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EX-99.3 - EX-99.3 - Hycroft Mining Corpd67148dex993.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K/A

(Amendment No. 1)

 

 

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): July 23, 2015

 

 

ALLIED NEVADA GOLD CORP.

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Delaware   1-33119   20-5597115

(State or Other Jurisdiction of

Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

9790 Gateway Drive, Suite 200

Reno, Nevada

  89521
(Address of principal executive offices)   (Zip Code)

(775) 358-4455

(Registrant’s Telephone Number, Including Area Code)

n/a

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Explanatory Note

On July 29, 2015, Allied Nevada Gold Corp. (the “Company”) filed a Current Report on Form 8-K (the “Original Filing”) to, among other things, disclose the filing on July 23, 2015 by the Company and certain of its domestic direct and indirect subsidiaries (together with the Company, the “Debtors”) with the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) of a proposed Amended Joint Chapter 11 Plan of Reorganization (the “Amended Plan”) and related amended disclosure statement (the “Amended Disclosure Statement”). On July 31, 2015, the Debtors filed with the Bankruptcy Court a Notice of Filing of Certain Exhibits and Supplement to Amended Disclosure Statement for the Debtors’ Amended Joint Chapter 11 Plan of Reorganization (the “Notice”), which included additional exhibits and a supplement to the Amended Disclosure Statement. This Current Report on Form 8-K/A (this “Amendment”) amends Items 7.01 and 9.01(d) of the Original Filing to include disclosure related to the Notice and to include the Notice as Exhibit 99.3 to the Amendment.

Except as described above, all other information in, and the exhibits to, the Original Filing remain unchanged.

 

Item 7.01. Regulation FD Disclosure.

On July 31, 2015, the Debtors filed the Notice with the Bankruptcy Court. The Notice includes certain exhibits to the Amended Disclosure Statement which contain financial projections and a liquidation analysis prepared for purposes of the Chapter 11 cases (the “Financial Information”). The Company cautions investors and potential investors not to place undue reliance upon the information contained in the Financial Information, which is not prepared for the purpose of providing the basis for an investment decision relating to any of the securities of the Company. The Financial Information has not been audited or reviewed by independent accountants. The Financial Information contains information different from that required to be included in the Company’s reports pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and such Financial Information may not be indicative of the Company’s financial condition or operating results that would be reflected in the Company’s financial statements or in its reports pursuant to the Exchange Act. Results set forth in the Financial Information should not be viewed as indicative of future results.

The Amended Plan is subject to acceptance by the Debtors’ creditors (as and to the extent required under the federal Bankruptcy Code) and confirmation by the Bankruptcy Court. Information contained in the Amended Plan and the Amended Disclosure Statement (including the exhibits and supplement thereto) is subject to change, whether as a result of further amendments to the Amended Plan, third-party actions, or otherwise. Copies of the Amended Plan and Amended Disclosure Statement, as filed, are attached to the Original Filing as Exhibit 99.1 and Exhibit 99.2, respectively. A copy of the Notice, as filed, is attached hereto as Exhibit 99.3.

This Current Report on Form 8-K/A is not intended to be, nor should it be construed as, a solicitation for a vote on the Amended Plan.

 

2


The Amended Plan, the Amended Disclosure Statement and the Notice (including the exhibits and supplement attached thereto) shall not be deemed “filed” for purposes of Section 18 of the Exchange Act are not otherwise subject to the liabilities of that section, and are not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01. Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit No.

  

Exhibit

Exhibit 99.3    Notice of Filing of Certain Exhibits and Supplement to Amended Disclosure Statement for the Debtors’ Amended Joint Chapter 11 Plan of Reorganization, filed July 31, 2015

 

3


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

Dated: August 4, 2015         Allied Nevada Gold Corp.
        By:  

/s/ Stephen M. Jones

          Stephen M. Jones
          Executive Vice President and Chief Financial Officer


Exhibit Index

 

Exhibit No.

  

Exhibit

Exhibit 99.3    Notice of Filing of Certain Exhibits and Supplement to Amended Disclosure Statement for the Debtors’ Amended Joint Chapter 11 Plan of Reorganization, filed July 31, 2015