SCHEDULE: AMC's Stake in Hycroft Mining Declines to 5.7%

AMC Entertainment Holdings and American Multi-Cinema report a reduced 5.7% beneficial ownership in Hycroft Mining Holding Corp. following an increase in Hycroft's outstanding shares.

Summary

• AMC Entertainment Holdings, Inc. and American Multi-Cinema, Inc. (Reporting Persons) filed an Amendment No. 2 to their Schedule 13D regarding their investment in Hycroft Mining Holding Corp. (Issuer).
• The filing reports a reduction in the percentage of Common Stock beneficially owned by the Reporting Persons.
• This reduction is a result of an increase in the aggregate number of outstanding shares of Hycroft Mining Holding Corp.'s Common Stock.
• The Reporting Persons now beneficially own an aggregate of 4,745,685 shares of Common Stock in Hycroft Mining Holding Corp.
• This aggregate includes 2,404,861 shares directly held by American Multi-Cinema, Inc. (AMCI) and 2,340,824 shares issuable upon the exercise of outstanding warrants held by AMCI.
• This represents 5.7% of the outstanding shares of Common Stock of Hycroft Mining Holding Corp.
• The calculation is based on a total of 83,306,615 shares of Common Stock deemed issued and outstanding, which includes 80,965,791 shares outstanding as of October 27, 2025 (from Hycroft's Form 10-Q) and the 2,340,824 shares from AMCI's warrants.
• Hycroft Mining Holding Corp. effected a 1-for-10 reverse stock split on November 14, 2023, which is reflected in the reported share amount.
• AMCI, as a "Lock-Up Party," agreed to a 90-day lock-up period (from October 9, 2025) preventing the sale or transfer of Restricted Securities without BMO Capital Markets Corp.'s consent, following Hycroft's public offering.
• AMC also beneficially owns 11,981 restricted stock units awarded under Hycroft's 2020 Performance and Incentive Award Plan to their nominee on Hycroft's board.

Sentiment

Score: 4

Explanation: The filing indicates a dilution of AMC's percentage ownership in Hycroft Mining Holding Corp. due to an increase in Hycroft's outstanding shares. While the absolute number of shares beneficially owned remains significant, the reduced percentage is a negative. However, the lock-up agreement suggests a continued commitment to the investment for the near term.

Positives

• AMC maintains a significant beneficial ownership of 5.7% in Hycroft Mining Holding Corp., indicating continued strategic interest.
• The beneficial ownership includes a substantial number of shares (2,340,824) issuable upon the exercise of warrants, providing potential for increased stake.
• The lock-up agreement demonstrates commitment to the investment for a defined period, aligning interests with the issuer's recent public offering.

Negatives

• The percentage of beneficial ownership has decreased from previous filings, indicating dilution for AMC due to Hycroft's increased outstanding shares.

Risks

• The lock-up agreement restricts AMCI's ability to sell or transfer its Hycroft shares for 90 days following October 9, 2025, limiting liquidity during this period.
• BMO Capital Markets Corp. has sole discretion to release securities from the lock-up agreements, which could impact market dynamics if a large block of shares is released.

Future Outlook

The lock-up agreement indicates a commitment by AMCI to holding its investment in Hycroft Mining Holding Corp. for at least 90 days following October 9, 2025, suggesting no immediate plans for divestment.

Industry Context

This filing reflects a common occurrence in public companies where existing shareholders' percentage ownership is diluted by new share issuances, such as public offerings. For AMC, a cinema chain, its investment in a mining company (Hycroft) represents a diversification strategy, which has been a notable move for the company in recent years. The lock-up agreement is standard practice in public offerings to stabilize the stock price post-issuance.

Comparison to Industry Standards

• NA

Related Party Transactions

• AMC beneficially owns 11,981 restricted stock units awarded under Hycroft's 2020 Performance and Incentive Award Plan to the Reporting Persons' nominee serving on Hycroft's board of directors.

Stakeholder Impact

• Shareholders (AMC): Experience dilution in their indirect stake in Hycroft Mining Holding Corp. due to Hycroft's increased share count.
• Shareholders (Hycroft): The public offering and subsequent lock-up agreement for a significant shareholder like AMC could provide some stability post-offering.

Next Steps

• Monitoring the expiration of the 90-day lock-up period for AMCI's shares, which ends around January 7, 2026.

Key Dates

Recommendation

The filing indicates a dilution of AMC's percentage ownership in Hycroft, which is a minor negative. However, AMC still holds a substantial stake and is subject to a lock-up agreement, suggesting a continued strategic interest and no immediate intent to divest. Given the nature of a Schedule 13D amendment, it primarily reports a factual change in ownership percentage rather than a fundamental shift in the investment thesis. Therefore, a 'hold' recommendation is appropriate, advising investors to maintain their current position while monitoring future developments.

Keywords

AMC Entertainment, Hycroft Mining, Schedule 13D, Beneficial Ownership, Stock Split, Warrants, Lock-Up Agreement, Mining, Entertainment