Debt

9 Months Ended

Sep. 30, 2025

NOTE 5—DEBT

Long-term debt consisted of the following:

(In thousands)	September 30, 2025		December 31, 2024
Revolving Credit Facility	$	—	$	—
Equipment loans		140		416
Senior Notes, net		116,316		88,135
Total debt	$	116,456	$	88,551
Current portion of long-term debt		140		359
Total long-term debt	$	116,316	$	88,192

Revolving Credit Facility—On May 3, 2024, the Company entered into the First Amendment Agreement (“First Amendment Agreement”) to the Second Amended and Restated Credit and Security Agreement (the “Credit Agreement”), which includes KeyBank National Association (“KeyBank”) and multiple lending parties, in order to, among other things, extend the maturity date and increase the size of the facility. The amended facility (the “Revolving Credit Facility”) has a maturity date of May 3, 2029, and provides an initial aggregate revolving commitment of $200.0 million as well as an accordion feature to increase the size by an additional $75.0 million subject to certain terms and conditions, including lenders’ consent. Prior to the First Amendment Agreement, the facility had a maturity date of February 15, 2026, and an initial aggregate revolving commitment of $125.0 million as well as an accordion feature of $50.0 million.

On November 21, 2024, in order to facilitate the 2029 Note Offering described below, the Company entered into a Second Amendment Agreement, which, among other things, amended the Credit Agreement by increasing the amount of “Permitted Additional Unsecured Debt” (as defined in the Credit Agreement) from $45,000,000 to $75,000,000. On July 23, 2025, in order to facilitate the 2030 Note Offering described below, the Company entered into a Third Amendment Agreement, which, among other things, permitted the Company to incur additional indebtedness in the form of unsecured notes to be issued in the 2030 Notes Offering in an aggregate principal amount not to exceed $100.0 million (the “2030 Unsecured Note Basket”), conditioned upon the full redemption of the Company’s 2026 Notes issued in July 2021, and reduced the amount of “Permitted Additional Unsecured Debt” from $75.0 million to $15.0 million plus the unused portion of the 2030 Unsecured Note Basket. On August 5, 2025, the Company entered into a Fourth Amendment Agreement, which, among other things, amended the Credit Agreement by removing all negative covenants relating to the issuance of equity securities by the Company. The borrowing base of the amended facility as of September 30, 2025 was $78.6 million based on eligible accounts receivable and inventory collateral and reserve requirements. There were no outstanding borrowings on the Revolving Credit Facility at September 30, 2025.

Revolving loans under the amended facility bear interest at either the base rate plus 2.0% or the Secured Overnight Financing Rate plus 2.5%. The base rate equals the highest of the administrative agent’s prime rate, the Federal Funds Effective Rate plus 0.5%, or 3.0%. The effective interest rate for borrowings during the third quarter of 2025 was 6.83%.

The terms of the Revolving Credit Facility include covenants limiting the ability of the Company 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 terms of the facility also require the Company to maintain certain covenants, including a fixed charge coverage ratio and compensating balance requirements. A fixed charge coverage ratio of not less than 1.10:1.00, calculated as of the last day of each fiscal quarter, must be maintained by the Company. In addition, the Company must maintain an average daily cash balance of $5.0 million, as determined on a monthly basis, in a dedicated account as well as an additional $1.5 million and $1.0 million in separate dedicated accounts to assure future credit availability. At September 30, 2025, the Company was in compliance with all debt covenants under the Revolving Credit Facility.

8.25% Senior Unsecured Notes due 2030—On July 31, 2025, the Company completed a public offering of 8.25% Senior Unsecured Notes due 2030 (the “2030 Notes”) having an aggregate principal amount of $57.0 million with an option for the underwriters to purchase an additional $8 million of aggregate principal which was exercised by the underwriters on August 1, 2025 (the “2030 Note Offering”). The 2030 Notes mature on July 31, 2030, unless redeemed prior to maturity and bear interest at a rate of 8.25% per annum, payable quarterly in arrears on the 30th day of January, April, July and October of each year, commencing on October 30, 2025. The Company may redeem the 2030 Notes in whole or in part, at the Company’s option, at any time on or after July 31, 2027, or upon certain change of control events, at a redemption price equal to 100% of the principal amount plus accrued and unpaid interest to, but not including, the date of redemption. The Notes were listed on the Nasdaq Global Select Market (the “NASDAQ”) on August 1, 2025 under the symbol “METCI.”

The net proceeds from the 2030 Note Offering were used to redeem in full all outstanding amounts under the Senior Notes due in 2026, with remaining proceeds to be used for general corporate purposes, including funding future investments, making capital expenditures and funding working capital. The remaining $34.5 million in aggregate principal of Senior Notes due in 2026 was repaid on July 31, 2025.

8.375% Senior Unsecured Notes due 2029—On November 27, 2024, the Company completed an offering of $50.0 million, in the aggregate, of 8.375% Senior Unsecured Notes due 2029 (the “2029 Notes”) and on December 11, 2024, the Company closed on an additional $7.5 million of aggregate principal amount of 2029 Notes (the “2029 Note Offering”). The Company incurred transaction-related fees of $2.3 million and third-party debt issuance costs of $0.8 million. The 2029 Notes mature on November 30, 2029, unless redeemed prior to maturity. The 2029 Notes bear interest at a rate of 8.375% per annum, payable quarterly in arrears on the 30th day of January, April, July and October of each year, commencing on January 30, 2025. The Company may redeem the 2029 Notes in whole or in part, at the Company’s option, at any time on or after November 30, 2026, at a redemption price equal to 100% of the principal amount plus accrued and unpaid interest to, but not including, the date of redemption. The Notes were listed on the NASDAQ under the symbol “METCZ.”

Fair Value—The Company’s 2029 Notes had an estimated fair value of $58.7 million and $58.1 million at September 30, 2025 and December 31, 2024, respectively. The Company’s 2030 Notes, which were issued on July 31, 2025, had an estimated fair value of $66.6 million at September 30, 2025. The Company’s Senior Notes due in 2026, which were repaid on July 31, 2025, had an estimated fair value of $35.6 million at December 31, 2024. The fair values of the Company’s Senior Notes were based on observable market prices and were considered a Level 2 measurement based on trading volumes. The difference between the fair value and carrying amount of the Company’s remaining debts is not material due to the similarity between the terms of the debt agreements and prevailing market terms available to the Company.

Current Portion of Long-term Debt—The Company’s short-term debt at September 30, 2025 and December 31, 2024 comprised of $0.1 million and $0.4 million due under equipment loans with a weighted average interest rate of approximately 4.7% for each period.

Other—Lease obligations and liabilities related to insurance premium financing are excluded from the disclosures above.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Ramaco Resources, Inc. 10-Q