On May 3, 2024, Ramaco Resources, Inc. entered into a First Amendment Agreement (the ?First Amendment Agreement?) by and among the (i) the Company, Ramaco Development, LLC, RAM Mining, LLC, Ramaco Coal Sales, LLC, Ramaco Resources, LLC, Ramaco Resources Land Holdings, LLC, Ramaco Coal, Inc., Maben Coal LLC, Carbon Resources Development, Inc., and Ramaco Coal, LLC; (ii) KeyBank National Association, as administrative agent and lender; (iii) Cadence Bank, as lender, (iv) Associated Bank, National Association, as lender; (v) City National Bank, as lender; (v) Star Financial Bank, as lender; and (iv) Trustmark National Bank, as lender. The First Amendment Agreement amended that certain Second Amended and Restated Credit and Security Agreement (?Credit Agreement?) dated February 15, 2023, by and among: (i) KeyBank National Association, as administrative agent, collateral agent, lender, swing line lender and issuer; (ii) KeyBanc Capital Markets, Inc., as lead arranger and sole book runner; (iii) Cadence Bank, as syndication agent, (iv) Associated Bank, National Association and City National Bank as Co-Documentation Agents; (v) such other lenders that are now or hereafter become a party thereto; and (v) the Company, Ramaco Development, LLC, RAM Mining, LLC, Ramaco Coal Sales, LLC, Ramaco Resources, LLC, Ramaco Resources Land Holdings, LLC, Maben Coal LLC, Carbon Resources Development, Inc., Ramaco Coal, Inc., and Ramaco Coal, LLC (collectively, the ?Borrowers?) in order to, among other things, increase the Company?s overall credit facility (as amended, the ?Amended Credit Facility?) under the Credit Agreement (as amended, the ?Amended Credit Agreement?) to $275.0 million, consisting of an initial aggregate revolving commitment of the lenders of $200.0 million and an accordion feature of $75.0 million, subject to the terms and conditions of the Amended Credit Agreement, including the lenders? consent.
The Amended Credit Facility has a maturity date of May 3, 2029. Borrowings under the Amended Credit Facility may not exceed the borrowing base as determined pursuant to an amended formula set forth in the Amended Credit Agreement. Revolving loans under the Amended Credit Agreement bear interest at either the base rate plus 2.00% or the secured overnight financing rate plus 2.50%.
The base rate equals the highest of (i) the administrative agent?s prime rate, (ii) the Federal Funds Effective Rate plus 0.5%, or (iii) 3.00%. All revolving loans bear interest based on the secured overnight financing rate unless the borrowers elect to convert them to loans based on the base rate pursuant to the Amended Credit Agreement. The terms of the Amended Credit Agreement include covenants limiting, among other things, the ability of the Borrowers to incur additional indebtedness, make investments or loans, incur liens, consummate mergers and similar fundamental changes, make restricted payments, and enter into transactions with affiliates.
The Amended Credit Agreement also contains a financial covenant that requires the Borrowers to maintain a fixed charge coverage ratio, on a consolidated basis, of not less than 1.10:1.00 calculated as of the last day of the fiscal quarter ending on March 31, 2023 and as of the last day of each fiscal quarter thereafter. The Amended Credit Agreement includes events of default relating to certain matters, including, among other things, nonpayment of principal, interest or other amounts; violation of covenants; incorrectness of representations and warranties in any material respect; cross-payment default and cross acceleration with respect to indebtedness in an aggregate principal amount in excess of $250,000; bankruptcy; judgments involving liability in excess of $500,000 that are not paid; and change of control. Certain events of default are subject to customary notice and cure periods.
The Amended Credit Agreement also includes, among other things, (i) a new administrative agent fee; (ii) revised definitions of ?Collateral?, ?Eligible Cash and Cash Equivalents?, and ?Excluded Capital Expenditures? among others; (iii) an agreement that each subsidiary of Ramaco Coal, LLC, (a) become a borrower or guarantor, (b) become jointly and severally liable for the obligations under the Amended Credit Agreement and (c) that the equity interest of such subsidiaries shall be pledged to Agent for the benefit of the Agent and the Lenders; and (iv) revised restrictions on capital distributions.
Ramaco Resources, Inc. is a metallurgical coal company. The Company operates and develops metallurgical coal in southern West Virginia and southwestern Virginia. Its development portfolio primarily includes four properties: Elk Creek, Berwind, Knox Creek, and Maben. Its operations include six active mines at its Elk Creek mining complex, three active mines at its Berwind mining complex, two active mines at its Knox Creek mining complex, and one active mine at its Maben mining complex. The Elk Creek property consists of approximately 20,200 acres of controlled mineral rights and contains approximately 16 seams that it has targeted for production. The Berwind property consists of approximately 62,500 acres of controlled mineral rights. The Knox Creek Complex includes a preparation plant and 64,050 acres of controlled mineral rights. The Maben property is located in southern West Virginia and consists of approximately 28,000 acres of controlled mineral rights.
RAMACO RESOURCES, INC. 
