||||
Common stock, outstanding (in shares) | 496,634 | |||||
Ownership percentage | 1.00% | |||||
Cantor Fitzgerald & Co. | ||||||
Business Acquisition [Line Items] | ||||||
Common stock, outstanding (in shares) | 44,395 | |||||
Ownership percentage | 0.10% | |||||
Cantor | ||||||
Business Acquisition [Line Items] | ||||||
Common stock, outstanding (in shares) | 200,000 | |||||
[1] | Retroactively restated for the reverse recapitalization as described in Note 2 - Summary of Significant Accounting Policies. |
Inventories - Narrative (Detail
Inventories - Narrative (Details) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021USD ($)$ / shares | Mar. 31, 2020USD ($)oz$ / shares | Dec. 31, 2020USD ($)oz$ / shares | Dec. 31, 2019USD ($)oz$ / shares | |
Inventory [Line Items] | ||||
Capitalized costs | $ 700,000 | $ 300,000 | $ 300,000 | |
Capitalized costs, leach pads, current | 2,400,000 | 1,800,000 | 1,800,000 | |
Capitalized costs, leach pads, noncurrent | 2,300,000 | 400,000 | 0 | |
Inventory, leach pads, production costs written off | 0 | $ 6,500,000 | $ 16,700,000 | $ 15,100,000 |
Inventory, leach pads, gold written off | oz | 3,980 | 10,492 | 11,680 | |
Inventory, leach pads, capitalized costs written off | $ 500,000 | $ 1,300,000 | $ 1,300,000 | |
Mine site period costs, gross | 10,200,000 | 6,600,000 | 46,700,000 | 2,200,000 |
Mine site period costs, depreciation and amortization | 600,000 | $ 500,000 | 3,000,000 | 200,000 |
Inventory, net | $ 18,950,000 | $ 12,867,000 | $ 4,453,000 | |
Basic (in dollars per share) | $ / shares | $ (0.16) | $ (107.07) | $ (3.92) | $ (327.95) |
Inventory Valuation and Obsolescence | ||||
Inventory [Line Items] | ||||
Inventory, net | $ 2,400,000 | |||
Basic (in dollars per share) | $ / shares | $ 0.07 |
Prepaids and Other - Components
Prepaids and Other - Components of prepaids and other (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Prepaids and other | |||
Prepaids | $ 3,458 | $ 3,198 | $ 2,109 |
Deposits | 1,107 | 1,105 | 539 |
Total | 4,565 | 4,303 | 2,648 |
Other assets, non-current | |||
Equipment not in use | 12,238 | 12,238 | 19,683 |
Consignment inventory - supplies | 1,770 | 885 | 0 |
Royalty - advance payment | 480 | 360 | 120 |
Total | $ 14,488 | $ 13,483 | $ 24,886 |
Prepaids and Other - Componen_2
Prepaids and Other - Components of prepaids (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |||
Prepaid insurance | $ 2,549 | $ 1,847 | $ 1,500 |
Mining claims and permitting fees | 282 | 417 | 400 |
Subscription and license fees | 280 | 259 | 100 |
Property taxes | 177 | 0 | |
Equipment mobilization | 0 | 423 | |
Other | 170 | 252 | |
Prepaids | $ 3,458 | $ 3,198 | $ 2,109 |
Prepaids and Other - Narrative
Prepaids and Other - Narrative (Details) | Mar. 31, 2021 | Dec. 31, 2020 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Royalty payment, percentage of net profit | 4.00% | 4.00% |
Plant, Equipment, and Mine De_3
Plant, Equipment, and Mine Development, Net - Components of plant, equipment, and mine development, net (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Dec. 31, 2020 | Feb. 28, 2021 | Dec. 31, 2019 | |
Property, Plant and Equipment [Line Items] | ||||
Plant, equipment and mine development, gross | $ 92,489 | $ 85,256 | $ 48,732 | |
Less, accumulated depreciation and amortization | (26,134) | (25,033) | (17,208) | |
Total | 66,355 | 60,223 | 31,524 | |
Leach pads | ||||
Property, Plant and Equipment [Line Items] | ||||
Plant, equipment and mine development, gross | 17,432 | 17,432 | 17,419 | |
Process equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Plant, equipment and mine development, gross | $ 17,459 | $ 16,065 | 14,770 | |
Buildings and leasehold improvements | ||||
Property, Plant and Equipment [Line Items] | ||||
Useful life | 10 years | 10 years | ||
Plant, equipment and mine development, gross | $ 10,507 | $ 10,507 | 10,507 | |
Mine equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Plant, equipment and mine development, gross | 6,707 | 5,961 | 4,716 | |
Vehicles | ||||
Property, Plant and Equipment [Line Items] | ||||
Plant, equipment and mine development, gross | $ 1,227 | $ 991 | 136 | |
Furniture and office equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Useful life | 7 years | 7 years | ||
Plant, equipment and mine development, gross | $ 341 | $ 322 | 129 | |
Mine development | ||||
Property, Plant and Equipment [Line Items] | ||||
Plant, equipment and mine development, gross | 1,096 | 756 | 119 | |
Mineral properties | ||||
Property, Plant and Equipment [Line Items] | ||||
Plant, equipment and mine development, gross | 37 | 37 | 0 | |
Construction in progress and other | ||||
Property, Plant and Equipment [Line Items] | ||||
Plant, equipment and mine development, gross | $ 37,683 | $ 33,185 | $ 34,100 | $ 936 |
Minimum | Process equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Useful life | 5 years | 5 years | ||
Minimum | Mine equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Useful life | 5 years | 5 years | ||
Minimum | Vehicles | ||||
Property, Plant and Equipment [Line Items] | ||||
Useful life | 3 years | 3 years | ||
Maximum | Process equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Useful life | 15 years | 15 years | ||
Maximum | Mine equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Useful life | 7 years | 7 years | ||
Maximum | Vehicles | ||||
Property, Plant and Equipment [Line Items] | ||||
Useful life | 5 years | 5 years |
Plant, Equipment, and Mine De_4
Plant, Equipment, and Mine Development, Net - Narrative (Details) - USD ($) $ in Thousands | 2 Months Ended | 3 Months Ended | 12 Months Ended | ||
Feb. 28, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment [Line Items] | |||||
Capitalized interest | $ 654 | $ 44 | $ 1,831 | $ 551 | |
Plant, equipment and mine development, gross | 92,489 | 85,256 | 48,732 | ||
Mineral properties | 40 | 40 | 0 | ||
Process equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Additions to property, plant and equipment | 1,400 | 1,200 | |||
Plant, equipment and mine development, gross | 17,459 | 16,065 | 14,770 | ||
Mine equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Additions to property, plant and equipment | 700 | ||||
Plant, equipment and mine development, gross | 6,707 | 5,961 | 4,716 | ||
Construction in progress and other | |||||
Property, Plant and Equipment [Line Items] | |||||
Additions to property, plant and equipment | $ 3,200 | 30,900 | |||
Capitalized interest | 700 | ||||
Plant, equipment and mine development, gross | $ 34,100 | 37,683 | 33,185 | 936 | |
Leach pads not in use | |||||
Property, Plant and Equipment [Line Items] | |||||
Plant, equipment and mine development, gross | $ 11,200 | $ 11,200 | $ 11,200 |
Restricted Cash (Details)
Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Reclamation surety bond cash collateral | $ 39,700 | $ 39,677 | $ 39,595 | $ 39,477 |
Surety bond | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Guarantor obligations | $ 59,900 | $ 59,900 |
Other Liabilities (Details)
Other Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Other liabilities, current | |||
Accrued compensation | $ 2,106 | $ 1,560 | $ 1,590 |
Salary continuation payments | 1,533 | 1,215 | |
Restricted stock units | 837 | 913 | |
Deferred payroll tax liability | 471 | 436 | 2,349 |
Accrued directors fees | 33 | 33 | |
Total | 4,980 | 4,157 | 3,939 |
Other liabilities, non-current | |||
Salary continuation payments | 904 | 1,145 | 0 |
Deferred payroll tax liability | 471 | 505 | 0 |
Total | $ 1,375 | $ 1,650 | $ 0 |
Payroll tax deferred, due year one | 50.00% | ||
Payroll tax deferred, due year two | 50.00% | ||
Minimum | |||
Other liabilities, non-current | |||
Agreement period for postemployment benefits | 12 months | 12 months | |
Maximum | |||
Other liabilities, non-current | |||
Agreement period for postemployment benefits | 24 months | 24 months |
Debt, Net - Narrative (Details)
Debt, Net - Narrative (Details) - Note payable $ in Millions | 1 Months Ended |
Feb. 28, 2021USD ($) | |
Debt Instrument [Line Items] | |
Stated amount of borrowing | $ 0.4 |
Stated interest rate | 0.99% |
Debt term | 48 months |
Debt, Net - Components of debt
Debt, Net - Components of debt (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Debt, net, current: | |||
Less, debt issuance costs, current | $ (411) | $ (154) | $ (949) |
Total | 7,441 | 5,120 | 553,965 |
Debt, net, non-current: | |||
Less, debt issuance costs, noncurrent | (3,281) | (4,026) | 0 |
Total | 145,844 | 142,665 | 0 |
Unamortized discount | 13,586 | 14,674 | |
Debt, amount due in next 12 months | 9,100 | 9,100 | |
Subordinated Notes | |||
Debt, net, non-current: | |||
Debt, gross, noncurrent | 86,917 | 84,797 | $ 0 |
Sprott Credit Agreement | |||
Debt, net, current: | |||
Debt, gross, current | 7,753 | 5,274 | |
Debt, net, non-current: | |||
Debt, gross, noncurrent | 61,901 | 61,894 | |
Unamortized discount | 13,600 | ||
Quarterly interest payable | 2,200 | ||
Debt, amount due in next 12 months | 5,600 | ||
Note payable | |||
Debt, net, current: | |||
Debt, gross, current | 99 | 0 | |
Debt, net, non-current: | |||
Debt, gross, noncurrent | $ 307 | $ 0 |
Debt, Net - Components of recor
Debt, Net - Components of recorded interest expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | ||||
Amortization of debt issuance costs | $ 335 | $ 672 | $ 1,972 | $ 2,048 |
Other interest expense | 8 | 0 | 40 | 0 |
Capitalized interest | (654) | (44) | (1,831) | (551) |
Total interest expense, debt | 4,449 | 19,887 | 43,458 | 64,846 |
Sprott Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Interest expense, debt | 2,640 | 0 | ||
Subordinated Notes | ||||
Debt Instrument [Line Items] | ||||
Interest expense, debt | 2,120 | 0 | 4,797 | 0 |
2.0 Lien Notes | ||||
Debt Instrument [Line Items] | ||||
Interest expense, debt | 0 | 7,816 | 12,902 | 28,537 |
1.5 Lien Notes | ||||
Debt Instrument [Line Items] | ||||
Interest expense, debt | 0 | 5,139 | 8,635 | 18,763 |
1.25 Lien Notes | ||||
Debt Instrument [Line Items] | ||||
Interest expense, debt | 0 | 3,352 | 6,218 | 5,241 |
First Lien Agreement | ||||
Debt Instrument [Line Items] | ||||
Interest expense, debt | 0 | 2,867 | 4,575 | 10,022 |
Promissory Note | ||||
Debt Instrument [Line Items] | ||||
Interest expense, debt | $ 0 | $ 85 | $ 141 | $ 786 |
Royalty Obligation (Details)
Royalty Obligation (Details) - USD ($) $ in Thousands | May 29, 2020 | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Other Liabilities Disclosure [Abstract] | ||||
Proceeds from royalty obligation | $ 30,000 | $ 30,000 | $ 0 | |
Smelter royalty obligation, percentage | 1.50% | |||
Smelter royalty obligation, right to repurchase percentage | 33.30% | |||
Smelter royalty obligation, right to repurchase percentage, net of returns | 0.50% | |||
Amortization of royalty obligation | $ 30 | 37 | 0 | |
Payments for royalty obligations | 400 | 500 | ||
Royalty obligation, current | $ 124 | $ 124 | $ 0 |
Warrant Liabilities - Summary o
Warrant Liabilities - Summary of outstanding warrants (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Jul. 01, 2020 | May 29, 2020 | Oct. 22, 2015 | |
Class of Warrant or Right [Line Items] | |||||||
Outstanding warrants (in shares) | 22,510,038 | 22,510,038 | |||||
Class of Warrant or Right [Roll Forward] | |||||||
Beginning balance | $ 15,389 | $ 18 | $ 18 | ||||
Fair value adjustments | (9,493) | 0 | 3,767 | $ 0 | |||
Ending balance | $ 5,897 | $ 15,389 | $ 18 | ||||
5-Year Private Warrants | |||||||
Class of Warrant or Right [Line Items] | |||||||
Outstanding warrants (in shares) | 9,888,415 | 9,888,415 | 0 | 7,740,000 | |||
Class of Warrant or Right [Roll Forward] | |||||||
Beginning balance | $ 15,326 | 0 | $ 0 | ||||
Fair value adjustments | (9,459) | 3,722 | |||||
Ending balance | $ 5,867 | $ 15,326 | $ 0 | ||||
Seller Warrants | |||||||
Class of Warrant or Right [Line Items] | |||||||
Outstanding warrants (in shares) | 12,621,623 | 12,621,623 | 12,621,623 | 12,700,000 | 12,700,000 | 12,721,623 | |
Class of Warrant or Right [Roll Forward] | |||||||
Beginning balance | $ 63 | $ 18 | $ 18 | ||||
Fair value adjustments | (34) | 45 | |||||
Ending balance | $ 28 | $ 63 | $ 18 |
Warrant Liabilities - Narrative
Warrant Liabilities - Narrative (Details) - $ / shares | Oct. 01, 2020 | May 29, 2020 | May 28, 2020 | Sep. 30, 2020 | Dec. 31, 2020 | Mar. 31, 2021 | Jan. 19, 2021 | Jul. 01, 2020 | Jan. 19, 2020 | Dec. 31, 2019 | Oct. 22, 2015 |
Class of Warrant or Right [Line Items] | |||||||||||
Outstanding warrants (in shares) | 22,510,038 | 22,510,038 | |||||||||
Performance and Incentive Pay Plan | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Number of shares available for grant | 2,508,002 | 1,819,814 | 1,146,784 | 2,508,002 | |||||||
5-Year Private Warrants | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Warrants issued (in shares) | 2,500,000 | 7,740,000 | 10,240,000 | ||||||||
Number of securities called by warrants (in shares) | 7,740,000 | ||||||||||
Warrants, exercise price (in dollars per share) | $ 11.50 | $ 11.50 | |||||||||
Warrant term | 5 years | 5 years | |||||||||
Outstanding warrants (in shares) | 7,740,000 | 9,888,415 | 9,888,415 | 0 | |||||||
Warrants transferred (in shares) | 351,585 | ||||||||||
Seller Warrants | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Warrants issued (in shares) | 0 | ||||||||||
Number of securities called by warrants (in shares) | 3,487,168 | 3,487,168 | 3,569,051 | 3,210,213 | 3,569,051 | 3,210,213 | |||||
Warrants, exercise price (in dollars per share) | $ 41.26 | $ 44.82 | $ 41.26 | $ 40.31 | $ 44.82 | $ 40.31 | $ 44.82 | ||||
Warrant term | 7 years | ||||||||||
Outstanding warrants (in shares) | 12,700,000 | 12,621,623 | 12,621,623 | 12,700,000 | 12,621,623 | 12,721,623 | |||||
Warrants transferred (in shares) | 0 | ||||||||||
Number of securities called by each warrant (in shares) | 0.27411 | 0.27411 | 0.28055 | 0.2523 | 0.28055 | 0.2523 | |||||
Units issued (in shares) | 4,951,388 | ||||||||||
Five-year Public Warrants | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Warrants, exercise price (in dollars per share) | $ 11.50 | $ 11.50 | |||||||||
Warrant term | 5 years | ||||||||||
Outstanding warrants (in shares) | 24,401,483 | 24,401,483 | |||||||||
Warrants transferred (in shares) | 351,585 | ||||||||||
Units issued (in shares) | 3,249,999 | 20,800,000 |
Asset Retirement Obligation (De
Asset Retirement Obligation (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | |||||
Accretion expense | $ 100 | $ 100 | $ 374 | $ 422 | |
Asset retirement obligation | $ 4,900 | $ 4,800 | $ 4,374 | $ 5,832 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) $ / shares in Units, $ in Thousands | Oct. 06, 2020USD ($)tradingDay$ / sharesshares | May 29, 2020tradingDay$ / sharesshares | May 28, 2020$ / sharesshares | Mar. 31, 2021$ / sharesshares | Sep. 30, 2020shares | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Jan. 19, 2021shares | ||
Class of Stock [Line Items] | ||||||||||
Shares authorized (in shares) | 410,000,000 | 410,000,000 | ||||||||
Common stock, authorized (in shares) | 400,000,000 | 400,000,000 | [1] | 400,000,000 | [1] | |||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | [1] | $ 0.0001 | [1] | |||||
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 | ||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||||||||
Common stock, issued (in shares) | 59,901,306 | 59,901,306 | [1] | 345,431 | [1] | |||||
Common stock, outstanding (in shares) | 50,160,042 | 59,901,306 | 59,901,306 | [1] | 323,328 | [1] | ||||
Preferred stock, issued (in shares) | 0 | 0 | ||||||||
Preferred stock, outstanding (in shares) | 0 | 0 | ||||||||
Units issued, offering price (in dollars per share) | $ / shares | $ 9 | |||||||||
Proceeds from issuance of warrants | $ | $ 83,100 | $ 83,515 | $ 0 | |||||||
Warrants, threshold trading days | tradingDay | 20 | 20 | ||||||||
Warrants, trading day period | tradingDay | 30 | 30 | ||||||||
Outstanding warrants (in shares) | 22,510,038 | 22,510,038 | ||||||||
Performance and Incentive Pay Plan | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of shares available for grant | 2,508,002 | 1,146,784 | 1,819,814 | 2,508,002 | ||||||
Public Offering Warrants | ||||||||||
Class of Stock [Line Items] | ||||||||||
Units issued (in shares) | 9,583,334 | |||||||||
Units issued, offering price (in dollars per share) | $ / shares | $ 9 | |||||||||
Number of shares called by each unit | 1 | |||||||||
Number of warrants called by each unit (in shares) | 1 | |||||||||
Units issued, related party (in shares) | 5,000,000 | |||||||||
Proceeds from issuance of warrants | $ | $ 83,100 | |||||||||
Number of securities called by each warrant (in shares) | 1 | |||||||||
Warrants, exercise price (in dollars per share) | $ / shares | $ 10.50 | |||||||||
Warrant term | 5 years | |||||||||
Share price threshold to call warrants (in dollars per share) | $ / shares | $ 17 | |||||||||
Five-year Public Warrants | ||||||||||
Class of Stock [Line Items] | ||||||||||
Units issued (in shares) | 3,249,999 | 20,800,000 | ||||||||
Number of shares called by each unit | 1 | |||||||||
Number of warrants called by each unit (in shares) | 1 | |||||||||
Warrants, exercise price (in dollars per share) | $ / shares | $ 11.50 | $ 11.50 | ||||||||
Warrant term | 5 years | |||||||||
Share price threshold to call warrants (in dollars per share) | $ / shares | $ 18 | |||||||||
Warrants, threshold trading days | tradingDay | 20 | |||||||||
Warrants, trading day period | tradingDay | 30 | |||||||||
Outstanding warrants (in shares) | 24,401,483 | 24,401,483 | ||||||||
Warrants transferred (in shares) | 351,585 | |||||||||
5-Year Private Warrants | ||||||||||
Class of Stock [Line Items] | ||||||||||
Warrants, exercise price (in dollars per share) | $ / shares | $ 11.50 | $ 11.50 | ||||||||
Warrant term | 5 years | 5 years | ||||||||
Number of securities called by warrants (in shares) | 7,740,000 | |||||||||
Outstanding warrants (in shares) | 7,740,000 | 9,888,415 | 9,888,415 | 0 | ||||||
Warrants transferred (in shares) | 351,585 | |||||||||
Minimum | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common stock, lock-up period | 6 months | 6 months | ||||||||
Maximum | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common stock, lock-up period | 12 months | 12 months | ||||||||
[1] | Retroactively restated for the reverse recapitalization as described in Note 2 - Summary of Significant Accounting Policies. |
Revenues - Disaggregation of re
Revenues - Disaggregation of revenue (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021USD ($)oz | Mar. 31, 2020USD ($)oz | Dec. 31, 2020USD ($)oz | Dec. 31, 2019USD ($)oz | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ | $ 19,036 | $ 11,146 | $ 47,044 | $ 13,709 |
Ounces Sold | oz | ||||
Gold sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ | $ 17,541 | $ 10,348 | $ 44,279 | $ 12,803 |
Ounces Sold | oz | 9,830 | 6,560 | 24,892 | 8,593 |
Silver sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ | $ 1,495 | $ 798 | $ 2,765 | $ 906 |
Ounces Sold | oz | 57,236 | 49,373 | 136,238 | 52,036 |
Revenues - Narrative (Details)
Revenues - Narrative (Details) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
One customer | Customer concentration risk | Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk | 96.50% | 96.60% | 79.10% | 100.00% |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) $ / shares in Units, $ in Thousands | Dec. 04, 2020$ / sharesshares | Jun. 01, 2020$ / sharesshares | May 29, 2020USD ($)shares$ / shares | Mar. 31, 2021USD ($)shares | Mar. 31, 2020shares | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019shares | Jan. 19, 2021shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Vested (in shares) | 30,000 | ||||||||
Vesting of restricted stock units | $ | $ 115 | [1] | $ 1,800 | ||||||
Payments for vesting of phantom shares, number of shares per share granted | 1 | ||||||||
Payments for vesting of phantom shares | $ | $ 1,800 | ||||||||
Restricted stock units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Vested (in shares) | 581,000 | 583,000 | 179,085 | ||||||
Vested (in dollars per share) | $ / shares | $ 11.05 | ||||||||
Phantom shares | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Vested (in shares) | 1,237,500 | ||||||||
Performance and Incentive Pay Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Percentage of issued and outstanding shares of common stock | 5.00% | ||||||||
Number of shares available for grant | 2,508,002 | 1,146,784 | 1,819,814 | 2,508,002 | |||||
Performance and Incentive Pay Plan | Restricted stock units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Vested (in shares) | 100,000 | 100,000 | 0 | ||||||
Vested (in dollars per share) | $ / shares | $ 7.43 | $ 11.50 | $ 12.65 | ||||||
Performance and Incentive Pay Plan | Restricted stock units | Minimum | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting period | 2 years | 2 years | |||||||
Performance and Incentive Pay Plan | Restricted stock units | Minimum | Nonemployee | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting period | 2 years | 2 years | |||||||
Performance and Incentive Pay Plan | Restricted stock units | Maximum | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting period | 3 years | 3 years | |||||||
Performance and Incentive Pay Plan | Restricted stock units | Maximum | Nonemployee | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting period | 3 years | 3 years | |||||||
Performance and Incentive Pay Plan | Performance shares | Minimum | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting period | 2 years | 2 years | |||||||
Performance and Incentive Pay Plan | Performance shares | Maximum | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting period | 3 years | 3 years | |||||||
[1] | As of March 31, 2021, there were 16,441 unissued shares underlying restricted stock units that had vested. |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of restricted stock unit activity (Details) - shares | Dec. 04, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 |
Performance and Incentive Pay | ||||
Vested (in shares) | (30,000) | |||
Restricted stock units | ||||
Performance and Incentive Pay | ||||
Non-vested at beginning of year (in shares) | 2,870,000 | 2,509,000 | 2,509,000 | |
Granted (in shares) | 30,000 | 4,804,000 | 0 | 517,234 |
Canceled/forfeited (in shares) | (158,000) | (1,339,000) | (131,724) | |
Vested (in shares) | (581,000) | (583,000) | (179,085) | |
Non-vested at end of year (in shares) | 6,935,000 | 587,000 | 2,870,000 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense | $ 0 | $ 0 | $ 0 | $ 0 |
Effective income tax rate | 0.00% | 0.00% | 0.00% | 0.00% |
Loss Per Share - Narrative (Det
Loss Per Share - Narrative (Details) shares in Millions | May 29, 2020 | Mar. 31, 2021shares | Mar. 31, 2020shares | Dec. 31, 2020shares | Dec. 31, 2019shares |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Reverse recapitalization, conversion ratio | 0.112 | 0.112 | 0.112 | ||
Antidilutive securities excluded from computation (in shares) | 47.7 | ||||
Warrants | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive securities excluded from computation (in shares) | 57.6 | 3.2 | 47.4 | 3.2 |
Segment Information (Details)
Segment Information (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 19,036,000 | $ 11,146,000 | $ 47,044,000 | $ 13,709,000 |
Cost of sales | 29,402,000 | 23,890,000 | 109,621,000 | 30,669,000 |
Other operating costs | 4,389,000 | 2,099,000 | 26,789,000 | 16,981,000 |
Loss from operations | (14,755,000) | (14,843,000) | (89,366,000) | (33,941,000) |
Interest expense - Note 9 | (4,449,000) | (19,887,000) | (43,458,000) | (64,846,000) |
Fair value adjustment to warrants - Note 19 | 9,493,000 | 0 | (3,767,000) | 0 |
Interest income | 23,000 | 112,000 | 199,000 | 797,000 |
Loss before income taxes | (9,688,000) | (34,618,000) | (136,392,000) | (98,895,000) |
Income taxes - Note 16 | 0 | 0 | 0 | 0 |
Net loss | (9,688,000) | (34,618,000) | (136,392,000) | (98,895,000) |
Hycroft Mine | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 19,036,000 | 11,146,000 | 47,044,000 | 13,709,000 |
Cost of sales | 29,402,000 | 23,890,000 | 109,621,000 | 30,669,000 |
Other operating costs | 595,000 | 93,000 | 5,705,000 | 10,909,000 |
Loss from operations | (10,961,000) | (12,837,000) | (68,282,000) | (27,869,000) |
Interest expense - Note 9 | 0 | (85,000) | (141,000) | (786,000) |
Fair value adjustment to warrants - Note 19 | 0 | 0 | 0 | 0 |
Interest income | 23,000 | 112,000 | 199,000 | 797,000 |
Loss before income taxes | (10,938,000) | (12,810,000) | (68,224,000) | (27,858,000) |
Income taxes - Note 16 | 0 | 0 | ||
Net loss | (10,938,000) | (12,810,000) | ||
Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Cost of sales | 0 | 0 | 0 | 0 |
Other operating costs | 3,794,000 | 2,006,000 | 21,084,000 | 6,072,000 |
Loss from operations | (3,794,000) | (2,006,000) | (21,084,000) | (6,072,000) |
Interest expense - Note 9 | (4,449,000) | (19,802,000) | (43,317,000) | (64,060,000) |
Fair value adjustment to warrants - Note 19 | 9,493,000 | 0 | (3,767,000) | 0 |
Interest income | 0 | 0 | 0 | 0 |
Loss before income taxes | 1,250,000 | (21,808,000) | $ (68,168,000) | $ (71,037,000) |
Income taxes - Note 16 | 0 | 0 | ||
Net loss | $ 1,250,000 | $ (21,808,000) |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Jul. 01, 2020 | May 29, 2020 | Dec. 31, 2019 | Oct. 22, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Outstanding warrants (in shares) | 22,510,038 | 22,510,038 | ||||
Debt, fair value | $ 156,800 | $ 154,900 | ||||
Debt, carrying value | $ 153,285 | $ 147,800 | ||||
Royalty obligation, metal price discount rate | 5.00% | 5.00% | ||||
Royalty obligation | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Royalty obligation, fair value | $ 117,800 | $ 148,400 | ||||
Royalty obligation, carrying value | $ 30,000 | $ 30,000 | ||||
Seller Warrants | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Outstanding warrants (in shares) | 12,621,623 | 12,621,623 | 12,700,000 | 12,700,000 | 12,621,623 | 12,721,623 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Supplemental Cash Flow Information [Abstract] | ||||
Cash paid for interest | $ 0 | $ 3,313 | $ 5,366 | $ 10,239 |
Significant non-cash financing and investing activities: | ||||
Increase in debt from in-kind interest | 3,671 | 16,420 | ||
Plant, equipment, and mine development additions included in accounts payable | 911 | 364 | 1,229 | 2,458 |
Plant, equipment, and mine development acquired by note payable | 407 | 0 | ||
Vesting of restricted stock units | 115 | 0 | ||
Accrual of deferred financing and equity issuance costs | $ 0 | $ 382 | $ 94 | $ 1,025 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Thousands, T in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021USD ($)operating_leaseT | Dec. 31, 2020USD ($)operating_leaseT | |
Unrecorded Unconditional Purchase Obligation [Line Items] | ||
Royalty payment, percentage of net profit | 4.00% | 4.00% |
Royalty payment, annual advance | $ 120 | $ 120 |
Royalty payment, additional incremental payment | $ 120 | $ 120 |
Royalty payment, annual tons mined threshold | T | 5 | 5 |
Royalty payment, maximum lease payments | $ 7,600 | $ 7,600 |
Payments to acquire royalty interests in mining properties | 2,800 | 2,700 |
Other assets, noncurrent | ||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||
Payments to acquire royalty interests in mining properties | 400 | 400 |
Inventories | ||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||
Unrecorded unconditional purchase obligation | $ 2,500 | $ 2,500 |
Unrecorded unconditional purchase obligation, term | 2 years | 2 years |
Unrecorded unconditional purchase obligation, purchases | $ 800 | |
Inventories | Prepaids and other | ||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||
Unrecorded unconditional purchase obligation, purchases | $ 1,800 | |
Inventories | Inventories | ||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||
Unrecorded unconditional purchase obligation, purchases | $ 500 | |
Mobile mining equipment | ||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||
Operating lease, number of leases | operating_lease | 2 | 2 |
Operating lease, remaining lease payments | $ 4,600 | $ 4,800 |
Office space and corporate housing | ||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||
Operating lease, annual rent expense | $ 100 | $ 200 |
Related Party Transactions (Det
Related Party Transactions (Details) | Dec. 04, 2020shares | Oct. 06, 2020shares | Mar. 31, 2021USD ($)financial_Institutionshares | Mar. 31, 2020USD ($)shares | Dec. 31, 2020USD ($)financial_Institutionshares | Dec. 31, 2019USD ($) | May 29, 2020USD ($) |
Related Party Transaction [Line Items] | |||||||
Number of financial institutions, debt issued | financial_Institution | 5 | 5 | |||||
Number of financial institutions, considered related party | financial_Institution | 3 | 3 | |||||
Minimum percentage of common stock held by related party, right to nominate one director | 10.00% | 10.00% | |||||
Interest expense, related party | $ | $ 1,800,000 | $ 17,900,000 | $ 31,300,000 | $ 57,600,000 | |||
Due to related parties | $ | $ 73,000,000 | $ 71,200,000 | $ 497,200,000 | ||||
Vested (in shares) | shares | 30,000 | ||||||
Restricted stock units | |||||||
Related Party Transaction [Line Items] | |||||||
Vested (in shares) | shares | 581,000 | 583,000 | 179,085 | ||||
Directors | |||||||
Related Party Transaction [Line Items] | |||||||
Due to affiliate | $ | $ 200,000 | $ 200,000 | |||||
Related party transaction, amount | $ | $ 100,000 | $ 100,000 | |||||
Directors | Restricted stock units | |||||||
Related Party Transaction [Line Items] | |||||||
Vested (in shares) | shares | 5,047 | 5,047 | |||||
Affiliated entity | Warrants | Highbridge | |||||||
Related Party Transaction [Line Items] | |||||||
Units issued (in shares) | shares | 833,333 | ||||||
Affiliated entity | Warrants | Mudrick | |||||||
Related Party Transaction [Line Items] | |||||||
Units issued (in shares) | shares | 3,222,222 | ||||||
Subordinated Notes | |||||||
Related Party Transaction [Line Items] | |||||||
Stated amount of borrowing | $ | $ 80,000,000 | $ 80,000,000 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent event $ in Millions | Apr. 12, 2021USD ($) |
Subsequent Event [Line Items] | |
Operating lease, monthly payment | $ 0.1 |
Operating lease, term | 4 years |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | |
Assets: | |||
Cash | $ 56,363 | $ 6,220 | |
Accounts receivable | 426 | 97 | |
Inventories - Note 4 | 12,867 | 4,453 | |
Ore on leach pads, current - Note 4 | 38,041 | 22,062 | |
Prepaids and other - Note 5 | 4,303 | 2,648 | |
Restricted cash - Note 6 | 0 | 3,270 | |
Current assets | 112,000 | 38,750 | |
Ore on leach pads, non-current - Note 4 | 7,243 | 0 | |
Other assets, non-current - Note 5 | 13,483 | 24,886 | |
Plant, equipment, and mine development, net - Note 7 | 60,223 | 31,524 | |
Restricted cash - Note 7 | 39,677 | 39,477 | |
Total assets | 232,626 | 134,637 | |
Liabilities: | |||
Accounts payable and accrued expenses | 12,280 | 10,746 | |
Other liabilities, current - Note 8 | 4,157 | 3,939 | |
Debt, net, current - Note 9 | 5,120 | 553,965 | |
Royalty obligation, current - Note 10 | 124 | 0 | |
Interest payable | 0 | 846 | |
Current liabilities | 21,681 | 569,496 | |
Other liabilities, non-current - Note 8 | 1,650 | 0 | |
Warrant liabilities, non-current - Note 11 | 15,389 | 18 | |
Debt, net, non-current - Note 9 | 142,665 | 0 | |
Royalty obligation, non-current - Note 10 | 29,839 | 0 | |
Asset retirement obligation, non-current - Note 12 | 4,785 | 4,374 | |
Total liabilities | 216,009 | 573,888 | |
Commitments and contingencies - Note 21 | |||
Stockholders' (deficit) equity | |||
Common stock, $0.0001 par value; 400,000,000 shares authorized; 59,901,306 issued and outstanding at December 31, 2020; and 345,431 issued and 323,328 outstanding at December 31, 2019 | [1] | 6 | 0 |
Additional paid-in capital | [1] | 537,370 | 5,187 |
Accumulated deficit | [1] | (520,759) | (444,438) |
Total stockholders' equity | [1] | 16,617 | (439,251) |
Total liabilities and stockholders' equity | $ 232,626 | $ 134,637 | |
[1] | Retroactively restated for the reverse recapitalization as described in Note 2 - Summary of Significant Accounting Policies. |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 | [1] | May 29, 2020 | Dec. 31, 2019 | [1] |
Statement of Financial Position [Abstract] | ||||||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Common stock, authorized (in shares) | 400,000,000 | 400,000,000 | 400,000,000 | |||
Common stock, issued (in shares) | 59,901,306 | 59,901,306 | 345,431 | |||
Common stock, outstanding (in shares) | 59,901,306 | 59,901,306 | 50,160,042 | 323,328 | ||
[1] | Retroactively restated for the reverse recapitalization as described in Note 2 - Summary of Significant Accounting Policies. |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | ||
Income Statement [Abstract] | |||
Revenues - Note 14 | $ 47,044,000 | $ 13,709,000 | |
Cost of sales: | |||
Production costs | 41,688,000 | 11,041,000 | |
Depreciation and amortization | 2,894,000 | 1,011,000 | |
Mine site period costs - Note 4 | 47,115,000 | 2,174,000 | |
Write-down of production inventories - Note 4 | 17,924,000 | 16,443,000 | |
Total cost of sales | 109,621,000 | 30,669,000 | |
Operating expenses: | |||
General and administrative | 21,084,000 | 6,072,000 | |
Impairment on equipment not in use - Note 5 | 5,331,000 | 63,000 | |
Accretion - Note 12 | 374,000 | 422,000 | |
Project and development | 0 | 7,708,000 | |
Pre-production depreciation and amortization | 0 | 1,067,000 | |
Care and maintenance | 0 | 3,529,000 | |
Reduction in asset retirement obligation | 0 | (1,880,000) | |
Loss from operations | (89,366,000) | (33,941,000) | |
Other income (expense): | |||
Interest expense, net of capitalized interest - Note 9 | (43,458,000) | (64,846,000) | |
Fair value adjustment to Warrants - Note 19 | (3,767,000) | 0 | |
Interest income | 199,000 | 797,000 | |
Loss before reorganization items and income taxes | (136,392,000) | (97,990,000) | |
Reorganization items | 0 | (905,000) | |
Loss before income taxes | (136,392,000) | (98,895,000) | |
Income taxes - Note 16 | 0 | 0 | |
Net loss | $ (136,392,000) | $ (98,895,000) | |
Loss per share: | |||
Basic (in dollars per share) | $ (3.92) | $ (327.95) | |
Diluted (in dollars per share) | $ (3.92) | $ (327.95) | |
Weighted average shares outstanding: | |||
Basic (in shares) | [1] | 34,833,211 | 301,559 |
Diluted (in shares) | [1] | 34,833,211 | 301,559 |
[1] | Retroactively restated for the reverse recapitalization. Refer to Note 2 - Summary of Significant Accounting Policies and Note 17 - Loss Per Share for further information. |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (136,392) | $ (98,895) |
Adjustments to reconcile net loss for the period to net cash used in operating activities: | ||
Non-cash portion of interest expense - Note 10 | 38,843 | 54,810 |
Write-down of production inventories - Note 4 | 17,924 | 18,617 |
Impairment on equipment not in use - Note 5 | 5,331 | 63 |
Depreciation and amortization | 5,886 | 2,078 |
Stock-based compensation - Note 15 | 2,380 | 1,102 |
Salary continuation and compensation costs | 2,116 | 0 |
Non-cash gain on fair value adjustment for warrant liabilities - Note 11 | 3,767 | 0 |
Accretion - Note 12 | 374 | 422 |
Phantom share compensation | 225 | 706 |
Amortization reduction of Sprott Royalty Obligation - Note 10 | (37) | 0 |
Reduction in asset retirement obligation | 0 | (1,880) |
Change in value of phantom shares | 0 | 181 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (329) | (97) |
Production-related inventories | (43,756) | (38,627) |
Materials and supplies inventories | (3,891) | (977) |
Prepaids and other assets, current and non-current | (2,946) | (507) |
Accounts payable | 372 | 3,384 |
Other liabilities, current and non-current | 443 | 52 |
Interest payable | (818) | (203) |
Net cash used in operating activities | (110,508) | (59,771) |
Cash flows used in investing activities: | ||
Additions to plant, equipment, and mine development | (33,439) | (12,296) |
Proceeds from sales of equipment | 2,315 | 0 |
Net cash used in investing activities | (31,124) | (12,296) |
Cash flows from financing activities: | ||
Proceeds from Public Offering | 83,515 | 0 |
Proceeds from private placement | 75,963 | 0 |
Proceeds from Sprott Royalty Obligation - Note 3 and 10 | 30,000 | 0 |
Proceeds from Recapitalization Transaction - Note 3 | 10,419 | 0 |
Proceeds from warrant exercise | 1 | 0 |
Transaction and issuance costs | (16,094) | (3,658) |
Net cash provided by financing activities | 188,705 | 68,173 |
Net (decrease) increase in cash and restricted cash | 47,073 | (3,894) |
Cash and restricted cash, beginning of period | 48,967 | 52,861 |
Cash and restricted cash, end of period | 96,040 | 48,967 |
Reconciliation of cash and restricted cash: | ||
Cash | 56,363 | 6,220 |
Restricted cash - current | 0 | 3,270 |
Restricted cash - non-current | 39,677 | 39,477 |
Total cash and restricted cash | 48,967 | 52,861 |
Sprott Credit Agreement | ||
Cash flows from financing activities: | ||
Proceeds from issuance of debt | 68,600 | 0 |
1.25 Lien Notes | ||
Cash flows from financing activities: | ||
Proceeds from issuance of debt | 44,841 | 71,831 |
First Lien Agreement | ||
Cash flows from financing activities: | ||
Repayment of debt | (125,468) | 0 |
First Lien Agreement, portion from disposal proceeds | ||
Cash flows from financing activities: | ||
Repayment of debt | (1,158) | 0 |
Promissory Note | ||
Cash flows from financing activities: | ||
Repayment of debt | (6,914) | 0 |
Forward purchase contract | ||
Cash flows from financing activities: | ||
Proceeds from private placement | $ 25,000 | $ 0 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS? EQUITY (DEFICIT) - USD ($) $ in Thousands | Total | Common Stock | Treasury Stock | Additional Paid-in Capital | Accumulated Deficit | Conversion from Class B common stock | [4] | Conversion from Class B common stockCommon Stock | [4] | Conversion from Class B common stockAdditional Paid-in Capital | [1],[4] | Private Placement | Private PlacementCommon Stock | Private PlacementAdditional Paid-in Capital | [1] | Sprott Credit Agreement | Sprott Credit AgreementCommon Stock | Sprott Credit AgreementAdditional Paid-in Capital | [1] | Public Offering Warrants | Public Offering WarrantsCommon Stock | Public Offering WarrantsAdditional Paid-in Capital | [1] | 2.0 Lien Notes to common stock | [5] | 2.0 Lien Notes to common stockCommon Stock | [5] | 2.0 Lien Notes to common stockTreasury Stock | [5] | 2.0 Lien Notes to common stockAdditional Paid-in Capital | [1],[5] | 2.0 Lien Notes to common stockAccumulated Deficit | [5] | 1.5 Lien Notes into common stock | 1.5 Lien Notes into common stockCommon Stock | 1.5 Lien Notes into common stockAdditional Paid-in Capital | [1] | 1.5 Lien Notes into common stockAccumulated Deficit | 1.25 Lien Notes into common stock | 1.25 Lien Notes into common stockCommon Stock | 1.25 Lien Notes into common stockAdditional Paid-in Capital | [1] | ||||||||
Beginning balance (in shares) at Dec. 31, 2018 | [1] | 307,831 | 17,927 | |||||||||||||||||||||||||||||||||||||||||||||||
Beginning balance at Dec. 31, 2018 | $ (340,356) | $ 0 | [1] | $ 0 | [1] | $ 5,187 | [1] | $ (345,543) | ||||||||||||||||||||||||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||||||||||||||||||||||||||||
Shares issued (in shares) | [1] | 37,600 | ||||||||||||||||||||||||||||||||||||||||||||||||
Share repurchased (in shares) | [1] | 4,176 | ||||||||||||||||||||||||||||||||||||||||||||||||
Net loss | (98,895) | (98,895) | ||||||||||||||||||||||||||||||||||||||||||||||||
Ending balance (in shares) at Dec. 31, 2019 | [1],[2] | 345,431 | 22,103 | |||||||||||||||||||||||||||||||||||||||||||||||
Ending balance at Dec. 31, 2019 | (439,251) | [3] | $ 0 | [1],[2] | $ 0 | [1],[2] | 5,187 | [1],[2] | (444,438) | |||||||||||||||||||||||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||||||||||||||||||||||||||||
Net loss | (34,618) | (34,618) | ||||||||||||||||||||||||||||||||||||||||||||||||
Ending balance (in shares) at Mar. 31, 2020 | [2] | 345,431 | 22,103 | |||||||||||||||||||||||||||||||||||||||||||||||
Ending balance at Mar. 31, 2020 | (473,869) | $ 0 | [2] | $ 0 | [2] | 5,187 | [2] | (479,056) | ||||||||||||||||||||||||||||||||||||||||||
Beginning balance (in shares) at Dec. 31, 2019 | [1],[2] | 345,431 | 22,103 | |||||||||||||||||||||||||||||||||||||||||||||||
Beginning balance at Dec. 31, 2019 | (439,251) | [3] | $ 0 | [1],[2] | $ 0 | [1],[2] | 5,187 | [1],[2] | (444,438) | |||||||||||||||||||||||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||||||||||||||||||||||||||||
Shares issued upon conversion (in shares) | [1] | 4,813,180 | 14,795,153 | (22,103) | 16,025,316 | 4,845,920 | ||||||||||||||||||||||||||||||||||||||||||||
Shares issued upon conversion | $ 12,814 | $ 12,814 | $ 220,859 | $ 2 | [1] | $ 146,217 | $ 74,640 | $ 145,685 | $ 2 | [1] | $ 160,252 | $ (14,569) | $ 48,459 | $ 48,459 | ||||||||||||||||||||||||||||||||||||
Shares issued (in shares) | [1] | 101 | 7,596,309 | 496,634 | 9,583,334 | |||||||||||||||||||||||||||||||||||||||||||||
Shares issued | 1 | 1 | [1] | $ 75,963 | $ 1 | [1] | $ 75,962 | $ 6,282 | $ 6,282 | $ 83,514 | $ 1 | [1] | $ 83,513 | |||||||||||||||||||||||||||||||||||||
Unredeemed SPAC shares of MUDS public stockholders (in shares) | [1] | 1,197,704 | ||||||||||||||||||||||||||||||||||||||||||||||||
Unredeemed SPAC shares of MUDS public stockholders | 3,723 | 3,723 | [1] | |||||||||||||||||||||||||||||||||||||||||||||||
Common shares issued to underwriter (in shares) | [1] | 44,395 | ||||||||||||||||||||||||||||||||||||||||||||||||
Common shares issued to underwriter | 444 | 444 | [1] | |||||||||||||||||||||||||||||||||||||||||||||||
Vesting of restricted stock | 1,800 | 1,802 | [1],[6] | |||||||||||||||||||||||||||||||||||||||||||||||
Equity issuance costs | (8,255) | (8,255) | [1] | |||||||||||||||||||||||||||||||||||||||||||||||
Stock-based compensation costs | 388 | 388 | [1] | |||||||||||||||||||||||||||||||||||||||||||||||
Private Warrants transferred to Public Warrants | [7] | $ 581 | $ 581 | |||||||||||||||||||||||||||||||||||||||||||||||
Shares issued under stock-based compensation program (in shares) | [1] | 157,829 | ||||||||||||||||||||||||||||||||||||||||||||||||
Net loss | (136,392) | (136,392) | ||||||||||||||||||||||||||||||||||||||||||||||||
Ending balance (in shares) at Dec. 31, 2020 | [1] | 59,901,306 | 0 | |||||||||||||||||||||||||||||||||||||||||||||||
Ending balance at Dec. 31, 2020 | 16,617 | [3] | $ 6 | [1] | $ 0 | [1] | 537,370 | [1] | (520,759) | |||||||||||||||||||||||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||||||||||||||||||||||||||||
Vesting of restricted stock | [8] | 115 | 115 | |||||||||||||||||||||||||||||||||||||||||||||||
Stock-based compensation costs | 507 | 507 | [2] | |||||||||||||||||||||||||||||||||||||||||||||||
Net loss | (9,688) | (9,688) | ||||||||||||||||||||||||||||||||||||||||||||||||
Ending balance (in shares) at Mar. 31, 2021 | [2] | 59,901,306 | 0 | |||||||||||||||||||||||||||||||||||||||||||||||
Ending balance at Mar. 31, 2021 | $ 7,551 | $ 6 | [2] | $ 0 | [2] | $ 537,992 | [2] | $ (530,447) | ||||||||||||||||||||||||||||||||||||||||||
[1] | Retroactively restated for the reverse recapitalization as described in Note 2 - Summary of Significant Accounting Policies. | |||||||||||||||||||||||||||||||||||||||||||||||||
[2] | Retroactively restated January 1, 2020 and March 31, 2020 for the reverse recapitalization as described in Note 3 - Recapitalization Transaction, and the restated reclassification of the Company's 5-Year Private Warrants as described in Note 11 - Warrant Liabilities. | |||||||||||||||||||||||||||||||||||||||||||||||||
[3] | Retroactively restated for the reverse recapitalization as described in Note 2 - Summary of Significant Accounting Policies. | |||||||||||||||||||||||||||||||||||||||||||||||||
[4] | Includes forward purchase contract proceeds of $25.0 million less $12.2 million for the fair value of 5-Year Private Warrants. | |||||||||||||||||||||||||||||||||||||||||||||||||
[5] | Includes 3,511,820 shares of HYMC common stock received by Seller that were surrendered by the Company. | |||||||||||||||||||||||||||||||||||||||||||||||||
[6] | As of December 31, 2020 there were 21,256 unissued shares underlying restricted stock units that had vested. | |||||||||||||||||||||||||||||||||||||||||||||||||
[7] | 5-Year Private Warrants totaling 351,585 warrants were transferred to an Unrelated Third-Party (as such term is defined herein) in the 2020 third quarter. The terms of the warrant once transferred to the Unrelated Third Party are substantially the same as 5-Year Public Warrants and were reclassified from a liability to Stockholders’ Equity. | |||||||||||||||||||||||||||||||||||||||||||||||||
[8] | As of March 31, 2021, there were 16,441 unissued shares underlying restricted stock units that had vested. |
CONSOLIDATED STATEMENTS OF ST_2
CONSOLIDATED STATEMENTS OF STOCKHOLDERS? EQUITY (DEFICIT) (Parentheticals) - USD ($) $ in Thousands | May 29, 2020 | Sep. 30, 2020 | Dec. 31, 2020 | Mar. 31, 2021 |
Stock surrendered (in shares) | 3,500,000 | |||
Unissued (in shares) | 21,256 | 16,441 | ||
Forward purchase contract | ||||
Proceeds from issuance of equity | $ 25,000 | $ 25,000 | ||
Five-year Public Warrants | ||||
Warrants transferred (in shares) | 351,585 | |||
5-Year Private Warrants | ||||
Warrant addition | $ 12,185 | |||
Warrants transferred (in shares) | 351,585 | |||
2.0 Lien Notes to common stock | ||||
Stock surrendered (in shares) | 3,511,820 |
Company Overview_2
Company Overview | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Company Overview | Company Overview Hycroft Mining Holding Corporation (formerly known as Mudrick Capital Acquisition Corporation ("MUDS")) and its subsidiaries (collectively, “Hycroft”, the “Company”, “we”, “us”, “our”, "it", "HYMC") is a U.S.-based gold producer that is focused on operating and developing its wholly owned Hycroft Mine in a safe, environmentally responsible, and cost-effective manner. Gold and silver sales represent 100% of the Company’s operating revenues and the market prices of gold and silver significantly impact the Company’s financial position, operating results, and cash flows. The Hycroft Mine is located in the State of Nevada and the corporate office is located in Denver, Colorado. Restart of the Hycroft Mine The Company restarted open pit mining operations at the Hycroft Mine during the second quarter of 2019, and, began producing and selling gold and silver during the third quarter of 2019. which it has continued to do on an approximate weekly basis since restarting. As part of the 2019 restart of mining operations, existing equipment was re-commissioned, including haul trucks, shovels and a loader, upgrades were made to the crushing system and new leach pad space was added to the existing leach pads. During 2020, the Company continued to increase its operations by mining more tons, procuring additional mine equipment rentals, and increasing its total headcou nt. Through May 29, 2020, the Company obtained all of its financing from related party debt issuances (see Note 22 - Related Party Transactions ), which were extinguished in connection with the Recapitalization Transaction with MUDS (discussed below). M3 Engineering and Technology Corporation (“M3 Engineering”), in conjunction with SRK Consulting (U.S.), Inc. (“SRK”) and Hycroft Mining Corporation ("Seller"), completed the Hycroft Technical Report, Heap Leaching Feasibility Study, prepared in accordance with the requirements of the Modernization of Property Disclosures for Mining Registrants, with an effective date of July 31, 2019 (the “Hycroft Technical Report”), for a two-stage, heap oxidation and subsequent leaching of sulfide ores. The Hycroft Technical Report projects the economic viability and potential future cash flows for the Hycroft Mine when mining operations expand to levels presented in the Hycroft Technical Rep ort. The operating plan for 2021 will provide us the opportunity to complete and evaluate the results of the ongoing technical and optimization work for the proprietary two-stage heap oxidation and leach process detailed in the Hycroft Technical Report. Based upon the findings and results of this evaluation process, we may update or file a new technical report. Recapitalization Transaction with MUDS As discussed in Note 3 - Recapitalization Transaction , on May 29, 2020, pursuant to the Purchase Agreement (defined herein), Seller completed a business combination and reverse recapitalization transaction (the "Recapitalization Transaction") with MUDS, a publicly traded blank check special purpose acquisition corporation or “SPAC,” and Acquisition Sub (as each of such terms are defined herein). The Recapitalization Transaction was completed upon receiving regulatory approvals and stockholder approvals from each of MUDS and Seller. Following the consummation of the Recapitalization Transaction, MUDS and the entities purchased from Seller were consolidated under Hycroft Mining Holding Corporation, by amending and restating the Company's certificate of incorporation to reflect the Company’s change in name. Pursuant to the consummation of the Recapitalization Transaction, the shares of common stock of Hycroft Mining Holding Corporation were listed on the Nasdaq Capital Market under the ticker symbol “HYMC”. Upon closing of the Recapitalization Transaction, the Company’s unrestricted cash available for use totaled $68.9 million, and the number of shares of common stock issued and outstanding totaled 50,160,042. In addition, upon closing, the Company had 34,289,999 outstanding warrants to purchase an equal number of shares of common stock at $11.50 per share and 12,721,623 warrants to purchase 3,210,213 shares of common stock at a price of $44.82 per share. For more information on the consummation of the Recapitalization Transaction with MUDS, see Note 3 - Recapitalization Transaction . For more information on the outstanding warrants, see Note 11 - Warrant Liabilities . | Company Overview Hycroft Mining Holding Corporation (formerly known as Mudrick Capital Acquisition Corporation ("MUDS")) and its subsidiaries (collectively, “Hycroft”, the “Company”, “we”, “us”, “our”, "it", "HYMC") is a U.S.-based gold producer that is focused on operating and developing its wholly owned Hycroft Mine in a safe, environmentally responsible, and cost-effective manner. Gold and silver sales represent 100% of the Company’s operating revenues and the market prices of gold and silver significantly impact the Company’s financial position, operating results, and cash flows. The Hycroft Mine is located in the State of Nevada and the corporate office is located in Denver, Colorado. Restart of the Hycroft Mine During the second quarter of 2019, the Company restarted open pit mining operations at the Hycroft Mine, and, during the third quarter of 2019, produced and sold gold and silver, which it has continued to do on an approximate weekly basis since restarting. As part of the 2019 restart of mining operations, existing equipment was re-commissioned, including haul trucks, shovels and a loader, upgrades were made to the crushing system and new leach pad space was added to the existing leach pads. During 2020, the Company continued to increase its operations by mining more tons, procuring additional mobile equipment rentals, and increasing its total headcou nt. Through May 29, 2020, the Company obtained all of its financing from related party debt issuances (see Note 23 - Related Party Transactions ), which were extinguished in connection with the Recapitalization Transaction with MUDS (discussed below). M3 Engineering and Technology Corporation (“M3 Engineering”), in conjunction with SRK Consulting (U.S.), Inc. (“SRK”) and the Seller, completed the Hycroft Technical Report, Heap Leaching Feasibility Study, prepared in accordance with the requirements of the Modernization of Property Disclosures for Mining Registrants, with an effective date of July 31, 2019 (the “Hycroft Technical Report”), for a two-stage, heap oxidation and subsequent leaching of sulfide ores. The Hycroft Technical Report projects the economic viability and potential future cash flows for the Hycroft Mine when mining operations expand to levels presented in the Hycroft Technical Rep ort. Recapitalization Transaction with MUDS As discussed in Note 3 - Recapitalization Transaction , on May 29, 2020, pursuant to the Purchase Agreement (defined herein), Seller completed a business combination Recapitalization Transaction with MUDS, a publicly traded blank check special purpose acquisition corporation or “SPAC,” and Acquisition Sub (as each of such terms are defined herein). The Recapitalization Transaction was completed upon receiving regulatory approvals and stockholder approvals from each of MUDS and Seller. Following the close of the Recapitalization Transaction, MUDS and the entities purchased from Seller were consolidated under Hycroft Mining Holding Corporation, by amending and restating the Company's certificate of incorporation to reflect the Company’s change in name. Pursuant to the consummation of the Recapitalization Transaction, the shares of common stock of Hycroft Mining Holding Corporation were listed on the Nasdaq Capital Market under the ticker symbol “HYMC”. Upon closing of the Recapitalization Transaction, the Company’s unrestricted cash available for use totaled $68.9 million, and the number of shares of common stock issued and outstanding totaled 50,160,042. In addition, upon closing, the Company had 34,289,999 outstanding warrants to purchase an equal number of shares of common stock at $11.50 per share and 12,721,623 warrants to purchase 3,210,213 shares of common stock at a price of $44.82 per share. For more information on the consummation of the Recapitalization Transaction with MUDS, see Note 3 - Recapitalization Transaction . Restatement of Previously Issued Financial Statements The Company has restated its financial statements as of and for the year ended December 31, 2020, and will be prospectively restating the unaudited consolidated condensed financial statements for the three and six month periods ended June 30, 2020 and the three and nine month periods ended September 30, 2020, to correct misstatements in those prior periods primarily related to misstatements identified in improperly applying accounting guidance on certain warrants, recognizing them as equity instead of a warrant liability, under the guidance of Accounting Standards Codification (“ASC”) 815-40, Contracts in Entity’s Own Equity. See Note 25 - Restatement of Previously Issued Financial Statements for additional information regarding the misstatements identified and the restatement adjustments made to the financial statements. COVID-19 Pandemic In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (COVID-19) as a pandemic, which continues to spread throughout the United States. Efforts implemented by local and national governments, as well as businesses, including temporary closures, have had adverse impacts on local, national and global economies. The Company has implemented health and safety policies for employees that follow guidelines published by the Center for Disease Control (CDC) and the Mine Safety and Health Administration (MSHA). While our operations during 2020 were impacted by COVID-19, the impact did not significantly adversely affect our operations. The extent of the impact of COVID-19 on our operational and financial performance going forward will depend on certain developments, including the duration and continued spread of the outbreak, and the direct and indirect impacts on our employees, vendors, and customers, all of which are uncertain and cannot be fully anticipated or predicted. Since the Company's Hycroft Mine represents the entirety of its operations, any COVID-19 outbreak at the mine site or any governmental restrictions implemented to combat the pandemic could result in a partial or entire shutdown of the Hycroft Mine itself, which would negatively impact the Company's financial position, operating results, and cash flows. As of the date of these financial statements, the extent to which COVID-19 may impact our financial condition, results of operations or cash flows is uncertain, but could be material and adverse. |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | ||
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of presentation These condensed consolidated interim financial statements of the Company have been prepared, without audit, in accordance with U.S. generally accepted accounting principles (“GAAP”) and pursuant to the rules and regulations of the SEC. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, these financial statements do not include all information and footnotes necessary for a comprehensive presentation of financial position, results of operations, or cash flows. These unaudited condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements and the notes thereto as of and for the year ended December 31, 2020. The Company continues to follow the accounting policies set forth in those audited consolidated financial statements. In the opinion of management, the accompanying unaudited condensed consolidated interim financial statements include all adjustments that are necessary for a fair presentation of the Company's interim financial position, operating results and cash flows for the periods presented. Certain reclassifications have been made to the prior periods presented in these financial statements to conform to the current period presentation, which had no effect on previously reported total assets, liabilities, cash flows, or net loss. References to “$” refers to United States currency. Risks and Uncertainties The Company has a single mine with its revenue, profitability, and cash flows substantially dependent on prevailing prices for gold and silver and its ability to mine sufficient volumes cost effectively. Historically, the commodity markets have been very volatile, and there can be no assurance that commodity prices will not be subject to wide fluctuations in the future. A substantial or extended decline in commodity prices could have a material adverse effect on the Company’s financial position, results of operations, cash flows, access to capital and the quantities of reserves that the Company can economically produce. In addition to changes in commodity prices, other factors such as changes in mine plans, increases in costs, geotechnical failures, changes in social, environmental or regulatory requirements, the ability to successfully implement new technologies for processing ore, timely financing for development, impacts of global events such as the COVID-19 pandemic, and management’s decision to expand production to commercial levels can adversely affect the Company’s ability to recover its investment in certain assets and result in impairment charges. For more information on risks associated with the Company’ s business, please see Item 1A. Risk Factors in the 2020 Form 10-K/A. Recapitalization Transaction The Recapitalization Transaction (see Note 3 - Recapitalization Transaction ) was accounted for as a reverse recapitalization in accordance with GAAP. Under this method of accounting, for financial reporting purposes, MUDS has been treated as the “acquired” company and Hycroft Mining Corporation (“Seller”) has been treated as the “acquirer”. This determination was primarily based on (1) stockholders of Seller immediately prior to the Recapitalization Transaction having a majority of the voting power of the combined entity; (2) the operations of Seller prior to the Recapitalization Transaction comprising the only ongoing operations of the combined entity; (3) four of the seven members of the Board of Directors immediately following the Recapitalization Transaction were directors of Seller immediately prior to the Recapitalization Transaction; and (4) executive and senior management of Seller were appointed as the senior management of the Company. Based on Seller being the accounting acquirer, the financial statements of the combined entity represent a continuation of the financial statements of Seller, with the acquisition treated as the equivalent of Seller issuing stock for the net assets of MUDS, accompanied by a recapitalization. The net assets of MUDS were recognized at historical cost as of the date of the Recapitalization Transaction, with no goodwill or other intangible assets recorded. Comparative information prior to the Recapitalization Transaction in these financial statements are those of Seller and the accumulated deficit of Seller has been carried forward after the Recapitalization Transaction. The shares and net loss per common share prior to the Recapitalization Transaction have been retroactively restated as shares reflecting the exchange ratio established in the Recapitalization Transaction to effect the reverse recapitalization (1 Seller share for 0.112 HYMC share). See Note 3 - Recapitalization Transaction for additional information. Going concern The financial statements of the Company have been prepared on a “going concern” basis, which contemplates the presumed continuation of the Company even though events and conditions exist that, when considered individually or in the aggregate, raise substantial doubt about the Company’s ability to continue as a going concern because it is probable that, without additional capital injections, the Company may be unable to meet its obligations as they become due within one year after the date that these financial statements were issued. For the three months ended March 31, 2021, the Company recorded a net loss of $9.7 million, which included a gain from Fair value adjustments to warrants of $9.5 million, and net cash used in operating activities was $14.8 million. As of March 31, 2021, the Company had available cash on hand of $36.5 million, working capital of $65.6 million, Total liabilities of $215.4 million, and an Accumulated deficit of $530.4 million. Although the Company completed the Recapitalization Transaction during the second quarter of 2020 and the Public Offering (as defined herein) on October 6, 2020, for proceeds net of discount and equity issuance costs of approximately $83.1 million, based on its internal cash flow projection models, the Company currently forecasts it will likely require additional cash from financing activities in less than 12 months from the issuance of this report to meet its operating and investing requirements and future obligations as they become due, including the estimated $9.1 million in cash payments required pursuant to the Credit Agreement among MUDS, MUDS Holdco Inc., Allied VGH LLC, Hycroft Mining Holding Corporation, Hycroft Resources and Development, LLC, Sprott Private Resource Lending II (Collector) Inc., and Sprott Resources Lending Corp. (“Sprott Credit Agreement”). The Company’s ability to continue as a going concern is contingent upon securing additional funding for working capital, capital expenditures and other corporate expenses so that it can increase sales by achieving higher cost-effective operating tonnages and recovery rates and generate positive free cash flows. These financial statements do not include any adjustments related to the recoverability and classification of recorded assets or the amounts and classification of any liabilities or any other adjustments that might be necessary should the Company be unable to continue as a going concern. As such, recorded amounts in these financial statements (including without limitation, stockholders’ equity) have been prepared in accordance with GAAP on a historical-cost basis, as required, which do not reflect or approximate the current fair value of the Company’s assets or management’s assessment of the Company’s overall enterprise or equity value. Use of estimates The preparation of the Company’s financial statements in conformity with GAAP requires management to make estimates and assumptions that affect amounts reported in these financial statements and accompanying notes. The more significant areas requiring the use of management estimates and assumptions relate to: recoverable gold and silver on the leach pads and in-process inventories; timing of near-term ounce production and related sales; the useful lives of long-lived assets; probabilities of future expansion projects; estimates of mineral reserves; estimates of life-of-mine production timing, volumes, costs and prices; current and future mining and processing plans; environmental reclamation and closure costs and timing; deferred taxes and related valuation allowances; estimates of the fair value of liability classified warrants, and estimates of fair value for asset impairments and financial instruments. The Company bases its estimates on historical experience and various other assumptions that are believed to be reasonable at the time the estimate is made. Actual results may differ from amounts estimated in these financial statements, and such differences could be material. Accordingly, amounts presented in these financial statements are not indicative of results that may be expected for future periods. Inventories The Company’s production-related inventories include: (i) ore on leach pads; (ii) in-process inventories; and (iii) doré and off-site carbon and slag finished goods. Production-related inventories are carried at the lower of average cost or net realizable value per estimated recoverable gold ounce, which is computed for each category of production-related inventories at each reporting period. Net realizable value represents the estimated future gold revenue of production-related inventories after adjusting for silver by-product revenue and deductions for further processing, refining, and selling costs. The estimated future revenue is calculated using sales prices based on the London Bullion Market Association’s (“LBMA”) quoted period-end metal prices. Estimates for silver revenue by-products credits and deductions for estimated costs to complete reflect the Company’s historical experience for expected processing, refining and selling plans. Actual net realizable values for gold sales may be different from such estimates. Changes to inputs and estimates resulting from changes in facts and circumstances are recognized as a change in Management estimate on a prospective basis. Ore on leach pads Although the quantities of recoverable metal placed on the leach pads are reconciled by comparing the grades of ore placed on pads to the quantities of metal actually recovered (metallurgical balancing), the nature of the leaching process inherently limits the ability to precisely monitor inventory levels. As a result, the metallurgical balancing process is constantly monitored, and estimates are refined based on actual results over time and changes in future estimates. As gold-bearing materials are further processed, costs are transferred from ore on leach pads to in-process inventories at an average cost per estimated recoverable ounce of gold. In-process inventories In-process inventories represent gold-bearing concentrated materials that are in the process of being converted to a saleable product using a Merrill-Crowe plant or carbon-in-column processing method. As gold ounces are recovered from in-process inventories, costs, including conversion costs, are transferred to precious metals inventory at an average cost per ounce of gold. Precious metals inventory Precious metals inventory consists of doré and loaded carbon containing both gold and silver, which is ready for offsite shipment or at a third-party refiner before being sold to a third party. As gold ounces are sold, costs are recognized in Production costs and Depreciation and amortization in the consolidated statements of operations at an average cost per gold ounce sold. Materials and supplies Materials and supplies are valued at the lower of average cost or net realizable value. Cost includes applicable taxes and freight. Warrant liabilities The Company accounts for certain warrants to purchase shares of the Company’s common stock issued to the SPAC sponsor and/or underwriter in a private placement and/or pursuant to a forward purchase contract (the “5-Year Private Warrants”) that are not indexed to the Company’s own stock as warrant liabilities at fair value on the consolidated balance sheet. These warrants are subject to remeasurement at each balance sheet date and any change in fair value is recognized as a component of Other income (expense) on the consolidated statement of operations. The Company will continue to adjust the liability for changes in fair value until the earlier of the (i) exercise or expiration of the 5-Year Private Warrants or (ii) the transfer of any 5-Year Private Warrants to any person who is not a permitted transferee, at which time the warrant liability will be reclassified to Additional paid-in capital on the consolidated balance sheet. Projects and development Costs incurred to enhance our understanding of the recovery and processing of the current ore body to sustain production at existing operations that do not qualify for capitalization are expensed within Projects and development , which is included in Operating expenses on the Condensed Consolidated Statement of Operations. Evaluation and development costs include expenditures for: (i) analyzing established feasibility studies; (ii) conducting geological studies; (iii) oversight and project management; and (4) drilling, engineering, and metallurgical activities. Accounting pronouncements not yet adopted In February 2016, the FASB issued ASU No. 2016-02, Leases ("ASU 2016-02"). The new standard establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the consolidated statements of operations and classification within the consolidated statement of cash flows. In October 2019, the FASB issued ASU No. 2019-10, Financial Instruments - Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842) ("ASU 2019-10") that amends the effective date of ASU 2016-02 for emerging growth companies, such that the new standard is effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. As the Company qualifies as an emerging growth company, the Company has elected to take advantage of the deferred effective date afforded to emerging growth companies. A modified retrospective transition approach is required to either the beginning of the earliest period presented or the beginning of the year of adoption. The Company has compiled its leases and is in the process of estimating the impact of adopting this ASU. In December of 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), as part as part of its overall simplification initiative to reduce costs and complexity of applying accounting standards while maintaining or improving the usefulness of the information provided to users of financial statements. Amendments include removal of certain exceptions to the general principles of ASC 740, Income Taxes and simplification in several other areas such as accounting for a franchise tax (or similar tax) that is partially based on income. For emerging growth companies, the new guidance is effective for annual periods beginning after December 15, 2021. As the Company qualifies as an emerging growth company, the Company plans to take advantage of the deferred effective date afforded to emerging growth companies. The Company is assessing the impact on its consolidated financial statements and disclosures. In August 2020, the FASB issued ASU No. 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”). ASU 2020-06 simplifies guidance on accounting for convertible instruments and contracts in an entity’s own equity including calculating diluted earnings per share. For emerging growth companies, the new guidance is effective for annual periods beginning after December 15, 2022. As the Company qualifies as an emerging growth company, the Company plans to take advantage of the deferred effective date afforded to emerging growth companies. The Company is currently evaluating the impact that adopting this update will have on its consolidated financial statements and related disclosures. | Summary of Significant Accounting Policies Basis of presentation These consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). Certain reclassifications have been made to the prior periods presented in these financial statements to conform to the current period presentation, which had no effect on previously reported total assets, liabilities, cash flows, or net loss. References to “$” refers to United States currency. Recapitalization Transaction The Recapitalization Transaction (see Note 3 - Recapitalization Transaction ) was accounted for as a reverse recapitalization in accordance with GAAP. Under this method of accounting, for financial reporting purposes, MUDS has been treated as the “acquired” company and Hycroft Mining Corporation (“Seller”) has been treated as the “acquirer”. This determination was primarily based on (1) stockholders of Seller immediately prior to the Recapitalization Transaction having a relative majority of the voting power of the combined entity; (2) the operations of Seller prior to the Recapitalization Transaction comprising the only ongoing operations of the combined entity; (3) four of the seven members of the Board of Directors immediately following the Recapitalization Transaction were directors of Seller immediately prior to the Recapitalization Transaction; and (4) executive and senior management of Seller comprises the same for the Company. Based on Seller being the accounting acquirer, the financial statements of the combined entity represent a continuation of the financial statements of Seller, with the acquisition treated as the equivalent of Seller issuing stock for the net assets of MUDS, accompanied by a recapitalization. The net assets of MUDS were recognized at historical cost as of the date of the Recapitalization Transaction, with no goodwill or other intangible assets recorded. Comparative information prior to the Recapitalization Transaction in these financial statements are those of Seller and the accumulated deficit of Seller has been carried forward after the Recapitalization Transaction. The shares and net loss per common share prior to the Recapitalization Transaction have been retroactively restated as shares reflecting the exchange ratio established in the Recapitalization Transaction to effect the reverse recapitalization (1 Seller share for 0.112 HYMC share). See Note 3 - Recapitalization Transaction for additional information. Going concern The financial statements of the Company have been prepared on a “going concern” basis, which contemplates the presumed continuation of the Company even though events and conditions exist that, when considered individually or in the aggregate, raise substantial doubt about the Company’s ability to continue as a going concern because it is probable that, without additional capital injections, the Company may be unable to meet its obligations as they become due within one year after the date that these financial statements were issued. For the year ended December 31, 2020, the Company incurred a net loss of $136.4 million and net cash used in operating activities was $110.5 million. As of December 31, 2020, the Company had available cash on hand of $56.4 million, working capital of $90.3 million, total liabilities of $216.0 million, and an accumulated deficit of $520.8 million. Although the Company completed the Recapitalization Transaction during the second quarter of 2020 and the Public Offering (as defined herein) on October 6, 2020, for proceeds net of discount and equity issuance costs of approximately $83.1 million, based on its internal cash flow projection models, the Company currently forecasts it will likely require additional cash from financing activities in less than 12 months from the issuance of this report to meet its operating and investing requirements and future obligations as they become due, including the estimated $9.1 million in cash payments required pursuant to the Credit Agreement among MUDS, MUDS Holdco Inc., Allied VGH LLC, Hycroft Mining Holding Corporation, Hycroft Resources and Development, LLC Sprott Private Resource Lending II (Collector) Inc., and Sprott Resources Lending Corp. (“Sprott Credit Agreement”). The Company’s ability to continue as a going concern is contingent upon securing additional funding for working capital, capital expenditures and other corporate expenses so that it can increase sales by achieving higher cost-effective operating tonnages and recovery rates and generate positive free cash flows. These financial statements do not include any adjustments related to the recoverability and classification of recorded assets or the amounts and classification of any liabilities or any other adjustments that might be necessary should the Company be unable to continue as a going concern. As such, recorded amounts in these financial statements (including without limitation, stockholders’ equity) have been prepared in accordance with GAAP on a historical-cost basis, as required, which do not reflect or approximate the current fair value of the Company’s assets or management’s assessment of the Company’s overall enterprise or equity value. Use of estimates The preparation of the Company’s financial statements in conformity with GAAP requires management to make estimates and assumptions that affect amounts reported in these financial statements and accompanying notes. The more significant areas requiring the use of management estimates and assumptions relate to: recoverable gold and silver on the leach pads and in-process inventories; timing of near-term ounce production and related sales; the useful lives of long-lived assets; probabilities of future expansion projects; estimates of mineral reserves; estimates of life-of-mine production timing, volumes, costs and prices; current and future mining and processing plans; environmental reclamation and closure costs and timing; deferred taxes and related valuation allowances; and estimates of fair value for asset impairments and financial instruments. The Company bases its estimates on historical experience and various other assumptions that are believed to be reasonable at the time the estimate is made. Actual results may differ from amounts estimated in these financial statements, and such differences could be material. Accordingly, amounts presented in these financial statements are not indicative of results that may be expected for future periods. Cash Cash consisted of cash balances as of December 31, 2020. The Company has not experienced any losses on cash balances and believes that no significant risk of loss exists with respect to its cash. As of December 31, 2020, and December 31, 2019, the Company held no cash equivalents. Restricted cash is held as collateral to provide financial assurance that the Company will use to fulfill obligations and commitments related to reclamation activity (see Note 10 - Asset Retirement Obligation for further detail) that is excluded from cash and is listed separately on the consolidated balance sheets. As of December 31, 2020, and December 31, 2019, the Company held $39.7 million and $42.7 million in restricted cash, respectively. See Note 6 - Restricted Cash for additional information. Accounts receivable Accounts receivable consists of amounts due from customers for gold and silver sales. The Company has evaluated the customers’ credit risk, payment history and financial condition and determined that no allowance for doubtful accounts is necessary. The entire accounts receivable balance is expected to be collected during the next twelve months. Ore on leach pads and inventories The Company’s production-related inventories include: ore on leach pads; in-process inventories; and doré finished goods. Production-related inventories are carried at the lower of average cost or net realizable value. Cost includes mining (ore and waste); processing; refining costs incurred during production stages; and mine site overhead and depreciation and amortization relating to mining and processing operations. Corporate general and administrative costs are not included in inventory costs. Net realizable value represents the estimated future sales price of production-related inventories computed using the London Bullion Market Association’s (“LBMA”) quoted period-end metal prices, less any further estimated processing, refining, and selling costs. In-process inventories In-process inventories represent gold-bearing concentrated materials that are in the process of being converted to a saleable product using a Merrill-Crowe plant or carbon-in-column processing method. As gold ounces are recovered from in-process inventories, costs, including conversion costs, are transferred to precious metals inventory at an average cost per ounce of gold. Precious metals inventory Precious metals inventory consists of doré and loaded carbon containing both gold and silver, which is ready for offsite shipment or at a third party refiner before being sold to a third party. As gold ounces are sold, costs are recognized in Production costs and Depreciation and amortization in the consolidated statements of operations at an average cost per gold ounce sold. Materials and supplies Materials and supplies are valued at the lower of average cost or net realizable value. Cost includes applicable taxes and freight. Ore on leach pads, current and non-current Ore on leach pads represents ore that is being treated with a chemical solution to dissolve the contained gold and silver. Costs are added to ore on leach pads based on current mining costs, including reagents, leaching supplies, and applicable depreciation and amortization relating to mining operations. As gold-bearing materials are further processed, costs are transferred from ore on leach pads to in-process inventories at an average cost per estimated recoverable ounce of gold. Prepaids and other assets, non-current Equipment not in use From time to time, the Company may determine that certain of its property and equipment no longer fit into its strategic operating plans and may either contemplate or commence activities to sell such identified assets. The Company evaluates equipment not in use for held-for-sale classification in accordance with ASC Topic 360 Property, Plant, and Equipment ("ASC 360"). If property and equipment do not meet the held-for-sale criteria in ASC 360, but have been taken out of service for sale or were never placed into service, the carrying value of such assets is included in Other assets, non-current . In accordance with its impairment policy, the Company reviews and evaluates its equipment and facilities not in use for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. During the year ended December 31, 2020, the Company determined that the fair value of equipment not in use was less the carrying amount and recorded an impairment loss of $5.3 million. Plant, equipment, and mine development, net Expenditures for new facilities and equipment, and expenditures that extend the useful lives or increase the capacity of existing facilities or equipment are capitalized and recorded at cost. Such costs are depreciated using either the straight-line method over the estimated productive lives of such assets or the units-of-production method (when actively operating) at rates sufficient to depreciate such costs over the estimated proven and probable mineral reserves as gold ounces are recovered. For equipment and facilities that are constructed by the Company, interest is capitalized to the cost of the underlying asset while being constructed until such asset is ready for its intended use. See Note 7 - Plant, Equipment, and Mine Development, Net for additional information. Mine development Mine development costs include the cost of engineering and metallurgical studies, drilling and assaying costs to delineate an ore body, environmental costs, and the building of infrastructure. Additionally, interest is capitalized to mine development until such assets are ready for their intended use. Any of the above costs incurred before mineralization is classified as proven and probable mineral reserves are expensed. The Company established proven and probable mineral reserves during the second half of 2019. Drilling, engineering, metallurgical, and other related costs are capitalized for an ore body where proven and probable reserves exist and the activities are directed at obtaining additional information on the ore body, converting non-reserve mineralization to proven and probable mineral reserves, infrastructure planning, or supporting the environmental impact statement. All other exploration drilling costs are expensed as incurred. Drilling costs incurred during the production phase for operational ore control are allocated to production-related inventories and upon the sale of gold ounces are included in Cost of sales on the consolidated statements of operations. Mine development costs are amortized using the units-of-production method based upon estimated recoverable ounces in proven and probable mineral reserves. To the extent such capitalized costs benefit an entire ore body, they are amortized over the estimated life of that ore body. Capitalized costs that benefit specific ore blocks or areas are amortized over the estimated life of that specific ore block or area. Recoverable ounces are determined by the Company based upon its proven and probable mineral reserves and estimated metal recoveries associated with those mineral reserves. Impairment of long-lived assets The Company’s long-lived assets consist of plant, equipment, and mine development. The Company reviews and evaluates its long-lived assets for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Events that may trigger a test for recoverability include, but are not limited to, significant adverse changes to projected revenues, costs, or future expansion plans or changes to federal and state regulations (with which the Company must comply) that may adversely impact the Company’s current or future operations. An impairment is determined to exist if the total projected future cash flows on an undiscounted basis are less than the carrying amount of a long-lived asset group. An impairment loss is measured and recorded based on the excess carrying value of the impaired long-lived asset group over fair value. To determine fair value, the Company uses a discounted cash flow model based on quantities of estimated recoverable minerals and incorporates projections and probabilities involving metal prices (considering current and historical prices, price trends, and related factors), production levels, operating and production costs, and the timing and capital costs of expansion and sustaining projects, all of which are based on life-of-mine plans. The term “recoverable minerals” refers to the estimated amount of gold and silver that will be sold after taking into account losses during ore processing and treatment. In estimating future cash flows, assets are grouped at the lowest level for which there are identifiable cash flows that are largely independent of future cash flows from other asset groups. The Company’s estimates of future cash flows are based on numerous assumptions, which are consistent or reasonable in relation to internal budgets and projections, and actual future cash flows may be significantly different than the estimates, as actual future quantities of recoverable gold and silver, metal prices, operating and production costs, and the timing and capital costs of expansion and sustaining projects are each subject to significant risks and uncertainties. See Note 7 - Plant, Equipment, and Mine Development, Net for additional information. During the year ended December 31, 2020, as part of the Company's recurring quarterly analysis, the Company determined a triggering event had occurred, as the Company's operations have continued to generate operating cash flow losses. As a result, the Company performed a recoverability test for the carrying value of its plant, equipment, and mine development at December 31, 2020, and determined that no impairments were necessary. Mineral properties Mineral properties are tangible assets recorded at cost and include royalty interests, asset retirement costs, and land and mineral rights to explore and extract minerals from properties. Once a property is in the production phase, mineral property costs are amortized using the units-of-production method based upon the estimated recoverable gold ounces in proven and probable reserves at such properties. Costs to maintain mineral properties are expensed in the period they are incurred. As of December 31, 2020 and 2019, there was $0.04 million and $0 recorded for mineral properties, respectively, which was included in Plant, equipment, and mine development, net in the consolidated balance sheets. Royalty obligation The Company's royalty obligation is carried at amortized cost with reductions calculated by dividing actual gold and silver production by the estimated total life-of-mine production from proven and probable mineral reserves. Any updates to proven and probable mineral reserves or the estimated life-of-mine production profile would result in prospective adjustments to the amortization calculation used to reduce the carrying value of the royalty obligation. Amortization reductions to the royalty obligation are recorded to Production costs which is included in Cost of sales . A portion of the Company’s royalty obligation is classified as current based upon the estimated gold and silver expected to be produced over the next 12 months, using the current proposed 34-year mine plan, and current proven and probable mineral reserves. The royalty obligation and its embedded features do not meet the requirements for derivative accounting. Asset retirement obligation The Company’s mining and exploration activities are subject to various federal and state laws and regulations governing the protection of the environment. The Company’s asset retirement obligation (“ARO”), associated with long-lived assets are those for which there is a legal obligation to settle under existing law, statute, written or oral contract or by legal construction. The Company’s ARO relates to its operating property, the Hycroft Mine, and was recognized as a liability at fair value in the period incurred. An ARO, which is initially estimated based on discounted cash flow estimates, is accreted to full value over time using the expected timing of future payments through charges to Accretion in the consolidated statements of operations. In addition, asset retirement costs (“ARC”) are capitalized as part of the related asset’s carrying value and are depreciated on a straight-line method or units of production basis over the related long-lived asset’s useful life. The Company’s ARO is adjusted annually, or more frequently if necessary, to reflect changes in the estimated present value resulting from revisions to the timing or amount of reclamation and closure costs. Estimated mine reclamation and closure costs, may increase or decrease significantly in the future as a result of changes in regulations, mine plans, cost estimates, or other factors. Revenue recognition The Company recognizes revenue for gold and silver sales when it satisfies the performance obligation of transferring finished inventory to the customer, which generally occurs when the refiner notifies the customer that gold has been credited or irrevocably pledged to their account, at which point the customer obtains the ability to direct the use and obtain substantially all of the remaining benefits of ownership of the asset. The transaction amount is determined based on the agreed upon sales prices and the number of ounces delivered. Concurrently, the payment date is agreed upon, which is usually within one week of the sale date. The majority of sales are in the form of doré bars, but the Company also sells loaded carbon and slag, a by-product. All sales are final. Mine site period costs The Company evaluates its mine site costs incurred, which are normally recorded to the carrying value of production-related inventories, to determine if costs incurred during the period qualify as Mine site period costs, the Company performs an analysis to determine the net realizable value of its inventory and determines whether costs incurred that are in excess of future estimated revenues are a result of recurring or significant downtime or delays, unusually high levels of repairs, inefficient operations, overuse of processing reagents, or other costs or activities that significantly increase the cost per ounce of production-related inventories and are considered unusual. If costs are determined to meet the criteria and, therefore, cannot be recorded to the carrying value of production-related inventories, then the Company recognizes such costs in the period incurred as Mine site period costs , which is included in Cost of sales on the consolidated statements of operations. Write-down of production inventories The recovery of gold and silver at the Hycroft Mine is currently accomplished through a heap leaching process, the nature of which limits the Company’s ability to precisely determine the recoverable gold ounces in ore on leach pads. The Company estimates the quantity of recoverable gold ounces in ore on leach pads using surveyed volumes of material, ore grades determined through sampling and assaying of blastholes, crushed ore sampling, solution sampling, and estimated recovery percentages based on ore type and domain. The estimated recoverable gold ounces placed on the leach pads are periodically reconciled by comparing the related ore gold contents to the actual gold ounces recovered (metallurgical balancing). Changes in recovery rate estimates from metallurgical balancing that do not result in write-downs are accounted for on a prospective basis. When a write-down is required, production-related inventories are adjusted to net realizable value with adjustments recorded as Write-down of production inventories , which is included in Cost of sales in the consolidated statements of operations. See Note 4 - Inventories for additional information on the Company's write-downs. Stock-based compensation Stock-based compensation costs for non-employee Directors and eligible employees are measured at fair value on the date of grant. Stock-based compensation costs are charged to General and administrative on the consolidated statements of operations over the requisite service period. The fair value of awards is determined using the stock price on either the date of grant (if subject only to service conditions) or the date that the Compensation Committee of the Board of Directors establishes applicable performance targets (if subject to performance conditions). The Company estimates forfeitures at the time of grant and revises those estimates in subsequent periods through the final vesting date. See Note 15 - Stock-Based Compensation for additional information. Phantom shares Non-employee members of Seller’s Board of Directors received phantom shares of stock pursuant to a Non-Employee Director Phantom Stock Plan. For grants issued during the years ended 2015 and 2016, the cash payment was equal to the fair market value of one share of common stock of Seller at the date of payment. Under the grant agreements, each phantom share vested on the date of grant and entitled the participant to a cash payment. For grants issued during 2020, 2019 and 2018, the cash payment was equal to the greater of the (1) grant date value, or (2) the fair market value of one share of common stock of Seller at the date of payment. All phantom shares issued by Seller were terminated and paid in connection with the Recapitalization Transaction. See Note 15 - Stock-Based Compensation and Note 19 - Fair Value Measurements for additional information. Reorganization items On March 10, 2015, a predecessor of the Company filed voluntary petitions for relief under Chapter 11 of Title 11 of the United States Code with the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”). Expenses directly associated with finalizing the Chapter 11 cases before the Bankruptcy Court are reported as Reorganization items in the consolidated statements of operations. Income taxes The Company accounts for income taxes using the liability method, recognizing certain temporary differences between the financial reporting basis of the Company’s liabilities and assets and the related income tax basis for such liabilities and assets. This method generates either a net deferred income tax liability or asset for the Company, as measured by the statutory tax rates in effect at the anticipated time of reversal. The Company derives its deferred income tax provision or benefit by recording the change in either the net deferred income tax liability or asset balance for the year. See Note 16 - Income Taxes for additional information. The Company’s deferred income tax assets include certain future tax benefits. The Company records a valuation allowance against any portion of those deferred income tax assets when it believes, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred income tax asset will not be realized. Evidence evaluated includes past operating results, forecasted earnings, estimated future taxable income, and prudent and feasible tax planning strategies. The assumptions utilized in determining future taxable income require significant judgment and are consistent with the plans and estimates used to manage the underlying business. As necessary, the Company also provides reserves against the benefits of uncertain tax positions taken on its tax filings. The necessity for and amount of a reserve is established by determining, based on the weight of available evidence, the amount of benefit that is more likely than not to be sustained upon audit for each uncertain tax position. The difference, if any, between the full benefit recorded on the tax return and the amount more likely than not to be sustained is recorded as a liability on the Company’s consolidated balance sheets unless the additional tax expense that would result from the disallowance of the tax position can be offset by a net operating loss, a similar tax loss, or a tax credit carryforward. In that case, the reserve is recorded as a reduction to the deferred tax asset associated with the applicable net operating loss, similar tax loss, or tax credit carryforward. Derivative instruments The Company recognizes all derivatives as either assets or liabilities and measures those instruments at fair value. Changes in the fair value of derivative instruments, together with any gains or losses on derivative settlements and transactions, are recorded in earnings in the period in which they occur. In estimating the fair value of derivative instruments, the Company is required to apply judgments and make assumptions that impact the amount recorded for such derivative instruments. The Company does not hold derivative instruments for trading purposes. As of December 31, 2020, the Company’s only recorded derivatives were for the Seller Warrants and Private Warrants (as defined herein) (see Note 19 - Fair Value Measurements for additional detail). Fair value measurements Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements , defines fair value and establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described below: Level 1 – Unadjusted quoted prices in active markets that are accessible at the measurement date for identical unrestricted assets or liabilities. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis; Level 2 – Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3 – Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity). Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Certain financial instruments, including Cash , Restricted cash , Accounts receivable , Prepaids and other , Accounts payable, and Interest payable are carried at cost, which approximates their fair value due to the short-term nature of these instruments. See Note 19 - Fair Value Measurements for additional information. Recently adopted accounting pronouncements In August 2018, the FASB issued Accounting Standards Update ("ASU") 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurements (“ASU 2018-13”), which amends the disclosure requirements for fair value measurements in Topic 820 based on the considerations of costs and benefits. Under ASU 2018-13, certain disclosures were modified or eliminated, while other disclosures were added. The Company's adoption of ASU 2018-13 on January 1, 2020 did not materially affect its financial statement disclosures. Accounting pronouncements not yet adopted In February 2016, the FASB issued ASU No. 2016-02, Leases ("ASU 2016-02"). The new standard establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the consolidated statements of operations and classification within the consolidated statement of cash flows. In October 2019, the FASB issued ASU No. 2019-10, Financial Instruments - Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842) ("ASU 2019-10") that amends the effective date of ASU 2016-02 for emerging growth companies, such that the new standard is effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. As the Company qualifies as an emerging growth company, the Company has elected to take advantage of the deferred effective date afforded to emerging growth companies. A modified retrospective transition approach is required to either the beginning of the earliest period presented or the beginning of the year of adoption. The Company has compiled its leases and is in the process of estimating the impact of adopting this ASU. In August 2020, the FASB issued ASU No. 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”). ASU 2020-06 simplifies guidance on accounting for convertible instruments and contracts in an entity’s own equity including calculating diluted earnings per share. For emerging growth companies, the new guidance is effective for annual periods beginning after December 15, 2022. As the Company qualifies as an emerging growth company, the Company plans to take advantage of the deferred effective date afforded to emerging growth companies. The Company is currently evaluating the impact that adopting this update will have on its consolidated financial statements and related disclosures. |
Recapitalization Transaction_2
Recapitalization Transaction | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Business Combinations [Abstract] | ||
Recapitalization Transaction | Recapitalization Transaction On May 29, 2020, the Company, formerly known as Mudrick Capital Acquisition Corporation, consummated the Recapitalization Transaction as contemplated by a purchase agreement dated January 13, 2020, as amended on February 26, 2020 (the “Purchase Agreement”), by and among the Company, MUDS Acquisition Sub, Inc. (“Acquisition Sub”) and Seller. Pursuant to the Purchase Agreement, Acquisition Sub acquired all of the issued and outstanding equity interests of the direct subsidiaries of Seller and substantially all of the other assets of Seller and assumed substantially all of the liabilities of Seller. In conjunction with the Recapitalization Transaction, Seller’s indebtedness existing prior to the Recapitalization Transaction was either repaid, exchanged for indebtedness of the Company, exchanged for shares of common stock or converted into shares of Seller common stock, and the Company’s post-Recapitalization Transaction indebtedness included amounts drawn under the Sprott Credit Agreement and the assumption of the newly issued Subordinated Notes (as such terms are defined herein). Upon closing of the Recapitalization Transaction, the Company’s unrestricted cash available for use totaled $68.9 million, and the number of shares of common stock issued and outstanding totaled 50,160,042. In addition, upon closing, the Company had 34,289,999 outstanding warrants to purchase an equal number of shares of common stock at $11.50 per share and 12,721,623 warrants to purchase 3,210,213 shares of common stock at a price of $44.82 per share. Prior to the Recapitalization Transaction, the Company was a blank check special purpose acquisition corporation (“SPAC”) with no business operations and on May 29, 2020 had assets and liabilities consisting primarily of $10.4 million of cash and $6.9 million of liabilities for Accounts payable , accrued expenses, and deferred underwriting fees. As described in Note 2 - Summary of Significant Accounting Policies , the Company accounted for the Recapitalization Transaction as a reverse recapitalization in which the Company’s financial statements reflect a continuation of Seller. The material financial effects and actions arising from the Recapitalization Transaction, were as follows (the defined terms that follow are included elsewhere in these financial statements): Common stock and warrant transactions a. The Company issued, in a private placement transaction, an aggregate of 7.6 million shares of common stock and 3.25 million warrants to purchase shares of common stock at a price of $10.00 per share for aggregate gross cash proceeds of $76.0 million. b. Pursuant to a forward purchase contract, the Company issued 0.625 million shares of common stock and 2.5 million units, with each unit consisting of one share of common stock and one warrant to purchase one share of common stock at an exercise price of $11.50 per share for gross cash proceeds of $25.0 million. The warrants included in the units have substantially the same terms as the private placement warrants. The Company also converted 5.2 million shares of MUDS Class B common stock into the same number of shares of common stock, of which 3.5 million shares were surrendered to Seller as transaction consideration. Refer to Note 11 - Warrant Liabilities and Note 13 - Stockholders' Equity for further detail on the warrants issued. c. The Company received $10.4 million of cash proceeds from the SPAC trust associated with the 1.2 million shares of common stock that were not redeemed by the Company's public stockholders. Additionally, the Company has outstanding 28.5 million warrants to purchase shares of common stock at a price of $11.50 per share that were issued to the Company's public stockholders at the time of the SPAC’s initial public offering (see Note 11 - Warrant Liabilities and Note 13 - Stockholders' Equity for further detail on the warrants issued). d. The Company assumed the obligations with respect to 12.7 million Seller Warrants (as defined herein), which Seller Warrants became exercisable to purchase shares of common stock at an exercise price as of July 1, 2020 of $44.82 per share. Since July 1, 2020, each Seller Warrant was exercisable into approximately 0.2523 shares of common stock for a total of 3,210,213 shares of common stock. The exercise price and the conversion factor were further adjusted during the year ended December 31, 2020 to an exercise price of $41.26 per share and each Seller Warrant was exercisable for 0.27411 shares of common stock for a total of 3,487,168 shares of common stock. Subsequently, as of January 19, 2021, the Seller Warrants were subject to a further adjustment to an exercise price of $40.31 per share and each Seller Warrant was exercisable for 0.28055 shares of common stock for a total of 3,569,051 shares of common stock. Refer to Note 11 - Warrant Liabilities for further detail. Seller’s pre-Recapitalization Transaction indebtedness a. Seller’s $125.5 million First Lien Agreement with the Bank of Nova Scotia, as agent, and a $6.9 million promissory note plus accrued and unpaid interest were repaid with cash. b. $48.5 million of Seller’s 1.25 Lien Notes were exchanged, and subsequently cancelled, for 4.85 million shares of common stock and the remaining $80.0 million in aggregate principal amount of Seller’s 1.25 Lien Notes were exchanged for $80.0 million in aggregate principal amount of new Subordinated Notes of the Company. c. After giving effect to the 1.5 Lien Notes’ 110% repurchase feature, $145.7 million of Seller’s 1.5 Lien Notes plus accrued and unpaid interest were exchanged, and subsequently cancelled, for 16.0 million shares of common stock. d. Prior to close, a total of $221.3 million of Seller’s 2.0 Lien Notes were converted into 132.8 million shares of Seller common stock and, together with the existing 2.9 million shares of Seller’s common stock issued and outstanding, received transaction consideration of 15.1 million shares of common stock distributed by Seller, including 3.5 million surrendered shares received by Seller from the Company. The consideration initially received by Seller was promptly distributed to the its stockholders on a pro rata basis pursuant to Seller’s plan of dissolution. Sprott entity transactions a. The Company assumed the amended Sprott Credit Agreement and was advanced $70.0 million of cash, subject to an original issue discount of 2.0%. Pursuant to the Sprott Credit Agreement, the Company issued approximately 0.5 million shares of common stock to the Lender, which was equal to 1.0% of the Company’s post-closing shares of common stock issued and outstanding. b. The Company entered into the Royalty Agreement among Hycroft Mining Holding Corporation, its wholly subsidiary Hycroft Resources and Development, LLC and Sprott Private Resource Lending II (CO) Inc. ("Sprott Royalty Agreement"), pursuant to which the Company received $30.0 million of cash proceeds and incurred a 1.5% net smelter royalty payment obligation, payable monthly, relating to the Hycroft Mine’s monthly production (see Note 10 - Royalty Obligation ). Other items a. Seller retained a reserve of $2.3 million in cash for use in the dissolution of Seller. b. A $2.5 million cash payment was made and approximately 0.04 million shares of common stock were issued to the Company’s underwriter, Cantor Fitzgerald & Co. (“Cantor”), pursuant to an underwriting agreement. Additionally, a $2.0 million payment was made to Cantor at closing in connection with shares of common stock held by Cantor, which were not redeemed from the SPAC trust balance prior to closing. c. The Company remitted $1.8 million of cash to holders of Seller’s deferred phantom units and paid $7.4 million of cash for additional transaction costs. Upon closing of the Recapitalization Transaction and after giving effect to the terms of the business combination, the former holders of Seller’s indebtedness and common stock, including affiliated entities of such former holders, owned approximately 96.5% of the issued and outstanding common stock. The following table summarizes the ownership of the Company’s common stock issued and outstanding upon closing of the Recapitalization Transaction: Shares Ownership % Former Seller stockholders and affiliated entities 48,421,309 96.5 % Former MUDS public stockholders (1) 1,197,704 2.4 % Lender to Sprott Credit Agreement 496,634 1.0 % Cantor Fitzgerald & Co. 44,395 0.1 % Total shares issued and outstanding 50,160,042 100.0 % (1) Includes 200,000 shares held by Cantor. | Recapitalization Transaction On May 29, 2020, the Company, formerly known as Mudrick Capital Acquisition Corporation, consummated a business combination transaction (the “Recapitalization Transaction”) as contemplated by a purchase agreement dated January 13, 2020, as amended on February 26, 2020 (the “Purchase Agreement”), by and among the Company, MUDS Acquisition Sub, Inc. (“Acquisition Sub”) and Hycroft Mining Corporation (“Seller”). Pursuant to the Purchase Agreement, Acquisition Sub acquired all of the issued and outstanding equity interests of the direct subsidiaries of Seller and substantially all of the other assets of Seller and assumed substantially all of the liabilities of Seller. In conjunction with the Recapitalization Transaction, Seller’s indebtedness existing prior to the Recapitalization Transaction was either repaid, exchanged for indebtedness of the Company, exchanged for shares of common stock or converted into shares of Seller common stock, and the Company’s post-Recapitalization Transaction indebtedness included amounts drawn under the Sprott Credit Agreement and the assumption of the newly issued Subordinated Notes (as such are defined herein). Upon closing of the Recapitalization Transaction, the Company’s unrestricted cash available for use totaled $68.9 million, and the number of shares of common stock issued and outstanding totaled 50,160,042. In addition, upon closing, the Company had 34,289,999 outstanding warrants to purchase an equal number of shares of common stock at $11.50 per share and 12,721,623 warrants to purchase 3,210,213 shares of common stock at a price of $44.82 per share. Prior to the Recapitalization Transaction, the Company was a blank check special purpose acquisition corporation (“SPAC”) with no business operations and on May 29, 2020 had assets and liabilities consisting primarily of $10.4 million of cash and $6.9 million of liabilities for accounts payable, accrued expenses, and deferred underwriting fees. As described in Note 2 - Summary of Significant Accounting Policies , the Company accounted for the Recapitalization Transaction as a reverse recapitalization in which the Company’s financial statements reflect a continuation of Seller. The material financial effects and actions arising from the Recapitalization Transaction, which are described in detail elsewhere in these financial statements, were as follows (the defined terms that follow are included elsewhere in these financial statements): Common stock and warrant transactions a. The Company issued, in a private placement transaction, an aggregate of 7.6 million shares of common stock and 3.25 million warrants to purchase shares of common stock at a price of $10.00 per share for aggregate gross cash proceeds of $76.0 million. The warrants were exercisable into 3.25 million shares for $11.50 per warrant. These warrants are included with the 5-Year Public Warrants because they may be mandatorily redeemed under the terms in the warrant agreement. Refer to Note 13 - Stockholders' Equity for further detail. b. Pursuant to a forward purchase contract, the Company issued 3.125 million shares of common stock and 2.5 million warrants to purchase shares of common stock having substantially the same terms as the private placement warrants for gross cash proceeds of $25.0 million. The Company also converted 5.2 million shares of MUDS Class B common stock into the same number of shares of common stock, of which 3.5 million shares were surrendered to Seller as transaction consideration. The 2.5 million warrants were exercisable into 2.5 million shares at an exercise price of $11.50 per warrant. These warrants are included with the 5-Year Private Warrants because they cannot be mandatorily redeemed under the terms of the warrant agreement. Refer to Note 11 - Warrant Liabilities for further detail. c. The Company received $10.4 million of cash proceeds from the SPAC trust associated with the 1.2 million shares of common stock that were not redeemed by the Company's public stockholders. Additionally, the Company has outstanding 27.9 million warrants to purchase shares of common stock at a price of $11.50 per share that were issued in a unit offering to the Company's public stockholders at the time of the SPAC’s initial public offering and the Company has outstanding 7.74 million warrants to purchase shares of common stock at a price of $11.50 per share that were sold to the Sponsor and underwriter, Cantor Fitzgerald & Co. These warrants are included with the 5-Year Private Warrants because they cannot be mandatorily redeemed under the terms of the warrant agreement. Refer to Note 11 - Warrant Liabilities for further detail. d. The Company assumed the obligations with respect to 12.7 million Seller Warrants (as defined herein), which Seller Warrants became exercisable to purchase shares of common stock at an exercise price as of July 1, 2020 and December 31, 2020, of $44.82 per share (see Note 11 - Warrant Liabilities ). Since July 1, 2020, each Seller Warrant was exercisable into approximately 0.2523 shares of common stock for a total of 3,210,213 shares of common stock. The exercise price and the conversion factor were further adjusted during the year ended December 31, 2020 to an exercise price of $41.26 per share and each Seller Warrant was exercisable for 0.27411 shares of common stock for a total of 3,487,168 shares of common stock. Subsequently, as of January 19, 2020, the Seller Warrants were subject to a further adjustment to an exercise price of $40.31 per share and each Seller Warrant was exercisable for 0.28055 shares of common stock for a total of 3,569,051 shares of common stock. Refer to Note 11 - Warrant Liabilities for further detail. Seller’s pre-Recapitalization Transaction indebtedness a. Seller’s $125.5 million First Lien Agreement with the Bank of Nova Scotia, as agent, and $6.9 million promissory note plus accrued and unpaid interest were repaid with cash (see Note 9 - Debt, Net ). b. $48.5 million of Seller’s 1.25 Lien Notes were exchanged, and subsequently cancelled, for 4.85 million shares of common stock and the remaining $80.0 million of Seller’s 1.25 Lien Notes were exchanged for $80.0 million in aggregate principal of new Subordinated Notes of the Company (see Note 9 - Debt, Net ). c. After giving effect to the 1.5 Lien Notes’ 110% repurchase feature, $145.7 million of Seller’s 1.5 Lien Notes plus accrued and unpaid interest were exchanged, and subsequently cancelled, for 16.0 million shares of common stock (see Note 9 - Debt, Net ). d. Prior to close, a total of $221.3 million of Seller’s 2.0 Lien Notes were converted into 132.8 million shares of Seller common stock and, together with the existing 2.9 million shares of Seller’s common stock issued and outstanding, received transaction consideration of 15.1 million shares of common stock distributed by Seller, including 3.5 million surrendered shares received by Seller from the Company (see Note 9 - Debt, Net ). The consideration initially received by Seller was promptly distributed to the its stockholders on a pro rata basis pursuant to Seller’s plan of dissolution. Sprott entity transactions a. The Company assumed the amended Sprott Credit Agreement and was advanced $70.0 million of cash, subject to an original issue discount of 2.0% (see Note 9 - Debt, Net ). Pursuant to the Sprott Credit Agreement, the Company issued approximately 0.5 million shares of common stock to the Lender, which was equal to 1.0% of the Company’s post-closing shares of common stock issued and outstanding. b. The Company entered into the Royalty Agreement among Hycroft Mining Holding Corporation, its wholly subsidiary Hycroft Resources and Development, LLC and Sprott Private Resource Lending II (CO) Inc. ("Sprott Royalty Agreement"), pursuant to which the Company received $30.0 million of cash proceeds and incurred a 1.5% net smelter royalty payment obligation, payable monthly, relating to the Hycroft Mine’s monthly production (see Note 10 - Royalty Obligation ). Other items a. Seller retained a reserve of $2.3 million in cash for use in the dissolution of Seller. b. A $2.5 million cash payment was made and approximately 0.04 million shares of common stock were issued to the Company’s underwriter, Cantor Fitzgerald & Co. (“Cantor”), pursuant to an underwriting agreement. Additionally, a $2.0 million payment was made to Cantor at closing in connection with shares of common stock held by Cantor, which were not redeemed from the SPAC trust balance prior to closing. c. The Company remitted $1.8 million of cash to holders of Seller’s deferred phantom units (see Note 19 - Fair Value Measurements ) and paid $7.4 million of cash for additional transaction costs. Upon closing of the Recapitalization Transaction and after giving effect to the terms of the business combination, the former holders of Seller’s indebtedness and common stock, including affiliated entities of such former holders, owned approximately 96.5% of the issued and outstanding common stock. The following table summarizes the ownership of the Company’s common stock issued and outstanding upon closing of the Recapitalization Transaction: Shares Ownership % Former Seller stockholders and affiliated entities 48,421,309 96.5 % Former MUDS public stockholders (1) 1,197,704 2.4 % Lender to Sprott Credit Agreement 496,634 1.0 % Cantor Fitzgerald & Co. 44,395 0.1 % Total shares issued and outstanding 50,160,042 100.0 % (1) Includes 200,000 shares held by Cantor. |
Inventories_2
Inventories | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Inventory Disclosure [Abstract] | ||
Inventories | Inventories The following table provides the components of Inventories and the estimated recoverable gold ounces therein (dollars in thousands): March 31, 2021 December 31, 2020 Amount Gold Ounces Amount Gold Ounces Materials and supplies $ 6,282 — $ 6,449 — Merrill-Crowe process plant 5,753 3,300 4,810 2,587 Carbon-in-column 2,750 1,703 299 166 Finished good (doré and off-site carbon) 4,165 2,489 1,309 710 Total $ 18,950 7,492 $ 12,867 3,463 As of March 31, 2021 and December 31, 2020, in-process inventories and finished goods inventories included $0.7 million and $0.3 million, respectively of capitalized depreciation and amortization costs. The following table summarizes Ore on leach pads and the estimated recoverable gold ounces therein (dollars in thousands): March 31, 2021 December 31, 2020 Amount Gold Ounces Amount Gold Ounces Ore on leach pads, current $ 33,090 20,140 $ 38,041 21,869 Ore on leach pads, non-current 9,243 5,626 7,243 4,164 Total $ 42,333 25,766 $ 45,284 26,033 As of March 31, 2021 and December 31, 2020 (net of write-downs discussed below), Ore on leach pads, current included $2.4 million and $1.8 million, respectively, of capitalized depreciation and amortization costs. Additionally, as of March 31, 2021 and December 31, 2020 Ore on leach pads, non-current included $2.3 million and $0.4 million respectively, of capitalized depreciation and amortization costs. Write-down of production inventories The estimated recoverable gold ounces placed on the leach pads are periodically reconciled by comparing the related ore contents to the actual gold ounces recovered (metallurgical balancing). The Company did not record a Write-down of production inventories during the three months ended March 31, 2021. During the three months ended March 31, 2020, based on metallurgical balancing results, the Company determined that 3,980 ounces of gold that had been placed on the leach pads were no longer recoverable and recognized a Write-down of production inventories on the consolidated statements of operations, which included Production costs of $6.5 million, and capitalized depreciation and amortization costs of $0.5 million. The write-offs of ounces during the three months ended March 31, 2020 were primarily due to mismanagement of the oxidation process, improper adjustments to variables in the oxidation process for changes in the ore type based on domain, and improper solution management. As a result, the Company determined it would recover less gold ounces than planned for those sectio ns of the leach pads. Mine site period costs During the three months ended March 31, 2021 and 2020, the Company incurred $10.2 million and $6.6 million, respectively of Mine site period costs (which included $0.6 million and $0.5 million of capitalized depreciation and amortization, respectively) that did not qualify for allocation to the Company's production-related inventories and, therefore, were expensed as incurred. Such period costs are generally the result of recurring or significant downtime or delays, unusually high levels of repairs, inefficient operations, overuse of processing reagents, inefficient cost-volume structures, or other unusual costs and activities, and cannot be recorded to production-related inventories based on the threshold established by the calculation of the estimated net realizable value per ounce of gold, which incorporates estimated future processing, refining, and selling costs, as well as the value for by-product silver. | Inventories The following table provides the components of inventories and the estimated recoverable gold ounces therein (in thousands, except ounces): December 31, 2020 December 31, 2019 Amount Gold Ounces Amount Gold Ounces Materials and supplies $ 6,449 — $ 2,559 — Merrill-Crowe process plant 4,810 2,587 1,004 691 Carbon-in-column 299 166 478 474 Finished good (doré) 1,309 710 412 278 Total $ 12,867 3,463 $ 4,453 1,443 As of both December 31, 2020 and December 31, 2019, in-process Inventories included $0.3 million of capitalized depreciation and amortization costs. The following table summarizes Ore on leach pads and the estimated recoverable gold ounces therein (in thousands, except ounces): December 31, 2020 December 31, 2019 Amount Gold Ounces Amount Gold Ounces Ore on leach pads, current $ 38,041 21,869 $ 22,062 17,019 Ore on leach pads, non-current 7,243 4,164 — — Total $ 45,284 26,033 $ 22,062 17,019 As of December 31, 2020 and December 31, 2019 (net of write-downs discussed below), Ore on leach pads, current included $1.8 million and $1.8 million, respectively, of capitalized depreciation and amortization costs. Additionally, as of December 31, 2020 and December 31, 2019 Ore on leach pads, non-current included $0.4 million and $0 respectively, of capitalized depreciation and amortization costs. Write-down of production inventories The estimated recoverable gold ounces placed on the leach pads are periodically reconciled by comparing the related ore contents to the actual gold ounces recovered (metallurgical balancing). During the year ended December 31, 2020, based on metallurgical balancing results, the Company determined that 10,492 ounces of gold that had been placed on the leach pads were no longer recoverable and wrote-off these ounces. As a result, during the year ended December 31, 2020, the Company recognized a Write-down of production inventories on the consolidated statements of operations, which included production costs of $16.7 million, and capitalized depreciation and amortization costs of $1.3 million. The write-off of ounces during the year ended December 31, 2020 was primarily due to mismanagement of the oxidation process, improper adjustments to variables in the oxidation process for changes in the ore type based on domain, and improper solution management. As a result, the Company determined it would recover less gold ounces than planned for those sectio ns of the leach pads. During the 2019 fourth quarter, based on metallurgical balancing results, the Company determined that 11,680 ounces of gold that had been placed on the leach pads were no longer recoverable and wrote-off these ounces. As a result of the write-off the Company recognized a Write-down of production inventories on the consolidated statements of operations of $16.4 million. Cash production costs written-off were $15.1 million and capitalized depreciation and amortization costs written-off were $1.3 million. The write-off of these ounces was primarily a result of mismanagement of solution flows. The lost gold and silver ounces were leached and captured in solution. However, prior to the solution being processed through the Merrill-Crowe plant, it was inadvertently commingled with barren solution and pumped to leach pads no longer in use, which will prevent it from being recovered in the future. Mine site period costs During the year ended December 31, 2020, the Company incurred $46.7 million (which included $3.0 million of capitalized depreciation and amortization incurred in 2020) of Mine site period costs (inclusive of depreciation and amortization expenses) that did not qualify for allocation to the Company's production-related inventories and, therefore, were expensed as incurred. Such period costs are generally the result of significant downtime or delays, abnormally high levels of repairs, inefficient operations, overuse of processing reagents, or other unusual costs and activities. In addition to the write-down related to metallurgical balancing during 2019, the Company incurred $2.2 million (which included $0.2 million of capitalized amortization incurred in 2019) of Mine site period costs (inclusive of depreciation and amortization expenses) that did not qualify for allocation to the Company's production-related inventories and, therefore, were expensed as incurred. |
Prepaids and Other_2
Prepaids and Other | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaids and Other | Prepaids and Other The following table provides the components of Prepaids and other and Other assets, non-current (dollars in thousands): March 31, December 31, Prepaids and other Prepaids $ 3,458 $ 3,198 Deposits 1,107 1,105 Total $ 4,565 $ 4,303 Other assets, non-current Equipment not in use $ 12,238 $ 12,238 Consignment inventory - supplies 1,770 885 Royalty - advance payment 480 360 Total $ 14,488 $ 13,483 Prepaids The following table provides the components of prepaids included in the above table (dollars in thousands): March 31, December 31, 2020 Prepaid insurance $ 2,549 $ 1,847 Mining claims and permitting fees 282 417 Subscription and license fees 280 259 Property taxes 177 — Equipment mobilization — 423 Other 170 252 Total $ 3,458 $ 3,198 Deposits Deposits include payments for rental equipment mobilization. Equipment not in use As of March 31, 2021, equipment not in use was classified as Other assets, non-current and included ball mills, SAG mills, regrind mills, and related motors and components that were previously purchased by a predecessor of the Company. During the second quarter of 2020, the Company engaged an international equipment broker to advertise equipment not in use for potential sale. There is a limited market for the Company's equipment not in use and any potential purchase would likely be subject to technical and commercial due diligence by the purchaser, as well as approval by the Company's Board of Directors. In the fourth quarter of 2020, the Company began reevaluating the best use of this equipment previously marketed for sale, while it continues to develop the proprietary two-stage sulfide heap oxidation and leaching process technology for its large-scale operation, and the Company paused the marketing of this equipment while it continues to develop the technology and process for a large-scale operation. As a result, equipment not in use is included in Other assets, non-current . Consignment inventory - supplies The Company has an inventory consignment agreement with a supplier of crusher parts that requires the supplier to maintain a specified inventory of replacement parts and components that are exclusively for purchase and use at the Hycroft Mine. As part of the agreement, the Company is required to make certain payments in advance of receiving such consignment inventory at the mine site. The Company records advance payments as prepaid supplies inventory within Other assets, non-current until such inventory is received, at which point, the amounts are reclassified to Inventories. Royalty - advance payment As of March 31, 2021, royalty-advance payments include annual advance payments for a portion of the Hycroft Mine that is subject to a mining lease requiring a 4% net profit royalty be paid to the owner of certain patented and unpatented mining claims. Refer to Note 21 - Commitments and Contingencies | Prepaids and Other The following table provides the components of Prepaids and other and Other assets, non-current (in thousands): December 31, December 31, Prepaids and other Prepaids $ 3,198 $ 2,109 Deposits 1,105 539 Total $ 4,303 $ 2,648 Other assets, non-current Equipment not in use $ 12,238 $ 19,683 Prepaid supplies consignment inventory 885 — Royalty - advance payment 360 120 Deferred future financing costs — 5,083 Total $ 13,483 $ 24,886 Prepaids As of December 31, 2020, prepaids primarily consisted of prepaid insurance ($1.8 million), mining claims and permitting fees ($0.4 million), prepaid equipment ($0.4 million), and subscription and license fees ($0.3 million). As of December 31, 2019, prepaids primarily consisted of prepaid insurance ($1.5 million), mining claims and permitting fees ($0.4 million), and subscription and license fees ($0.1 million). Equipment not in use As of December 31, 2020, equipment not in use classified as Other assets, non-current included ball mills, SAG mills, regrind mills, and related motors and components that were previously purchased by a predecessor of the Company. During the year ended December 31, 2020, the Company engaged an international equipment broker to advertise equipment not in use for potential sale. There is a limited market for the Company's equipment not in use and any potential purchase would likely be subject to technical and commercial due diligence by the purchaser, as well as approval by the Company's Board of Directors. As such, equipment not in use is not classified as held-for-sale, as it is uncertain if the Company will sell any of the equipment within one year, or if the Company will elect to sell such equipment at all. As a result, equipment not in use is included in Other assets, non-current. During the year ended December 31, 2020, the Company determined that the carrying amount of certain equipment not in use was higher than its fair value and such assets were written down to estimated fair value less costs to sell, resulting in an impairment loss of $5.3 million, which is reported as Impairment on equipment not in use on the consolidated statements of operations. In the fourth quarter of 2020, the Company began reevaluating the best use of its equipment previously marketed for sale, while it continues to develop the sulfide oxidation technology process for its large-scale operation. Additionally, in the fourth quarter of 2020, the Company has paused the marketing of this equipment while it continues to develop the technology and process for a large-scale operation. Prepaid supplies consignment inventory The Company has an inventory consignment agreement with a supplier of crusher parts that requires the supplier to maintain a specified inventory of replacement parts and components that are exclusively for purchase and use at the Hycroft Mine. As part of the agreement, the Company is required to make certain payments in advance of receiving such consignment inventory at the mine site. The Company records advance payments as prepaid supplies inventory within Other assets, non-current until such inventory is received, at which point, the amounts are reclassified to Inventories. Royalty - advance payment As of December 31, 2020, royalty-advance payments include annual advance payments for a portion of the Hycroft Mine that is subject to a mining lease requiring a 4% net profit royalty be paid to the owner of certain patented and unpatented mining claims. Refer to Note 22 - Commitments and Contingencies |
Restricted Cash_2
Restricted Cash | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Cash and Cash Equivalents [Abstract] | ||
Restricted Cash | Restricted Cash The following table provides the components of Restricted cash (dollars in thousands): March 31, December 31, Reclamation surety bond cash collateral $ 39,700 $ 39,677 As of March 31, 2021, the Company's BLM reclamation obligation was secured with surety bonds totaling $59.9 million, which were partially collateralized by the Restricted cash | Restricted Cash The following table provides the components of restricted cash (in thousands): December 31, December 31, Reclamation surety bond cash collateral $ 39,677 $ 39,477 First Lien Agreement restricted cash - Note 10 — 3,270 Total $ 39,677 $ 42,747 As of December 31, 2020, the Company's BLM reclamation obligation was secured with surety bonds totaling $59.9 million, which were partially collateralized by the restricted cash shown above. Restricted cash from Seller's First Lien Agreement was released on May 29, 2020 when such indebtedness was repaid in conjunction with the Recapitalization Transaction (see Note 3 - Recapitalization Transaction ). |
Plant, Equipment, and Mine De_5
Plant, Equipment, and Mine Development, Net | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||
Plant, Equipment, and Mine Development, Net | Plant, Equipment, and Mine Development, Net The following table provides the components of Plant, equipment, and mine development, net (dollars in thousands): Depreciation Life March 31, December 31, Leach pads Units-of-production $ 17,432 $ 17,432 Process equipment 5 - 15 years 17,459 16,065 Buildings and leasehold improvements 10 years 10,507 10,507 Mine equipment 5 - 7 years 6,707 5,961 Vehicles 3 - 5 years 1,227 991 Furniture and office equipment 7 years 341 322 Mine development Units-of-production 1,096 756 Mineral properties Units-of-production 37 37 Construction in progress and other 37,683 33,185 $ 92,489 $ 85,256 Less, accumulated depreciation and amortization (26,134) (25,033) Total $ 66,355 $ 60,223 During the three months ended March 31, 2021, new process equipment was placed into service ($1.4 million), new mine equipment was placed into service ($0.7 million), and construction of a new larger leach pad continued through February 2021 at which time construction was suspended ($3.2 million, including $0.7 million of capitalized interest), resulting in construction costs for the new larger leach pad of $34.1 million since commencing construction in 2020, which was the primary project included in construction in progress as of March 31, 2021. For the three months ended March 31, 2021 and the year ended December 31, 2020, certain leach pads ($11.2 million) were not actively used in the leaching process, and accordingly, the Company did not record any depletion for these leach pads. Mineral properties As of March 31, 2021, and December 31, 2020, Mineral properties included an asset retirement asset of $0.04 million that is being depreciated on a straight-line basis over the life of the Company’s only operating property, the Hycroft Mine. | Plant, Equipment, and Mine Development, Net The following table provides the components of plant, equipment, and mine development, net (in thousands): Depreciation Life December 31, December 31, Leach pads Units-of-production $ 17,432 $ 17,419 Process equipment 5 - 15 years 16,065 14,770 Buildings and leasehold improvements 10 years 10,507 10,507 Mine equipment 5 - 7 years 5,961 4,716 Vehicles 3 - 5 years 991 136 Furniture and office equipment 7 years 322 129 Mine development Units-of-production 756 119 Mineral properties Units-of-production 37 — Construction in progress and other 33,185 936 $ 85,256 $ 48,732 Less, accumulated depreciation and amortization (25,033) (17,208) Total $ 60,223 $ 31,524 During the year ended December 31, 2020, new process equipment was placed into service ($1.2 million), new mobile equipment was placed into service ($1.2 million), and construction of a new larger leach pad began ($30.9 million), which was the primary project included in construction in progress as of December 31, 2020. During the years ended December 31, 2020 and 2019, certain leach pads ($11.2 million) were not actively used in the leaching process, and accordingly, the Company did not record any depletion for these leach pads. Additionally, during the years ended December 31, 2020 and 2019, the Company did not acquire any plant, equipment, or mine development through non-cash capital leases. Mineral properties As of December 31, 2020, Mineral properties included an ARC asset of $0.04 million that is being depreciated on a straight-line basis over the life of the Company’s only operating property, the Hycroft Mine. |
Other Liabilities_2
Other Liabilities | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Other Liabilities Disclosure [Abstract] | ||
Other Liabilities | Other Liabilities The following table summarizes the components of Other liabilities, current and Other liabilities, non-current (dollars in thousands): March 31, December 31, Other liabilities, current Accrued compensation $ 2,106 $ 1,560 Salary continuation payments 1,533 1,215 Restricted stock units 837 913 Deferred payroll tax liability 471 436 Accrued directors fees 33 33 Total $ 4,980 $ 4,157 Other liabilities, non-current Salary continuation payments $ 904 $ 1,145 Deferred payroll tax liability 471 505 Total $ 1,375 $ 1,650 Salary continuation payments The Company has entered into separation agreements with former executives that provide for, among other things, continuation of such former executives' salaries and certain benefits for periods of 12-24 months from the date of separation. Deferred Payroll tax liability Under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”), the Company has deferred payment of certain employer payroll taxes, with 50% due December 31, 2021 and 50% due December 31, 2022. | Other Liabilities The following table summarizes the components of Other liabilities, current and Other liabilities, non-current (in thousands): December 31, December 31, (as restated) Other liabilities, current Accrued compensation, benefits, continuation obligation, and bonus 4,157 2,349 Accrued compensation for phantom shares - Note 15 — 1,590 Total $ 4,157 $ 3,939 Other liabilities, non-current Compensation and benefits continuation obligation $ 1,145 $ — Payroll tax liability 505 — Total $ 1,650 $ — Compensation and benefits continuation obligation The Company has entered into separation agreements with former executives that provide for, among other things, continuation of such former executives' salaries and certain benefits for periods of 12-24 months from the date of separation. |
Debt, Net_2
Debt, Net | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Debt Disclosure [Abstract] | ||
Debt, Net | Debt, Net Debt covenants The Company’s debt agreements contain representations and warranties, events of default, restrictions and limitations, reporting requirements, and covenants that are customary for agreements of these types. As of March 31, 2021, the Company was in compliance with all covenants under its debt agreements. Debt balances In February 2021, the Company financed the $0.4 million purchase of a rental fuel/lube truck with a note payable to the vendor with an interest rate of 0.99%, requiring equal monthly payments for 48 months. The following table summarizes the components of debt (dollars in thousands): March 31, December 31, Debt, net, current: Sprott Credit Agreement (1) $ 7,753 $ 5,274 Note payable 99 — Less, debt issuance costs (411) (154) Total $ 7,441 $ 5,120 Debt, net, non-current: Subordinated Notes $ 86,917 $ 84,797 Sprott Credit Agreement, net of original issue discount ($13.6 million, net) 61,901 61,894 Note payable 307 — Less, debt issuance costs (3,281) (4,026) Total $ 145,844 $ 142,665 (1) Amount includes: (i) $2.2 million of Additional Interest, as defined in the Sprott Credit Agreement, and (ii) $5.6 million scheduled principal payments under the Sprott Credit Agreement, all due in the next twelve months. The following table summarizes the Company's contractual payments of long-term debt, including current maturities, for the five years subsequent to March 31, 2021 (dollars in thousands): 2021 $ 7,698 2022 20,821 2023 24,516 2024 24,508 2025 93,020 Total 170,563 Less, original issue discount, net of amortization ($3.4 million) (13,586) Less, debt issuance costs, net of amortization ($0.4 million) (3,692) Total debt, net, current and non-current $ 153,285 Interest expense, net of capitalized interest The following table summarizes the components of recorded Interest expense, net of capitalized interest (dollars in thousands): Three Months Ended March 31, 2021 2020 Sprott Credit Agreement $ 2,640 $ — Subordinated Notes 2,120 — Amortization of debt issuance costs 335 672 Other interest expense 8 — 2.0 Lien Notes — 7,816 1.5 Lien Notes — 5,139 1.25 Lien Notes — 3,352 First Lien Agreement — 2,867 Promissory Note — 85 Capitalized interest (654) (44) Total $ 4,449 $ 19,887 The Company capitalizes interest to Plant, equipment, and mine development, net on the condensed consolidated balance sheets for construction projects in accordance with ASC Topic 835, Interest . Except for the First Lien Agreement and other interest expense, amounts shown in the table above represent non-cash interest expense charges. | Debt, Net Debt covenants The Company’s debt agreements contain representations and warranties, events of default, restrictions and limitations, reporting requirements, and covenants that are customary for agreements of these types. The Sprott Credit Agreement (as defined herein) contains covenants that, among other things, restrict or limit the ability of the Company to enter into encumbrances (other than Permitted Encumbrances), incur indebtedness (other than Permitted Indebtedness), dispose of its assets (other than Permitted Disposals), pay dividends, and purchase or redeem shares, as such terms are defined in the Sprott Credit Agreement. The Sprott Credit Agreement requires the Company to ensure that, at all times, both its Working Capital and Unrestricted Cash are at least $10.0 million, as such terms are defined in the Sprott Credit Agreement, and that at least every six months the Company demonstrate its ability to repay and meet all present and future obligations as they become due with a financial Model that uses consensus gold prices discounted by 5.0%, as such terms are defined in the Sprott Credit Agreement. The Subordinated Notes (as defined herein) include customary events of default, including those relating to a failure to pay principal or interest, a breach of a covenant, representation or warranty, a cross-default to other indebtedness, and non-compliance with security documents. As of December 31, 2020, the Company was in compliance with all covenants. Debt balances The following table summarizes the components of debt (in thousands): December 31, December 31, Debt, net, current: Sprott Credit Agreement (1) $ 5,274 $ — 2.0 Lien Notes — 208,411 1.5 Lien Notes — 137,050 First Lien Agreement — 125,468 1.25 Lien Notes — 77,212 Promissory Note — 6,773 Less, debt issuance costs (154) (949) Total $ 5,120 $ 553,965 Debt, net, non-current: Subordinated Notes $ 84,797 $ — Sprott Credit Agreement 61,894 — Less, debt issuance costs (4,026) — Total $ 142,665 $ — (1) Amount represents $1.6 million of Additional Interest (as defined in the Sprott Credit Agreement) plus 5.0% of the Company's outstanding debt balance as of December 31, 2020 under the Sprott Credit Agreement. The following table summarizes the Company's contractual payments of long-term debt, including current maturities, for the five years subsequent to December 31, 2020 (in thousands): 2021 $ 5,274 2022 16,698 2023 23,948 2024 23,948 2025 96,771 Total 166,639 Less, original issue discount (14,674) Less, debt issuance costs (4,180) Total debt, net, current and non-current $ 147,785 Sprott Credit Agreement On October 4, 2019, the Company, as borrower, certain subsidiaries of the Company, as guarantors, and Sprott Private Resource Lending II (Collector), LP. (“Lender”), as arranger, executed a secured multi-advance term credit facility pursuant to which Lender committed to make, subject to certain conditions set forth therein, term loans in an aggregate principal amount up to $110.0 million. On May 29, 2020, the Company entered into the Amended and Restated Credit Agreement (the “Sprott Credit Agreement”) to update the conditions precedent and effect certain other changes to conform to the details of the business combination. On May 29, 2020, at the consummation of the Recapitalization Transaction, the Company borrowed $70.0 million under the Sprott Credit Agreement, which was equal to the amount available under the first and second tranches, and issued to Lender 496,634 shares of common stock, which was equal to 1.0% of the Company’s post-closing shares of common stock outstanding. The Company paid an original issuance discount equal to 2.0% ($1.4 million) of the amount borrowed. The Company does not believe it is currently able to borrow under the third and final $40.0 million tranche of the Sprott Credit Agreement due to its inability to satisfy applicable conditions and production milestones required by certain conditions precedent to borrowing. As it relates to the $62.3 million initially recorded for the Sprott Credit Agreement on the May 29, 2020 closing of the Recapitalization Transaction, the Company recorded $70.0 million for the stated amount of the borrowing itself, $9.3 million for the additional interest payment obligation, and a $17.0 million discount (inclusive of the $1.4 million original issuance discount), which will be amortized to Interest expense, net of capitalized interest using the effective interest method over the term of the Sprott Credit Agreement. As of December 31, 2020, the interest rate charged on the outstanding principal balance of the Sprott Credit Agreement was 8.5%. Using the closing price of $12.65 per share of common stock on the Recapitalization Transaction date, the Company also recorded $6.3 million to Additional paid-in capital for the 496,634 shares of common stock issued to the Lender. Advances under the Sprott Credit Agreement bear interest monthly at a floating rate equal to 7.0% plus the greater of (i) U.S. Dollar three-month LIBOR and (ii) 1.5%, per annum, accruing daily and compounded monthly. For a period of twelve months following the May 29, 2020 initial advance date, no cash payments of interest or principal will be due, with 100% of interest accruing and being capitalized on a monthly basis to the outstanding principal balance of the Sprott Credit Agreement. Additionally, for each three-month period commencing on February 28, 2021 and ending on the maturity date, the Company shall pay Lender additional interest on the last business day of such three-month period, calculated according to a formula set forth in the Sprott Credit Agreement and currently equal to $0.5 million per quarter ($9.3 million in total over the life of the Sprott Credit Agreement). Upon a prepayment of the entire Sprott Credit Agreement, all remaining additional interest payments and all remaining and yet unpaid additional interest must be prepaid as well. The Company is required to make principal repayments beginning on August 31, 2021 and on the last business day every three months thereafter. The first four principal repayments are equal to two and one-half percent (2.5%) of the outstanding principal amount of the Sprott Credit Agreement on May 31, 2021 (including all capitalized interest thereon, if any, but excluding the principal repayment then due). All subsequent principal repayments are equal to seven and one-half (7.5%) of the outstanding principal amount of the Sprott Credit Agreement on May 31, 2021 (including all capitalized interest thereon, if any, but excluding the principal repayment then due). The entire outstanding balance of the Sprott Credit Agreement, together with all unpaid interest and fees (including all capitalized interest, if any), is due on the day that is five years from the last day of the month of the initial closing date, which shall be no later than May 31, 2025, the maturity date. The Company reviewed the features of the Sprott Credit Agreement for embedded derivatives, and determined no such instruments exist. The Sprott Credit Agreement may be repaid in whole or in part, at any time prior to the maturity date. Each prepayment or cancellation of the Sprott Credit Agreement (including capitalized interest, if any), whether in whole or in part, voluntarily or mandatory, subject to certain exceptions, that occurs on or prior to the fourth anniversary of the date of the initial advance is subject to a prepayment premium between 3.0% and 5.0%. The obligations of the Company under the Sprott Credit Agreement are guaranteed by Credit Parties and secured by a lien on all properties and assets now owned, leased or hereafter acquired or leased by any Credit Party, as such terms are defined and further detailed in the Sprott Credit Agreement. The Company is required to make prepayments of its outstanding principal balance equal to 50% or 100% of the proceeds received as outlined in the Sprott Credit Agreement. On October 31, 2020, the Company completed the sale of a SAG mill that was not in use for net proceeds of $2.3 million, of which $1.2 million was repaid in accordance with the Sprott Credit Agreement. Subordinated Notes In connection with the business combination and pursuant to a 1.25 Lien Exchange Agreement, on May 29, 2020, the Company assumed $80.0 million in aggregate principal amount of Seller’s 1.25 Lien Notes that were exchanged as part of the Recapitalization Transaction (the "Subordinated Notes”). The Subordinated Notes are secured and subordinate in priority to the obligations under the Sprott Credit Agreement. The Subordinated Notes bear interest at a rate of 10.0% per annum, payable in-kind on a quarterly basis. The principal on the new Subordinated Notes is due December 1, 2025. 2.0 Lien Notes As discussed in Note 3 - Recapitalization Transaction , on May 29, 2020, $221.3 million of Seller's 2.0 Lien Notes were converted into shares of Seller common stock which, along with all of Seller's other stockholders, as part of Sellers's plan of dissolution, received a pro rata distribution of common stock from Seller that was received by Seller as consideration from the Company. The Company recorded $74.6 million directly to retained earnings upon Seller's distribution of 14,795,153 shares of common stock to Seller's former 2.0 Lien Note holders, which represented the difference between the carrying value of the 2.0 Lien Notes and the value of the common stock received as consideration by Seller's former 2.0 Lien Note holders. The 2.0 Lien Notes bore interest at a rate of 15.0% per annum, payable in-kind on a quarterly basis, through the issuance of additional 2.0 Lien Notes. The 2.0 Lien Notes were converted into Seller common stock at a conversion price of $1.67 per share in accordance with the 2.0 Lien Agreement. While outstanding, the obligations under the 2.0 Lien Notes and the guarantees by the guarantors in respect thereof were secured by liens on substantially all assets of the Company and the guarantors, subject to the priority of the liens that secured the obligations under the First Lien Agreement, the 1.25 Lien Notes and the 1.5 Lien Notes. 1.5 Lien Notes As discussed in Note 3 - Recapitalization Transaction , on May 29, 2020, after giving effect to the 1.5 Lien Notes’ 110.0% repurchase feature, $145.7 million of Seller’s 1.5 Lien Notes plus accrued and unpaid interest were exchanged, and subsequently cancelled, for 16,025,316 shares of common stock. The Company recorded a $14.6 million loss directly to retained earnings upon such exchange, which represented 10.0% of the $145.7 million aggregate principal amount of 1.5 Lien Notes balance at the time of exchange. While outstanding, the 1.5 Lien Notes bore interest at a rate of 15.0% per annum, which was payable in-kind on a quarterly basis, through the issuance of additional 1.5 Lien Notes. While outstanding, the obligations under the 1.5 Lien Notes and the guarantees by the guarantors in respect thereof were secured by liens on substantially all assets of Seller and the guarantors, subject to the priority of the liens that secured the obligations of the First Lien Agreement and the 1.25 Lien Notes, but superior in priority to the liens that secured the obligations of the 2.0 Lien Notes and the unsecured obligations of Seller. 1.25 Lien Notes As discussed in Note 3 - Recapitalization Transaction , on May 29, 2020, $48.5 million in aggregate principal amount of Seller’s 1.25 Lien Notes, which bore interest at 15.0% per annum, payable in-kind, were exchanged, and subsequently cancelled, for 4,845,920 shares of common stock and the remaining $80.0 million aggregate principal amount of Seller’s 1.25 Lien Notes were exchanged for $80.0 million in aggregate principal amount of new Subordinated Notes that were assumed in the Recapitalization Transaction by the Company, bearing interest at a rate of 10.0% per annum, payable-in-kind. The 1.25 Lien Notes bore interest at a rate of 15.0% per annum, which was payable in-kind on a quarterly basis, through the issuance of additional 1.25 Lien Notes. While outstanding, the obligations under the 1.25 Lien Notes and the guarantees by the guarantors in respect thereof were secured by liens on substantially all assets of Seller and the guarantors, subject to the priority of the liens that secured the obligations of the First Lien Agreement, but superior in priority to the liens that secured the obligations of the 1.5 Lien Notes, the 2.0 Lien Notes and the unsecured obligations of Seller. First Lien Agreement As discussed in Note 3 - Recapitalization Transaction , on May 29, 2020, $125.5 million of outstanding principal under the First Lien Agreement with the Bank of Nova Scotia as agent, plus accrued interest, was repaid. Most recently, from January 31, 2020 through the repayment date, the First Lien Agreement bore interest at either LIBOR plus 7.5% or an Alternate Base Rate Canada plus 7.5%, as such terms were defined in the First Lien Agreement. The repayment of the First Lien Agreement and other obligations under the First Lien Agreement were guaranteed by all of the direct and indirect domestic subsidiaries of Seller. While outstanding, the obligations under the First Lien Agreement, the guarantees by the guarantors in respect thereof were secured by liens on substantially all of the assets of the Company and its subsidiaries. Upon repayment of the First Lien Agreement, $3.3 million of restricted cash was released to the Company (see Note 6 - Restricted Cash ). Promissory Note As discussed in Note 3 - Recapitalization Transaction , on May 29, 2020, a $6.9 million promissory note was repaid, the obligation of which related to a 2014 settlement with a vendor of a predecessor of Seller. Interest expense, net The following table summarizes the components of recorded interest expense (in thousands): Year Ended December 31, 2020 2019 2.0 Lien Notes $ 12,902 $ 28,537 1.5 Lien Notes 8,635 18,763 1.25 Lien Notes 6,218 5,241 First Lien Agreement 4,575 10,022 Sprott Credit Agreement 6,009 — Subordinated Notes 4,797 — Amortization of debt issuance costs 1,972 2,048 Promissory Note 141 786 Other interest expense 40 — Capitalized interest (1,831) (551) Total $ 43,458 $ 64,846 The Company capitalizes interest to Plant, equipment, and mine development, net on the consolidated balance sheets for construction projects in accordance with ASC Topic 835, Interest . Except for the First Lien Agreement and other interest expense, amounts shown in the table above represent non-cash interest expense charges. |
Royalty Obligation_2
Royalty Obligation | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Other Liabilities Disclosure [Abstract] | ||
Royalty Obligation | Royalty Obligation On May 29, 2020, the closing date of the Recapitalization Transaction, the Company and Sprott Private Resource Lending II (Co) Inc. (the “Payee”) entered into a royalty agreement with respect to the Hycroft Mine (the “Sprott Royalty Agreement”) in which Payee paid to the Company cash consideration in the amount of $30.0 million, for which the Company granted to Payee a perpetual royalty equal to 1.5% of the Net Smelter Returns from its Hycroft Mine, payable monthly. Net Smelter Returns for any given month are calculated as Monthly Production multiplied by the Monthly Average Gold Price and the Monthly Average Silver Price, minus Allowable Deductions, as such terms are defined in the Sprott Royalty Agreement. The Company is required to remit royalty payments to the Payee free and clear and without any present or future deduction, withholding, charge or levy on account of taxes, except Excluded Taxes as such term is defined in the Sprott Royalty Agreement.. The Company has the right to repurchase up to 33.3% (0.5% of the 1.5% royalty) of the royalty on each of the first and second anniversaries from May 29, 2020. The Sprott Royalty Agreement is secured by a first priority lien on certain property of the Hycroft Mine, including: (1) all land and mineral claims, leases, interests, and rights; (2) water rights, wells, and related infrastructure; and (3) stockpiles, buildings, structures, and facilities affixed to, or situated on, the Hycroft Mine, which ranks senior to security interests and liens granted pursuant to the Sprott Credit Agreement. In addition to the terms generally described above, the Sprott Royalty Agreement contains other terms and conditions commonly contained in royalty agreements of this nature. During the three months ended March 31, 2021, the Company recorded amortization of the royalty obligation of approximately $0.03 million and made payments of $0.4 million. As of March 31, 2021, $0.1 million of the royalty obligation was recorded as a current liability based upon the estimated gold and silver expected to be produced over the next 12 months, using the current mine plan, and current proven and probable mineral reserves. | Royalty Obligation On May 29, 2020, the closing date of the Recapitalization Transaction, the Company and Sprott Private Resource Lending II (Co) Inc. (the “Payee”) entered into a royalty agreement with respect to the Hycroft Mine (the “Sprott Royalty Agreement”) in which Payee paid to the Company cash consideration in the amount of $30.0 million, for which the Company granted to Payee a perpetual royalty equal to 1.5% of the Net Smelter Returns from its Hycroft Mine, payable monthly. Net Smelter Returns for any given month are calculated as Monthly Production multiplied by the Monthly Average Gold Price and the Monthly Average Silver Price, minus Allowable Deductions, as such terms are defined in the Sprott Royalty Agreement. The Company has the right to repurchase up to 33.3% (0.5% of the 1.5% royalty) of the royalty on each of the first and second anniversaries from May 29, 2020. The Sprott Royalty Agreement is secured by a first priority lien on certain property of the Hycroft Mine, including: (1) all land and mineral claims, leases, interests, and rights; (2) water rights, wells, and related infrastructure; and (3) stockpiles, buildings, structures, and facilities affixed to, or situated on, the Hycroft Mine, which ranks senior to security interests and liens granted pursuant to the Sprott Credit Agreement. In addition to the terms generally described above, the Sprott Royalty Agreement contains other terms and conditions commonly contained in royalty agreements of this nature. During the year ended December 31, 2020, the Company recorded amortization of the royalty obligation of approximately $0.04 million and made payments of $0.5 million. As of December 31, 2020, $0.1 million of the royalty obligation was recorded as a current liability based upon the estimated gold and silver expected to be produced over the next 12 months, using the current mine plan, and current proven and probable mineral reserves. |
Warrant Liabilities_2
Warrant Liabilities | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Equity [Abstract] | ||
Warrant Liabilities | Warrant Liabilities The following table summarizes the Company's outstanding warrants (dollars in thousands): 5-Year Private Warrants Seller Warrants Total Shares Amount Shares Amount Shares Amount Balance at January 1, 2021 9,888,415 $ 15,326 12,621,623 $ 63 22,510,038 $ 15,389 Fair value adjustments — (9,459) — (34) — (9,493) Balance at March 31, 2021 9,888,415 $ 5,867 12,621,623 $ 28 22,510,038 $ 5,897 5-Year Private Warrants Prior to the Recapitalization Transaction, MUDS issued 7,740,000 warrants to purchase 7,740,000 shares of common stock at an exercise price of $11.50 per share for a period of five years from the May 29, 2020 Recapitalization Transaction, and concurrently with the Recapitalization Transaction, the Company issued 2,500,000 private placement warrants as part of a forward purchase unit offering at an exercise price of $11.50 per share for a period of five years from the issuance date (collectively, the "5-Year Private Warrants"). The 5-Year Private Warrants cannot be redeemed and can be exercised on a cashless basis if the 5-Year Private Warrants are held by the initial purchasers or their permitted transferees. If the 5-Year Private Warrants are transferred to someone other than the initial purchasers or their permitted transferees ("Unrelated Third Party"), such warrants become redeemable by the Company under substantially the same terms as the 5-Year Public Warrants. As of March 31, 2021 and December 31, 2020, the Company had 9,888,415 5-Year Private Warrants outstanding, as 351,585 of such warrants were transferred to an Unrelated Third Party during the year ended December 31, 2020 and are therefore included in 5-Year Public Warrants. See Note 3 - Recapitalization Transaction for additional details on transactions to which these warrants were issued. Seller Warrants As part of the Recapitalization Transaction, the Company assumed the obligations and liabilities under that certain warrant agreement, dated as of October 22, 2015, by and between Seller and Computershare Inc., a Delaware corporation, and its wholly owned subsidiary Computershare Trust Company, N.A., a federally chartered trust company, collectively as initial warrant agent; and Continental Stock Transfer & Trust Company, LLC was named as the successor warrant agent (the “Seller Warrant Agreement”). Pursuant to the assumption of the Seller Warrant Agreement, the warrants issued thereunder (the “Seller Warrants”) became exercisable into shares of common stock. Upon assumption by the Company, the Seller Warrants were exercisable into 3,210,213 shares of common stock at an exercise price determined as of October 1, 2020 pursuant to the Seller Warrant Agreement of $44.82 per share upon exercise of the 12,721,623 outstanding Seller Warrants, with each warrant exercisable into 0.2523 shares of common stock, which exercise price and number of shares were subject to adjustment from time to time under the terms of the Seller Warrant Agreement. Seller Warrants have a seven-year term that expires in October 2022. As discussed below in the Public Offering Warrants section, in connection with the Public Offering, the Company determined that certain adjustments were required to be made to the terms of the Seller Warrants as a result of the issuance by the Company in the Public Offering of 4,951,388 units to “Restricted Persons” under the Seller Warrant Agreement. As a result of the adjustments required under the Seller Warrant Agreement, (1) the exercise price of each Seller Warrant decreased from $44.82 per share of common stock to $41.26 per share of common stock; and (2) the number of shares of common stock issuable upon exercise of each Seller Warrant increased from 0.25234 to 0.27411. Accordingly, as adjusted, the aggregate number of shares of common stock issuable upon full exercise of the 12,721,623 outstanding Seller Warrants increased from 3,210,213 shares to 3,487,168 shares of common stock. As a result of the Company authorizing the issuance of up to 2,508,002 shares under the Hycroft Mining Holding Corporation Incentive and Performance Plan (“Incentive Plan”), as of January 19, 2021, the Company elected to treat all shares issuable under the Incentive Plan as deemed issued to Restricted Persons and elected to prospectively reduce the exercise price of each Seller Warrant to $40.31 per share of common stock and increase the number of shares of common stock issuable upon exercise of each Seller Warrant to 0.28055. As a result, an aggregate of 3,569,051 shares of common stock are issuable upon exercise of the 12,721,623 outstanding Seller Warrants. The Seller Warrants are listed on the Nasdaq Capital Market under the symbol "HYMCZ". See Note 19 - Fair Value Measurements | Warrant Liabilities The following table summarizes the Company's outstanding warrants (U.S. dollars in thousands): 5-Year Private Warrants Seller Warrants Total Shares Amount Shares Amount Shares Amount Balance at January 1, 2020 — $ — 12,621,623 $ 18 12,621,623 $ 18 Additions 10,240,000 12,185 — — 10,240,000 12,185 Transfers (351,585) (581) — — (351,585) (581) Fair value adjustments — 3,722 — 45 — 3,767 Balance at December 31, 2020 9,888,415 $ 15,326 12,621,623 $ 63 22,510,038 $ 15,389 5-Year Private Warrants Prior to the Recapitalization Transaction, MUDS issued 7,740,000 warrants to purchase 7,740,000 shares of common stock at an exercise price of $11.50 per share for a period of five years from the May 29, 2020 Recapitalization Transaction, and concurrently with the Recapitalization Transaction, the Company issued 2,500,000 private placement warrants as part of a forward purchase unit offering at an exercise price of $11.50 per share for a period of five years from the issuance date (collectively, the "5-Year Private Warrants"). The 5-Year Private Warrants cannot be redeemed and can be exercised on a cashless basis if the 5-Year Private Warrants are held by the initial purchasers or their permitted transferees. If the 5-year Private Warrants are transferred to someone other than the initial purchasers or their permitted transferees ("Unrelated Third Party"), such warrants become redeemable by the Company under substantially the same terms as the 5-Year Public Warrants. As of December 31, 2020, the Company had 9,888,415 5-Year Private Warrants outstanding, as 351,585 of such warrants were transferred to an Unrelated Third Party during the year ended December 31, 2020 and are therefore considered 5-Year Public Warrants. See Note 3 - Recapitalization Transaction for additional details on transactions to which these warrants were issued. Seller Warrants As part of the Recapitalization Transaction, the Company assumed the obligations and liabilities under that certain warrant agreement, dated as of October 22, 2015, by and between Seller and Computershare Inc., a Delaware corporation, and its wholly owned subsidiary Computershare Trust Company, N.A., a federally chartered trust company, collectively as initial warrant agent; and Continental Stock Transfer & Trust Company, LLC was named as the successor warrant agent (the “Seller Warrant Agreement”). Pursuant to the assumption of the Seller Warrant Agreement, the warrants issued thereunder (the “Seller Warrants”) became exercisable into shares of common stock. Upon assumption by the Company, the Seller Warrants were exercisable into 3,210,213 shares of common stock at an exercise price determined as of October 1, 2020 pursuant to the Seller Warrant Agreement of $44.82 per share upon exercise of the 12,721,623 outstanding Seller Warrants, with each warrant exercisable into 0.2523 shares of common stock, which exercise price and number of shares were subject to adjustment from time to time under the terms of the Seller Warrant Agreement. Seller Warrants have a seven-year term that expires in October 2022. As discussed below in the Public Offering warrants section, in connection with the Public Offering, the Company determined that certain adjustments were required to be made to the terms of the Seller Warrants as a result of the issuance by the Company in the Public Offering of 4,951,388 units to “Restricted Persons” under the Seller Warrant Agreement. As a result of the adjustments required under the Seller Warrant Agreement, (1) the exercise price of each Seller Warrant decreased from $44.82 per share of common stock to $41.26 per share of common stock; and (2) the number of shares of common stock issuable upon exercise of each Seller Warrant increased from 0.25234 to 0.27411. Accordingly, as adjusted, the aggregate number of shares of common stock issuable upon full exercise of the 12,721,623 outstanding Seller Warrants increased from 3,210,213 shares to 3,487,168 shares of common stock. As a result of the Company authorizing the issuance of up to 2,508,002 shares under the Hycroft Mining Holding Corporation Incentive and Performance Plan (“Incentive Plan”), as of January 19, 2021, the Company elected to treat all shares issuable under the Incentive Plan as deemed issued to Restricted Persons and elected to prospectively reduce the exercise price of each Seller Warrant to $40.31 per share of common stock and increase the number of shares of common stock issuable upon exercise of each Seller Warrant to 0.28055. As a result, an aggregate of 3,569,051 shares of common stock are issuable upon exercise of the 12,721,623 outstanding Seller Warrants. See Note 19 - Fair Value Measurements |
Asset Retirement Obligation_2
Asset Retirement Obligation | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Asset Retirement Obligation Disclosure [Abstract] | ||
Asset Retirement Obligation | Asset Retirement Obligation ("ARO") During the three months ended March 31, 2021 and 2020, the Company incurred $0.1 million of Accretion | Asset Retirement Obligation The following table summarizes changes in the Company’s ARO (in thousands): 2020 2019 Balance at January 1, $ 4,374 $ 5,832 Accretion expense 374 422 Changes in estimates 37 (1,880) Balance at December 31, $ 4,785 $ 4,374 |
Stockholders' Equity_2
Stockholders' Equity | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Equity [Abstract] | ||
Stockholders' Equity | Stockholders' Equity As of March 31, 2021, the total number of shares of all classes of capital stock that the Company has authority to issue is 410,000,000, of which 400,000,000 are common stock, par value $0.0001 per share, and 10,000,000 are preferred stock par value $0.0001 per share. The designations, powers, privileges and rights, and the qualifications, limitations or restrictions thereof in respect to each of our class of capital stock are discussed below. Common stock As of March 31, 2021, there were 59,901,306 shares of common stock issued and outstanding. Each holder of common stock is entitled to one vote for each share of common stock held by such holder. The holders of common stock are entitled to the payment of dividends and other distributions as may be declared from time to time by the Board of Directors in accordance with applicable law and to receive other distributions from the Company. Subject to the terms of the Recapitalization Transaction and as of May 29, 2020, certain new and existing holders of common stock of the Company are subject to lock-up periods, which ranged from six Preferred stock As of March 31, 2021, there were no shares of preferred stock issued and outstanding. Dividend policy The Company’s credit facility under the Sprott Credit Agreement contains provisions that restrict its ability to pay dividends. Public Offering Warrants On October 6, 2020, the Company issued 9,583,334 units in an underwritten public offering at an offering price of $9.00 per unit (the "Public Offering"), with each unit consisting of one share of common stock and one warrant to purchase one share of common stock at an exercise price of $10.50 per share (the "Public Offering Warrants"). Of the 9.6 million units issued, 5.0 million units were issued to Restricted Persons, as defined under the Seller Warrant Agreement. After deducting underwriting discounts and commission and offering expenses, the proceeds net of discount and equity issuance costs to the Company were $83.1 million. The Public Offering Warrants are immediately exercisable and entitle the holder thereof to purchase one share of common stock at an exercise price of $10.50 for a period of five years from the closing date of the Public Offering. The Company has certain abilities to call such Public Offering Warrants if the last reported sale price of common stock equals or exceeds $17.00 per share (as adjusted for share splits, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period. The shares of common stock and Public Offering Warrants were separated upon issuance in the Public Offering. The Public Offering Warrants are listed for trading on the Nasdaq Capital Market under the symbol "HYMCL". 5-Year Public Warrants Prior to the Recapitalization Transaction, MUDS issued 20,800,000 units, with each unit consisting of one share of common stock and one warrant to purchase one share of common stock at an exercise price of $11.50 per share for a period of five years from the May 29, 2020 Recapitalization Transaction (the "IPO Warrants"), and concurrently with the Recapitalization Transaction, the Company issued 3,249,999 warrants upon substantially similar terms as part of a backstop unit offering at an exercise price of $11.50 per share for a period of five years from the issuance date (the "Backstop Warrants" and collectively with the IPO Warrants, the "5-Year Public Warrants"). The Company has certain abilities to call the 5-year Public Warrants if the last reported sale price of common stock equals or exceeds $18.00 per share (as adjusted for share splits, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period. As of March 31, 2021 and December 31, 2020, the Company had 24,401,483 5-Year Public Warrants outstanding as 351,585 of the 5-Year Private Warrants were transferred to an Unrelated Third Party during the year ended December 31, 2020 and are therefore included in 5-Year Public Warrants. The 5-Year Public Warrants (other than the Backstop Warrants) are listed for trading on the Nasdaq Capital Market under the symbol "HYMCW". See Note 3 - Recapitalization Transaction for additional details on transactions to which the 5-Year Public Warrants were issued. | Stockholders' Equity Following the May 29, 2020 Recapitalization Transaction, as of December 31, 2020, the total number of shares of all classes of capital stock that the Company has authority to issue is 410,000,000, of which 400,000,000 are common stock, par value $0.0001 per share, and 10,000,000 are preferred stock par value $0.0001 per share. The designations, powers, privileges and rights, and the qualifications, limitations or restrictions thereof in respect to each of our class of capital stock are discussed below. Common stock As of December 31, 2020, there were 59,901,306 shares of common stock issued and outstanding. Each holder of common stock is entitled to one vote for each share of common stock held by such holder. The holders of common stock are entitled to the payment of dividends and other distributions as may be declared from time to time by the Board of Directors in accordance with applicable law and to receive other distributions from the Company. Subject to the terms of the Recapitalization Transaction and as of May 29, 2020, certain new and existing holders of common stock of the Company are subject to lock-up periods, which ranged from six Preferred stock As of December 31, 2020, there were no shares of preferred stock issued and outstanding. Dividend policy The Company’s credit facility under the Sprott Credit Agreement contains provisions that restrict its ability to pay dividends. For additional information see Note 9 - Debt, Net . Warrants In addition to the 5-Year Private Warrants and the Seller Warrants discussed above, the Company has Public Offering Warrants and 5-Year Public Warrants. The Company had a total of 56,494,855 warrants outstanding as of December 31, 2020. Public Offering Warrants On October 6, 2020, the Company issued 9,583,334 units in an underwritten public offering at an offering price to of $9.00 per unit (the "Public Offering"), with each unit consisting of one share of common stock and one warrant to purchase one share of common stock at an exercise price of $10.50 per share (“Public Offering Warrants”). Of the 9.6 million units issued, 5.0 million units were issued to Restricted Persons, as defined under the Seller Warrant Agreement. After deducting underwriting discounts and commission and offering expenses, the proceeds net of discount and equity issuance costs to the Company were $83.1 million. The Public Offering Warrants are immediately exercisable and entitle the holder thereof to purchase one share of common stock at an exercise price of $10.50 for a period of five years from the closing date of the Public Offering. The shares of common stock and the Public Offering Warrants were separated upon issuance in the Public Offering. The Public Offering Warrants are listed for trading on the Nasdaq Capital Market under the symbol "HYCML". 5-Year Public Warrants Prior to the Recapitalization Transaction, MUDS issued 20,800,000 units, with each unit consisting of one share of common stock and one warrant to purchase one share of common stock at an exercise price of $11.50 per share for a period of five years from the May 29, 2020 Recapitalization Transaction (the "IPO Warrants"), and concurrently with the Recapitalization Transaction, the Company issued 3,249,999 warrants upon substantially the same terms as part of a backstop unit offering at an exercise price of $11.50 per share for a period of five years from the issuance date (the "Backstop Warrants" and collectively with the IPO Warrants, the "5-Year Public Warrants"). During 2020, 351,585 5-Year Private Warrants were transferred from a 5-Year Private Warrant holder to an Unrelated Third Party and, accordingly those warrants are now included with the 5-Year Public Warrants. The Company has certain abilities to call the 5-Year Public Warrants if the last reported sale price of common stock equals or exceeds $18.00 per share (as adjusted for share splits, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period. As of December 31, 2020, the Company had 24,401,483 5-Year Public Warrants outstanding. The 5-Year Public Warrants (other than the Backstop Warrants) are listed for trading on the Nasdaq Capital Market under the symbol "HYMCW". See Note 3 - Recapitalization Transaction for additional details on transactions to which the 5-Year Public Warrants were issued. |
Revenues_2
Revenues | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | ||
Revenues | Revenues The table below is a summary of the Company’s gold and silver sales (dollars in thousands): Three Months Ended March 31, 2021 2020 Amount Ounces Amount Ounces Gold sales $ 17,541 9,830 $ 10,348 6,560 Silver sales 1,495 57,236 798 49,373 Total $ 19,036 $ 11,146 | Revenues The table below is a summary of the Company’s gold and silver sales (in thousands, except ounces sold): Year Ended December 31, 2020 2019 Amount Ounces Amount Ounces Gold sales $ 44,279 24,892 $ 12,803 8,593 Silver sales 2,765 136,238 906 52,036 Total $ 47,044 $ 13,709 |
Stock-Based Compensation_2
Stock-Based Compensation | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | ||
Stock-Based Compensation | Stock-Based Compensation Performance and Incentive Pay Plan The Company's Performance and Incentive Pay Plan (the “PIPP”), which was approved on February 20, 2019 and amended on May 29, 2020 in connection with the Recapitalization Transaction, is a stock-based compensation plan to attract, retain and motivate employees and directors while directly linking incentives to increases in stockholder value. Terms and conditions (including performance-based vesting criteria) of awards granted under the PIPP are established by the Board of Directors or the Compensation Committee of the Board of Directors, who administer the PIPP. Awards may be granted in a variety of forms, including restricted stock, restricted stock units, stock options, stock appreciation rights, performance awards, and other stock-based awards. The number of shares of common stock made available for award under the PIPP is equal to 5.0% of the issued and outstanding shares of the Company's common stock immediately after the close of the Recapitalization Transaction, or 2,508,002 shares. There are currently 1,146,784 shares available for issuance under the PIPP. There are no equity compensation plans not approved by stockholders. As of March 31, 2021, all awards granted under the PIPP were in the form of restricted stock units to employees or consultants of the Company. Restricted stock units granted to employees under the PIPP without performance-based vesting criteria typically vest in either equal annual installments over two two two For restricted stock units granted in the first quarter of 2019 that had not vested as of March 31, 2021 a price per share was not determined as of the grant date. The number of shares of common stock of the Company to be issued upon vesting is to be calculated on the vesting date, which is either the second or third anniversary of the date of the grant, or the annual date the compensation committee determines the achievement of the corporate performance targets. Such unvested restricted stock unit awards are included in Other liabilities, non-current . Refer to Note 8 - Other Liabilities for further detail. The following table summarizes the Company’s stock-based compensation cost and unrecognized stock-based compensation cost by plan (dollars in thousands): Performance and Incentive Pay Three months ended March 31, 2021 Three months ended March 31, 2020 Non-vested at beginning of year $ 2,870 $ 2,509 Granted 4,804 — Canceled/forfeited (158) (1,339) Vested (581) (583) Non-vested at end of period $ 6,935 $ 587 In connection with the closing of the Recapitalization Transaction on May 29, 2020, approximately 0.1 million restricted stock units, which were granted in 2019, vested at an average price of $12.65 per share, the closing price of common stock on the date of the Recapitalization Transaction. On June 1, 2020, approximately 0.1 million restricted stock units vested at an average price of $11.50 per share, the closing price of common stock on such vesting date. During the three months ended March 31, 2021 and the year ended December 31, 2020, the Company reclassified $0.1 million and $1.8 million from Other liabilities, current to Additional paid-in capital for restricted stock units that vested. Shares of the Company’s common stock were issued for the vested restricted stock units held by former employees as of December 31, 2020; however, shares of common stock for such awards will not be issued to current employees until the Conversion Date, as defined in the equity award agreements. Non-Employee Director Phantom Stock Plan | Stock-Based Compensation Performance and Incentive Pay Plan The Company's Performance and Incentive Pay Plan (the “PIPP”), which was approved on February 20, 2019 and amended on May 29, 2020 in connection with the Recapitalization Transaction, is a stock-based compensation plan to attract, retain and motivate employees and directors while directly linking incentives to increases in stockholder value. Terms and conditions (including performance-based vesting criteria) of awards granted under the PIPP are established by the Board of Directors or the Compensation Committee of the Board of Directors, who administer the PIPP. Awards may be granted in a variety of forms, including restricted stock, restricted stock units, stock options, stock appreciation rights, performance awards, and other stock-based awards. The number of shares of common stock made available for award under the PIPP is equal to 5.0% of the issued and outstanding shares of the Company's common stock immediately after the close of the Recapitalization Transaction, or 2,508,002 shares. There are currently 1,819,814 shares registered and available to grant under the PIPP. There are no equity compensation plans not approved by stockholders. As of December 31, 2020, all awards granted under the PIPP were in the form of restricted stock units to employees or consultants of the Company. Restricted stock units granted to employees under the PIPP without performance-based vesting criteria typically vest in either equal annual installments over two two two For restricted stock units granted in the first quarter of 2019 that had not vested as of December 31, 2020, a price per share was not determined as of the grant date. The number of shares of common stock of the Company to be issued upon vesting is to be calculated on the vesting date, which is either the second or third anniversary of the date of the grant, or the annual date the compensation committee determines the achievement of the corporate performance targets. Such unvested restricted stock unit awards are included in Other liabilities, non-current. Refer to Note 8 - Other Liabilities for further detail. The following table summarizes the Company’s stock-based compensation cost and unrecognized stock-based compensation cost by plan (in thousands): Restricted Stock Units Performance and Incentive Pay Number of Units Weighted Average Grant Date Fair Value Non-vested at beginning of year (1) 339,271 $ 10.96 Granted 517,234 8.11 Canceled/forfeited (131,724) 11.32 Vested (179,085) 11.05 Non-vested at end of year 545,696 $ 8.12 (1) The weighted average grant date fair value for non-vested restricted stock units at the beginning of the year was not determined because a price per share was not determined as of the grant date. The number of shares of common stock of the Company to be issued upon vesting is to be calculated on the vesting date. In connection with the closing of the Recapitalization Transaction on May 29, 2020, approximately 0.1 million restricted stock units, which were granted in 2019, vested at an average price of $12.65 per share, the closing price of common stock on the date of the Recapitalization Transaction. On June 1, 2020, approximately 0.1 million restricted stock units vested at an average price of $11.50 per share, the closing price of common stock on such vesting date. Additionally, in connection with the 2020 annual grant to the Company’s directors, approximately 0.03 million restricted stock units were granted on December 4, 2020, which immediately vested at $7.43 per share, the closing price on the Nasdaq Capital Market of the Company's common stock on December 4, 2020. During the year ended December 31, 2020, the Company reclassified $1.8 million from Other liabilities, current to Additional paid-in capital for the restricted stock units that vested. Shares of the Company’s common stock were issued for the vested restricted stock units held by former employees as of December 31, 2020; however, shares of common stock for such awards will not be issued to current employees until the Conversion Date, as defined in the equity award agreements. The total intrinsic value of restricted stock units (calculated as the product of price per share on the vesting date times the number of restricted stock units vested) vested during the year ended December 31, 2020 was $2.0 million. No restricted stock units vested during the year ended December 31, 2019. Total compensation expense relating to restricted stock awards was $2.4 million and $1.2 million for the years ended December 31, 2020 and 2019, respectively. Our recognized tax benefit from this expense for the years ended December 31, 2020 and 2019 was $0.4 million and $0.3 million, respectively. As of December 31, 2020, $2.9 million of total unrecognized compensation cost related to restricted stock units was expected to be recognized as an expense by the Company in the future over a weighted-average period of approximately 2.2 years. Non-Employee Director Phantom Stock Plan Non-executive members of Seller's Board of Directors received phantom shares pursuant to the Hycroft Mining Corporation Non-Employee Director Phantom Stock Plan (the “Phantom Plan”) as part of their annual compensation pursuant to phantom stock award agreements. For grants issued during the years ended 2015 and 2016, the cash payment was equal to the fair market value of one share of common stock of Seller at the date of payment. Under the grant agreements, each phantom share vested on the date of grant and entitled the participant to a cash payment. For grants issued during 2018, 2019, and 2020, the cash payment was equal to the greater of the (1) grant date value, or (2) the fair market value of one share of common stock of Seller at the date of payment. The cash payments were to be made to participants upon certain Payment Events, as such term is defined in the Phantom Plan, which was triggered by the closing of the Recapitalization Transaction. In connection with the closing of the Recapitalization Transaction, a $1.8 million cash payment was made to the participants to satisfy the 1,237,500 phantom shares that were vested and outstanding. During the years ended December 31, 2020 and 2019, non-employee members of Seller’s Board of Directors were granted a total of 157,500 and 315,000 phantom shares of stock, respectively, that vested upon grant. During the years ended December 31, 2020 and 2019, the Company recorded $0.2 million and $0.7 million, respectively, in compensation expense related to the vesting and valuation adjustments of the Seller's phantom shares, which is included in General and administrative on the consolidated statements of operations. Historically, the Company included amounts for Seller's outstanding phantom awards at fair value within Other liabilities, current (see Note 19 - Fair Value Measurements for additional information). |
Income Taxes_2
Income Taxes | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Income Taxes | Income Taxes The Company's anticipated annual tax rate is impacted primarily by the amount of taxable income associated with each jurisdiction in which its income is subject to income tax, permanent differences between the financial statement carrying amounts and tax bases of assets and liabilities. During the three months ended March 31, 2021, and 2020, the Company incurred no income tax expense or benefit. The effective tax rate for the three months ended March 31, 2021, and 2020, was 0%. The effective tax rates differed from the statutory rate during each period primarily due to changes in the valuation allowance established to offset net deferred tax assets. | Income Taxes For the years ended December 31, 2020 and 2019, the Company recorded no income tax benefit or expense based upon the annual effective tax rate of 0.0% for each period. The annual effective tax rate for each period was driven by losses for each period. The gain related to the Recapitalization Transaction was excluded from the estimated annual effective tax rate calculation for the 2020 period as it is considered a discrete item. The Company reversed a portion of the valuation allowance based on the net operating loss expected to be used, in order to offset Seller's taxable gain related to the Recapitalization Transaction. The Company is subject to state income tax in Colorado, which is the location of its corporate office, but did not incur any income tax expense related to Colorado due to continued net operating losses. The Company is subject to mining taxes in Nevada, which are classified as income taxes as such taxes are based on a percentage of mining profits, but did not incur any mining tax expense due to continued mining losses. The Company is not subject to foreign income taxes as all of the Company’s operations and properties are located within the United States. The Company’s loss before income taxes was attributable solely to domestic operations in the United States. The components of the Company’s income tax expense (benefit) were as follows (in thousands): Year Ended 2020 2019 (as restated) Current Federal $ — $ — Deferred Federal 146,794 (24,609) Change in Valuation Allowance (146,794) 24,609 Income Tax Benefit $ — $ — The following table provides a reconciliation of income taxes computed at the United States federal statutory tax rate of 21% in 2020 and 2019 to the income tax provision (in thousands): Year Ended 2020 2019 (as restated) Loss before income taxes $ (136,392) $ (98,895) United States statutory income tax rate 21% 21% Income tax (benefit) at United States statutory income tax rate $ (28,642) $ (20,768) Change in valuation allowance (146,794) 24,609 Recapitalization transaction 157,855 — Cancellation of debt income 15,360 — State tax provision, net of federal benefit 1,263 (3,847) Warrant fair value adjustment 790 — Other 168 6 Income Tax Benefit $ — $ — For the year ended December 31, 2020, the effective tax rate was a result of a decrease in the valuation allowance of $146.8 million which offset a $157.9 million net write-off and usage of certain deferred tax assets as a result of the Recapitalization Transaction and $15.4 million of cancellation of debt income related to the Recapitalization Transaction. For the year ended December 31, 2019, the effective tax rate was driven by an increase in the valuation allowance of $24.6 million that was partially offset by adjustments related to the apportionment of taxable loss to the state of Colorado. The apportionment of taxable loss caused state return to provision adjustments of $3.8 million. The components of the Company’s deferred tax assets are as follows (in thousands): December 31, 2020 2019 (as restated) Net operating loss $ 7,675 $ 146,382 Mineral properties 39,555 — Plant, equipment, and mine development 30,767 60,840 Intangible assets 21,710 — Royalty 6,292 — Interest expense carryforward 1,935 24,369 Asset retirement obligation 997 927 Stock-based compensation 405 257 Accrued compensation 197 — Inventories 191 15,438 Reorganization costs — 7,701 Other liabilities — 609 Credits and other — (6) Valuation allowance (109,724) (256,517) Total net deferred tax assets $ — $ — Based on the weight of evidence available as of both December 31, 2020, and 2019, which included recent operating results, future projections, and historical inability to generate operating cash flow, the Company concluded that it was more likely than not that the benefit of its net deferred tax assets would not be realized and, as such, recorded full valuation allowances of $109.7 million and $256.5 million, respectively, against its net deferred tax assets. The Company had net operating loss carryovers as of December 31, 2020 and 2019 of $36.6 million and $683.8 million, respectively, for federal income tax purposes. The accumulated net operating loss carryovers as of December 31, 2019 were not transferred from the Seller to the Company upon consummation of the Recapitalization Transaction, which caused the decrease in the balance. The carryforward amount as of December 31, 2020 can be carried forward indefinitely and can be used to offset taxable income and reduce income taxes payable in future periods, pending any potential limitation pursuant to Internal Revenue Code (“IRC”) section 382. Additional analysis of the IRC section 382 limitations will be performed in the future and could result in an annual limitation applied to the $36.6 million of net operating losses. Immediately prior to the Recapitalization Transaction, Seller had estimated net deferred tax assets of approximately $193.0 million, which were primarily comprised of net operating losses and offset by a full valuation allowance. As a result of the Recapitalization Transaction, Seller, which sold all of its issued and outstanding equity interests of its direct subsidiaries and substantially all of its other assets, to Acquisition Sub, which also assumed substantially all of the liabilities of Seller, had a taxable gain and cancellation of indebtedness of approximately $128.5 million before considering Seller's net operating loss carryforwards. In connection with the Recapitalization Transaction, Seller used approximately $27.2 million of its deferred tax assets to offset the taxable gain in full, resulting in remaining net deferred tax assets of approximately $94.1 million immediately after the Recapitalization Transaction. The remaining net deferred tax assets balance of Seller did not transfer to the Company as a result of the Recapitalization Transaction. For U.S. tax purposes, the sale of Seller's disregarded subsidiaries interests and other assets was considered a sale of assets. The acquired assets have a carryover basis for U.S. GAAP purposes and the Company has stepped up the fair market value basis in the assets acquired for tax purposes. As necessary, the Company provides a reserve against the benefits of uncertain tax positions taken in its tax filings that are more likely than not to not be sustained upon examination. Based on the weight of available evidence, the Company does not believe it has taken any uncertain tax positions that require the establishment of a reserve. The Company has not recorded any income tax reserves or related interest or penalties related to income tax liabilities as of December 31, 2020. The Company's policy, if it were to have uncertain tax positions, is to recognize interest and/or penalties related to unrecognized tax benefits as part of its income tax expense. With limited exception, the Company is no longer subject to U.S. federal income tax audits by |
Loss Per Share_2
Loss Per Share | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Abstract] | ||
Loss Per Share | Loss Per Share The table below summarizes the Company's basic and diluted loss per share calculations (in thousands, except share and per share amounts): Three Months Ended March 31, 2021 2020 Net loss $ (9,688) $ (34,618) Weighted average shares outstanding Basic 59,901,306 323,328 Diluted 59,901,306 323,328 Basic loss per common share $ (0.16) $ (107.07) Diluted loss per common share $ (0.16) $ (107.07) The weighted-average shares of common stock outstanding for the three months ended March 31, 2020 have been retroactively restated as shares reflecting the exchange ratio established in the Recapitalization Transaction to effect the reverse recapitalization (1 Seller share for 0.112 HYMC share). Basic and diluted net loss per share is computed by dividing the net loss for the period by the weighted average number of common shares outstanding during the period. Loss per share amounts in the 2020 period exclude the common share effects from certain of Seller's debt instruments, which are reflected in the 2021 period. Due to the Company's net loss during the three months ended March 31, 2021 and 2020, there was no dilutive effect of common stock equivalents because the effects of such would have been anti-dilutive. For the three months ended March 31, 2020, using the treasury stock method, the weighted-average common stock equivalents excluded from diluted loss per share calculation was 3.2 million shares related to warrants. Additionally, for the three months ended March 31, 2021, due to the anti-dilutive impact on income per common share, the weighted-average common stock equivalents excluded from the diluted income per share calculation was 57.6 million shares related to warrants. Unvested restricted stock units granted in 2019 were excluded from common stock equivalent calculations because the number of shares required to settle such stock-based compensation awards is not known until the future vesting date. | Loss Per Share The table below summarizes the Company's basic and diluted loss per share calculations (in thousands, except share and per share amounts): Year Ended December 31, 2020 2019 (as restated) Net loss $ (136,392) $ (98,895) Weighted average shares outstanding Basic 34,833,211 301,559 Diluted 34,833,211 301,559 Basic loss per common share $ (3.92) $ (327.95) Diluted loss per common share $ (3.92) $ (327.95) The weighted-average shares of common stock outstanding for the year ended December 31, 2019 have been retroactively restated as shares reflecting the exchange ratio established in the Recapitalization Transaction to effect the reverse recapitalization (1 Seller share for 0.112 HYMC share). Basic and diluted net loss per share is computed by dividing the net loss for the period by the weighted average number of common shares outstanding during the period. Loss per share amounts in the 2019 period exclude the common share effects from certain of Seller's debt instruments, which are reflected in the 2020 period. Due to the Company's net loss during the years ended December 31, 2020 and 2019, there was no dilutive effect of common stock equivalents because the effects of such would have been anti-dilutive. Using the treasury stock method, the weighted-average common stock equivalents excluded from diluted loss per share calculations were 47.7 million shares (47.4 million shares related to warrants, and 0.3 million shares related to restricted stock units), for the year ended December 31, 2020. For the year ended December 31, 2019, the weighted-average common stock equivalents excluded from diluted loss per share calculations using the treasury stock method were 3.2 million shares related to warrants. Unvested restricted stock units granted in 2019 were excluded from common stock equivalent calculations because the number of shares required to settle such stock-based compensation awards is not known until the future vesting date. |
Segment Information_2
Segment Information | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting [Abstract] | ||
Segment Information | Segment Information The Company's reportable segments are comprised of operating units that have revenues, earnings or losses, or assets exceeding 10% of the respective consolidated totals, and are consistent with the Company’s management reporting structure. Each segment is reviewed by the executive decision-making group to make decisions about allocating the Company's resources and to assess their performance. The tables below summarize the Company's segment information (dollars in thousands): Three Months Ended March 31, Hycroft Mine Corporate and Other Total 2021 Revenue - Note 14 $ 19,036 $ — $ 19,036 Cost of sales 29,402 — 29,402 Other operating costs 595 3,794 4,389 Loss from operations (10,961) (3,794) (14,755) Interest expense - Note 9 — (4,449) (4,449) Fair value adjustment to warrants - Note 19 — 9,493 9,493 Interest income 23 — 23 Income (loss) before income taxes (10,938) 1,250 (9,688) Income taxes - Note 16 — — — Net income (loss) $ (10,938) $ 1,250 $ (9,688) 2020 Revenue - Note 14 $ 11,146 $ — $ 11,146 Cost of sales 23,890 — 23,890 Other operating costs 93 2,006 2,099 Loss from operations (12,837) (2,006) (14,843) Interest expense - Note 9 (85) (19,802) (19,887) Fair value adjustment to warrants - Note 19 — — — Interest income 112 — 112 Loss before income taxes (12,810) (21,808) (34,618) Income taxes - Note 16 — — — Net loss $ (12,810) $ (21,808) $ (34,618) | Segment Information The Company's reportable segments are comprised of operating units that have revenues, earnings or losses, or assets exceeding 10% of the respective consolidated totals, and are consistent with the Company’s management reporting structure. Each segment is reviewed by the executive decision-making group to make decisions about allocating the Company's resources and to assess their performance. The tables below summarize the Company's segment information: Year Ended December 31, Hycroft Mine Corporate and Other Total (as restated) (as restated) 2020 Revenue - Note 14 $ 47,044 $ — $ 47,044 Cost of sales 109,621 — 109,621 Other operating costs 5,705 21,084 26,789 Loss from operations (68,282) (21,084) (89,366) Interest expense - Note 10 (141) (43,317) (43,458) Fair value adjustment to Warrants - Note 19 — (3,767) (3,767) Interest income 199 — 199 Loss before reorganization items and income taxes (68,224) (68,168) (136,392) Reorganization items — — — Loss before income taxes $ (68,224) $ (68,168) $ (136,392) Total Assets $ 177,298 $ 55,328 $ 232,626 2019 Revenue - Note 14 $ 13,709 $ — $ 13,709 Cost of sales 30,669 — 30,669 Other operating costs 10,909 6,072 16,981 Loss from operations (27,869) (6,072) (33,941) Interest expense - Note 10 (786) (64,060) (64,846) Fair value adjustment to Warrants - Note 19 — — — Interest income 797 — 797 Loss before reorganization items and income taxes (27,858) (70,132) (97,990) Reorganization items — (905) (905) Loss before income taxes $ (27,858) $ (71,037) $ (98,895) Total Assets $ 119,789 $ 14,848 $ 134,637 |
Fair Value Measurements_2
Fair Value Measurements | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | ||
Fair Value Measurements | Fair Value Measurements Recurring fair value measurements The following table sets forth by level within the fair value hierarchy, the Company’s liabilities measured at fair value on a recurring basis (dollars in thousands). Hierarchy March 31, December 31, Liabilities: Other liabilities, non-current 5-Year Private Warrants 2 5,869 15,327 Seller Warrants 2 28 62 Total $ 5,897 $ 15,389 5-Year Private Warrants The 5-Year Private Warrants are valued using a Black-Scholes model that requires a variety of inputs including the Company's stock price, the strike price of the 5-Year Private Warrants, the risk-free rate, and the implied volatility. As the terms of the 5-Year Private Warrants are identical to the terms of the 5-Year Public Warrants except that the 5-Year Private Warrants, while held by the SPAC sponsor and/or SPAC underwriter and their permitted transferees, are precluded from mandatory redemption and are entitled to be exercise on a "cashless basis" at the holder’s election, the implied volatility used in the Black-Scholes model is calculated using a Monte-Carlo model of the 5-Year Public Warrants that factors in the restrictive redemption and cashless exercise features of the 5-Year Private Warrants. The Company updates the fair value calculation on at least a quarterly basis, or more frequently if changes in circumstances and assumptions indicate a change from the existing carrying value. Seller Warrants As part of the Recapitalization Transaction, the Company assumed Seller's obligations under the Seller Warrant Agreement and the 12.7 million Seller Warrants outstanding became exercisable into shares of the Company's common stock. The Seller Warrant Agreement also contains certain terms and features to reduce the exercise price and increase the number of shares of common stock each warrant is exercisable into. As a result, Seller Warrants are considered derivative financial instruments and carried at fair value. The fair value of Seller Warrants was computed by an independent third-party consultant (and validated by the Company) using a Monte Carlo simulation-based model that requires a variety of inputs, including contractual terms, market prices, exercise prices, equity volatility and discount rates. The Company updates the fair value calculation on at least an annual basis, or more frequently if changes in circumstances and assumptions indicate a change from the existing carrying value. See Note 11 - Warrant Liabilities for additional information on the Seller Warrants. Items disclosed at fair value Debt The Sprott Credit Agreement and the Subordinated Notes are privately held and, as such, there is no public market or trading information available for such debt instruments. As of March 31, 2021 and December 31, 2020, the fair value of the Company’s debt instruments was $156.8 million and $154.9 million, compared to the carrying value of $153.3 million and $147.8 million as of March 31, 2021 and December 31, 2020, respectively. The fair value of the principal of the Company’s debt instruments, including capitalized interest, was estimated using a market approach in which pricing information for publicly traded, non-convertible debt instruments with speculative ratings were analyzed to derive a mean trading multiple to apply to the December 31, 2020 balances. Royalty obligation As of March 31, 2021 and December 31, 2020, the estimated net present value of the Company’s Royalty obligation was $117.8 million and $148.4 million, respectively, compared to the carrying value of $30.0 million as of both March 31, 2021 and December 31, 2020. The net present value of the Company's Royalty obligation was modeled using the following level 3 inputs: (1) market consensus inputs for future gold and silver prices; (2) a precious metals industry consensus discount rate of 5.0%; and (3) estimates of the Hycroft Mine’s life-of-mine gold and silver production volumes and timing. | Fair Value Measurements Recurring fair value measurements The following table sets forth by level within the fair value hierarchy, the Company’s liabilities measured at fair value on a recurring basis (in thousands). Hierarchy December 31, December 31, (as restated) Liabilities: Other liabilities, current Accrued compensation for phantom shares 3 $ — $ 1,590 Other liabilities, non-current 5-Year Private Warrant liability - Note 11 2 $ 15,327 Seller Warrant liability - Note 11 2 62 $ 18 Total $ 15,389 $ 1,608 Accrued compensation for phantom shares Certain of Seller's phantom shares, which were satisfied in full upon closing of the Recapitalization Transaction, were carried at fair value due to holders of such awards being entitled to variable cash payments based upon valuations of Seller's common stock. The historical fair value of such obligation was computed using inputs and assumptions that were significant and unobservable as Seller was a privately held entity and, as such, were classified within Level 3 of the fair value hierarchy. The inputs and assumptions included estimates of consideration to be received by holders of phantom shares based on the estimated fair value of the consideration that may be allocated to such holders from the various financing transactions Seller was considering at such time based on the implied equity value. 5-Year Private Warrants The 5-Year Private Warrants are valued using a Black-Scholes model that requires a variety of inputs including the Company's stock price, the strike price of the 5-Year Private Warrants, the risk-free rate, and the implied volatility. As the terms of the 5-Year Private Warrants are identical to the terms of the 5-Year Public Warrants except that the 5-Year Private Warrants have certain restrictions against redemptions and rights to exercise on a cashless basis when such warrants are held by the initial purchasers or their permitted transferees, the implied volatility used in the Black-Scholes model is calculated using a Monte-Carlo model of the 5-Year Public Warrants that factors in the restrictive redemption and cashless exercise features of the 5-Year Private Warrants. The Company updates the fair value calculation on at least a quarterly basis, or more frequently if changes in circumstances and assumptions indicate a change from the existing carrying value. Seller Warrant liability As part of the Recapitalization Transaction, the Company assumed Seller's obligations under the Seller Warrant Agreement and the 12.7 million Seller Warrants outstanding became exercisable into shares of the Company's common stock. The Seller Warrant Agreement also contains certain terms and features to reduce the exercise price and increase the number of shares of common stock each warrant is exercisable into. As a result, Seller Warrants are considered derivative financial instruments and carried at fair value. The fair value of Seller Warrants was computed by an independent third-party consultant (and validated by the Company) using a Monte Carlo simulation-based model that requires a variety of inputs, including contractual terms, market prices, exercise prices, equity volatility and discount rates. The Company updates the fair value calculation on at least an annual basis, or more frequently if changes in circumstances and assumptions indicate a change from the existing carrying value. See Note 13 - Stockholders' Equity for additional information on the Seller Warrants. Items disclosed at fair value Debt The Sprott Credit Agreement and the Subordinated Notes are privately held and, as such, there is no public market or trading information available for such debt instruments. As of December 31, 2020, the fair value of the Company’s debt instruments was $154.9 million. The fair value of the principal of the Company’s debt instruments, including capitalized interest, was estimated using a market approach in which pricing information for publicly traded, non-convertible debt instruments with speculative ratings were analyzed to derive a mean trading multiple to apply to the December 31, 2020 balances. As of December 31, 2019, Seller determined that certain of its debt instruments' carrying value exceeded the estimated fair value, which was based on the estimated fair value of the consideration that may be allocated to such debt instruments from the various financing transactions Seller was considering at such time. Accordingly, as of December 31, 2019, Seller estimated that the fair value of the 2.0 Lien Notes and 1.5 Lien Notes was approximately $262.4 million, compared to the carrying value of $345.5 million. Royalty obligation As of December 31, 2020, the estimated net present value of the Company’s royalty obligation was $148.4 million, compared to the carrying value of $30.0 million. The net present value of the Company's royalty obligation was modeled using the following level 3 inputs: (1) market consensus inputs for future gold and silver prices; (2) a precious metals industry consensus discount rate of 5.0%; and (3) estimates of the Hycroft Mine’s life-of-mine gold and silver production volumes and timing. |
Supplemental Cash Flow Inform_4
Supplemental Cash Flow Information | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Supplemental Cash Flow Information [Abstract] | ||
Supplemental Cash Flow Information | Supplemental Cash Flow Information The following table provides supplemental cash flow information (dollars in thousands): Three Months Ended March 31, 2021 2020 Cash paid for interest $ — $ 3,313 Significant non-cash financing and investing activities: Increase in debt from in-kind interest 3,671 16,420 Plant, equipment, and mine development additions included in accounts payable 911 364 Plant, equipment, and mine development acquired by note payable 407 — Vesting of restricted stock units 115 — Accrual of deferred financing and equity issuance costs — 382 In addition to the supplemental cash flow information shown above, Note 3 - Recapitalization Transaction provides additional details on non-cash transactions that were part of the Recapitalization Transaction, as well as information on non-cash interest charges. | Supplemental Cash Flow Information The following table provides supplemental cash flow information (in thousands): Year Ended December 31, 2020 2019 Cash paid for interest $ 5,366 $ 10,239 Significant non-cash financing and investing activities: Exchange of Seller's 1.5 Lien Notes for HYMC common stock 160,254 — Exchange of Seller's 1.25 Lien Notes for Subordinated Notes 80,000 — Exchange of Seller's 1.25 Lien Notes for HYMC common stock 48,459 — Write-off of Seller's debt issuance costs 8,202 — Plant, equipment, and mine development additions included in accounts payable 1,229 2,458 Private Warrants transferred to Public Warrants 581 — Accrual of deferred financing and equity issuance costs 94 1,025 In addition to the supplemental cash flow information shown above, Note 3 - Recapitalization Transaction and Note 9 - Debt, Net provide additional details on non-cash transactions that were part of the Recapitalization Transaction, as well as information on non-cash interest charges. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2020 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans 401(k) Plan The Hycroft Mining Corporation 401(k) Plan (the “401(k) Plan”) is a defined contribution plan that is available to all employees of the Company upon their date of hire. The 401(k) Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended, and Section 401(k) of the Internal Revenue Code. Administrative fees of the 401(k) Plan are paid by the Company. The assets of the 401(k) Plan are held and the related investments are executed by the 401(k) Plan’s trustee. Participants in the 401(k) Plan exercise control and direct the investment of their contributions and account balances among various investment alternatives. The Company matches a percentage of employee deferrals to the 401(k) Plan up to certain limits. For the years ended December 31, 2020 and 2019, the Company’s matching contributions totaled $0.9 million, and $0.5 million, respectively. |
Commitments and Contingencies_2
Commitments and Contingencies | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Commitments and Contingencies | Commitments and Contingencies From time to time, the Company is involved in various legal actions related to its business, some of which are class action lawsuits. Management does not believe, based on currently available information, that contingencies related to any pending or threatened legal matter will have a material adverse effect on the Company’s financial statements, although a contingency could be material to the Company’s results of operations or cash flows for a particular period depending on the results of operations and cash flows for such period. Regardless of the outcome, litigation can have an adverse impact on the Company because of defense and settlement costs, diversion of management resources, and other factors. Financial commitments not recorded in the financial statements As of March 31, 2021 and December 31, 2020, the Company's off-balance sheet arrangements consisted of operating lease agreements, a net profit royalty arrangement, and a future purchase obligation for consignment inventory. Operating leases During the year ended December 31, 2020, the Company signed two leases for the rental of mining equipment. The operating leases for mobile mining equipment were used to supplement the Company’s own fleet. Each lease had less than a year remaining as of March 31, 2021. The total remaining minimum lease payments for the two leases was approximately $4.6 million as of March 31, 2021. The Company also holds operating leases. Rent expense is $0.1 million annually and the leases expire between July 2021 and January 2022. As the Company has elected to take advantage of the extended transition period for complying with new or revised accounting standards, the Company will not adopt ASU 2016-02 until January 2022, or it no longer qualifies as an emerging growth company, and no right of use asset or liability will be recorded on the balance sheet for existing operating leases. Net profit royalty A portion of the Hycroft Mine is subject to a mining lease that requires a 4% net profit royalty be paid to the owner of certain patented and unpatented mining claims. The mining lease also requires an annual advance payment of $120,000 every year mining occurs on the leased claims. All advance annual payments are credited against the future payments due under the 4% net profit royalty. An additional payment of $120,000 is required for each year total tons mined on the leased claims exceeds 5.0 million tons. As of March 31, 2021, total tons mined from the leased claims did not exceed 5.0 million tons. The total payments due under the mining lease are capped at $7.6 million, of which the Company has paid or accrued $2.8 million and included $0.4 million in Other assets, non-current in the consolidated balance sheets as of March 31, 2021. Consignment inventory During the first quarter of 2020, the Company entered into an agreement with a spare parts supplier that requires the supplier to maintain a specified inventory of replacement parts and components that are exclusively for purchase by the Company (the "Consignment Inventory Agreement"). Pursuant to the Consignment Inventory Agreement, the Company is required to purchase all of the un-replenished consignment stock inventory, totaling $2.5 million, over the two-year life of the Inventory Consignment Agreement. As of March 31, 2021, the Company had prepaid $1.8 million towards the un-replenished consignment stock inventory, which is included in Prepaids and other on the condensed consolidated balance sheets. Additionally, pursuant to the Inventory Consignment Agreement, in the first quarter of 2021, the Company purchased $0.5 million of replenished consignment stock inventory, payable monthly in 12 equal payments beginning in March 2021. The replenished stock inventory is included in Inventories on the condensed consolidated balance sheet, with an offsetting payable included in Accounts payable on the condensed consolidated balance sheet. See Note 2 - Summary of Significant Accounting Policies and Note 5 - Prepaids and Other for additional detail. | Commitments and Contingencies From time to time, the Company is involved in various legal actions related to its business, some of which are class action lawsuits. Management does not believe, based on currently available information, that contingencies related to any pending or threatened legal matter will have a material adverse effect on the Company’s financial statements, although a contingency could be material to the Company’s results of operations or cash flows for a particular period depending on the results of operations and cash flows for such period. Regardless of the outcome, litigation can have an adverse impact on the Company because of defense and settlement costs, diversion of management resources, and other factors. On February 7, 2020, a purported class action complaint was filed by a purported holder of the Seller Warrants, in the Court of Chancery of the State of Delaware against Seller and the Company. The complaint sought a declaratory judgment that the Recapitalization Transaction constitutes a “Fundamental Change” under the terms of the Seller Warrant Agreement and thereby requiring that Seller Warrants be assumed by the Company as part of the Recapitalization Transaction, in addition to asserting claims for: (1) breach or anticipatory breach of contract against Seller; (2) breach or anticipatory breach of the implied covenant of good faith and fair dealing against Seller; and (3) tortious interference with contractual relations against the Company. The complaint sought unspecified money damages and also sought an injunction enjoining Seller and the Company from consummating the Recapitalization Transaction. On February 26, 2020, the Company and Seller entered into an amendment to the Purchase Agreement whereby Seller’s liabilities and obligations under the Seller Warrant Agreement were included as an assumed liability under the Purchase Agreement. On March 27, 2020, the Company and Seller filed motions to dismiss the complaint. On May 15, 2020, a hearing was held and the complaint was dismissed. On May 21, 2020, Plaintiff filed a motion to alter or amend the Court’s order in order to retain jurisdiction in order to file application for a mootness fee, to which the Company and Seller, while disputing factual assertions and characterizations, did not oppose. On June 30, 2020, the motion was granted and the Court retained jurisdiction over the action to hear any mootness fee application. The matter was settled and a $0.1 million mootness fee was paid on September 8, 2020. Financial commitments not recorded in the financial statements As of December 31, 2020 and December 31, 2019, the Company's off-balance sheet arrangements consisted of operating lease agreements, a net profit royalty arrangement, and a future purchase obligation for consignment inventory. Operating leases During the year ended December 31, 2020, the Company signed two leases for the rental of mining equipment. The operating leases for mobile mining equipment were used to supplement the Company’s own fleet. Each lease had less than a year remaining as of December 31, 2020. The total remaining minimum lease payments for the two leases was approximately $4.8 million as of December 31, 2020. The Company also holds operating leases. Rent expense is $0.2 million annually and the leases expire between March 2021 and January 2022. As the Company has elected to take advantage of the extended transition period for complying with new or revised accounting standards, the Company will not adopt ASU 2016-02 until January 2022, or it no longer qualifies as an emerging growth company, and no right of use asset or liability will be recorded on the balance sheet for existing operating leases. Net profit royalty A portion of the Hycroft Mine is subject to a mining lease that requires a 4% net profit royalty be paid to the owner of certain patented and unpatented mining claims. The mining lease also requires an annual advance payment of $120,000 every year mining occurs on the leased claims. All advance annual payments are credited against the future payments due under the 4% net profit royalty. An additional payment of $120,000 is required for each year total tons mined on the leased claims exceeds 5.0 million tons. As of December 31, 2020, total tons mined from the leased claims exceeded 5.0 million tons, requiring an incremental amount of $120,000 due to the owner of the mining claims. The total payments due under the mining lease are capped at $7.6 million, of which the Company has paid or accrued $2.7 million and included $0.4 million in Other assets, non-current in the consolidated balance sheets as of December 31, 2020. Consignment inventory During the first quarter of 2020, Hycroft entered into an agreement with a spare parts supplier that requires the supplier to maintain a specified inventory of replacement parts and components that are exclusively for purchase by Hycroft. Pursuant to the agreement, the Company is required to purchase all of the un-replenished consignment stock inventory, totaling $2.5 million, over the two-year life of the Inventory Consignment agreement. As of December 31, 2020, the Company had prepaid $0.8 million towards the un-replenished consignment stock inventory, which is included in Prepaids and other in the consolidated balance sheets. See Note 2 - Summary of Significant Accounting Policies and Note 5 - Prepaids and Other for additional detail. |
Related Party Transactions_2
Related Party Transactions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Related Party Transactions [Abstract] | ||
Related Party Transactions | Related Party Transactions Certain amounts of the Company's indebtedness have historically, and with regard to the $80.0 million of Subordinated Notes, are currently, held by five financial institutions. As of March 31, 2021, three of the financial institutions, Highbridge Capital Management, LLC (“Highbridge”), Mudrick Capital Management, L.P (“Mudrick”) and, Whitebox Advisors, LLC (“Whitebox”), held more than 10% of the common stock of the Company and, as a result, each are considered a related party (the "Related Parties") in accordance with ASC 850, Related Party Disclosures . For the three months ended March 31, 2021 and 2020, Interest expense, net of capitalized interest included $1.8 million and $17.9 million, respectively, for the debt held by Related Parties. As of March 31, 2021 and December 31, 2020, the Related Parties held a total $73.0 million and $71.2 million, respectively, of debt. Additionally, during 2020, the Company's Compensation Committee and Board of Directors approved annual Director compensation arrangements for non-employee directors, of which $0.2 million is payable to Mudrick as of March 31, 2021. During the three months ended March 31, 2020, the Company paid $0.1 million to Mudrick and Mudrick vested in 5,047 restricted stock units that will convert into the same number of shares of the Company's common stock upon the Mudrick representative no longer serving on the Company's Board of Directors. In connection with the closing of the Public Offering on October 6, 2020, Highbridge and Mudrick acquired 833,333, and 3,222,222 of the units, consisting of shares of common stock and Public Offering Warrants, issued in the Public Offering, respectively. Refer to Note 13 - Stockholders' Equity | Related Party Transactions Certain amounts of the Company's indebtedness disclosed in Note 9 - Debt, Net have historically, and with regard to the $80.0 million of Subordinated Notes, are currently, held by five financial institutions. As of December 31, 2020, three of the financial institutions, Highbridge Capital Management, LLC (“Highbridge”), Mudrick Capital Management, L.P (“Mudrick”) and, Whitebox Advisors, LLC (“Whitebox”), held more than 10% of the common stock of the Company and, as a result, each are considered a related party (the "Related Parties") in accordance with ASC 850, Related Party Disclosures . For the years ended December 31, 2020 and 2019, Interest expense, net of capitalized interest included $31.3 million and $57.6 million, respectively, for the debt held by Related Parties. As of December 31, 2020 and 2019, the Related Parties held a total $71.2 million and $497.2 million, respectively, of debt. Additionally, the Company's Compensation Committee and Board of Directors approved annual Director compensation arrangements for non-employee directors, of which $0.2 million is payable to Mudrick. During the year ended December 31, 2020, the Company paid $0.1 million to Mudrick and Mudrick vested in 5,047 restricted stock units that will convert into the same number of shares of the Company's common stock upon the Mudrick representative no longer serving on the Company's Board of Directors. In connection with the closing of the Public Offering on October 6, 2020, Highbridge and Mudrick acquired 833,333, and 3,222,222 of the units, consisting of shares of common stock and warrants to purchase common stock, issued in the Public Offering, respectively. Refer to Note 13 - Stockholders' Equity |
Subsequent Events_2
Subsequent Events | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Subsequent Events [Abstract] | ||
Subsequent Events | Subsequent EventsOn April 12, 2021, the Company executed an operating lease agreement for a new large wheel loader with equal monthly payments of $0.1 million payable over four years, in addition to monthly maintenance payments based upon a fixed rate per service maintenance units. | Subsequent Events Appointment of Chief Operating Officer John William Henris was appointed as the Company's Executive Vice President and Chief Operating Officer, effective as of January 11, 2021. The Company entered into an employment agreement dated as of January 11, 2021 with Mr. Henris, and issued him 33,423 restricted stock units vesting on the fourth anniversary of the grant date, subject to his continued employment. |
Restatement of Previously Issue
Restatement of Previously Issued Audited Financial Statements | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Changes and Error Corrections [Abstract] | |
Restatement of Previously Issued Audited Financial Statements | Restatement of Previously Issued Audited Financial Statements As previously mentioned in Note 1 - Company Overview , the Company has restated previously issued financial statements after considering newly released guidance by the SEC staff regarding the accounting and reporting for warrants. On April 12, 2021, the Acting Director of the Division of Corporation Finance and Acting Chief Accountant of the Securities and Exchange Commission together issued a statement regarding the accounting and reporting considerations for warrants issued by special purpose acquisition companies (“SPACs”) entitled "Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies” (the “SEC Statement”). Specifically, the SEC Statement clarified guidance for all SPAC-related companies regarding the accounting and reporting for “certain features of warrants issued in SPAC transactions” that “may be common across many entities” and are related to warrants of a kind similar to those issued by the Company. The SEC Statement focused in part on provisions in warrant agreements that provide for potential changes to the settlement amounts dependent upon the characteristics of the warrant holder, and because the holder of such warrants would not be an input into the pricing of a fixed-for-fixed option on equity shares, such provision would preclude such warrants from being classified in equity and thus such warrants should be classified as a liability. Based on ASC 815-40, Contracts in an Entity’s Own Equity , warrant instruments that do not meet the criteria to be considered indexed to an entity’s own stock shall be initially classified as liabilities at their estimated fair values. The misstatements that caused the Company to conclude that its financial statements should be restated are the result of a misapplication of the guidance on accounting for certain of its issued warrants, which came to light following issuance of the SEC Statement. In periods subsequent to issuance, changes in the estimated fair value of the derivative instruments should be reported in the statement of operations and comprehensive income (loss). The following presents the restated consolidated condensed financial statements as of and for the year ended December 31, 2020. The consolidated Statement of Stockholders' Equity reflects the restatement adjustments presented in the consolidated Balance Sheets presented below. HYCROFT MINING HOLDING CORPORATION December 31, 2020 As Previously Reported Restatement Adjustment As Restated Total Assets $ 232,626 $ — $ 232,626 Liabilities: Current Liabilities $ 21,681 $ — $ 21,681 Other liabilities, non-current 1,712 (62) 1,650 Debt, net, non-current 142,665 — 142,665 Royalty obligation, non-current 29,839 — 29,839 Asset retirement obligation, non-current 4,785 — 4,785 Warrant Liability, non-current — 15,389 15,389 Total Liabilities $ 200,682 $ 15,327 $ 216,009 Stockholders' (deficit) equity: Common stock $ 6 $ — $ 6 Additional paid-in capital 548,975 (11,605) 537,370 Accumulated deficit (517,037) (3,722) (520,759) Total stockholders' equity (deficit) $ 31,944 $ (15,327) $ 16,617 Total liabilities and stockholders' equity (deficit) $ 232,626 $ — $ 232,626 HYCROFT MINING HOLDING CORPORATION December 31, 2020 As Previously Reported Restatement Adjustment As Restated Revenue $ 47,044 $ — $ 47,044 Total cost of sales (109,621) — (109,621) Operating Expenses (26,789) — (26,789) Loss from Operations (89,366) — (89,366) Other Income and Expense: Interest expense, net of capitalized interest (43,458) — (43,458) Fair value adjustment to Warrants (45) (3,722) (3,767) Interest Income 199 — 199 Loss before reorganization items and income taxes (132,670) (3,722) (136,392) Reorganization items — — — Net loss $ (132,670) $ (3,722) $ (136,392) HYCROFT MINING HOLDING CORPORATION December 31, 2020 As Previously Reported Restatement Adjustment As Restated Net loss $ (132,670) $ (3,722) $ (136,392) Adjustments to reconcile net loss for the period to net cash used in operating activities: Non-cash portion of interest expense - Note 10 38,843 — 38,843 Write-down of production inventories - Note 4 17,924 — 17,924 Impairment on equipment not in use - Note 5 5,331 — 5,331 Depreciation and amortization 5,886 — 5,886 Stock-based compensation - Note 15 2,380 — 2,380 Salary continuation and compensation costs 2,116 — 2,116 Fair value adjustment to Warrants 45 3,722 3,767 Accretion - Note 12 374 — 374 Phantom share compensation 225 — 225 Amortization reduction of Sprott Royalty Obligation - Note 10 (37) — (37) Reduction in asset retirement obligation — — — Change in value of phantom shares — — — Changes in operating assets and liabilities (50,925) — (50,925) Net cash used in operating activities (110,508) — (110,508) Net cash used in investing activities (31,124) — (31,124) Cash flows from financing activities: 188,705 — 188,705 Net increase (decrease) in cash and restricted cash 47,073 — 47,073 Cash and restricted cash, beginning of period 48,967 — 48,967 Cash and restricted cash, end of period $ 96,040 $ — $ 96,040 Total cash and restricted cash $ 96,040 $ — $ 96,040 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Policies) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | ||
Restatement of Previously Issued Financial Statements | Restatement of Previously Issued Financial StatementsAs previously disclosed in our Annual Report on Form 10-K/A, as filed on May 14, 2021 (“2020 Form 10-K/A”), the Company has restated its previously issued consolidated financial statements as of and for the year ended December 31, 2020, to make the necessary accounting corrections related to warrant accounting and to recognize certain warrants as a liability instead of as equity, in accordance with Accounting Standards Codification (“ASC”) 815-40, Contracts in Entity’s Own Equity. The Company has also restated related amounts within the accompanying footnotes to the consolidated financial statements. As a small reporting company, the Company is not obligated to, and has not, included quarterly financial information in its 2020 Form 10-K/A. Consequently, the Company does not intend to amend its previously issued Quarterly Reports on Form 10-Q for the three months and six months ended June 30, 2020 and the three months and nine months ended September 30, 2020, but in accordance with the statement issued on April 12, 2021, by the Acting Director of the Division of Corporation Finance and Acting Chief Accountant of the Securities and Exchange Commission (the "SEC") regarding the accounting and reporting considerations for warrants issued by special purpose acquisition companies (“SPACs”) entitled "Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies (the “SEC Statement”), the Company will restate the condensed consolidated financial statements for the three month and six month periods ended June 30, 2020 and the three month and nine month periods ended September 30, 2020 in Quarterly Reports on Form 10-Q filed subsequent to the 2020 Form 10-K/A for the comparable 2021 periods. Investors should not rely on any previously issued or filed reports, earnings releases or similar communications relating to periods prior to December 31, 2020. | Restatement of Previously Issued Financial Statements The Company has restated its financial statements as of and for the year ended December 31, 2020, and will be prospectively restating the unaudited consolidated condensed financial statements for the three and six month periods ended June 30, 2020 and the three and nine month periods ended September 30, 2020, to correct misstatements in those prior periods primarily related to misstatements identified in improperly applying accounting guidance on certain warrants, recognizing them as equity instead of a warrant liability, under the guidance of Accounting Standards Codification (“ASC”) 815-40, Contracts in Entity’s Own Equity. |
Basis of presentation | Basis of presentation These condensed consolidated interim financial statements of the Company have been prepared, without audit, in accordance with U.S. generally accepted accounting principles (“GAAP”) and pursuant to the rules and regulations of the SEC. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, these financial statements do not include all information and footnotes necessary for a comprehensive presentation of financial position, results of operations, or cash flows. These unaudited condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements and the notes thereto as of and for the year ended December 31, 2020. The Company continues to follow the accounting policies set forth in those audited consolidated financial statements. In the opinion of management, the accompanying unaudited condensed consolidated interim financial statements include all adjustments that are necessary for a fair presentation of the Company's interim financial position, operating results and cash flows for the periods presented. Certain reclassifications have been made to the prior periods presented in these financial statements to conform to the current period presentation, which had no effect on previously reported total assets, liabilities, cash flows, or net loss. References to “$” refers to United States currency. | Basis of presentation These consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). Certain reclassifications have been made to the prior periods presented in these financial statements to conform to the current period presentation, which had no effect on previously reported total assets, liabilities, cash flows, or net loss. References to “$” refers to United States currency. Recapitalization Transaction The Recapitalization Transaction (see Note 3 - Recapitalization Transaction ) was accounted for as a reverse recapitalization in accordance with GAAP. Under this method of accounting, for financial reporting purposes, MUDS has been treated as the “acquired” company and Hycroft Mining Corporation (“Seller”) has been treated as the “acquirer”. This determination was primarily based on (1) stockholders of Seller immediately prior to the Recapitalization Transaction having a relative majority of the voting power of the combined entity; (2) the operations of Seller prior to the Recapitalization Transaction comprising the only ongoing operations of the combined entity; (3) four of the seven members of the Board of Directors immediately following the Recapitalization Transaction were directors of Seller immediately prior to the Recapitalization Transaction; and (4) executive and senior management of Seller comprises the same for the Company. Based on Seller being the accounting acquirer, the financial statements of the combined entity represent a continuation of the financial statements of Seller, with the acquisition treated as the equivalent of Seller issuing stock for the net assets of MUDS, accompanied by a recapitalization. The net assets of MUDS were recognized at historical cost as of the date of the Recapitalization Transaction, with no goodwill or other intangible assets recorded. Comparative information prior to the Recapitalization Transaction in these financial statements are those of Seller and the accumulated deficit of Seller has been carried forward after the Recapitalization Transaction. The shares and net loss per common share prior to the Recapitalization Transaction have been retroactively restated as shares reflecting the exchange ratio established in the Recapitalization Transaction to effect the reverse recapitalization (1 Seller share for 0.112 HYMC share). See Note 3 - Recapitalization Transaction for additional information. |
Going concern | Going concern The financial statements of the Company have been prepared on a “going concern” basis, which contemplates the presumed continuation of the Company even though events and conditions exist that, when considered individually or in the aggregate, raise substantial doubt about the Company’s ability to continue as a going concern because it is probable that, without additional capital injections, the Company may be unable to meet its obligations as they become due within one year after the date that these financial statements were issued. For the three months ended March 31, 2021, the Company recorded a net loss of $9.7 million, which included a gain from Fair value adjustments to warrants of $9.5 million, and net cash used in operating activities was $14.8 million. As of March 31, 2021, the Company had available cash on hand of $36.5 million, working capital of $65.6 million, Total liabilities of $215.4 million, and an Accumulated deficit of $530.4 million. Although the Company completed the Recapitalization Transaction during the second quarter of 2020 and the Public Offering (as defined herein) on October 6, 2020, for proceeds net of discount and equity issuance costs of approximately $83.1 million, based on its internal cash flow projection models, the Company currently forecasts it will likely require additional cash from financing activities in less than 12 months from the issuance of this report to meet its operating and investing requirements and future obligations as they become due, including the estimated $9.1 million in cash payments required pursuant to the Credit Agreement among MUDS, MUDS Holdco Inc., Allied VGH LLC, Hycroft Mining Holding Corporation, Hycroft Resources and Development, LLC, Sprott Private Resource Lending II (Collector) Inc., and Sprott Resources Lending Corp. (“Sprott Credit Agreement”). The Company’s ability to continue as a going concern is contingent upon securing additional funding for working capital, capital expenditures and other corporate expenses so that it can increase sales by achieving higher cost-effective operating tonnages and recovery rates and generate positive free cash flows. These financial statements do not include any adjustments related to the recoverability and classification of recorded assets or the amounts and classification of any liabilities or any other adjustments that might be necessary should the Company be unable to continue as a going concern. As such, recorded amounts in these financial statements (including without limitation, stockholders’ equity) have been prepared in accordance with GAAP on a historical-cost basis, as required, which do not reflect or approximate the current fair value of the Company’s assets or management’s assessment of the Company’s overall enterprise or equity value. | Going concern The financial statements of the Company have been prepared on a “going concern” basis, which contemplates the presumed continuation of the Company even though events and conditions exist that, when considered individually or in the aggregate, raise substantial doubt about the Company’s ability to continue as a going concern because it is probable that, without additional capital injections, the Company may be unable to meet its obligations as they become due within one year after the date that these financial statements were issued. For the year ended December 31, 2020, the Company incurred a net loss of $136.4 million and net cash used in operating activities was $110.5 million. As of December 31, 2020, the Company had available cash on hand of $56.4 million, working capital of $90.3 million, total liabilities of $216.0 million, and an accumulated deficit of $520.8 million. Although the Company completed the Recapitalization Transaction during the second quarter of 2020 and the Public Offering (as defined herein) on October 6, 2020, for proceeds net of discount and equity issuance costs of approximately $83.1 million, based on its internal cash flow projection models, the Company currently forecasts it will likely require additional cash from financing activities in less than 12 months from the issuance of this report to meet its operating and investing requirements and future obligations as they become due, including the estimated $9.1 million in cash payments required pursuant to the Credit Agreement among MUDS, MUDS Holdco Inc., Allied VGH LLC, Hycroft Mining Holding Corporation, Hycroft Resources and Development, LLC Sprott Private Resource Lending II (Collector) Inc., and Sprott Resources Lending Corp. (“Sprott Credit Agreement”). The Company’s ability to continue as a going concern is contingent upon securing additional funding for working capital, capital expenditures and other corporate expenses so that it can increase sales by achieving higher cost-effective operating tonnages and recovery rates and generate positive free cash flows. These financial statements do not include any adjustments related to the recoverability and classification of recorded assets or the amounts and classification of any liabilities or any other adjustments that might be necessary should the Company be unable to continue as a going concern. As such, recorded amounts in these financial statements (including without limitation, stockholders’ equity) have been prepared in accordance with GAAP on a historical-cost basis, as required, which do not reflect or approximate the current fair value of the Company’s assets or management’s assessment of the Company’s overall enterprise or equity value. |
Use of estimates | Use of estimates The preparation of the Company’s financial statements in conformity with GAAP requires management to make estimates and assumptions that affect amounts reported in these financial statements and accompanying notes. The more significant areas requiring the use of management estimates and assumptions relate to: recoverable gold and silver on the leach pads and in-process inventories; timing of near-term ounce production and related sales; the useful lives of long-lived assets; probabilities of future expansion projects; estimates of mineral reserves; estimates of life-of-mine production timing, volumes, costs and prices; current and future mining and processing plans; environmental reclamation and closure costs and timing; deferred taxes and related valuation allowances; estimates of the fair value of liability classified warrants, and estimates of fair value for asset impairments and financial instruments. The Company bases its estimates on historical experience and various other assumptions that are believed to be reasonable at the time the estimate is made. Actual results may differ from amounts estimated in these financial statements, and such differences could be material. Accordingly, amounts presented in these financial statements are not indicative of results that may be expected for future periods. | Use of estimates The preparation of the Company’s financial statements in conformity with GAAP requires management to make estimates and assumptions that affect amounts reported in these financial statements and accompanying notes. The more significant areas requiring the use of management estimates and assumptions relate to: recoverable gold and silver on the leach pads and in-process inventories; timing of near-term ounce production and related sales; the useful lives of long-lived assets; probabilities of future expansion projects; estimates of mineral reserves; estimates of life-of-mine production timing, volumes, costs and prices; current and future mining and processing plans; environmental reclamation and closure costs and timing; deferred taxes and related valuation allowances; and estimates of fair value for asset impairments and financial instruments. The Company bases its estimates on historical experience and various other assumptions that are believed to be reasonable at the time the estimate is made. Actual results may differ from amounts estimated in these financial statements, and such differences could be material. Accordingly, amounts presented in these financial statements are not indicative of results that may be expected for future periods. |
Cash | Cash Cash consisted of cash balances as of December 31, 2020. The Company has not experienced any losses on cash balances and believes that no significant risk of loss exists with respect to its cash. As of December 31, 2020, and December 31, 2019, the Company held no cash equivalents. Restricted cash is held as collateral to provide financial assurance that the Company will use to fulfill obligations and commitments related to reclamation activity (see Note 10 - Asset Retirement Obligation | |
Accounts receivable | Accounts receivable Accounts receivable consists of amounts due from customers for gold and silver sales. The Company has evaluated the customers’ credit risk, payment history and financial condition and determined that no allowance for doubtful accounts is necessary. The entire accounts receivable balance is expected to be collected during the next twelve months. | |
Ore on leach pads and inventories and Mine site period costs | Inventories The Company’s production-related inventories include: (i) ore on leach pads; (ii) in-process inventories; and (iii) doré and off-site carbon and slag finished goods. Production-related inventories are carried at the lower of average cost or net realizable value per estimated recoverable gold ounce, which is computed for each category of production-related inventories at each reporting period. Net realizable value represents the estimated future gold revenue of production-related inventories after adjusting for silver by-product revenue and deductions for further processing, refining, and selling costs. The estimated future revenue is calculated using sales prices based on the London Bullion Market Association’s (“LBMA”) quoted period-end metal prices. Estimates for silver revenue by-products credits and deductions for estimated costs to complete reflect the Company’s historical experience for expected processing, refining and selling plans. Actual net realizable values for gold sales may be different from such estimates. Changes to inputs and estimates resulting from changes in facts and circumstances are recognized as a change in Management estimate on a prospective basis. Ore on leach pads Although the quantities of recoverable metal placed on the leach pads are reconciled by comparing the grades of ore placed on pads to the quantities of metal actually recovered (metallurgical balancing), the nature of the leaching process inherently limits the ability to precisely monitor inventory levels. As a result, the metallurgical balancing process is constantly monitored, and estimates are refined based on actual results over time and changes in future estimates. As gold-bearing materials are further processed, costs are transferred from ore on leach pads to in-process inventories at an average cost per estimated recoverable ounce of gold. In-process inventories In-process inventories represent gold-bearing concentrated materials that are in the process of being converted to a saleable product using a Merrill-Crowe plant or carbon-in-column processing method. As gold ounces are recovered from in-process inventories, costs, including conversion costs, are transferred to precious metals inventory at an average cost per ounce of gold. Precious metals inventory Precious metals inventory consists of doré and loaded carbon containing both gold and silver, which is ready for offsite shipment or at a third-party refiner before being sold to a third party. As gold ounces are sold, costs are recognized in Production costs and Depreciation and amortization in the consolidated statements of operations at an average cost per gold ounce sold. Materials and supplies Materials and supplies are valued at the lower of average cost or net realizable value. Cost includes applicable taxes and freight. | Ore on leach pads and inventories The Company’s production-related inventories include: ore on leach pads; in-process inventories; and doré finished goods. Production-related inventories are carried at the lower of average cost or net realizable value. Cost includes mining (ore and waste); processing; refining costs incurred during production stages; and mine site overhead and depreciation and amortization relating to mining and processing operations. Corporate general and administrative costs are not included in inventory costs. Net realizable value represents the estimated future sales price of production-related inventories computed using the London Bullion Market Association’s (“LBMA”) quoted period-end metal prices, less any further estimated processing, refining, and selling costs. In-process inventories In-process inventories represent gold-bearing concentrated materials that are in the process of being converted to a saleable product using a Merrill-Crowe plant or carbon-in-column processing method. As gold ounces are recovered from in-process inventories, costs, including conversion costs, are transferred to precious metals inventory at an average cost per ounce of gold. Precious metals inventory Precious metals inventory consists of doré and loaded carbon containing both gold and silver, which is ready for offsite shipment or at a third party refiner before being sold to a third party. As gold ounces are sold, costs are recognized in Production costs and Depreciation and amortization in the consolidated statements of operations at an average cost per gold ounce sold. Materials and supplies Materials and supplies are valued at the lower of average cost or net realizable value. Cost includes applicable taxes and freight. Ore on leach pads, current and non-current Ore on leach pads represents ore that is being treated with a chemical solution to dissolve the contained gold and silver. Costs are added to ore on leach pads based on current mining costs, including reagents, leaching supplies, and applicable depreciation and amortization relating to mining operations. As gold-bearing materials are further processed, costs are transferred from ore on leach pads to in-process inventories at an average cost per estimated recoverable ounce of gold. Mine site period costs The Company evaluates its mine site costs incurred, which are normally recorded to the carrying value of production-related inventories, to determine if costs incurred during the period qualify as Mine site period costs, the Company performs an analysis to determine the net realizable value of its inventory and determines whether costs incurred that are in excess of future estimated revenues are a result of recurring or significant downtime or delays, unusually high levels of repairs, inefficient operations, overuse of processing reagents, or other costs or activities that significantly increase the cost per ounce of production-related inventories and are considered unusual. If costs are determined to meet the criteria and, therefore, cannot be recorded to the carrying value of production-related inventories, then the Company recognizes such costs in the period incurred as Mine site period costs , which is included in Cost of sales on the consolidated statements of operations. |
Equipment not in use and impairment of long-lived assets | Equipment not in use From time to time, the Company may determine that certain of its property and equipment no longer fit into its strategic operating plans and may either contemplate or commence activities to sell such identified assets. The Company evaluates equipment not in use for held-for-sale classification in accordance with ASC Topic 360 Property, Plant, and Equipment ("ASC 360"). If property and equipment do not meet the held-for-sale criteria in ASC 360, but have been taken out of service for sale or were never placed into service, the carrying value of such assets is included in Other assets, non-current Impairment of long-lived assets The Company’s long-lived assets consist of plant, equipment, and mine development. The Company reviews and evaluates its long-lived assets for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Events that may trigger a test for recoverability include, but are not limited to, significant adverse changes to projected revenues, costs, or future expansion plans or changes to federal and state regulations (with which the Company must comply) that may adversely impact the Company’s current or future operations. An impairment is determined to exist if the total projected future cash flows on an undiscounted basis are less than the carrying amount of a long-lived asset group. An impairment loss is measured and recorded based on the excess carrying value of the impaired long-lived asset group over fair value. | |
Property, plant, equipment, and mine development, net | Plant, equipment, and mine development, net Expenditures for new facilities and equipment, and expenditures that extend the useful lives or increase the capacity of existing facilities or equipment are capitalized and recorded at cost. Such costs are depreciated using either the straight-line method over the estimated productive lives of such assets or the units-of-production method (when actively operating) at rates sufficient to depreciate such costs over the estimated proven and probable mineral reserves as gold ounces are recovered. For equipment and facilities that are constructed by the Company, interest is capitalized to the cost of the underlying asset while being constructed until such asset is ready for its intended use. See Note 7 - Plant, Equipment, and Mine Development, Net for additional information. Mine development Mine development costs include the cost of engineering and metallurgical studies, drilling and assaying costs to delineate an ore body, environmental costs, and the building of infrastructure. Additionally, interest is capitalized to mine development until such assets are ready for their intended use. Any of the above costs incurred before mineralization is classified as proven and probable mineral reserves are expensed. The Company established proven and probable mineral reserves during the second half of 2019. Drilling, engineering, metallurgical, and other related costs are capitalized for an ore body where proven and probable reserves exist and the activities are directed at obtaining additional information on the ore body, converting non-reserve mineralization to proven and probable mineral reserves, infrastructure planning, or supporting the environmental impact statement. All other exploration drilling costs are expensed as incurred. Drilling costs incurred during the production phase for operational ore control are allocated to production-related inventories and upon the sale of gold ounces are included in Cost of sales on the consolidated statements of operations. Mine development costs are amortized using the units-of-production method based upon estimated recoverable ounces in proven and probable mineral reserves. To the extent such capitalized costs benefit an entire ore body, they are amortized over the estimated life of that ore body. Capitalized costs that benefit specific ore blocks or areas are amortized over the estimated life of that specific ore block or area. Recoverable ounces are determined by the Company based upon its proven and probable mineral reserves and estimated metal recoveries associated with those mineral reserves. | |
Mineral properties | Mineral propertiesMineral properties are tangible assets recorded at cost and include royalty interests, asset retirement costs, and land and mineral rights to explore and extract minerals from properties. Once a property is in the production phase, mineral property costs are amortized using the units-of-production method based upon the estimated recoverable gold ounces in proven and probable reserves at such properties. Costs to maintain mineral properties are expensed in the period they are incurred. | |
Royalty obligation | Royalty obligation The Company's royalty obligation is carried at amortized cost with reductions calculated by dividing actual gold and silver production by the estimated total life-of-mine production from proven and probable mineral reserves. Any updates to proven and probable mineral reserves or the estimated life-of-mine production profile would result in prospective adjustments to the amortization calculation used to reduce the carrying value of the royalty obligation. Amortization reductions to the royalty obligation are recorded to Production costs which is included in Cost of sales . A portion of the Company’s royalty obligation is classified as current based upon the estimated gold and silver expected to be produced over the next 12 months, using the current proposed 34-year mine plan, and current proven and probable mineral reserves. The royalty obligation and its embedded features do not meet the requirements for derivative accounting. | |
Asset retirement obligation | Asset retirement obligation The Company’s mining and exploration activities are subject to various federal and state laws and regulations governing the protection of the environment. The Company’s asset retirement obligation (“ARO”), associated with long-lived assets are those for which there is a legal obligation to settle under existing law, statute, written or oral contract or by legal construction. The Company’s ARO relates to its operating property, the Hycroft Mine, and was recognized as a liability at fair value in the period incurred. An ARO, which is initially estimated based on discounted cash flow estimates, is accreted to full value over time using the expected timing of future payments through charges to Accretion | |
Revenue recognition | Revenue recognition The Company recognizes revenue for gold and silver sales when it satisfies the performance obligation of transferring finished inventory to the customer, which generally occurs when the refiner notifies the customer that gold has been credited or irrevocably pledged to their account, at which point the customer obtains the ability to direct the use and obtain substantially all of the remaining benefits of ownership of the asset. The transaction amount is determined based on the agreed upon sales prices and the number of ounces delivered. Concurrently, the payment date is agreed upon, which is usually within one week of the sale date. The majority of sales are in the form of doré bars, but the Company also sells loaded carbon and slag, a by-product. All sales are final. | |
Write-down of production inventories | Write-down of production inventories The recovery of gold and silver at the Hycroft Mine is currently accomplished through a heap leaching process, the nature of which limits the Company’s ability to precisely determine the recoverable gold ounces in ore on leach pads. The Company estimates the quantity of recoverable gold ounces in ore on leach pads using surveyed volumes of material, ore grades determined through sampling and assaying of blastholes, crushed ore sampling, solution sampling, and estimated recovery percentages based on ore type and domain. The estimated recoverable gold ounces placed on the leach pads are periodically reconciled by comparing the related ore gold contents to the actual gold ounces recovered (metallurgical balancing). Changes in recovery rate estimates from metallurgical balancing that do not result in write-downs are accounted for on a prospective basis. When a write-down is required, production-related inventories are adjusted to net realizable value with adjustments recorded as Write-down of production inventories , which is included in Cost of sales | |
Stock-based compensation | Stock-based compensation Stock-based compensation costs for non-employee Directors and eligible employees are measured at fair value on the date of grant. Stock-based compensation costs are charged to General and administrative | |
Phantom shares | Phantom sharesNon-employee members of Seller’s Board of Directors received phantom shares of stock pursuant to a Non-Employee Director Phantom Stock Plan. For grants issued during the years ended 2015 and 2016, the cash payment was equal to the fair market value of one share of common stock of Seller at the date of payment. Under the grant agreements, each phantom share vested on the date of grant and entitled the participant to a cash payment. For grants issued during 2020, 2019 and 2018, the cash payment was equal to the greater of the (1) grant date value, or (2) the fair market value of one share of common stock of Seller at the date of payment. All phantom shares issued by Seller were terminated and paid in connection with the Recapitalization Transaction. | |
Reorganization items | Reorganization items On March 10, 2015, a predecessor of the Company filed voluntary petitions for relief under Chapter 11 of Title 11 of the United States Code with the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”). Expenses directly associated with finalizing the Chapter 11 cases before the Bankruptcy Court are reported as Reorganization items in the consolidated statements of operations. | |
Income taxes | Income taxes The Company accounts for income taxes using the liability method, recognizing certain temporary differences between the financial reporting basis of the Company’s liabilities and assets and the related income tax basis for such liabilities and assets. This method generates either a net deferred income tax liability or asset for the Company, as measured by the statutory tax rates in effect at the anticipated time of reversal. The Company derives its deferred income tax provision or benefit by recording the change in either the net deferred income tax liability or asset balance for the year. See Note 16 - Income Taxes for additional information. The Company’s deferred income tax assets include certain future tax benefits. The Company records a valuation allowance against any portion of those deferred income tax assets when it believes, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred income tax asset will not be realized. Evidence evaluated includes past operating results, forecasted earnings, estimated future taxable income, and prudent and feasible tax planning strategies. The assumptions utilized in determining future taxable income require significant judgment and are consistent with the plans and estimates used to manage the underlying business. As necessary, the Company also provides reserves against the benefits of uncertain tax positions taken on its tax filings. The necessity for and amount of a reserve is established by determining, based on the weight of available evidence, the amount of benefit that is more likely than not to be sustained upon audit for each uncertain tax position. The difference, if any, between the full benefit recorded on the tax return and the amount more likely than not to be sustained is recorded as a liability on the Company’s consolidated balance sheets unless the additional tax expense that would result from the disallowance of the tax position can be offset by a net operating loss, a similar tax loss, or a tax credit carryforward. In that case, the reserve is recorded as a reduction to the deferred tax asset associated with the applicable net operating loss, similar tax loss, or tax credit carryforward. | |
Derivative instruments | Warrant liabilities The Company accounts for certain warrants to purchase shares of the Company’s common stock issued to the SPAC sponsor and/or underwriter in a private placement and/or pursuant to a forward purchase contract (the “5-Year Private Warrants”) that are not indexed to the Company’s own stock as warrant liabilities at fair value on the consolidated balance sheet. These warrants are subject to remeasurement at each balance sheet date and any change in fair value is recognized as a component of Other income (expense) on the consolidated statement of operations. The Company will continue to adjust the liability for changes in fair value until the earlier of the (i) exercise or expiration of the 5-Year Private Warrants or (ii) the transfer of any 5-Year Private Warrants to any person who is not a permitted transferee, at which time the warrant liability will be reclassified to Additional paid-in capital on the consolidated balance sheet. | Derivative instruments The Company recognizes all derivatives as either assets or liabilities and measures those instruments at fair value. Changes in the fair value of derivative instruments, together with any gains or losses on derivative settlements and transactions, are recorded in earnings in the period in which they occur. In estimating the fair value of derivative instruments, the Company is required to apply judgments and make assumptions that impact the amount recorded for such derivative instruments. The Company does not hold derivative instruments for trading purposes. |
Fair value measurements | Fair value measurements Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements , defines fair value and establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described below: Level 1 – Unadjusted quoted prices in active markets that are accessible at the measurement date for identical unrestricted assets or liabilities. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis; Level 2 – Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3 – Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity). Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Certain financial instruments, including Cash , Restricted cash , Accounts receivable , Prepaids and other , Accounts payable, and Interest payable | |
Recently adopted accounting pronouncements and accounting pronouncements not yet adopted | Accounting pronouncements not yet adopted In February 2016, the FASB issued ASU No. 2016-02, Leases ("ASU 2016-02"). The new standard establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the consolidated statements of operations and classification within the consolidated statement of cash flows. In October 2019, the FASB issued ASU No. 2019-10, Financial Instruments - Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842) ("ASU 2019-10") that amends the effective date of ASU 2016-02 for emerging growth companies, such that the new standard is effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. As the Company qualifies as an emerging growth company, the Company has elected to take advantage of the deferred effective date afforded to emerging growth companies. A modified retrospective transition approach is required to either the beginning of the earliest period presented or the beginning of the year of adoption. The Company has compiled its leases and is in the process of estimating the impact of adopting this ASU. In December of 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), as part as part of its overall simplification initiative to reduce costs and complexity of applying accounting standards while maintaining or improving the usefulness of the information provided to users of financial statements. Amendments include removal of certain exceptions to the general principles of ASC 740, Income Taxes and simplification in several other areas such as accounting for a franchise tax (or similar tax) that is partially based on income. For emerging growth companies, the new guidance is effective for annual periods beginning after December 15, 2021. As the Company qualifies as an emerging growth company, the Company plans to take advantage of the deferred effective date afforded to emerging growth companies. The Company is assessing the impact on its consolidated financial statements and disclosures. In August 2020, the FASB issued ASU No. 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”). ASU 2020-06 simplifies guidance on accounting for convertible instruments and contracts in an entity’s own equity including calculating diluted earnings per share. For emerging growth companies, the new guidance is effective for annual periods beginning after December 15, 2022. As the Company qualifies as an emerging growth company, the Company plans to take advantage of the deferred effective date afforded to emerging growth companies. The Company is currently evaluating the impact that adopting this update will have on its consolidated financial statements and related disclosures. | Recently adopted accounting pronouncements In August 2018, the FASB issued Accounting Standards Update ("ASU") 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurements (“ASU 2018-13”), which amends the disclosure requirements for fair value measurements in Topic 820 based on the considerations of costs and benefits. Under ASU 2018-13, certain disclosures were modified or eliminated, while other disclosures were added. The Company's adoption of ASU 2018-13 on January 1, 2020 did not materially affect its financial statement disclosures. Accounting pronouncements not yet adopted In February 2016, the FASB issued ASU No. 2016-02, Leases ("ASU 2016-02"). The new standard establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the consolidated statements of operations and classification within the consolidated statement of cash flows. In October 2019, the FASB issued ASU No. 2019-10, Financial Instruments - Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842) ("ASU 2019-10") that amends the effective date of ASU 2016-02 for emerging growth companies, such that the new standard is effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. As the Company qualifies as an emerging growth company, the Company has elected to take advantage of the deferred effective date afforded to emerging growth companies. A modified retrospective transition approach is required to either the beginning of the earliest period presented or the beginning of the year of adoption. The Company has compiled its leases and is in the process of estimating the impact of adopting this ASU. In August 2020, the FASB issued ASU No. 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”). ASU 2020-06 simplifies guidance on accounting for convertible instruments and contracts in an entity’s own equity including calculating diluted earnings per share. For emerging growth companies, the new guidance is effective for annual periods beginning after December 15, 2022. As the Company qualifies as an emerging growth company, the Company plans to take advantage of the deferred effective date afforded to emerging growth companies. The Company is currently evaluating the impact that adopting this update will have on its consolidated financial statements and related disclosures. |
Recapitalization Transaction _3
Recapitalization Transaction (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Business Combinations [Abstract] | ||
Summary of ownership upon closing Recapitalization Transaction | The following table summarizes the ownership of the Company’s common stock issued and outstanding upon closing of the Recapitalization Transaction: Shares Ownership % Former Seller stockholders and affiliated entities 48,421,309 96.5 % Former MUDS public stockholders (1) 1,197,704 2.4 % Lender to Sprott Credit Agreement 496,634 1.0 % Cantor Fitzgerald & Co. 44,395 0.1 % Total shares issued and outstanding 50,160,042 100.0 % (1) Includes 200,000 shares held by Cantor. | The following table summarizes the ownership of the Company’s common stock issued and outstanding upon closing of the Recapitalization Transaction: Shares Ownership % Former Seller stockholders and affiliated entities 48,421,309 96.5 % Former MUDS public stockholders (1) 1,197,704 2.4 % Lender to Sprott Credit Agreement 496,634 1.0 % Cantor Fitzgerald & Co. 44,395 0.1 % Total shares issued and outstanding 50,160,042 100.0 % (1) Includes 200,000 shares held by Cantor. |
Inventories (Tables)_2
Inventories (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Inventory Disclosure [Abstract] | ||
Schedule of inventory | The following table provides the components of Inventories and the estimated recoverable gold ounces therein (dollars in thousands): March 31, 2021 December 31, 2020 Amount Gold Ounces Amount Gold Ounces Materials and supplies $ 6,282 — $ 6,449 — Merrill-Crowe process plant 5,753 3,300 4,810 2,587 Carbon-in-column 2,750 1,703 299 166 Finished good (doré and off-site carbon) 4,165 2,489 1,309 710 Total $ 18,950 7,492 $ 12,867 3,463 | The following table provides the components of inventories and the estimated recoverable gold ounces therein (in thousands, except ounces): December 31, 2020 December 31, 2019 Amount Gold Ounces Amount Gold Ounces Materials and supplies $ 6,449 — $ 2,559 — Merrill-Crowe process plant 4,810 2,587 1,004 691 Carbon-in-column 299 166 478 474 Finished good (doré) 1,309 710 412 278 Total $ 12,867 3,463 $ 4,453 1,443 |
Schedule of inventory, Ore on leach pads | The following table summarizes Ore on leach pads and the estimated recoverable gold ounces therein (dollars in thousands): March 31, 2021 December 31, 2020 Amount Gold Ounces Amount Gold Ounces Ore on leach pads, current $ 33,090 20,140 $ 38,041 21,869 Ore on leach pads, non-current 9,243 5,626 7,243 4,164 Total $ 42,333 25,766 $ 45,284 26,033 | The following table summarizes Ore on leach pads and the estimated recoverable gold ounces therein (in thousands, except ounces): December 31, 2020 December 31, 2019 Amount Gold Ounces Amount Gold Ounces Ore on leach pads, current $ 38,041 21,869 $ 22,062 17,019 Ore on leach pads, non-current 7,243 4,164 — — Total $ 45,284 26,033 $ 22,062 17,019 |
Prepaids and Other (Tables)_2
Prepaids and Other (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Components of prepaids and other | The following table provides the components of Prepaids and other and Other assets, non-current (dollars in thousands): March 31, December 31, Prepaids and other Prepaids $ 3,458 $ 3,198 Deposits 1,107 1,105 Total $ 4,565 $ 4,303 Other assets, non-current Equipment not in use $ 12,238 $ 12,238 Consignment inventory - supplies 1,770 885 Royalty - advance payment 480 360 Total $ 14,488 $ 13,483 Prepaids The following table provides the components of prepaids included in the above table (dollars in thousands): March 31, December 31, 2020 Prepaid insurance $ 2,549 $ 1,847 Mining claims and permitting fees 282 417 Subscription and license fees 280 259 Property taxes 177 — Equipment mobilization — 423 Other 170 252 Total $ 3,458 $ 3,198 | The following table provides the components of Prepaids and other and Other assets, non-current (in thousands): December 31, December 31, Prepaids and other Prepaids $ 3,198 $ 2,109 Deposits 1,105 539 Total $ 4,303 $ 2,648 Other assets, non-current Equipment not in use $ 12,238 $ 19,683 Prepaid supplies consignment inventory 885 — Royalty - advance payment 360 120 Deferred future financing costs — 5,083 Total $ 13,483 $ 24,886 |
Restricted Cash (Tables)_2
Restricted Cash (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Cash and Cash Equivalents [Abstract] | ||
Components of restricted cash | The following table provides the components of Restricted cash (dollars in thousands): March 31, December 31, Reclamation surety bond cash collateral $ 39,700 $ 39,677 | The following table provides the components of restricted cash (in thousands): December 31, December 31, Reclamation surety bond cash collateral $ 39,677 $ 39,477 First Lien Agreement restricted cash - Note 10 — 3,270 Total $ 39,677 $ 42,747 |
Plant, Equipment, and Mine De_6
Plant, Equipment, and Mine Development, Net (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||
Components of plant, equipment, and mine development, net | The following table provides the components of Plant, equipment, and mine development, net (dollars in thousands): Depreciation Life March 31, December 31, Leach pads Units-of-production $ 17,432 $ 17,432 Process equipment 5 - 15 years 17,459 16,065 Buildings and leasehold improvements 10 years 10,507 10,507 Mine equipment 5 - 7 years 6,707 5,961 Vehicles 3 - 5 years 1,227 991 Furniture and office equipment 7 years 341 322 Mine development Units-of-production 1,096 756 Mineral properties Units-of-production 37 37 Construction in progress and other 37,683 33,185 $ 92,489 $ 85,256 Less, accumulated depreciation and amortization (26,134) (25,033) Total $ 66,355 $ 60,223 | The following table provides the components of plant, equipment, and mine development, net (in thousands): Depreciation Life December 31, December 31, Leach pads Units-of-production $ 17,432 $ 17,419 Process equipment 5 - 15 years 16,065 14,770 Buildings and leasehold improvements 10 years 10,507 10,507 Mine equipment 5 - 7 years 5,961 4,716 Vehicles 3 - 5 years 991 136 Furniture and office equipment 7 years 322 129 Mine development Units-of-production 756 119 Mineral properties Units-of-production 37 — Construction in progress and other 33,185 936 $ 85,256 $ 48,732 Less, accumulated depreciation and amortization (25,033) (17,208) Total $ 60,223 $ 31,524 |
Other Liabilities (Tables)_2
Other Liabilities (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Other Liabilities Disclosure [Abstract] | ||
Components of other liabilities | The following table summarizes the components of Other liabilities, current and Other liabilities, non-current (dollars in thousands): March 31, December 31, Other liabilities, current Accrued compensation $ 2,106 $ 1,560 Salary continuation payments 1,533 1,215 Restricted stock units 837 913 Deferred payroll tax liability 471 436 Accrued directors fees 33 33 Total $ 4,980 $ 4,157 Other liabilities, non-current Salary continuation payments $ 904 $ 1,145 Deferred payroll tax liability 471 505 Total $ 1,375 $ 1,650 | The following table summarizes the components of Other liabilities, current and Other liabilities, non-current (in thousands): December 31, December 31, (as restated) Other liabilities, current Accrued compensation, benefits, continuation obligation, and bonus 4,157 2,349 Accrued compensation for phantom shares - Note 15 — 1,590 Total $ 4,157 $ 3,939 Other liabilities, non-current Compensation and benefits continuation obligation $ 1,145 $ — Payroll tax liability 505 — Total $ 1,650 $ — |
Debt, Net (Tables)_2
Debt, Net (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Debt Disclosure [Abstract] | ||
Components of debt | The following table summarizes the components of debt (dollars in thousands): March 31, December 31, Debt, net, current: Sprott Credit Agreement (1) $ 7,753 $ 5,274 Note payable 99 — Less, debt issuance costs (411) (154) Total $ 7,441 $ 5,120 Debt, net, non-current: Subordinated Notes $ 86,917 $ 84,797 Sprott Credit Agreement, net of original issue discount ($13.6 million, net) 61,901 61,894 Note payable 307 — Less, debt issuance costs (3,281) (4,026) Total $ 145,844 $ 142,665 | The following table summarizes the components of debt (in thousands): December 31, December 31, Debt, net, current: Sprott Credit Agreement (1) $ 5,274 $ — 2.0 Lien Notes — 208,411 1.5 Lien Notes — 137,050 First Lien Agreement — 125,468 1.25 Lien Notes — 77,212 Promissory Note — 6,773 Less, debt issuance costs (154) (949) Total $ 5,120 $ 553,965 Debt, net, non-current: Subordinated Notes $ 84,797 $ — Sprott Credit Agreement 61,894 — Less, debt issuance costs (4,026) — Total $ 142,665 $ — |
Schedule of maturities of long-term debt | The following table summarizes the Company's contractual payments of long-term debt, including current maturities, for the five years subsequent to March 31, 2021 (dollars in thousands): 2021 $ 7,698 2022 20,821 2023 24,516 2024 24,508 2025 93,020 Total 170,563 Less, original issue discount, net of amortization ($3.4 million) (13,586) Less, debt issuance costs, net of amortization ($0.4 million) (3,692) Total debt, net, current and non-current $ 153,285 | The following table summarizes the Company's contractual payments of long-term debt, including current maturities, for the five years subsequent to December 31, 2020 (in thousands): 2021 $ 5,274 2022 16,698 2023 23,948 2024 23,948 2025 96,771 Total 166,639 Less, original issue discount (14,674) Less, debt issuance costs (4,180) Total debt, net, current and non-current $ 147,785 |
Components of recorded interest expense | The following table summarizes the components of recorded Interest expense, net of capitalized interest (dollars in thousands): Three Months Ended March 31, 2021 2020 Sprott Credit Agreement $ 2,640 $ — Subordinated Notes 2,120 — Amortization of debt issuance costs 335 672 Other interest expense 8 — 2.0 Lien Notes — 7,816 1.5 Lien Notes — 5,139 1.25 Lien Notes — 3,352 First Lien Agreement — 2,867 Promissory Note — 85 Capitalized interest (654) (44) Total $ 4,449 $ 19,887 | The following table summarizes the components of recorded interest expense (in thousands): Year Ended December 31, 2020 2019 2.0 Lien Notes $ 12,902 $ 28,537 1.5 Lien Notes 8,635 18,763 1.25 Lien Notes 6,218 5,241 First Lien Agreement 4,575 10,022 Sprott Credit Agreement 6,009 — Subordinated Notes 4,797 — Amortization of debt issuance costs 1,972 2,048 Promissory Note 141 786 Other interest expense 40 — Capitalized interest (1,831) (551) Total $ 43,458 $ 64,846 |
Warrant Liabilities (Tables)_2
Warrant Liabilities (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Equity [Abstract] | ||
Summary of outstanding warrants | The following table summarizes the Company's outstanding warrants (dollars in thousands): 5-Year Private Warrants Seller Warrants Total Shares Amount Shares Amount Shares Amount Balance at January 1, 2021 9,888,415 $ 15,326 12,621,623 $ 63 22,510,038 $ 15,389 Fair value adjustments — (9,459) — (34) — (9,493) Balance at March 31, 2021 9,888,415 $ 5,867 12,621,623 $ 28 22,510,038 $ 5,897 | The following table summarizes the Company's outstanding warrants (U.S. dollars in thousands): 5-Year Private Warrants Seller Warrants Total Shares Amount Shares Amount Shares Amount Balance at January 1, 2020 — $ — 12,621,623 $ 18 12,621,623 $ 18 Additions 10,240,000 12,185 — — 10,240,000 12,185 Transfers (351,585) (581) — — (351,585) (581) Fair value adjustments — 3,722 — 45 — 3,767 Balance at December 31, 2020 9,888,415 $ 15,326 12,621,623 $ 63 22,510,038 $ 15,389 |
Asset Retirement Obligation (Ta
Asset Retirement Obligation (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Summary of changes in ARO | The following table summarizes changes in the Company’s ARO (in thousands): 2020 2019 Balance at January 1, $ 4,374 $ 5,832 Accretion expense 374 422 Changes in estimates 37 (1,880) Balance at December 31, $ 4,785 $ 4,374 |
Revenues (Tables)_2
Revenues (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | ||
Disaggregation of revenue | The table below is a summary of the Company’s gold and silver sales (dollars in thousands): Three Months Ended March 31, 2021 2020 Amount Ounces Amount Ounces Gold sales $ 17,541 9,830 $ 10,348 6,560 Silver sales 1,495 57,236 798 49,373 Total $ 19,036 $ 11,146 | The table below is a summary of the Company’s gold and silver sales (in thousands, except ounces sold): Year Ended December 31, 2020 2019 Amount Ounces Amount Ounces Gold sales $ 44,279 24,892 $ 12,803 8,593 Silver sales 2,765 136,238 906 52,036 Total $ 47,044 $ 13,709 |
Stock-Based Compensation (Tab_2
Stock-Based Compensation (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | ||
Summary of restricted stock unit activity | The following table summarizes the Company’s stock-based compensation cost and unrecognized stock-based compensation cost by plan (dollars in thousands): Performance and Incentive Pay Three months ended March 31, 2021 Three months ended March 31, 2020 Non-vested at beginning of year $ 2,870 $ 2,509 Granted 4,804 — Canceled/forfeited (158) (1,339) Vested (581) (583) Non-vested at end of period $ 6,935 $ 587 | The following table summarizes the Company’s stock-based compensation cost and unrecognized stock-based compensation cost by plan (in thousands): Restricted Stock Units Performance and Incentive Pay Number of Units Weighted Average Grant Date Fair Value Non-vested at beginning of year (1) 339,271 $ 10.96 Granted 517,234 8.11 Canceled/forfeited (131,724) 11.32 Vested (179,085) 11.05 Non-vested at end of year 545,696 $ 8.12 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Components of income tax expense (benefit) | The components of the Company’s income tax expense (benefit) were as follows (in thousands): Year Ended 2020 2019 (as restated) Current Federal $ — $ — Deferred Federal 146,794 (24,609) Change in Valuation Allowance (146,794) 24,609 Income Tax Benefit $ — $ — |
Schedule of effective income tax rate reconciliation | The following table provides a reconciliation of income taxes computed at the United States federal statutory tax rate of 21% in 2020 and 2019 to the income tax provision (in thousands): Year Ended 2020 2019 (as restated) Loss before income taxes $ (136,392) $ (98,895) United States statutory income tax rate 21% 21% Income tax (benefit) at United States statutory income tax rate $ (28,642) $ (20,768) Change in valuation allowance (146,794) 24,609 Recapitalization transaction 157,855 — Cancellation of debt income 15,360 — State tax provision, net of federal benefit 1,263 (3,847) Warrant fair value adjustment 790 — Other 168 6 Income Tax Benefit $ — $ — |
Components of deferred tax assets | The components of the Company’s deferred tax assets are as follows (in thousands): December 31, 2020 2019 (as restated) Net operating loss $ 7,675 $ 146,382 Mineral properties 39,555 — Plant, equipment, and mine development 30,767 60,840 Intangible assets 21,710 — Royalty 6,292 — Interest expense carryforward 1,935 24,369 Asset retirement obligation 997 927 Stock-based compensation 405 257 Accrued compensation 197 — Inventories 191 15,438 Reorganization costs — 7,701 Other liabilities — 609 Credits and other — (6) Valuation allowance (109,724) (256,517) Total net deferred tax assets $ — $ — |
Loss Per Share (Tables)_2
Loss Per Share (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Abstract] | ||
Schedule of basic and diluted loss per share | The table below summarizes the Company's basic and diluted loss per share calculations (in thousands, except share and per share amounts): Three Months Ended March 31, 2021 2020 Net loss $ (9,688) $ (34,618) Weighted average shares outstanding Basic 59,901,306 323,328 Diluted 59,901,306 323,328 Basic loss per common share $ (0.16) $ (107.07) Diluted loss per common share $ (0.16) $ (107.07) | The table below summarizes the Company's basic and diluted loss per share calculations (in thousands, except share and per share amounts): Year Ended December 31, 2020 2019 (as restated) Net loss $ (136,392) $ (98,895) Weighted average shares outstanding Basic 34,833,211 301,559 Diluted 34,833,211 301,559 Basic loss per common share $ (3.92) $ (327.95) Diluted loss per common share $ (3.92) $ (327.95) |
Segment Information (Tables)_2
Segment Information (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting [Abstract] | ||
Summary of segment information | The tables below summarize the Company's segment information (dollars in thousands): Three Months Ended March 31, Hycroft Mine Corporate and Other Total 2021 Revenue - Note 14 $ 19,036 $ — $ 19,036 Cost of sales 29,402 — 29,402 Other operating costs 595 3,794 4,389 Loss from operations (10,961) (3,794) (14,755) Interest expense - Note 9 — (4,449) (4,449) Fair value adjustment to warrants - Note 19 — 9,493 9,493 Interest income 23 — 23 Income (loss) before income taxes (10,938) 1,250 (9,688) Income taxes - Note 16 — — — Net income (loss) $ (10,938) $ 1,250 $ (9,688) 2020 Revenue - Note 14 $ 11,146 $ — $ 11,146 Cost of sales 23,890 — 23,890 Other operating costs 93 2,006 2,099 Loss from operations (12,837) (2,006) (14,843) Interest expense - Note 9 (85) (19,802) (19,887) Fair value adjustment to warrants - Note 19 — — — Interest income 112 — 112 Loss before income taxes (12,810) (21,808) (34,618) Income taxes - Note 16 — — — Net loss $ (12,810) $ (21,808) $ (34,618) | The tables below summarize the Company's segment information: Year Ended December 31, Hycroft Mine Corporate and Other Total (as restated) (as restated) 2020 Revenue - Note 14 $ 47,044 $ — $ 47,044 Cost of sales 109,621 — 109,621 Other operating costs 5,705 21,084 26,789 Loss from operations (68,282) (21,084) (89,366) Interest expense - Note 10 (141) (43,317) (43,458) Fair value adjustment to Warrants - Note 19 — (3,767) (3,767) Interest income 199 — 199 Loss before reorganization items and income taxes (68,224) (68,168) (136,392) Reorganization items — — — Loss before income taxes $ (68,224) $ (68,168) $ (136,392) Total Assets $ 177,298 $ 55,328 $ 232,626 2019 Revenue - Note 14 $ 13,709 $ — $ 13,709 Cost of sales 30,669 — 30,669 Other operating costs 10,909 6,072 16,981 Loss from operations (27,869) (6,072) (33,941) Interest expense - Note 10 (786) (64,060) (64,846) Fair value adjustment to Warrants - Note 19 — — — Interest income 797 — 797 Loss before reorganization items and income taxes (27,858) (70,132) (97,990) Reorganization items — (905) (905) Loss before income taxes $ (27,858) $ (71,037) $ (98,895) Total Assets $ 119,789 $ 14,848 $ 134,637 |
Fair Value Measurements (Tabl_2
Fair Value Measurements (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | ||
Schedule of fair value on recurring basis | The following table sets forth by level within the fair value hierarchy, the Company’s liabilities measured at fair value on a recurring basis (dollars in thousands). Hierarchy March 31, December 31, Liabilities: Other liabilities, non-current 5-Year Private Warrants 2 5,869 15,327 Seller Warrants 2 28 62 Total $ 5,897 $ 15,389 | The following table sets forth by level within the fair value hierarchy, the Company’s liabilities measured at fair value on a recurring basis (in thousands). Hierarchy December 31, December 31, (as restated) Liabilities: Other liabilities, current Accrued compensation for phantom shares 3 $ — $ 1,590 Other liabilities, non-current 5-Year Private Warrant liability - Note 11 2 $ 15,327 Seller Warrant liability - Note 11 2 62 $ 18 Total $ 15,389 $ 1,608 |
Supplemental Cash Flow Inform_5
Supplemental Cash Flow Information (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Supplemental Cash Flow Information [Abstract] | ||
Schedule of supplemental cash flow information | The following table provides supplemental cash flow information (dollars in thousands): Three Months Ended March 31, 2021 2020 Cash paid for interest $ — $ 3,313 Significant non-cash financing and investing activities: Increase in debt from in-kind interest 3,671 16,420 Plant, equipment, and mine development additions included in accounts payable 911 364 Plant, equipment, and mine development acquired by note payable 407 — Vesting of restricted stock units 115 — Accrual of deferred financing and equity issuance costs — 382 | The following table provides supplemental cash flow information (in thousands): Year Ended December 31, 2020 2019 Cash paid for interest $ 5,366 $ 10,239 Significant non-cash financing and investing activities: Exchange of Seller's 1.5 Lien Notes for HYMC common stock 160,254 — Exchange of Seller's 1.25 Lien Notes for Subordinated Notes 80,000 — Exchange of Seller's 1.25 Lien Notes for HYMC common stock 48,459 — Write-off of Seller's debt issuance costs 8,202 — Plant, equipment, and mine development additions included in accounts payable 1,229 2,458 Private Warrants transferred to Public Warrants 581 — Accrual of deferred financing and equity issuance costs 94 1,025 |
Restatement of Previously Iss_2
Restatement of Previously Issued Audited Financial Statements (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Changes and Error Corrections [Abstract] | |
Schedule of Error Corrections and Prior Period Adjustments | HYCROFT MINING HOLDING CORPORATION December 31, 2020 As Previously Reported Restatement Adjustment As Restated Total Assets $ 232,626 $ — $ 232,626 Liabilities: Current Liabilities $ 21,681 $ — $ 21,681 Other liabilities, non-current 1,712 (62) 1,650 Debt, net, non-current 142,665 — 142,665 Royalty obligation, non-current 29,839 — 29,839 Asset retirement obligation, non-current 4,785 — 4,785 Warrant Liability, non-current — 15,389 15,389 Total Liabilities $ 200,682 $ 15,327 $ 216,009 Stockholders' (deficit) equity: Common stock $ 6 $ — $ 6 Additional paid-in capital 548,975 (11,605) 537,370 Accumulated deficit (517,037) (3,722) (520,759) Total stockholders' equity (deficit) $ 31,944 $ (15,327) $ 16,617 Total liabilities and stockholders' equity (deficit) $ 232,626 $ — $ 232,626 HYCROFT MINING HOLDING CORPORATION December 31, 2020 As Previously Reported Restatement Adjustment As Restated Revenue $ 47,044 $ — $ 47,044 Total cost of sales (109,621) — (109,621) Operating Expenses (26,789) — (26,789) Loss from Operations (89,366) — (89,366) Other Income and Expense: Interest expense, net of capitalized interest (43,458) — (43,458) Fair value adjustment to Warrants (45) (3,722) (3,767) Interest Income 199 — 199 Loss before reorganization items and income taxes (132,670) (3,722) (136,392) Reorganization items — — — Net loss $ (132,670) $ (3,722) $ (136,392) HYCROFT MINING HOLDING CORPORATION December 31, 2020 As Previously Reported Restatement Adjustment As Restated Net loss $ (132,670) $ (3,722) $ (136,392) Adjustments to reconcile net loss for the period to net cash used in operating activities: Non-cash portion of interest expense - Note 10 38,843 — 38,843 Write-down of production inventories - Note 4 17,924 — 17,924 Impairment on equipment not in use - Note 5 5,331 — 5,331 Depreciation and amortization 5,886 — 5,886 Stock-based compensation - Note 15 2,380 — 2,380 Salary continuation and compensation costs 2,116 — 2,116 Fair value adjustment to Warrants 45 3,722 3,767 Accretion - Note 12 374 — 374 Phantom share compensation 225 — 225 Amortization reduction of Sprott Royalty Obligation - Note 10 (37) — (37) Reduction in asset retirement obligation — — — Change in value of phantom shares — — — Changes in operating assets and liabilities (50,925) — (50,925) Net cash used in operating activities (110,508) — (110,508) Net cash used in investing activities (31,124) — (31,124) Cash flows from financing activities: 188,705 — 188,705 Net increase (decrease) in cash and restricted cash 47,073 — 47,073 Cash and restricted cash, beginning of period 48,967 — 48,967 Cash and restricted cash, end of period $ 96,040 $ — $ 96,040 Total cash and restricted cash $ 96,040 $ — $ 96,040 |
Company Overview (Details)_2
Company Overview (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Mar. 31, 2021 | Dec. 31, 2020 | May 29, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | |||
Product Information [Line Items] | |||||||
Cash | $ 36,497 | $ 56,363 | $ 6,566 | $ 6,220 | |||
Common stock, issued (in shares) | 59,901,306 | 59,901,306 | [1] | 345,431 | [1] | ||
Common stock, outstanding (in shares) | 59,901,306 | 59,901,306 | [1] | 50,160,042 | 323,328 | [1] | |
Outstanding warrants (in shares) | 22,510,038 | 22,510,038 | |||||
Mudrick | |||||||
Product Information [Line Items] | |||||||
Cash | $ 68,900 | ||||||
Common stock, issued (in shares) | 50,160,042 | ||||||
Common stock, outstanding (in shares) | 50,160,042 | ||||||
Warrants, exercise price 11.50 | |||||||
Product Information [Line Items] | |||||||
Outstanding warrants (in shares) | 34,289,999 | ||||||
Warrants, exercise price (in dollars per share) | $ 11.50 | ||||||
Warrants, exercise price 44.82 | |||||||
Product Information [Line Items] | |||||||
Outstanding warrants (in shares) | 12,721,623 | ||||||
Warrants, exercise price (in dollars per share) | $ 44.82 | ||||||
Number of securities called by warrants (in shares) | 3,210,213 | ||||||
Gold and silver | Revenue | Product concentration risk | |||||||
Product Information [Line Items] | |||||||
Concentration risk | 100.00% | 100.00% | |||||
[1] | Retroactively restated for the reverse recapitalization as described in Note 2 - Summary of Significant Accounting Policies. |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details) | Oct. 06, 2020USD ($) | May 29, 2020 | Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($)shares | Dec. 31, 2019USD ($)shares | Dec. 31, 2018shares | Dec. 31, 2016shares | Dec. 31, 2015shares | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Reverse recapitalization, conversion ratio | 0.112 | 0.112 | 0.112 | ||||||||
Net loss | $ 9,688,000 | $ 34,618,000 | $ 136,392,000 | $ 98,895,000 | |||||||
Net cash used in operating activities | 14,761,000 | 19,445,000 | 110,508,000 | 59,771,000 | |||||||
Cash | 36,497,000 | $ 6,566,000 | 56,363,000 | 6,220,000 | |||||||
Working capital | 65,600,000 | 90,300,000 | |||||||||
Liabilities | 215,351,000 | 216,009,000 | 573,888,000 | ||||||||
Accumulated deficit | 530,447,000 | 520,759,000 | [1] | 444,438,000 | [1] | ||||||
Proceeds from Public Offering | $ 83,100,000 | 83,515,000 | 0 | ||||||||
Debt, amount due in next 12 months | 9,100,000 | 9,100,000 | |||||||||
Cash equivalents | 0 | 0 | |||||||||
Restricted cash | 39,677,000 | 42,747,000 | |||||||||
Impairment on equipment not in use - Note 5 | 5,331,000 | 63,000 | |||||||||
Asset impairment charges | 0 | ||||||||||
Mineral properties | $ 40,000 | $ 40,000 | $ 0 | ||||||||
Royalty obligation, proposed mine plan, term | 34 years | ||||||||||
Held-for-sale | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Impairment on equipment not in use - Note 5 | $ 5,300,000 | ||||||||||
Non-employee director phantom stock plan | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Number of shares of common stock considered for cash payment of grants issued | shares | 1 | 1 | 1 | 1 | 1 | ||||||
[1] | Retroactively restated for the reverse recapitalization as described in Note 2 - Summary of Significant Accounting Policies. |
Recapitalization Transaction _4
Recapitalization Transaction - Narrative (Details) - USD ($) | May 29, 2020 | May 28, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Jan. 19, 2021 | Oct. 01, 2020 | Jul. 01, 2020 | Jan. 19, 2020 | Oct. 22, 2015 | |||
Business Acquisition [Line Items] | ||||||||||||||
Cash | $ 36,497,000 | $ 6,566,000 | $ 56,363,000 | $ 6,220,000 | ||||||||||
Common stock, issued (in shares) | 59,901,306 | 59,901,306 | [1] | 345,431 | [1] | |||||||||
Common stock, outstanding (in shares) | 50,160,042 | 59,901,306 | 59,901,306 | [1] | 323,328 | [1] | ||||||||
Outstanding warrants (in shares) | 22,510,038 | 22,510,038 | ||||||||||||
Proceeds from recapitalization transaction | $ 10,400,000 | $ 10,419,000 | $ 0 | |||||||||||
Repayment of debt | $ 0 | $ 632,000 | ||||||||||||
Stock surrendered (in shares) | 3,500,000 | |||||||||||||
Percentage of stock issued to creditors | 1.00% | |||||||||||||
Proceeds from royalty obligation | $ 30,000,000 | $ 30,000,000 | $ 0 | |||||||||||
Smelter royalty obligation, percentage | 1.50% | |||||||||||||
Cash in reserve for dissolution | $ 2,300,000 | |||||||||||||
Payments for underwriter fees | $ 2,500,000 | |||||||||||||
Common shares issued to underwriter (in shares) | 40,000 | |||||||||||||
Payments for additional underwriter fees | $ 2,000,000 | |||||||||||||
Cash remitted to holders of Seller's deferred phantom units | 1,800,000 | |||||||||||||
Cash paid for additional transaction costs | $ 7,400,000 | |||||||||||||
Common Stock | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of shares issued | [2] | 101 | 37,600 | |||||||||||
Unredeemed SPAC shares of MUDS public stockholders (in shares) | [2] | 1,197,704 | ||||||||||||
Common shares issued to underwriter (in shares) | [2] | 44,395 | ||||||||||||
Former Seller stockholders and affiliated entities | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Common stock, outstanding (in shares) | 48,421,309 | |||||||||||||
Common stock shares outstanding, related affiliates percentage | 96.50% | |||||||||||||
1.25 Lien Notes to common stock | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Debt converted | $ 48,500,000 | $ 48,459,000 | $ 0 | |||||||||||
Debt conversion, number of shares issued | 4,850,000 | |||||||||||||
1.25 Lien Notes to Subordinated Notes | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Debt converted | $ 80,000,000 | |||||||||||||
Debt conversion, amount | $ 80,000,000 | |||||||||||||
1.5 Lien Notes | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Repurchase price percentage | 110.00% | |||||||||||||
1.5 Lien Notes to common stock | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Debt converted | $ 145,700,000 | $ 160,254,000 | 0 | |||||||||||
Debt conversion, number of shares issued | 16,000,000 | |||||||||||||
2.0 Lien Notes to common stock | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Debt converted | $ 221,300,000 | |||||||||||||
Debt conversion, number of shares issued | 132,800,000 | |||||||||||||
Stock surrendered (in shares) | 3,511,820 | |||||||||||||
First Lien Agreement | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Repayment of debt | $ 125,500,000 | $ 125,468,000 | 0 | |||||||||||
Promissory Note | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Repayment of debt | 6,900,000 | $ 6,914,000 | $ 0 | |||||||||||
Sprott Credit Agreement | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Stated amount of borrowing | $ 70,000,000 | |||||||||||||
Debt, original issue discount | 2.00% | |||||||||||||
Mudrick | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Cash | $ 68,900,000 | |||||||||||||
Common stock, issued (in shares) | 50,160,042 | |||||||||||||
Common stock, outstanding (in shares) | 50,160,042 | |||||||||||||
Cash acquired | $ 10,400,000 | |||||||||||||
Liabilities assumed | $ 6,900,000 | |||||||||||||
HYMC | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Equity interest issued, number of shares | 3,500,000 | |||||||||||||
Conversion from Class B common stock | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of shares converted | 5,200,000 | |||||||||||||
Conversion of Seller stock to HYMC stock | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Conversion of stock, number of shares issued | 15,100,000 | |||||||||||||
Private Placement | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of shares issued | 7,600,000 | |||||||||||||
Shares issued, price per share (in dollars per share) | $ 10 | |||||||||||||
Proceeds from issuance of equity | $ 76,000,000 | |||||||||||||
Private Placement | Common Stock | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of shares issued | [2] | 7,596,309 | ||||||||||||
Forward purchase contract | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of shares issued | 625,000 | |||||||||||||
Proceeds from issuance of equity | $ 25,000,000 | $ 25,000,000 | ||||||||||||
Sprott Credit Agreement | Common Stock | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of shares issued | 500,000 | 496,634 | [2] | |||||||||||
Warrants, exercise price 11.50 | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Outstanding warrants (in shares) | 34,289,999 | |||||||||||||
Warrants, exercise price (in dollars per share) | $ 11.50 | |||||||||||||
Warrants, exercise price 44.82 | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Outstanding warrants (in shares) | 12,721,623 | |||||||||||||
Warrants, exercise price (in dollars per share) | $ 44.82 | |||||||||||||
Number of securities called by warrants (in shares) | 3,210,213 | |||||||||||||
Warrants, private placement | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Warrants, exercise price (in dollars per share) | $ 11.50 | |||||||||||||
Number of securities called by warrants (in shares) | 3,250,000 | |||||||||||||
Warrants issued (in shares) | 3,250,000 | |||||||||||||
Warrants, forward purchase contract | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Warrants, exercise price (in dollars per share) | $ 11.50 | |||||||||||||
Number of securities called by warrants (in shares) | 2,500,000 | |||||||||||||
Warrants issued (in shares) | 2,500,000 | |||||||||||||
Warrants, MUDS IPO | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Outstanding warrants (in shares) | 28,500,000 | |||||||||||||
Warrants, exercise price (in dollars per share) | $ 11.50 | |||||||||||||
Seller Warrants | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Outstanding warrants (in shares) | 12,700,000 | 12,621,623 | 12,621,623 | 12,621,623 | 12,700,000 | 12,721,623 | ||||||||
Warrants, exercise price (in dollars per share) | $ 44.82 | $ 41.26 | $ 40.31 | $ 41.26 | $ 44.82 | $ 40.31 | $ 44.82 | |||||||
Number of securities called by warrants (in shares) | 3,487,168 | 3,569,051 | 3,487,168 | 3,210,213 | 3,569,051 | 3,210,213 | ||||||||
Warrants issued (in shares) | 0 | |||||||||||||
Number of securities called by each warrant (in shares) | 0.27411 | 0.28055 | 0.27411 | 0.2523 | 0.28055 | 0.2523 | ||||||||
5-Year Private Warrants | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Outstanding warrants (in shares) | 7,740,000 | 9,888,415 | 9,888,415 | 0 | ||||||||||
Warrants, exercise price (in dollars per share) | $ 11.50 | $ 11.50 | ||||||||||||
Number of securities called by warrants (in shares) | 7,740,000 | |||||||||||||
Warrants issued (in shares) | 2,500,000 | 7,740,000 | 10,240,000 | |||||||||||
[1] | Retroactively restated for the reverse recapitalization as described in Note 2 - Summary of Significant Accounting Policies. | |||||||||||||
[2] | Retroactively restated for the reverse recapitalization as described in Note 2 - Summary of Significant Accounting Policies. |
Recapitalization Transaction _5
Recapitalization Transaction - Summary of ownership upon closing Recapitalization Transaction (Details) - shares | Mar. 31, 2021 | Dec. 31, 2020 | [1] | May 29, 2020 | Dec. 31, 2019 | [1] |
Business Acquisition [Line Items] | ||||||
Common stock, outstanding (in shares) | 59,901,306 | 59,901,306 | 50,160,042 | 323,328 | ||
Ownership percentage | 100.00% | |||||
Former Seller stockholders and affiliated entities | ||||||
Business Acquisition [Line Items] | ||||||
Common stock, outstanding (in shares) | 48,421,309 | |||||
Ownership percentage | 96.50% | |||||
Former MUDS public stockholders | ||||||
Business Acquisition [Line Items] | ||||||
Common stock, outstanding (in shares) | 1,197,704 | |||||
Ownership percentage | 2.40% | |||||
Lender to Sprott Credit Agreement | ||||||
Business Acquisition [Line Items] | ||||||
Common stock, outstanding (in shares) | 496,634 | |||||
Ownership percentage | 1.00% | |||||
Cantor Fitzgerald & Co. | ||||||
Business Acquisition [Line Items] | ||||||
Common stock, outstanding (in shares) | 44,395 | |||||
Ownership percentage | 0.10% | |||||
Cantor | ||||||
Business Acquisition [Line Items] | ||||||
Common stock, outstanding (in shares) | 200,000 | |||||
[1] | Retroactively restated for the reverse recapitalization as described in Note 2 - Summary of Significant Accounting Policies. |
Inventories - Narrative (Deta_2
Inventories - Narrative (Details) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($)oz | Dec. 31, 2020USD ($)oz | Dec. 31, 2019USD ($)oz | |
Inventory Disclosure [Abstract] | ||||
Capitalized costs | $ 700,000 | $ 300,000 | $ 300,000 | |
Capitalized costs, leach pads, current | 2,400,000 | 1,800,000 | 1,800,000 | |
Capitalized costs, leach pads, noncurrent | 2,300,000 | $ 400,000 | $ 0 | |
Inventory, leach pads, gold written off | oz | 3,980 | 10,492 | 11,680 | |
Inventory, leach pads, production costs written off | 0 | $ 6,500,000 | $ 16,700,000 | $ 15,100,000 |
Inventory, leach pads, capitalized costs written off | 500,000 | 1,300,000 | 1,300,000 | |
Inventory, leach pads, written off | 0 | 6,965,000 | 17,924,000 | 16,443,000 |
Mine site period costs | 10,200,000 | 6,600,000 | 46,700,000 | 2,200,000 |
Mine site period costs, depreciation and amortization | $ 600,000 | $ 500,000 | $ 3,000,000 | $ 200,000 |
Prepaids and Other - Componen_3
Prepaids and Other - Components of prepaids and other (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Prepaids and other | |||
Prepaids | $ 3,458 | $ 3,198 | $ 2,109 |
Deposits | 1,107 | 1,105 | 539 |
Total | 4,565 | 4,303 | 2,648 |
Other assets, non-current | |||
Equipment not in use | 12,238 | 12,238 | 19,683 |
Prepaid supplies consignment inventory | 1,770 | 885 | 0 |
Royalty - advance payment | 480 | 360 | 120 |
Deferred future financing costs | 0 | 5,083 | |
Total | $ 14,488 | $ 13,483 | $ 24,886 |
Prepaids and Other - Narrativ_2
Prepaids and Other - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2021 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Prepaid insurance | $ 1,847 | $ 1,500 | $ 2,549 |
Prepaid mining claims and permitting fees | 417 | 400 | 282 |
Prepaid equipment | 423 | 0 | |
Prepaid subscription and license fees | 259 | 100 | $ 280 |
Impairment on equipment not in use - Note 5 | $ 5,331 | $ 63 | |
Royalty payment, percentage of net profit | 4.00% | 4.00% | |
Held-for-sale | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Impairment on equipment not in use - Note 5 | $ 5,300 |
Restricted Cash (Details)_2
Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Reclamation surety bond cash collateral | $ 39,700 | $ 39,677 | $ 39,595 | $ 39,477 |
First Lien Agreement restricted cash - Note 10 | 0 | 0 | $ 2,929 | 3,270 |
Total | 39,677 | $ 42,747 | ||
Surety bond | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Guarantor obligations | $ 59,900 | $ 59,900 |
Plant, Equipment, and Mine De_7
Plant, Equipment, and Mine Development, Net - Components of plant, equipment, and mine development, net (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Dec. 31, 2020 | Feb. 28, 2021 | Dec. 31, 2019 | |
Property, Plant and Equipment [Line Items] | ||||
Plant, equipment and mine development, gross | $ 92,489 | $ 85,256 | $ 48,732 | |
Less, accumulated depreciation and amortization | (26,134) | (25,033) | (17,208) | |
Total | 66,355 | 60,223 | 31,524 | |
Leach pads | ||||
Property, Plant and Equipment [Line Items] | ||||
Plant, equipment and mine development, gross | 17,432 | 17,432 | 17,419 | |
Process equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Plant, equipment and mine development, gross | $ 17,459 | $ 16,065 | 14,770 | |
Buildings and leasehold improvements | ||||
Property, Plant and Equipment [Line Items] | ||||
Useful life | 10 years | 10 years | ||
Plant, equipment and mine development, gross | $ 10,507 | $ 10,507 | 10,507 | |
Mine equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Plant, equipment and mine development, gross | 6,707 | 5,961 | 4,716 | |
Vehicles | ||||
Property, Plant and Equipment [Line Items] | ||||
Plant, equipment and mine development, gross | $ 1,227 | $ 991 | 136 | |
Furniture and office equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Useful life | 7 years | 7 years | ||
Plant, equipment and mine development, gross | $ 341 | $ 322 | 129 | |
Mine development | ||||
Property, Plant and Equipment [Line Items] | ||||
Plant, equipment and mine development, gross | 1,096 | 756 | 119 | |
Mineral properties | ||||
Property, Plant and Equipment [Line Items] | ||||
Plant, equipment and mine development, gross | 37 | 37 | 0 | |
Construction in progress and other | ||||
Property, Plant and Equipment [Line Items] | ||||
Plant, equipment and mine development, gross | 37,683 | 33,185 | $ 34,100 | 936 |
Leach pads not in use | ||||
Property, Plant and Equipment [Line Items] | ||||
Plant, equipment and mine development, gross | $ 11,200 | $ 11,200 | $ 11,200 | |
Minimum | Process equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Useful life | 5 years | 5 years | ||
Minimum | Mine equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Useful life | 5 years | 5 years | ||
Minimum | Vehicles | ||||
Property, Plant and Equipment [Line Items] | ||||
Useful life | 3 years | 3 years | ||
Maximum | Process equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Useful life | 15 years | 15 years | ||
Maximum | Mine equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Useful life | 7 years | 7 years | ||
Maximum | Vehicles | ||||
Property, Plant and Equipment [Line Items] | ||||
Useful life | 5 years | 5 years |
Plant, Equipment, and Mine De_8
Plant, Equipment, and Mine Development, Net - Narrative (Details) - USD ($) $ in Thousands | 2 Months Ended | 3 Months Ended | 12 Months Ended | |
Feb. 28, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment [Line Items] | ||||
Plant, equipment and mine development, gross | $ 92,489 | $ 85,256 | $ 48,732 | |
Mineral properties | 40 | 40 | 0 | |
Process equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Additions to property, plant and equipment | 1,400 | 1,200 | ||
Plant, equipment and mine development, gross | 17,459 | 16,065 | 14,770 | |
Vehicles | ||||
Property, Plant and Equipment [Line Items] | ||||
Additions to property, plant and equipment | 1,200 | |||
Plant, equipment and mine development, gross | 1,227 | 991 | 136 | |
Construction in progress and other | ||||
Property, Plant and Equipment [Line Items] | ||||
Additions to property, plant and equipment | $ 3,200 | 30,900 | ||
Plant, equipment and mine development, gross | $ 34,100 | 37,683 | 33,185 | 936 |
Leach pads not in use | ||||
Property, Plant and Equipment [Line Items] | ||||
Plant, equipment and mine development, gross | $ 11,200 | $ 11,200 | $ 11,200 |
Other Liabilities (Details)_2
Other Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Other liabilities, current | |||
Accrued compensation, benefits, continuation obligation, and bonus | $ 471 | $ 436 | $ 2,349 |
Accrued compensation for phantom shares - Note 15 | 2,106 | 1,560 | 1,590 |
Total | 4,980 | 4,157 | 3,939 |
Other liabilities, non-current | |||
Compensation and benefits continuation obligation | 904 | 1,145 | 0 |
Payroll tax liability | 471 | 505 | 0 |
Total | $ 1,375 | $ 1,650 | $ 0 |
Minimum | |||
Other liabilities, non-current | |||
Agreement period for postemployement benefits | 12 months | 12 months | |
Maximum | |||
Other liabilities, non-current | |||
Agreement period for postemployement benefits | 24 months | 24 months |
Debt, Net - Narrative (Detail_2
Debt, Net - Narrative (Details) - USD ($) | Oct. 31, 2020 | May 29, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | May 28, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Oct. 04, 2019 | ||
Debt Instrument [Line Items] | ||||||||||
Percentage of stock issued to creditors | 1.00% | |||||||||
Proceeds from issuance of debt | $ 0 | $ 24,900,000 | ||||||||
Unamortized discount | 13,586,000 | $ 14,674,000 | ||||||||
Shares issued | 1,000 | |||||||||
Proceeds from sales of equipment | $ 2,300,000 | 2,315,000 | $ 0 | |||||||
Repayment of debt | 0 | 632,000 | ||||||||
Restricted cash - Note 6 | 0 | $ 2,929,000 | $ 0 | $ 3,270,000 | ||||||
Common Stock | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Number of shares issued | [1] | 101 | 37,600 | |||||||
Additional Paid-in Capital | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Shares issued | [1] | $ 1,000 | ||||||||
Sprott Credit Agreement | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Share price (in dollars per share) | $ 12.65 | |||||||||
Shares issued | $ 6,282,000 | |||||||||
Sprott Credit Agreement | Common Stock | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Number of shares issued | 500,000 | 496,634 | [1] | |||||||
Sprott Credit Agreement | Additional Paid-in Capital | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Shares issued | $ 6,300,000 | $ 6,282,000 | [1] | |||||||
Subordinated debt | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 10.00% | |||||||||
1.25 Lien Notes for Subordinated Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt converted | $ 80,000,000 | 80,000,000 | $ 0 | |||||||
2.0 Lien Notes to common stock | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt converted | 221,300,000 | |||||||||
Retained earnings, increase (decrease) upon debt conversion | $ 74,600,000 | |||||||||
Debt conversion, number of shares distributed | 14,795,153 | |||||||||
Conversion price (in dollars per share) | $ 1.67 | |||||||||
Debt conversion, number of shares issued | 132,800,000 | |||||||||
1.5 Lien Notes to common stock | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt converted | $ 145,700,000 | 160,254,000 | 0 | |||||||
Retained earnings, increase (decrease) upon debt conversion | $ (14,600,000) | |||||||||
Debt conversion, number of shares issued | 16,000,000 | |||||||||
Percentage of total principal amount | 10.00% | |||||||||
1.25 Lien Notes to common stock | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt converted | $ 48,500,000 | 48,459,000 | 0 | |||||||
Debt conversion, number of shares issued | 4,850,000 | |||||||||
1.25 Lien Notes to Subordinated Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt converted | $ 80,000,000 | |||||||||
Debt conversion, amount | 80,000,000 | |||||||||
Sprott Credit Agreement | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Minimum working capital | 10,000,000 | |||||||||
Minimum unrestricted cash | $ 10,000,000 | |||||||||
Gold and silver, discount rate | 5.00% | |||||||||
Maximum borrowing capacity | $ 110,000,000 | |||||||||
Stated amount of borrowing | $ 70,000,000 | |||||||||
Debt, original issue discount | 2.00% | |||||||||
Original issue discount | $ 1,400,000 | |||||||||
Remaining borrowing capacity | $ 40,000,000 | |||||||||
Proceeds from issuance of debt | 62,300,000 | $ 68,600,000 | 0 | |||||||
Interest obligation | 9,300,000 | |||||||||
Unamortized discount | $ 17,000,000 | |||||||||
Stated interest rate | 7.00% | 8.50% | ||||||||
Periodic payment, first twelve months | $ 0 | |||||||||
Percentage of interest capitalized | 100.00% | |||||||||
Quarterly interest payable | $ 500,000 | |||||||||
First four principal repayments, percentage of outstanding principal | 2.50% | |||||||||
Subsequent principal repayments, percentage of outstanding principal | 7.50% | |||||||||
Debt term | 5 years | |||||||||
Amount of debt repurchased | $ 1,200,000 | |||||||||
Sprott Credit Agreement | Minimum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Early repayment premium | 3.00% | |||||||||
Payment terms, percent of proceeds received | 50.00% | |||||||||
Sprott Credit Agreement | Maximum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Early repayment premium | 5.00% | |||||||||
Payment terms, percent of proceeds received | 100.00% | |||||||||
Sprott Credit Agreement | LIBOR | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 1.50% | |||||||||
2.0 Lien Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 15.00% | |||||||||
1.5 Lien Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 15.00% | |||||||||
Repurchase price percentage | 110.00% | |||||||||
1.25 Lien Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Proceeds from issuance of debt | $ 44,841,000 | 71,831,000 | ||||||||
Stated interest rate | 15.00% | |||||||||
1.25 Lien Notes | 1.25 Lien Notes to common stock | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt converted | $ 48,500,000 | |||||||||
Debt conversion, number of shares issued | 4,845,920 | |||||||||
1.25 Lien Notes | 1.25 Lien Notes to Subordinated Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt converted | $ 80,000,000 | |||||||||
Debt conversion, amount | 80,000,000 | |||||||||
Subordinated Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated amount of borrowing | $ 80,000,000 | $ 80,000,000 | ||||||||
Subordinated Notes | Subordinated debt | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 10.00% | |||||||||
First Lien Agreement | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Repayment of debt | $ 125,500,000 | 125,468,000 | 0 | |||||||
Restricted cash - Note 6 | 3,300,000 | |||||||||
First Lien Agreement | Alternative Base Rate Canada | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 7.50% | |||||||||
Promissory Note | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Repayment of debt | $ 6,900,000 | $ 6,914,000 | $ 0 | |||||||
[1] | Retroactively restated for the reverse recapitalization as described in Note 2 - Summary of Significant Accounting Policies. |
Debt, Net - Components of deb_2
Debt, Net - Components of debt (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 | May 29, 2020 | Dec. 31, 2019 |
Debt, net, current: | ||||
Less, debt issuance costs, current | $ (411,000) | $ (154,000) | $ (949,000) | |
Total | 7,441,000 | 5,120,000 | 553,965,000 | |
Debt, net, non-current: | ||||
Less, debt issuance costs, noncurrent | (3,281,000) | (4,026,000) | 0 | |
Total | 145,844,000 | 142,665,000 | 0 | |
Sprott Credit Agreement | ||||
Debt, net, current: | ||||
Debt, gross, current | 5,274,000 | 0 | ||
Debt, net, non-current: | ||||
Quarterly interest payable | $ 1,600,000 | |||
First four principal repayments, percentage of outstanding principal | 5.00% | |||
2.0 Lien Notes | ||||
Debt, net, current: | ||||
Debt, gross, current | $ 0 | 208,411,000 | ||
1.5 Lien Notes | ||||
Debt, net, current: | ||||
Debt, gross, current | 0 | 137,050,000 | ||
First Lien Agreement | ||||
Debt, net, current: | ||||
Debt, gross, current | 0 | 125,468,000 | ||
1.25 Lien Notes | ||||
Debt, net, current: | ||||
Debt, gross, current | 0 | 77,212,000 | ||
Promissory Note | ||||
Debt, net, current: | ||||
Debt, gross, current | 0 | 6,773,000 | ||
Subordinated Notes | ||||
Debt, net, non-current: | ||||
Debt, gross, noncurrent | $ 86,917,000 | 84,797,000 | 0 | |
Sprott Credit Agreement | ||||
Debt, net, non-current: | ||||
Debt, gross, noncurrent | $ 61,894,000 | $ 0 | ||
Quarterly interest payable | $ 500,000 | |||
First four principal repayments, percentage of outstanding principal | 2.50% |
Debt, Net - Components of rec_2
Debt, Net - Components of recorded interest expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | ||||
Amortization of debt issuance costs | $ 335 | $ 672 | $ 1,972 | $ 2,048 |
Other interest expense | 8 | 0 | 40 | 0 |
Capitalized interest | (654) | (44) | (1,831) | (551) |
Total interest expense, debt | 4,449 | 19,887 | 43,458 | 64,846 |
2.0 Lien Notes | ||||
Debt Instrument [Line Items] | ||||
Interest expense, debt | 0 | 7,816 | 12,902 | 28,537 |
1.5 Lien Notes | ||||
Debt Instrument [Line Items] | ||||
Interest expense, debt | 0 | 5,139 | 8,635 | 18,763 |
1.25 Lien Notes | ||||
Debt Instrument [Line Items] | ||||
Interest expense, debt | 0 | 3,352 | 6,218 | 5,241 |
First Lien Agreement | ||||
Debt Instrument [Line Items] | ||||
Interest expense, debt | 0 | 2,867 | 4,575 | 10,022 |
Sprott Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Interest expense, debt | 6,009 | 0 | ||
Subordinated Notes | ||||
Debt Instrument [Line Items] | ||||
Interest expense, debt | 2,120 | 0 | 4,797 | 0 |
Promissory Note | ||||
Debt Instrument [Line Items] | ||||
Interest expense, debt | $ 0 | $ 85 | $ 141 | $ 786 |
Royalty Obligation (Details)_2
Royalty Obligation (Details) - USD ($) $ in Thousands | May 29, 2020 | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Other Liabilities Disclosure [Abstract] | ||||
Proceeds from royalty obligation | $ 30,000 | $ 30,000 | $ 0 | |
Smelter royalty obligation, percentage | 1.50% | |||
Smelter royalty obligation, right to repurchase percentage | 33.30% | |||
Smelter royalty obligation, right to repurchase percentage, net of returns | 0.50% | |||
Amortization of royalty obligation | $ 30 | 37 | 0 | |
Payments for royalty obligations | 400 | 500 | ||
Royalty obligation, current | $ 124 | $ 124 | $ 0 |
Warrant Liabilities - Summary_2
Warrant Liabilities - Summary of outstanding warrants (Details) - USD ($) $ in Thousands | May 29, 2020 | May 28, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 |
Shares | ||||||
Beginning balance (in shares) | 22,510,038 | |||||
Ending balance (in shares) | 22,510,038 | 22,510,038 | ||||
Amount | ||||||
Beginning balance | $ 15,389 | $ 18 | $ 18 | |||
Fair value adjustments | (9,493) | $ 0 | 3,767 | $ 0 | ||
Ending balance | $ 5,897 | $ 15,389 | $ 18 | |||
Private and Seller Warrants | ||||||
Shares | ||||||
Beginning balance (in shares) | 22,510,038 | 12,621,623 | 12,621,623 | |||
Additions (in shares) | 10,240,000 | |||||
Transfers (in shares) | (351,585) | |||||
Ending balance (in shares) | 22,510,038 | 12,621,623 | ||||
Amount | ||||||
Beginning balance | $ 15,389 | $ 18 | $ 18 | |||
Additions | 12,185 | |||||
Transfers | (581) | |||||
Fair value adjustments | 3,767 | |||||
Ending balance | $ 15,389 | $ 18 | ||||
5-Year Private Warrants | ||||||
Shares | ||||||
Beginning balance (in shares) | 9,888,415 | 0 | 0 | |||
Additions (in shares) | 2,500,000 | 7,740,000 | 10,240,000 | |||
Transfers (in shares) | (351,585) | |||||
Ending balance (in shares) | 7,740,000 | 9,888,415 | 9,888,415 | 0 | ||
Amount | ||||||
Beginning balance | $ 15,326 | $ 0 | $ 0 | |||
Additions | 12,185 | |||||
Transfers | (581) | |||||
Fair value adjustments | (9,459) | 3,722 | ||||
Ending balance | $ 5,867 | $ 15,326 | $ 0 | |||
Seller Warrants | ||||||
Shares | ||||||
Beginning balance (in shares) | 12,621,623 | 12,621,623 | 12,621,623 | |||
Additions (in shares) | 0 | |||||
Transfers (in shares) | 0 | |||||
Ending balance (in shares) | 12,700,000 | 12,621,623 | 12,621,623 | 12,621,623 | ||
Amount | ||||||
Beginning balance | $ 63 | $ 18 | $ 18 | |||
Additions | 0 | |||||
Transfers | 0 | |||||
Fair value adjustments | (34) | 45 | ||||
Ending balance | $ 28 | $ 63 | $ 18 |
Warrant Liabilities - Narrati_2
Warrant Liabilities - Narrative (Details) - $ / shares | Oct. 01, 2020 | May 29, 2020 | May 28, 2020 | Sep. 30, 2020 | Dec. 31, 2020 | Mar. 31, 2021 | Jan. 19, 2021 | Jul. 01, 2020 | Jan. 19, 2020 | Dec. 31, 2019 | Oct. 22, 2015 |
Class of Warrant or Right [Line Items] | |||||||||||
Outstanding warrants (in shares) | 22,510,038 | 22,510,038 | |||||||||
Performance and Incentive Pay Plan | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Number of shares available for grant | 2,508,002 | 1,819,814 | 1,146,784 | 2,508,002 | |||||||
Performance and Incentive Pay Plan | Subsequent event | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Number of shares available for grant | 2,508,002 | ||||||||||
5-Year Private Warrants | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Warrants issued (in shares) | 2,500,000 | 7,740,000 | 10,240,000 | ||||||||
Number of securities called by warrants (in shares) | 7,740,000 | ||||||||||
Warrants, exercise price (in dollars per share) | $ 11.50 | $ 11.50 | |||||||||
Warrant term | 5 years | 5 years | |||||||||
Outstanding warrants (in shares) | 7,740,000 | 9,888,415 | 9,888,415 | 0 | |||||||
Warrants transferred (in shares) | 351,585 | ||||||||||
Seller Warrants | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Warrants issued (in shares) | 0 | ||||||||||
Number of securities called by warrants (in shares) | 3,487,168 | 3,487,168 | 3,569,051 | 3,210,213 | 3,569,051 | 3,210,213 | |||||
Warrants, exercise price (in dollars per share) | $ 41.26 | $ 44.82 | $ 41.26 | $ 40.31 | $ 44.82 | $ 40.31 | $ 44.82 | ||||
Warrant term | 7 years | ||||||||||
Outstanding warrants (in shares) | 12,700,000 | 12,621,623 | 12,621,623 | 12,700,000 | 12,621,623 | 12,721,623 | |||||
Warrants transferred (in shares) | 0 | ||||||||||
Number of securities called by each warrant (in shares) | 0.27411 | 0.27411 | 0.28055 | 0.2523 | 0.28055 | 0.2523 | |||||
Units issued (in shares) | 4,951,388 | ||||||||||
Five-year Public Warrants | |||||||||||
Class of Warrant or Right [Line Items] | |||||||||||
Warrants, exercise price (in dollars per share) | $ 11.50 | $ 11.50 | |||||||||
Warrant term | 5 years | ||||||||||
Outstanding warrants (in shares) | 24,401,483 | 24,401,483 | |||||||||
Warrants transferred (in shares) | 351,585 | ||||||||||
Units issued (in shares) | 3,249,999 | 20,800,000 |
Asset Retirement Obligation (_2
Asset Retirement Obligation (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | ||||
Beginning balance | $ 4,800 | $ 4,374 | $ 4,374 | $ 5,832 |
Accretion expense | 100 | $ 100 | 374 | 422 |
Reduction in asset retirement obligation | 37 | (1,880) | ||
Ending balance | $ 4,900 | $ 4,800 | $ 4,374 |
Stockholders' Equity (Details_2
Stockholders' Equity (Details) $ / shares in Units, $ in Thousands | Oct. 06, 2020USD ($)tradingDay$ / sharesshares | May 29, 2020tradingDay$ / sharesshares | May 28, 2020$ / sharesshares | Mar. 31, 2021$ / sharesshares | Sep. 30, 2020shares | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | ||
Class of Stock [Line Items] | |||||||||
Shares authorized (in shares) | 410,000,000 | 410,000,000 | |||||||
Common stock, authorized (in shares) | 400,000,000 | 400,000,000 | [1] | 400,000,000 | [1] | ||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | [1] | $ 0.0001 | [1] | ||||
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 | |||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | |||||||
Common stock, issued (in shares) | 59,901,306 | 59,901,306 | [1] | 345,431 | [1] | ||||
Common stock, outstanding (in shares) | 50,160,042 | 59,901,306 | 59,901,306 | [1] | 323,328 | [1] | |||
Preferred stock, issued (in shares) | 0 | 0 | |||||||
Preferred stock, outstanding (in shares) | 0 | 0 | |||||||
Outstanding warrants (in shares) | 22,510,038 | 22,510,038 | |||||||
Units issued, offering price (in dollars per share) | $ / shares | $ 9 | ||||||||
Proceeds from Public Offering | $ | $ 83,100 | $ 83,515 | $ 0 | ||||||
Warrants, threshold trading days | tradingDay | 20 | 20 | |||||||
Warrants, trading day period | tradingDay | 30 | 30 | |||||||
Public Offering Warrants | |||||||||
Class of Stock [Line Items] | |||||||||
Units issued (in shares) | 9,583,334 | ||||||||
Units issued, offering price (in dollars per share) | $ / shares | $ 9 | ||||||||
Number of shares called by each unit | 1 | ||||||||
Number of warrants called by each unit (in shares) | 1 | ||||||||
Warrants, exercise price (in dollars per share) | $ / shares | $ 10.50 | ||||||||
Units issued, related party (in shares) | 5,000,000 | ||||||||
Proceeds from Public Offering | $ | $ 83,100 | ||||||||
Number of securities called by each warrant (in shares) | 1 | ||||||||
Warrant term | 5 years | ||||||||
Share price threshold to call warrants (in dollars per share) | $ / shares | $ 17 | ||||||||
Five-year Public Warrants | |||||||||
Class of Stock [Line Items] | |||||||||
Outstanding warrants (in shares) | 24,401,483 | 24,401,483 | |||||||
Units issued (in shares) | 3,249,999 | 20,800,000 | |||||||
Number of shares called by each unit | 1 | ||||||||
Number of warrants called by each unit (in shares) | 1 | ||||||||
Warrants, exercise price (in dollars per share) | $ / shares | $ 11.50 | $ 11.50 | |||||||
Warrant term | 5 years | ||||||||
Warrants transferred (in shares) | 351,585 | ||||||||
Share price threshold to call warrants (in dollars per share) | $ / shares | $ 18 | ||||||||
Warrants, threshold trading days | tradingDay | 20 | ||||||||
Warrants, trading day period | tradingDay | 30 | ||||||||
5-Year Private Warrants | |||||||||
Class of Stock [Line Items] | |||||||||
Outstanding warrants (in shares) | 7,740,000 | 9,888,415 | 9,888,415 | 0 | |||||
Warrants, exercise price (in dollars per share) | $ / shares | $ 11.50 | $ 11.50 | |||||||
Warrant term | 5 years | 5 years | |||||||
Warrants transferred (in shares) | 351,585 | ||||||||
Minimum | |||||||||
Class of Stock [Line Items] | |||||||||
Common stock, lock-up period | 6 months | 6 months | |||||||
Maximum | |||||||||
Class of Stock [Line Items] | |||||||||
Common stock, lock-up period | 12 months | 12 months | |||||||
[1] | Retroactively restated for the reverse recapitalization as described in Note 2 - Summary of Significant Accounting Policies. |
Revenues - Disaggregation of _2
Revenues - Disaggregation of revenue (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021USD ($)oz | Mar. 31, 2020USD ($)oz | Dec. 31, 2020USD ($)oz | Dec. 31, 2019USD ($)oz | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ | $ 19,036 | $ 11,146 | $ 47,044 | $ 13,709 |
Ounces Sold | oz | ||||
Gold sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ | $ 17,541 | $ 10,348 | $ 44,279 | $ 12,803 |
Ounces Sold | oz | 9,830 | 6,560 | 24,892 | 8,593 |
Silver sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ | $ 1,495 | $ 798 | $ 2,765 | $ 906 |
Ounces Sold | oz | 57,236 | 49,373 | 136,238 | 52,036 |
Revenues - Narrative (Details_2
Revenues - Narrative (Details) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
One customer | Customer concentration risk | Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk | 96.50% | 96.60% | 79.10% | 100.00% |
Stock-Based Compensation - Na_2
Stock-Based Compensation - Narrative (Details) $ / shares in Units, $ in Thousands | Dec. 04, 2020$ / sharesshares | Jun. 01, 2020$ / sharesshares | May 29, 2020USD ($)shares$ / shares | Mar. 31, 2021USD ($)shares | Mar. 31, 2020shares | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)shares | Jan. 19, 2021shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Vested (in shares) | 30,000 | ||||||||
Vesting of restricted stock | $ | $ 115 | [1] | $ 1,800 | ||||||
Payments for vesting of phantom shares, number of shares per share granted | 1 | ||||||||
Payments for vesting of phantom shares | $ | $ 1,800 | ||||||||
Restricted stock units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Vested (in shares) | 581,000 | 583,000 | 179,085 | ||||||
Vested (in dollars per share) | $ / shares | $ 11.05 | ||||||||
Granted (in shares) | 30,000 | 4,804,000 | 0 | 517,234 | |||||
Phantom shares | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Vested (in shares) | 1,237,500 | ||||||||
Granted (in shares) | 157,500 | 315,000 | |||||||
Stock based compensation expense | $ | $ 200 | $ 700 | |||||||
Performance and Incentive Pay Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Percentage of issued and outstanding shares of common stock | 5.00% | ||||||||
Number of shares available for grant | 2,508,002 | 1,146,784 | 1,819,814 | 2,508,002 | |||||
Performance and Incentive Pay Plan | Restricted stock units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Vested (in shares) | 100,000 | 100,000 | 0 | ||||||
Vested (in dollars per share) | $ / shares | $ 7.43 | $ 11.50 | $ 12.65 | ||||||
Aggregate intrinsic value, vested | $ | $ 2,000 | ||||||||
Stock based compensation expense | $ | 2,400 | $ 1,200 | |||||||
Stock based compensation expense, tax benefit | $ | 400 | $ 300 | |||||||
Unrecognized compensation cost | $ | $ 2,900 | ||||||||
Unrecognized compensation cost, period for recognition | 2 years 2 months 12 days | ||||||||
Performance and Incentive Pay Plan | Restricted stock units | Minimum | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting period | 2 years | 2 years | |||||||
Performance and Incentive Pay Plan | Restricted stock units | Minimum | Nonemployee | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting period | 2 years | 2 years | |||||||
Performance and Incentive Pay Plan | Restricted stock units | Maximum | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting period | 3 years | 3 years | |||||||
Performance and Incentive Pay Plan | Restricted stock units | Maximum | Nonemployee | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting period | 3 years | 3 years | |||||||
Performance and Incentive Pay Plan | Performance shares | Minimum | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting period | 2 years | 2 years | |||||||
Performance and Incentive Pay Plan | Performance shares | Maximum | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting period | 3 years | 3 years | |||||||
[1] | As of March 31, 2021, there were 16,441 unissued shares underlying restricted stock units that had vested. |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of restricted stock unit activity (Details) - $ / shares | Dec. 04, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 |
Number of Units | ||||
Vested (in shares) | (30,000) | |||
Restricted stock units | ||||
Number of Units | ||||
Non-vested at beginning of year (in shares) | 2,870,000 | 2,509,000 | 2,509,000 | |
Granted (in shares) | 30,000 | 4,804,000 | 0 | 517,234 |
Canceled/forfeited (in shares) | (158,000) | (1,339,000) | (131,724) | |
Vested (in shares) | (581,000) | (583,000) | (179,085) | |
Non-vested at end of year (in shares) | 6,935,000 | 587,000 | 2,870,000 | |
Weighted Average Grant Date Fair Value | ||||
Non-vested at beginning of year (in dollars per share) | $ 8.12 | $ 10.96 | $ 10.96 | |
Granted (in dollars per share) | 8.11 | |||
Canceled/forfeited (in dollars per share) | 11.32 | |||
Vested (in dollars per share) | 11.05 | |||
Non-vested at end of year (in dollars per share) | $ 8.12 |
Income Taxes - Narrative (Det_2
Income Taxes - Narrative (Details) - USD ($) | May 29, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | May 28, 2020 |
Operating Loss Carryforwards [Line Items] | ||||||
Income tax expense | $ 0 | $ 0 | $ 0 | $ 0 | ||
Effective income tax rate | 0.00% | 0.00% | 0.00% | 0.00% | ||
Change in valuation allowance | $ (146,794,000) | $ 24,609,000 | ||||
Recapitalization transaction | 157,855,000 | 0 | ||||
Cancellation of debt income | 15,360,000 | 0 | ||||
Taxable loss caused by return to provision adjustments | (1,263,000) | 3,847,000 | ||||
Valuation allowance | 109,724,000 | 256,517,000 | ||||
Net operating loss carryovers | 36,600,000 | 683,800,000 | ||||
Net deferred tax assets | $ 94,100,000 | $ 193,000,000 | ||||
Gain on recapitalization | 128,500,000 | |||||
Deferred tax asset, recapitalization | $ 27,200,000 | |||||
State | Colorado Department of Revenue | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Income tax expense | 0 | 0 | ||||
State | Nevada Department of Taxation | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Income tax expense | $ 0 | $ 0 |
Income Taxes - Components of in
Income Taxes - Components of income tax expense (benefit) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Current | ||||
Federal | $ 0 | $ 0 | ||
Deferred | ||||
Federal | 146,794,000 | (24,609,000) | ||
Change in Valuation Allowance | (146,794,000) | 24,609,000 | ||
Income Tax Benefit | $ 0 | $ 0 | $ 0 | $ 0 |
Income Taxes - Components of de
Income Taxes - Components of deferred tax assets (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Income Tax Disclosure [Abstract] | ||
Net operating loss | $ 7,675 | $ 146,382 |
Mineral properties | 39,555 | 0 |
Plant, equipment, and mine development | 30,767 | 60,840 |
Intangible assets | 21,710 | 0 |
Royalty | 6,292 | 0 |
Interest expense carryforward | 1,935 | 24,369 |
Asset retirement obligation | 997 | 927 |
Stock-based compensation | 405 | 257 |
Accrued compensation | 197 | 0 |
Inventories | 191 | 15,438 |
Reorganization costs | 0 | 7,701 |
Other liabilities | 0 | 609 |
Credits and other | 0 | (6) |
Valuation allowance | (109,724) | (256,517) |
Total net deferred tax assets | $ 0 | $ 0 |
Loss Per Share - Narrative (D_2
Loss Per Share - Narrative (Details) shares in Millions | May 29, 2020 | Mar. 31, 2021shares | Mar. 31, 2020shares | Dec. 31, 2020shares | Dec. 31, 2019shares |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Reverse recapitalization, conversion ratio | 0.112 | 0.112 | 0.112 | ||
Antidilutive securities excluded from computation (in shares) | 47.7 | ||||
Warrants | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive securities excluded from computation (in shares) | 57.6 | 3.2 | 47.4 | 3.2 | |
Restricted stock units | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive securities excluded from computation (in shares) | 0.3 |
Segment Information (Details)_2
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 19,036 | $ 11,146 | $ 47,044 | $ 13,709 |
Cost of sales | 29,402 | 23,890 | 109,621 | 30,669 |
Other operating costs | 4,389 | 2,099 | 26,789 | 16,981 |
Loss from operations | (14,755) | (14,843) | (89,366) | (33,941) |
Interest expense - Note 9 | (4,449) | (19,887) | (43,458) | (64,846) |
Fair value adjustment to Warrants - Note 19 | 9,493 | 0 | (3,767) | 0 |
Interest income | 23 | 112 | 199 | 797 |
Loss before reorganization items and income taxes | (136,392) | (97,990) | ||
Reorganization items | 0 | (905) | ||
Loss before income taxes | (9,688) | (34,618) | (136,392) | (98,895) |
Assets | 222,902 | 232,626 | 134,637 | |
Hycroft Mine | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 19,036 | 11,146 | 47,044 | 13,709 |
Cost of sales | 29,402 | 23,890 | 109,621 | 30,669 |
Other operating costs | 595 | 93 | 5,705 | 10,909 |
Loss from operations | (10,961) | (12,837) | (68,282) | (27,869) |
Interest expense - Note 9 | 0 | (85) | (141) | (786) |
Fair value adjustment to Warrants - Note 19 | 0 | 0 | 0 | 0 |
Interest income | 23 | 112 | 199 | 797 |
Loss before reorganization items and income taxes | (68,224) | (27,858) | ||
Reorganization items | 0 | 0 | ||
Loss before income taxes | (10,938) | (12,810) | (68,224) | (27,858) |
Assets | 177,298 | 119,789 | ||
Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Cost of sales | 0 | 0 | 0 | 0 |
Other operating costs | 3,794 | 2,006 | 21,084 | 6,072 |
Loss from operations | (3,794) | (2,006) | (21,084) | (6,072) |
Interest expense - Note 9 | (4,449) | (19,802) | (43,317) | (64,060) |
Fair value adjustment to Warrants - Note 19 | 9,493 | 0 | (3,767) | 0 |
Interest income | 0 | 0 | 0 | 0 |
Loss before reorganization items and income taxes | (68,168) | (70,132) | ||
Reorganization items | 0 | (905) | ||
Loss before income taxes | $ 1,250 | $ (21,808) | (68,168) | (71,037) |
Assets | $ 55,328 | $ 14,848 |
Fair Value Measurements - Nar_2
Fair Value Measurements - Narrative (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Jul. 01, 2020 | May 29, 2020 | Dec. 31, 2019 | Oct. 22, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Outstanding warrants (in shares) | 22,510,038 | 22,510,038 | ||||
Debt, fair value | $ 156,800 | $ 154,900 | ||||
Debt, carrying value | $ 170,563 | $ 166,639 | ||||
Royalty obligation, metal price discount rate | 5.00% | 5.00% | ||||
Royalty obligation | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Royalty obligation, fair value | $ 117,800 | $ 148,400 | ||||
Royalty obligation, carrying value | $ 30,000 | $ 30,000 | ||||
2.0 Lien Notes and 1.5 Lien Notes | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Debt, fair value | $ 262,400 | |||||
Debt, carrying value | $ 345,500 | |||||
Seller Warrants | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Outstanding warrants (in shares) | 12,621,623 | 12,621,623 | 12,700,000 | 12,700,000 | 12,621,623 | 12,721,623 |
Supplemental Cash Flow Inform_6
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | May 29, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | |||||
Cash paid for interest | $ 0 | $ 3,313 | $ 5,366 | $ 10,239 | |
Significant non-cash financing and investing activities: | |||||
Write-off of Seller's debt issuance costs | 8,202 | 0 | |||
Plant, equipment, and mine development additions included in accounts payable | 911 | 364 | 1,229 | 2,458 | |
Private Warrants transferred to Public Warrants | 581 | 0 | |||
Accrual of deferred financing and equity issuance costs | $ 0 | $ 382 | 94 | 1,025 | |
1.5 Lien Notes to common stock | |||||
Significant non-cash financing and investing activities: | |||||
Debt converted | $ 145,700 | 160,254 | 0 | ||
1.25 Lien Notes for Subordinated Notes | |||||
Significant non-cash financing and investing activities: | |||||
Debt converted | 80,000 | 80,000 | 0 | ||
1.25 Lien Notes to common stock | |||||
Significant non-cash financing and investing activities: | |||||
Debt converted | $ 48,500 | $ 48,459 | $ 0 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Retirement Benefits [Abstract] | ||
Matching contribution cost | $ 0.9 | $ 0.5 |
Commitments and Contingencies_3
Commitments and Contingencies (Details) $ in Thousands, T in Millions | Sep. 08, 2020USD ($) | Mar. 31, 2021USD ($)operating_leaseT | Dec. 31, 2020USD ($)operating_leaseT |
Unrecorded Unconditional Purchase Obligation [Line Items] | |||
Mootness fee paid | $ 100 | ||
Royalty payment, percentage of net profit | 4.00% | 4.00% | |
Royalty payment, annual advance | $ 120 | $ 120 | |
Royalty payment, additional incremental payment | $ 120 | $ 120 | |
Royalty payment, annual tons mined threshold | T | 5 | 5 | |
Royalty payment, maximum lease payments | $ 7,600 | $ 7,600 | |
Payments to acquire royalty interests in mining properties | 2,800 | 2,700 | |
Other assets, noncurrent | |||
Unrecorded Unconditional Purchase Obligation [Line Items] | |||
Payments to acquire royalty interests in mining properties | 400 | 400 | |
Inventories | |||
Unrecorded Unconditional Purchase Obligation [Line Items] | |||
Unrecorded unconditional purchase obligation | $ 2,500 | $ 2,500 | |
Unrecorded unconditional purchase obligation, term | 2 years | 2 years | |
Unrecorded unconditional purchase obligation, purchases | $ 800 | ||
Mobile mining equipment | |||
Unrecorded Unconditional Purchase Obligation [Line Items] | |||
Operating lease, number of leases | operating_lease | 2 | 2 | |
Operating lease, remaining lease payments | $ 4,600 | $ 4,800 | |
Office space and corporate housing | |||
Unrecorded Unconditional Purchase Obligation [Line Items] | |||
Operating lease, annual rent expense | $ 100 | $ 200 |
Related Party Transactions (D_2
Related Party Transactions (Details) | Dec. 04, 2020shares | Oct. 06, 2020shares | Mar. 31, 2021USD ($)financial_Institutionshares | Mar. 31, 2020USD ($)shares | Dec. 31, 2020USD ($)financial_Institutionshares | Dec. 31, 2019USD ($) | May 29, 2020USD ($) |
Related Party Transaction [Line Items] | |||||||
Number of financial institutions, debt issued | financial_Institution | 5 | 5 | |||||
Number of financial institutions, considered related party | financial_Institution | 3 | 3 | |||||
Minimum percentage of common stock held by related party, right to nominate one director | 10.00% | 10.00% | |||||
Interest expense, related party | $ | $ 1,800,000 | $ 17,900,000 | $ 31,300,000 | $ 57,600,000 | |||
Due to related parties | $ | $ 73,000,000 | $ 71,200,000 | $ 497,200,000 | ||||
Vested (in shares) | shares | 30,000 | ||||||
Restricted stock units | |||||||
Related Party Transaction [Line Items] | |||||||
Vested (in shares) | shares | 581,000 | 583,000 | 179,085 | ||||
Directors | |||||||
Related Party Transaction [Line Items] | |||||||
Due to affiliate | $ | $ 200,000 | $ 200,000 | |||||
Related party transaction, amount | $ | $ 100,000 | $ 100,000 | |||||
Directors | Restricted stock units | |||||||
Related Party Transaction [Line Items] | |||||||
Vested (in shares) | shares | 5,047 | 5,047 | |||||
Affiliated entity | Warrants | Highbridge | |||||||
Related Party Transaction [Line Items] | |||||||
Units issued (in shares) | shares | 833,333 | ||||||
Affiliated entity | Warrants | Mudrick | |||||||
Related Party Transaction [Line Items] | |||||||
Units issued (in shares) | shares | 3,222,222 | ||||||
Subordinated Notes | |||||||
Related Party Transaction [Line Items] | |||||||
Stated amount of borrowing | $ | $ 80,000,000 | $ 80,000,000 |
Subsequent Events (Details)_2
Subsequent Events (Details) - Restricted stock units - shares | Jan. 11, 2021 | Dec. 04, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 |
Subsequent Event [Line Items] | |||||
Granted (in shares) | 30,000 | 4,804,000 | 0 | 517,234 | |
Chief Operating Officer | |||||
Subsequent Event [Line Items] | |||||
Granted (in shares) | 33,423 |
Restatement of Previously Iss_3
Restatement of Previously Issued Audited Financial Statements - Balance Sheet (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | ||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||
Assets | $ 222,902 | $ 232,626 | $ 134,637 | ||||
Current Liabilities | 27,535 | 21,681 | 569,496 | ||||
Other liabilities, non-current - Note 8 | 1,375 | 1,650 | 0 | ||||
Debt, net, non-current - Note 9 | 145,844 | 142,665 | 0 | ||||
Royalty obligation, non-current - Note 10 | 29,813 | 29,839 | 0 | ||||
Asset retirement obligation, non-current - Note 12 | 4,887 | 4,785 | 4,374 | ||||
Warrant liabilities, non-current - Note 11 | 5,897 | 15,389 | 18 | ||||
Total liabilities | 215,351 | 216,009 | 573,888 | ||||
Common stock, $0.0001 par value; 400,000,000 shares authorized; 59,901,306 issued and outstanding at December 31, 2020; and 345,431 issued and 323,328 outstanding at December 31, 2019 | 6 | 6 | [1] | 0 | [1] | ||
Additional paid-in capital | 537,992 | 537,370 | [1] | 5,187 | [1] | ||
Accumulated deficit | (530,447) | (520,759) | [1] | (444,438) | [1] | ||
Total stockholders' equity | 7,551 | 16,617 | [1] | $ (473,869) | (439,251) | [1] | $ (340,356) |
Total liabilities and stockholders' equity | $ 222,902 | 232,626 | $ 134,637 | ||||
As Previously Reported | |||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||
Assets | 232,626 | ||||||
Current Liabilities | 21,681 | ||||||
Other liabilities, non-current - Note 8 | 1,712 | ||||||
Debt, net, non-current - Note 9 | 142,665 | ||||||
Royalty obligation, non-current - Note 10 | 29,839 | ||||||
Asset retirement obligation, non-current - Note 12 | 4,785 | ||||||
Warrant liabilities, non-current - Note 11 | 0 | ||||||
Total liabilities | 200,682 | ||||||
Common stock, $0.0001 par value; 400,000,000 shares authorized; 59,901,306 issued and outstanding at December 31, 2020; and 345,431 issued and 323,328 outstanding at December 31, 2019 | 6 | ||||||
Additional paid-in capital | 548,975 | ||||||
Accumulated deficit | (517,037) | ||||||
Total stockholders' equity | 31,944 | ||||||
Total liabilities and stockholders' equity | 232,626 | ||||||
Restatement Adjustment | |||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||
Assets | 0 | ||||||
Current Liabilities | 0 | ||||||
Other liabilities, non-current - Note 8 | (62) | ||||||
Debt, net, non-current - Note 9 | 0 | ||||||
Royalty obligation, non-current - Note 10 | 0 | ||||||
Asset retirement obligation, non-current - Note 12 | 0 | ||||||
Warrant liabilities, non-current - Note 11 | 15,389 | ||||||
Total liabilities | 15,327 | ||||||
Common stock, $0.0001 par value; 400,000,000 shares authorized; 59,901,306 issued and outstanding at December 31, 2020; and 345,431 issued and 323,328 outstanding at December 31, 2019 | 0 | ||||||
Additional paid-in capital | (11,605) | ||||||
Accumulated deficit | (3,722) | ||||||
Total stockholders' equity | (15,327) | ||||||
Total liabilities and stockholders' equity | $ 0 | ||||||
[1] | Retroactively restated for the reverse recapitalization as described in Note 2 - Summary of Significant Accounting Policies. |
Restatement of Previously Iss_4
Restatement of Previously Issued Audited Financial Statements - Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Revenues - Note 14 | $ 19,036 | $ 11,146 | $ 47,044 | $ 13,709 |
Cost of sales | (29,402) | (23,890) | (109,621) | (30,669) |
Other operating costs | (4,389) | (2,099) | (26,789) | (16,981) |
Loss from operations | (14,755) | (14,843) | (89,366) | (33,941) |
Interest expense - Note 9 | (4,449) | (19,887) | (43,458) | (64,846) |
Fair value adjustment to Warrants - Note 19 | 9,493 | 0 | (3,767) | 0 |
Interest income | 23 | 112 | 199 | 797 |
Loss before reorganization items and income taxes | (136,392) | (97,990) | ||
Reorganization items | 0 | 905 | ||
Loss before income taxes | $ (9,688) | $ (34,618) | (136,392) | $ (98,895) |
As Previously Reported | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Revenues - Note 14 | 47,044 | |||
Cost of sales | (109,621) | |||
Other operating costs | (26,789) | |||
Loss from operations | (89,366) | |||
Interest expense - Note 9 | (43,458) | |||
Fair value adjustment to Warrants - Note 19 | (45) | |||
Interest income | 199 | |||
Loss before reorganization items and income taxes | (132,670) | |||
Reorganization items | 0 | |||
Loss before income taxes | (132,670) | |||
Restatement Adjustment | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Revenues - Note 14 | 0 | |||
Cost of sales | 0 | |||
Other operating costs | 0 | |||
Loss from operations | 0 | |||
Interest expense - Note 9 | 0 | |||
Fair value adjustment to Warrants - Note 19 | (3,722) | |||
Interest income | 0 | |||
Loss before reorganization items and income taxes | (3,722) | |||
Reorganization items | 0 | |||
Loss before income taxes | $ (3,722) |
Restatement of Previously Iss_5
Restatement of Previously Issued Audited Financial Statements - Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Net loss | $ (9,688) | $ (34,618) | $ (136,392) | $ (98,895) |
Adjustments to reconcile net loss for the period to net cash used in operating activities: | ||||
Non-cash portion of interest expense - Note 10 | 4,439 | 17,020 | 38,843 | 54,810 |
Write-down of production inventories - Note 4 | 0 | 6,965 | 17,924 | 18,617 |
Impairment on equipment not in use - Note 5 | 5,331 | 63 | ||
Depreciation and amortization | 1,568 | 1,876 | 5,886 | 2,078 |
Stock-based compensation - Note 15 | 538 | 365 | 2,380 | 1,102 |
Salary continuation and compensation costs | 2,116 | 0 | ||
Non-cash gain on fair value adjustment for warrant liabilities - Note 11 | (9,493) | 0 | 3,767 | 0 |
Accretion - Note 12 | 102 | 93 | 374 | 422 |
Phantom share compensation | 0 | 263 | 225 | 706 |
Amortization reduction of Sprott Royalty Obligation - Note 10 | (30) | (37) | 0 | |
Reduction in asset retirement obligation | 0 | (1,880) | ||
Change in value of phantom shares | 0 | 181 | ||
Changes in operating assets and liabilities | (50,925) | |||
Net cash used in operating activities | (14,761) | (19,445) | (110,508) | (59,771) |
Net cash used in investing activities | (5,082) | (2,090) | (31,124) | (12,296) |
Cash flows from financing activities: | 0 | 21,658 | 188,705 | 68,173 |
Net (decrease) increase in cash and restricted cash | (19,843) | 123 | 47,073 | (3,894) |
Cash and restricted cash, end of period | 76,197 | 49,090 | 96,040 | 48,967 |
Cash and restricted cash, beginning of period | 96,040 | 48,967 | 48,967 | 52,861 |
Total cash and restricted cash | 76,197 | 49,090 | 48,967 | 52,861 |
As Previously Reported | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Net loss | (132,670) | |||
Adjustments to reconcile net loss for the period to net cash used in operating activities: | ||||
Non-cash portion of interest expense - Note 10 | 38,843 | |||
Write-down of production inventories - Note 4 | 17,924 | |||
Impairment on equipment not in use - Note 5 | 5,331 | |||
Depreciation and amortization | 5,886 | |||
Stock-based compensation - Note 15 | 2,380 | |||
Salary continuation and compensation costs | 2,116 | |||
Non-cash gain on fair value adjustment for warrant liabilities - Note 11 | 45 | |||
Accretion - Note 12 | 374 | |||
Phantom share compensation | 225 | |||
Amortization reduction of Sprott Royalty Obligation - Note 10 | (37) | |||
Reduction in asset retirement obligation | 0 | |||
Change in value of phantom shares | 0 | |||
Changes in operating assets and liabilities | (50,925) | |||
Net cash used in operating activities | (110,508) | |||
Net cash used in investing activities | (31,124) | |||
Cash flows from financing activities: | 188,705 | |||
Net (decrease) increase in cash and restricted cash | 47,073 | |||
Cash and restricted cash, end of period | 96,040 | 48,967 | ||
Cash and restricted cash, beginning of period | 96,040 | 48,967 | 48,967 | |
Total cash and restricted cash | 96,040 | 48,967 | 48,967 | 48,967 |
Restatement Adjustment | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Net loss | (3,722) | |||
Adjustments to reconcile net loss for the period to net cash used in operating activities: | ||||
Non-cash portion of interest expense - Note 10 | 0 | |||
Write-down of production inventories - Note 4 | 0 | |||
Impairment on equipment not in use - Note 5 | 0 | |||
Depreciation and amortization | 0 | |||
Stock-based compensation - Note 15 | 0 | |||
Salary continuation and compensation costs | 0 | |||
Non-cash gain on fair value adjustment for warrant liabilities - Note 11 | 3,722 | |||
Accretion - Note 12 | 0 | |||
Phantom share compensation | 0 | |||
Amortization reduction of Sprott Royalty Obligation - Note 10 | 0 | |||
Reduction in asset retirement obligation | 0 | |||
Change in value of phantom shares | 0 | |||
Changes in operating assets and liabilities | 0 | |||
Net cash used in operating activities | 0 | |||
Net cash used in investing activities | 0 | |||
Cash flows from financing activities: | 0 | |||
Net (decrease) increase in cash and restricted cash | 0 | |||
Cash and restricted cash, end of period | 0 | 0 | ||
Cash and restricted cash, beginning of period | 0 | 0 | 0 | |
Total cash and restricted cash | $ 0 | $ 0 | $ 0 | $ 0 |
Inventories - Schedule of inven
Inventories - Schedule of inventory (Details) $ in Thousands | Mar. 31, 2021USD ($)oz | Dec. 31, 2020USD ($)oz | Dec. 31, 2019USD ($)oz |
Amount | |||
Materials and supplies | $ | $ 6,282 | $ 6,449 | $ 2,559 |
Merrill-Crowe process plant | $ | 5,753 | 4,810 | 1,004 |
Carbon-in-column | $ | 2,750 | 299 | 478 |
Finished good (doré and off-site carbon) | $ | 4,165 | 1,309 | 412 |
Total | $ | $ 18,950 | $ 12,867 | $ 4,453 |
Gold Ounces | |||
Materials and supplies | oz | 0 | 0 | 0 |
Merrill-Crowe process plant | oz | 3,300 | 2,587 | 691 |
Carbon-in-column | oz | 1,703 | 166 | 474 |
Finished good (doré and off-site carbon) | oz | 2,489 | 710 | 278 |
Total | oz | 7,492 | 3,463 | 1,443 |
Inventories - Schedule of inv_2
Inventories - Schedule of inventory, Ore on leach pads (Details) $ in Thousands | Mar. 31, 2021USD ($)oz | Dec. 31, 2020USD ($)oz | Dec. 31, 2019USD ($)oz |
Amount | |||
Ore on leach pads, current | $ | $ 33,090 | $ 38,041 | $ 22,062 |
Ore on leach pads, non-current | $ | 9,243 | 7,243 | 0 |
Total | $ | $ 42,333 | $ 45,284 | $ 22,062 |
Gold Ounces | |||
Ore on leach pads, current | oz | 20,140 | 21,869 | 17,019 |
Ore on leach pads, non-current | oz | 5,626 | 4,164 | 0 |
Total | oz | 25,766 | 26,033 | 17,019 |
Debt, Net - Schedule of maturit
Debt, Net - Schedule of maturities of long-term debt (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Disclosure [Abstract] | ||
2021 | $ 20,821 | $ 5,274 |
2022 | 24,516 | 16,698 |
2023 | 24,508 | 23,948 |
2024 | 93,020 | 23,948 |
2025 | 96,771 | |
Total | 170,563 | 166,639 |
Less, original issue discount | (13,586) | (14,674) |
Less, debt issuance costs | (3,692) | (4,180) |
Total debt, net, current and non-current | $ 153,285 | $ 147,800 |
Debt, Net - Schedule of matur_2
Debt, Net - Schedule of maturities of long-term debt (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Disclosure [Abstract] | ||
2021 | $ 7,698 | |
2022 | 20,821 | $ 5,274 |
2023 | 24,516 | 16,698 |
2024 | 24,508 | 23,948 |
2025 | 93,020 | 23,948 |
Total | 170,563 | 166,639 |
Less, original issue discount, net of amortization ($3.4 million) | (13,586) | (14,674) |
Less, debt issuance costs, net of amortization ($0.4 million) | (3,692) | (4,180) |
Total debt, net, current and non-current | 153,285 | $ 147,800 |
Original issue discount, accumulated amortization | 3,400 | |
Debt issuance costs, accumulated amortization | $ 400 |
Income Taxes - Schedule of effe
Income Taxes - Schedule of effective income tax rate reconciliation (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||||
Loss before income taxes | $ (9,688,000) | $ (34,618,000) | $ (136,392,000) | $ (98,895,000) |
United States statutory income tax rate | 21.00% | 21.00% | ||
Income tax (benefit) at United States statutory income tax rate | $ (28,642,000) | $ (20,768,000) | ||
Change in valuation allowance | (146,794,000) | 24,609,000 | ||
Recapitalization transaction | 157,855,000 | 0 | ||
Cancellation of debt income | 15,360,000 | 0 | ||
State tax provision, net of federal benefit | 1,263,000 | (3,847,000) | ||
Warrant fair value adjustment | 790,000 | 0 | ||
Other | 168,000 | 6,000 | ||
Income Tax Benefit | $ 0 | $ 0 | $ 0 | $ 0 |
Loss Per Share - Schedule of ba
Loss Per Share - Schedule of basic and diluted loss per share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |||||
Earnings Per Share [Abstract] | ||||||||
Net loss | $ (9,688) | $ (34,618) | $ (136,392) | $ (98,895) | ||||
Weighted average shares outstanding | ||||||||
Basic (in shares) | 59,901,306 | [1] | 323,328 | [1] | 34,833,211 | [2] | 301,559 | [2] |
Diluted (in shares) | 59,901,306 | [1] | 323,328 | [1] | 34,833,211 | [2] | 301,559 | [2] |
Basic loss per common share (in dollars per share) | $ (0.16) | $ (107.07) | $ (3.92) | $ (327.95) | ||||
Diluted loss per common share (in dollars per share) | $ (0.16) | $ (107.07) | $ (3.92) | $ (327.95) | ||||
[1] | Retroactively restated March 31, 2020 for the reverse recapitalization. Refer to Note 3 - Recapitalization Transaction and Note 17 - Loss Per Share for further information. | |||||||
[2] | Retroactively restated for the reverse recapitalization. Refer to Note 2 - Summary of Significant Accounting Policies and Note 17 - Loss Per Share for further information. |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of fair value on recurring basis (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Liabilities: | |||
Warrant liabilities, non-current | $ 5,897 | $ 15,389 | $ 18 |
5-Year Private Warrants | |||
Liabilities: | |||
Warrant liabilities, non-current | 5,867 | 15,326 | 0 |
Seller Warrants | |||
Liabilities: | |||
Warrant liabilities, non-current | 28 | 63 | 18 |
Recurring | |||
Liabilities: | |||
Total | 5,897 | 15,389 | 1,608 |
Recurring | Level 2 | 5-Year Private Warrants | |||
Liabilities: | |||
Warrant liabilities, non-current | 5,869 | 15,327 | |
Recurring | Level 2 | Seller Warrants | |||
Liabilities: | |||
Warrant liabilities, non-current | $ 28 | $ 62 | $ 18 |
Fair Value Measurements - Sch_2
Fair Value Measurements - Schedule of fair value on recurring basis (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Liabilities: | |||
Warrant liabilities, non-current | $ 5,897 | $ 15,389 | $ 18 |
5-Year Private Warrants | |||
Liabilities: | |||
Warrant liabilities, non-current | 5,867 | 15,326 | 0 |
Seller Warrants | |||
Liabilities: | |||
Warrant liabilities, non-current | 28 | 63 | 18 |
Recurring | |||
Liabilities: | |||
Total | 5,897 | 15,389 | 1,608 |
Recurring | Level 3 | |||
Liabilities: | |||
Accrued compensation for phantom shares | 0 | 1,590 | |
Recurring | Level 2 | 5-Year Private Warrants | |||
Liabilities: | |||
Warrant liabilities, non-current | 5,869 | 15,327 | |
Recurring | Level 2 | Seller Warrants | |||
Liabilities: | |||
Warrant liabilities, non-current | $ 28 | $ 62 | $ 18 |