Ramaco Resources(METCB) - 2021 Q4 - Annual Report

PART I This section details the company's core business, operational risks, property assets, and regulatory compliance Business Ramaco Resources is a metallurgical coal producer focused on developing high-quality assets and increasing production to approximately 5 million clean tons annually - Ramaco is a pure-play metallurgical coal company with 39 million reserve tons and 769 million resource tons of high-quality metallurgical coal[15] - The company plans to increase annual production from its existing portfolio to approximately 5 million clean tons of metallurgical coal, contingent on market conditions, permitting, and capital deployment[23][29] - As of December 31, 2021, the company had 454 employees, none of whom are covered by collective bargaining agreements[125] Our Projects The company's core projects include Elk Creek, Berwind, Knox Creek, and RAM Mine, strategically located to serve domestic and international steel markets Key Mining Complexes Overview | Property | Location | Controlled Mineral (acres) | Key Features | | :--- | :--- | :--- | :--- | | Elk Creek | Southern West Virginia | ~20,200 | Production stage; 16 mineable seams of high-vol metallurgical coal; 700 ton/hour preparation plant. | | Berwind | WV/VA Border | ~41,300 | Development stage; low-volatile coal; acquired adjacent Amonate Assets with a 1.3M ton/annum plant. | | Knox Creek | Southwestern Virginia | ~62,100 | Includes a 650 ton/hour preparation plant; processes Berwind coal and third-party coal. | | RAM Mine | Southwestern Pennsylvania | ~1,570 | Development stage; high-vol coal from Pittsburgh seam; awaiting final permit. | - In December 2021, the company acquired the Amonate Assets from Coronado for $30 million in cash. This acquisition included a mine complex and a 1.3 million ton per annum capacity coal preparation plant adjacent to the Berwind Complex[20][49] - The company plans to upgrade the Elk Creek Preparation plant to a capacity of 1,000 raw tons per hour, increasing the complex's annual clean capacity to 2.5 million tons per year, with completion expected in 2023[42] Customers and Competition Ramaco markets metallurgical coal to North American and international customers, facing significant customer concentration and competition from major producers Customer Concentration | Year | Top 3 Customers' % of Total Revenue | Top 3 Customers' % of Total A/R at Year-End | | :--- | :--- | :--- | | 2021 | 58% | 58% | | 2020 | 70% | 46% | - In 2021, the company sold 2.3 million tons of coal, with 51% sold to North American markets and 49% to export markets (excluding Canada), primarily Europe[62] - Principal domestic competitors include Alpha Metallurgical Resources, Inc., Blackhawk Mining, LLC, Coronado, Arch Resources, Inc., Peabody Energy Corporation and Warrior Met Coal, Inc[64] Environmental, Health and Safety and Other Regulatory Matters Operations are subject to extensive environmental, health, and safety regulations, with compliance costs and climate change policies posing significant risks - Operations are governed by numerous laws, including SMCRA, Clean Air Act, Clean Water Act, and the MINE Act, which establish comprehensive standards for mining, reclamation, emissions, and safety[67][70][85][94][109] - The company is required to secure performance of its reclamation obligations through surety bonds or other financial assurances. While not currently required to post collateral, the surety has the right to demand it[80][83][84] - Climate change regulations and initiatives, such as the Paris Agreement and potential EPA rules on greenhouse gases, could reduce demand for coal, particularly for power generation, and increase operating costs[97][102][103] Risk Factors The company faces diverse business, regulatory, and company-specific risks, including market volatility, stringent environmental laws, and internal control weaknesses Risks Related to Our Business Business risks include COVID-19 impacts, customer concentration, steel industry dependence, price volatility, and inherent operational hazards - The COVID-19 pandemic has adversely affected business operations, causing volatility in commodity prices and a significant decline in demand for steel at times[140][141] - The company has significant customer concentration, with three customers accounting for approximately 58% of total revenue for the 12 months ended December 31, 2021[151] - Sales commitments are typically not long-term (generally no longer than one year), exposing the company to fluctuations in market pricing for metallurgical coal[157] Risks Related to Environmental, Health, Safety and Other Regulations Extensive environmental, health, and safety regulations, particularly climate change policies, pose significant cost and operational risks - The Biden Administration's climate goals, including rejoining the Paris Agreement and targeting carbon-free electricity by 2035, could accelerate the decline in demand for coal in the United States[231] - Activism aimed at limiting climate change, including investor divestment campaigns and pressure on lenders, could interfere with business activities and the ability to access capital[252][253][255] - The company and its significant stockholders are subject to the Applicant Violator System (AVS), which can block the issuance of new mining permits if there are outstanding, unabated violations[226][227] Risks Related to Our Company Company-specific risks include dividend limitations, a material weakness in internal controls, and increased compliance costs post-emerging growth status - A material weakness in internal controls over financial reporting was identified in 2022 related to information technology general controls (ITGCs) in the areas of user access and segregation of duties[286] - The company will cease to be an "emerging growth company" on December 31, 2022, which will require compliance with additional reporting requirements, such as an auditor's attestation on internal controls[130][272] - The indenture governing the company's Senior Notes imposes restrictive covenants that may limit operating and financial flexibility, including limitations on incurring additional debt, paying dividends, and making certain investments[292][295] Unresolved Staff Comments The company has no unresolved staff comments from the Securities and Exchange Commission - None[314] Properties This section details the company's mining properties, including mineral resources and reserves, under new Regulation S-K 1300 requirements Summary Mineral Resources (as of Dec 31, 2021) | Category | Amount (000 Tons) | | :--- | :--- | | Measured Mineral Resources | 652,434 | | Indicated Mineral Resources | 116,336 | | Measured + Indicated Total | 768,770 | | Inferred Mineral Resources | 5,465 | Summary Mineral Reserves (as of Dec 31, 2021) | Category | Amount (000 Tons) | | :--- | :--- | | Proven Mineral Reserves | 34,175 | | Probable Mineral Reserves | 4,985 | | Proven + Probable Total | 39,160 | - Proven and probable reserves at the Berwind/Knox Creek and Elk Creek complexes decreased by approximately 92.7% and 74.7%, respectively, from 2020. This was primarily due to changes in reserve classification determination under the new requirements of subpart 1300 of Regulation S-K[363] Legal Proceedings The company reports no pending litigation expected to have a material adverse effect on its financial condition or operations - The company reports no pending litigation expected to have a material adverse effect on its financial condition[369] Mine Safety Disclosures Mine safety disclosures, as required by the Dodd-Frank Act, are provided in Exhibit 95.1 of the Annual Report - Mine safety disclosures required by Section 1503(a) of the Dodd-Frank Act are provided in Exhibit 95.1[370] PART II This section covers the company's common equity market, selected financial data, management's discussion and analysis, and market risk disclosures Market for Registrant's Common Equity and Related Shareholder Matters This section details the company's common stock and senior notes listings on NASDAQ and recent dividend declarations - Common Stock (METC) and 9.00% Senior Notes due 2026 (METCL) are traded on the NASDAQ Global Select Market[373] - In December 2021, the board declared a cash dividend of $0.0567 per share, payable in March 2022, which was later doubled[374] Selected Financial Data Selected historical financial data shows significant revenue growth and a return to profitability in 2021, with increased tons sold Selected Financial and Operating Data (2019-2021) | (In thousands, except per share data) | 2021 | 2020 | 2019 | | :--- | :--- | :--- | :--- | | Revenue | $283,394 | $168,915 | $230,213 | | Operating Income (Loss) | $39,533 | $(19,093) | $29,532 | | Net Income (Loss) | $39,759 | $(4,907) | $24,934 | | Diluted EPS | $0.90 | $(0.12) | $0.61 | | Cash from Operating Activities | $53,340 | $13,312 | $42,382 | | Total Tons Sold | 2,286 | 1,749 | 1,950 | | Total Assets | $329,033 | $228,623 | $226,813 | | Total Stockholders' Equity | $211,074 | $169,095 | $170,083 | Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses the strong 2021 financial recovery, driven by increased demand and pricing, improved liquidity, and projected capital expenditures Results of Operations Revenue increased 68% in 2021 to $283.4 million, leading to a net income of $39.8 million and a significant rise in Adjusted EBITDA Financial Performance Summary (2020 vs. 2021) (In thousands) | (In thousands) | 2021 | 2020 | | :--- | :--- | :--- | | Revenue | $283,394 | $168,915 | | Operating Income (Loss) | $39,533 | $(19,093) | | Net Income (Loss) | $39,759 | $(4,907) | | Adjusted EBITDA | $79,042 | $18,455 | Company Produced Coal Sales (2020 vs. 2021) (In thousands, except per ton) | (In thousands, except per ton) | 2021 | 2020 | | :--- | :--- | :--- | | Coal Sales Revenue | $276,725 | $166,488 | | Tons Sold | 2,239 | 1,723 | | Cash Cost Per Ton Sold (FOB Mine) | $70 | $72 | Liquidity and Capital Resources The company's liquidity improved to $61.0 million, with strong operating cash flow and projected capital expenditures for 2022 - Available liquidity was $61.0 million as of December 31, 2021, comprising cash and availability under the Revolving Credit Facility[430] - Capital expenditures for 2022 are anticipated to be approximately $65-85 million, focused on production growth and refurbishing the Amonate Assets preparation plant[433] - In July 2021, the company completed an offering of $34.5 million of 9.00% Senior Unsecured Notes due 2026[425] Quantitative and Qualitative Disclosures about Market Risk The company faces primary market risks from volatile metallurgical coal prices and indirect foreign exchange rate impacts - The primary market risk is commodity price risk, as metallurgical coal is sold under short-term or spot contracts, exposing the company to price volatility[452] - Foreign exchange risk is indirect. A stronger U.S. dollar could make the company's coal less competitive against non-U.S. suppliers in international markets[454] Financial Statements and Supplementary Data This section presents the company's consolidated financial statements for 2021, including the auditor's report and detailed notes Report of Independent Registered Public Accounting Firm The auditor's report confirms fair financial presentation but highlights critical audit matters regarding ITGCs and Asset Retirement Obligations - The auditor identified a critical audit matter related to a material weakness in internal control over financial reporting concerning ineffective ITGCs in user access and dependent business process controls[463] - A second critical audit matter was the estimation of Asset Retirement Obligations (ARO), which totaled $22.6 million and involved a high degree of subjectivity and judgment regarding assumptions like costs, timing, and discount rates[467][468] Consolidated Financial Statements Consolidated financial statements show total assets of $329.0 million, total equity of $211.1 million, and net income of $39.8 million in 2021 Consolidated Balance Sheet Highlights (Dec 31, 2021) (In thousands) | (In thousands) | Amount | | :--- | :--- | | Total Current Assets | $86,761 | | Property, Plant and Equipment, net | $227,077 | | Total Assets | $329,033 | | Total Current Liabilities | $46,660 | | Total Liabilities | $117,959 | | Total Stockholders' Equity | $211,074 | Consolidated Statement of Operations (Year Ended Dec 31, 2021) (In thousands) | (In thousands) | Amount | | :--- | :--- | | Revenue | $283,394 | | Total Costs and Expenses | $243,861 | | Operating Income | $39,533 | | Net Income | $39,759 | Notes to Consolidated Financial Statements Notes provide detailed disclosures on accounting policies, property, debt, leases, stock compensation, contingencies, and related party transactions - In December 2021, the company acquired the Amonate Assets from Coronado for $30 million in cash, which included a mine complex, reserves, and a 1.3 million ton per annum preparation plant[542] - Total outstanding debt as of December 31, 2021, was $43.4 million, including a $3.3 million term loan, $7.7 million in equipment loans, and $32.4 million in Senior Notes (net of discount)[549] - A jury returned a verdict in the company's favor for $32.7 million in a lawsuit related to a 2018 silo failure. However, a post-trial motion in March 2022 reduced the award to $1.8 million. The company is considering an appeal[579][580] Changes in and Disagreements with Accountants on Accounting and Financial Disclosure The company reports no changes in or disagreements with its accountants regarding accounting or financial disclosure matters - None[592] Controls and Procedures Management identified a material weakness in internal controls over financial reporting related to IT general controls as of December 31, 2021 - Management identified a material weakness in internal control over financial reporting as of December 31, 2021[595] - The material weakness is related to ITGCs, specifically in the areas of user access and segregation of duties for certain IT systems supporting financial reporting[593][595] - The company has begun remediation efforts, including modifying ITGCs over user access and implementing additional detective controls[596] Other Information The company reports no other information for this item - None[598] PART III This section incorporates by reference information regarding directors, executive compensation, security ownership, related party transactions, and accountant fees from the proxy statement Directors, Executive Officers and Corporate Governance Information on directors, executive officers, and corporate governance is incorporated by reference from the 2022 Proxy Statement - Information is incorporated by reference to the Proxy Statement for the 2022 Annual Meeting of Stockholders[602] Executive Compensation Executive compensation information is incorporated by reference from the 2022 Annual Meeting of Stockholders Proxy Statement - Information is incorporated by reference to the Proxy Statement for the 2022 Annual Meeting of Stockholders[603] Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Security ownership details for beneficial owners and management are incorporated by reference from the 2022 Proxy Statement - Information is incorporated by reference to the Proxy Statement for the 2022 Annual Meeting of Stockholders[604] Certain Relationships and Related Persons Transactions Information on certain relationships and related person transactions is incorporated by reference from the 2022 Proxy Statement - Information is incorporated by reference to the Proxy Statement for the 2022 Annual Meeting of Stockholders[605] Principal Accountant Fees and Services Principal accountant fees and services information is incorporated by reference from the 2022 Annual Meeting of Stockholders Proxy Statement - Information is incorporated by reference to the Proxy Statement for the 2022 Annual Meeting of Stockholders[606] PART IV This section lists the exhibits and financial statement schedules filed as part of the Annual Report Exhibits and Financial Statement Schedules This section lists all financial statements, schedules, and exhibits filed with the Annual Report, including key organizational and debt documents - This section includes a list of all exhibits filed with the 10-K, such as material contracts, debt indentures, and officer certifications[609]