Ramaco Res Inc SEC Filings

Ramaco Resources, Inc. filed an 8‑K to provide a business update tied to capital markets activity. The company filed preliminary prospectus supplements for a proposed offering of convertible senior notes due 2031 and a proposed offering of shares of its Class A common stock by certain underwriters, acting on behalf of themselves and/or their affiliates, under its Form S‑3 (File No. 333-289251).

The updated business description is included as Exhibit 99.1 and incorporated by reference. The filing is dated November 4, 2025.

Ramaco Resources (METC) filed a preliminary prospectus supplement for an offering and short sale of Class A common stock by Goldman Sachs and Morgan Stanley to facilitate hedging by investors in a concurrent convertible notes sale. No new shares will be issued, and the company will not receive proceeds from the stock transactions. The completion of each transaction is contingent on the other.

Separately, the company is offering $300,000,000 of convertible senior notes due 2031, with an option for an additional $45,000,000. Ramaco expects to enter into capped call transactions designed to reduce potential dilution upon conversion of the notes. Shares are listed on Nasdaq as METC; the last reported price on November 3, 2025 was $27.87 per share.

Ramaco Resources, Inc. (METC) launched a primary offering of $300,000,000 aggregate principal amount of convertible senior notes due 2031, with an underwriters’ over‑allotment option for up to an additional $45,000,000. The notes pay interest semi‑annually, mature on November 1, 2031, and are convertible subject to stock‑price, trading‑price, corporate‑event, redemption, and near‑maturity windows. Ramaco may settle conversions in cash, stock, or a mix, at its election.

The notes are senior unsecured, pari passu with existing senior unsecured debt (including 8.375% 2029 and 8.250% 2030 notes), effectively subordinated to secured debt, and structurally subordinated to subsidiary liabilities. As of September 30, 2025, total consolidated indebtedness was $122.6 million; after this issuance (no overallotment), it would have been $422.6 million.

Optional redemption is permitted from November 6, 2028, only if the Class A share price exceeds 130% of the conversion price for specified periods. Net proceeds will fund capped call transactions, with the remainder for rare earth and critical minerals development, strategic growth, and general corporate purposes. A concurrent delta offering of borrowed shares facilitates investor hedging; Ramaco will not receive proceeds from those share sales.

Ramaco Resources (METC) furnished a Form 8-K under Item 7.01 announcing it has posted a frequently asked questions document about its Brook Mine rare earth elements and critical minerals project on its website.

The FAQ is attached as Exhibit 99.1 and incorporated by reference in the report. The company states the information under Item 7.01 and Exhibit 99.1 is furnished, not filed, and is not subject to Section 18 liability.

Ramaco Resources filed an 8-K stating that Goldman Sachs & Co. LLC will serve as the exclusive structuring agent for its previously announced plan to establish a Strategic Critical Minerals Terminal at the company’s Brook Mine in Wyoming. The company furnished a related press release as Exhibit 99.1.

The disclosure was made under Item 7.01 (Regulation FD). The information in Item 7.01 and Exhibit 99.1 is furnished and not deemed filed under the Exchange Act.

Ramaco Resources, Inc. announced it has signed a multi-task Umbrella Cooperative Research and Development Agreement with the U.S. Department of Energy’s National Energy Technology Laboratory. The disclosure was furnished under Item 7.01 (Regulation FD), and a related press release was included as Exhibit 99.1 and incorporated by reference.

This is an informational update about a research collaboration framework; it does not include financial terms or commitments in the furnished excerpt. The filing also lists Ramaco’s securities registered on Nasdaq, including Class A and Class B common stock and senior notes due 2029 and 2030.

Ramaco Resources (METC) reported a quarterly net loss as metallurgical coal markets softened and costs stayed elevated. Q3 revenue was $120.996 million with a net loss of $13.308 million; year-to-date revenue was $408.611 million with a net loss of $36.741 million. Cash and cash equivalents rose to $193.846 million, reflecting a substantial capital raise and new notes issuance.

The company completed an underwritten Class A offering for ~$188.1 million in net proceeds and issued 8.25% Senior Notes due 2030 totaling $65.0 million, using proceeds to redeem $34.5 million of 2026 notes. Senior notes, net, stood at $116.316 million. Segment reporting now includes Rare Earths & Critical Minerals, which had no revenue but received a $6.1 million Wyoming grant toward a pilot plant. Metallurgical Coal sold 2.9 million tons year-to-date and expects 3.7–3.9 million tons in 2025.

Contracted commitments included about 0.6 million tons at fixed prices averaging $164/ton and 1.2 million tons with index-based pricing. The board suspended the Class A stock dividend while continuing Class B distributions via stock.

Ramaco Resources, Inc. furnished a press release reporting financial and operating results for the third quarter of 2025. The release is attached as Exhibit 99.1 and incorporated by reference.

The information was provided under Item 2.02 and Item 7.01 and is deemed furnished, not filed, under the Exchange Act. Date of report: October 27, 2025.

Ramaco Resources (METC) furnished an 8-K under Item 7.01 announcing its Board approved pursuing an initiative to establish a national strategic stockpile of rare earth elements and critical minerals at the Company’s Brook Mine facility in Wyoming. The announcement was made via a press release dated October 27, 2025, attached as Exhibit 99.1. The information is furnished, not filed, and is not subject to Section 18 liabilities or incorporated by reference unless specifically stated.