Home > Insider Trading > Latest 13D and 13G Filings > 13D Filing (0001104659-21-075155)

Filing Details

Accession Number:: 0001104659-21-075155
Form Type:: 13D Filing
Publication Date:: 2021-05-31 20:00:00

Filed By:: Mudrick Capital Management
Company:: Hycroft Mining Holding Corp (NASDAQ:HYMC)
Filing Date:: 2021-06-01
SEC Url:: 13D Filing

Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name	Shared Voting Power	Shared Dispositive Power	Aggregate Amount Owned Power	Percent of Class
Jason Mudrick	38,902,092	38,902,092	38,902,092	52.8%
Mudrick Capital Management	38,902,092	38,902,092	38,902,092	52.8%
Mudrick Capital Acquisition Holdings	0	0	0	0%
Mudrick Capital Management	38,902,092	38,902,092	38,902,092	52.8%
Mudrick Distressed Opportunity Fund Global	14,684,202	14,684,202	14,684,202	22.8%
Mudrick Distressed Opportunity Specialty Fund	1,172,058	1,172,058	1,172,058	1.9%
Mudrick GP	15,856,260	15,856,260	15,856,260	24.4%
Mudrick Distressed Senior Secured Fund Global	49,132	49,132	49,132	0.1%
Mudrick Senior Secured Fund GP	49,132	49,132	49,132	0.1%
Mudrick Distressed Opportunity Drawdown Fund	4,125,030	4,125,030	4,125,030	6.7%
Mudrick Distressed Opportunity Drawdown Fund GP	4,125,030	4,125,030	4,125,030	6.7%
Mudrick Distressed Opportunity Drawdown Fund II	3,873,868	3,873,868	3,873,868	6.3%
Mudrick Distressed Opportunity Drawdown Fund II SC	1,244,498	1,244,498	1,244,498	2.1%
Mudrick Distressed Opportunity Drawdown Fund II GP	5,118,366	5,118,366	5,118,366	8.2%

Filing

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

SCHEDULE 13D

(Rule 13d-101)

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Hycroft Mining Holding Corporation

(Name of Issuer)

Class A Common Stock, par value $0.0001 per share

(Title of Class of Securities)

44862P109

(CUSIP Number)

Jason Mudrick

Mudrick Capital Management, L.P.

527 Madison Avenue, 6th Floor

New York, New York 10022

(646) 747-9500

with a copy to:

Jaclyn L. Cohen, Esq.

Weil, Gotshal & Manges LLP

767 Fifth Avenue

New York, NY 10153

(212) 310-8000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

May 28, 2021

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ¨

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

(1)	NAME OF REPORTING PERSONS Jason Mudrick
(2)	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
(3)	SEC USE ONLY
(4)	SOURCE OF FUNDS OO
(5)	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨
(6)	CITIZENSHIP OR PLACE OF ORGANIZATION United States of America
Number of Shares Beneficially Owned by Each Reporting Person With		(7)	SOLE VOTING POWER 0
		(8)	SHARED VOTING POWER 38,902,092*
		(9)	SOLE DISPOSITIVE POWER 0
		(10)	SHARED DISPOSITIVE POWER 38,902,092*
(11)	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 38,902,092*
(12)	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
(13)	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 52.8%**
(14)	TYPE OF REPORTING PERSON IN

* Reflects beneficial ownership as the sole member of each of Mudrick Capital GP, the general partner of Mudrick Capital; Mudrick Drawdown Fund GP, the general partner of Mudrick Drawdown Fund; Mudrick Drawdown Fund II GP, the general partner of Mudrick Drawdown Fund II and Mudrick Drawdown Fund II SC (as defined herein); Mudrick Senior Secured GP, the general partner of Mudrick Senior Secured Fund; and Mudrick GP, the general partner of Mudrick Opportunity Fund and Mudrick Specialty Fund (in each case, as defined herein).

** The calculation is based on 73,619,420 shares of HYMC Common Stock (as defined herein) outstanding, which includes (i) the 59,901,306 shares of HYMC Common Stock outstanding as of May 17, 2021, as set forth in the Company’s Amendment No. 1 to Post-Effective Amendment No. 1 to Form S-1 (the “S-1 Amendment”) filed with the Securities and Exchange Commission on May 19, 2021, (ii) 9,200,000 warrants previously held by Sponsor, which are exercisable into 9,200,000 shares of HYMC Common Stock and (iii) 4,518,114 warrants held collectively by certain of the Mudrick Funds (as defined herein), which are exercisable into 4,518,114 shares of HYMC Common Stock.

(1)	NAME OF REPORTING PERSONS Mudrick Capital Management, L.P.
(2)	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
(3)	SEC USE ONLY
(4)	SOURCE OF FUNDS OO
(5)	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨
(6)	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		(7)	SOLE VOTING POWER 0
		(8)	SHARED VOTING POWER 38,902,092*
		(9)	SOLE DISPOSITIVE POWER 0
		(10)	SHARED DISPOSITIVE POWER 38,902,092*
(11)	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 38,902,092*
(12)	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
(13)	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 52.8%**
(14)	TYPE OF REPORTING PERSON IA

* Reflects beneficial ownership as the investment manager of the Mudrick Funds.

** The calculation is based on 73,619,420 shares of HYMC Common Stock outstanding, which includes (i) the 59,901,306 shares of HYMC Common Stock outstanding as of May 17, 2021, as set forth in the S-1 Amendment, (ii) 9,200,000 warrants previously held by Sponsor, which are exercisable into 9,200,000 shares of HYMC Common Stock and (iii) 4,518,114 warrants held collectively by certain of the Mudrick Funds (as defined herein) as described herein, which are exercisable into 4,518,114 shares of HYMC Common Stock.

(1)	NAME OF REPORTING PERSONS Mudrick Capital Acquisition Holdings LLC
(2)	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
(3)	SEC USE ONLY
(4)	SOURCE OF FUNDS OO
(5)	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨
(6)	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		(7)	SOLE VOTING POWER 0
		(8)	SHARED VOTING POWER 0
		(9)	SOLE DISPOSITIVE POWER 0
		(10)	SHARED DISPOSITIVE POWER 0
(11)	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
(12)	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
(13)	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0%
(14)	TYPE OF REPORTING PERSON OO

(1)	NAME OF REPORTING PERSONS Mudrick Capital Management, LLC
(2)	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
(3)	SEC USE ONLY
(4)	SOURCE OF FUNDS OO
(5)	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨
(6)	CITIZENSHIP OR PLACE OF ORGANIZATION United States of America
Number of Shares Beneficially Owned by Each Reporting Person With		(7)	SOLE VOTING POWER 0
		(8)	SHARED VOTING POWER 38,902,092*
		(9)	SOLE DISPOSITIVE POWER 0
		(10)	SHARED DISPOSITIVE POWER 38,902,092*
(11)	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 38,902,092*
(12)	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
(13)	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 52.8%**
(14)	TYPE OF REPORTING PERSON OO

* Reflects beneficial ownership as the general partner of Mudrick Capital (as defined herein).

** The calculation is based on 73,619,420 shares of HYMC Common Stock outstanding, which includes (i) the 59,901,306 shares of HYMC Common Stock outstanding as of May 17, 2021, as set forth in the S-1 Amendment, (ii) 9,200,000 warrants previously held by Sponsor, which are exercisable into 9,200,000 shares of HYMC Common Stock and (iii) 4,518,114 warrants held collectively by certain of the Mudrick Funds as described herein, which are exercisable into 4,518,114 shares of HYMC Common Stock.

(1)	NAME OF REPORTING PERSONS Mudrick Distressed Opportunity Fund Global, L.P.
(2)	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
(3)	SEC USE ONLY
(4)	SOURCE OF FUNDS OO
(5)	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨
(6)	CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands
Number of Shares Beneficially Owned by Each Reporting Person With		(7)	SOLE VOTING POWER 0
		(8)	SHARED VOTING POWER 14,684,202*
		(9)	SOLE DISPOSITIVE POWER 0
		(10)	SHARED DISPOSITIVE POWER 14,684,202*
(11)	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 14,684,202*
(12)	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
(13)	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 22.8%**
(14)	TYPE OF REPORTING PERSON PN

* Reflects (i) 10,079,998 shares of HYMC Common Stock and (ii) 4,604,204 shares of HYMC Common Stock issuable upon the exercise of 4,604,204 warrants.

** The calculation is based on 64,505,510 shares of HYMC Common Stock outstanding, which includes (i) the 59,901,306 shares of HYMC Common Stock outstanding as of May 17, 2021, as set forth in the S-1 Amendment and (ii) 4,604,204 warrants exercisable into 4,604,204 shares of HYMC Common Stock.

(1)	NAME OF REPORTING PERSONS Mudrick Distressed Opportunity Specialty Fund, L.P.
(2)	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
(3)	SEC USE ONLY
(4)	SOURCE OF FUNDS OO
(5)	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨
(6)	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		(7)	SOLE VOTING POWER 0
		(8)	SHARED VOTING POWER 1,172,058*
		(9)	SOLE DISPOSITIVE POWER 0
		(10)	SHARED DISPOSITIVE POWER 1,172,058*
(11)	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,172,058*
(12)	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
(13)	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.9%**
(14)	TYPE OF REPORTING PERSON PN

* Reflects (i) 777,195 shares of HYMC Common Stock and (ii) 394,863 shares of HYMC Common Stock issuable upon the exercise of 394,863 warrants.

** The calculation is based on 60,296,169 shares of HYMC Common Stock outstanding, which includes (i) the 59,901,306 shares of HYMC Common Stock outstanding as of May 17, 2021, as set forth in the S-1 Amendment and (ii) 394,863 warrants exercisable into 394,863 shares of HYMC Common Stock.

(1)	NAME OF REPORTING PERSONS Mudrick GP, LLC
(2)	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
(3)	SEC USE ONLY
(4)	SOURCE OF FUNDS OO
(5)	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨
(6)	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		(7)	SOLE VOTING POWER 0
		(8)	SHARED VOTING POWER 15,856,260*
		(9)	SOLE DISPOSITIVE POWER 0
		(10)	SHARED DISPOSITIVE POWER 15,856,260*
(11)	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 15,856,260*
(12)	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
(13)	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 24.4%**
(14)	TYPE OF REPORTING PERSON OO

* Reflects beneficial ownership as the general partner of Mudrick Opportunity Fund and Mudrick Specialty Fund (each as defined herein).

** The calculation is based on 64,900,373 shares of HYMC Common Stock outstanding, which includes (i) the 59,901,306 shares of HYMC Common Stock outstanding as of May 17, 2021, as set forth in the S-1 Amendment and (ii) 4,999,067 warrants exercisable into 4,999,067 shares of HYMC Common Stock.

(1)	NAME OF REPORTING PERSONS Mudrick Distressed Senior Secured Fund Global, L.P.
(2)	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
(3)	SEC USE ONLY
(4)	SOURCE OF FUNDS OO
(5)	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨
(6)	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		(7)	SOLE VOTING POWER 0
		(8)	SHARED VOTING POWER 49,132*
		(9)	SOLE DISPOSITIVE POWER 0
		(10)	SHARED DISPOSITIVE POWER 49,132*
(11)	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 49,132*
(12)	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
(13)	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.1%**
(14)	TYPE OF REPORTING PERSON PN

* Reflects (i) 34,410 shares of HYMC Common Stock and (ii) 14,722 shares of HYMC Common Stock issuable upon the exercise of 14,722 warrants.

** The calculation is based on 59,916,028 shares of HYMC Common Stock outstanding, which includes (i) the 59,901,306 shares of HYMC Common Stock outstanding as of May 17, 2021, as set forth in the S-1 Amendment and (ii) 14,722 warrants exercisable into 14,722 shares of HYMC Common Stock.

(1)	NAME OF REPORTING PERSONS Mudrick Senior Secured Fund GP, LLC
(2)	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
(3)	SEC USE ONLY
(4)	SOURCE OF FUNDS OO
(5)	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨
(6)	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		(7)	SOLE VOTING POWER 0
		(8)	SHARED VOTING POWER 49,132*
		(9)	SOLE DISPOSITIVE POWER 0
		(10)	SHARED DISPOSITIVE POWER 49,132*
(11)	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 49,132*
(12)	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
(13)	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.1%**
(14)	TYPE OF REPORTING PERSON OO

* Reflects beneficial ownership as the general partner of Mudrick Senior Secured Fund (as defined herein).

(1)	NAME OF REPORTING PERSONS Mudrick Distressed Opportunity Drawdown Fund, L.P.
(2)	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
(3)	SEC USE ONLY
(4)	SOURCE OF FUNDS OO
(5)	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨
(6)	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		(7)	SOLE VOTING POWER 0
		(8)	SHARED VOTING POWER 4,125,030*
		(9)	SOLE DISPOSITIVE POWER 0
		(10)	SHARED DISPOSITIVE POWER 4,125,030*
(11)	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,125,030*
(12)	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
(13)	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.7%**
(14)	TYPE OF REPORTING PERSON PN

* Reflects (i) 2,594,137 shares of HYMC Common Stock and (ii) 1,530,893 shares of HYMC Common Stock issuable upon the exercise of 1,530,893 warrants.

** The calculation is based on 61,432,199 shares of HYMC Common Stock outstanding, which includes (i) the 59,901,306 shares of HYMC Common Stock outstanding as of May 17, 2021, as set forth in the S-1 Amendment and (ii) 1,530,893 warrants exercisable into 1,530,893 shares of HYMC Common Stock.

(1)	NAME OF REPORTING PERSONS Mudrick Distressed Opportunity Drawdown Fund GP, LLC
(2)	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
(3)	SEC USE ONLY
(4)	SOURCE OF FUNDS OO
(5)	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨
(6)	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		(7)	SOLE VOTING POWER 0
		(8)	SHARED VOTING POWER 4,125,030*
		(9)	SOLE DISPOSITIVE POWER 0
		(10)	SHARED DISPOSITIVE POWER 4,125,030*
(11)	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,125,030*
(12)	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
(13)	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.7%**
(14)	TYPE OF REPORTING PERSON OO

* Reflects beneficial ownership as the general partner of Mudrick Drawdown Fund (as defined herein).

(1)	NAME OF REPORTING PERSONS Mudrick Distressed Opportunity Drawdown Fund II, L.P.
(2)	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
(3)	SEC USE ONLY
(4)	SOURCE OF FUNDS OO
(5)	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨
(6)	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		(7)	SOLE VOTING POWER 0
		(8)	SHARED VOTING POWER 3,873,868*
		(9)	SOLE DISPOSITIVE POWER 0
		(10)	SHARED DISPOSITIVE POWER 3,873,868*
(11)	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,873,868*
(12)	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
(13)	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.3%**
(14)	TYPE OF REPORTING PERSON PN

* Reflects (i) 2,156,395 shares of HYMC Common Stock and (ii) 1,717,473 shares of HYMC Common Stock issuable upon the exercise of 1,717,473 warrants.

** The calculation is based on 61,618,779 shares of HYMC Common Stock outstanding, which includes (i) the 59,901,306 shares of HYMC Common Stock outstanding as of May 17, 2021, as set forth in the S-1 Amendment and (ii) 1,717,473 warrants exercisable into 1,717,473 shares of HYMC Common Stock.

(1)	NAME OF REPORTING PERSONS Mudrick Distressed Opportunity Drawdown Fund II SC, L.P.
(2)	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
(3)	SEC USE ONLY
(4)	SOURCE OF FUNDS OO
(5)	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨
(6)	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		(7)	SOLE VOTING POWER 0
		(8)	SHARED VOTING POWER 1,244,498*
		(9)	SOLE DISPOSITIVE POWER 0
		(10)	SHARED DISPOSITIVE POWER 1,244,498*
(11)	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,244,498*
(12)	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
(13)	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 2.1%**
(14)	TYPE OF REPORTING PERSON PN

* Reflects (i) 622,249 shares of HYMC Common Stock and (ii) 622,249 shares of HYMC Common Stock issuable upon the exercise of 622,249 warrants.

** The calculation is based on 60,523,555 shares of HYMC Common Stock outstanding, which includes (i) the 59,901,306 shares of HYMC Common Stock outstanding as of May 17, 2021, as set forth in the S-1 Amendment and (ii) 622,249 warrants exercisable into 622,249 shares of HYMC Common Stock.

(1)	NAME OF REPORTING PERSONS Mudrick Distressed Opportunity Drawdown Fund II GP, LLC
(2)	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
(3)	SEC USE ONLY
(4)	SOURCE OF FUNDS OO
(5)	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨
(6)	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		(7)	SOLE VOTING POWER 0
		(8)	SHARED VOTING POWER 5,118,366*
		(9)	SOLE DISPOSITIVE POWER 0
		(10)	SHARED DISPOSITIVE POWER 5,118,366*
(11)	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,118,366*
(12)	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
(13)	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.2%**
(14)	TYPE OF REPORTING PERSON OO

* Reflects beneficial ownership as the general partner of Mudrick Drawdown Fund II and Mudrick Drawdown Fund II SC.

** The calculation is based on 62,241,028 shares of HYMC Common Stock outstanding, which includes (i) the 59,901,306 shares of HYMC Common Stock outstanding as of May 17, 2021, as set forth in the S-1 Amendment and (ii) 2,339,722 warrants exercisable into 2,339,722 shares of HYMC Common Stock.

Item 1. Security and Issuer.

This Amendment No. 1 (“Amendment No.1”) amends and supplements the statement on Schedule 13D (the “Schedule 13D”) originally filed by the Reporting Persons on June 8, 2020 and relates to the shares of Class A common stock, par value $0.0001 per share (the “HYMC Common Stock”), of Hycroft Mining Holding Corporation, a Delaware corporation (formerly known as Mudrick Capital Acquisition Corporation, the “Company” or “HYMC” or, prior to the business combination as described below, “MUDS”). Each Item below amends and supplements the information disclosed under the corresponding Item of the Schedule 13D. Except as specifically provided herein, this Amendment No. 1 does not modify any of the information previously reported in the Schedule 13D. Unless otherwise indicated, each capitalized term used but not defined in this Amendment No. 1 shall have the meaning assigned to such term in the Schedule 13D.

Item 2. Identity and Background.

Item 2 of the Schedule 13D is hereby amended and restated as follows:

(a) This Statement is being jointly filed by:

	(i)	Jason Mudrick, as: the sole member of each of Mudrick Capital GP, the general partner of Mudrick Capital (which is the managing member of Sponsor); Mudrick Drawdown Fund GP, the general partner of Mudrick Drawdown Fund; Mudrick Drawdown Fund II GP, the general partner of Mudrick Drawdown Fund II and Mudrick Drawdown Fund II SC; Mudrick Senior Secured GP, the general partner of Mudrick Senior Secured Fund; and Mudrick GP, the general partner of Mudrick Opportunity Fund and Mudrick Specialty Fund (in each case, as defined herein);

	(ii)	Mudrick Capital Management, L.P., a Delaware limited partnership (“Mudrick Capital”), as the managing member of Sponsor and the investment manager to certain accounts managed by Mudrick Capital (the “Managed Accounts”);

	(iii)	Mudrick Capital Management, LLC, a Delaware limited liability company (“Mudrick Capital GP”), as the general partner of Mudrick Capital;

	(iv)	Mudrick Capital Acquisition Holdings LLC, a Delaware limited liability company (“Sponsor”), with respect to the shares of HYMC Common Stock it beneficially owns directly;

	(v)	Mudrick Distressed Opportunity Fund Global, L.P., a Cayman Islands limited partnership (“Mudrick Opportunity Fund”), with respect to the shares of HYMC Common Stock it beneficially owns directly;

	(vi)	Mudrick Distressed Opportunity Specialty Fund, L.P., a Delaware limited partnership (“Mudrick Specialty Fund”), with respect to the shares of HYMC Common Stock it beneficially owns directly;

	(vii)	Mudrick GP, LLC, a Delaware limited liability company (“Mudrick GP”), as the general partner of Mudrick Opportunity Fund and Mudrick Specialty Fund;

	(viii)	Mudrick Distressed Senior Secured Fund Global, L.P., a Delaware limited partnership (“Mudrick Senior Secured Fund”; and, together with Mudrick Opportunity Fund, Mudrick Specialty Fund, Mudrick Drawdown Fund and the Managed Accounts, the “Initial Mudrick Subscribers”), with respect to the shares of HYMC Common Stock it beneficially owns directly;

	(ix)	Mudrick Senior Secured Fund GP, LLC, a Delaware limited liability company (“Mudrick Senior Secured GP”), as the general partner of Mudrick Senior Secured Fund;

	(x)	Mudrick Distressed Opportunity Drawdown Fund, L.P., a Delaware limited partnership (“Mudrick Drawdown Fund”), with respect to the shares of HYMC Common Stock it beneficially owns directly;

	(xi)	Mudrick Distressed Opportunity Drawdown Fund GP, LLC, a Delaware limited liability company (“Mudrick Drawdown Fund GP”), as the general partner of Mudrick Drawdown Fund;

	(xii)	Mudrick Distressed Opportunity Drawdown Fund II, L.P., a Delaware limited partnership (“Mudrick Drawdown Fund II”), with respect to the shares of HYMC Common Stock it beneficially owns directly;

	(xiii)	Mudrick Distressed Opportunity Drawdown Fund II SC, L.P., a Delaware limited partnership (“Mudrick Drawdown Fund II SC”; and, together with Mudrick Drawdown Fund II and the Initial Mudrick Subscribers, the “Mudrick Funds”), with respect to the shares of HYMC Common Stock it beneficially owns directly; and

	(xiv)	Mudrick Distressed Opportunity Drawdown Fund II GP, LLC, a Delaware limited liability company (“Mudrick Drawdown Fund II GP”), as the general partner of Mudrick Drawdown Fund II and Mudrick Drawdown Fund II SC.

	(xv)	Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.”

(b) The business address of each Reporting Person and each other person identified in Item 2(a) above pursuant to General Instruction C to Schedule 13D is 527 Madison Avenue, 6^thFloor, New York, NY 10022.

(c) The principal business of Sponsor and each of the Mudrick Funds is investing in securities. The principal business of Mudrick Capital is acting as the managing member of Sponsor and as the investment manager to the Managed Accounts. The principal business of Mudrick Capital GP is acting as the general partner of Mudrick Capital. The principal business of Mudrick GP is acting as the general partner of Mudrick Opportunity Fund and Mudrick Specialty Fund. The principal business of Mudrick Senior Secured GP is acting as the general partner of Mudrick Senior Secured Fund. The principal business of Mudrick Drawdown Fund GP is acting as the general partner of Mudrick Drawdown Fund. The principal business of Mudrick Drawdown Fund II GP is acting as the general partner of Mudrick Drawdown Fund II and Mudrick Drawdown Fund II SC. The principal occupation of Mr. Mudrick is serving as the sole member of each of Mudrick Capital GP, Mudrick Drawdown Fund GP, Mudrick Drawdown Fund II GP, Mudrick Senior Secured GP, and Mudrick GP.

(d) No Reporting Person has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors.).

(e) No Reporting Person has, during the last five years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

(f) Mr. Mudrick is a citizen of the United States of America.

Item 3. Source and Amount of Funds or Other Consideration.

The information set forth in or incorporated by reference in Items 4, 5 and 6 of this Amendment No. 1 is incorporated by reference in its entirety into this Item 3.

As more fully described in Item 4 below, the securities reported on this Amendment No. 1 reflect the dissolution of Sponsor (as defined below) and the distribution in kind, on a pro rata basis, for no additional consideration, of 4,813,180 shares of HYMC Common Stock and 9,200,000 warrants to purchase one (1) share of HYMC Common Stock to the members according to the terms of Sponsor’s organizational documents.

Item 4. Purpose of Transaction.

Item 4 of the Schedule 13D is hereby amended and supplemented as follows:

On May 28, 2021, the members of Sponsor agreed to dissolve Sponsor and make a distribution in kind, on a pro rata basis, for no additional consideration, of 4,813,180 shares of HYMC Common Stock and 9,200,000 warrants to purchase one (1) share of HYMC Common Stock to the members according to the terms of Sponsor’s organizational documents.

Item 5. Interest in Securities of the Issuer.

Item 5 of the Schedule 13D is hereby amended and restated as follows:

The information set forth in Items 3 and 4 is hereby incorporated by reference into this Item 5. The responses set forth on rows 7 through 13 of the cover pages of this Amendment No. 1 are incorporated by reference in this Item 5. The beneficial ownership information that follows is as of May 28, 2021, assuming that the warrants beneficially owned by the Reporting Persons, as applicable, are exercisable as of such date.

(a) The Reporting Persons may be deemed to beneficially own an aggregate of 38,902,092 shares of HYMC Common Stock, including 13,718,114 shares of HYMC Common Stock issuable upon the exercise of warrants, which constitutes approximately 52.8% of the outstanding shares of HYMC Common Stock, calculated in accordance with Rule 13d-3 under the Act (based on 73,619,420 shares of HYMC Common Stock outstanding, which includes (i) the 59,901,306 shares of HYMC Common Stock outstanding as of May 17, 2021, as set forth in the S-1 Amendment and (ii) 13,718,114 warrants held collectively by certain of the Mudrick Funds as described herein, which are exercisable into 13,718,114 shares of HYMC Common Stock). The filing of this Amendment No. 1 shall not be construed as an admission that a Reporting Person beneficially owns those shares held by any other Reporting Person.

Sponsor may be deemed to beneficially own 0 shares of HYMC Common Stock and 0 shares of HYMC Common Stock issuable upon the exercise of 0 warrants, which represents approximately 0% of the outstanding shares of HYMC Common Stock.

Mudrick Opportunity Fund may be deemed to beneficially own 10,079,998 shares of HYMC Common Stock and 4,604,204 shares of HYMC Common Stock issuable upon the exercise of 4,604,204 warrants, which represents approximately 22.8% of the outstanding shares of HYMC Common Stock (based on 64,505,510 shares of HYMC Common Stock outstanding, which includes (i) the 59,901,306 shares of HYMC Common Stock outstanding as of May 17, 2021, as set forth in the S-1 Amendment and (ii) 4,604,204 warrants exercisable into 4,604,204 shares of HYMC Common Stock).

Mudrick Specialty Fund may be deemed to beneficially own 777,195 shares of HYMC Common Stock and 394,863 shares of HYMC Common Stock issuable upon the exercise of 394,863 warrants, which represents approximately 1.9% of the outstanding shares of HYMC Common Stock (based on 60,296,169 shares of HYMC Common Stock outstanding, which includes (i) the 59,901,306 shares of HYMC Common Stock outstanding as of May 17, 2021, as set forth in the S-1 Amendment and (ii) 394,863 warrants exercisable into 394,863 shares of HYMC Common Stock).

Mudrick GP may be deemed to beneficially own 10,857,193 shares of HYMC Common Stock and 4,999,067 shares of HYMC Common Stock issuable upon the exercise of 4,999,067 warrants, which represents approximately 24.4% of the outstanding shares of HYMC Common Stock (based on 64,900,373 shares of HYMC Common Stock outstanding, which includes (i) the 59,901,306 shares of HYMC Common Stock outstanding as of May 17, 2021, as set forth in the S-1 Amendment and (ii) 4,999,067 warrants exercisable into 4,999,067 shares of HYMC Common Stock).

Mudrick Senior Secured Fund and Mudrick Senior Secured GP may be deemed to beneficially own 34,410 shares of HYMC Common Stock and 14,722 shares of HYMC Common Stock issuable upon the exercise of 14,722 warrants, which represents approximately 0.1% of the outstanding shares of HYMC Common Stock (based on 59,916,028 shares of HYMC Common Stock outstanding, which includes (i) the 59,901,306 shares of HYMC Common Stock outstanding as of May 17, 2021, as set forth in the S-1 Amendment and (ii) 14,722 warrants exercisable into 14,722 shares of HYMC Common Stock).

Mudrick Drawdown Fund and Mudrick Drawdown Fund GP may be deemed to beneficially own 2,594,137 shares of HYMC Common Stock and 1,530,893 shares of HYMC Common Stock issuable upon the exercise of 1,530,893 warrants, which represents approximately 6.7% of the outstanding shares of HYMC Common Stock (based on 61,432,199 shares of HYMC Common Stock outstanding, which includes (i) the 59,901,306 shares of HYMC Common Stock outstanding as of May 17, 2021, as set forth in the S-1 Amendment and (ii) 1,530,893 warrants exercisable into 1,530,893 shares of HYMC Common Stock).

Mudrick Drawdown Fund II may be deemed to beneficially own 2,156,395 shares of HYMC Common Stock and 1,717,473 shares of HYMC Common Stock issuable upon the exercise of 1,717,473 warrants, which represents approximately 6.3% of the outstanding shares of HYMC Common Stock (based on 61,618,779 shares of HYMC Common Stock outstanding, which includes (i) the 59,901,306 shares of HYMC Common Stock outstanding as of May 17, 2021, as set forth in the S-1 Amendment and (ii) 1,717,473 warrants exercisable into 1,717,473 shares of HYMC Common Stock).

Mudrick Drawdown Fund II SC may be deemed to beneficially own 622,249 shares of HYMC Common Stock and 622,249 shares of HYMC Common Stock issuable upon the exercise of 622,249 warrants, which represents approximately 2.1% of the outstanding shares of HYMC Common Stock (based on 60,523,555 shares of HYMC Common Stock outstanding, which includes (i) the 59,901,306 shares of HYMC Common Stock outstanding as of May 17, 2021, as set forth in the S-1 Amendment and (ii) 622,249 warrants exercisable into 622,249 shares of HYMC Common Stock).

Mudrick Drawdown Fund II GP may be deemed to beneficially own 2,778,644 shares of HYMC Common Stock and 2,339,722 shares of HYMC Common Stock issuable upon the exercise of 2,339,722 warrants, which represents approximately 8.2% of the outstanding shares of HYMC Common Stock (based on 62,241,028 shares of HYMC Common Stock outstanding, which includes (i) the 59,901,306 shares of HYMC Common Stock outstanding as of May 17, 2021, as set forth in the S-1 Amendment and (ii) 2,339,722 warrants exercisable into 2,339,722 shares of HYMC Common Stock).

Each of Mr. Mudrick, Mudrick Capital and Mudrick Capital GP may be deemed to beneficially own an aggregate of 25,183,978 shares of HYMC Common Stock and 13,718,114 shares of HYMC Common Stock warrants, which constitutes approximately 52.8% of the outstanding shares of HYMC Common Stock (based on 73,619,420 shares of HYMC Common Stock outstanding, which includes (i) the 59,901,306 shares of HYMC Common Stock outstanding as of May 17, 2021, as set forth in the S-1 Amendment and (ii) 13,718,114 warrants held collectively by certain of the Mudrick Funds as described herein, which are exercisable into 13,718,114 shares of HYMC Common Stock).

By virtue of the relationship described herein, the Reporting Persons may be deemed to constitute a “group” within the meaning of Rule 13d-5 under the Act. As a member of a group, each Reporting Person may be deemed to share voting and dispositive power with respect to, and therefore beneficially own, the securities of the Company beneficially owned by members of the group as a whole. The filing of this Amendment No. 1 shall not be construed as an admission that the Reporting Persons beneficially own those securities held by another member of such group. In addition, each Reporting Person expressly disclaims beneficial ownership of any securities reported herein except to the extent such Reporting Person actually exercises voting or dispositive power with respect to such securities.

(b) The number of shares of HYMC Common Stock as to which each of the Reporting Persons has sole or shared power to vote, direct the vote, dispose or direct the disposition are as set forth in rows seven through ten of the cover pages hereof.

(c) Except as set forth herein, the Reporting Persons have not effected any transactions in securities of the Company during the past 60 days.

(d) No person other than the Reporting Persons is known to the Reporting Persons to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of any securities covered by this Schedule 13D.

(e) Not applicable.

Item 6.

Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

Item 6 of the Schedule 13D is hereby amended and supplemented as follows:

The responses to Items 4 and 5 of this Amendment No. 1 are incorporated herein by reference.

Item 7. Material to Be Filed as Exhibits.

Exhibit No.		Description

1.		Joint Filing Agreement by and among Jason Mudrick, Mudrick Capital Management, L.P., Mudrick Capital Acquisition Holdings LLC, Mudrick Capital Management, LLC, Mudrick Distressed Opportunity Fund Global, L.P., Mudrick Distressed Opportunity Specialty Fund, L.P., Mudrick GP, LLC, Mudrick Distressed Senior Secured Fund Global, L.P., Mudrick Senior Secured Fund GP, LLC, Mudrick Distressed Opportunity Drawdown Fund, L.P., Mudrick Distressed Opportunity Drawdown Fund GP, LLC, Mudrick Distressed Opportunity Drawdown Fund II, L.P., Mudrick Distressed Opportunity Drawdown Fund II GP, LLC, and Mudrick Distressed Opportunity Drawdown Fund II SC, L.P. dated June 1, 2021.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: June 1, 2021

Jason Mudrick
By:	/s/ Jason Mudrick
	Name:	Jason Mudrick

Mudrick Capital Management, L.P. By: Mudrick Capital Management, LLC its general partner
By:	/s/ Jason Mudrick
	Name:	Jason Mudrick
	Title	Sole Member

Mudrick Capital Management, LLC
By:	/s/ Jason Mudrick
	Name:	Jason Mudrick
	Title	Sole Member
MUDRICK CAPITAL ACQUISITION HOLDINGS LLC By: Mudrick Capital Management, L.P., its managing member

By:	/s/ Jason Mudrick
	Name:	Jason Mudrick
	Title:	Sole Member

Mudrick Distressed Opportunity Specialty Fund, L.P. By: Mudrick GP, LLC, its general partner

By:	/s/ Jason Mudrick
	Name:	Jason Mudrick
	Title	Sole Member

Mudrick GP, LLC
By:	/s/ Jason Mudrick
	Name:	Jason Mudrick
	Title	Sole Member

Mudrick Distressed Senior Secured Fund Global, L.P. By: Mudrick Senior Secured Fund GP, LLC, its general partner

By:	/s/ Jason Mudrick
	Name:	Jason Mudrick
	Title	Sole Member

Mudrick Senior Secured Fund GP, LLC

By:	/s/ Jason Mudrick
	Name:	Jason Mudrick
	Title	Sole Member

Mudrick Distressed Opportunity Drawdown Fund, L.P. By: Mudrick Distressed Opportunity Drawdown Fund GP, LLC, its general partner

By:	/s/ Jason Mudrick
	Name:	Jason Mudrick
	Title	Sole Member

Mudrick Distressed Opportunity Drawdown Fund GP, LLC

By:	/s/ Jason Mudrick
	Name:	Jason Mudrick
	Title	Sole Member

Mudrick Distressed Opportunity Drawdown Fund II, L.P. By: Mudrick Distressed Opportunity Drawdown Fund II GP, LLC, its general partner

By:	/s/ Jason Mudrick
	Name:	Jason Mudrick
	Title	Sole Member

Mudrick Distressed Opportunity Drawdown Fund GP II, LLC

By:	/s/ Jason Mudrick
	Name:	Jason Mudrick
	Title	Sole Member

Mudrick Distressed Opportunity Drawdown Fund II SC, L.P. By: Mudrick Distressed Opportunity Drawdown Fund II GP, LLC, its general partner

By:	/s/ Jason Mudrick
	Name:	Jason Mudrick
	Title	Sole Member