Ramaco Resources, Inc. — Capital/Financing Update 2021

Jul 13, 2021

8-A12B 1 a21-19875_108a12b.htm 8-A12B

*UNITED STATES*

*SECURITIES AND EXCHANGE COMMISSION*

*Washington, D.C. 20549*

*FORM 8-A*

*FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934*

*RAMACO RESOURCES, INC.*

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation or organization)	38-4018838 (I.R.S. Employer Identification No.)
250 West Main Street, Suite 1800 Lexington, Kentucky (Address of principal executive offices)	40507 (Zip Code)

Securities to be registered pursuant to Sectioan 12(b) of the Act:

Title of Each Class to be so Registered	Name of Each Exchange on Which Each Class is to be so Registered
9.00% Senior Notes due 2026	The Nasdaq Stock Market LLC

If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c) or (e), check the following box. x

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d) or (e), check the following box. o

If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. o

Securities Act registration statement or Regulation A offering statement file number to which this form relates: 333-257166

Securities to be registered pursuant to Section 12(g) of the Act: None

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*INFORMATION REQUIRED IN REGISTRATION STATEMENT*

Ramaco Resources, Inc. (the “Registrant”) has filed with the Securities and Exchange Commission (the “Commission”) pursuant to Rule 424(b) under the Securities Act of 1933, as amended, a prospectus, dated July 8, 2021 (the “Prospectus”). The Prospectus relates to the offering of $30.0 million aggregate principal amount of 9.00% Senior Notes due 2026 (the “Notes”) to be issued by the Registrant. The Prospectus forms a part of the Registrant’s Registration Statement on Form S-1, as amended (File No. 333-257166), previously filed with the Commission and declared effective on July 8, 2021.

*Item 1. Description of Registrant’s Securities to be Registered.*

The description under the heading “Description of Notes” in the Prospectus is incorporated by reference herein. Copies of such description will be filed with The Nasdaq Stock Market LLC.

*Item 2. Exhibits.*

Exhibit No.	Description
4.1	Indenture dated as of July 13, 2021, between Ramaco Resources, Inc. and Wilmington Savings Fund Society, FSB, as trustee (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed July 13, 2021).
4.2	First Supplemental Indenture dated as of July 13, 2021, between Ramaco Resources, Inc. and Wilmington Savings Fund Society, FSB, as trustee (incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on July 13, 2021).
4.2.1	Form of 9.00% Senior Note due 2026 (included as Exhibit A to Exhibit 4.2 above).

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*SIGNATURES*

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: July 13, 2021

Ramaco Resources, Inc.
By:	/s/ Randall W. Atkins
Name:	Randall W. Atkins
Title:	Chief Executive Officer

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