Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Mar. 13, 2024 | Jun. 30, 2023 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-38387 | ||
Entity Registrant Name | HYCROFT MINING HOLDING CORPORATION | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 82-2657796 | ||
Entity Address, Address Line One | PO Box 3030 | ||
Entity Address, City or Town | Winnemucca | ||
Entity Address, State or Province | NV | ||
Entity Address, Postal Zip Code | 89446 | ||
City Area Code | 775 | ||
Local Phone Number | 304-0260 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | false | ||
Document Financial Statement Error Correction | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 52,124,124 | ||
Entity Common Stock, Shares Outstanding | 21,005,192 | ||
Documents Incorporated by Reference | Portions of the registrant’s definitive Proxy Statement for its 2024 Annual Meeting of Stockholders are incorporated by reference into Part III of this Annual Report on Form 10-K. The Proxy Statement will be filed with the Securities and Exchange Commission within 120 days of the registrant’s fiscal year ended December 31, 2023. | ||
Entity Central Index Key | 0001718405 | ||
Amendment Flag | false | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2023 | ||
Class A common stock | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Class A common stock, par value $0.0001 per share | ||
Trading Symbol | HYMC | ||
Security Exchange Name | NASDAQ | ||
Warrants to purchase common stock | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Warrants to purchase common stock | ||
Trading Symbol | HYMCW | ||
Security Exchange Name | NASDAQ | ||
Warrants to purchase common stock | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Warrants to purchase common stock | ||
Trading Symbol | HYMCL | ||
Security Exchange Name | NASDAQ |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2023 | |
Audit Information [Abstract] | |
Auditor Firm ID | 659 |
Auditor Name | Moss Adams LLP |
Auditor Location | Dallas, Texas |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | |
Assets: | |||
Cash and cash equivalents | $ 106,210 | $ 141,984 | |
Prepaids and deposits – Note 3 | 3,326 | 2,840 | |
Supplies inventories, net – Note 4 | 1,834 | 2,808 | |
Income tax receivable | 1,530 | 1,530 | |
Interest receivable | 667 | 459 | |
Accounts receivable | 0 | 2,771 | |
Current assets | 113,567 | 152,392 | |
Property, plant, and equipment, net – Note 5 | 53,091 | 54,832 | |
Restricted cash – Note 6 | 26,340 | 33,982 | |
Assets held for sale – Note 7 | 7,148 | 7,148 | |
Prepaid Expense, Noncurrent | 1,547 | 600 | |
Prepaids – Note 3 | 600 | 600 | |
Total assets | 201,693 | 248,954 | |
Liabilities: | |||
Asset retirement obligation – Note 8 | 3,172 | 0 | |
Debt, net – Note 9 | 2,330 | 2,328 | |
Accounts payable and accrued expenses – Note 10 | 1,631 | 5,644 | |
Contract liabilities – Note 11 | 1,550 | 1,050 | |
Other liabilities – Note 12 | 3,063 | 3,011 | |
Current liabilities | 11,746 | 12,033 | |
Debt, net – Notes 9 and 21 | 142,617 | 132,690 | |
Deferred gain on sale of royalty – Note 13 | 29,839 | 29,837 | |
Asset retirement obligation – Note 8 | 4,801 | 10,302 | |
Warrant liabilities – Notes 14 and 21 | 26 | 786 | |
Other liabilities – Note 12 | 8 | 0 | |
Total liabilities | 189,037 | 185,648 | |
Commitments and contingencies – Note 23 | |||
Stockholders’ equity – Note 15 | |||
Common stock, $0.0001 par value; 1,400,000,000 shares authorized; 20,736,612 issued and outstanding at December 31, 2023, and 20,027,060 issued and outstanding at December 31, 2022 | 21 | 20 | |
Additional paid-in capital | 737,810 | 733,437 | |
Accumulated deficit | (725,175) | (670,151) | |
Total stockholders’ equity | 12,656 | 63,306 | [1] |
Total liabilities and stockholders’ equity | $ 201,693 | $ 248,954 | |
[1] The opening balance of shares of common stock outstanding for both periods presented reflects an increase of six shares of common stock for an adjustment made to the Company’s share ledger by its recordkeeper related to a transaction that occurred in May 2020. |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - $ / shares | Dec. 31, 2023 | Nov. 14, 2023 | Dec. 31, 2022 | Mar. 11, 2022 |
Statement of Financial Position [Abstract] | ||||
Common stock, par value (in USD per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | |
Common stock, authorized (in shares) | 1,400,000,000 | 1,400,000,000 | 1,400,000,000 | 1,400,000,000 |
Common stock, issued (in shares) | 20,736,612 | 20,027,060 | ||
Common stock, outstanding (in shares) | 20,736,612 | 20,027,060 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | ||
Income Statement [Abstract] | |||
Revenues – Note 15 | $ 0 | $ 33,229 | |
Cost of sales: | |||
Production costs | 0 | 30,756 | |
Mine site period costs – Note 2 | 13,720 | ||
Asset retirement obligation adjustments – Notes 2 and 8 | 0 | 4,701 | |
Depreciation and amortization – Note 2 | 0 | 3,361 | |
Write-down of supplies inventories – Notes 2 and 4 | 0 | 1,051 | |
Total cost of sales | 0 | 53,589 | |
Operating expenses: | |||
Projects, exploration, and development | 20,637 | 18,355 | |
General and administrative | 12,673 | 14,367 | |
Mine site period costs – Note 2 | 11,886 | ||
Depreciation and amortization – Note 2 | 2,814 | 0 | |
Accretion – Note 8 | 1,087 | 408 | |
Write-down of supplies inventories – Notes 2 and 4 | 495 | 0 | |
Gain on settlement of accrued liability | (1,151) | 0 | |
Asset retirement obligation adjustments – Notes 2 and 8 | (2,887) | 0 | |
Loss from operations | (45,554) | (53,490) | |
Other (expense) income: | |||
Interest expense – Note 9 | (18,467) | (18,481) | |
Interest income | 8,278 | 2,313 | |
Gain on sale of assets, net of commissions | 544 | 3,948 | |
Fair value adjustment to warrants – Notes 14 and 21 | 175 | (159) | |
Gain on extinguishment of debt – Note 9 | 0 | 5,041 | |
Net loss | $ (55,024) | $ (60,828) | |
Loss per share | |||
Basic (in USD per share) | [1] | $ (2.61) | $ (3.58) |
Diluted (in USD per share) | [1] | $ (2.61) | $ (3.58) |
Weighted average shares outstanding | |||
Basic (in shares) | [1] | 21,113,516 | 16,977,306 |
Diluted (in shares) | [1] | 21,113,516 | 16,977,306 |
[1] On November 14, 2023, the Company effectuated a reverse stock split with a ratio of 1-for-10. All share and per share information has been retroactively adjusted to give effect to the reverse stock split for all periods presented. |
CONSOLIDATED STATEMENTS OF OP_2
CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) | Nov. 14, 2023 | Mar. 15, 2022 | Mar. 14, 2022 |
Income Statement [Abstract] | |||
Split conversion ratio | 0.1 | 0.1 | 0.1 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Cash flows used in operating activities: | ||
Net loss | $ (55,024) | $ (60,828) |
Adjustments to reconcile net loss for the period to net cash used in operating activities: | ||
Non-cash portion of interest expense – Note 9 | 12,255 | 13,149 |
Depreciation and amortization – Notes 2 and 5 | 2,814 | 3,356 |
Stock-based compensation – Note 17 | 2,920 | 2,469 |
Accretion – Note 8 | 1,087 | 408 |
Impairment charges and write-downs – Notes 4, 5, and 7 | 495 | 1,051 |
Non-cash (gain) loss on fair value adjustment for warrant liabilities – Notes 14 and 21 | (175) | 159 |
Gain on sale of assets, net of commissions | (544) | (3,948) |
Gain on settlement of accrued liability | (1,151) | 0 |
Asset retirement obligation adjustments – Note 8 | (3,416) | 4,701 |
Gain on extinguishment of debt – Note 9 | 0 | (5,041) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 2,774 | (2,774) |
Contract liabilities – Note 11 | 500 | 1,050 |
Supplies inventories – Note 4 | 479 | 1,464 |
Interest receivable | (208) | (459) |
Prepaids and deposits – Note 3 | (1,991) | (498) |
Accounts payable and accrued expenses – Note 10 | (2,330) | (3,786) |
Production-related inventories | 0 | 15,808 |
Other liabilities – Note 12 | 67 | (1,136) |
Net cash used in operating activities | (41,448) | (34,855) |
Cash flows (used in) provided by investing activities: | ||
Additions to property, plant, and equipment | (1,070) | (951) |
Proceeds from sale of assets – Note 5 | 563 | 2,714 |
Proceeds from assets held for sale, net of commissions expense – Note 7 | 0 | 6,574 |
Net cash (used in) provided by investing activities | (507) | 8,337 |
Cash flows (used in) provided by financing activities: | ||
Proceeds from issuance of common stock and warrants, net of issuance expenses – Note 15 | 867 | 188,859 |
Principal payments on debt and finance leases – Note 15 | (2,328) | (33,010) |
Net cash (used in) provided by financing activities | (1,461) | 155,849 |
Net (decrease) increase in cash, cash equivalents, and restricted cash | (43,416) | 129,331 |
Cash, cash equivalents, and restricted cash, beginning of period | 175,966 | 46,635 |
Cash, cash equivalents, and restricted cash, end of period | 132,550 | 175,966 |
Reconciliation of cash, cash equivalents, and restricted cash: | ||
Cash and cash equivalents | 106,210 | 141,984 |
Restricted cash | 26,340 | 33,982 |
Total cash, cash equivalents, and restricted cash | $ 132,550 | $ 175,966 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT) - USD ($) $ in Thousands | Total | Common Stock | Common Stock Previously Reported | Additional Paid-in Capital | Accumulated Deficit | ||
Beginning balance (in shares) at Dec. 31, 2021 | [1] | 6,043,340 | |||||
Beginning balance at Dec. 31, 2021 | $ (68,494) | $ 6 | $ 540,823 | $ (609,323) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock (in shares) | [1] | 13,687,006 | |||||
Issuance of common stock and warrants – Note 15 | 187,496 | $ 14 | 187,482 | ||||
Vesting of restricted stock units (in shares) | [1] | 111,496 | |||||
Vesting of restricted stock units – Note 17 | 727 | 727 | |||||
5-Year Private Warrants transferred to 5-Year Public Warrants – Notes 13 and 15 | 42 | 42 | |||||
Stock issuance - other (in shares) | [1] | 185,218 | |||||
Stock issuance – other – Note 15 | 1,907 | 1,907 | |||||
Stock-based compensation costs | 2,456 | 2,456 | |||||
Net loss | (60,828) | (60,828) | |||||
Ending balance (in shares) at Dec. 31, 2022 | [1] | 20,027,065 | [2] | 20,027,060 | |||
Ending balance at Dec. 31, 2022 | [2] | 63,306 | $ 20 | 733,437 | (670,151) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock (in shares) | [1] | 523,329 | |||||
Issuance of common stock and warrants – Note 15 | 867 | $ 1 | 866 | ||||
Vesting of restricted stock units (in shares) | [1] | 186,218 | |||||
Vesting of restricted stock units – Note 17 | 0 | 0 | |||||
5-Year Private Warrants transferred to 5-Year Public Warrants – Notes 13 and 15 | 585 | 585 | |||||
Stock-based compensation costs | 2,922 | 2,922 | |||||
Net loss | (55,024) | (55,024) | |||||
Ending balance (in shares) at Dec. 31, 2023 | [1] | 20,736,612 | |||||
Ending balance at Dec. 31, 2023 | $ 12,656 | $ 21 | $ 737,810 | $ (725,175) | |||
[1] On November 14, 2023, the Company effectuated a reverse stock split with a ratio of 1-for-10. All share and per share information has been retroactively adjusted to give effect to the reverse stock split for all periods presented. The opening balance of shares of common stock outstanding for both periods presented reflects an increase of six shares of common stock for an adjustment made to the Company’s share ledger by its recordkeeper related to a transaction that occurred in May 2020. |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (Parentheticals) | Dec. 31, 2022 shares | |
Common Stock | ||
Shares outstanding (in shares) | 20,027,065 | [1],[2] |
Revision of Prior Period, Adjustment | Common Stock | ||
Shares outstanding (in shares) | 6 | |
[1] On November 14, 2023, the Company effectuated a reverse stock split with a ratio of 1-for-10. All share and per share information has been retroactively adjusted to give effect to the reverse stock split for all periods presented. The opening balance of shares of common stock outstanding for both periods presented reflects an increase of six shares of common stock for an adjustment made to the Company’s share ledger by its recordkeeper related to a transaction that occurred in May 2020. |
Company Overview
Company Overview | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Company Overview | Company Overview Hycroft Mining Holding Corporation and its subsidiaries (collectively, “Hycroft,” the “Company,” “we,” “us,” “our,” “it,” or “HYMC”) is a U.S.-based gold and silver company that is focused on exploring and developing the Hycroft Mine in a safe, environmentally responsible, and cost-effective manner. The Hycroft Mine is located in the State of Nevada and the Company’s corporate office is located in Winnemucca, Nevada. The Company restarted pre-commercial scale 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. The Company operated the Hycroft Mine until November 2021, when it discontinued active mining operations as a result of the then-current and expected ongoing cost pressures for many of the reagents and consumables used at the Hycroft Mine and to further determine the most effective processing method for the sulfide ore. In March 2023, the Company, along with its third-party consultants, completed and filed the Hycroft Property Initial Assessment Technical Report Summary Humboldt and Pershing Counties, Nevada (“2023 Hycroft TRS”) that included a mineral resource estimate utilizing a pressure oxidation (“POX”) process for sulfide and transition mineralization and heap leaching process for oxide mineralization. The Company will continue to build on the work and investigate opportunities identified through progressing the technical and data analyses leading up to the 2023 Hycroft TRS. In March 2022, the Company completed a sale to selected investors (the “Private Placement Offering”), and an at-the-market public offering program (“ATM Program”) that raised gross proceeds of $194.4 million before issuance costs. Beginning on November 17, 2023, the Company again began accessing the ATM Program, and as of December 31, 2023 sold an additional 523,328 shares of common stock for aggregate gross proceeds, before commissions and offering expenses, of $1.1 million. As of December 31, 2023, there were $360.3 million shares of common stock available for issuance under the ATM Program. The net proceeds from the ATM Program are expected to be used for general corporate purposes, which may include the repayment, refinancing, redemption, or repurchase of existing indebtedness, exploration, working capital, or capital expenditures and other investments. On November 14, 2023, the Company effectuated a 1-for-10 reverse stock split. The reverse stock split was intended to increase the price per share of the Company’s common stock to allow the Company to demonstrate compliance with the $1.00 minimum bid price requirement for continued listing on the Nasdaq Stock Market LLC (“Nasdaq”). |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 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”). During the year ended December 31, 2022, the Company completed processing of gold and silver ore previously placed on leach pads prior to ceasing mining operations in November 2021. As a result, the Company did not generate Revenues or incur Cost of sales during the year ended December 31, 2023. Accordingly, effective January 1, 2023, the Company began reporting amounts for Mine site period costs, Asset retirement obligation adjustments, Depreciation and amortization, and Write-down of supplies inventories as Operating expenses as this presentation aligns with the manner in which the business is currently viewed and managed while the Company conducts activities for developing the Hycroft Mine and recommencing mining operations. Liquidity As of December 31, 2023, the Company had available unrestricted cash on hand of $106.2 million and net working capital of $101.8 million, which is expected to provide it with the necessary liquidity to fund its operating and investing requirements and future obligations as they become due within the next 12 months from the date of this filing. On November 17, 2023, the Company again began accessing the ATM Program, and as of December 31, 2023, sold an additional 523,328 shares of common stock for aggregate gross proceeds, before commissions and offering expenses, of $1.1 million. As of December 31, 2023, there were $360.3 million shares of common stock available for issuance under the ATM Program. The Company also made additional voluntary prepayments of $38.0 million in January 2024, with $34.7 million related to the first lien loan and $3.3 million related to additional interest. See Note 26 – Subsequent Events for additional details. The Company will continue to evaluate alternatives to raise additional capital necessary to fund the future exploration and development of the Hycroft Mine and will continue to explore other strategic initiatives to enhance stockholder value. Historically, the Company has been dependent on various forms of debt and equity financing to fund its business. While the Company has been successful in the past raising funds through equity and debt financings, no assurance can be given that additional financing will be available to it in amounts sufficient to meet the Company’s needs or on terms acceptable to the Company. In the event that funds are not available, the Company may be required to materially change its business plan. Use of estimates The preparation of the Company’s consolidated financial statements requires management to make estimates and assumptions that affect amounts reported in these consolidated financial statements and accompanying notes. The more significant areas requiring the use of management estimates and assumptions relate to: the useful lives of long-lived assets; estimates of mineral resources; estimates of life-of-mine production timing, volumes, costs, and prices; future mining and future 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 long-lived assets 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 consolidated financial statements, and such differences could be material. Accordingly, amounts presented in these consolidated financial statements are not indicative of results that may be expected for future periods. Reclassification of prior year presentation During the year ended December 31, 2022, the Company completed processing of gold and silver ore previously placed on leach pads prior to ceasing mining operations in November 2021. As a result, the Company did not generate Revenues or incur Cost of sales during the year ended December 31, 2023. Accordingly, effective January 1, 2023, the Company began reporting amounts for Mine site period costs and Depreciation and amortization as Operating expenses as this presentation aligns with the manner in which the business is currently viewed and managed while the Company conducts activities for developing the Hycroft Mine and recommencing mining operations. On November 14, 2023, the Company effectuated a reverse stock split with a ratio of 1-for-10. All share and per share information has been retroactively adjusted to give effect to the reverse stock split for all periods presented. The shares of Common Stock retained a par value of $0.0001 per share. The total number of authorized shares of Common Stock and preferred stock will not be reduced and remain at 1,400,000,000 and 10,000,000 shares, respectively. Cash and cash equivalents During 2022, the Company invested in the AAAm rated U.S. Government Money Market Funds that are readily convertible to cash and, as such, the Company has included them in Cash and cash equivalents . As of December 31, 2023, cash consisted of the Company’s cash and money market fund balances. The Company has not experienced any losses on cash balances and believes that no significant risk of loss exists with respect to its cash. Supplies inventories, net Supplies are valued at the lower of average cost or net realizable value. Cost includes applicable taxes and freight. The Company monitors its supplies for turnover and obsolescence and records losses for excess and obsolete inventory, as appropriate. Accounts receivable Accounts receivable consists of amounts due from customers for gold and silver sales. The Company evaluates the customers’ credit risk, payment history, and financial condition to determine whether an allowance for doubtful accounts is necessary. The Company collected the outstanding Accounts receivable balance during the first three months of 2023. Property, plant, and equipment, 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). 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 5 – Property, Plant, and Equipment, Net for additional information. Impairment of long-lived assets The Company’s long-lived assets consist of Note 5 – Property, Plant, and Equipment, Net . 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. 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 and estimates of fair value are based on numerous assumptions and are subject to significant risks and uncertainties. See Note 5 – Property, Plant, and Equipment, Net for additional information. During the year ended December 31, 2023, the Company determined a triggering event had occurred as the Company does not expect to have significant revenue or cash flows from operations for the foreseeable future. In addition, the 2023 Hycroft TRS does not include estimates of mineral reserves. As a result, the Company does not have a basis for projecting future cash flows on an undiscounted basis. The Company used a market-based approach for determining fair value based on sales transactions of comparable assets. Because the Company’s estimated fair value of long-lived assets held and used exceeded their carrying value, the Company determined no impairment of long-lived assets was necessary at December 31, 2023. During the year ended December 31, 2022, the Company determined a triggering event had occurred as the Company completed processing of gold and silver ore previously placed on leach pads prior to ceasing mining operations and, as such, the Company does not expect to have significant revenue or cash flows from operations during 2023. In addition, the 2023 Hycroft TRS does not include estimates of mineral reserves. As a result, the Company does not have a basis for projecting future cash flows on an undiscounted basis. The Company used a market-based approach for determining fair value based on sales transactions of comparable assets. Because the Company’s estimated fair value of long-lived assets held and used exceeded their carrying value, the Company determined no impairment of long-lived assets was necessary at December 31, 2022. Restricted cash The Restricted cash balance is primarily held as collateral for surety bonds that the Company uses to fulfill financial assurance obligations related to reclamation activity (see Note 8 – Asset Retirement Obligation for further detail). Additionally, interest received on cash collateral balances is restricted as to its use and is included as an increase to Restricted cash with a corresponding recognition of Interest income when earned. Restricted cash is excluded from cash and is listed separately on the Consolidated Balance Sheets. As of December 31, 2023 and December 31, 2022, the Company held $26.3 million and $34.0 million in Restricted cash , respectively. See Note 6 – Restricted Cash for additional information. Assets held for sale The Company classifies long-lived assets or disposal groups to be sold as held for sale in the period in which all of the following criteria are met: (i) management, having the authority to approve the action, commits to a plan to sell the asset or disposal group; (ii) the asset or disposal group is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such assets or disposal groups; (iii) an active program to locate a buyer and other actions required to complete the plan to sell the asset or disposal group have been initiated; (iv) the sale of the asset or disposal group is probable, and transfer of the asset or disposal group is expected to qualify for recognition as a completed sale within one year, except if events or circumstances beyond our control extend the period of time required to sell the asset or disposal group beyond one year; (v) the asset or disposal group is being actively marketed for sale at a price that is reasonable in relation to its current fair value; and (vi) actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. The Company initially measures a long-lived asset or disposal group that is classified as held for sale at the lower of its carrying value or fair value less any costs to sell. Any loss resulting from this measurement is recognized in the period in which the held for sale criteria are met. Conversely, gains are not recognized on the sale of a long-lived asset or disposal group until the date of sale. The Company assesses the fair value of a long-lived asset or disposal group less any costs to sell each reporting period it remains classified as held for sale and report any subsequent changes as an adjustment to the carrying value of the asset or disposal group, as long as the new carrying value does not exceed the carrying value of the asset at the time it was initially classified as held for sale. Upon determining that a long-lived asset or disposal group meets the criteria to be classified as held for sale, the Company ceases depreciation and reports long-lived assets and/or the assets and liabilities of the disposal group as Assets held for sale , in our Consolidated Balance Sheets. 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 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. As the Company’s 2023 Hycroft TRS did not include mineral reserves, the Company’s policy is to expense all asset retirement costs as incurred. In addition, once the Company establishes mineral reserves, asset retirement costs will be capitalized as part of the related asset’s carrying value and 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. Contract liabilities The Company’s Contract liabilities consist of deposits received toward the purchase of Assets held for sale. The Company records the deposits as Contract liabilities until: (i) risk of loss and title to the equipment is transferred to the buyer and the sale is considered complete; (ii) there are no remaining performance obligations, and substantially all of the consideration received is non-refundable; or (iii) the contract has been terminated, and the consideration received from the customer is nonrefundable. Deferred gain on sale of royalty The Company’s Deferred gain on sale of royalty is carried at amortized cost with reductions calculated by dividing actual gold and silver production by the estimated total life-of-mine production from mineral reserves. Any updates to 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 Deferred gain on sale of royalty are recorded to Production costs, which is included in Cost of sales . A portion of the Company’s Deferred gain on sale of royalty was previously classified as current based upon the estimated gold and silver expected to be produced over the next 12 months. The Deferred gain on sale of royalty and its embedded features do not meet the requirements for derivative accounting. 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. Historically, the majority of sales have been in the form of doré bars, but the Company also sells gold and silver laden carbon and slag, a by-product. During the year ended December 31, 2022, a majority of sales were attributable to the latter. All sales are final. Projects, exploration, and development Costs incurred for exploration, development and other project related expenses that do not qualify for capitalization are expensed within Projects, exploration, and development , which is included in Operating expenses on the Consolidated Statements of Operations. Projects, exploration, and development costs include expenditures for: (i) publishing technical studies; (ii) conducting geological studies; (iii) oversight and project management; and (iv) drilling, engineering, and metallurgical activities related to exploration and development. Mine site period costs Mine site period costs are costs related to care and maintenance activities at the Hycroft Mine, costs of activities that do not qualify for capitalization to Production-related inventories and adjustments to production inventories that are 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 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 silver by-product. Effective January 1, 2023, the Company began reporting amounts for Mine site period costs as Operating expenses as this presentation aligns with the manner in which the business is currently viewed and managed while the Company conducts activities for developing the Hycroft Mine and recommencing mining operations. The following table summarize the components of Mine site period costs (in thousands): Year Ended December 31, 2023 2022 Production related costs $ — $ 13,328 Capitalized depreciation and amortization — 392 Total $ — $ 13,720 Operating expense related costs $ 11,886 $ — 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 records forfeitures as they occur. See Note 17 – Stock-Based Compensation for additional information. Fair value measurements The Financial Accounting Standards Board’s (the “FASB”) 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, net , and Accounts payable and accrued expenses, are carried at cost, which approximates their fair value due to the short-term nature of these instruments. See Note 21 – Fair Value Measurements for additional information. Warrants Warrant liabilities The Company accounts for certain warrants to purchase shares of the Company’s common stock that were issued to the special purpose acquisition company (“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 Sheets. These warrants are subject to remeasurement at each balance sheet date and any change in fair value is recognized as a component of Other expenses on the Consolidated Statements 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 Sheets with no subsequent remeasurement of the fair value. Equity classified warrants Warrants that are considered indexed to the Company’s own stock, which are not required to be recorded as a liability, are measured at fair value at the date of issuance and included in Additional paid-in capital on the Consolidated Balance Sheets and do not require subsequent remeasurement of the fair value. 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 18 – 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. Recently adopted accounting pronouncements In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 changes the way entities measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. For emerging growth companies, the new guidance is effective for annual periods beginning after January 1, 2023. The Company adopted ASU 2016-13 as of January 1, 2023, with no material impact on its Financial Statements or the related disclosures, as all outstanding Accounts receivable have been collected. In April 2019, the FASB issued ASU No. 2019-04, Codification Improvements to Topic 326, Financial Instruments—Credit Losses; Topic 815, Derivatives and Hedging; and Topic 825, Financial Instruments (“ASU 2019-04”). ASU 2019-04 clarifies certain aspects of accounting for credit losses, hedging activities, and financial instruments. For emerging growth companies, the new guidance is effective for annual periods beginning after January 1, 2023. The Company adopted ASU 2019-04 as of January 1, 2023, with no impact on its Financial Statements or the related disclosures, as all outstanding Accounts receivable have been collected, and as such, there is no need to assess allowance for doubtful accounts. In March 2020, the FASB issued authoritative guidance which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts, hedging relationships, and other transactions that reference the London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued because of reference rate reform and was effective for all entities upon issuance on March 12, 2020, through December 31, 2022. ASU 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848, defers the expiration date of Topic 848 to December 31, 2024 to realign with the revised cessation date for LIBOR. The guidance permits a company to elect certain optional expedients and exceptions when affected by the changes in reference rate reform. As of July 1, 2023, the Company amended the Second Amended and Restated Credit Agreement, dated as of March 30, 2022, by and between the Company and Sprott Private Resource Lending II (Collector), LP, Sprott Resource Lending Corp., and certain subsidiaries of the Company as guarantors (“Second A&R Agreement”), to replace LIBOR with the Secured Overnight Financing Rate (“SOFR”) by entering into the Second Amendment to Second A&R Agreement (“Second Amendment to Second A&R Agreement”). The Company has elected to adopt the optional expedients, which allow for the update from LIBOR to SOFR in the Second A&R Agreement to be accounted for as a modification rather than an extinguishment. The Company does not expect any further impact to the Financial Statements as the Second A&R Agreement is the only debt instrument that references LIBOR. Accounting pronouncements not yet adopted In March 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities to Contractual Sale Restrictions (“ASU 2022-03”). For emerging growth companies, the new guidance is effective for annual periods beginning after December 15, 2023. The Company is currently evaluating the impact that adopting this update will have on its financial statement disclosures. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280)—Improvements to Reportable Segment Disclosures. The ASU requires that an entity disclose significant segment expenses impacting profit and loss that are regularly provided to the chief operating decision maker. The update is required to be applied retrospectively to prior periods presented, based on the significant segment expense categories identified and disclosed in the period of adoption. The amendments in this ASU are required to be adopted for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact that adopting this update will have on its financial statement disclosures. |
Prepaids and Deposits
Prepaids and Deposits | 12 Months Ended |
Dec. 31, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaids and Deposits | Prepaids and Deposits The following table provides the components of Prepaids and deposits (in thousands): Year Ended December 31, 2023 2022 Current prepaids and deposits: Prepaids: Insurance $ 1,631 $ 1,221 Mining claims 400 400 Permitting fees 95 95 Surety bond fees 643 446 License fees 280 287 Other 73 154 Deposits 204 238 Total current prepaids and deposits $ 3,326 $ 2,840 Non-current prepaids: Insurance $ 947 $ — Royalty – advance payment on Crofoot Royalty 600 600 Total non-current prepaids $ 1,547 $ 600 Royalty – advance payment As of December 31, 2023 and 2022, royalty-advance payments included 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 previous owners of certain patented and unpatented mining claims. See Note 24 – Commitments and Contingencies for further detail. Insurance – non-current During the year ended December 31, 2023, the Company purchased directors and officers insurance that extends coverage through September 2025. |
Supplies Inventories, Net
Supplies Inventories, Net | 12 Months Ended |
Dec. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Supplies Inventories, Net | Supplies Inventories, Net At December 31, 2023 and December 31, 2022, Supplies inventories, net was $1.8 million and $2.8 million, respectively. The Company maintains inventory reserves to account for potential losses due to inventory obsolescence, damage, or other factors that could affect the value of its inventory. As of December 31, 2023 and December 31, 2022, the Company recognized a Write-down of supplies inventories on the Consolidated Statement of Operations of $0.5 million and $1.1 million, respectively, for obsolete and slow moving supplies inventories . |
Property, Plant and Equipment,
Property, Plant and Equipment, Net | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, Net | Property, Plant, and Equipment, Net The following table provides the components of Property, plant, and equipment, net (in thousands): Depreciation Life Year Ended December 31, 2023 2022 Production leach pads Units-of-production $ 11,190 $ 11,190 Test leach pads 18 months 6,241 6,241 Process equipment 5 - 15 years 17,556 17,302 Buildings and leasehold improvements 10 years 9,419 9,280 Mine equipment 5 - 7 years 4,732 4,872 Vehicles 3 - 5 years 1,700 1,578 Furniture and office equipment 7 years 713 370 Mineral properties Units-of-production 50 — Construction in progress and other 35,504 35,721 87,105 86,554 Less, accumulated depreciation and amortization (34,014) (31,722) Total $ 53,091 $ 54,832 Depreciation expense related to Property, plant, and equipment, net was $2.8 million and $3.4 million for the years ended December 31, 2023 and December 31, 2022, respectively. Leach pads The Company has historically recorded depreciation on its test leach pads over the test pads’ estimated remaining useful life. An estimated useful life of 18 months was based upon the expectation of when the tests would be completed. During the year ended December 31, 2022, the Company’s test leach pads were fully depreciated. Construction in progress and other |
Restricted Cash
Restricted Cash | 12 Months Ended |
Dec. 31, 2023 | |
Cash and Cash Equivalents [Abstract] | |
Restricted Cash | Restricted Cash The following table provides the components of Restricted cash (in thousands): Year Ended December 31, 2023 2022 Reclamation and other surety bond cash collateral $ 26,287 $ 33,929 Credit card collateral 53 53 Total $ 26,340 $ 33,982 As of both December 31, 2023 and December 31, 2022, the Company’s surface management surety bonds totaled $58.7 million. In both periods, $58.3 million secured the financial assurance requirements for the Hycroft Mine. The remaining portion is related to the financial assurance requirements for the adjacent water supply well field and exploration. Events or circumstances that would necessitate the guarantor’s performance include a deteriorating financial condition or a breach of contract. Periodically, the Company may need to provide collateral to support these instruments. When the specified requirements are met, the party holding the related instrument cancels and/or returns it to the issuing entity. The Company is confident that it currently complies with all relevant bonding obligations and will be able to meet future bonding requirements through existing methods or alternative solutions as they arise. In the fourth quarter of 2023, the Company released $9.1 million from its surety bond cash collateral. The financial assurance requirement for the adjacent water supply well field and exploration within the project boundary was reduced to $0.4 million during the second quarter of 2022. This reduction was achieved by canceling a $1.0 million surety bond and replacing it with a $0.4 million increase to an existing surety bond. The $1.0 million surety bond was collateralized with $0.3 million cash which, upon cancellation, was returned to the Company. The $0.4 million increase to the existing surety bond was achieved without additional cash collateral. During the years ended December 31, 2023 and December 31, 2022, the Company earned $1.6 million and $0.4 million of Interest income on its Restricted cash . Interest received on cash collateral balances is restricted as to its use and is included as an increase to Restricted cash with a corresponding recognition of Interest income |
Assets Held For Sale
Assets Held For Sale | 12 Months Ended |
Dec. 31, 2023 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Assets Held For Sale | Assets Held For Sale As of December 31, 2023 and December 31, 2022, the Company’s Assets held for sale was comprised of equipment not-in-use of $7.1 million. In August 2022, the Company entered into an Equipment Purchase Agreement to sell one ball mill and one semi-autogenous (“SAG”) mill for consideration of $12.0 million. The Company amended the Equipment Purchase Agreement in December 2022 to include one sub-station transformer (collectively, “Equipment”) for an additional amount of $1.6 million for a total amended agreement amount of $13.6 million of which the Company has received payments totaling $1.1 million through year end 2022. Under the terms of the agreement, the final payment was due December 31, 2022, and the buyer was permitted to extend the payment for all or any portion of the final payment of $12.5 million up to and including June 30, 2023 provided that the buyer paid the Company interest at a rate of 5% per annum on any outstanding balance for the ball mill and SAG mill from January 1, 2023, through March 31, 2023, and 7.5% per annum on any outstanding balance from April 1, 2023, until June 30, 2023. As such, the Company received required, monthly interest payments totaling $0.8 million and Nil for the years ended December 31, 2023 and December 31, 2022, respectively. The buyer has never been delinquent in making principal or interest payments. In addition, the agreement requires the buyer to reimburse the Company for certain holding costs related to the Equipment. These costs are recorded as an offset to the expense included in the Consolidated Statement of Operations . The Equipment Purchase Agreement was subsequently amended three additional times in 2023 (January 27, 2023, May 15, 2023, and December 29, 2023) and the final payment period was extended up to and including June 30, 2024. Together the original agreement and the four amendments make up the entire agreement and allows for the sale of some or all of the Equipment to third parties and for the buyer to terminate all or a portion of the Equipment Purchase Agreement and the Company received non-refundable deposit payments totaling $0.5 million in the year ended December 31, 2023, for a total of $1.6 million received to date. As of December 31, 2023, the outstanding balance related to the Equipment Purchase Agreement was $12.1 million. Effective March 1, 2024, the buyer terminated a portion of the agreement. See Note 26 – Subsequent Events for additional information. As of December 31, 2023, the remaining Assets held for sale that are not included in the Equipment Purchase Agreement discussed above are being marketed for sale. The Company has received interest from potential purchasers. It is the Company’s intention to sell these assets within the upcoming year. A summary of the Company’s completed sales of equipment included in Assets held for sale during the year ended December 31, 2022: • In February 2022, the Company completed the sale of a regrind mill for gross proceeds of $1.3 million. • In August 2022, the Company completed the sale of the mine equipment for gross proceeds of $0.1 million. • In December 2022, the Company completed the sale of the dual pinion ball mill and related assets for gross proceeds of $6.3 million, reduced by a commissions expense calculated as 17.5% of total gross proceeds less certain other selling expenses. As of December 31, 2023, the Company still held title to and risk of loss of the one ball mill, one SAG mill, and one sub-station transformer and, as such, all payments received toward the purchase of these assets have been included in Contract liabilities. See Note 11 – Contract Liabilities below for additional information. As of December 31, 2023 and 2022, the Company estimated the fair value of the Assets held for sale and determined that the fair value estimate exceeded the carrying value and as such no impairment loss was recorded. |
Asset Retirement Obligation
Asset Retirement Obligation | 12 Months Ended |
Dec. 31, 2023 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Asset Retirement Obligation | Asset Retirement Obligation The following table summarizes changes in the Company’s Asset Retirement Obligation (“ARO”) (in thousands): Year Ended December 31, 2023 2022 Balance, beginning of period $ 10,302 $ 5,193 Accretion 1,087 408 Liabilities reduced (529) — 10,860 5,601 Changes in estimates (2,887) 4,701 Total, end of period $ 7,973 $ 10,302 Current $ 3,172 $ — Non-current $ 4,801 $ 10,302 During the years ended December 31, 2023 and 2022, the Company recorded a change in estimate to the ARO of a $2.9 million reduction and $4.7 million increase, respectively. The change in estimate during the year ended December 31, 2023, reflected a net decrease in estimate attributable to the completion of part of the Crofoot leach pad re-sloping and the change in timing of water treatment Phases 2 and 3, and evaporation over a three-year period at the end of the mine life, partly offset by increased labor and equipment costs. In accordance with the change in estimate, the Company recorded a reduction in expense of $2.9 million as the Company does not have mineral reserves, and accordingly, all costs are expensed until such time that it declares mineral reserves. The change in estimate during the year ended December 31, 2022, was due to updated assumptions regarding cost estimate, regulatory changes requiring additional sloping, and timing of costs for reclamation activities associated with the Crofoot leach pad. In accordance with the change in estimate, the Company recorded an expense of $4.7 million as the Company does not have mineral reserves and accordingly all costs are expensed until such time that it declares mineral reserves. The Company estimates that reclamation expenditures will be made in 2024 and that reclamation work will be completed by the end of 2065. Any underestimate or unanticipated reclamation costs or any changes in governmental reclamation requirements could require us to record or incur additional reclamation costs. |
Debt, Net
Debt, Net | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Debt, Net | Debt, Net The following table summarizes the components of Debt, net (in thousands): Year Ended December 31, 2023 2022 Debt, net, current: Sprott Credit Agreement, including $2.2 million additional interest $ 2,200 $ 2,200 Note payable 130 128 Total $ 2,330 $ 2,328 Debt, net, non-current: Sprott Credit Agreement, including $1.1 million additional interest and net of original issue discount ($10.5 million, net) $ 42,530 $ 42,503 Subordinated Notes 101,639 92,080 Note payable 76 205 Less, debt issuance costs (1,628) (2,098) Total $ 142,617 $ 132,690 The following table summarizes the Company’s contractual payments of Debt, net , including current maturities, for the five years subsequent to December 31, 2023 (in thousands): 2024 $ 2,329 2025 1,154 2026 22 2027 151,329 2028 — Total 154,834 Less, original issue discount, net of accumulated amortization ($11.9 million) (8,259) Less, debt issuance costs, net of accumulated amortization ($3.3 million) (1,628) Total debt, net $ 144,947 Interest expense The following table summarizes the components of recorded Interest expense (in thousands): Year Ended December 31, 2023 2022 Sprott Credit Agreement (1) $ 6,206 $ 5,310 Subordinated Notes (2) 9,565 9,620 Amortization of original issue discount 2,227 2,840 Amortization of debt issuance costs (3) 463 689 Other interest expense 6 22 Total $ 18,467 $ 18,481 (1) As of both December 31, 2023 and 2022, the Amended and Restated Credit Agreement (the “Sprott Credit Agreement”) bears interest monthly at a floating rate not less than 8.5% and the current effective interest rate was 14.4%. (2) The 10% Senior Secured Notes (“Subordinated Notes”) bear interest at 10.0% per annum (non-cash), payable in-kind on a quarterly basis. (3) As of both December 31, 2023 and 2022, the effective interest rate for the amortization of the discount and issuance costs was 1.6%. The Company capitalizes interest to Property, plant, and equipment, net for construction projects in accordance with ASC Topic 835, Interest . Interest expense incurred under the Subordinated Notes is payable-in-kind. In May 2021, the Company began paying cash for interest expense incurred under the Sprott Credit Agreement. Prior to May 2021, interest expense incurred under the Sprott Credit Agreement was payable-in-kind. 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. On February 28, 2022, the Company entered into the February 2022 Waiver and Amendment with Sprott Private Resource Lending II (Collector) and LP (the “Lender”). Pursuant to the February 2022 Waiver and Amendment, the Lender: (i) waived the Company’s obligation under the Sprott Credit Agreement (as then amended in 2020) to maintain at least $9.0 million of Unrestricted Cash on the last day of each calendar month during the period ending May 10, 2022 (the “Waiver Period”), provided that, the Company maintained at least $7.5 million of Unrestricted Cash on the last day of February 2022 and at least $9.0 million on the last day of each month thereafter during the Waiver Period; (ii) waived all obligations of the Company to prepay the facility with the net cash proceeds of any Mill Asset Sales (as defined in the February 2022 Waiver and Amendment) until the earlier of: (a) the date on which the Company completes a private placement or other offering or issuance of its equity securities (the “Offering Date”); and (b) March 31, 2022; and (iii) extended the payment due date for the additional February interest payment and the February principal payment until the earlier of: (a) the Offering Date; and (b) March 31, 2022. Further, pursuant to the February 2022 Waiver and Amendment, any failure by the Company to comply with the terms of the preceding sentence would constitute an immediate Event of Default under the Credit Agreement. As of December 31, 2023, the Company was in compliance with all financial covenants under its debt agreements. Sprott Credit Agreement On October 4, 2019, the Company, as borrower, certain subsidiaries of the Company, as guarantors, and the 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 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 business combination transaction (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 49,663 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. 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 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 was 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 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 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 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. The Company reviewed the features of the Sprott Credit Agreement for embedded derivatives and determined no such instruments exist. Second Amendment to Sprott Credit Agreement On March 30, 2022, the Company and Lender under the Sprott Credit Agreement entered into the Second Amended and Restated Credit Agreement (“Second A&R Agreement”), which: (i) extended the maturity date for all of the loans and other principal obligations under the Sprott Credit Facility by two years, to May 31, 2027; (ii) provided for the Company to prepay principal under the facility in the amount of $10.0 million promptly upon the Company’s receipt of cash proceeds from the Private Placement Offering with American Multi-Cinema, Inc. (“AMC”) and 2176423 Ontario Limited (the “Initial Equity Proceeds Prepayment”); (iii) provided for the Company to prepay principal under the Sprott Credit Facility in the amount of $13.9 million (representing 10% of the subsequent issuance of its equity interests consummated on or prior to March 31, 2022) (the “Subsequent Equity Proceeds Prepayments”); and (iv) eliminated the prepayment premiums otherwise payable with respect to the Initial Equity Proceeds Prepayment, the Subsequent Equity Proceeds Prepayments and all future prepayments of principal under the Sprott Credit Facility. In addition, the Company’s obligations: (i) to prepay principal with proceeds of asset sales will be credited/offset by the aggregate amount of Initial Equity Proceeds Prepayment and the Subsequent Equity Proceeds Prepayments ($23.9 million); and (ii) to maintain a minimum amount of Unrestricted Cash (as defined in the Second A&R Agreement) was increased to $15.0 million. The Company: (i) paid the previously deferred additional interest of $0.5 million; (ii) made the Initial Equity Proceeds Prepayment of $10.0 million and paid in-kind a $3.3 million fee in connection with the modification and capitalized it to principal on March 16, 2022; and (iii) made the Subsequent Equity Proceeds Prepayment of $13.9 million on March 30, 2022. The Company accounted for the Second A&R Agreement as a debt modification as the Second A&R Agreement did not result in debt that was substantially different. In addition, the Company prepaid principal of $1.1 million for the Sprott Credit Agreement in November 2022. 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 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. On November 28, 2022, the Company entered into a Note Purchase and Sale Agreement (the “Highbridge Agreement”) with Highbridge MSF International Ltd. (“Highbridge”) whereby the Company agreed to purchase and Highbridge agreed to sell, $11.1 million (including $0.2 million in accrued unpaid interest) of Subordinated Notes. The purchase of the Subordinated Notes was completed in two transactions: (i) cash consideration of $5.6 million; and (ii) the issuance of 50,000 shares of common stock with a grant date fair value of $0.4 million. In addition, the Company paid $0.1 million in legal fees related to the Highbridge Agreement. As a result of the Highbridge Agreement, the Company recorded a Gain on extinguishment of debt of $5.0 million which represented the difference between the carrying value of the Subordinated Notes of $11.1 million and the total consideration paid, including legal fees, of $6.1 million. The purchase of the Subordinated Notes represented a discount of approximately 42% to the face value of the debt. Amendment to the 10% Senior Secured Notes and Note Exchange Agreement On March 14, 2022, the Company entered into an amendment to the 10% Senior Secured Notes and Note Exchange Agreement (the “Note Amendment”), with: (i) certain direct and indirect subsidiaries of the Company as Guarantors; (ii) holders of the Subordinated Notes, including certain funds affiliated with, or managed by, Mudrick Capital Management, L.P. (“Mudrick”), Whitebox Advisors, LLC, Highbridge Capital Management, LLC, and Aristeia Capital, LLC (collectively, the “Amending Holders”); and (iii) Wilmington Trust, National Association, in its capacity as collateral agent. The Note Amendment amends the Note Exchange Agreement dated as of January 13, 2020 (the “Note Exchange Agreement”), and the Subordinated Notes issued thereunder in order to extend the maturity date of the Subordinated Notes from December 1, 2025 to December 1, 2027. The Note Amendment also removed the requirements that a holder receive the consent of the Company and the other holders in order to transfer any Subordinated Note. The Amending Holders constituted all of the holders of the Subordinated Notes. The Note Amendment became effective upon the closing of a private placement upon receipt of $55.9 million gross cash proceeds (before deduction of fees and expenses). The Company accounted for the Note Amendment as a debt modification as the Note Amendment did not result in debt that was substantially different. The Company incurred a $1.8 million liability management fee attributable to the completion of the Note Amendment. As the Note Amendment was accounted for as a debt modification, the $1.8 million paid to a third-party was charged to General and administrative. 2023 Waiver and Amendment On March 9, 2023, the Company entered into a letter agreement (the “2023 Waiver and Amendment”), by and between the Company, the Lender, and Sprott Private Resource Lending II (Co) Inc. (“SPRL II” and together with the Lender, the “Sprott Parties”). Pursuant to the terms of the Sprott Credit Agreement, the Company agreed that while any indebtedness is outstanding under the Sprott Credit Agreement or while the credit facility under the Sprott Credit Agreement remains available to the Company, the Company and guarantors under the Sprott Credit Agreement would not undertake certain corporate actions without the Lender’s prior written consent. As of January 5, 2024, the Company voluntarily pre-paid $34.7 million of the first lien loan, along with $3.3 million for the additional interest balance, totaling $38.0 million. See Note 26 – Subsequent Events |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | Accounts Payable and Accrued Expenses As of December 31, 2023 and December 31, 2022, Accounts payable and accrued expenses was $1.6 million and $5.6 million, respectively. During the year ended December 31, 2021, the Company recorded a loss of $2.1 million in the Statement of Operations related to a firm purchase commitment for crusher liners under consignment over a period of three years, commencing in August 2020. This loss represented the unfulfilled commitment obligation outstanding as of the date the Company terminated the agreement and that loss was initially recognized in Accounts payable and accrued expenses . During the year ended December 31, 2023, the Company reached a settlement agreement with the vendor, whereby the Company agreed to pay $1.0 million to the vendor and in return, the vendor agreed to release the Company from any future obligations. As a result, the Company recorded a Gain on settlement of accrued liability of $1.2 million during the year ended December 31, 2023. |
Contract Liabilities
Contract Liabilities | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Contract Liabilities | Contract Liabilities As of December 31, 2023 and December 31, 2022, the Company’s Contract liabilities was comprised of deposits for equipment not-in-use of $1.6 million and $1.1 million, respectively. These deposits were received in accordance with the amended sales agreement for one SAG mill, one ball mill, and one sub-station transformer. In accordance with Topic 606, Revenue from Contracts with Customers , if the sale does not materialize by the deadline provided in the Agreement (June 30, 2024) and no further extensions are provided, then the contract is over and the nonrefundable deposit payments received will be recognized as Other income . See Note 7 – Assets Held for Sale for additional details. The table below is a summary of the Company’s gold and silver sales (in thousands): Year Ended December 31, 2023 2022 Amount Ounces Sold Amount Ounces Sold Gold sales $ — — $ 32,249 17,728 Silver sales — — 980 44,084 Total $ — $ 33,229 The Company’s gold and silver sales during the year ended December 31, 2023 and 2022, were attributable to the following customers: Year Ended December 31, 2023 2022 Amount Percentage Amount Percentage Customer A $ — N/A $ 12,159 36.6 % Customer B — N/A 10,997 33.1 % Customer C — N/A 10,073 30.3 % Total $ — N/A $ 33,229 100.0 % |
Other Liabilities
Other Liabilities | 12 Months Ended |
Dec. 31, 2023 | |
Other Liabilities Disclosure [Abstract] | |
Other Liabilities | Other Liabilities The following table summarizes the components of current and non-current portions of Other liabilities (in thousands): Year Ended December 31, 2023 2022 Other liabilities, current Accrued compensation $ 3,000 $ 2,868 Accrued directors’ fees 38 36 Excise tax liability — 96 Operating lease liability 25 11 Total $ 3,063 $ 3,011 Other liabilities, non-current Operating lease liability $ 8 $ — Accrued compensation Accrued compensation reflects amounts for pay earned but not yet due, amounts for accrued and unused vacation pay, and accrued incentive compensation. Excise tax liability A gold and silver excise tax applied to gross sales proceeds became effective for the Company on July 1, 2021, following the passage of Assembly Bill 495 at the Nevada Legislative Session ended on May 31, 2021. This gold and silver excise tax is a tiered tax, with a highest rate of 1.1% and the first payment was made on April 1, 2022. The bill does not take into consideration expenses or costs incurred to generate gross proceeds. Therefore, this tax is treated as a gross receipts tax and not as a tax based on income. As a result, the gold and silver excise tax was reported as a component of Cost of sales and not as income tax expense. As of December 31, 2023 and 2022, the Company accrued Nil and $0.1 million, respectively, related to the annual excise tax. |
Deferred Gain on Sale of Royalt
Deferred Gain on Sale of Royalty | 12 Months Ended |
Dec. 31, 2023 | |
Other Liabilities Disclosure [Abstract] | |
Deferred Gain on Sale of Royalty | Deferred Gain on Sale of Royalty 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 the 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 had 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 Company did not exercise its right to repurchase 0.5% on the first anniversary and waived its right to repurchase on the second anniversary. The Sprott Royalty Agreement is secured by a first priority lien on certain property of the Hycroft Mine, including: (i) all land and mineral claims, leases, interests, and rights; (ii) water rights, wells, and related infrastructure; and (iii) 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. As of December 31, 2023, the Company classified the entire deferred gain from the sale of its royalty as a non-current liability as a result of the cessation of mining operations in November 2021. During the years ended December 31, 2023 and 2022, the Company made payments under the Sprott Royalty Agreement of $0.1 million and $0.4 million, respectively, which are included in Operating expenses and Cost of sales , respectively, on the Consolidated Statements of Operations. |
Warrant Liabilities
Warrant Liabilities | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Warrant Liabilities | Warrant Liabilities The following table summarizes the Company’s outstanding warrant liabilities (in thousands): Transfers to 5-Year Public Warrants (2) Balance at Fair Value Adjustments (1) Balance at Warrants Amount Warrants Amount Warrants Amount Warrants Amount 5-Year Private Warrants 9,126,515 $ 786 — $ (175) (8,261,093) $ (585) 865,422 $ 26 Balance at Fair Value Adjustments (1) Transfers to 5-Year Public Warrants (2) Expiration Balance at Warrants Amount Warrants Amount Warrants Amount Warrants Amount Warrants Amount 5-Year Private Warrants 9,478,830 $ 664 — $ 164 (352,315) $ (42) — $ — 9,126,515 $ 786 Seller Warrants 12,721,901 5 — (5) — — (12,721,901) — — — Total 22,200,731 $ 669 — $ 159 (352,315) $ (42) (12,721,901) $ — 9,126,515 $ 786 (1) Liability classified warrants are subject to fair value remeasurement at each balance sheet date in accordance with ASC 815-40, Contracts on Entity’s Own Equity . As a result, fair value adjustments related exclusively to the Company’s liability classified warrants. See Note 21 – Fair Value Measurements for further detail on the fair value of the Company’s liability classified warrants. (2) See Note 15 – Stockholders’ Equity . The following table summarizes additional information on the Company’s outstanding warrants as of December 31, 2023: Exercise Price Exercise Period Expiration Date Warrants Outstanding 5-Year Private Warrants $ 11.50 5 years May 29, 2025 865,422 Warrant Liabilities 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 (an “Unrelated Third Party”), such warrants become redeemable by the Company under substantially the same terms as the 5-Year Public Warrants. Since the original issue of private warrants, transfers to 5-Year Public Warrants totaled 9,374,578, including 8,261,093, 352,315, and 409,585 during the years ended December 31, 2023, 2022, and 2021, respectively. Seller Warrants On August 3, 2022, the Company issued a notice under the Seller Warrant Agreement notifying the holders of its Seller Warrants that the terms of the Seller Warrants were adjusted effective as of August 3, 2022 as a result of the issuance or deemed issuance of additional equity awards under the HYMC 2020 Performance and Incentive Pay Plan to “Restricted Persons” (as defined in the Seller Warrant Agreement) through August 3, 2022, in the aggregate amount of 2,570,602 restricted stock units convertible into shares of common stock and for the prospective issuance of up to 50,000 shares of common stock to participants who may be deemed to be Restricted Persons. These shares of common stock were not prospectively adjusted under the Seller Warrant provisions. In accordance with the adjustment provisions of the Seller Warrant Agreement: (i) the exercise price of each Seller Warrant was decreased from $40.31 per share of common stock to $39.90 per share of common stock; (ii) the number of shares of common stock issuable upon exercise of each Seller Warrant was increased from 0.028055 to 0.028347; and (iii) as adjusted, the aggregate number of shares of common stock issuable upon full exercise of the 12,721,901 outstanding Seller Warrants was increased from 356,912 to 360,628 shares of common stock. Pursuant to the terms of the Seller Warrant Agreement, the Seller Warrants expired on October 22, 2022, seven years following the original issuance date. As of their expiration, the Seller Warrants were no longer exercisable or outstanding. See Note 24 – Commitments and Contingencies for further details regarding legal proceedings related to the Seller Warrants. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Common stock As of December 31, 2023, there were 20,736,612 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. On November 14, 2023, the Company effectuated a reverse stock split with a ratio of 1-for-10. The reverse stock split was intended to increase the price per share of the Company’s common stock to allow the Company to demonstrate compliance with the $1.00 minimum bid price requirement for continued listing on Nasdaq. All share and per share data have been retroactively adjusted for this reverse split. Preferred stock As of December 31, 2023, there were no shares of preferred stock issued and outstanding. Dividend policy The Sprott Credit Agreement contains provisions that restrict the Company’s ability to pay dividends. For additional information see Note 9 – Debt, Net . Amendment to the Company’s Second Amended and Restated Certificate of Incorporation On March 11, 2022, the Board approved an amendment to the Company’s Second Amended and Restated Certificate of Incorporation increasing the number of authorized shares of the Company’s common stock by 1,000,000,000 to a total of 1,400,000,000 (the “Certificate of Incorporation Amendment”) and directed that the Certificate of Incorporation Amendment be submitted for consideration by the stockholders of the Corporation. On March 15, 2022, AMC, 2176423 Ontario Limited, and entities affiliated with Mudrick, who together constituted the holders of a majority of the issued and outstanding common stock, approved the Certificate of Incorporation Amendment by written consent. The Certificate of Incorporation Amendment became effective upon filing of the Certificate of Incorporation Amendment with the Delaware Secretary of State on April 22, 2022, 20 days after the Company commenced distribution of an Information Statement on Schedule 14C to the stockholders of the Company. Common Stock Private placement offering On March 14, 2022, the Company entered into subscription agreements with AMC and 2176423 Ontario Limited pursuant to which the Company agreed to sell the entities an aggregate of 46,816,480 units at a purchase price per unit of $1.193 with each unit consisting of one-tenth share of the Company’s common stock (on a post 1-for-10 reverse stock split basis) and one warrant to purchase one-tenth share of Common Stock (“Warrants”) and the shares issuable upon exercise of the Warrants (the “Warrant Shares”), providing for a total purchase price of approximately $55.9 million. The Warrants have an exercise price of $1.068 per Warrant Share and will expire five years after issuance. On March 15, 2022, the Private Placement Offering closed and the Company received gross proceeds of $55.9 million before deducting expenses incurred in connection therewith. Net proceeds were $53.6 million, after deducting legal and other fees of $2.3 million (including a non-cash $1.8 million financial advisor fee related to the Private Placement Offering discussed under Settlement fee below). At-the-market offering On March 15, 2022, the Company implemented an ATM Program by entering into an At Market Issuance Sales Agreement with B. Riley Securities, Inc. (“Sales Agreement”). Under the terms of the Sales Agreement, the Company may from time to time to or through the Agent, acting as sales agent or principal, offer and sell shares of its Class A common stock, par value $0.0001 per share, having a gross sales price of up to $500.0 million. Shares of common stock sold under the Sales Agreement were issued pursuant to the Company’s shelf registration statement on Form S-3 (No. 333-257567) that the SEC declared effective on July 13, 2021, including the prospectus, dated July 13, 2021, and the prospectus supplement, dated March 15, 2022. The Company suspended the ATM Program on March 25, 2022 (while keeping the Sale Agreement in place), and received total gross proceeds, before deducting fees and expenses of the ATM Program, of $138.6 million from the sale of 8,955,358 shares of the Company’s common stock (on a post 1-for-10 reverse stock split basis). Net proceeds, after deducting commissions and fees of $5.0 million were $133.5 million. Beginning on November 17, 2023, the Company again began accessing the ATM Program under the terms of the Sales Agreement, and as of December 31, 2023, sold an additional 523,328 shares of common stock for aggregate gross proceeds of $1.1 million, less commissions and offering expenses of $0.3 million. As of December 31, 2023, there were $360.3 million of common stock available for issuance under the ATM Program. Stock issuance – other Settlement fee In February 2022, the Company engaged the financial advisor to assist with its financing efforts. During March 2022, the Company completed the Private Placement Offering, the ATM Program and entered into the Second A&R Agreement and Note Amendment without assistance from the financial advisor. As the Company completed the aforementioned equity and debt transactions during the engagement period, the Company and the financial advisor agreed to a fee of $3.5 million of which 50% is related to liability management for the Note Amendment and 50% is attributable to the Private Placement Offering. On July 26, 2022, the Company executed a settlement agreement and the engagement was terminated with no future obligations. The Company agreed to pay $1.75 million in cash and issue shares of common stock under a private placement for the remaining $1.75 million. The Company issued 171,467 shares of common stock (on a post 1-for-10 reverse stock split basis) on July 28, 2022, and remitted the cash payment on August 1, 2022. The number of shares of common stock issued was determined using the volume weighted average price on the Nasdaq for the ten trading days preceding the effective date of the settlement agreement. Salary continuation payments The Company 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 dates of separation. On October 6, 2021, the Company entered into a Waiver and Amendment to the Transition and Succession Agreement and Consulting Agreement with a former employee. The Waiver and Amendment amends the Transition and Succession Agreement and the Consulting Agreement between the Company and the employee, dated July 1, 2020. The Waiver and Amendment terminated the remaining unpaid cash payments to the employee pursuant to the Transition and Succession Agreement and Consulting Agreement in the aggregate amount of $0.7 million, in exchange for the issuance of an aggregate of up to 27,500 shares of the Company’s common stock (on a post 1-for-10 reverse stock split basis), of which 13,750 shares of common stock were issued on October 8, 2021, and 13,750 shares of common stock were issued on June 30, 2022. Principal payments on debt and finance leases The following table provides the components of Principal payments on debt and finance leases (in thousands): Year Ended December 31, 2023 2022 Principal payments on debt $ (2,200) $ (32,885) Principal payments on finance leases (128) (125) Total $ (2,328) $ (33,010) Equity Classified Warrants The following table summarizes the Company’s outstanding equity classified warrants included in Additional paid-in capital on the Consolidated Balance Sheets (dollars in thousands): Balance at Transfers from 5-Year Private Warrants (1) Balance at Warrants Amount Warrants Amount Warrants Amount 5-Year Public Warrants 25,163,383 $ 28,954 8,261,093 $ 585 33,424,476 $ 29,539 Public Offering Warrants 9,583,334 12,938 — — 9,583,334 12,938 Private Placement Offering Warrants 46,816,480 25,604 — — 46,816,480 25,604 Total 81,563,197 $ 67,496 8,261,093 $ 585 89,824,290 $ 68,081 Balance at Warrant Issuances Transfers from 5-Year Private Warrants (1) Balance at Warrants Amount Warrants Amount Warrants Amount Warrants Amount 5-Year Public Warrants 24,811,068 $ 28,912 — $ — 352,315 $ 42 25,163,383 $ 28,954 Public Offering Warrants 9,583,334 12,938 — — — — 9,583,334 12,938 Private Placement Offering Warrants — — 46,816,480 25,604 — — 46,816,480 25,604 Total 34,394,402 $ 41,850 46,816,480 $ 25,604 352,315 $ 42 81,563,197 $ 67,496 (1) See Note 14 – Warrant Liabilities. 5-Year Public Warrants Prior to the Recapitalization Transaction, MUDS issued 20,800,000 units, with each unit consisting of one-tenth share of common stock (on a post 1-for-10 reverse stock split basis) and one warrant to purchase one-tenth share of common stock (on a post 1-for-10 reverse stock split basis) 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 the years ended December 31, 2023 and 2022, 8,261,093 and 352,315, respectively, 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, 2022, the Company had 25,163,383 5-Year Public Warrants outstanding. The 5-Year Public Warrants (other than the Backstop Warrants) are listed for trading on the Nasdaq under the symbol “HYMCW.” 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, with each unit consisting of one-tenth share of common stock (on a post 1-for-10 reverse stock split basis) and one warrant to purchase one-tenth 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-tenth share of common stock (on a post 1-for-10 reverse stock split basis) at an exercise price of $10.50 for a period of five years from the closing date. The shares of common stock and the Public Offering Warrants were separated upon issuance. The Public Offering Warrants are listed for trading on the Nasdaq under the symbol “HYCML.” Private Placement Warrants Pursuant to the Private Placement Offering, the Company issued 46,816,480 Warrants with an exercise price of $1.068 per Warrant Share that expire five years from the date of issuance. The Warrants are deemed freestanding, equity-linked financial instructions that do not require liability classification under ASC Topic 480-10 Overall Debt because: (i) they are not mandatorily redeemable shares; (ii) they do not obligate the Company to buy back shares; and (iii) they are not settled in a variable number of shares. As a result, the Company allocated the gross proceeds of $55.9 million from the Private Placement Offering between the Warrants and common stock as of the closing date of March 15, 2022. The Company used the Black-Scholes option pricing model to determine the fair value of the Warrants upon the issuance date using the following assumptions: As of March 15, 2022 Expected term (years) 5 Risk-free interest rate 2.1 % Expected volatility 118.4 % Expected dividend yield — The following table summarizes additional information on the Company’s outstanding equity-classified warrants as of December 31, 2023: Exercise price Exercise period Expiration date Warrants outstanding 5-Year Public Warrants $ 11.50 5 years May 29, 2025 33,424,476 Public Offering Warrants $ 10.50 5 years October 6, 2025 9,583,334 Private Placement Offering Warrants $ 1.068 5 years March 15, 2027 46,816,480 |
Revenues
Revenues | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | Contract Liabilities As of December 31, 2023 and December 31, 2022, the Company’s Contract liabilities was comprised of deposits for equipment not-in-use of $1.6 million and $1.1 million, respectively. These deposits were received in accordance with the amended sales agreement for one SAG mill, one ball mill, and one sub-station transformer. In accordance with Topic 606, Revenue from Contracts with Customers , if the sale does not materialize by the deadline provided in the Agreement (June 30, 2024) and no further extensions are provided, then the contract is over and the nonrefundable deposit payments received will be recognized as Other income . See Note 7 – Assets Held for Sale for additional details. The table below is a summary of the Company’s gold and silver sales (in thousands): Year Ended December 31, 2023 2022 Amount Ounces Sold Amount Ounces Sold Gold sales $ — — $ 32,249 17,728 Silver sales — — 980 44,084 Total $ — $ 33,229 The Company’s gold and silver sales during the year ended December 31, 2023 and 2022, were attributable to the following customers: Year Ended December 31, 2023 2022 Amount Percentage Amount Percentage Customer A $ — N/A $ 12,159 36.6 % Customer B — N/A 10,997 33.1 % Customer C — N/A 10,073 30.3 % Total $ — N/A $ 33,229 100.0 % |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Performance and Incentive Pay Plan The HYMC Performance and Incentive Pay Plan (the “PIPP”) was approved on February 20, 2019 and amended on May 29, 2020 and June 2, 2022. The PIPP is a stock-based and cash-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 approved 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. On June 2, 2022, the Company’s stockholders approved an amendment to the PIPP which increased the number of authorized shares of common stock available for issuance by 1.2 million shares of common stock. As a result, 1,450,800 shares of common stock are authorized for issuance under the PIPP. As of December 31, 2023, there were 482,070 shares of common stock available for issuance under the PIPP. As of December 31, 2023, 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 under the PIPP without performance-based vesting criteria typically vest in either equal annual installments over two two For restricted stock units granted prior to August 2020, a price per share was not determined upon the grant date. The number of shares of common stock of the Company to be issued upon vesting was calculated on the vesting date, which was either the second or third anniversary of the date of the grant, or the annual date the compensation committee determined the achievement of the corporate performance targets. Such unvested restricted stock unit awards were included in Other liabilities until each vesting date when the amount was transferred to Additional paid-in capital . As of December 31, 2022, there were no remaining restricted stock unit grants outstanding required to be accounted for as Other liabilities . Prior to each vesting date, the Company estimated the number of shares of common stock to be issued upon vesting using the closing share price of its common stock on the last day of each reporting period as quoted on the Nasdaq. On November 14, 2023, the Company effectuated a reverse stock split with a ratio of 1-for-10. All share and per share information has been retroactively adjusted to give effect to the reverse stock split for all periods presented. The following tables summarize the Company’s unvested share awards outstanding as of December 31, 2023 and 2022, under the PIPP: Number of Restricted Stock Units Weighted Average Grant Date Unvested at December 31, 2022 354,715 $ 19.94 Granted 501,691 4.61 Canceled/forfeited (62,934) 12.17 Vested (1) (186,374) 14.12 Unvested at December 31, 2023 607,099 $ 10.04 Number of Restricted Stock Units Weighted Average Grant Date Unvested at December 31, 2021 (2) 221,091 $ 28.21 Granted 330,707 13.03 Impact of fluctuations in share price (3) (51,520) 6.04 Canceled/forfeited (1) (28,250) 30.96 Vested (117,313) 29.64 Unvested at December 31, 2022 (1) 354,715 $ 19.94 (1) For the years ended December 31, 2023 and 2022, 2,595 and 3,115 respectively of restricted stock units vested and the corresponding issuance of shares of common stock was deferred as the Company was under a trading black-out as of the date of vesting. The shares of common stock will be issued upon expiration of the trading blackout. (2) Amount includes liability-based awards for which the number of units awarded was not determined until the vesting date. The number of liability-based award units included in this amount were estimated using the market value of the Company’s shares of common stock as of the end of each reporting period . (3) Amount represents difference between liability-based awards estimated as of the end of the previous reporting period and the number of shares of common stock issued upon vesting. During the year ended December 31, 2022, the Company reclassified $0.8 million from Other liabilities, current to Additional paid-in capital for performance-based restricted stock units that vested. During the years ended December 31, 2023 and 2022, the Company recorded compensation expense of $2.9 million and $2.5 million, respectively, related to restricted stock awards. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For the years ended December 31, 2023 and 2022, the Company recorded no Income tax expense (benefit) . The annual effective tax rate was Nil for both 2023 and 2022, which was driven primarily by net operating losses for each period and a full valuation allowance was provided for deferred tax assets. The Company will be subject to mining taxes in Nevada, which will be classified as income taxes as such taxes are based on a percentage of mining profits. The Company did not incur any mining tax expense in 2023 or 2022 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 December 31, 2023 2022 Current Federal $ — $ — Deferred Federal (11,428) (17,719) Change in Valuation Allowance 11,428 17,719 Income tax expense (benefit) $ — $ — For the years ended December 31, 2023 and 2022, the Company incurred no net Income tax expense (benefit) . The following table provides a reconciliation of income taxes computed at the United States federal statutory tax rate of 21% in 2023 and 2022, to the income tax provision (dollars in thousands): Year Ended December 31, 2023 2022 Loss before income taxes $ (55,026) $ (60,828) United States statutory income tax rate 21% 21% Income tax (benefit) at United States statutory income tax rate (11,555) (12,774) Change in valuation allowance 11,428 17,719 Warrant fair value adjustment (37) 33 Adjustment of prior year income taxes 164 (4,978) Income tax expense (benefit) $ — $ — For the year ended December 31, 2023, the effective tax rate was a result of an increase in the valuation allowance of $11.4 million. For the year ended December 31, 2022, the effective tax rate was a result of an increase in the valuation allowance of $17.7 million and adjustment to prior year income taxes. The components of the Company’s deferred tax assets are as follows (in thousands): Year Ended December 31, 2023 (1) 2022 Net operating loss $ 74,821 $ 49,765 Mineral properties 48,677 39,322 Plant, equipment, and mine development 1,373 23,219 Intangible assets 17,192 18,698 Deferred gain on sale of royalty 6,266 6,266 Asset retirement obligation 1,674 2,163 Accrued compensation 593 1,258 Stock-based compensation 1,835 536 Inventories 835 221 Assets available for sale (398) — Other 31 23 Valuation allowance (152,899) (141,471) Total $ — $ — (1) During 2023, the Company determined that it did not timely elect out of Internal Revenue Code (“IRC”) § 168(k) bonus depreciation for 2020 and 2021, and therefore its reported 2023 deferred tax assets related primarily to Net operating loss, Mineral properties, and Plant, equipment, and mine development included adjustments to reflect the proper IRC § 168(k) bonus depreciation. Based on the weight of evidence available as of both December 31, 2023 and 2022, which included recent operating results, future projections, and historical inability to generate positive 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 $152.9 million and $141.5 million, respectively, against its net deferred tax assets. The Company had net operating loss carryovers as of December 31, 2023 and 2022, of $356.3 million and $237.5 million, respectively, for federal income tax purposes. The carryforward amount as of December 31, 2023, can be carried forward indefinitely and can be used to offset taxable income and reduce income taxes payable in future periods, subject to limitations under IRC § 382. IRC § 382 imposes limitations on the use of U.S. federal net operating losses upon a more than 50% change in ownership in the Company within a three-year period. In connection with its at-the-market equity offering, the Company underwent an IRC § 382 ownership change on March 25, 2022. As a result, utilization of $286.5 million of the Company’s net operating losses and certain unrealized losses are limited on an annual basis. The Company’s annual limitation under IRC § 382 is approximately $1.3 million. If the IRC § 382 annual limitation amount is not fully utilized in a particular tax year, then the unused portion from that tax year is added to the IRC § 382 annual limitation in subsequent years. 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, 2023. 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 (benefit) . With limited exception, the Company is no longer subject to U.S. federal income tax audits by taxing authorities for tax years 2017 and prior; however, net operating loss and credit carryforwards from all years are subject to examinations and adjustments for at least three years following the year in which the attributes are used. |
Loss Per Share
Loss Per Share | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Loss Per Share | Loss Per Share Net loss per share calculations for all periods have been adjusted to reflect the Company’s 1-for-10 reverse stock split effectuated November 14, 2023. Basic and diluted net loss per share is computed by dividing the net loss for the period by the weighted average number of shares of common stock outstanding during the period. 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, 2023 2022 Net loss $ (55,024) $ (60,828) Weighted average shares outstanding Basic 21,113,516 16,977,306 Diluted 21,113,516 16,977,306 Basic loss per common share $ (2.61) $ (3.58) Diluted loss per common share $ (2.61) $ (3.58) Due to the Company’s net loss during the years ended December 31, 2023 and 2022, respectively, there was no dilutive effect of common stock equivalents because the effects of such would have been anti-dilutive. The following table summarizes the shares excluded from the weighted average number of shares of common stock outstanding, as the impact would be anti-dilutive (in thousands): Year Ended December 31, 2023 2022 Shares after conversion of warrants 9,069 9,069 Restricted stock units 607 355 Total 9,676 9,424 |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2023 | |
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 (in thousands): Year Ended December 31, 2023 Hycroft Mine Corporate and Other Total Operating costs $ 32,881 $ 12,673 $ 45,554 Loss from operations (32,881) (12,673) (45,554) Interest expense – Note 9 (1) (18,466) (18,467) Interest income 2,422 5,856 8,278 Gain on sale of assets, net of commissions 544 — 544 Fair value adjustment to warrants – Notes 14 and 21 — 175 175 Net loss $ (29,916) $ (25,108) $ (55,024) Total Assets $ 66,129 $ 135,564 $ 201,693 Year Ended December 31, 2022 Hycroft Mine Corporate and Other Total Revenues – Note 16 $ 33,229 $ — $ 33,229 Cost of sales 53,589 — 53,589 Other operating costs 18,763 14,367 33,130 Loss from operations (39,123) (14,367) (53,490) Interest expense – Note 9 (10) (18,471) (18,481) Interest income 439 1,874 2,313 Gain on extinguishment of debt — 5,041 5,041 Fair value adjustment to warrants – Notes 14 and 21 — (159) (159) Gain on sale of assets, net of commissions 3,948 — 3,948 Net loss $ (34,746) $ (26,082) $ (60,828) Total Assets $ 102,057 $ 146,897 $ 248,954 |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2023 | |
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 (in thousands). Hierarchy Year Ended December 31, 2023 2022 5-Year Private Warrants 2 $ 26 $ 786 The 5-Year Private Warrants are valued using a Black-Scholes model that requires various 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 certain holders or 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 Generalized AutoRegressive Conditional Heteroskedasticity 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. Items disclosed at fair value Debt, net 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, 2023 and December 31, 2022, the fair value of the Company’s debt instruments was $149.2 million and $130.7 million, compared to the carrying value of $144.9 million and $135.0 million as of December 31, 2023 and December 31, 2022, 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, 2023 and December 31, 2022, balances. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 12 Months Ended |
Dec. 31, 2023 | |
Supplemental Cash Flow Information [Abstract] | |
Supplemental Cash Flow Information | Supplemental Cash Flow Information The following table provides supplemental cash flow information (in thousands): Year Ended December 31, 2023 2022 Cash interest paid $ 6,212 $ 5,318 Significant non-cash financing and investing activities: Increase in debt from in-kind interest – Note 9 9,559 9,619 Debt issuance costs paid in-kind – Note 9 — 3,300 Shares of common stock issued as payment of Settlement Fee – Note 15 — 1,749 Liability based restricted stock units transferred to equity – Note 17 — 727 Shares of common stock issued for purchase of Subordinated Notes – Note 9 — 385 Shares of common stock issued for salary continuation payments – Note 15 — 158 |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2023 | |
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 IRC. Administration 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, 2023 and 2022, the Company’s matching contributions totaled $0.6 million and $0.4 million, respectively. During the quarter ended December 31, 2022, the Company switched the 401(k) plan provider from Fidelity Investments to Aon. Aon’s pooled employer plan will reduce risks and costs for the Company by (i) eliminating future 401(k) audits, (ii) reduced fees and administrative costs, and (iii) reduced time performing plan maintenance. As of December 15, 2022, all plan assets were transferred to the new provider. These changes will not affect the benefits or rights of plan participants and the Company will continue to make contributions to the plan as before. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Proceedings The Company has been named as a defendant in four pro se actions that assert claims for breach of contract and declaratory judgment arising from or directly relating to Warrants purportedly held by the Pro Se Plaintiffs in the Delaware Chancery Court. In various forms, they allege that the Company or its predecessor entities breached the Warrant Agreement, dated October 22, 2015, and/or related Amendment Agreement, dated February 26, 2020. In sum, in all four actions, Plaintiffs allege, by or on behalf of “Warrant holders,” that the Company or its predecessor(s) breached these agreements by failing to make proper “Mechanical Adjustments” to the Warrants in accordance with terms of the Warrant Agreement upon the occurrence of certain business transactions and events, including the May 29, 2020, Business Combination. On January 10, 2024, in response to the Company’s motion to consolidate the four pro se actions, the Delaware Chancery Court ordered the parties to submit a proposed briefing schedule for the defendant’s preliminary motions to dismiss. The Company expenses legal fees and other costs associated with legal proceedings as incurred. The Company assessed, in conjunction with its legal counsel, the need to record a liability related to the Complaint and determined that a loss was not probable nor reasonably estimable. Litigation accruals are recorded when, and if, it is determined that a loss related matter is both probable and reasonably estimable. Material loss contingencies that are reasonably possible of occurrence, if any, are subject to disclosure. No losses have been recorded during the year ended December 31, 2022 or 2021, respectively, with respect to litigation or loss contingencies. Insurance The Company has deductible-based insurance policies for certain losses related to general liability, workers’ compensation, and automobile coverage. The Company records accruals for contingencies related to its insurance policies when it is probable that a liability has been incurred and the amount can be reasonably estimated. These accruals are adjusted periodically as assessments change or additional information becomes available. Insurance losses for claims filed and claims incurred but not reported are accrued based upon estimates of the aggregate liability for uninsured claims using historical loss development factors and actuarial assumptions followed in the insurance industry. Royalties As of December 31, 2023 and December 31, 2022, the Company’s off-balance sheet arrangements consisted of a net profit royalty arrangement and a net smelter royalty arrangement. Crofoot Royalty Hycroft purchased patented claims and unpatented claims that are subject to a 4% net profit royalty be paid to the sellers (“Crofoot Royalty”). Every year that mining occurs on those claims, the agreement requires an annual advance payment of $120,000. 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 claims exceeds 5.0 million tons. As the Company ceased mining operations in November 2021, the Company was not required to pay the annual advance payment of $120,000 in 2023 or 2022. The total payments due under the mining lease are capped at $7.6 million, of which the Company has paid $3.3 million and included $0.6 million of advanced annual payments in Other assets in the Consolidated Balance Sheets as of December 31, 2023 and December 31, 2022. Net smelter royalty Pursuant to the Sprott Royalty Agreement in which the Company received cash consideration in the amount of $30.0 million, the Company granted a perpetual royalty equal to 1.5% of the Net Smelter Returns from the 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. At both December 31, 2023 and December 31, 2022, the estimated net present value of the Company’s net smelter royalty was $146.7 million. The net present value of the Company’s net smelter royalty was modeled using the following inputs: (i) market consensus inputs for future gold and silver prices; (ii) a precious metals industry consensus discount rate of 5.0%; and (iii) estimates of the Hycroft Mine’s life-of-mine gold and silver production volumes and timing. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions During the years ended December 31, 2023 and 2022, the Company paid $0.3 million and $0.9 million, respectively, to Ausenco Engineering South USA, Inc. (“Ausenco”) for the preparation of the 2023 Hycroft TRS, due diligence assistance, and a new 2024 technical report. The Company’s President and Chief Executive Officer is currently a non-executive director for Ausenco’s parent company Board of Directors. As of December 31, 2023 and 2022, AMC was considered a related party because an AMC representative serves on the Company’s Board of Directors, and as of December 31, 2022, AMC held more than 10% of the common stock of the Company. The AMC representative disclaims any beneficial ownership of the shares of our common stock and all cash payments for directorship are paid directly to AMC. In total, the Company paid the AMC representative $0.2 million, including $0.1 million in cash compensation, and granted restricted stock units with a grant date fair value of $0.1 million. As of December 31, 2023 and 2022, AMC was entitled to receive 18,007 and 6,119, respectively, shares of common stock upon the future vesting of restricted stock units. Certain amounts of the Company’s indebtedness have historically, and with regard to the Subordinated Notes, were held by five financial institutions. As of December 31, 2023, none of the financial institutions held more than 10% of the common stock of the Company. As of December 31, 2022, one of the financial institutions, Mudrick, held more than 10% of the common stock of the Company and, as a result, was considered a related party in accordance with ASC 850, Related Party Disclosures . For the year ended December 31, 2022, Interest expense included $4.0 million for the debt held by Mudrick and as of December 31, 2022, Mudrick held $42.9 million of Debt, net |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events As of January 5, 2024, the Company voluntarily pre-paid $34.7 million of the first lien loan, along with $3.3 million for the additional interest balance, totaling $38.0 million with a remaining outstanding balance of $15.0 million. As a result of this payment, the applicable margin will be reduced by 100 basis points through the final payment. Effective March 1, 2024, the buyer terminated a portion of the Equipment Purchase Agreement related to one ball mill and one SAG mill, but not the one sub-station transformer. At the time of termination of a portion of the agreement, the outstanding balance related to the Equipment Purchase Agreement was $12.1 million. In accordance with Topic 606, Revenue from Contracts with Customers , because the sale did not materialize for a portion of the agreement, the nonrefundable deposit payments received of $1.5 million will be recognized as Other income in the first quarter of 2024. During the first quarter of 2024, the Company continued to access the ATM and as of March 13, 2024, the Company sold an additional 265,985 shares of common stock for aggregate gross proceeds of $0.6 million before deducting commissions and offering expenses. As of March 13, 2024, there was $359.7 million of common stock available for issuance under the ATM Program. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Pay vs Performance Disclosure | ||
Net loss | $ (55,024) | $ (60,828) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 31, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of presentation | 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”). During the year ended December 31, 2022, the Company completed processing of gold and silver ore previously placed on leach pads prior to ceasing mining operations in November 2021. As a result, the Company did not generate Revenues or incur Cost of sales during the year ended December 31, 2023. Accordingly, effective January 1, 2023, the Company began reporting amounts for Mine site period costs, Asset retirement obligation adjustments, Depreciation and amortization, and Write-down of supplies inventories as Operating expenses as this presentation aligns with the manner in which the business is currently viewed and managed while the Company conducts activities for developing the Hycroft Mine and recommencing mining operations. |
Liquidity | Liquidity As of December 31, 2023, the Company had available unrestricted cash on hand of $106.2 million and net working capital of $101.8 million, which is expected to provide it with the necessary liquidity to fund its operating and investing requirements and future obligations as they become due within the next 12 months from the date of this filing. On November 17, 2023, the Company again began accessing the ATM Program, and as of December 31, 2023, sold an additional 523,328 shares of common stock for aggregate gross proceeds, before commissions and offering expenses, of $1.1 million. As of December 31, 2023, there were $360.3 million shares of common stock available for issuance under the ATM Program. The Company also made additional voluntary prepayments of $38.0 million in January 2024, with $34.7 million related to the first lien loan and $3.3 million related to additional interest. See Note 26 – Subsequent Events for additional details. The Company will continue to evaluate alternatives to raise additional capital necessary to fund the future exploration and development of the Hycroft Mine and will continue to explore other strategic initiatives to enhance stockholder value. Historically, the Company has been dependent on various forms of debt and equity financing to fund its business. While the Company has been successful in the past raising funds through equity and debt financings, no assurance can be given that additional financing will be available to it in amounts sufficient to meet the Company’s needs or on terms acceptable to the Company. In the event that funds are not available, the Company may be required to materially change its business plan. |
Use of estimates | Use of estimates The preparation of the Company’s consolidated financial statements requires management to make estimates and assumptions that affect amounts reported in these consolidated financial statements and accompanying notes. The more significant areas requiring the use of management estimates and assumptions relate to: the useful lives of long-lived assets; estimates of mineral resources; estimates of life-of-mine production timing, volumes, costs, and prices; future mining and future 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 long-lived assets 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 consolidated financial statements, and such differences could be material. Accordingly, amounts presented in these consolidated financial statements are not indicative of results that may be expected for future periods. |
Reclassification of prior year presentation | Reclassification of prior year presentation During the year ended December 31, 2022, the Company completed processing of gold and silver ore previously placed on leach pads prior to ceasing mining operations in November 2021. As a result, the Company did not generate Revenues or incur Cost of sales during the year ended December 31, 2023. Accordingly, effective January 1, 2023, the Company began reporting amounts for Mine site period costs and Depreciation and amortization as Operating expenses as this presentation aligns with the manner in which the business is currently viewed and managed while the Company conducts activities for developing the Hycroft Mine and recommencing mining operations. On November 14, 2023, the Company effectuated a reverse stock split with a ratio of 1-for-10. All share and per share information has been retroactively adjusted to give effect to the reverse stock split for all periods presented. The shares of Common Stock retained a par value of $0.0001 per share. The total number of authorized shares of Common Stock and preferred stock will not be reduced and remain at 1,400,000,000 and 10,000,000 shares, respectively. |
Cash and cash equivalents | Cash and cash equivalents During 2022, the Company invested in the AAAm rated U.S. Government Money Market Funds that are readily convertible to cash and, as such, the Company has included them in Cash and cash equivalents . As of December 31, 2023, cash consisted of the Company’s cash and money market fund balances. The Company has not experienced any losses on cash balances and believes that no significant risk of loss exists with respect to its cash. |
Supplies inventories, net | Supplies inventories, net |
Accounts receivable | Accounts receivable Accounts receivable consists of amounts due from customers for gold and silver sales. The Company evaluates the customers’ credit risk, payment history, and financial condition to determine whether an allowance for doubtful accounts is necessary. The Company collected the outstanding Accounts receivable balance during the first three months of 2023. |
Property, plant and equipment, net | Property, plant, and equipment, 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). 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 5 – Property, Plant, and Equipment, Net for additional information. |
Impairment of long-lived assets and Assets held for sale | Impairment of long-lived assets The Company’s long-lived assets consist of Note 5 – Property, Plant, and Equipment, Net . 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. 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 and estimates of fair value are based on numerous assumptions and are subject to significant risks and uncertainties. See Note 5 – Property, Plant, and Equipment, Net for additional information. During the year ended December 31, 2023, the Company determined a triggering event had occurred as the Company does not expect to have significant revenue or cash flows from operations for the foreseeable future. In addition, the 2023 Hycroft TRS does not include estimates of mineral reserves. As a result, the Company does not have a basis for projecting future cash flows on an undiscounted basis. The Company used a market-based approach for determining fair value based on sales transactions of comparable assets. Because the Company’s estimated fair value of long-lived assets held and used exceeded their carrying value, the Company determined no impairment of long-lived assets was necessary at December 31, 2023. During the year ended December 31, 2022, the Company determined a triggering event had occurred as the Company completed processing of gold and silver ore previously placed on leach pads prior to ceasing mining operations and, as such, the Company does not expect to have significant revenue or cash flows from operations during 2023. In addition, the 2023 Hycroft TRS does not include estimates of mineral reserves. As a result, the Company does not have a basis for projecting future cash flows on an undiscounted basis. The Company used a market-based approach for determining fair value based on sales transactions of comparable assets. Because the Company’s estimated fair value of long-lived assets held and used exceeded their carrying value, the Company determined no impairment of long-lived assets was necessary at December 31, 2022. Assets held for sale The Company classifies long-lived assets or disposal groups to be sold as held for sale in the period in which all of the following criteria are met: (i) management, having the authority to approve the action, commits to a plan to sell the asset or disposal group; (ii) the asset or disposal group is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such assets or disposal groups; (iii) an active program to locate a buyer and other actions required to complete the plan to sell the asset or disposal group have been initiated; (iv) the sale of the asset or disposal group is probable, and transfer of the asset or disposal group is expected to qualify for recognition as a completed sale within one year, except if events or circumstances beyond our control extend the period of time required to sell the asset or disposal group beyond one year; (v) the asset or disposal group is being actively marketed for sale at a price that is reasonable in relation to its current fair value; and (vi) actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. The Company initially measures a long-lived asset or disposal group that is classified as held for sale at the lower of its carrying value or fair value less any costs to sell. Any loss resulting from this measurement is recognized in the period in which the held for sale criteria are met. Conversely, gains are not recognized on the sale of a long-lived asset or disposal group until the date of sale. The Company assesses the fair value of a long-lived asset or disposal group less any costs to sell each reporting period it remains classified as held for sale and report any subsequent changes as an adjustment to the carrying value of the asset or disposal group, as long as the new carrying value does not exceed the carrying value of the asset at the time it was initially classified as held for sale. Upon determining that a long-lived asset or disposal group meets the criteria to be classified as held for sale, the Company ceases depreciation and reports long-lived assets and/or the assets and liabilities of the disposal group as Assets held for sale , in our Consolidated Balance Sheets. |
Restricted cash | Restricted cash The Restricted cash balance is primarily held as collateral for surety bonds that the Company uses to fulfill financial assurance obligations related to reclamation activity (see Note 8 – Asset Retirement Obligation for further detail). Additionally, interest received on cash collateral balances is restricted as to its use and is included as an increase to Restricted cash with a corresponding recognition of Interest income |
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 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. As the Company’s 2023 Hycroft TRS did not include mineral reserves, the Company’s policy is to expense all asset retirement costs as incurred. In addition, once the Company establishes mineral reserves, asset retirement costs will be capitalized as part of the related asset’s carrying value and 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. |
Contract liabilities | Contract liabilities The Company’s Contract liabilities consist of deposits received toward the purchase of Assets held for sale. The Company records the deposits as Contract liabilities until: (i) risk of loss and title to the equipment is transferred to the buyer and the sale is considered complete; (ii) there are no remaining performance obligations, and substantially all of the consideration received is non-refundable; or (iii) the contract has been terminated, and the consideration received from the customer is nonrefundable. |
Deferred gain on sale of royalty | Deferred gain on sale of royalty The Company’s Deferred gain on sale of royalty is carried at amortized cost with reductions calculated by dividing actual gold and silver production by the estimated total life-of-mine production from mineral reserves. Any updates to 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 Deferred gain on sale of royalty are recorded to Production costs, which is included in Cost of sales . A portion of the Company’s Deferred gain on sale of royalty was previously classified as current based upon the estimated gold and silver expected to be produced over the next 12 months. The Deferred gain on sale of royalty and its embedded features do not meet the requirements for derivative accounting. |
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. Historically, the majority of sales have been in the form of doré bars, but the Company also sells gold and silver laden carbon and slag, a by-product. During the year ended December 31, 2022, a majority of sales were attributable to the latter. All sales are final. |
Projects, exploration and development | Projects, exploration, and development Costs incurred for exploration, development and other project related expenses that do not qualify for capitalization are expensed within Projects, exploration, and development , which is included in Operating expenses on the Consolidated Statements of Operations. Projects, exploration, and development costs include expenditures for: (i) publishing technical studies; (ii) conducting geological studies; (iii) oversight and project management; and (iv) drilling, engineering, and metallurgical activities related to exploration and development. |
Mine site period costs | Mine site period costs Mine site period costs are costs related to care and maintenance activities at the Hycroft Mine, costs of activities that do not qualify for capitalization to Production-related inventories and adjustments to production inventories that are 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 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 silver by-product. Effective January 1, 2023, the Company began reporting amounts for Mine site period costs as Operating expenses as this presentation aligns with the manner in which the business is currently viewed and managed while the Company conducts activities for developing the Hycroft Mine and recommencing mining operations. |
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 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 records forfeitures as they occur. See Note 17 – Stock-Based Compensation for additional information. |
Fair value measurements | Fair value measurements The Financial Accounting Standards Board’s (the “FASB”) 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, net , and Accounts payable and accrued expenses, are carried at cost, which approximates their fair value due to the short-term nature of these instruments. See Note 21 – Fair Value Measurements for additional information. |
Warrants | Warrants Warrant liabilities The Company accounts for certain warrants to purchase shares of the Company’s common stock that were issued to the special purpose acquisition company (“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 Sheets. These warrants are subject to remeasurement at each balance sheet date and any change in fair value is recognized as a component of Other expenses on the Consolidated Statements 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 Sheets with no subsequent remeasurement of the fair value. Equity classified warrants Warrants that are considered indexed to the Company’s own stock, which are not required to be recorded as a liability, are measured at fair value at the date of issuance and included in Additional paid-in capital |
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 18 – 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. |
Recently adopted accounting pronouncements and Accounting pronouncements not yet adopted | Recently adopted accounting pronouncements In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 changes the way entities measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. For emerging growth companies, the new guidance is effective for annual periods beginning after January 1, 2023. The Company adopted ASU 2016-13 as of January 1, 2023, with no material impact on its Financial Statements or the related disclosures, as all outstanding Accounts receivable have been collected. In April 2019, the FASB issued ASU No. 2019-04, Codification Improvements to Topic 326, Financial Instruments—Credit Losses; Topic 815, Derivatives and Hedging; and Topic 825, Financial Instruments (“ASU 2019-04”). ASU 2019-04 clarifies certain aspects of accounting for credit losses, hedging activities, and financial instruments. For emerging growth companies, the new guidance is effective for annual periods beginning after January 1, 2023. The Company adopted ASU 2019-04 as of January 1, 2023, with no impact on its Financial Statements or the related disclosures, as all outstanding Accounts receivable have been collected, and as such, there is no need to assess allowance for doubtful accounts. In March 2020, the FASB issued authoritative guidance which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts, hedging relationships, and other transactions that reference the London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued because of reference rate reform and was effective for all entities upon issuance on March 12, 2020, through December 31, 2022. ASU 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848, defers the expiration date of Topic 848 to December 31, 2024 to realign with the revised cessation date for LIBOR. The guidance permits a company to elect certain optional expedients and exceptions when affected by the changes in reference rate reform. As of July 1, 2023, the Company amended the Second Amended and Restated Credit Agreement, dated as of March 30, 2022, by and between the Company and Sprott Private Resource Lending II (Collector), LP, Sprott Resource Lending Corp., and certain subsidiaries of the Company as guarantors (“Second A&R Agreement”), to replace LIBOR with the Secured Overnight Financing Rate (“SOFR”) by entering into the Second Amendment to Second A&R Agreement (“Second Amendment to Second A&R Agreement”). The Company has elected to adopt the optional expedients, which allow for the update from LIBOR to SOFR in the Second A&R Agreement to be accounted for as a modification rather than an extinguishment. The Company does not expect any further impact to the Financial Statements as the Second A&R Agreement is the only debt instrument that references LIBOR. Accounting pronouncements not yet adopted In March 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities to Contractual Sale Restrictions (“ASU 2022-03”). For emerging growth companies, the new guidance is effective for annual periods beginning after December 15, 2023. The Company is currently evaluating the impact that adopting this update will have on its financial statement disclosures. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280)—Improvements to Reportable Segment Disclosures. The ASU requires that an entity disclose significant segment expenses impacting profit and loss that are regularly provided to the chief operating decision maker. The update is required to be applied retrospectively to prior periods presented, based on the significant segment expense categories identified and disclosed in the period of adoption. The amendments in this ASU are required to be adopted for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact that adopting this update will have on its financial statement disclosures. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Schedule Of Mine Site Period Costs | The following table summarize the components of Mine site period costs (in thousands): Year Ended December 31, 2023 2022 Production related costs $ — $ 13,328 Capitalized depreciation and amortization — 392 Total $ — $ 13,720 Operating expense related costs $ 11,886 $ — |
Prepaids and Deposits (Tables)
Prepaids and Deposits (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Components of Prepaids and Other Net and Other Assets | The following table provides the components of Prepaids and deposits (in thousands): Year Ended December 31, 2023 2022 Current prepaids and deposits: Prepaids: Insurance $ 1,631 $ 1,221 Mining claims 400 400 Permitting fees 95 95 Surety bond fees 643 446 License fees 280 287 Other 73 154 Deposits 204 238 Total current prepaids and deposits $ 3,326 $ 2,840 Non-current prepaids: Insurance $ 947 $ — Royalty – advance payment on Crofoot Royalty 600 600 Total non-current prepaids $ 1,547 $ 600 |
Property, Plant and Equipment_2
Property, Plant and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Components of Plant and Equipment, Net | The following table provides the components of Property, plant, and equipment, net (in thousands): Depreciation Life Year Ended December 31, 2023 2022 Production leach pads Units-of-production $ 11,190 $ 11,190 Test leach pads 18 months 6,241 6,241 Process equipment 5 - 15 years 17,556 17,302 Buildings and leasehold improvements 10 years 9,419 9,280 Mine equipment 5 - 7 years 4,732 4,872 Vehicles 3 - 5 years 1,700 1,578 Furniture and office equipment 7 years 713 370 Mineral properties Units-of-production 50 — Construction in progress and other 35,504 35,721 87,105 86,554 Less, accumulated depreciation and amortization (34,014) (31,722) Total $ 53,091 $ 54,832 |
Restricted Cash (Tables)
Restricted Cash (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of Components of Restricted Cash | The following table provides the components of Restricted cash (in thousands): Year Ended December 31, 2023 2022 Reclamation and other surety bond cash collateral $ 26,287 $ 33,929 Credit card collateral 53 53 Total $ 26,340 $ 33,982 |
Asset Retirement Obligation (Ta
Asset Retirement Obligation (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Schedule of Changes in ARO | The following table summarizes changes in the Company’s Asset Retirement Obligation (“ARO”) (in thousands): Year Ended December 31, 2023 2022 Balance, beginning of period $ 10,302 $ 5,193 Accretion 1,087 408 Liabilities reduced (529) — 10,860 5,601 Changes in estimates (2,887) 4,701 Total, end of period $ 7,973 $ 10,302 Current $ 3,172 $ — Non-current $ 4,801 $ 10,302 |
Debt, Net (Tables)
Debt, Net (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Components of Debt | The following table summarizes the components of Debt, net (in thousands): Year Ended December 31, 2023 2022 Debt, net, current: Sprott Credit Agreement, including $2.2 million additional interest $ 2,200 $ 2,200 Note payable 130 128 Total $ 2,330 $ 2,328 Debt, net, non-current: Sprott Credit Agreement, including $1.1 million additional interest and net of original issue discount ($10.5 million, net) $ 42,530 $ 42,503 Subordinated Notes 101,639 92,080 Note payable 76 205 Less, debt issuance costs (1,628) (2,098) Total $ 142,617 $ 132,690 |
Schedule of Maturities of Long-Term Debt | The following table summarizes the Company’s contractual payments of Debt, net , including current maturities, for the five years subsequent to December 31, 2023 (in thousands): 2024 $ 2,329 2025 1,154 2026 22 2027 151,329 2028 — Total 154,834 Less, original issue discount, net of accumulated amortization ($11.9 million) (8,259) Less, debt issuance costs, net of accumulated amortization ($3.3 million) (1,628) Total debt, net $ 144,947 |
Schedule of Components of Recorded Interest Expense | The following table summarizes the components of recorded Interest expense (in thousands): Year Ended December 31, 2023 2022 Sprott Credit Agreement (1) $ 6,206 $ 5,310 Subordinated Notes (2) 9,565 9,620 Amortization of original issue discount 2,227 2,840 Amortization of debt issuance costs (3) 463 689 Other interest expense 6 22 Total $ 18,467 $ 18,481 (1) As of both December 31, 2023 and 2022, the Amended and Restated Credit Agreement (the “Sprott Credit Agreement”) bears interest monthly at a floating rate not less than 8.5% and the current effective interest rate was 14.4%. (2) The 10% Senior Secured Notes (“Subordinated Notes”) bear interest at 10.0% per annum (non-cash), payable in-kind on a quarterly basis. (3) |
Other Liabilities (Tables)
Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Components of Other Liabilities | The following table summarizes the components of current and non-current portions of Other liabilities (in thousands): Year Ended December 31, 2023 2022 Other liabilities, current Accrued compensation $ 3,000 $ 2,868 Accrued directors’ fees 38 36 Excise tax liability — 96 Operating lease liability 25 11 Total $ 3,063 $ 3,011 Other liabilities, non-current Operating lease liability $ 8 $ — |
Warrant Liabilities (Tables)
Warrant Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Schedule of Outstanding Warrants | The following table summarizes the Company’s outstanding warrant liabilities (in thousands): Transfers to 5-Year Public Warrants (2) Balance at Fair Value Adjustments (1) Balance at Warrants Amount Warrants Amount Warrants Amount Warrants Amount 5-Year Private Warrants 9,126,515 $ 786 — $ (175) (8,261,093) $ (585) 865,422 $ 26 Balance at Fair Value Adjustments (1) Transfers to 5-Year Public Warrants (2) Expiration Balance at Warrants Amount Warrants Amount Warrants Amount Warrants Amount Warrants Amount 5-Year Private Warrants 9,478,830 $ 664 — $ 164 (352,315) $ (42) — $ — 9,126,515 $ 786 Seller Warrants 12,721,901 5 — (5) — — (12,721,901) — — — Total 22,200,731 $ 669 — $ 159 (352,315) $ (42) (12,721,901) $ — 9,126,515 $ 786 (1) Liability classified warrants are subject to fair value remeasurement at each balance sheet date in accordance with ASC 815-40, Contracts on Entity’s Own Equity . As a result, fair value adjustments related exclusively to the Company’s liability classified warrants. See Note 21 – Fair Value Measurements for further detail on the fair value of the Company’s liability classified warrants. (2) See Note 15 – Stockholders’ Equity . The following table summarizes additional information on the Company’s outstanding warrants as of December 31, 2023: Exercise Price Exercise Period Expiration Date Warrants Outstanding 5-Year Private Warrants $ 11.50 5 years May 29, 2025 865,422 The following table summarizes the Company’s outstanding equity classified warrants included in Additional paid-in capital on the Consolidated Balance Sheets (dollars in thousands): Balance at Transfers from 5-Year Private Warrants (1) Balance at Warrants Amount Warrants Amount Warrants Amount 5-Year Public Warrants 25,163,383 $ 28,954 8,261,093 $ 585 33,424,476 $ 29,539 Public Offering Warrants 9,583,334 12,938 — — 9,583,334 12,938 Private Placement Offering Warrants 46,816,480 25,604 — — 46,816,480 25,604 Total 81,563,197 $ 67,496 8,261,093 $ 585 89,824,290 $ 68,081 Balance at Warrant Issuances Transfers from 5-Year Private Warrants (1) Balance at Warrants Amount Warrants Amount Warrants Amount Warrants Amount 5-Year Public Warrants 24,811,068 $ 28,912 — $ — 352,315 $ 42 25,163,383 $ 28,954 Public Offering Warrants 9,583,334 12,938 — — — — 9,583,334 12,938 Private Placement Offering Warrants — — 46,816,480 25,604 — — 46,816,480 25,604 Total 34,394,402 $ 41,850 46,816,480 $ 25,604 352,315 $ 42 81,563,197 $ 67,496 (1) See Note 14 – Warrant Liabilities. The following table summarizes additional information on the Company’s outstanding equity-classified warrants as of December 31, 2023: Exercise price Exercise period Expiration date Warrants outstanding 5-Year Public Warrants $ 11.50 5 years May 29, 2025 33,424,476 Public Offering Warrants $ 10.50 5 years October 6, 2025 9,583,334 Private Placement Offering Warrants $ 1.068 5 years March 15, 2027 46,816,480 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Schedule of Principal Payments on Debt and Finance Leases | The following table provides the components of Principal payments on debt and finance leases (in thousands): Year Ended December 31, 2023 2022 Principal payments on debt $ (2,200) $ (32,885) Principal payments on finance leases (128) (125) Total $ (2,328) $ (33,010) |
Schedule of Outstanding Warrants | The following table summarizes the Company’s outstanding warrant liabilities (in thousands): Transfers to 5-Year Public Warrants (2) Balance at Fair Value Adjustments (1) Balance at Warrants Amount Warrants Amount Warrants Amount Warrants Amount 5-Year Private Warrants 9,126,515 $ 786 — $ (175) (8,261,093) $ (585) 865,422 $ 26 Balance at Fair Value Adjustments (1) Transfers to 5-Year Public Warrants (2) Expiration Balance at Warrants Amount Warrants Amount Warrants Amount Warrants Amount Warrants Amount 5-Year Private Warrants 9,478,830 $ 664 — $ 164 (352,315) $ (42) — $ — 9,126,515 $ 786 Seller Warrants 12,721,901 5 — (5) — — (12,721,901) — — — Total 22,200,731 $ 669 — $ 159 (352,315) $ (42) (12,721,901) $ — 9,126,515 $ 786 (1) Liability classified warrants are subject to fair value remeasurement at each balance sheet date in accordance with ASC 815-40, Contracts on Entity’s Own Equity . As a result, fair value adjustments related exclusively to the Company’s liability classified warrants. See Note 21 – Fair Value Measurements for further detail on the fair value of the Company’s liability classified warrants. (2) See Note 15 – Stockholders’ Equity . The following table summarizes additional information on the Company’s outstanding warrants as of December 31, 2023: Exercise Price Exercise Period Expiration Date Warrants Outstanding 5-Year Private Warrants $ 11.50 5 years May 29, 2025 865,422 The following table summarizes the Company’s outstanding equity classified warrants included in Additional paid-in capital on the Consolidated Balance Sheets (dollars in thousands): Balance at Transfers from 5-Year Private Warrants (1) Balance at Warrants Amount Warrants Amount Warrants Amount 5-Year Public Warrants 25,163,383 $ 28,954 8,261,093 $ 585 33,424,476 $ 29,539 Public Offering Warrants 9,583,334 12,938 — — 9,583,334 12,938 Private Placement Offering Warrants 46,816,480 25,604 — — 46,816,480 25,604 Total 81,563,197 $ 67,496 8,261,093 $ 585 89,824,290 $ 68,081 Balance at Warrant Issuances Transfers from 5-Year Private Warrants (1) Balance at Warrants Amount Warrants Amount Warrants Amount Warrants Amount 5-Year Public Warrants 24,811,068 $ 28,912 — $ — 352,315 $ 42 25,163,383 $ 28,954 Public Offering Warrants 9,583,334 12,938 — — — — 9,583,334 12,938 Private Placement Offering Warrants — — 46,816,480 25,604 — — 46,816,480 25,604 Total 34,394,402 $ 41,850 46,816,480 $ 25,604 352,315 $ 42 81,563,197 $ 67,496 (1) See Note 14 – Warrant Liabilities. The following table summarizes additional information on the Company’s outstanding equity-classified warrants as of December 31, 2023: Exercise price Exercise period Expiration date Warrants outstanding 5-Year Public Warrants $ 11.50 5 years May 29, 2025 33,424,476 Public Offering Warrants $ 10.50 5 years October 6, 2025 9,583,334 Private Placement Offering Warrants $ 1.068 5 years March 15, 2027 46,816,480 |
Schedule of Fair Value of the Warrants Upon the Issuance | The Company used the Black-Scholes option pricing model to determine the fair value of the Warrants upon the issuance date using the following assumptions: As of March 15, 2022 Expected term (years) 5 Risk-free interest rate 2.1 % Expected volatility 118.4 % Expected dividend yield — |
Revenues (Tables)
Revenues (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The table below is a summary of the Company’s gold and silver sales (in thousands): Year Ended December 31, 2023 2022 Amount Ounces Sold Amount Ounces Sold Gold sales $ — — $ 32,249 17,728 Silver sales — — 980 44,084 Total $ — $ 33,229 The Company’s gold and silver sales during the year ended December 31, 2023 and 2022, were attributable to the following customers: Year Ended December 31, 2023 2022 Amount Percentage Amount Percentage Customer A $ — N/A $ 12,159 36.6 % Customer B — N/A 10,997 33.1 % Customer C — N/A 10,073 30.3 % Total $ — N/A $ 33,229 100.0 % |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Restricted Stock Unit Activity | The following tables summarize the Company’s unvested share awards outstanding as of December 31, 2023 and 2022, under the PIPP: Number of Restricted Stock Units Weighted Average Grant Date Unvested at December 31, 2022 354,715 $ 19.94 Granted 501,691 4.61 Canceled/forfeited (62,934) 12.17 Vested (1) (186,374) 14.12 Unvested at December 31, 2023 607,099 $ 10.04 Number of Restricted Stock Units Weighted Average Grant Date Unvested at December 31, 2021 (2) 221,091 $ 28.21 Granted 330,707 13.03 Impact of fluctuations in share price (3) (51,520) 6.04 Canceled/forfeited (1) (28,250) 30.96 Vested (117,313) 29.64 Unvested at December 31, 2022 (1) 354,715 $ 19.94 (1) For the years ended December 31, 2023 and 2022, 2,595 and 3,115 respectively of restricted stock units vested and the corresponding issuance of shares of common stock was deferred as the Company was under a trading black-out as of the date of vesting. The shares of common stock will be issued upon expiration of the trading blackout. (2) Amount includes liability-based awards for which the number of units awarded was not determined until the vesting date. The number of liability-based award units included in this amount were estimated using the market value of the Company’s shares of common stock as of the end of each reporting period . (3) Amount represents difference between liability-based awards estimated as of the end of the previous reporting period and the number of shares of common stock issued upon vesting. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Components of income tax expense (benefit) | 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 December 31, 2023 2022 Current Federal $ — $ — Deferred Federal (11,428) (17,719) Change in Valuation Allowance 11,428 17,719 Income tax expense (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 2023 and 2022, to the income tax provision (dollars in thousands): Year Ended December 31, 2023 2022 Loss before income taxes $ (55,026) $ (60,828) United States statutory income tax rate 21% 21% Income tax (benefit) at United States statutory income tax rate (11,555) (12,774) Change in valuation allowance 11,428 17,719 Warrant fair value adjustment (37) 33 Adjustment of prior year income taxes 164 (4,978) Income tax expense (benefit) $ — $ — |
Components of deferred tax assets | The components of the Company’s deferred tax assets are as follows (in thousands): Year Ended December 31, 2023 (1) 2022 Net operating loss $ 74,821 $ 49,765 Mineral properties 48,677 39,322 Plant, equipment, and mine development 1,373 23,219 Intangible assets 17,192 18,698 Deferred gain on sale of royalty 6,266 6,266 Asset retirement obligation 1,674 2,163 Accrued compensation 593 1,258 Stock-based compensation 1,835 536 Inventories 835 221 Assets available for sale (398) — Other 31 23 Valuation allowance (152,899) (141,471) Total $ — $ — (1) During 2023, the Company determined that it did not timely elect out of Internal Revenue Code (“IRC”) § 168(k) bonus depreciation for 2020 and 2021, and therefore its reported 2023 deferred tax assets related primarily to Net operating loss, Mineral properties, and Plant, equipment, and mine development included adjustments to reflect the proper IRC § 168(k) bonus depreciation. |
Loss Per Share (Tables)
Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
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): Year Ended December 31, 2023 2022 Net loss $ (55,024) $ (60,828) Weighted average shares outstanding Basic 21,113,516 16,977,306 Diluted 21,113,516 16,977,306 Basic loss per common share $ (2.61) $ (3.58) Diluted loss per common share $ (2.61) $ (3.58) |
Schedule of Antidilutive Securities Excluded from Computation | The following table summarizes the shares excluded from the weighted average number of shares of common stock outstanding, as the impact would be anti-dilutive (in thousands): Year Ended December 31, 2023 2022 Shares after conversion of warrants 9,069 9,069 Restricted stock units 607 355 Total 9,676 9,424 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Segment Information | The tables below summarize the Company’s segment information (in thousands): Year Ended December 31, 2023 Hycroft Mine Corporate and Other Total Operating costs $ 32,881 $ 12,673 $ 45,554 Loss from operations (32,881) (12,673) (45,554) Interest expense – Note 9 (1) (18,466) (18,467) Interest income 2,422 5,856 8,278 Gain on sale of assets, net of commissions 544 — 544 Fair value adjustment to warrants – Notes 14 and 21 — 175 175 Net loss $ (29,916) $ (25,108) $ (55,024) Total Assets $ 66,129 $ 135,564 $ 201,693 Year Ended December 31, 2022 Hycroft Mine Corporate and Other Total Revenues – Note 16 $ 33,229 $ — $ 33,229 Cost of sales 53,589 — 53,589 Other operating costs 18,763 14,367 33,130 Loss from operations (39,123) (14,367) (53,490) Interest expense – Note 9 (10) (18,471) (18,481) Interest income 439 1,874 2,313 Gain on extinguishment of debt — 5,041 5,041 Fair value adjustment to warrants – Notes 14 and 21 — (159) (159) Gain on sale of assets, net of commissions 3,948 — 3,948 Net loss $ (34,746) $ (26,082) $ (60,828) Total Assets $ 102,057 $ 146,897 $ 248,954 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
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 (in thousands). Hierarchy Year Ended December 31, 2023 2022 5-Year Private Warrants 2 $ 26 $ 786 |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Supplemental Cash Flow Information [Abstract] | |
Schedule of Supplemental Cash Flow Information | The following table provides supplemental cash flow information (in thousands): Year Ended December 31, 2023 2022 Cash interest paid $ 6,212 $ 5,318 Significant non-cash financing and investing activities: Increase in debt from in-kind interest – Note 9 9,559 9,619 Debt issuance costs paid in-kind – Note 9 — 3,300 Shares of common stock issued as payment of Settlement Fee – Note 15 — 1,749 Liability based restricted stock units transferred to equity – Note 17 — 727 Shares of common stock issued for purchase of Subordinated Notes – Note 9 — 385 Shares of common stock issued for salary continuation payments – Note 15 — 158 |
Company Overview (Details)
Company Overview (Details) $ in Thousands | 1 Months Ended | ||||
Nov. 14, 2023 | Mar. 15, 2022 | Mar. 14, 2022 | Dec. 31, 2023 USD ($) shares | Mar. 31, 2022 USD ($) | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Proceeds from issuance of equity | $ 1,100 | $ 194,400 | |||
Number of shares sold (in shares) | shares | 523,328 | ||||
Amount available for issuance under the ATM plan | $ 360,300 | ||||
Split conversion ratio | 0.1 | 0.1 | 0.1 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 2 Months Ended | 12 Months Ended | ||||||
Jan. 05, 2024 USD ($) | Nov. 14, 2023 $ / shares shares | Mar. 15, 2022 shares | Mar. 14, 2022 | Dec. 31, 2023 USD ($) $ / shares shares | Mar. 13, 2024 USD ($) shares | Dec. 31, 2023 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | Mar. 11, 2022 shares | |
Financing Receivable, Impaired [Line Items] | |||||||||
Cash and cash equivalents | $ 106,200 | $ 106,200 | |||||||
Working capital | $ 101,800 | 101,800 | |||||||
Number of shares issued (in shares) | shares | 523,328 | ||||||||
Consideration received, net of issuance costs | $ 1,100 | ||||||||
Amount available for issuance under the ATM plan | $ 360,300 | $ 360,300 | |||||||
Split conversion ratio | 0.1 | 0.1 | 0.1 | ||||||
Common stock, par value (in USD per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||
Common stock, authorized (in shares) | shares | 1,400,000,000 | 1,400,000,000 | 1,400,000,000 | 1,400,000,000 | 1,400,000,000 | ||||
Preferred stock, shares authorized (in shares) | shares | 10,000,000 | ||||||||
Restricted cash | $ 26,340 | $ 26,340 | $ 33,982 | ||||||
Production related costs | 13,328 | ||||||||
Capitalized depreciation and amortization | 392 | ||||||||
Mine site period costs – Note 2 | 13,720 | ||||||||
Cash interest paid | 6,212 | $ 5,318 | |||||||
At-The-Market Offering | |||||||||
Financing Receivable, Impaired [Line Items] | |||||||||
Consideration received, net of issuance costs | $ 133,500 | ||||||||
Subsequent event | |||||||||
Financing Receivable, Impaired [Line Items] | |||||||||
Number of shares issued (in shares) | shares | 265,985 | ||||||||
Consideration received, net of issuance costs | $ 600 | ||||||||
Amount available for issuance under the ATM plan | $ 359,700 | ||||||||
The 1.25 Lien Notes | Subsequent event | |||||||||
Financing Receivable, Impaired [Line Items] | |||||||||
Principal prepaid | $ 34,700 | ||||||||
Total payment | 38,000 | ||||||||
Cash interest paid | $ 3,300 | ||||||||
Common Stock | |||||||||
Financing Receivable, Impaired [Line Items] | |||||||||
Number of shares issued (in shares) | shares | 523,328 | ||||||||
Consideration received, net of issuance costs | $ 1,100 | ||||||||
Common Stock | At-The-Market Offering | |||||||||
Financing Receivable, Impaired [Line Items] | |||||||||
Number of shares issued (in shares) | shares | 8,955,358 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Mine Site Period Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Accounting Policies [Abstract] | ||
Production related costs | $ 13,328 | |
Capitalized depreciation and amortization | 392 | |
Total | $ 13,720 | |
Operating expense related costs | $ 11,886 |
Prepaids and Deposits - Compone
Prepaids and Deposits - Components of Prepaids and Other Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Prepaids: | ||
Insurance | $ 1,631 | $ 1,221 |
Mining claims | 400 | 400 |
Permitting fees | 95 | 95 |
Surety bond fees | 643 | 446 |
License fees | 280 | 287 |
Other | 73 | 154 |
Deposits | 204 | 238 |
Total current prepaids and deposits | 3,326 | 2,840 |
Non-current prepaids: | ||
Insurance | 947 | 0 |
Royalty – advance payment on Crofoot Royalty | 600 | 600 |
Total non-current prepaids | $ 1,547 | $ 600 |
Prepaids and Deposits - Narrati
Prepaids and Deposits - Narrative (Details) | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Royalty payment, percentage of net profit | 4% | 4% |
Supplies Inventories, Net - Nar
Supplies Inventories, Net - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Inventory [Line Items] | ||
Supplies inventories, net – Note 4 | $ 1,834 | $ 2,808 |
Materials And Supplies Inventory | ||
Inventory [Line Items] | ||
Inventory write-down | $ 500 | $ 1,100 |
Property, Plant and Equipment_3
Property, Plant and Equipment, Net - Components of Plant and Equipment, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Feb. 28, 2021 |
Property, Plant and Equipment [Line Items] | |||
Plant and equipment, gross | $ 87,105 | $ 86,554 | |
Less, accumulated depreciation and amortization | (34,014) | (31,722) | |
Total | 53,091 | 54,832 | |
Production leach pads | |||
Property, Plant and Equipment [Line Items] | |||
Plant and equipment, gross | $ 11,190 | 11,190 | |
Test leach pads | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation Life or Method | 18 months | ||
Plant and equipment, gross | $ 6,241 | 6,241 | |
Process equipment | |||
Property, Plant and Equipment [Line Items] | |||
Plant and equipment, gross | $ 17,556 | 17,302 | |
Buildings and leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation Life or Method | 10 years | ||
Plant and equipment, gross | $ 9,419 | 9,280 | |
Mine equipment | |||
Property, Plant and Equipment [Line Items] | |||
Plant and equipment, gross | 4,732 | 4,872 | |
Vehicles | |||
Property, Plant and Equipment [Line Items] | |||
Plant and equipment, gross | $ 1,700 | 1,578 | |
Furniture and office equipment | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation Life or Method | 7 years | ||
Plant and equipment, gross | $ 713 | 370 | |
Mineral properties | |||
Property, Plant and Equipment [Line Items] | |||
Plant and equipment, gross | 50 | 0 | |
Construction in progress and other | |||
Property, Plant and Equipment [Line Items] | |||
Plant and equipment, gross | $ 35,504 | $ 35,721 | $ 32,900 |
Minimum | Process equipment | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation Life or Method | 5 years | ||
Minimum | Mine equipment | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation Life or Method | 5 years | ||
Minimum | Vehicles | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation Life or Method | 3 years | ||
Maximum | Process equipment | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation Life or Method | 15 years | ||
Maximum | Mine equipment | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation Life or Method | 7 years | ||
Maximum | Vehicles | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation Life or Method | 5 years |
Property, Plant and Equipment_4
Property, Plant and Equipment, Net - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Feb. 28, 2021 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | $ 2,800 | $ 3,400 | |
Plant and equipment, gross | 87,105 | 86,554 | |
Construction in progress and other | |||
Property, Plant and Equipment [Line Items] | |||
Plant and equipment, gross | $ 35,504 | 35,721 | $ 32,900 |
Test leach pads | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 18 months | ||
Plant and equipment, gross | $ 6,241 | $ 6,241 |
Restricted Cash (Details)
Restricted Cash (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Jun. 30, 2022 | |
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Total | $ 26,340 | $ 26,340 | $ 33,982 | |
Restricted cash | 26,340 | 26,340 | 33,982 | |
Interest income | 8,278 | 2,313 | ||
Restricted Cash, Noncurrent | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Interest income | 1,600 | 400 | ||
Surety bond | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Guarantor obligations | 58,700 | 58,700 | ||
Gurantor obligations, released | 9,100 | |||
Guarantor obligations, cancel | $ 1,000 | |||
Restricted cash | 300 | |||
Surety Bond, Hycroft Mine Financial Requirements | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Guarantor obligations | 58,300 | 58,300 | 58,300 | |
Water Supply | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Guarantor obligations | $ 400 | |||
Reclamation and other surety bond cash collateral | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Total | 26,287 | 26,287 | 33,929 | |
Credit card collateral | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Total | $ 53 | $ 53 | $ 53 |
Assets Held For Sale - Narrativ
Assets Held For Sale - Narrative (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | 17 Months Ended | |||||
Dec. 31, 2022 USD ($) sub-stationTransformer | Aug. 31, 2022 USD ($) mill | Feb. 28, 2022 USD ($) | Dec. 31, 2023 USD ($) mill sub-stationTransformer | Dec. 31, 2022 USD ($) sub-stationTransformer | Dec. 31, 2023 USD ($) mill sub-stationTransformer | Jun. 30, 2023 USD ($) | Mar. 31, 2023 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Assets held for sale | $ 7,148 | $ 7,148 | $ 7,148 | $ 7,148 | ||||
Number of transformers to be purchased | sub-stationTransformer | 1 | 1 | ||||||
Proceeds from assets held for sale | $ 0 | 6,574 | ||||||
Commissions on sale, percentage | 17.50% | |||||||
SAG Mill And Ball Mill | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Assets held for sale | $ 12,000 | |||||||
Assets held for sale, additional consideration | $ 1,600 | |||||||
Aggregate purchase price | 13,600 | |||||||
Proceeds from assets held for sale | 1,100 | 500 | $ 1,600 | |||||
Receivable final payment on asset held for sale | $ 12,500 | |||||||
Assets Held For Sale, Monthly Required Interest Payments Received | 800 | $ 0 | ||||||
Outstanding balance | $ 12,100 | $ 12,100 | ||||||
SAG Mill And Ball Mill | Minimum | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Received interest percentage on outstanding | 5% | |||||||
SAG Mill And Ball Mill | Maximum | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Received interest percentage on outstanding | 7.50% | |||||||
Regrind mill | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Proceeds from assets held for sale | $ 1,300 | |||||||
Mine equipment | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Proceeds from assets held for sale | $ 100 | |||||||
Dual Pinion Ball Mill | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Proceeds from assets held for sale | $ 6,300 | |||||||
Ball mills | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Number of mills | mill | 1 | 1 | 1 | |||||
SAG mill | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Number of mills | mill | 1 | 1 | 1 | |||||
Sub-Station Transformer | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Number of transformers to be purchased | sub-stationTransformer | 1 | 1 | 1 | 1 |
Asset Retirement Obligation - R
Asset Retirement Obligation - Rollforward (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | ||
Beginning balance | $ 10,302 | $ 5,193 |
Accretion | 1,087 | 408 |
Changes in estimates | (2,887) | 4,701 |
Liabilities reduced | (529) | 0 |
ARO | 10,860 | 5,601 |
Ending balance | 7,973 | 10,302 |
Current | 3,172 | 0 |
Non-current | $ 4,801 | $ 10,302 |
Asset Retirement Obligation - N
Asset Retirement Obligation - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Asset Retirement Obligation Disclosure [Abstract] | ||
Change in estimate to the ARO | $ (2,887) | $ 4,701 |
Debt, Net - Components of debt
Debt, Net - Components of debt (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Debt, net, current: | ||
Total | $ 2,330 | $ 2,328 |
Debt, net, non-current: | ||
Less, debt issuance costs | (1,628) | (2,098) |
Total | 142,617 | 132,690 |
Unamortized discount | 8,259 | |
Notes Payable, Other Payables | ||
Debt, net, current: | ||
Debt, gross, current | 130 | 128 |
Debt, net, non-current: | ||
Debt, gross, noncurrent | 76 | 205 |
Sprott Credit Agreement | ||
Debt, net, current: | ||
Debt, gross, current | 2,200 | 2,200 |
Debt, net, non-current: | ||
Debt, gross, noncurrent | 42,530 | 42,503 |
Additional interest, current maturities | 2,200 | 2,200 |
Additional interest, excluding current maturities | 1,100 | 1,100 |
Unamortized discount | 10,500 | 10,500 |
Subordinated Notes | ||
Debt, net, non-current: | ||
Debt, gross, noncurrent | $ 101,639 | $ 92,080 |
Debt, Net - Schedule of Maturit
Debt, Net - Schedule of Maturities of Long-term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Debt Disclosure [Abstract] | ||
2024 | $ 2,329 | |
2025 | 1,154 | |
2026 | 22 | |
2027 | 151,329 | |
2028 | 0 | |
Total | 154,834 | |
Less, original issue discount, net of accumulated amortization ($11.9 million) | (8,259) | |
Less, debt issuance costs, net of accumulated amortization ($3.3 million) | (1,628) | |
Total debt, net | 144,947 | $ 135,000 |
Original issue discount, accumulated amortization | 11,900 | |
Debt issuance costs, accumulated amortization | $ 3,300 |
Debt, Net - Components of Recor
Debt, Net - Components of Recorded Interest Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Mar. 14, 2022 | |
Debt Instrument [Line Items] | |||
Amortization of original issue discount | $ 2,227 | $ 2,840 | |
Amortization of Debt Issuance Costs | 463 | 689 | |
Interest Expense, Debt, Other | 6 | 22 | |
Total | 18,467 | 18,481 | |
Sprott Credit Agreement | |||
Debt Instrument [Line Items] | |||
Interest expense, debt | $ 6,206 | $ 5,310 | |
Stated interest rate | 8.50% | 8.50% | |
Interest rate | 14.40% | 14.40% | |
Subordinated Notes | |||
Debt Instrument [Line Items] | |||
Interest expense, debt | $ 9,565 | $ 9,620 | |
Effective interest rate | 1.60% | 1.60% | |
The 1.25 Lien Notes | Secured Debt | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 10% | 10% |
Debt, Net - Narrative (Details)
Debt, Net - Narrative (Details) $ in Thousands | 1 Months Ended | 2 Months Ended | 12 Months Ended | |||||||||||||||||
Jan. 05, 2024 USD ($) | Nov. 14, 2023 | Nov. 28, 2022 USD ($) shares | Mar. 30, 2022 USD ($) | Mar. 16, 2022 USD ($) | Mar. 15, 2022 USD ($) | Mar. 14, 2022 USD ($) | Aug. 31, 2021 | May 29, 2020 USD ($) shares | Dec. 31, 2023 USD ($) | Mar. 13, 2024 USD ($) | Dec. 31, 2023 USD ($) shares | Dec. 31, 2022 USD ($) shares | Nov. 30, 2022 USD ($) | Apr. 30, 2022 USD ($) | Mar. 31, 2022 USD ($) | Feb. 28, 2022 USD ($) | May 31, 2021 | Oct. 04, 2019 USD ($) | ||
Short-term Debt [Line Items] | ||||||||||||||||||||
Issuance of common stock and warrants | $ 867 | $ 187,496 | ||||||||||||||||||
Gain (loss) on extinguishment of debt | $ 5,000 | $ 0 | $ 5,041 | |||||||||||||||||
Consideration received, net of issuance costs | $ 1,100 | |||||||||||||||||||
Split conversion ratio | 0.1 | 0.1 | 0.1 | |||||||||||||||||
Subsequent event | ||||||||||||||||||||
Short-term Debt [Line Items] | ||||||||||||||||||||
Consideration received, net of issuance costs | $ 600 | |||||||||||||||||||
Common Stock | ||||||||||||||||||||
Short-term Debt [Line Items] | ||||||||||||||||||||
Issuance of common stock (in shares) | shares | [1] | 523,329 | 13,687,006 | |||||||||||||||||
Issuance of common stock and warrants | $ 1 | $ 14 | ||||||||||||||||||
Private Placement | ||||||||||||||||||||
Short-term Debt [Line Items] | ||||||||||||||||||||
Consideration received, net of issuance costs | $ 55,900 | |||||||||||||||||||
Proceeds from private placement and forward purchase contract | $ 55,900 | |||||||||||||||||||
Sponsor fees | $ 1,800 | $ 1,800 | ||||||||||||||||||
Sprott Credit Agreement | Common Stock | ||||||||||||||||||||
Short-term Debt [Line Items] | ||||||||||||||||||||
Issuance of common stock (in shares) | shares | 49,663 | |||||||||||||||||||
Subordinated debt | ||||||||||||||||||||
Short-term Debt [Line Items] | ||||||||||||||||||||
Stated interest rate | 10% | |||||||||||||||||||
Sprott Credit Agreement | ||||||||||||||||||||
Short-term Debt [Line Items] | ||||||||||||||||||||
Maximum borrowing capacity | $ 110,000 | |||||||||||||||||||
Stated amount of borrowing | $ 70,000 | |||||||||||||||||||
Stock issued during period, percent issued to creditors | 1% | |||||||||||||||||||
Debt instrument, original discount, percentage | 2% | |||||||||||||||||||
Debt instrument, original discount | $ 1,400 | |||||||||||||||||||
Stated interest rate | 7% | |||||||||||||||||||
Basis spread on variable rate | 1.50% | |||||||||||||||||||
Debt instrument, quarterly interest payable | $ 500 | |||||||||||||||||||
Interest obligation | $ 9,300 | |||||||||||||||||||
Principal repayments term | 3 months | |||||||||||||||||||
Debt instrument, first four principal repayments, percentage of outstanding principal | 2.50% | |||||||||||||||||||
Debt Instrument, subsequent principal repayments, percentage of outstanding principal | 7.50% | |||||||||||||||||||
Sprott Credit Agreement | Minimum | ||||||||||||||||||||
Short-term Debt [Line Items] | ||||||||||||||||||||
Percentage of debt payment | 0.50 | |||||||||||||||||||
Sprott Credit Agreement | Maximum | ||||||||||||||||||||
Short-term Debt [Line Items] | ||||||||||||||||||||
Percentage of debt payment | 1 | |||||||||||||||||||
Sprott Credit Agreement | Line of Credit | ||||||||||||||||||||
Short-term Debt [Line Items] | ||||||||||||||||||||
Minimum unrestricted cash | $ 9,000 | $ 9,000 | $ 7,500 | |||||||||||||||||
Extended maturity period (in years) | 2 years | |||||||||||||||||||
Principal prepayment | $ 10,000 | $ 1,100 | ||||||||||||||||||
Cap, in aggregate, of principal repaid | $ 13,900 | |||||||||||||||||||
Long term debt, percentage of prepay principal | 10% | |||||||||||||||||||
Prepayment proceeds from sale of assets (up to) | $ 23,900 | |||||||||||||||||||
Debt instrument, unrestricted cash | 15,000 | |||||||||||||||||||
Payment of deferred additional interest | 500 | |||||||||||||||||||
Principal prepaid | $ 13,900 | $ 10,000 | ||||||||||||||||||
Fee paid-in-kind | $ 3,300 | |||||||||||||||||||
The 1.25 Lien Notes | Subsequent event | ||||||||||||||||||||
Short-term Debt [Line Items] | ||||||||||||||||||||
Principal prepaid | $ 34,700 | |||||||||||||||||||
Total payment | $ 38,000 | |||||||||||||||||||
The 1.25 Lien Notes | Conversion of 1.25 Lien Notes to New Subordinated Notes | ||||||||||||||||||||
Short-term Debt [Line Items] | ||||||||||||||||||||
Business combination lien priority | 1.25 | |||||||||||||||||||
Debt conversion | $ 80,000 | |||||||||||||||||||
The 1.25 Lien Notes | Secured Debt | ||||||||||||||||||||
Short-term Debt [Line Items] | ||||||||||||||||||||
Stated interest rate | 10% | 10% | 10% | |||||||||||||||||
Highbridge Agreement | Line of Credit | ||||||||||||||||||||
Short-term Debt [Line Items] | ||||||||||||||||||||
Debt conversion | 11,100 | |||||||||||||||||||
Accrued unpaid interest | 200 | |||||||||||||||||||
Repayments of other debt | 5,600 | $ 6,100 | ||||||||||||||||||
Legal fees | $ 100 | |||||||||||||||||||
Discount rate | 0.42 | |||||||||||||||||||
Highbridge Agreement | Line of Credit | Common Stock | ||||||||||||||||||||
Short-term Debt [Line Items] | ||||||||||||||||||||
Issuance of common stock (in shares) | shares | 50,000 | |||||||||||||||||||
Issuance of common stock and warrants | $ 400 | |||||||||||||||||||
[1] On November 14, 2023, the Company effectuated a reverse stock split with a ratio of 1-for-10. All share and per share information has been retroactively adjusted to give effect to the reverse stock split for all periods presented. |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Aug. 31, 2020 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Payables and Accruals [Abstract] | ||||
Accounts payable and accrued expenses | $ 1,631 | $ 5,644 | ||
Loss on purchase commitment | $ 2,100 | |||
Purchase commitment, period | 3 years | |||
Release payment | 1,000 | |||
Gain on settlement of accrued liability – Note 10 | $ 1,151 | $ 0 |
Contract Liabilities (Details)
Contract Liabilities (Details) $ in Thousands | Dec. 31, 2023 USD ($) mill sub-stationTransformer | Dec. 31, 2022 USD ($) sub-stationTransformer | Aug. 31, 2022 mill |
Long-Lived Assets Held-for-sale [Line Items] | |||
Contract liabilities | $ | $ 1,550 | $ 1,050 | |
Number of transformers to be purchased | sub-stationTransformer | 1 | ||
Equipment Not In Use | |||
Long-Lived Assets Held-for-sale [Line Items] | |||
Contract liabilities | $ | $ 1,600 | $ 1,100 | |
Ball mills | |||
Long-Lived Assets Held-for-sale [Line Items] | |||
Number of mills | mill | 1 | 1 | |
SAG mill | |||
Long-Lived Assets Held-for-sale [Line Items] | |||
Number of mills | mill | 1 | 1 | |
Sub-Station Transformer | |||
Long-Lived Assets Held-for-sale [Line Items] | |||
Number of transformers to be purchased | sub-stationTransformer | 1 | 1 |
Other Liabilities (Details)
Other Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Other liabilities, current | ||
Accrued compensation | $ 3,000 | $ 2,868 |
Accrued directors’ fees | 38 | 36 |
Excise tax liability | 0 | 96 |
Operating lease liability | 25 | 11 |
Total | $ 3,063 | $ 3,011 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Total | Total |
Other liabilities, non-current | ||
Operating lease liability | $ 8 | $ 0 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other liabilities – Note 12 | Other liabilities – Note 12 |
Other Liabilities - Narrative (
Other Liabilities - Narrative (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Other Liabilities Disclosure [Abstract] | ||
Excise tax liability | $ 0 | $ 96 |
Deferred Gain on Sale of Roya_2
Deferred Gain on Sale of Royalty (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Sep. 29, 2020 | May 29, 2020 | Dec. 31, 2023 | Dec. 31, 2022 | |
Other Liabilities Disclosure [Abstract] | ||||
Proceeds from royalty obligation | $ 30 | $ 30 | ||
Smelter royalty obligation, percentage | 1.50% | 1.50% | ||
Smelter royalty obligation, right to repurchase percentage | 33.30% | |||
Smelter royalty obligation, right to repurchase percentage, net of returns | 0.50% | |||
Payments for royalty obligations | $ 0.1 | $ 0.4 |
Warrant Liabilities - Summary o
Warrant Liabilities - Summary of Outstanding Warrants (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | 36 Months Ended | |||||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2023 | Aug. 03, 2022 | Aug. 02, 2022 | Oct. 06, 2020 | |
Class of Warrant or Right [Roll Forward] | |||||||
Fair Value Adjustments | $ (175) | $ 159 | |||||
Liability Warrants | |||||||
Class of Warrant or Right [Roll Forward] | |||||||
Beginning balance (in shares) | 9,126,515 | 22,200,731 | |||||
Beginning balance | $ 786 | $ 669 | |||||
Fair Value Adjustments | $ 159 | ||||||
Transfers to an Unrelated Third Party (in shares) | (352,315) | ||||||
Transfers to an Unrelated Third Party | $ (42) | ||||||
Expiration of warrants (in shares) | (12,721,901) | ||||||
Expiration of warrants | $ 0 | ||||||
Ending balance (in shares) | 9,126,515 | 22,200,731 | |||||
Ending balance | $ 786 | $ 669 | |||||
Warrants Outstanding (in shares) | 9,126,515 | 22,200,731 | |||||
5-Year Private Warrants | |||||||
Class of Warrant or Right [Roll Forward] | |||||||
Beginning balance (in shares) | 9,126,515 | 9,478,830 | |||||
Beginning balance | $ 786 | $ 664 | |||||
Fair Value Adjustments | $ (175) | $ 164 | |||||
Transfers to an Unrelated Third Party (in shares) | (8,261,093) | (352,315) | (409,585) | (9,374,578) | |||
Transfers to an Unrelated Third Party | $ (585) | $ (42) | |||||
Expiration of warrants (in shares) | 0 | ||||||
Expiration of warrants | $ 0 | ||||||
Ending balance (in shares) | 865,422 | 9,126,515 | 9,478,830 | 865,422 | |||
Ending balance | $ 26 | $ 786 | $ 664 | $ 26 | |||
Exercise Price (in USD per share) | $ 11.50 | $ 11.50 | |||||
Exercise Period | 5 years | 5 years | |||||
Warrants Outstanding (in shares) | 865,422 | 9,126,515 | 9,478,830 | 865,422 | |||
Seller Warrants | |||||||
Class of Warrant or Right [Roll Forward] | |||||||
Beginning balance (in shares) | 0 | 12,721,901 | |||||
Beginning balance | $ 0 | $ 5 | |||||
Fair Value Adjustments | $ (5) | ||||||
Transfers to an Unrelated Third Party (in shares) | 0 | ||||||
Transfers to an Unrelated Third Party | $ 0 | ||||||
Expiration of warrants (in shares) | (12,721,901) | ||||||
Expiration of warrants | $ 0 | ||||||
Ending balance (in shares) | 0 | 12,721,901 | |||||
Ending balance | $ 0 | $ 5 | |||||
Exercise Price (in USD per share) | $ 39.90 | $ 40.31 | |||||
Exercise Period | 7 years | ||||||
Warrants Outstanding (in shares) | 0 | 12,721,901 | 12,721,901 | ||||
Public Offering Warrants | |||||||
Class of Warrant or Right [Roll Forward] | |||||||
Beginning balance (in shares) | 9,583,334 | 9,583,334 | |||||
Beginning balance | $ 12,938 | $ 12,938 | |||||
Transfers to an Unrelated Third Party (in shares) | 0 | 0 | |||||
Transfers to an Unrelated Third Party | $ 0 | $ 0 | |||||
Ending balance (in shares) | 9,583,334 | 9,583,334 | 9,583,334 | 9,583,334 | |||
Ending balance | $ 12,938 | $ 12,938 | $ 12,938 | $ 12,938 | |||
Exercise Price (in USD per share) | $ 10.50 | $ 10.50 | $ 10.50 | ||||
Exercise Period | 5 years | 5 years | 5 years | ||||
Warrants Outstanding (in shares) | 9,583,334 | 9,583,334 | 9,583,334 | 9,583,334 | |||
Private Placement Offering Warrants | |||||||
Class of Warrant or Right [Roll Forward] | |||||||
Beginning balance (in shares) | 46,816,480 | 0 | |||||
Beginning balance | $ 25,604 | $ 0 | |||||
Transfers to an Unrelated Third Party (in shares) | 0 | 0 | |||||
Transfers to an Unrelated Third Party | $ 0 | $ 0 | |||||
Ending balance (in shares) | 46,816,480 | 46,816,480 | 0 | 46,816,480 | |||
Ending balance | $ 25,604 | $ 25,604 | $ 0 | $ 25,604 | |||
Exercise Price (in USD per share) | $ 1.068 | $ 1.068 | |||||
Exercise Period | 5 years | 5 years | |||||
Warrants Outstanding (in shares) | 46,816,480 | 46,816,480 | 0 | 46,816,480 |
Warrant Liabilities - Narrative
Warrant Liabilities - Narrative (Details) - $ / shares | 12 Months Ended | 36 Months Ended | ||||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2023 | Aug. 03, 2022 | Aug. 02, 2022 | |
Common Stock | ||||||
Class of Warrant or Right [Line Items] | ||||||
Number of securities called by warrants (in shares) | 50,000 | |||||
Restricted stock units | ||||||
Class of Warrant or Right [Line Items] | ||||||
Number of securities called by warrants (in shares) | 2,570,602 | |||||
5-Year Private Warrants | ||||||
Class of Warrant or Right [Line Items] | ||||||
Transfers to an unrelated third party (in shares) | 8,261,093 | 352,315 | 409,585 | 9,374,578 | ||
Warrants, exercise price (in USD per share) | $ 11.50 | $ 11.50 | ||||
Outstanding warrants (in shares) | 865,422 | 9,126,515 | 9,478,830 | 865,422 | ||
Exercise Period | 5 years | 5 years | ||||
Seller Warrants | ||||||
Class of Warrant or Right [Line Items] | ||||||
Transfers to an unrelated third party (in shares) | 0 | |||||
Warrants, exercise price (in USD per share) | $ 39.90 | $ 40.31 | ||||
Number of securities called by each warrant (in shares) | 0.028347 | 0.028055 | ||||
Outstanding warrants (in shares) | 0 | 12,721,901 | 12,721,901 | |||
Exercise Period | 7 years | |||||
Seller Warrants | Common Stock | ||||||
Class of Warrant or Right [Line Items] | ||||||
Number of securities called by warrants (in shares) | 360,628 | 356,912 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |||||||||||||
Nov. 14, 2023 $ / shares shares | Jul. 26, 2022 USD ($) d | Jun. 30, 2022 shares | Mar. 15, 2022 USD ($) $ / shares shares | Mar. 14, 2022 USD ($) $ / shares shares | Mar. 11, 2022 shares | Oct. 08, 2021 shares | Oct. 06, 2021 USD ($) shares | Oct. 06, 2020 USD ($) $ / shares shares | Dec. 31, 2023 USD ($) $ / shares shares | Mar. 31, 2022 USD ($) | Dec. 31, 2023 USD ($) d $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | Jul. 28, 2022 shares | Dec. 31, 2021 shares | |
Class of Stock [Line Items] | |||||||||||||||
Common stock, outstanding (in shares) | 20,736,612 | 20,736,612 | 20,027,060 | ||||||||||||
Common stock, issued (in shares) | 20,736,612 | 20,736,612 | 20,027,060 | ||||||||||||
Number of votes per share (in votes) | 1 | 1 | |||||||||||||
Split conversion ratio | 0.1 | 0.1 | 0.1 | ||||||||||||
Preferred stock, issued (in shares) | 0 | 0 | |||||||||||||
Preferred stock, outstanding (in shares) | 0 | 0 | |||||||||||||
Common stock, shares authorized, increase (decrease) (in shares) | 1,000,000,000 | ||||||||||||||
Common stock, authorized (in shares) | 1,400,000,000 | 1,400,000,000 | 1,400,000,000 | 1,400,000,000 | 1,400,000,000 | ||||||||||
Number of shares issued (in shares) | 523,328 | ||||||||||||||
Consideration received, net of issuance costs | $ | $ 1,100 | ||||||||||||||
Common stock, par value (in USD per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||||||
Proceeds from issuance of equity | $ | $ 1,100 | $ 194,400 | |||||||||||||
Amount available for issuance under the ATM plan | $ | 360,300 | $ 360,300 | |||||||||||||
Advisory fee settled in stock | $ | $ 0 | $ 0 | $ 1,749 | ||||||||||||
Transition and Succession Agreement and Consulting Agreement Plan | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Postemployment obligations Aggregate amount | $ | $ 700 | ||||||||||||||
Deferred compensation arrangement with individual, shares authorized for issuance (in shares) | 27,500 | ||||||||||||||
Deferred compensation arrangement with individual, shares issued (in shares) | 13,750 | 13,750 | |||||||||||||
Minimum | Transition and Succession Agreement and Consulting Agreement Plan | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Postemployment benefits agreement period | 12 months | ||||||||||||||
Maximum | Transition and Succession Agreement and Consulting Agreement Plan | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Postemployment benefits agreement period | 24 months | ||||||||||||||
Common Stock | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Number of shares issued (in shares) | 523,328 | ||||||||||||||
Consideration received, net of issuance costs | $ | $ 1,100 | ||||||||||||||
Payments of stock issuance costs | $ | $ 300 | ||||||||||||||
5-Year Public Warrants | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Number of shares called by each unit (in shares) | 0.1 | ||||||||||||||
Number of warrants called by each unit (in shares) | 1 | ||||||||||||||
Warrants, exercise price (in USD per share) | $ / shares | $ 11.50 | $ 11.50 | $ 11.50 | ||||||||||||
Exercise Period | 5 years | 5 years | 5 years | ||||||||||||
Units issued (in shares) | 20,800,000 | ||||||||||||||
Number of securities called by each warrant (in shares) | 0.1 | ||||||||||||||
Number of securities called by warrants (in shares) | 3,249,999 | ||||||||||||||
Transfers to an unrelated third party (in shares) | 8,261,093 | 352,315 | |||||||||||||
Share price threshold to call warrants (in USD per share) | $ / shares | $ 18 | ||||||||||||||
Outstanding warrants (in shares) | 33,424,476 | 33,424,476 | 25,163,383 | 24,811,068 | |||||||||||
Warrants, threshold trading days | d | 20 | ||||||||||||||
Warrants, trading day period | d | 30 | ||||||||||||||
Public Offering Warrants | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Number of shares called by each unit (in shares) | 0.1 | ||||||||||||||
Number of warrants called by each unit (in shares) | 1 | ||||||||||||||
Warrants, exercise price (in USD per share) | $ / shares | $ 10.50 | $ 10.50 | $ 10.50 | ||||||||||||
Exercise Period | 5 years | 5 years | 5 years | ||||||||||||
Units issued (in shares) | 9,583,334 | ||||||||||||||
Number of securities called by each warrant (in shares) | 0.1 | ||||||||||||||
Transfers to an unrelated third party (in shares) | 0 | 0 | |||||||||||||
Outstanding warrants (in shares) | 9,583,334 | 9,583,334 | 9,583,334 | 9,583,334 | |||||||||||
Units issued, offering price (in dollars per share) | $ / shares | $ 9 | ||||||||||||||
Units issued, related party (in shares) | 5,000,000 | ||||||||||||||
Proceeds from issuance of warrants | $ | $ 83,100 | ||||||||||||||
Private Placement | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Number of shares issued (in shares) | 46,816,480 | ||||||||||||||
Offering price (in USD per share) | $ / shares | $ 1.193 | ||||||||||||||
Number of shares called by each unit (in shares) | 0.1 | ||||||||||||||
Consideration received, net of issuance costs | $ | $ 55,900 | ||||||||||||||
Proceeds from private placement and forward purchase contract | $ | $ 55,900 | ||||||||||||||
Exercise Period | 5 years | ||||||||||||||
Net proceeds, after deducting expenses | $ | 53,600 | ||||||||||||||
Payments of stock issuance costs | $ | 2,300 | ||||||||||||||
Sponsor fees | $ | $ 1,800 | $ 1,800 | |||||||||||||
Financial advisor to settlement amount | $ | $ 3,500 | ||||||||||||||
Liability management percentage | 50% | 50% | |||||||||||||
Sale of stock, advisory fee, private placement offering percentage | 50% | ||||||||||||||
Advisory fee settled in cash | $ | $ 1,750 | ||||||||||||||
Advisory fee settled in stock | $ | $ 1,750 | ||||||||||||||
Common stock, issued (in shares) | 171,467 | ||||||||||||||
Number of trading days | d | 10 | ||||||||||||||
Number of securities called by each warrant (in shares) | 0.1 | ||||||||||||||
Private Placement | Public Offering Warrants | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Number of warrants called by each unit (in shares) | 1 | ||||||||||||||
Warrants, exercise price (in USD per share) | $ / shares | $ 1.068 | ||||||||||||||
At-The-Market Offering | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Consideration received, net of issuance costs | $ | $ 133,500 | ||||||||||||||
Net proceeds, after deducting commissions and fees | $ | $ 5,000 | ||||||||||||||
At-The-Market Offering | Common Stock | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Number of shares issued (in shares) | 8,955,358 | ||||||||||||||
Proceeds from issuance of equity | $ | $ 138,600 | ||||||||||||||
At-The-Market Offering | Class A common stock | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Common stock, par value (in USD per share) | $ / shares | $ 0.0001 | ||||||||||||||
Gross sales price (up to) | $ | $ 500,000 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Payments on Debt and Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Equity [Abstract] | ||
Principal payments on debt | $ (2,200) | $ (32,885) |
Principal payments on finance leases | (128) | (125) |
Total | $ (2,328) | $ (33,010) |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Outstanding Warrants (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Equity Warrants | ||
Class of Warrant or Right [Roll Forward] | ||
Beginning balance (in shares) | 81,563,197 | 34,394,402 |
Beginning balance | $ 67,496,000 | $ 41,850,000 |
Warrant issuances (in shares) | 46,816,480 | |
Warrant Issuances | $ 25,604,000 | |
Transfers to an unrelated third party (in shares) | 8,261,093 | 352,315 |
Transfers to an unrelated third party | $ 585,000 | $ 42,000 |
Ending balance (in shares) | 89,824,290 | 81,563,197 |
Ending balance | $ 68,081,000 | $ 67,496,000 |
5-Year Public Warrants | ||
Class of Warrant or Right [Roll Forward] | ||
Beginning balance (in shares) | 25,163,383 | 24,811,068 |
Beginning balance | $ 28,954,000 | $ 28,912,000 |
Warrant issuances (in shares) | 0 | |
Warrant Issuances | $ 0 | |
Transfers to an unrelated third party (in shares) | 8,261,093 | 352,315 |
Transfers to an unrelated third party | $ 585,000 | $ 42,000 |
Ending balance (in shares) | 33,424,476 | 25,163,383 |
Ending balance | $ 29,539,000 | $ 28,954,000 |
Public Offering Warrants | ||
Class of Warrant or Right [Roll Forward] | ||
Beginning balance (in shares) | 9,583,334 | 9,583,334 |
Beginning balance | $ 12,938,000 | $ 12,938,000 |
Warrant issuances (in shares) | 0 | |
Warrant Issuances | $ 0 | |
Transfers to an unrelated third party (in shares) | 0 | 0 |
Transfers to an unrelated third party | $ 0 | $ 0 |
Ending balance (in shares) | 9,583,334 | 9,583,334 |
Ending balance | $ 12,938,000 | $ 12,938,000 |
Private Placement Offering Warrants | ||
Class of Warrant or Right [Roll Forward] | ||
Beginning balance (in shares) | 46,816,480 | 0 |
Beginning balance | $ 25,604,000 | $ 0 |
Warrant issuances (in shares) | 46,816,480 | |
Warrant Issuances | $ 25,604,000 | |
Transfers to an unrelated third party (in shares) | 0 | 0 |
Transfers to an unrelated third party | $ 0 | $ 0 |
Ending balance (in shares) | 46,816,480 | 46,816,480 |
Ending balance | $ 25,604,000 | $ 25,604,000 |
Stockholders' Equity - Fair Val
Stockholders' Equity - Fair Value of the Warrants Upon the Issuance (Details) | Mar. 15, 2022 |
Equity [Abstract] | |
Expected term (years) | 5 years |
Risk-free interest rate (in percent) | 2.10% |
Expected volatility (in percent) | 118.40% |
Expected dividend yield (in percent) | 0% |
Stockholder's Equity - Outstand
Stockholder's Equity - Outstanding Warrants (Details) - $ / shares | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Oct. 06, 2020 |
5-Year Public Warrants | ||||
Class of Stock [Line Items] | ||||
Exercise price (in USD per share) | $ 11.50 | $ 11.50 | ||
Exercise period | 5 years | 5 years | ||
Warrant outstanding (in shares) | 33,424,476 | 25,163,383 | 24,811,068 | |
Public Offering Warrants | ||||
Class of Stock [Line Items] | ||||
Exercise price (in USD per share) | $ 10.50 | $ 10.50 | ||
Exercise period | 5 years | 5 years | ||
Warrant outstanding (in shares) | 9,583,334 | 9,583,334 | 9,583,334 | |
Private Placement Offering Warrants | ||||
Class of Stock [Line Items] | ||||
Exercise price (in USD per share) | $ 1.068 | |||
Exercise period | 5 years | |||
Warrant outstanding (in shares) | 46,816,480 | 46,816,480 | 0 |
Revenues - Disaggregation of Re
Revenues - Disaggregation of Revenue (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 USD ($) oz | Dec. 31, 2022 USD ($) oz | |
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 0 | $ 33,229 |
Customer concentration risk | Revenue | ||
Disaggregation of Revenue [Line Items] | ||
Concentration Risk, Percentage | 100% | |
Customer A | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 0 | $ 12,159 |
Customer A | Customer concentration risk | Revenue | ||
Disaggregation of Revenue [Line Items] | ||
Concentration Risk, Percentage | 36.60% | |
Customer B | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 0 | $ 10,997 |
Customer B | Customer concentration risk | Revenue | ||
Disaggregation of Revenue [Line Items] | ||
Concentration Risk, Percentage | 33.10% | |
Customer C | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 0 | $ 10,073 |
Customer C | Customer concentration risk | Revenue | ||
Disaggregation of Revenue [Line Items] | ||
Concentration Risk, Percentage | 30.30% | |
Gold sales | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 0 | $ 32,249 |
Volume of Sales | oz | 0 | 17,728 |
Silver sales | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 0 | $ 980 |
Volume of Sales | oz | 0 | 44,084 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) $ in Millions | 12 Months Ended | ||||||
Nov. 14, 2023 | Jun. 02, 2022 shares | Mar. 15, 2022 | Mar. 14, 2022 | Dec. 31, 2023 USD ($) shares | Dec. 31, 2022 USD ($) shares | Dec. 31, 2021 shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Split conversion ratio | 0.1 | 0.1 | 0.1 | ||||
APIC, share-based payment arrangement, restricted stock unit, increase for cost recognition | $ | $ 0.8 | ||||||
Restricted stock units | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Restricted stock unit grants outstanding (in shares) | 0 | ||||||
Performance and Incentive Pay Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Common stock available for issuance (in shares) | 1,200,000 | ||||||
Shares authorized for issuance (in shares) | 1,450,800 | ||||||
Number of shares available for grant (in shares) | 482,070 | ||||||
Restricted stock unit grants outstanding (in shares) | 607,099 | 354,715 | 221,091 | ||||
Performance and Incentive Pay Plan | Restricted stock units | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock based compensation expense | $ | $ 2.9 | $ 2.5 | |||||
Unrecognized compensation cost | $ | $ 3.3 | ||||||
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 | ||||||
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 | ||||||
Performance and Incentive Pay Plan | Restricted stock units | Maximum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Award vesting period | 4 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 | ||||||
Performance and Incentive Pay Plan | Performance shares | Maximum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Award vesting period | 3 years |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Non-vested Share Awards (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Restricted stock units | ||
Number of Units | ||
Unvested at end of year (in shares) | 0 | |
Performance and Incentive Pay Plan | ||
Number of Units | ||
Unvested at beginning of year (in shares) | 354,715 | 221,091 |
Granted (in shares) | 501,691 | 330,707 |
Impact of fluctuations in share price (in shares) | (51,520) | |
Canceled/forfeited (in shares) | (62,934) | (28,250) |
Vested (in shares) | (186,374) | (117,313) |
Unvested at end of year (in shares) | 607,099 | 354,715 |
Weighted Average Grant Date Fair Value Per Unit | ||
Unvested at beginning of year (in USD per share) | $ 19.94 | $ 28.21 |
Granted (in USD per share) | 4.61 | 13.03 |
Impact of fluctuations in share price (in USD per share) | 6.04 | |
Canceled/forfeited (in USD per share) | 12.17 | 30.96 |
Vested (in USD per share) | 14.12 | 29.64 |
Unvested at end of year (in USD per share) | $ 10.04 | $ 19.94 |
Vested (in shares) | 186,374 | 117,313 |
Performance and Incentive Pay Plan | Restricted stock units | ||
Number of Units | ||
Vested (in shares) | (2,595) | (3,115) |
Weighted Average Grant Date Fair Value Per Unit | ||
Vested (in shares) | 2,595 | 3,115 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Mar. 25, 2022 | |
Tax Credit Carryforward [Line Items] | |||
Income tax expense (benefit) | $ 0 | $ 0 | |
Effective income tax rate | 0% | 0% | |
Deferred tax assets valuation allowance | $ 152,899 | $ 141,471 | |
Net operating loss carryovers | 356,300 | 237,500 | $ 286,500 |
Valuation allowance | $ 11,400 | $ 17,700 | |
Maximum | |||
Tax Credit Carryforward [Line Items] | |||
Net operating loss carryovers | $ 1,300 |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Expense (benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Current | ||
Federal | $ 0 | $ 0 |
Deferred | ||
Federal | (11,428) | (17,719) |
Change in Valuation Allowance | 11,428 | 17,719 |
Income tax expense (benefit) | $ 0 | $ 0 |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Loss before income taxes | $ (55,026) | $ (60,828) |
United States statutory income tax rate | 21% | 21% |
Income tax (benefit) at United States statutory income tax rate | $ (11,555) | $ (12,774) |
Change in valuation allowance | 11,428 | 17,719 |
Warrant fair value adjustment | (37) | 33 |
Adjustment of prior year income taxes | 164 | (4,978) |
Income tax expense (benefit) | $ 0 | $ 0 |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Income Tax Disclosure [Abstract] | ||
Net operating loss | $ 74,821 | $ 49,765 |
Mineral properties | 48,677 | 39,322 |
Plant, equipment, and mine development | 1,373 | 23,219 |
Intangible assets | 17,192 | 18,698 |
Deferred gain on sale of royalty | 6,266 | 6,266 |
Asset retirement obligation | 1,674 | 2,163 |
Accrued compensation | 593 | 1,258 |
Stock-based compensation | 1,835 | 536 |
Inventories | 835 | 221 |
Deferred Tax Liabilities, Available For Sale Assets | (398) | 0 |
Other | 31 | 23 |
Valuation allowance | (152,899) | (141,471) |
Total | $ 0 | $ 0 |
Loss Per Share - Schedule of Ba
Loss Per Share - Schedule of Basic and Diluted Loss Per Share (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | |||||
Nov. 14, 2023 | Mar. 15, 2022 | Mar. 14, 2022 | Dec. 31, 2023 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | ||
Earnings Per Share [Abstract] | ||||||
Split conversion ratio | 0.1 | 0.1 | 0.1 | |||
Net loss | $ | $ (55,024) | $ (60,828) | ||||
Weighted average shares outstanding | ||||||
Basic (in shares) | shares | [1] | 21,113,516 | 16,977,306 | |||
Diluted (in shares) | shares | [1] | 21,113,516 | 16,977,306 | |||
Basic loss per common share (in USD per share) | $ / shares | [1] | $ (2.61) | $ (3.58) | |||
Diluted loss per common share (in USD per share) | $ / shares | [1] | $ (2.61) | $ (3.58) | |||
[1] On November 14, 2023, the Company effectuated a reverse stock split with a ratio of 1-for-10. All share and per share information has been retroactively adjusted to give effect to the reverse stock split for all periods presented. |
Loss Per Share - Schedule of An
Loss Per Share - Schedule of Antidilutive Securities Excluded from Computation (Details) - shares shares in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation (in shares) | 9,676 | 9,424 |
Shares after conversion of warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation (in shares) | 9,069 | 9,069 |
Restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation (in shares) | 607 | 355 |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Nov. 28, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Segment Reporting Information [Line Items] | |||
Revenues – Note 15 | $ 0 | $ 33,229 | |
Cost of sales | 0 | 53,589 | |
Operating costs | 45,554 | 33,130 | |
Loss from operations | (45,554) | (53,490) | |
Interest expense – Note 9 | (18,467) | (18,481) | |
Interest income | 8,278 | 2,313 | |
Gain on sale of assets, net of commissions | 544 | 3,948 | |
Gain on extinguishment of debt – Note 9 | $ 5,000 | 0 | 5,041 |
Fair value adjustment to warrants – Notes 14 and 21 | 175 | (159) | |
Net loss | (55,024) | (60,828) | |
Total Assets | 201,693 | 248,954 | |
Hycroft Mine | |||
Segment Reporting Information [Line Items] | |||
Revenues – Note 15 | 33,229 | ||
Cost of sales | 53,589 | ||
Operating costs | 32,881 | 18,763 | |
Loss from operations | (32,881) | (39,123) | |
Interest expense – Note 9 | (1) | (10) | |
Interest income | 2,422 | 439 | |
Gain on sale of assets, net of commissions | 544 | 3,948 | |
Gain on extinguishment of debt – Note 9 | 0 | ||
Fair value adjustment to warrants – Notes 14 and 21 | 0 | 0 | |
Net loss | (29,916) | (34,746) | |
Total Assets | 66,129 | 102,057 | |
Corporate and Other | |||
Segment Reporting Information [Line Items] | |||
Revenues – Note 15 | 0 | ||
Cost of sales | 0 | ||
Operating costs | 12,673 | 14,367 | |
Loss from operations | (12,673) | (14,367) | |
Interest expense – Note 9 | (18,466) | (18,471) | |
Interest income | 5,856 | 1,874 | |
Gain on sale of assets, net of commissions | 0 | 0 | |
Gain on extinguishment of debt – Note 9 | 5,041 | ||
Fair value adjustment to warrants – Notes 14 and 21 | 175 | (159) | |
Net loss | (25,108) | (26,082) | |
Total Assets | $ 135,564 | $ 146,897 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Recurring | 5-Year Private Warrants | ||
Liabilities, Fair Value Disclosure [Abstract] | ||
Liabilities, fair value disclosure | $ 26 | $ 786 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Aug. 03, 2022 | Dec. 31, 2021 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Debt, fair value | $ 149,200 | $ 130,700 | ||
Debt, carrying value | $ 144,947 | $ 135,000 | ||
5-Year Private Warrants | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Warrants term | 5 years | |||
Outstanding warrants (in shares) | 865,422 | 9,126,515 | 9,478,830 | |
Seller Warrants | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Outstanding warrants (in shares) | 0 | 12,721,901 | 12,721,901 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | ||
Cash interest paid | $ 6,212 | $ 5,318 |
Significant non-cash financing and investing activities: | ||
Increase in debt from in-kind interest – Note 9 | 9,559 | 9,619 |
Shares of common stock issued as payment of Settlement Fee – Note 15 | 0 | 1,749 |
Liability based restricted stock units transferred to equity – Note 17 | 0 | 727 |
Shares of common stock issued for purchase of Subordinated Notes – Note 9 | 0 | 385 |
Shares of common stock issued for salary continuation payments – Note 15 | 0 | 158 |
1.5 Lien Notes to common stock | ||
Significant non-cash financing and investing activities: | ||
Debt issuance costs paid in-kind – Note 9 | $ 0 | $ 3,300 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Retirement Benefits [Abstract] | ||
Matching contribution cost | $ 0.6 | $ 0.4 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Thousands, T in Millions | 12 Months Ended | |||
Sep. 29, 2020 USD ($) | May 29, 2020 USD ($) | Dec. 31, 2023 USD ($) T | Dec. 31, 2022 USD ($) | |
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||
Royalty payment, percentage of net profit | 4% | 4% | ||
Royalty payment, annual advance | $ 120 | |||
Royalty payment, additional incremental payment | $ 120 | |||
Royalty payment, annual tons mined threshold | T | 5 | |||
Royalty payment, maximum lease payments | $ 7,600 | |||
Payments to acquire royalty interests in mining properties | $ 3,300 | $ 3,300 | ||
Proceeds from sale of royalty to Sprott | $ 30,000 | $ 30,000 | ||
Smelter royalty obligation, percentage | 1.50% | 1.50% | ||
Royalty obligation, metal price discount rate | 5% | |||
Royalty obligation | ||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||
Royalty obligation, fair value | $ 146,700 | 146,700 | ||
Other assets, noncurrent | ||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||
Payments to acquire royalty interests in mining properties | $ 600 | $ 600 |
Related Party Transactions (Det
Related Party Transactions (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 USD ($) financial_institution shares | Dec. 31, 2022 USD ($) financial_institution shares | |
Related Party Transaction [Line Items] | ||
Minimum percentage of common stock held by related party, right to nominate one director | 10% | |
Number of financial institutions, debt issued | financial_institution | 5 | |
Number of financial institutions, considered related party | financial_institution | 1 | |
Interest expense, net of capitalized interest | $ 18,467 | $ 18,481 |
Debt, net | 142,617 | 132,690 |
Ausenco Engineering USA South | Acid POX milling technical study | ||
Related Party Transaction [Line Items] | ||
Related party transaction, amount | $ 300 | $ 900 |
AMC | ||
Related Party Transaction [Line Items] | ||
Minimum percentage of common stock held by related party, right to nominate one director | 10% | 10% |
AMC | Director Compensation | ||
Related Party Transaction [Line Items] | ||
Related party transaction, amount | $ 200 | |
AMC | Director Compensation, Cash | ||
Related Party Transaction [Line Items] | ||
Related party transaction, amount | 100 | |
AMC | Director Compensation, Restricted Stock Fair Value | ||
Related Party Transaction [Line Items] | ||
Related party transaction, amount | $ 100 | |
Shares of common stock (in shares) | shares | 18,007 | 6,119 |
Related Party | ||
Related Party Transaction [Line Items] | ||
Interest expense, net of capitalized interest | $ 4,000 | |
Debt, net | $ 42,900 |
Subsequent Events (Details)
Subsequent Events (Details) $ in Thousands | 1 Months Ended | 2 Months Ended | 3 Months Ended | 12 Months Ended | |||
Jan. 05, 2024 USD ($) | Dec. 31, 2023 USD ($) sub-stationTransformer shares | Mar. 13, 2024 USD ($) shares | Mar. 31, 2024 USD ($) | Dec. 31, 2023 USD ($) sub-stationTransformer | Dec. 31, 2022 USD ($) sub-stationTransformer | Mar. 01, 2024 USD ($) mill | |
Subsequent Event [Line Items] | |||||||
Cash interest paid | $ 6,212 | $ 5,318 | |||||
Remaining balance | $ 154,834 | $ 154,834 | |||||
Number of transformers to be purchased | sub-stationTransformer | 1 | 1 | |||||
Gain on sale of assets, net of commissions | $ 544 | $ 3,948 | |||||
Number of shares issued (in shares) | shares | 523,328 | ||||||
Consideration received, net of issuance costs | $ 1,100 | ||||||
Amount available for issuance under the ATM plan | 360,300 | 360,300 | |||||
SAG Mill And Ball Mill | |||||||
Subsequent Event [Line Items] | |||||||
Outstanding balance | $ 12,100 | $ 12,100 | |||||
Sub-Station Transformer | |||||||
Subsequent Event [Line Items] | |||||||
Number of transformers to be purchased | sub-stationTransformer | 1 | 1 | 1 | ||||
Subsequent event | |||||||
Subsequent Event [Line Items] | |||||||
Number of shares issued (in shares) | shares | 265,985 | ||||||
Consideration received, net of issuance costs | $ 600 | ||||||
Amount available for issuance under the ATM plan | $ 359,700 | ||||||
Subsequent event | Ball mills | |||||||
Subsequent Event [Line Items] | |||||||
Number of mills terminated in purchase agreement | mill | 1 | ||||||
Subsequent event | SAG mill | |||||||
Subsequent Event [Line Items] | |||||||
Number of mills terminated in purchase agreement | mill | 1 | ||||||
Subsequent event | SAG Mill And Ball Mill | Forecast | |||||||
Subsequent Event [Line Items] | |||||||
Outstanding balance | $ 12,100 | ||||||
Gain on sale of assets, net of commissions | $ 1,500 | ||||||
Subsequent event | The 1.25 Lien Notes | |||||||
Subsequent Event [Line Items] | |||||||
Principal prepaid | $ 34,700 | ||||||
Cash interest paid | 3,300 | ||||||
Total payment | 38,000 | ||||||
Remaining balance | $ 15,000 | ||||||
Reduction in applicable margin | 0.0100 |