LEXINGTON,
Ky., Nov. 21, 2024 /PRNewswire/ -- Ramaco
Resources, Inc. (NASDAQ: METC, METCB, METCL) ("Ramaco Resources" or
the "Company") announced today that it has priced its previously
announced public offering (the "Offering") of senior unsecured
notes due 2029 (the "Notes"). The Notes will mature on November 30, 2029, unless redeemed prior to
maturity. The Notes will bear interest at a rate of 8.375% per
year, payable in arrears on the 30th day of January, April, July
and October of each year, commencing on January 30, 2025, and at maturity. The Company
may redeem the Notes in whole or in part, at the Company's option,
at any time on or after November 30,
2026, at a redemption price equal to 100% of the principal
amount, plus accrued and unpaid interest to, but not including, the
date of redemption. In addition, the Company may redeem the Notes,
in whole, but not in part, at any time at the Company's option, at
a redemption price equal to 100% of the principal amount plus
accrued and unpaid interest to, but not including, the date of
redemption, upon the occurrence of certain change of control
events.
The gross proceeds to the Company from the
offering, before deducting commissions and expenses, will be
approximately $50 million, or
approximately $57.5 million if the
underwriters exercise their option (described below) in full.
The Company intends to use the net proceeds from
the Offering for general corporate purposes, including funding
future investments, making capital expenditures and funding working
capital. The Company has granted the underwriters a 30-day option
to purchase up to an additional $7.5
million aggregate principal amount of Notes. The Notes will
be issued in minimum denominations of $25.00 and integral multiples of $25.00 in excess thereof. The Offering is
expected to close on November 27,
2024.
In connection with the Offering, the Company has
applied to list the Notes on the Nasdaq Global Select Market (the
"Nasdaq") under the symbol "METCZ." If approved for listing,
trading on Nasdaq is expected to commence within 30 days after the
Notes are first issued.
Lucid Capital Markets, LLC is acting as lead
bookrunner for the Offering. B. Riley Securities, Inc., Janney
Montgomery Scott LLC and Piper
Sandler & Co. are acting as joint book-running managers
for the Offering. The Benchmark Company, LLC, InspereX LLC, TCBI
Securities, Inc., doing business as Texas Capital Securities, and
William Blair & Company, L.L.C.
are acting as lead managers for the Offering.
This press release does not constitute an offer
to sell or a solicitation of an offer to buy the Notes described
herein, nor shall there be any sale of the Notes in any state or
other jurisdiction in which such an offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. This Offering is being
made by the Company pursuant to a registration statement on Form
S-3 (File No. 333-274324), which was declared effective by the
United States Securities and Exchange Commission ("SEC") on
September 29, 2023. The Notes may
only be offered by means of a prospectus and prospectus supplement
that meet the requirements under the Securities Act of 1933, as
amended. A copy of the registration statement is available on the
SEC's website at www.sec.gov. Copies of the preliminary prospectus
supplement related to the Offering and accompanying base prospectus
and final prospectus supplement, when available, may be obtained by
contacting Lucid Capital Markets, LLC at 570 Lexington Ave, 40th
Floor, New York, NY 10022 at
telephone number (646)-362-0256, or via email at:
Prospectus@lucidcm.com.
ABOUT RAMACO RESOURCES
Ramaco Resources, Inc. is an operator and
developer of high-quality, low-cost metallurgical coal in southern
West Virginia, and southwestern
Virginia and a developing producer
of rare earth and critical minerals in Wyoming. Its executive offices are in
Lexington, Kentucky, with
operational offices in Charleston, West
Virginia and Sheridan,
Wyoming. The Company currently has four active metallurgical
coal mining complexes in Central
Appalachia and one development rare earth and coal mine near
Sheridan, Wyoming in the initial
stages of production. For more information about Ramaco Resources,
please contact investor relations at (859) 244-7455.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING
STATEMENTS
Certain statements contained in this press
release constitute "forward-looking statements" within the meaning
of the Private Securities Litigation Reform Act of 1995. These
forward-looking statements represent Ramaco Resources' expectations
or beliefs concerning guidance, future events, anticipated revenue,
future demand and production levels, macroeconomic trends, the
development of ongoing projects, costs and expectations regarding
operating results, and it is possible that the results described in
this press release will not be achieved. Forward-looking statements
in this press release include, without limitation, the timing for
closing of the Offering (if at all) and the expected use of
proceeds from the Offering. These statements relate to future
events, future expectations, plans and prospects. These
forward-looking statements are subject to risks, uncertainties and
other factors, many of which are outside of Ramaco Resources'
control, which could cause actual results to differ materially from
the results discussed in the forward-looking statements. These
factors include, without limitation, unexpected delays in our
current mine development activities, the ability to successfully
ramp up production at our complexes in accordance with the
Company's growth initiatives, failure of our sales commitment
counterparties to perform, increased government regulation of coal
in the United States or
internationally, the further decline of demand for coal in export
markets and underperformance of the railroads, the expected
benefits of the Ramaco Coal and Maben acquisitions to the Company's
shareholders, the anticipated benefits and impacts of the Ramaco
Coal and Maben acquisitions, and
the Company's ability to successfully develop the Brook Mine,
including whether the increase in the Company's exploration target
and estimates for such mine are realized. Any forward-looking
statement speaks only as of the date on which it is made, and,
except as required by law, Ramaco Resources does not undertake any
obligation to update or revise any forward-looking statement,
whether as a result of new information, future events or otherwise.
New factors emerge from time to time, and it is not possible for
Ramaco Resources to predict all such factors. When considering
these forward-looking statements, you should keep in mind the risk
factors and other cautionary statements found in Ramaco Resources'
filings with the SEC, including its Annual Report on Form 10-K and
Quarterly Reports on Form 10-Q. The risk factors and other factors
noted in Ramaco Resources' SEC filings could cause its actual
results to differ materially from those contained in any
forward-looking statement.
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SOURCE Ramaco Resources, Inc.