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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 8, 2023

Ramaco Resources, Inc.

(Exact name of Registrant as specified in its Charter)

Delaware

001-38003

38-4018838

(State or other jurisdiction of

(Commission

(IRS Employer

incorporation)

File No.)

Identification No.)

250 West Main Street, Suite 1900

Lexington, Kentucky 40507

(Address of principal executive offices)

Registrant’s Telephone Number, including area code: (859) 244-7455

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

    

Trading Symbol(s)

    

Name of each exchange on which registered

Class A Common Stock, $0.01 par value

METC

NASDAQ Global Select Market

Class B Common Stock, $0.01 par value

METCB

NASDAQ Global Select Market

9.00% Senior Notes due 2026

METCL

NASDAQ Global Select Market

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.):

☐ 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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 2.02.Results of Operations and Financial Condition.

On August 8, 2023, Ramaco Resources, Inc. (the “Company”) issued a press release reporting its financial and operating results for the second quarter of 2023 (the “Earnings Release”). A copy of the Earnings Release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

None of the information furnished in this Item 2.02 will be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, nor will it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”).

Item 7.01.Regulation FD Disclosure.

The information set forth in Item 2.02 above and in Exhibit 99.1 to this Current Report on Form 8-K is incorporated herein by reference.

None of the information furnished in this Item 7.01 will be deemed “filed” for the purposes of Section 18 of the Exchange Act or otherwise subject to the liability of that section, nor will it be incorporated by reference into any filing under the Securities Act.

Item 9.01.Financial Statements and Exhibits.

(d) Exhibits.

Exhibit
Number

    

Exhibit Description

99.1

Earnings Release issued by Ramaco Resources, Inc., dated August 8, 2023

104

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

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 hereunto duly authorized.

RAMACO RESOURCES, INC.

By: 

/s/ Randall W. Atkins

Name: 

Randall W. Atkins

Title: 

Chairman and Chief Executive Officer

Date:August 8, 2023

EX-99.1 2 metc-20230808xex99d1.htm EX-99.1

Exhibit 99.1

RAMACO RESOURCES REPORTS

SECOND QUARTER 2023 RESULTS

LEXINGTON, KY., August 8, 2023 -- Ramaco Resources, Inc. (NASDAQ: METC, METCB, “Ramaco” or the “Company”), a leading operator and developer of high-quality, low-cost metallurgical coal, today reported financial results for the three months and six months ended June 30, 2023.

SECOND QUARTER 2023 HIGHLIGHTS

The Company had net income of $7.6 million (diluted EPS of $0.17) compared to $25.3 million (diluted EPS of $0.57) in the first quarter of 2023. Adjusted earnings before interest, taxes, depreciation, amortization, certain non-operating expenses, and equity-based compensation (“Adjusted EBITDA”), a non-GAAP measure, was $30.0 million for the three months ended June 30, 2023. This compared to $48.3 million of Adjusted EBITDA for the three months ended March 31, 2023. (See “Reconciliation of Non-GAAP Measure” below.)

Both second quarter net income and Adjusted EBITDA were negatively affected by $9 million (EPS of $0.19) and by $11 million respectively, due to transportation issues with the NS and CSX rail companies. Roughly 85,000 tons that were contracted to ship during the quarter were not timely loaded by the rails and pushed to July.

The Company now has 3.1 million tons of committed sales, or 95% of 2023 forecast production. Of this amount, 2.2 million tons is fixed price business at an average of $188 per ton, with the balance priced against a floating index.

On June 22, the Class B CORE Resources tracking shares (NASDAQ: METCB) began “regular-way” trading. Since the CORE Resources shares began trading, the combined fully diluted market capitalization of the METC and METCB shares has increased almost 30%, or roughly $120 million based upon closing prices as of August 8, 2023. The METCB shares have increased over 65% during the same time frame.

MARKET COMMENTARY / 2023 OUTLOOK

On August 7th, the Company reported that its Board had approved the expenditure of approximately $2.5 million towards additional mine development in the fourth quarter of 2023 to commence at its rare earth element (“REE”) and coal Brook Mine in Sheridan, Wyoming. The Company also noted that its current Exploration Target is now up 50% to 0.9 – 1.2 million tons of total rare earth oxides (“TREOs”) from an original Target in May of 0.6 – 0.8 million tons.

Based on ongoing diligence, the Company now believes 23% of deposits may contain the Primary Magnetic Rare Earth Oxides (“REOs”) - Neodymium, Praseodymium, Dysprosium, and Terbium. The Company recently engaged a variety of third-party consultants in the rare earth field including SRK Consulting to complete an Initial Assessment and Economic Analysis, as well as a Prefeasibility Study.

The Board declared a $5.5 million ($0.125 per share) quarterly dividend on the Class A shares and declared an initial dividend of $1.45 million ($0.165 per share) on the newly issued Class B shares. The Class B dividend was based on second quarter of 2023 results.

The first section at the Berwind No. 1 mine will complete development production in mid-August, with the second section expected to be in full production during the third quarter of 2023. The Maben surface and highwall mines also continue to increase production as projected. Lastly, in the second half of July, post a 50% processing capacity upgrade, the Elk Creek preparation plant reached full capacity of up to 3 million tons, up from a prior maximum capacity of 2 million tons.

1


2023 production guidance is updated to 3.0 – 3.5 million tons from 3.1 – 3.6 million tons, lowered by the idling of the Company’s Triple S 0.1 million ton production mine due to market conditions with anticipated production beyond 2023 unaffected by this action. 2023 sales guidance is also updated to 3.1 – 3.6 million tons from 3.3 – 3.8 million tons representing an almost 40% increase versus 2022 sales. 2023 cash costs guidance is now $102 – $108 per ton, from $97-103 per ton, largely due to the combination of continued inflationary pressures and higher than anticipated mine development costs during the ramp up phase at our Berwind complex. Lastly, the Company is now lowering its 2023 Capital Expenditures to a range of $60 – $70 million from $65 – $80 million previously.

Third quarter of 2023 sales are expected to be 0.7 – 0.9 million tons. By the fourth quarter of 2023, the Company expects to be selling coal at a quarterly rate above one million tons and an annual rate of more than 4 million tons.

U.S. metallurgical coal spot pricing is currently down over 20% from the first half 2023 average price on the back of muted market conditions and continued global economic concerns.

MANAGEMENT COMMENTARY

Randall Atkins, Ramaco Resources’ Chairman and Chief Executive Officer commented, “During the second quarter, we announced two potentially transformative milestones in our CORE Resources holdings, as well as in Ramaco Resources.

First, on the rare earth front, in early May we announced that our Brook Mine near Sheridan, Wyoming may contain the largest unconventional deposit of REEs in the United States, which are considered vital to the nation’s strategic defense and energy transition. Recently, our Board approved to spend roughly $2.5 million for further development mining which we will start in the fourth quarter. Additionally, our Exploration Target has increased by almost 50% to now 0.9 – 1.2 million tons of TREOs.

Also, based on ongoing chemical ICP testing, we now believe that 23% of deposits contain the primary magnetic rare earth oxides of Neodymium, Praseodymium, Dysprosium, and Terbium. Adding in secondary magnetic elements moves this total to roughly 30%. Lastly, we recently engaged several experienced rare earth consulting firms, including SRK Consulting, to complete an Initial Assessment & Economic Analysis, as well as a Prefeasibility Study, which we hope to have in preliminary form later this year.

Second, in late June our CORE Resources Common Stock was distributed to our existing shareholders. We felt that the share price for companies operating in the coal industry generally trade at a marked discount to other forms of energy or materials companies. Our expectation was that if the income from these CORE Resources assets were valued separately, they might trade at a much higher multiple than income from the METC coal assets. The results would seem to support our view. Since its issuance METCB has traded up by over 65%, is set to pay its first dividend next month and has an effective yield above 6%, based on our forward outlook. It now trades at a roughly 16 x multiple of Enterprise Value to EBITDA, versus METC which continues to trade at a roughly 2-3 x multiple. On a combined basis, including both METC and METCB, our overall market cap has increased by roughly $120 million or almost 30%.

Turning to a review of the second quarter in our core metallurgical coal business, we were faced with continuing combined challenges of price declines, soft sales markets and ongoing inflationary pressures. To add further issues, our two rail lines, the NS and CSX continued their prior under-performance by failing to ship roughly 85,000 tons toward the end of the quarter, which will now move to the third quarter. On the pricing front, U.S. high-vol A indices averaged 25% less in the second quarter compared to the first quarter. Currently, prices to date in the third quarter are down another 10% from the prior quarter average.

Although there are economic pronouncements of a “soft landing” from Federal Reserve tightening which began in March 2022, the steel markets continue to show muted strength in both pricing and utilization figures. As we have often said, met coal is a proxy for steel. Steel is a proxy for a nation’s GDP. This ongoing market contraction has been felt both in domestic and international markets and has not yet shown signs of abating in the near term. However, longer and even medium term, the fundamentals of the metallurgical coal business remain strong from the continued structural imbalance of demand and supply factors.

2


Near term the market seems to be looking for signs of a market catalyst to reverse downward pricing trends. It is always difficult to call a market bottom, but the current netback pricing levels have that feel as they approach the marginal cost of production for many, especially higher cost, producers.

In commenting on Ramaco’s second quarter results, we specifically suffered from a decline in three general metrics. We hope all are corrected in the back half of the year, which will especially show in the fourth quarter. The specific impacts were as follows:

We had lower realized prices than budgeted based on market conditions.
We had lower tons sold than budgeted from a combination of:
o rail non-performance,
o fewer tons processed at the newly expanded Elk Creek prep plant in the early summer as it ramped initial production later than anticipated and
o lower production levels at our Berwind/Knox Creek complexes.
We had higher costs of tons sold against lower production results, again mostly at the Berwind/Knox Creek complexes.
We built a large inventory position in the first half of 2023 in anticipation of the Elk Creek plant processing capacity expansion. This caused us to reach levels of over 1 million tons of raw and clean coal inventory, which has since been somewhat reduced. We are now in the process of converting this inventory to cash, which based on committed sales will show significant impact in the fourth quarter of 2023.

While we cannot control sales, pricing and markets, we can arguably control production growth and costs. On the latter two fronts, there are a number of company-specific drivers that should help catalyze our next phase of growth. We look forward in the second half of this year to increasing both our overall met coal production, especially at our Berwind mine, as well as enjoying growth in overall processing capacity at Elk Creek.

Specifically on the production front, the first section at the Berwind No. 1 mine will complete development production in weeks. The second section is expected to be in full production later in the third quarter. The Maben surface and highwall mines both are also continuing to increase production. Overall, we are still guiding to fourth quarter production levels at an annualized run rate of over 4 million tons, with quarterly sales also expected to be over one million tons. The increase will help us reduce costs by spreading them across a larger number of produced tons.

Lastly, in late July the upgraded Elk Creek preparation plant reached its full potential processing capacity of 3 million tons, up 50% from 2 million tons. This processing increase will allow us to reduce the inventory position mentioned above. In sum, these two combined factors should translate into lower cash mine costs and meaningfully higher sales figures, with both expected to be triggered in the fourth quarter.

Strategically, we now have the opportunity to potentially have two strong business lines where we have some unique advantages. On our core metallurgical coal front, we are still the fastest growing U.S. producer, operating with low costs, low debt and very limited long-term liabilities. We produce exclusively in the metallurgical coal space, which is the one area of the current industry which we believe has the best long-term prospects.

On the REE front, we have been dealt a singular hand of cards with the discovery of what we hope to soon be the nation’s newest rare earth mine. We start with a prolific multi-decade deposit base containing a preponderance of the most valuable of these critical elements contained in what has been called the largest unconventional deposit in the country. We will move to seize this opportunity with dispatch, balanced with financial prudence and diligence. We have also made strides in advancing some unique carbon products that can be manufactured from coal/carbon ore, and which could have substantial long-term application in direct air capture and battery technology.

Pursuing all of these new initiatives could propel Ramaco on a long-term transformation into becoming a different form of technology company, with businesses in both critical rare earth mineral and metallurgical coal production, alongside novel advanced carbon product and material manufacture. In closing, these are exciting times for Ramaco.”

3


Key operational and financial metrics are presented below:

Key Metrics

2Q23

1Q23

Chg.

2Q22

Chg.

2023 YTD

2022 YTD

Chg.

Total Tons Sold ('000)

715

757

(6)%

584

23%

1,472

1,167

26%

Revenue ($mm)

$

137.5

$

166.4

(17)%

$

138.7

(1)%

$

303.8

$

293.5

4%

Cost of Sales ($mm)

$

99.2

$

110.5

(10)%

$

76.6

29%

$

209.7

$

157.9

33%

Non-GAAP Pricing of Company Produced Tons ($/Ton)

$

163

$

185

(12)%

$

215

(24)%

$

174

$

224

(22)%

Non-GAAP Cash Cost of Sales - Company Produced ($/Ton)*

$

109

$

105

4%

$

106

3%

$

107

$

104

3%

Non-GAAP Cash Margins on Company Produced ($/Ton)

$

54

$

80

(33)%

$

109

(50)%

$

67

$

120

(44)%

Net Income ($mm)

$

7.6

$

25.3

(70)%

$

33.3

(77)%

$

32.8

$

74.8

(56)%

Diluted EPS**

$

0.17

$

0.57

(70)%

$

0.74

(77)%

$

0.73

$

1.66

(56)%

Adjusted EBITDA ($mm)

$

30.0

$

48.3

(38)%

$

57.9

(48)%

$

78.3

$

121.9

(36)%

Capex ($mm)

$

24.5

$

23.5

4%

$

34.1

(28)%

$

48.0

$

53.8

(11)%

Adjusted EBITDA less Capex ($ mm)

$

5.5

$

24.7

(78)%

$

23.8

(77)%

$

30.3

$

68.1

(56)%

* Adjusted to include the royalty savings from the Ramaco Coal transaction for 2Q22. Excludes Berwind idle costs.

** Average of the single class of stock through 06/20/23 and Class A common and restricted shares outstanding for the period 06/21/23-06/30/23.

SECOND QUARTER 2023 PERFORMANCE

In the following paragraphs, all references to “quarterly” periods or to “the quarter” refer to the second quarter of 2023, unless specified otherwise.

Year over Year Quarterly Comparison

Overall production in the quarter was 876,000 tons, up 32% from the same period of 2022. The Elk Creek complex produced 605,000 tons, up 26% from 482,000 tons last year, while the Berwind and Knox Creek Mining complexes increased to 271,000 tons in the quarter, up 47% from the same period last year. Total sales were 715,000 tons during the quarter, up 23% from 584,000 tons in the second quarter of 2022. Total sales were negatively impacted by roughly 85,000 tons due to transportation-related delays.

Quarterly pricing was $163 per ton on Company produced coal sold, which was 24% lower compared to $215 per ton in the second quarter of 2022. Company produced cash mine costs excluding transportation and idle mine costs were $109 per ton sold, which was 3% higher than for the same period in 2022. Cash mine costs at Elk Creek were $101 per ton sold during the quarter, up modestly from cash mine costs of $100 per ton during the same period of 2022. The increase in costs was due to continued inflationary pressures, as well as the large inventory build on the back of the aforementioned transportation issues. Specifically, overall company wide cash cost per ton sold of $109 came in much higher than cash cost of production of $103 per ton. We anticipate cash costs per ton sold to decline modestly in the second half of 2023 as second half of 2023 sales are anticipated to grow meaningfully from first half of 2023 levels.

As a result of the lower realized price and inflationary headwinds, cash margins on Company produced coal were $54 per ton during the quarter, down from $109 per ton in the same period of 2022, based on non-GAAP revenue (FOB mine) and non-GAAP cash cost of sales.

Sequential Quarter Comparison

Overall second quarter production was up 42,000 tons to 876,000 tons compared with the first quarter of 2023, as new mines ramped up production. However, total sales volume declined 6% from the first quarter of 2023 due to the transportation delays discussed previously.

The realized price of $163 per ton during the second quarter was down from $185 per ton in the first quarter 2023 reflecting lower price market conditions. Second quarter cash costs of $109 per ton on company produced coal compared to $105 per ton in the first quarter of 2023. As a result, cash margins on Company produced coal were $54 per ton during the second quarter, down from $80 per ton in the first quarter of 2023, based on non-GAAP revenue (FOB mine) and non-GAAP cash cost of sales.

4


BALANCE SHEET AND LIQUIDITY

As of June 30, 2023, the Company had liquidity of $62.8 million, consisting of $33.9 million of cash plus $28.9 million of availability under our revolving credit facility. This compared to liquidity of $49.1 million as of December 31, 2022.

Compared to December 31, 2022, accounts receivable increased by $17.8 million, and inventories increased by $22.5 million. We expect a meaningful decline in inventory in the second half of 2023, especially in the fourth quarter, on the back of both improved rail service and the 50% increase in processing capacity at the Elk Creek preparation plant.

Second quarter capital expenditures totaled $24.5 million. This was up modestly from the first quarter 2023, but down meaningfully from capital expenditures of $34.1 million in the prior year period.

The Company’s effective quarterly tax rate was 25%, excluding discrete items. For the second quarter of 2023, the Company recognized income tax expense of $2.5 million. While the Company anticipates an overall tax rate of 20-25% in 2023, cash taxes are expected to be minimal.

The following summarizes key sales, production and financial metrics for the periods noted:

Three months ended

Six months ended June 30, 

June 30, 

March 31,

June 30, 

In thousands, except per ton amounts

    

2023

    

2023

    

2022

2023

    

2022

Sales Volume (tons)

 

  

 

  

 

  

  

 

  

Company

 

695

 

727

 

578

1,422

 

1,151

Purchased

 

20

 

29

 

6

49

 

16

Total

 

715

 

757

 

584

1,472

 

1,167

Company Production (tons)

 

  

 

  

 

  

  

 

  

Elk Creek Mining Complex

 

605

 

611

 

482

1,216

 

985

Berwind Mining Complex (includes Knox Creek)

 

271

 

223

 

184

494

 

347

Total

 

876

 

834

 

666

1,710

 

1,332

Company Produced Financial Metrics (a)

 

  

 

  

 

  

  

 

  

Average revenue per ton

$

163

$

185

$

215

$

174

$

224

Average cash costs of coal sold*

109

105

106

107

104

Average cash margin per ton

$

54

$

80

$

109

$

67

$

120

Elk Creek Financial Metrics (a)

 

  

 

  

 

  

 

  

 

  

Average revenue per ton

$

170

$

194

$

208

$

182

$

221

Average cash costs of coal sold*

101

90

100

95

96

Average cash margin per ton

$

69

$

104

$

108

$

87

$

125

Purchased Coal Financial Metrics (a)

 

  

 

  

 

  

 

  

 

  

Average revenue per ton

$

226

$

245

$

186

$

238

$

299

Average cash costs of coal sold

169

209

155

193

253

Average cash margin per ton

$

57

$

36

$

31

$

45

$

46

Capital Expenditures

$

24,470

$

23,546

$

34,066

$

48,016

$

53,807


(a) Excludes transportation. Cash costs of coal sold are defined and reconciled under “Reconciliation of Non-GAAP Measures.”

* Adjusted to include the royalty savings from the Ramaco Coal transaction for 2022. Excludes Berwind idle costs.

5


FINANCIAL GUIDANCE

(In thousands, except per ton amounts and percentages)

    

Full-Year

Full-Year

2023 Guidance

2022

Company Production (tons)

 

  

  

Elk Creek Mining Complex

 

2,200 - 2,400

2,033

Berwind & Knox Creek Mining Complex

 

800 - 1,100

651

Total

 

3,000 - 3,500

2,684

Sales (tons) (a)

 

3,100 - 3,600

2,450

Cash Costs Per Ton - Company Produced (b)

$

102 - 108

$

105

Other

Capital Expenditures (c)

$

60,000 - 70,000

$

123,012

Selling, general and administrative expense (d)

$

34,000 - 37,000

$

31,810

Depreciation, depletion and amortization expense

$

48,000 - 52,000

$

41,194

Interest expense, net

$

9,000 - 10,000

$

6,829

Effective tax rate (e)

20 - 25%

22%

Cash tax rate

0%

11%

Berwind Idle Costs

$

3,000

$

9,474

(a) 2023 guidance includes a small amount of purchased coal.
(b) Adjusted to include the royalty savings from the Ramaco Coal transaction for 2022. Excludes Berwind idle costs.
(c) Excludes Ramaco Coal and Maben purchase price.
(d) Excludes stock-based compensation.
(e) Normalized, to exclude discrete items.

Committed 2023 Sales Volume(a)

(In millions, except per ton amounts)

    

Volume

    

Average Price

North America, fixed priced

 

1.2

$

188

Seaborne, fixed priced

 

1.0

$

187

Total, fixed priced

 

2.2

$

188

Index priced

 

0.9

  

Total committed tons

 

3.1

(a) Amounts as of June 30, 2023 and include a small amount of purchased coal. Totals may not add due to rounding.

ABOUT RAMACO RESOURCES

Ramaco Resources, Inc. is an operator and developer of high-quality, low-cost metallurgical coal in southern West Virginia, southwestern Virginia and southwestern Pennsylvania. Its executive offices are in Lexington, Kentucky, with operational offices in Charleston, West Virginia and Sheridan, Wyoming. The Company currently has three active metallurgical coal mining complexes in Central Appalachia and one rare earth and coal mine near Sheridan, Wyoming in operation but not yet in production. In May 2023, the Company announced that a major rare earth deposit of primary magnetic rare earths Neodymium, Praseodymium, Terbium, and Dysprosium was discovered at its mine near Sheridan, Wyoming. Contiguous to the Wyoming mine, the Company operates a research and pilot facility related to the production of advanced carbon products and materials from coal. In connection with these activities, it holds a body of roughly 50 intellectual property patents, pending applications, exclusive licensing agreements and various trademarks. News and additional information about Ramaco Resources, including filings with the Securities and Exchange Commission, are available at http://www.ramacoresources.com.

6


For more information, contact investor relations at (859) 244-7455.

SECOND QUARTER 2023 CONFERENCE CALL

Ramaco Resources will hold its quarterly conference call and webcast at 9:00 AM Eastern Time (ET) on Wednesday, August 9, 2023. An accompanying slide deck will be available at https://www.ramacoresources.com/investors-center/events-calendar/ immediately before the conference call.

To participate in the live teleconference on August 9, 2023:

Domestic Live: (800) 274-8461

International Live: (203) 518-9814

Conference ID: METCQ223

Web link: Click Here

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

Certain statements contained in this news 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 news release will not be achieved. 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, risks related to the impact of the COVID-19 global pandemic, unexpected delays in our current mine development activities, the ability to successfully ramp up production at the Berwind and Know Creek complexes, the timing of the Elk Creek preparation plant to come online, 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, and the anticipated benefits and impacts of the Ramaco Coal and Maben acquisitions. 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 Securities and Exchange Commission (“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.

7


Ramaco Resources, Inc.
Unaudited Consolidated Statements of Operations

Three months ended June 30, 

Six months ended June 30, 

In thousands, except per share amounts

    

2023

    

2022

    

2023

    

2022

Revenue

 

$

137,469

 

$

138,655

 

$

303,829

 

$

293,537

Costs and expenses

Cost of sales (exclusive of items shown separately below)

 

99,199

 

76,644

 

209,748

 

157,897

Asset retirement obligations accretion

 

349

 

755

 

700

 

990

Depreciation, depletion, and amortization

 

13,556

 

9,783

 

25,407

 

18,463

Selling, general, and administrative

 

14,319

 

8,786

 

26,061

 

20,610

Total costs and expenses

 

127,423

 

95,968

 

261,916

 

197,960

Operating income

 

10,046

 

42,687

 

41,913

 

95,577

Other income, net

 

2,495

 

2,348

 

3,742

 

2,714

Interest expense, net

 

(2,518)

 

(1,937)

 

(4,826)

 

(3,068)

Income before tax

 

10,023

 

43,098

 

40,829

 

95,223

Income tax expense

 

2,467

 

9,818

 

8,016

 

20,472

Net income

$

7,556

$

33,280

$

32,813

$

74,751

Earnings per common share

Basic - Single class (through 6/20/2023)

$

0.14

$

0.75

$

0.71

$

1.69

Basic - Class A (6/21/2023 - 6/30/2023)

$

0.03

$

$

0.03

$

Total

$

0.17

$

0.75

$

0.74

$

1.69

Diluted - Single class (through 6/20/23)

$

0.14

$

0.74

$

0.70

$

1.66

Diluted - Class A (6/21/2023 - 6/30/2023)

$

0.03

$

$

0.03

$

Total

$

0.17

$

0.74

$

0.73

$

1.66

8


Ramaco Resources, Inc.

Unaudited Consolidated Balance Sheets

In thousands, except per-share amounts

    

June 30, 2023

    

December 31, 2022

Assets

 

  

 

  

Current assets

 

  

 

  

Cash and cash equivalents

$

33,883

$

35,613

Accounts receivable

 

58,973

 

41,174

Inventories

 

67,425

 

44,973

Prepaid expenses and other

 

17,521

 

25,729

Total current assets

 

177,802

 

147,489

Property, plant, and equipment, net

 

457,564

 

429,842

Financing lease right-of-use assets, net

 

17,363

 

12,905

Advanced coal royalties

 

3,464

 

3,271

Other

 

4,198

 

2,832

Total Assets

$

660,391

$

596,339

Liabilities and Stockholders' Equity

 

  

 

  

Liabilities

 

  

 

  

Current liabilities

 

  

 

  

Accounts payable

$

49,781

$

34,825

Accrued liabilities

 

38,703

 

41,806

Current portion of asset retirement obligations

 

29

 

29

Current portion of long-term debt

 

25,333

 

35,639

Current portion of related party debt

20,000

 

40,000

Current portion of financing lease obligations

7,366

 

5,969

Insurance financing liability

 

846

 

4,577

Total current liabilities

 

142,058

 

162,845

Asset retirement obligations, net

 

29,555

 

28,856

Long-term debt, net

 

63,975

 

18,757

Long-term financing lease obligations, net

8,296

 

4,917

Senior notes, net

33,061

 

32,830

Deferred tax liability, net

 

42,257

 

35,637

Other long-term liabilities

 

4,084

 

3,299

Total liabilities

 

323,286

 

287,141

Commitments and contingencies

 

 

Stockholders' Equity

 

  

 

  

Preferred stock, $0.01 par value

 

 

Common stock, $0.01 par value *

 

 

442

Class A common stock, $0.01 par value *

439

Class B common stock, $0.01 par value

88

 

Additional paid-in capital

 

272,728

 

168,711

Retained earnings

 

63,850

 

140,045

Total stockholders' equity

 

337,105

 

309,198

Total Liabilities and Stockholders' Equity

$

660,391

$

596,339

* Common stock reclassified to Class A common stock during Q2 2023

9


Ramaco Resources, Inc.

Unaudited Statement of Cash Flows

Six months ended June 30, 

In thousands

    

2023

    

2022

Cash flows from operating activities

 

  

 

  

Net income

$

32,813

$

74,751

Adjustments to reconcile net income to net cash from operating activities:

Accretion of asset retirement obligations

 

700

 

990

Depreciation, depletion, and amortization

 

25,407

 

18,463

Amortization of debt issuance costs

 

357

 

243

Stock-based compensation

 

6,505

 

4,173

Other income

(1,936)

(2,113)

Deferred income taxes

 

6,620

 

6,448

Changes in operating assets and liabilities:

Accounts receivable

 

(17,799)

 

(8,293)

Prepaid expenses and other current assets

 

5,106

 

1,472

Inventories

 

(22,452)

 

(16,597)

Other assets and liabilities

 

(957)

 

1,263

Accounts payable

 

13,030

 

10,060

Accrued liabilities

 

2,184

 

18,441

Net cash from operating activities

 

49,578

 

109,301

Cash flow from investing activities:

Capital expenditures

 

(48,016)

 

(53,807)

Acquisition of Ramaco Coal assets

(11,738)

Maben acquisition bond recovery

1,182

Other

3,000

2,000

Net cash used for investing activities

(43,834)

(63,545)

Cash flows from financing activities

Proceeds from borrowings

 

77,500

 

1,337

Payments of dividends

(11,108)

(9,996)

Repayment of borrowings

 

(42,588)

 

(9,407)

Repayment of Ramaco Coal acquisition financing - related party

(20,000)

Repayments of insurance financing

(3,001)

(210)

Repayments of equipment finance leases

(3,098)

(2,718)

Shares surrendered for withholding taxes payable

(5,179)

(2,821)

Net cash used financing activities

 

(7,474)

 

(23,815)

Net change in cash and cash equivalents and restricted cash

 

(1,730)

 

21,941

Cash and cash equivalents and restricted cash, beginning of period

 

36,473

 

22,806

Cash and cash equivalents and restricted cash, end of period

$

34,743

$

44,747

10


Reconciliation of Non-GAAP Measures

Adjusted EBITDA

Adjusted EBITDA is used as a supplemental non-GAAP financial measure by management and external users of our financial statements, such as industry analysts, investors, lenders and rating agencies. We believe Adjusted EBITDA is useful because it allows us to more effectively evaluate our operating performance.

We define Adjusted EBITDA as net income plus net interest expense; equity-based compensation; depreciation, depletion, and amortization expenses; income taxes; certain non-operating expenses (charitable contributions), and accretion of asset retirement obligations. Its most comparable GAAP measure is net income. A reconciliation of net income to Adjusted EBITDA is included below. Adjusted EBITDA is not intended to serve as a substitute for GAAP measures of performance and may not be comparable to similarly-titled measures presented by other companies.

Q2

Q1

Q2

Six months ended June 30, 

(In thousands)

    

2023

2023

2022

    

2023

    

2022

Reconciliation of Net Income to Adjusted EBITDA

 

  

 

  

  

 

  

Net income

$

7,556

$

25,257

$

33,280

$

32,813

$

74,751

Depreciation, depletion and amortization

 

13,556

 

11,852

 

9,783

 

25,407

 

18,463

Interest expense, net

 

2,518

 

2,309

 

1,937

 

4,826

 

3,068

Income tax expense

 

2,467

 

5,548

 

9,818

 

8,016

 

20,472

EBITDA

 

26,097

 

44,966

 

54,818

 

71,062

 

116,754

Stock-based compensation

 

3,568

 

2,937

 

2,286

 

6,505

 

4,173

Accretion of asset retirement obligations

 

349

 

350

 

755

 

700

 

990

Adjusted EBITDA

$

30,014

$

48,253

$

57,859

$

78,267

$

121,917

Non-GAAP revenue and cash cost per ton

Non-GAAP revenue per ton (FOB mine) is calculated as coal sales revenue less transportation costs, divided by tons sold. Non-GAAP cash cost per ton sold is calculated as cash cost of coal sales less transportation costs and idle mine costs, divided by tons sold. We believe revenue per ton (FOB mine) and cash cost per ton provides useful information to investors as these enable investors to compare revenue per ton and cash cost per ton for the Company against similar measures made by other publicly-traded coal companies and more effectively monitor changes in coal prices and costs from period to period excluding the impact of transportation costs, which are beyond our control. The adjustments made to arrive at these measures are significant in understanding and assessing the Company’s financial performance. Revenue per ton sold (FOB mine) and cash cost per ton are not measures of financial performance in accordance with GAAP and therefore should not be considered as a substitute to revenue and cost of sales under GAAP. The tables below show how we calculate non-GAAP revenue and cash cost per ton:

11


Non-GAAP revenue per ton

Three months ended June 30, 2023

Three months ended June 30, 2022

    

Company

    

Purchased

    

    

Company

    

Purchased

    

(In thousands, except per ton amounts)

Produced

Coal

Total

Produced

Coal

Total

 

  

 

  

 

  

 

  

 

  

 

  

Revenue

$

132,571

$

4,898

$

137,469

$

137,714

$

941

$

138,655

Less: Adjustments to reconcile to Non-GAAP revenue (FOB mine)

 

  

 

  

 

  

 

Transportation costs

 

(19,291)

 

(440)

 

(19,731)

 

(13,461)

 

 

(13,461)

Non-GAAP revenue (FOB mine)

$

113,280

$

4,458

$

117,738

$

124,253

$

941

$

125,194

Tons sold

 

695

 

20

 

715

 

578

 

5

 

584

Revenue per ton sold (FOB mine)

$

163

$

226

$

165

$

215

$

186

$

215

Three months ended March 31, 2023

    

Company

    

Purchased

    

(In thousands, except per ton amounts)

Produced

Coal

Total

 

  

 

  

 

  

Revenue

$

158,959

$

7,401

$

166,360

Less: Adjustments to reconcile to Non-GAAP revenue (FOB mine)

 

  

 

  

 

  

Transportation costs

 

(24,270)

 

(176)

 

(24,446)

Non-GAAP revenue (FOB mine)

$

134,689

$

7,225

$

141,914

Tons sold

 

727

 

29

 

757

Revenue per ton sold (FOB mine)

$

185

$

245

$

188

Six months ended June 30, 2023

Six months ended June 30, 2022

    

Company

    

Purchased

    

    

Company

    

Purchased

    

(In thousands, except per ton amounts)

 

Produced

 

Coal

Total

 

Produced

 

Coal

Total

Revenue

$

291,530

$

12,299

$

303,829

$

288,643

$

4,894

$

293,537

Less: Adjustments to reconcile to Non-GAAP revenue (FOB mine)

Transportation costs

 

(43,561)

 

(616)

 

(44,177)

 

(30,593)

 

(239)

 

(30,832)

Non-GAAP revenue (FOB mine)

$

247,969

$

11,683

$

259,652

$

258,050

$

4,655

$

262,705

Tons sold

 

1,422

 

49

 

1,472

 

1,151

 

16

 

1,167

Revenue per ton sold (FOB mine)

$

174

$

238

$

176

$

224

$

299

$

225

12


Non-GAAP cash cost per ton

Three months ended June 30, 2023

Three months ended June 30, 2022

    

Company

    

Purchased

    

    

Company

    

Purchased

    

(In thousands, except per ton amounts)

Produced

Coal

Total

Produced

Coal

Total

 

  

 

  

 

  

 

  

 

  

 

  

Cost of sales

$

95,425

$

3,774

$

99,199

$

75,857

$

787

$

76,644

Less: Adjustments to reconcile to Non-GAAP cash cost of sales

 

  

 

  

 

  

 

  

 

  

 

  

Transportation costs

 

(19,298)

 

(434)

 

(19,732)

 

(13,459)

 

 

(13,459)

Idle mine costs

Non-GAAP cash cost of sales

$

76,127

$

3,340

$

79,467

$

62,398

$

787

$

63,185

Tons sold

 

695

 

20

 

715

 

578

 

5

 

584

Cash cost per ton sold

$

109

$

169

$

111

$

108

$

155

$

108

Three months ended March 31, 2023

    

Company

    

Purchased

    

(In thousands, except per ton amounts)

Produced

Coal

Total

 

  

 

  

 

  

Cost of sales

$

104,246

$

6,303

$

110,549

Less: Adjustments to reconcile to Non-GAAP cash cost of sales

 

  

 

  

 

  

Transportation costs

 

(24,347)

 

(134)

 

(24,481)

Idle mine costs

 

(2,559)

 

 

(2,559)

Non-GAAP cash cost of sales

$

77,340

$

6,169

$

83,509

Tons sold

 

727

 

29

 

757

Cash cost per ton sold

$

105

$

209

$

110

Six months ended June 30, 2023

Six months ended June 30, 2022

    

Company

    

Purchased

    

    

Company

    

Purchased

    

(In thousands, except per ton amounts)

 

Produced

 

Coal

Total

 

Produced

 

Coal

Total

Cost of sales

$

199,671

$

10,077

$

209,748

$

153,720

$

4,177

$

157,897

Less: Adjustments to reconcile to Non-GAAP cash cost of sales

Transportation costs

 

(43,645)

 

(568)

 

(44,213)

 

(30,595)

 

(238)

 

(30,833)

Idle mine costs

 

(2,559)

(2,559)

Non-GAAP cash cost of sales

$

153,467

$

9,509

$

162,976

$

123,125

$

3,939

$

127,064

Tons sold

 

1,422

 

49

 

1,472

 

1,151

 

16

 

1,167

Cash cost per ton sold

$

108

$

193

$

111

$

107

$

253

$

109

We do not provide reconciliations of our outlook for cash cost per ton to cost of sales in reliance on the unreasonable

efforts exception provided for under Item 10(e)(1)(i)(B) of Regulation S-K. We are unable, without unreasonable efforts, to forecast certain items required to develop the meaningful comparable GAAP cost of sales. These items typically include non-cash asset retirement obligation accretion expenses, mine idling expenses and other non-recurring indirect mining expenses that are difficult to predict in advance in order to include a GAAP estimate.

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13