RAMACO RESOURCES, INC. ANNOUNCES PRICING OF UPSIZED $200 MILLION PUBLIC OFFERING

Rhea-AI Summary

Ramaco Resources (NASDAQ: METC) has announced the pricing of an upsized public offering of Class A common stock. The company is offering 10,666,667 shares at $18.75 per share, expecting to raise approximately $200 million in gross proceeds.

Yorktown Energy Partners has granted underwriters a 30-day option to purchase up to an additional $30 million of Class A common stock. The proceeds will primarily fund the acceleration of Ramaco's rare earth elements and critical minerals project, strategic growth opportunities, and general corporate purposes. The offering is expected to close on August 7, 2025.

Morgan Stanley and Goldman Sachs are serving as lead joint book-running managers for the offering.

Positive

• Significant capital raise of $200 million through public offering
• Funds will accelerate development of rare earth elements and critical minerals project
• Additional $30 million potential through over-allotment option
• Strong institutional backing with Morgan Stanley and Goldman Sachs as lead managers

Negative

• Potential dilution for existing shareholders due to new share issuance
• Significant increase in outstanding shares with 10.67 million new shares being offered

Insights

Financial Analyst

Ramaco's $200M stock offering provides significant capital for rare earth element projects, strengthening their strategic diversification beyond coal.

Ramaco Resources has priced an upsized public offering of 10,666,667 shares of Class A common stock at $18.75 per share, raising $200 million in gross proceeds. This capital raise represents a strategic pivot beyond Ramaco's traditional coal operations, with proceeds earmarked primarily to accelerate development of the company's rare earth elements (REE) and critical minerals project.

The $18.75 pricing reflects market confidence in Ramaco's diversification strategy, particularly as demand for critical minerals grows amid global electrification trends. Rare earth elements are crucial components in technologies ranging from EVs to defense systems, potentially offering Ramaco higher margins than its legacy coal operations.

The deal structure includes an over-allotment option for underwriters to purchase up to an additional $30 million worth of shares from selling stockholders (Yorktown Energy Partners), though Ramaco won't receive proceeds from these potential additional sales. With Morgan Stanley and Goldman Sachs as lead joint book-running managers, this offering carries institutional credibility that should support market reception.

This financing substantially strengthens Ramaco's balance sheet and provides runway to execute their strategic expansion into high-growth critical minerals markets while maintaining flexibility through funds allocated for "strategic growth opportunities and general corporate purposes."

LEXINGTON, Ky., Aug. 5, 2025 /PRNewswire/ -- Ramaco Resources, Inc. (NASDAQ: METC, METCB) ("Ramaco Resources" or the "Company") announced today the pricing of an upsized underwritten public offering of Class A common stock (the "Offering"). The Company is selling 10,666,667 shares of Class A common stock in the Offering at a public offering price of $18.75 per share. The aggregate gross proceeds to the Company from the Offering are expected to be approximately $200 million, before deducting underwriting discounts, commissions and other Offering expenses. All shares of Class A common stock to be sold in the Offering, other than the shares subject to the over-allotment option, will be offered by the Company.

In connection with the Offering, Yorktown Energy Partners IX, L.P., Yorktown Energy Partners X, L.P. and Yorktown Energy Partners XI, L.P. (collectively, "Yorktown"), selling stockholders of the Company, have granted the underwriters a 30-day option to purchase up to an additional $30 million of the Company's Class A common stock at the public offering price, less the underwriting discount.

The Company currently intends to use the net proceeds from the Offering to fund the acceleration of its development of its rare earth elements and critical minerals project, for strategic growth opportunities and for general corporate purposes. The Company will not receive any proceeds from the sale of shares of the Class A common stock by Yorktown, in the event that the underwriters exercise their option to purchase additional shares. The Offering is expected to close on August 7, 2025, subject to the satisfaction of customary closing conditions.

Morgan Stanley & Co. LLC and Goldman Sachs & Co. LLC are acting as lead joint book-running managers of the Offering.

A shelf registration statement relating to the offered securities was filed with the Securities and Exchange Commission (the "SEC") and was automatically effective upon filing on August 5^th, 2025. A preliminary prospectus supplement and accompanying prospectus relating to the offering has been filed, and a final prospectus supplement and accompanying prospectus relating to the Offering will be filed, with the SEC and will be available on the SEC's website, located at www.sec.gov. Copies of the final prospectus supplement and the accompanying prospectus relating to this Offering may be obtained, when available, from the offices of  Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, New York 10014; or the offices of Goldman Sachs & Co. LLC, 200 West Street, New York, New York 10282, Attention: Prospectus Department, by telephone at (866) 471-2526, or by email at prospectus-ny@ny.email.gs.com.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

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 coal, 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. In 2023, the Company announced that a major deposit of primary magnetic rare earths and critical minerals was discovered at its mine near Sheridan, Wyoming. Contiguous to the Wyoming mine, the Company operates a carbon 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 76 intellectual property patents, pending applications, exclusive licensing agreements and various trademarks.  For more information about Ramaco Resources, please contact investor relations at (859) 244-7455.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This communication includes "forward-looking statements" within the meaning of the "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of the words such as "estimate," "plan," "shall," "may," "project," "forecast," "intend," "expect," "anticipate," "believe," "seek," "target," or similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, expectations regarding the closing of the proposed offering of the Company's Class A common stock and the use of proceeds therefrom. These statements are based on various assumptions, whether or not identified in this press release, and on the current expectations of the Company's management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of Ramaco Resources. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements described under, but not limited to, the headings "Risk Factors" and "Cautionary Note Regarding Forward-Looking Statements" in the Company's Annual Report on Form 10-K for the year ended December 31, 2024, and Quarterly Reports on Form 10-Q for the quarters ended March 31, 2025 and June 30, 2025, and the Company's other filings with the SEC. If any of these risks materialize or the Company's assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that Ramaco Resources does not presently know or that Ramaco Resources currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect Ramaco Resources' expectations, plans or forecasts of future events and views as of the date of this press release. Ramaco Resources anticipates that subsequent events and developments will cause Ramaco Resources' assessments to change. However, while Ramaco Resources may elect to update these forward-looking statements at some point in the future, Ramaco Resources specifically disclaims any obligation to do so, unless required by applicable law. These forward-looking statements should not be relied upon as representing Ramaco Resources' assessments as of any date subsequent to the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements.

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SOURCE Ramaco Resources, Inc.

FAQ

How much is Ramaco Resources (METC) raising in its public offering?

Ramaco Resources is raising $200 million through an offering of 10,666,667 shares of Class A common stock at $18.75 per share, with a potential additional $30 million through an over-allotment option.

What will Ramaco Resources use the proceeds from its 2025 stock offering for?

The proceeds will be used to accelerate development of its rare earth elements and critical minerals project, pursue strategic growth opportunities, and for general corporate purposes.

Who are the underwriters for Ramaco Resources' 2025 public offering?

Morgan Stanley & Co. LLC and Goldman Sachs & Co. LLC are acting as lead joint book-running managers for the offering.

When will Ramaco Resources' 2025 public offering close?

The offering is expected to close on August 7, 2025, subject to customary closing conditions.

How many new shares is Ramaco Resources (METC) offering in August 2025?

Ramaco Resources is offering 10,666,667 shares of Class A common stock, with an additional over-allotment option granted to underwriters by Yorktown Energy Partners.