Item 1.01 Entry into a Material Definitive Agreement.
Amendment to Credit Agreement
On March 19, 2021, Ramaco Resources, Inc. (the “Company”) entered into that certain Second Amendment (the “Amendment”) to the Credit and Security Agreement dated as of November 2, 2018 (as previously amended, the “Existing Credit Agreement”) by and among: (i) Keybank National Association, as administrative agent, collateral agent, lender and issuing bank; (ii) the other lenders party thereto; and (iii) the Company, Ramaco Development, LLC, RAM Mining, LLC, Ramaco Coal Sales, LLC, Ramaco Resources, LLC and Ramaco Resources Land Holdings, LLC (collectively, the “Borrowers”) (the Existing Credit Agreement, as so amended, the “Credit Agreement”) to provide the Company with additional flexibility to finance its previously announced growth plans. The Amendment provides for, among other things, a modification to the calculation of the Company’s Fixed Charge Coverage Ratio to specifically add-back Capital Expenditures made by the Borrowers and not funded by Indebtedness to the numerator of the Fixed Charge Coverage Ratio which shall include (i) $8 million for each testing period ending on March 31, 2021 through and including December 31, 2021, plus (ii) up to an additional $2 million per fiscal quarter for the fiscal quarters ending June 30, 2021, September 30, 2021 and December 31, 2021, subject to a cap of $8,000,000 in the aggregate; provided that the foregoing amount shall be reduced on a dollar-for-dollar basis by any Capital Expenditures financed by additional Indebtedness during any such fiscal quarter and the Borrowers shall be permitted to defer such reduced amount once to a subsequent fiscal quarter not more than four fiscal quarters beyond the deferral period. In addition, the Amendment adds certain provisions related to the replacement of interest rate benchmarks in connection with the expected discontinuation of the publication of the London Interbank Offered Rate. The capitalized terms that are not defined in this description of the Amendment shall have the meanings given to such terms in the Credit Agreement.
The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, which is attached as Exhibit 10.1 to this report and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit
Number | | Exhibit Description |
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10.1 | | Second Amendment to Credit and Security Agreement dated as of March 19, 2021 by and among Ramaco Resources, Inc., Ramaco Development, LLC, RAM Mining, LLC, Ramaco Coal Sales, LLC, Ramaco Resources, LLC and Ramaco Resources Land Holdings, LLC, as borrowers, the lenders party thereto and KeyBank National Association, as administrative agent, collateral agent, a lender and issuing bank. |
