What changed in this filing

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Item 1. Business

2024-03-14 compared with 2023-03-14 · 142 added, 147 removed, 410 unchanged (41% of the section changed)

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is a Delaware corporation formed in October 2016.

Our common stock is listed on the NASDAQ Global Select Market under the symbol “METC”.

Our Class A and Class B common stock are listed on the NASDAQ Global Select Market under the symbols “METC” and “METCB,” respectively.

Our 9.00% Senior Notes due 2026 (the “Senior Notes”) are listed on the NASDAQ Global Select Market under the symbol “METCL”.

Our principal corporate offices are located in Lexington, Kentucky.

As used herein, “Ramaco Resources,” “the Company,” “we,” “our,” and similar terms include Ramaco Resources, Inc.

As used herein, “Ramaco Resources,” “Ramaco,” “the Company,” “we,” “us,” or “our,” and similar terms include Ramaco Resources, Inc.

and its subsidiaries, unless the context indicates otherwise.

We are an operator and developer of high-quality, low-cost metallurgical coal in southern West Virginia, southwestern Virginia, and southwestern Pennsylvania.

We are an operator and developer of high-quality, low-cost metallurgical coal in southern West Virginia and southwestern Virginia.

We are a pure play metallurgical coal company with 59 million reserve tons and 1,119 million measured and indicated resource tons of high-quality metallurgical coal.

We believe our advantaged reserve geology provides us with higher productivities and industry leading lower cash costs.

We believe our advantaged reserve geology provides us with higher productivity and industry-leading lower cash costs.

Our development portfolio primarily includes the following properties:

Elk Creek, Berwind, Knox Creek and RAM Mine.

Elk Creek, Berwind, Knox Creek, and Maben.

We believe each of these properties possesses geologic and logistical advantages that make our coal among the lowest delivered-cost U.S.

metallurgical coal to our domestic target customer base, North American blast furnace steel mills and coke plants, as well as international metallurgical coal consumers.

In addition, the Company completed acquisitions of Ramaco Coal and Maben Coal in the second and third quarter of 2022, respectively.

With the Ramaco Coal acquisition, we control mineral deposits near Sheridan, Wyoming along with facilities that house research and development activities.

With the Maben Coal acquisition, we have obtained control of additional coal deposits in Wyoming County and Raleigh County, West Virginia.

Our operations include six active mines at our Elk Creek mining complex (the “Elk Creek Complex”).

Development of this complex commenced in 2016 and included construction of a preparation plant and rail load-out facilities.

The Elk Creek property consists of approximately 20,200 acres of controlled mineral rights and contains

approximately 16 seams that we have targeted for production.

The Company commenced expansion of the Elk Creek preparation plant during 2022 to increase production in future periods.

Development of our Berwind mining complex (the “Berwind Complex”) began in late-2017.

We also control mineral deposits near Sheridan, Wyoming as part of the Company’s initiatives regarding the potential recovery of rare earth elements as well as the potential commercialization of coal-to-carbon-based products and materials.

Our operations include six active mines at our Elk Creek mining complex (the “Elk Creek Complex”), three active mines at our Berwind mining complex (the “Berwind Complex”), two active mines at our Knox Creek mining complex (the “Knox Creek Complex”), and one active mine at our Maben mining complex (the “Maben Complex”).

Development of the Elk Creek Complex commenced in 2016 and included the construction of a preparation plant and rail load-out facilities.

The Elk Creek property consists of approximately 20,200 acres of controlled mineral rights and contains approximately 16 seams that we have targeted for production.

Expansion of the Elk Creek preparation plant occurred during 2022 and 2023 in order to increase production.

Development of the Berwind Complex began in late 2017.

In 2020, we suspended development at the Berwind Complex due to lower pricing and demand largely caused by the COVID-19 outbreak.

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The Berwind property consists of approximately 62,500 acres of controlled mineral rights, including the December 2021 acquisition of “Amonate Assets” from subsidiaries of Coronado Global Resources Inc.

(“Coronado”) as described under “Our Projects – Berwind” below.

(“Coronado”) in 2021.

The Amonate Assets include a processing plant located in our Berwind Complex, saving us transportation costs to our Knox Creek plant 26 miles away.

The Berwind Complex experienced an ignition event during 2022 that resulted in idling mining operations for one of the active mines.

The Berwind Complex experienced an ignition event in 2022 that resulted in idling mining operations for one of the active mines.

Production restarted for the idle mine in the first quarter of 2023.

Our Knox Creek facility includes a preparation plant and 74,400 acres of controlled mineral rights that we expect to develop in the future.

The Knox Creek preparation plant processes coal from our Berwind Complex (until the newly acquired plant at the Berwind Complex is fully up and running) as well as coal mined from the rights acquired in the Maben Coal transaction, discussed below, and coal purchased from third parties.

Our RAM Mine property is located in southwestern Pennsylvania, consists of approximately 1,567 acres of controlled mineral rights, and is scheduled for initial production after a mining permit is issued and market conditions warrant development.

The Ramaco Coal acquisition in 2022 provides the Company with 16,000 acres of controlled mineral rights that we expect to develop in the future, including possible rare earth elements, as well as a research and pilot facility related to the production of advanced carbon products and materials from coal.

Our Knox Creek Complex includes a preparation plant and 64,050 acres of controlled mineral rights that we expect to develop in the future.

The Knox Creek preparation plant processed some coal from our Berwind Complex in 2023 as well as coal purchased from third parties.

The Maben Coal acquisition in 2022 provides the Company with 28,000 leased acres of controlled mineral rights, which includes coal deposits that may be mined currently by surface and high wall mining methods as well as developed in the future through deep mining.

As of December 31, 2022, our estimated aggregate annual production capacity is approximately 2.7 million clean tons of coal.

We plan to complete development of our existing properties and increase annual production over the next few years to approximately 6.5 million clean tons of metallurgical coal annually, subject to market conditions, permitting, and additional capital deployment.

Our RAM Mine property is located in southwestern Pennsylvania.

Following years of delays, the Pennsylvania Department of Environmental Protection issued a denial of the RAM Mine permit.

While the Company believes that the RAM permit was denied incorrectly and capriciously, we will not appeal the denial of the permit and will instead focus on our other core properties and monetize these assets at the appropriate time.

Our Brook Mine property consists of approximately 16,000 acres of controlled mineral rights and a research and development facility that were acquired as part of the purchase of Ramaco Coal in 2022.

The mine is currently undergoing mineral analysis and core drilling assessment to assess the potential concentrations of rare earth elements.

As of December 31, 2023, our estimated aggregate annual production capacity is just under four million clean tons of coal.

We plan to complete development of our existing properties and increase annual production over the next few years to approximately seven million clean tons of metallurgical coal annually, subject to market conditions, permitting, and additional capital deployment.

We may also acquire additional reserves or infrastructure that contribute to our focus on advantaged geology and lower costs.

Metallurgical Coal Industry

Metallurgical coal is also known as “met coal “ or “coking coal,” and is a key component of the blast furnace steelmaking process.

Metallurgical coal, also known as “met coal “ or “coking coal,” is a key component of the blast furnace steelmaking process and, therefore, demand for such coal is highly correlated with conditions in the steel industry.

The metallurgical coal global market has grown steadily in recent years and is expected to continue to do so over the next few years.

United States metallurgical coal mines are primarily located in the Appalachian area of the eastern U.S.

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Metallurgical coal contracts in North America are typically 12-month, calendar year contracts where both prices and volumes are fixed.

These contracts are normally negotiated and settled during the third and fourth quarters of the preceding calendar year.

metallurgical coal supply in excess of what can be consumed in North America is exported to the seaborne market and sold to buyers in Europe, South America, Africa, India and Asia.

is the second largest global supplier to the seaborne metallurgical coal market behind Australia.

metallurgical coal exports are primarily sold to buyers in the Atlantic Basin market (customers in Europe, Brazil and Africa), and serve as swing supply to buyers in the Pacific Basin (customers in India, South Korea, Japan and China).

These contracts are normally negotiated and entered into during the third and fourth quarters of the preceding calendar year.

metallurgical coal is also exported to the seaborne market and sold to buyers in Europe, South America, Africa, and Asia.

Japan and China).

metallurgical coal exports compete with Australian metallurgical coals that are generally produced at a lower cost but are geographically disadvantaged to the Atlantic Basin.

Conversely, Australian production has a much shorter logistical route to Pacific Basin customers.

supply shortfall out of Australia, or increase in global demand beyond Australia’s capacity, has historically been serviced by U.S.

Any supply shortfall out of Australia, or increase in global demand beyond Australia’s capacity, has historically been serviced by U.S.

and Canadian metallurgical coal producers.

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Volatiles are products, other than water, that are released as gas or vapor when coal is converted to coke.

Carbon is the primary element which remains when the volatiles are released.

Carbon is the primary element that remains when the volatiles are released.

Our business strategy is to increase stockholder value through sustained earnings growth, cash flow generation and dividends by:

Developing and Operating Our Metallurgical Coal Properties.

We have 62 million and 1,156 million measured and indicated tons of high-quality metallurgical coal reserves and resources, respectively, with attractive quality characteristics across high-volatility and low-volatility segments.

We have 59 million reserve tons and 1,119 million measured and indicated resource tons of high-quality metallurgical coal with attractive quality characteristics across high-volatility and low-volatility segments.

This geologically advantaged resource and reserve base allows for flexible capital spending in challenging market conditions.

We plan to complete development of our existing properties and increase annual production over the next few years to approximately 6.5 million clean tons of metallurgical coal, subject to market conditions, permitting and additional capital deployment.

We plan to complete development of our existing properties and increase annual production over the next few years to approximately seven million clean tons of metallurgical coal, subject to market conditions, permitting, and additional capital deployment.

We may also acquire additional reserves or infrastructure that contribute to our focus on advantaged geology and lower costs.

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Demonstrating Excellence in Safety and Environmental Stewardship.

We are committed to complying with both regulatory and our own high standards for environmental and employee health and safety requirements.

We are committed to complying with both regulatory and our high standards for environmental and employee health and safety requirements.

We believe that business excellence is achieved through the pursuit of safer and more productive work practices.

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Our properties are primarily located in southern West Virginia, southwestern Virginia, southwestern Pennsylvania, and northeastern Wyoming.

The following map shows the location of our mining complexes and projects, excluding our property located in Wyoming:

The following map shows the location of our mining complexes and projects, excluding our properties located in Pennsylvania and Wyoming:

Elk Creek Mining Complex

Our Elk Creek Complex in southern West Virginia began production in late December 2016.

The Elk Creek property consists of approximately 20,200 acres of controlled mineral and contains 16 seams that we believe are economically mineable.

The Elk Creek property consists of approximately 20,200 acres of controlled mineral rights and contains 16 seams that we believe are economically mineable.

Nearly all our seams contain high-quality, high-volatile metallurgical coal accessible at or above drainage.

Additionally, almost all of this coal is high-fluidity, which is an important factor for high-volatile metallurgical coal.

We control the majority of the coal and related mining rights within the existing permitted areas and our current mine plans, as well as the surface for our surface facilities, through lease agreements with McDonald Land Company.

We estimate that the Elk Creek Complex contains reserves capable of yielding approximately 30 million tons of clean saleable metallurgical coal as well as measured and indicated metallurgical coal resource tons of 215 million.

We expect many of the coal resources will be converted to reserves when further drilling and exploration is completed on the property.

We estimate that the Elk Creek Complex contains reserves capable of yielding approximately 28 million

tons of clean saleable metallurgical coal as well as measured and indicated metallurgical coal resource tons of 215 million.

We estimate that the mine life for the Elk Creek Complex is over 20 years.

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Additionally, we seek to market a portion of our coal in the specialty coal markets that value low ash content.

We process our Elk Creek coal production through a 700 raw ton-per-hour preparation plant.

The plant has a large-diameter (48”) heavy-media cyclone, dual-stage spiral concentrators, froth flotation, horizontal vibratory and screen bowl centrifuges.

Our rail load-out facilities at Elk Creek are capable of loading 4,000 tons per hour and a full 150-car unit train in under four hours.

The load-out facility is served by the CSX railroad.

We also have the ability to develop on controlled property a rail-loading facility on the Norfolk Southern railroad, which would facilitate dual rail service.

We have not yet committed the capital for development of a Norfolk Southern rail facility.

The combined refuse capacity at the active disposal areas is expected to provide approximately 11 years of disposal life for our operations with additional refuse areas being permitted.

We completed construction of a full complement of plate presses during 2020 to allow for dewatering material which then was being pumped as slurry to our impoundment.

We process our Elk Creek coal production through the preparation plant located on-site at the complex, which has a heavy-media vessel, large-diameter heavy-media cyclone, dual-stage spiral concentrators, froth flotation, horizontal vibratory and screen bowl centrifuges.

Our rail load-out facilities at Elk Creek are served by the CSX railroad;

however, we also have the ability to develop on controlled property a rail-loading facility on the Norfolk Southern railroad, which would facilitate dual rail service.

We have not yet committed capital for the development of a Norfolk Southern rail facility.

The combined refuse capacity at the active disposal areas is expected to provide over 20 years of disposal life for our operations with additional refuse areas being permitted.

We completed construction of a full complement of plate presses during 2020 to allow for dewatering of material which then was being pumped as slurry to our impoundment.

This equipment allows us to process all waste material for placement in areas designed for combined refuse disposal and maximize the life for disposal of fine waste rock in the pool of the impoundment.

A large portion of our controlled reserves are permitted through existing, issued permits.

We currently have three planned and permitted mines within the Elk Creek Complex and one permitted inactive mine.

We are actively pursuing multiple new permits.

A large portion of our controlled reserves are permitted through existing, issued permits, and we continue actively pursuing multiple new permits.

On January 3, 2020, we entered into a mineral lease with the McDonald Land Company for coal reserves which, in many cases, are located immediately adjacent to our Elk Creek Complex.

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During 2022, we began work on a throughput upgrade at our Elk Creek Preparation plant.

We expect this upgrade will raise the nameplate processing capacity to 1,150 raw tons per hour and our annual processing capacity from this complex to approximately three million tons per year.

We expect that this upgrade will be completed in the second quarter of 2023.

In order to meet this increased capacity, we also began development work on additional low-cost, high- volatile underground and surface mines at Elk Creek.

These mines began production during the second quarter of 2022 and are expected to reach full levels of productivity during 2023.

The upgrade, which was completed in 2023, increased our annual processing capacity for this complex to approximately three million tons per year.

In order to utilize the increased capacity, we also began development work on additional low-cost, high- volatile mines at Elk Creek, which began production during 2022.

Berwind Mining Complex

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The Berwind property consists of approximately 62,500 acres of controlled mineral rights, including the Amonate acquisition.

We estimate that the Berwind Complex contains reserves capable of yielding approximately 23 million tons of clean saleable metallurgical coal as well as measured and indicated metallurgical coal resource tons of 629 million.

We estimate that the mine life for the Berwind Complex is over 20 years.

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In early 2021, as pricing and demand improved, Berwind development resumed, and we successfully reached the Pocahontas No.

4 seam in late 2021.

in late 2021.

The Berwind Complex experienced an ignition event during the third quarter of 2022 that resulted in idling mining operations for one of the active mines.

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We have the necessary permits for the Berwind Complex for our current and budgeted operations.

A permit for our Squire Jim seam room-and-pillar underground mine was issued during 2020 and contains a large area of Squire Jim seam coal deposits.

The Squire Jim seam of coal is the lowest known coal seam on the geologic column in this region, and due to depth of cover has never been significantly explored.

A permit for our Squire Jim seam room-and-pillar underground mine was issued in 2020 and contains a large area of Squire Jim seam coal deposits.

The Squire Jim seam of coal is the lowest known coal seam on the geologic column in this region, and due to the depth of cover has never been significantly explored.

At this point, we do not anticipate activating this mining permit.

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Also purchased were several additional permitted mines and an idled 1.3 million ton per annum capacity coal preparation plant with a rail loading facility.

We began mine development on the Amonate Assets shortly after the acquisition.

Production began in the first quarter of 2022.

The preparation plant and rail loading facility were refurbished during 2022 and began operation in the fourth quarter of 2022.

We began mine development on the Amonate Assets shortly after acquisition, and production began in the first quarter of 2022.

The preparation plant and rail loading facility were refurbished in 2022 and began operation in the fourth quarter of 2022.

Rail service is provided by Norfolk Southern.

Knox Creek Mining Complex

The Knox Creek Complex consists of approximately 74,400 acres of controlled mineral, a 750 tons per hour preparation plant and a coal-loading facility along with a refuse impoundment.

The Knox Creek Complex consists of approximately 64,050 acres of controlled mineral rights as well as a preparation plant, a coal-loading facility, and a refuse impoundment.

Rail service is provided by Norfolk Southern.

The Tiller Mine slope face-up and shafts were idled before our acquisition of the property.

We have spent limited amounts of capital to review the feasibility of a high-vol A metallurgical deep mine in the Jawbone seam of coal.

The Company has spent limited amounts of capital to review the feasibility of a high-vol A metallurgical deep mine in the Jawbone seam of coal.

This seam is located slightly above the Tiller Seam and would be accessed via a short slope from within the existing Tiller seam mine.

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Production is expected to resume once warranted by market conditions.

We estimate that the Knox Complex contains reserves capable of yielding approximately 8 million tons of clean saleable metallurgical coal as well as measured and indicated metallurgical coal resource tons of 275 million.

We estimate that the mine life for the Knox Creek Complex is approximately 15 years.

From time to time, we process coal purchased from other independent producers at the Knox Creek preparation plant and load-out facilities.

We may also process and load coal from our Berwind Complex at this facility until such time that the Berwind plant is fully up and running.

We have also processed and loaded coal from our Berwind Complex at this facility.

In the fourth quarter of 2019, we acquired multiple permits from various affiliates of Omega Highwall Mining, LLC.

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The second is a metallurgical surface mine in the Tiller seam that is mined via surface and highwall mining methods.

In August 2021, we began production at this new surface mine known as the Big Creek mine.

In August 2021, we began production at the Big Creek surface mine.

We added a highwall miner in the fourth quarter of 2021.

Our RAM Mine property is located in southwestern Pennsylvania, consists of approximately 1,567 acres of controlled mineral.

Production of high-vol coal from the Pittsburgh seam is planned from a single continuous-miner room-and-pillar underground operation.

The Pittsburgh seam, in close proximity to Pittsburgh area coke plants, has historically been a key feedstock for these coke plants.

Operation of our RAM Mine coal reserve may require access to a newly constructed preparation plant and loading facility, third party processing, or direct shipment of raw coal product.

Upon commencement of mining, we anticipate that the mine will produce at an annualized rate of between 300 and 500 thousand tons with an estimated 10-year mining life.

We expect that coal from the RAM Mine coal reserve will be transported to our customers by highway trucks, rail cars or by barge on river systems.

In addition to close proximity to river barge facilities, our RAM Mine operations are also near Norfolk Southern rail access.

Our RAM Mine property initial production is subject to a final mining permit being issued and market conditions warrant development.

The mine reached full production during 2023.

Following years of delays, the Pennsylvania Department of Environmental Protection issued a denial of the RAM Mine permit in southwest Pennsylvania.

Maben Complex

The Maben property is located in southern West Virginia and consists of approximately 28,000 acres of controlled mineral rights acquired from the purchase of Maben Coal in the third quarter of 2022.

As part of the transaction, we assumed existing mining permits issued by the West Virginia Department of Environmental Protection, which authorize mining by both surface and highwall mining methods as well as by underground methods.

As part of the transaction, we assumed existing mining permits issued by the West Virginia Department of Environmental Protection, which authorizes mining by both surface and highwall mining methods as well as by underground methods.

The property also has issued permits covering an existing haul road as well as an active refuse disposal area together with a preparation plant and unit train loadout, neither of which had been constructed as of the closing date.

The Maben property contains various areas of high-quality low-vol metallurgical coal in the Sewell, Pocahontas 3, Pocahontas 4, and Pocahontas 6 seams of coal.

In early 2024, the Company completed the purchase of an existing coal preparation plant, which will be relocated to the Company’s Maben Complex.

The Maben property contains various areas of high-quality low-vol metallurgical coal in the Sewell, Beckley, Pocahontas 3, Pocahontas 4, and Pocahontas 6 seams of coal.

The Company expects that coal contained in the Sewell seam will be mined by surface and high-wall mining methods.

Initial production is expected to begin in the second quarter of 2023, reaching an annualized production rate of approximately 250,000 tons of low-volatile coal.

The Company will consider deep mine development of coal contained in Pocahontas 3 and 4 seams at a future point.

While the Company intends to utilize the Knox Creek preparation plant in the near term, such development would likely require construction of a new preparation plant and loadout as mentioned above.

The property is located in northeastern Wyoming, near Sheridan, and consists of approximately 16,000 acres of controlled mineral rights and a research and development facility that were acquired as part of the purchase of Ramaco Coal in the second quarter of 2022.

Initial production began in 2023, reaching an annualized production rate of approximately 250,000 tons of low-volatile coal.

The Company will consider deep mine development of coal contained in Beckley, Pocahontas 3, 4, and 6 seams at a future point.

Although the Company currently utilizes the Berwind preparation plant, such development would require the construction of a new preparation plant and loadout as mentioned above, which is under way.

The property includes a thermal coal deposit and permit as well as occurrences of rare earth elements.

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This property is being used to support the Company’s possible expansion into the manufacture and commercialization of advanced carbon products and materials from coal.

The Company refers to this potentially new business line as “CORE” (Carbon Ore-Rare Earth), signifying its focus on carbon ore and rare earth elements.

Three drillhole programs involving a total of 123 new core drillholes specifically targeting rare earth elements (REEs) have been completed within the current Brook Mine permit area.

So far, the results of these drilling programs indicate elevated levels of REEs, along with significant concentrations of other critical elements such as Yttrium, Gallium, and Germanium.

Work is ongoing to evaluate the potential exploitation of these minerals within the current Brook Mine permit area.

Customers and Contracts

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The major factors influencing our business are the global economy and demand for steel.

We market the bulk of our production to North American integrated steel mills and coke plants, as well as international customers primarily in Europe, South America, Asia and Africa.

We market the bulk of our production to North American integrated steel mills and coke plants, as well as international customers in Europe, South America, Asia and Africa.

Additionally, we market limited amounts of our production to various premium-priced specialty markets, such as foundry cokemakers, manufacturers of activated carbon products, and specialty metals producers.

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Our contracts with customers typically require us to deliver coal with minimum specifications or qualities.

Variances from these specifications or qualities are settled by means of price adjustments.

Variances from these specifications or qualities are settled by employing price adjustments.

Generally, the Company’s domestic sales contracts have terms of about one year and the pricing is typically fixed.

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Principally, our export market sales were made to Europe.

During 2022, sales to two customers accounted for approximately 38% of total revenue.

During 2023, sales to three customers accounted for approximately 41% of total revenue.

No other customer accounted for 10% or more of our total revenue during 2023.

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Trade Names, Trademarks and Patents

We do not have any registered trademarks or trade names for our traditional products and services or subsidiaries, and we do not believe that any trademark or trade name is material to our traditional business.

We do not have any registered trademarks or trade names for our traditional products and services or subsidiaries, nor do we believe that any trademark or trade name is material to our metallurgical coal business.

The names of the seams in which we have coal reserves, and attributes thereof, are widely recognized in the metallurgical coal market.

Trademarks related to CORE, the Company’s potentially new business line, could become material depending on future developments.

In connection with CORE, the Company holds 53 intellectual property patents and pending patents related to the conversion of low-cost carbon ore into higher value carbon products as well as exclusive licensing agreements, all of which have a remaining duration of 15-20 years.

However, trademarks related to our advanced carbon products business could become material depending on future developments.

In connection with our advanced carbon products business, the Company holds 61 intellectual property patents and pending patents related to the conversion of low-cost carbon ore into higher-value carbon products as well as exclusive licensing agreements, all of which have a remaining duration of 14-20 years.

Our principal domestic competitors include Alpha Metallurgical Resources, Inc., Blackhawk Mining, LLC, Coronado Global Resources Inc., Arch Resources, Inc., Peabody Energy Corporation and Warrior Met Coal, Inc.

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Environmental, Health and Safety and Other Regulatory Matters

Our operations are subject to numerous federal, state, and local environmental, health and safety laws and regulations, such as those relating to permitting and licensing matters, employee health and safety, reclamation and restoration of mining properties, water discharges, air emissions, plant and wildlife protection, the storage, treatment and disposal of certain materials (including solid and hazardous wastes), remediation of contaminants, surface subsidence from underground mining and the effects of mining on surface water and groundwater conditions.

Compliance with these laws and regulations may be costly and time-consuming, delay commencement, continuation or expansion of exploration or production at our facilities, and depress demand for our products by imposing more stringent requirements and limits on our customers’ operations.

Our operations are subject to numerous federal, state, and local environmental, health and safety laws and regulations, such as those relating to permitting and licensing matters, employee health and safety, reclamation and restoration of mining properties, water discharges, air emissions, plant and wildlife protection, the storage, treatment and disposal of certain materials (including solid and hazardous wastes), remediation of contaminated sites, surface subsidence from underground mining and the effects of mining on surface water and groundwater conditions.

Compliance with these laws and regulations may be costly and time-consuming, delay the commencement, continuation or expansion of exploration or production at our facilities, and depress demand for our products by imposing more stringent requirements and limits on our customers’ operations.

Moreover, these laws are constantly evolving, and the trend has been for increasingly complex and stringent regulation over time.

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Due in part to these extensive and comprehensive regulatory requirements and ever-changing interpretations of these requirements, violations of these laws can occur from time to time in our industry and also in our operations.

Expenditures relating to environmental compliance are a major cost consideration for our operations and safety and compliance is a significant factor in mine design, both to meet regulatory requirements and to minimize long-term environmental liabilities.

Expenditures relating to environmental compliance are a major cost consideration for our operations and safety and

compliance is a significant factor in mine design, both to meet regulatory requirements and to minimize long-term environmental liabilities.

The following is a summary of the various federal and state environmental and similar regulations that have a material impact on our business:

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Permits for all mining operations must be obtained from the United States Office of Surface Mining Reclamation and Enforcement (the “OSMRE”) or, where state regulatory agencies have adopted federally approved state programs under SMCRA, the appropriate state regulatory authority.

Our operations are located in West Virginia, Virginia, and Pennsylvania, which have achieved primary jurisdiction for enforcement of SMCRA through approved state programs.

Our operations are located in West Virginia and Virginia, which have achieved primary jurisdiction for enforcement of SMCRA through approved state programs.

The SMCRA imposes a complex set of requirements covering all facets of coal mining.

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Applications for permits and permit renewals associated with our mining operations are also subject to public comment and potential legal challenges from third parties seeking to prevent a permit from being issued, or to overturn the applicable agency’s grant of the permit.

Should our permitting efforts become subject to such challenges, the permits may not be issued in a timely fashion, may impose requirements which restrict our ability to conduct our mining operations or to do so profitably, or may not be issued at all.

Should our permitting efforts become subject to such challenges, the permits may not be issued in a timely fashion, may impose requirements which restrict our ability to conduct our mining

operations or to do so profitably, or may not be issued at all.

Any delays, denials, or revocation of these or other similar permits we need to operate could reduce our production and materially adversely impact our cash flow and results of our operations.

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The Patient Protection and Affordable Care Act of 2010 includes significant changes to the federal black lung program including an automatic survivor benefit paid upon the death of a miner with an awarded black lung claim and the establishment of a rebuttable presumption with regard to pneumoconiosis among miners with 15 or more years of coal mine employment that are totally disabled by a respiratory condition.

These changes could have a material impact

on our costs expended in association with the federal black lung program.

These changes could have a material impact on our costs expended in association with the federal black lung program.

In addition to possibly incurring liability under federal statutes, we may also be liable under state laws for black lung claims.

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to reduce power plant emissions that cross state lines and contribute to ozone and/or fine particle pollution in other states.

In May 2017, the EPA further limited summertime (May-September) nitrogen oxide emissions from power plants in 22 states in the eastern United States in the CSAPR Update Rule.

In September 2016, the EPA finalized a rule that further limited summertime (May-September) nitrogen oxide emissions from power plants in 22 states in the eastern United States beginning in May 2017 (the “CSAPR Update Rule”).

For states to meet these requirements, a number of coal-fired electric generating units will likely need to be retired, rather than retrofitted with the necessary emission control technologies, reducing demand for thermal coal.

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These reductions could impact our customers in the electric generation industry.

These requirements are not supplanted by CSAPR.

These requirements are not supplanted by the CSAPR.

● NAAQS for Criterion Pollutants.

The CAA requires the EPA to set standards, referred to as National Ambient Air Quality Standards (“NAAQS”), for six common air pollutants:

carbon monoxide, nitrogen dioxide, lead, ozone, particulate matter and sulfur dioxide.

carbon monoxide, nitrogen dioxide, lead, ozone, particulate matter (“PM”) and sulfur dioxide.

Areas that are not in compliance (referred to as “non-attainment areas”) with these standards must take steps to reduce emissions levels.

The EPA has adopted NAAQS for carbon monoxide, nitrogen dioxide, sulfur dioxide, particulate matter and ground-level ozone.

The EPA has adopted NAAQS for carbon monoxide, nitrogen dioxide, lead, sulfur dioxide, PM and ground-level ozone.

The CAA further requires the EPA to periodically review and revise the NAAQS, resulting in the trend of more stringent standards over time.

In February 2024, for example, the EPA published a final rule that revised the primary annual PM 2.5 standard by lowering the level from 12.0 µg/m 3 to 9.0 µg/m 3 .

States with non-attainment areas must adopt a state implementation plan that demonstrates compliance with the existing or new air quality standards.

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New rules and standards may also impose additional emissions control requirements on our customers in the electric generation, steelmaking, and coke industries.

Because coal mining operations emit particulate matter and sulfur dioxide, our mining operations could be affected when the new standards are implemented by the states.

coal mining operations emit particulate matter and sulfur dioxide, our mining operations could be affected when the new standards are implemented by the states.

● Mercury and Hazardous Air Pollutants .

The EPA has established emission standards for mercury and other metal, fine particulates, and acid gases from coal- and oil-fired power plants through the Mercury and Air Toxics Standards (“MATS”) rule.

Like CSAPR, MATS and other similar future regulations could

accelerate the retirement of a significant number of coal-fired power plants.

The EPA has established emission standards for mercury and other metals, fine particulates, and acid gases from coal- and oil-fired power plants through the Mercury and Air Toxics Standards (“MATS”) rule.

Like CSAPR, MATS and other similar future regulations could accelerate the retirement of a significant number of coal-fired power plants.

Such retirements would likely adversely impact our business.

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Various state and local governments have also publicly committed to furthering the goals of the Paris Agreement.

International commitments, reentry into the Paris Agreement and President Biden’s executive orders may result in the development of additional regulations or changes to existing regulations.

The $1 trillion legislative infrastructure package passed by Congress in November 2021 includes a number of climate-focused spending initiatives targeted at climate resilience, enhanced response and preparation for extreme weather events, and clean energy and transportation investments.

International commitments, reentry into the Paris Agreement and President Biden’s executive orders may result in the development of additional regulations or changes to existing regulations that may impact our business.

weather events, and clean energy and transportation investments.

In August 2022, President Biden signed the Inflation Reduction Act of 2022 into law.

The Inflation Reduction Act of 2022 also provides significant funding and incentives for research and development of low-carbon energy production methods, carbon capture, and other programs directed at addressing climate change.

The law provides significant funding and incentives for research and development of low-carbon energy production methods, carbon capture, and other programs directed at addressing climate change.

The Inflation Reduction Act of 2022 also provides significant funding for research and development of low-carbon energy production methods, carbon capture, and other programs directed at addressing climate change.

Furthermore, the EPA has determined that emissions of GHGs present an endangerment to public health and the environment, because emissions of GHGs are, according to the EPA, contributing to the warming of the earth’s atmosphere and other climatic changes.

Based on these findings, the EPA, over time, has attempted to restrict emissions of GHGs under existing provisions of the CAA.

For example, in August 2015, the EPA finalized the

Clean Power Plan (the “CPP”) to cut carbon emissions from existing power plants, which did not formally go into effect because the Supreme Court stayed its implementation in February 2016.

For example, in August 2015, the EPA finalized the Clean Power Plan (the “CPP”) to cut carbon emissions from existing power plants, which did not formally go into effect because the U.S.

Supreme Court stayed its implementation in February 2016.

In July 2019, the EPA adopted the Affordable Clean Energy Rule (the “ACE Rule”) that repealed and replaced the CPP.

The ACE Rule required states to set appropriate GHG emission standards for power plants within their jurisdiction based upon the application of “candidate” heat rate improvement measures.

Circuit repealed the ACE Rule in January 2021.

In January 2021, the D.C.

Circuit vacated the ACE Rule and remanded it to the agency for further proceedings.

In February 2021, the EPA issued a memorandum stating the agency’s position that neither the Clean Power Plan nor the ACE Rule are in effect, and future regulation of carbon dioxide emissions from existing power generation facilities remains uncertain.

The outcome of this litigation, any future rules or future GHG emission standards may encourage a shift away from coal-fired power generation, adversely impacting the market for our product.

Additionally, on March 21, 2022, the SEC issued a proposed rule regarding the enhancement and standardization of mandatory climate-related disclosures.

The proposed rule would require registrants to include certain climate-related disclosures in their registration statements and periodic reports, including, but not limited to, information about the registrant’s governance of climate-related risks and relevant risk management processes;

climate-related risks that are reasonably likely to have a material impact on the registrant’s business, results of operations, or financial condition and their actual and likely climate-related impacts on the registrant’s business strategy, model, and outlook;

climate-related targets, goals and transition plan (if any);

certain climate-related financial statement metrics in a note to their audited financial statements;

Scope 1 and Scope 2 GHG emissions;

and Scope 3 GHG emissions and intensity, if material, or if the registrant has set a GHG emissions reduction target, goal or plan that includes Scope 3 GHG emissions.

Although the proposed rule’s ultimate date of effectiveness and the final form and substance of these requirements is not yet known and the ultimate scope and impact on our business is uncertain, compliance with the proposed rule, if finalized, may result in increased legal, accounting and financial compliance costs, make some activities more difficult, time-consuming and costly, and place strain on our personnel, systems and resources.

In May 2023, the EPA proposed revised new source performance standards for GHG emissions from new and reconstructed power plants that undertake a large modification.

The finalization of this rule and any future rules or future GHG emission standards may encourage a shift away from coal-fired power generation, adversely impacting the market for our product.

Additionally, on March 6, 2024, the SEC adopted final rules to require registrants to disclose certain climate-related information in registration statements and annual reports.

The final rules will require the Company to disclose, among other things, material climate-related risks, information about our board of directors’ (“Board”) oversight of climate-related risks, management’s role in managing material climate-related risks, and Scope 1 and Scope 2 greenhouse gas emissions.

Compliance with these rules will be phased in over time based on our filing status as well as the content of the disclosure and assurance requirements.

Although the Company is in the process of evaluating the new rules, compliance may result in increased legal, accounting, and other compliance-related costs, as well as place strain on our personnel, systems, and resources.

At the state level, several states, including Pennsylvania and Virginia, have already adopted measures requiring GHG emissions to be reduced within state or regional boundaries, including cap-and-trade programs and the imposition of renewable energy portfolio standards.

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Any reduction in the amount of coal consumed by electric power generators as a result of actual or potential regulation of GHG emissions could decrease demand for thermal coal, thereby reducing our revenue and adversely affecting our business and results of operations.

We or prospective customers may also have to invest in carbon dioxide capture and storage technologies in order to burn coal and comply with future GHG emission standards.

We or our prospective customers may also have to invest in carbon dioxide capture and storage technologies in order to burn coal and comply with future GHG emission standards.

Finally, there have been attempts to encourage the reduction of coalbed methane emissions because methane has a greater GHG effect than carbon dioxide and can give rise to safety concerns.

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Likewise, permits are required under the CWA to construct impoundments, fills or other structure in areas that are designated as waters of the United States.

For example, prior to placing fill material in waters of the United States, such as with the construction of a valley fill, coal mining companies are required to obtain a permit from the Corps under Section 404 of

The permit can be either a Nationwide Permit (“NWP”), normally NWP 21, 49 or 50 for coal mining activities, or a more complicated individual permit.

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Additionally, recent court decisions, regulatory actions and proposed legislation have created uncertainty over CWA jurisdiction and permitting requirements, such as (1) an April 2020 decision further defining the scope of the CWA, wherein the U.S.

Supreme Court held that, in certain cases, discharges from a point source to groundwater could fall within the scope of the CWA and require a permit.

Supreme Court held that, in certain cases, discharges from a point source to groundwater could fall within the scope of the CWA and require a permit and (2) a May 2023 decision further defining the scope of the CWA, wherein the U.S.

Supreme Court held that discharges from a point source to a wetland could fall within the scope of the CWA and require a permit if the adjacent body of water is a relatively permanent body of water connected to traditional interstate navigable waters and the wetland has a continuous surface connection with that water.

Prior to discharging any pollutants into waters of the United States, coal mining companies must obtain a National Pollutant Discharge Elimination System (“NPDES”) permit from the appropriate state or federal permitting authority.

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Potential changes in state and federally recommended water quality standards may result in the issuance or modification of permits with new or more stringent effluent limits or terms and conditions.

For instance, waters that states have designated as impaired (i.e., as not meeting present water quality standards) are subject to Total Maximum Daily Load (“TMDL”) regulations, which may lead to the adoption of more stringent discharge standards for our coal mines and could require more costly treatment.

For instance, waters designated by states as impaired (i.e., as not meeting current water quality standards) are subject to Total Maximum Daily Load (“TMDL”) regulations, which may lead to the adoption of more stringent discharge standards for our coal mines and could require more costly treatment.

Likewise, the water quality of certain receiving streams requires an anti-degradation review before approving any discharge permits.

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District Court for the District of Arizona in August 2021.

The EPA is undergoing a rulemaking process to redefine the definition of WOTUS, which could be impacted by the U.S.

Supreme Court’s upcoming decision in Sackett v.

EPA , a case regarding the proper test in determining whether wetlands qualify as WOTUS.

A final rule, known as “Rule 1” was announced by the EPA and the Corps in December 2022.

The EPA and Corps are expected to propose a second rule, known as “Rule 2,” further refining Rule 1 by November 2023 and issue a final rule by July 2024.

In December 2022, the EPA and Corps announced the final “Revised Definition of ‘Waters of the United States’” rule.

This rule is not currently operative in certain states and for certain parties due to ongoing litigation.

In August 2023, the EPA and Corps issued a final rule to amend the “Revised Definition of ‘Waters of the United States’” rule in response to the U.S.

Supreme Court’s May 2023 decision in the case of Sackett v.

Environmental Protection Agency .

In the jurisdictions and for the parties where the January 2023 rule is enjoined, the EPA and Corps are interpreting “waters of the United States” consistent with the U.S.

Supreme Court’s decision in Sackett and the pre-2015 regulatory regime.

To the extent a new rule or further litigation expands the scope of the CWA’s jurisdiction, the CWA permits we need may not be issued, may not be issued in a timely fashion, or may be issued with new requirements which restrict our ability to conduct mining operations or to do so profitably.

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The RCRA and corresponding state laws establish standards for the management of solid and hazardous wastes generated at our various facilities.

Besides affecting current waste disposal practices, the RCRA also addresses the environmental effects of certain past hazardous waste treatment, storage and disposal practices.

Besides affecting current waste disposal practices, the RCRA also addresses the environmental effects of certain past hazardous waste treatment, storage and

disposal practices.

In addition, the RCRA requires certain of our facilities to evaluate and respond to any past release, or threatened release, of a hazardous substance that may pose a risk to human health or the environment.

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As initially promulgated, the rule exempted closed coal ash impoundments located at inactive facilities and allowed for the continued operation of unlined or clay-lined ponds that were not polluting groundwater.

In January 2022, the EPA announced several actions with respect to the CCR rule, including reiterating that surface impoundments cannot be

closed with coal ash in contact with groundwater (in connection with the proposed denial of closure deadline extensions due to failure of a permittee to demonstrate compliance with coal combustion residuals rules – the EPA took final action to deny the request in November 2022) and establishing a federal permitting scheme for the disposal of coal ash and establishing regulations for legacy coal ash surface impoundments.

Additionally, in December 2016, Congress passed the Water Infrastructure Improvements for the Nation Act, which provided for the establishment of state and EPA permit programs for the control of coal combustion residuals and authorizes states to incorporate the EPA’s final rule for coal combustion residuals or develop other criteria that are at least as protective as the final rule.

These requirements, as well as any future changes in the management of coal combustion residuals, could increase our customers’ operating costs and potentially reduce their ability or need to purchase coal.

In addition, contamination caused by the past disposal of coal combustion residuals, including coal ash, could lead to material liability for our customers under the RCRA or other federal or state laws and potentially further reduce the demand for coal.

Additionally, in December 2016, Congress passed the Water Infrastructure Improvements for the Nation Act, which provided for the establishment of state and EPA permit programs for the control of CCR and authorizes states to incorporate the EPA’s final rule for CCR or develop other criteria that are at least as protective as the final rule.

In May 2023, the EPA published proposed changes to the CCR rule for legacy CCR surface impoundments and a notice of data availability related to the proposed rule in November 2023.

The finalization of this proposal, the current requirements of the CCR rules, as well as any future changes in the management of CCR, could increase our customers’ operating costs and potentially reduce their ability or need to purchase coal.

In addition, contamination caused by the past disposal of CCR, including coal ash, could lead to material liability for our customers under the RCRA or other federal or state laws and potentially further reduce the demand for coal.

Currently, certain coal mine wastes, such as earth and rock covering a mineral deposit (commonly referred to as overburden) and coal cleaning wastes, are exempted from hazardous waste management under the RCRA.

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Although the EPA excludes most wastes generated by coal mining and processing operations from the primary hazardous waste laws, such wastes can, in certain circumstances, constitute hazardous substances for the purposes of CERCLA.

In addition, the disposal, release or spilling of some products used by coal companies in operations, such as chemicals, could trigger the liability provisions of CERCLA or similar state laws.

Thus, we may be subject to liability under CERCLA and similar state laws for coal mines that we currently own, lease or operate or that we or our predecessors have previously owned, leased or operated, and sites to which we or our predecessors sent hazardous substances.

In addition, the disposal, release or spilling of some products used by coal companies in operations, such as chemicals listed as hazardous substances under CERCLA, could trigger the liability provisions of CERCLA or similar state laws.

The EPA periodically evaluates the CERCLA list of hazardous substances.

In September 2022, the EPA proposed to designate two per- and polyfluoroalkyl substances (“PFAS”), including their salts and structural isomers, as hazardous substances under CERCLA.

This proposed rule, if finalized, may result in increased costs to cleanup properties at which the listed PFAS were released.

We may be subject to liability under CERCLA and similar state laws for coal mines that we currently own, lease or operate or that we or our predecessors have previously owned, leased or operated, and sites to which we or our predecessors sent hazardous substances.

These liabilities could be significant and materially and adversely impact our financial results and liquidity.

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Fish and Wildlife Service (the “USFWS”) works closely with the OSMRE and state regulatory agencies to ensure that species subject to the ESA are protected from mining-related impacts.

Several species indigenous to the areas in which we operate area protected under the ESA.

Several species indigenous to the areas in which we operate are protected under the ESA.

Other species in the vicinity of our operations may have their listing status reviewed in the future and could also become protected under the ESA.

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These requirements may also include restrictions on timber harvesting, road building and other mining or agricultural activities in areas containing the affected species or their habitats.

There is also increasing interest in nature-related matters beyond protected species, such as general biodiversity, which may similarly require us or our customers to incur costs or take measures which may adversely impact our business or operations.

There is also increasing interest in nature-related matters

beyond protected species, such as general biodiversity, which may similarly require us or our customers to incur costs or take measures which may adversely impact our business or operations.

Use of Explosives.

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The National Environmental Policy Act (the “NEPA”) requires federal agencies, including the Department of Interior, to evaluate major agency actions that have the potential to significantly impact the environment, such as issuing a permit or other approval.

In the course of such evaluations, an agency will

typically prepare an environmental assessment to determine the potential direct, indirect and cumulative impacts of a proposed project.

In the course of such evaluations, an agency will typically prepare an environmental assessment to determine the potential direct, indirect and cumulative impacts of a proposed project.

Where the activities in question have significant impacts to the environment, the agency must prepare an environmental impact statement.

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Phase I of CEQ’s proposed rulemaking process was finalized on April 20, 2022 and generally restored provisions that were in effect prior to 2020.

It is anticipated that Phase II of the proposed rulemaking will propose further revisions to ensure the NEPA process “provides for efficient and effective environmental reviews,” and meets environmental, environmental justice, and climate change objectives.

Phase II of the proposed rulemaking was published by CEQ in July 2023.

Phase II proposes further revisions in an attempt to ensure the NEPA process “provides for efficient and effective environmental reviews,” and meets environmental, environmental justice, and climate change objectives.

These rules could create additional delays and costs in the NEPA review process or in our operations, or even an inability to obtain necessary federal approvals for our operations due to the increased risk of legal challenges from environmental groups seeking additional analysis of climate impacts.

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We are required to comply with numerous other federal, state, and local environmental laws and regulations in addition to those previously discussed.

These additional laws include but are not limited to the Safe Drinking Water Act, the Toxic Substances Control Act, and the Emergency Planning and Community Right-to-Know Act.

These additional laws include but are not limited to the Safe Drinking Water Act, the Toxic Substances Control Act, the Emergency Planning and Community Right-to-Know Act and similar state laws.

Each of these laws can impact permitting or planned operations and can result in additional costs or operational delays.

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Demand for metallurgical coal is generally more heavily influenced by other factors such as the general economy, interest rates and commodity prices.

Cybersecurity Risk Management

Like most companies, we have become increasingly dependent upon digital technologies, including information systems, infrastructure and cloud applications and services, to operate our businesses, process and record financial and operating data, communicate with our business partners, analyze mine and mining information, estimate quantities of coal reserves, and perform other activities related to our business.

Inherent in the use of these technologies is the risk of cyber intrusions, denial of service attacks, and other potential cyber misconduct.

The Company has taken a balanced approach to help minimize cyber risk exposure, which includes the development of an incident response team, performing due diligence on third parties, and conducting response team exercises and system-wide cybersecurity testing.

Human Capital Resources

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We had 811 employees as of December 31, 2023, including our named executive officers, and nearly all of our employees are full-time employees.

None of our employees are covered by collective bargaining agreements, and we have not experienced any strikes or work stoppages related to labor relation issues.

None of our employees are covered by collective bargaining agreements, and we

have not experienced any strikes or work stoppages related to labor relation issues.

We believe we have good relations with our employees.

Our human capital resources objectives include, as applicable, identifying, recruiting, training, retaining, incentivizing and integrating our existing and additional employees.

We also depend on experienced

contractors and third-party consultants to conduct some of our day-to-day activities.

We also depend on experienced contractors and third-party consultants to conduct some of our day-to-day activities.

We plan to continue to use the services of many of these contractors and consultants.

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As a result, we look for opportunities to celebrate accomplishments and to build pride in our operational safety and performance.

Jumpstart Our Business Startups Act ( the “JOBS Act”)

We ceased being an emerging growth company on December 31, 2022, which was the last day of the fiscal year following the fifth anniversary of our initial public offering.

An auditor’s attestation on management’s assessment of the effectiveness of our system of internal control over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act of 2002 (the “Sarbanes-Oxley Act”) is included in this report.

Available Information

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business