HYCROFT MINING HOLDING CORP
For the period ended Mar 31, 2026. Filed Apr 28, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed Apr 28, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 1. Unaudited Condensed Consolidated Financial Statements
| Unaudited Condensed Consolidated Balance Sheets | 4 |
|---|---|
| Unaudited Condensed Consolidated Statements of Operations | 5 |
| Unaudited Condensed Consolidated Statements of Cash Flows | 6 |
| Unaudited Condensed Consolidated Statements of Stockholders’ Equity (Deficit) | 7 |
| Notes to Unaudited Condensed Consolidated Financial Statements | 8 |
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share and par value amounts)
| March 31,2026 | December 31,2025 | |
|---|---|---|
| (unaudited) | ||
| Assets: | ||
| Cash and cash equivalents | $189,014 | $181,738 |
| Prepaids and deposits | 2,440 | 2,953 |
| Supplies inventories, net | 1,463 | 1,416 |
| Equity investment securities | 660 | 776 |
| Receivables | 632 | 609 |
| Current assets | 194,209 | 187,492 |
| Property, plant, and equipment and assets held-for-sale, net | 53,006 | 53,005 |
| Restricted cash | 22,656 | 22,493 |
| Prepaids | 29 | 37 |
| Total assets | $269,900 | $263,027 |
| Liabilities: | ||
| Accounts payable, accrued expenses, and other liabilities | 4,183 | 7,712 |
| Asset retirement obligation | 22 | 22 |
| Current liabilities | 4,205 | 7,734 |
| Deferred gain on sale of royalty | 29,839 | 29,839 |
| Asset retirement obligation, non-current | 12,057 | 11,751 |
| Other liabilities | — | 8 |
| Total liabilities | 46,101 | 49,332 |
| Stockholders’ equity | ||
| Common stock, $0.0001 par value; 1,400,000,000 shares authorized; 91,360,601 issued and outstanding at March 31, 2026, and 83,025,384 issued and outstanding at December 31, 2025, respectively | 9 | 8 |
| Additional paid-in capital | 1,098,807 | 1,040,417 |
| Accumulated deficit | (875,017) | (826,730) |
| Total stockholders’ equity | 223,799 | 213,695 |
| Total liabilities and stockholders’ equity | $269,900 | $263,027 |
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except share and per share amounts)
| Three Months EndedMarch 31, | ||
|---|---|---|
| 2026 | 2025 | |
| Operating expenses: | ||
| General and administrative costs | $34,165 | $2,933 |
| Exploration and development costs | 9,652 | 2,999 |
| Mine site costs | 5,443 | 2,480 |
| Depreciation and amortization | 385 | 534 |
| Asset retirement obligation adjustments and accretion expense | 306 | 333 |
| Other (income) expense, net | 114 | (57) |
| Loss from operations | (50,065) | (9,222) |
| Non-operating income (expense): | ||
| Interest income | 1,896 | 713 |
| Other income (loss), net | (118) | 137 |
| Interest expense | — | (3,387) |
| Net loss | $(48,287) | $(11,759) |
| Net loss per share: | ||
| Basic and diluted | $(0.54) | $(0.47) |
| Weighted average shares outstanding: | ||
| Basic and diluted | 89,740,061 | 24,948,434 |
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
| Three Months Ended March 31, | ||
|---|---|---|
| 2026 | 2025 | |
| Cash flows used in operating activities: | ||
| Net loss | $(48,287) | $(11,759) |
| Adjustments to reconcile net loss for the period to net cash used in operating activities: | ||
| Stock-based compensation | 19,130 | 528 |
| Depreciation and amortization | 385 | 534 |
| Asset retirement obligation adjustments and accretion expense | 306 | 333 |
| (Gain) loss on sale of assets, net | 114 | (57) |
| Other non-cash items | 139 | (122) |
| Non-cash interest expense | — | 2,998 |
| Changes in operating assets and liabilities: | ||
| Prepaids and deposits | 521 | 911 |
| Receivables | (23) | 41 |
| Supplies inventories, net | (62) | 41 |
| Accounts payable, accrued expenses, and other liabilities | (3,537) | (3,143) |
| Net cash used in operating activities | (31,314) | (9,695) |
| Cash flows from investing activities: | ||
| Additions to property, plant, and equipment | (576) | (171) |
| Proceeds from sale of assets | 68 | 57 |
| Net cash used in investing activities | (508) | (114) |
| Cash flows from financing activities: | ||
| Proceeds from issuance of common stock, net of issuance costs | 43,458 | 215 |
| Taxes paid related to net share settlement of equity awards | (4,197) | — |
| Principal payments | — | (33) |
| Net cash provided by financing activities | 39,261 | 182 |
| Net increase (decrease) in cash, cash equivalents, and restricted cash | 7,439 | (9,627) |
| Cash, cash equivalents, and restricted cash, beginning of period | 204,231 | 77,057 |
| Cash, cash equivalents, and restricted cash, end of period | $211,670 | $67,430 |
| Reconciliation of cash, cash equivalents, and restricted cash: | ||
| Cash and cash equivalents | $189,014 | $39,688 |
| Restricted cash | 22,656 | 27,742 |
| Total cash, cash equivalents, and restricted cash | $211,670 | $67,430 |
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT)
(in thousands, except share amounts)
| Common Stock · Additional Paid-in Capital · Accumulated Deficit · Total Stockholders’ Equity | |||||
|---|---|---|---|---|---|
| Shares · Amount | |||||
| Balance at January 1, 2026 | 83,025,384 | $8 | $1,040,417 | $(826,730) | $213,695 |
| Exercise of warrants | 8,206,833 | 1 | 43,457 | — | 43,458 |
| Stock-based compensation costs | — | — | 19,130 | — | 19,130 |
| Taxes withheld related to net share settlement of equity awards | — | — | (4,197) | — | (4,197) |
| Vesting of restricted stock units | 128,384 | — | — | — | — |
| Net loss | — | — | — | (48,287) | (48,287) |
| Balance at March 31, 2026 | 91,360,601 | $9 | $1,098,807 | $(875,017) | $223,799 |
| Common Stock · Additional Paid-in Capital · Accumulated Deficit · Total Stockholders’ Deficit | |||||
|---|---|---|---|---|---|
| Shares · Amount | |||||
| Balance at January 1, 2025 | 24,875,587 | $2 | $752,649 | $(786,066) | $(33,415) |
| Issuance of common stock | 108,072 | — | 139 | — | 139 |
| Stock-based compensation costs | — | — | 529 | — | 529 |
| Voluntary surrender of shares by shareholder | (301) | — | — | — | — |
| Net loss | — | — | — | (11,759) | (11,759) |
| Balance at March 31, 2025 | 24,983,358 | $2 | $753,317 | $(797,825) | $(44,506) |
- 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 dedicated to the safe, environmentally responsible, and cost-effective exploration and development of the Hycroft Mine, located in the state of Nevada.
The Company restarted pre-commercial scale open pit mining operations at the Hycroft Mine during the second quarter of 2019 and discontinued mining operations in November 2021. In February 2026, the Company, along with its third-party consultants, completed and filed the Hycroft Mine Initial Assessment and Technical Report Summary Nevada, USA (“2026 Hycroft TRS”) that included a mineral resource estimate utilizing a pressure oxidation (“POX”) process for transitional and sulfide mineralization and heap leaching process for oxide mineralization and some transitional mineralization. The Company is focusing on exploration drilling and data analyses, completing technical studies, conducting trade-off studies and alternative analyses for determining the optimal process flow sheet for processing sulfide ores and recovering gold and silver, and maintaining the Hycroft Mine.
- Summary of significant accounting policies
Basis of presentation
These Financial Statements have been prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, these Financial Statements do not include all information and footnotes necessary for a comprehensive presentation of financial position, results of operations, or cash flows. These Financial Statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto as of and for the year ended December 31, 2025 (the “2025 Audited Financial Statements”), filed as a part of the Company’s annual report on Form 10-K filed with the SEC on March 3, 2026. The Company continues to follow the accounting policies set forth in the 2025 Audited Financial Statements, with updates discussed below. In the opinion of management, the accompanying Financial Statements include all adjustments necessary for a fair presentation of the Company’s interim financial position, operating results, and cash flows for the periods presented.
Use of estimates
The preparation of the Financial Statements requires management to make estimates and assumptions that affect amounts reported in these Financial Statements and accompanying notes. The more significant areas requiring the use of management estimates and assumptions relate to the useful life of long-lived assets; future mining and processing plans; environmental reclamation and closure costs and timing; and estimates of fair value for long-lived assets, assets held-for-sale, and financial instruments. The Company bases its estimates on historical experience and other assumptions, including drilling and assay data that are believed to be reasonable at the time the estimate is made. Actual results may differ from amounts estimated in these Financial Statements, and such differences could be material. Accordingly, amounts presented in these Financial Statements may not be indicative of results that may be expected for future periods.
Reclassification of prior year presentation
Certain prior period amounts have been combined for consistency with the current year presentation. These line items were combined to simplify the financial statement presentation, enhancing clarity without altering the total amounts reported in the financial statements. The combination of line items had no effect on the totals reported in the statement of operations, financial position, cash flows or stockholders’ equity.
Impairment of long-lived assets
The Company’s long-lived assets consist of property, plant, and equipment. We review and evaluate our 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 operating plans or changes to federal and state regulations (with which we must comply) that may adversely impact our 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.
Since the Company does not have mineral reserves on which to project revenues or cash flows from its operations in 2025 or beyond, to determine fair value, we utilize a market-based approach considering comparable sales transactions from the past five years and estimates of enterprise value. Based on the comparable sales transactions identified, we estimated a range of values for measured and indicated mineral resources per equivalent ounce of gold. Our estimates of future cash flows from the potential sale of our assets held-for-sale, which is a variable in the model, are based on numerous assumptions that are consistent with or reasonable in relation to transactions occurring in the market and the Company’s history with selling similar assets. Actual future cash flows may be significantly different than the estimates as each is subject to significant risks and uncertainties.
As of March 31, 2026, the Company completed its evaluation and determined that there were no new triggering events and thatno impairment was necessary.
- Prepaids and deposits
The following table provides the components of Prepaids and deposits (in thousands):
| March 31,2026 | December 31,2025 | |
|---|---|---|
| Prepaids and deposits, current: | ||
| Prepaids: | ||
| Insurance | $625 | $1,215 |
| License fees | 554 | 405 |
| Mining claims fees and permit fees | 442 | 569 |
| Property tax | 312 | — |
| Services | 180 | 22 |
| Surety bond fees | 144 | 560 |
| Deposits | 183 | 182 |
| Total | $2,440 | $2,953 |
| Prepaids, non-current: | ||
| Insurance | 29 | 37 |
| Total | $29 | $37 |
Insurance– non-current
During the year ended December 31, 2025, the Company purchased a multi-year contractor pollution insurance policy that extends coverage through March 2028.
- Equity investment securities
The following table provides the components of Equity investment securities (in thousands):
| March 31,2026 | December 31,2025 | |
|---|---|---|
| Equity investment securities | $660 | $776 |
For the three months ended March 31, 2026, the Company incurred an unrealized loss of $0.1 million as compared to a $0.1 million unrealized gain for the same period of 2025.
- Property, plant, and equipment and assets held-for-sale, net
The following table provides the components of Property, plant, and equipment and assets held-for-sale, net (in thousands):
| Depreciation Lifeor Method | March 31,2026 | December 31,2025 | |
|---|---|---|---|
| Process equipment | 5 - 15 years | $18,029 | $18,029 |
| Production leach pads | Units-of-production | $11,190 | $11,190 |
| Buildings and leasehold improvements | 10 years | 9,086 | 9,536 |
| Test leach pads | 18 months | 6,241 | 6,241 |
| Mine equipment | 5 - 7 years | 5,143 | 5,143 |
| Vehicles | 3 - 5 years | 1,854 | 1,854 |
| Furniture and office equipment | 7 years | 1,141 | 1,141 |
| Mineral properties | Indefinite life | 50 | 50 |
| Construction in progress and other | 35,832 | 35,257 | |
| Sub-total | 88,566 | 88,441 | |
| Less, accumulated depreciation and amortization | (38,453) | (38,329) | |
| Total property, plant, and equipment, net | 50,113 | 50,112 | |
| Assets held-for-sale | 2,893 | 2,893 | |
| Total | $53,006 | $53,005 |
For the three months ended March 31, 2026, depreciation and amortization expense related to Property, plant, and equipment, net was $0.4 million, as compared to $0.5 million for the same period in 2025.
As of both March 31, 2026 and December 31, 2025, the Company’s assets-held-for-sale of $2.9 million consisted ofone semi-autogenous mill that was not in use.
- Restricted cash
The following table provides the components of Restricted cash (in thousands):
| March 31,2026 | December 31,2025 | |
|---|---|---|
| Surety bond cash collateral | $22,602 | $22,439 |
| Other cash collateral | 54 | 54 |
| Total | $22,656 | $22,493 |
As of March 31, 2026 and December 31, 2025, the Company had $22.6 million and $22.4 million, respectively, in cash collateral for surface management surety bonds, totaling $58.9 million. Of this total, $58.3 million secured the financial assurance requirements for the Hycroft Mine, and $0.6 million secured the financial assurance requirements for the adjacent water supply well field, well field monitoring, 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 believes that it currently complies with all relevant bonding obligations.
During the three months ended March 31, 2026 and March 31, 2025, the Company earned $0.2 million of Interest income on a portion of its cash collateral during both periods. 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.
- Accounts payable, accrued expenses, and other liabilities
The following table summarizes the components of Accounts payable, accrued expenses, and other liabilities (in thousands):
| March 31,2026 | December 31,2025 | |
|---|---|---|
| Accounts payable and accrued expenses | $2,985 | $4,415 |
| Other liabilities, current: | ||
| Accrued compensation (1) | 1,148 | 3,227 |
| Operating lease liability | 31 | 31 |
| Accrued directors fees | 19 | 39 |
| Total | $4,183 | $7,712 |
| Other liabilities, non-current: | ||
| Operating lease liability | — | 8 |
| Total | $— | $8 |
(1)Accrued compensation reflects amounts for performance-related compensation and benefits.
- Asset retirement obligation
The following table summarizes changes in the Company’s Asset retirement obligation (in thousands):
| March 31, 2026 | December 31, 2025 | |
|---|---|---|
| Balance, beginning of period | $11,773 | $13,151 |
| Accretion | 306 | 1,297 |
| Change in estimates | — | (2,675) |
| Balance, end of period | $12,079 | $11,773 |
| Current | $22 | $22 |
| Non-current | $12,057 | $11,751 |
For the three months ended March 31, 2026 and 2025, the Company recognized no asset retirement obligation adjustments resulting from a change in estimate.
The Company does not have mineral reserves, and accordingly, all asset retirement costs are expensed until mineral reserves are established.
- Stockholders’ equity
At-the-market-offering
During the three months ended March 31, 2026, the Company did not sell any shares of common stock pursuant to its at-the-market equity offering program (the “New ATM Program”).
As of March 31, 2026 and December 31, 2025, $92.1 million gross sales price of common stock was available for issuance under the New ATM Program.
Equity Classified Warrants
During the three months ended March 31, 2026,6,779,910 of the 2025 2-Year Warrants issued as part of the 2025 Private Placement were exercised at the warrant exercise price of $6.00 per warrant for net proceeds of $40.7 million. For the three months ended March 31, 2025, there was no activity on the 2025 2-Year Warrants.
During the three months ended March 31, 2026,661,483 of the 3-Year Warrants issued as part of the 2025 Public Offering were exercised at the warrant exercise price of $4.20 per warrant for net proceeds of $2.8 million. For the three months ended March 31, 2025, there was no activity on the 2025 3-Year Warrants.
On February 11, 2026, AMC exercised, on a cashless basis,10,008,240 Private Placement Offering Warrants (exercise price of $1.0680 per warrant). After giving effect to the 1-for-10 reverse stock split effective November 14, 2023, the warrants were exercisable for an aggregate of 1,000,824 shares of common stock (at a ratio of 10 warrants per one share of common stock). Using the 10-day average market price, as defined in the warrant agreement, of $45.41 per share, the cashless warrant exercise resulted in the issuance of 765,440 shares of common stock. For the three months ended March 31, 2025, there was no activity on the Private Placement Offering Warrants.
The following tables summarize additional information on the Company’s outstanding warrants:
| As of March 31, 2026 | Exercise price | Exercise period | Expiration date | Warrants outstanding |
|---|---|---|---|---|
| Private Placement Offering Warrants(1) | $1.068 | 5 years | March 15, 2027 | 36,808,240 |
| 2025 3-Year Warrants | $4.200 | 3 years | June 13, 2028 | 4,162,417 |
| 2025 2-Year Warrants | $6.000 | 2 years | September 10, 2027 | — |
| Total Warrants Outstanding | 40,970,657 | |||
| As of December 31, 2025 | Exercise price | Exercise period | Expiration date | Warrants outstanding |
|---|---|---|---|---|
| Private Placement Offering Warrants(1) | $1.068 | 5 years | March 15, 2027 | 46,816,480 |
| 2025 3-Year Warrants | $4.200 | 3 years | June 13, 2028 | 4,823,900 |
| 2025 2-Year Warrants | $6.000 | 2 years | September 10, 2027 | 6,779,910 |
| Total Warrants Outstanding | 58,420,290 | |||
(1)After giving effect to the 1-for-10 reverse stock split (effective November 14, 2023), the Private Placement Offering Warrants are issuable into common stock at the rate of 10 warrants per share
- Stock-based compensation
On December 29, 2025, at the Company’s Annual Meeting, the 2025 HYMC Performance and Incentive Pay Plan (the “2025 PIPP Plan”) was approved. The 2025 PIPP Plan supersedes and replaces the 2020 HYMC Performance and Incentive Pay Plan (the “2020 PIPP Plan”), except with respect to awards granted under the 2020 PIPP Plan plus any shares of Common Stock which, as of the effective date of the 2025 PIPP Plan, were available for issuance under the 2020 PIPP Plan, or are subject to 2020 PIPP Plan awards which become available for future grants of awards as defined in the 2025 PIPP Plan. The 2020 PIPP Plan was approved on February 20, 2019, and amended on May 29, 2020, June 2, 2022, and May 23, 2024.
As of March 31, 2026, all awards granted under the 2025 PIPP Plan and 2020 PIPP Plan were in the form of restricted stock units (“RSUs”) to employees and directors of the Company. As of March 31, 2026, there were 2,518,067 shares available for issuance under the 2025 PIPP Plan.
The following tables summarize the Company’s unvested share awards outstanding as of March 31, 2026 and 2025:
| Number of Restricted Stock Units | Weighted Average Grant Date Fair Value Per Unit | |
|---|---|---|
| Unvested at December 31, 2025 | 728,974 | $3.56 |
| Granted | 1,555,325 | 49.62 |
| Canceled/forfeited | — | — |
| Vested | (211,495) | 47.82 |
| Unvested at March 31, 2026 | 2,072,804 | $33.61 |
| Number of Restricted Stock Units | Weighted Average Grant Date Fair Value Per Unit | |
|---|---|---|
| Unvested at December 31, 2024 | 678,071 | $5.13 |
| Granted | — | — |
| Canceled/forfeited | — | — |
| Vested | — | — |
| Unvested at March 31, 2025 | 678,071 | $5.13 |
During the periods ended March 31, 2026 and 2025, the Company recorded compensation expense of $19.1 million and $0.5 million, respectively, related to restricted stock awards.
As of March 31, 2026, there was $59.6 million of unrecognized compensation cost related to unvested restricted stock units, expected to be recognized over a weighted-average period of 1.1 years.
- Debt, net
The Company had no debt outstanding as of March 31, 2026. On October 15, 2025, the Company made principal payments of $125.5 million and fully extinguished its remaining debt, including accrued interest. The Company does not currently have any long-term debt arrangements.
Interest expense
The following table summarizes the components of recorded Interest expense(in thousands):
| Three Months Ended March 31, | ||
|---|---|---|
| 2026 | 2025 | |
| Subordinated Notes (1) | $— | $2,806 |
| Sprott Credit Agreement (2) | — | 394 |
| Amortization of original issue discount (3) | — | 159 |
| Amortization of debt issuance costs (3) | — | 34 |
| Other | — | (6) |
| Total | $— | $3,387 |
(1)The Subordinated Notes bore interest at 10.0% per annum (non-cash), payable in-kind on a quarterly basis.
(2)The Sprott Credit Agreement bore interest monthly at a floating rate of SOFR plus 0.26161% adjustment plus 6.00%. As of March 31, 2026 and 2025, the effective interest rate wasnil and 18.08%, respectively.
(3)As of March 31, 2026 and 2025, the effective interest rate for the amortization of the discount and issuance costs wasnil and 2.42%.
Debt covenants
Prior to the repayment of debt on October 15, 2025, the Company’s debt agreements contained representations and warranties, events of default, restrictions and limitations, reporting requirements, and covenants that are customary for the agreements of these types. The Company currently has no debt-related covenants.
- Fair value measurements
Recurring fair value measurements
The following table sets forth by level within the fair value hierarchy, the Company’s assets and liabilities measured at fair value on a recurring basis (in thousands):
| HierarchyLevel | March 31,2026 | December 31,2025 | |
|---|---|---|---|
| Equity investment securities (1) | 1 | $660 | $776 |
(1) The value of equity investment securities was determined using the closing price of the publicly traded Canadian gold mining company on the last day of the respective periods as quoted on the TSX Venture Exchange. See Note 4 – Equity investment securitiesfor additional information.
- Income taxes
The Company’s anticipated annual tax rate is impacted primarily by the amount of taxable income associated with each jurisdiction in which its income is subject to income tax and permanent differences between the financial statement carrying amounts and tax basis of assets and liabilities. Deferredtax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.
The Company incurrednil net income tax expense or benefit for the three months ended March 31, 2026 and 2025. The effective tax rate for both the three months ended March 31, 2026 and 2025 wasnil. The effective tax rate differed from the statutory rate during each period primarily due to changes in the valuation allowance established to offset net deferred tax assets.
- Loss per share
The table below summarizes the Company’s basic and diluted loss per share calculations (in thousands, except share and per share amounts):
| Three Months Ended March 31, | ||
|---|---|---|
| 2026 | 2025 | |
| Net loss | $(48,287) | $(11,759) |
| Weighted average shares outstanding | ||
| Basic and diluted | 89,740,061 | 24,948,434 |
| Net loss per common share, basic and diluted | $(0.54) | $(0.47) |
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.
Due to the Company’s net loss for the three months ended March 31, 2026 and 2025, 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):
| March 31, | ||
|---|---|---|
| 2026 | 2025 | |
| Shares upon exercise of warrants | 7,843 | 9,069 |
| Restricted stock units - Unvested | 2,073 | 678 |
| Restricted stock units - Vested & Deferred | 96 | 35 |
| Total | 10,012 | 9,782 |
- Segment information
In accordance with FASB’s Accounting Standards Codification Topic 280, Segment Reporting, the Company has determined that it operates as a single reportable segment. Since the Company discontinued mining operations in November 2021 and has focused on exploration, the Company’s operations are limited and managed by one chief operating decision-maker (“CODM”). The CODM, who has been identified as the Company’s Chief Executive Officer, is responsible for all decisions regarding resource allocation and performance evaluation, which are made on a consolidated basis. Therefore, the Company has concluded that it hasone operating and reportable segment. The CODM evaluates exploration and development costs and mine site costs (collectively, “Segment expenses” utilizing the following expense groupings (in thousands).
| March 31, | ||
|---|---|---|
| 2026 | 2025 | |
| Exploration | $7,631 | $986 |
| Technical and projects | 702 | 374 |
| Mine maintenance | 500 | 367 |
| Processing maintenance | 668 | 545 |
| Site-level general and administrative(1) | 5,594 | 3,207 |
| Segment expenses | $15,095 | $5,479 |
(1)A portion of mine site general and administrative expenses is allocated to exploration for financial reporting.
The following table reconciles total Segment expenses to the amounts presented in the consolidated statements of operations:
| March 31, | ||
|---|---|---|
| 2026 | 2025 | |
| Exploration and development costs | $9,652 | $2,999 |
| Mine site costs | 5,443 | 2,480 |
| Segment expenses | $15,095 | $5,479 |
- Supplemental cash flow information
The following table provides supplemental cash flow information (in thousands):
| Three Months Ended March 31, | ||
|---|---|---|
| 2026 | 2025 | |
| Increase in debt from in-kind interest | $— | $2,806 |
| Cash interest paid | — | 394 |
- Commitments and contingencies
Legal proceedings
The Company has been named as a defendant infour pro se individual and/or putative class/derivative actions in the Delaware Chancery Court that assert claims for, inter alia, breach of contract, declaratory judgment, equitable fraud and fiduciary breaches (againsttwo company officers) arising from or relating to Warrants and/or shares purportedly held by the plaintiffs. 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. Among other things, the 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 upon the occurrence of certain business transactions and events, including the Recapitalization Transaction. During the quarter ended March 31, 2026, the Company filed motions to dismiss in these actions.
The motions to dismiss are currently in the briefing phase and remain pending as of the date of this Quarterly Report on Form 10-Q.
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 three months ended March 31, 2026 and 2025, 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.
Financial commitments and contingencies not recorded in the Financial Statements
As of March 31, 2026, the Company’s off-balance sheet arrangements consisted of a net smelter royalty arrangement. As of December 31, 2025, there was also a net profit royalty arrangement.
Sprott Royalty
Pursuant to the Royalty Agreement with Sprott Private Resource Lending II (CO) Inc. 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 (“Sprott Royalty Agreement”). The royalty is accounted for as a deferred gain liability. 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 March 31, 2026 and December 31, 2025, the estimated net present value of the Sprott Royalty Agreement was $146.7 million. The net present value of the Sprott Royalty Agreement was modeled using the following level 3 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.
Crofoot Royalty
Until January 2026, a portion of the Hycroft Mine was subject to an agreement that required payment of a 4% net profit royalty on certain patented and unpatented mining claims. The royalty was subject to a maximum of $7.6 million, with $3.3 million satisfied and $4.3 million outstanding as of 2024. In November 2025, the Company reached an agreement to terminate the Crofoot Royalty agreement for $2.5 million, which was accrued as of December 31, 2025 and subsequently paid in Janaury 2026. As of January 2026, the net profit royalty is no longer in effect.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.