Business Context and Reporting Period
This Form 8-K Current Report was filed by Ramaco Resources, Inc. on January 24, 2022, covering events occurring on January 20, 2022. The Company is incorporated in Delaware and trades on the NASDAQ Global Select Market under the symbols METC (Common Stock) and METCL (9.00% Senior Notes due 2026). The filing is primarily concerned with a change in the Company's independent registered public accounting firm.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance regarding the audit firm and does not contain financial performance data for the period.
Material Changes
- Resignation of Prior Auditor: Briggs & Veselka Co. ("B&V") resigned as the Company's independent registered public accounting firm on January 20, 2022. This resignation resulted from the partners and staff of B&V joining Crowe LLP.
- Appointment of New Auditor: On January 21, 2022, the Company's Audit Committee appointed Crowe LLP as the new independent registered public accounting firm.
- Audit History: The reports issued by B&V for the fiscal years ended December 31, 2020, and 2019 were unqualified and did not contain adverse opinions, disclaimers, or modifications regarding uncertainty, audit scope, or accounting principles.
- Disagreements: There were no disagreements between the Company and B&V regarding accounting principles, practices, financial statement disclosures, or auditing scope/procedures during the fiscal years ended December 31, 2020 and 2019, or the interim period through January 20, 2022.
Guidance, Outlook, and Risks
The filing does not contain management guidance, financial outlook, or specific risk factors related to operations. The document confirms that B&V did not advise the Company of any reportable events under Item 304(a)(1)(v) of Regulation S-K during the relevant periods. Additionally, the Company confirmed that no consultations occurred with Crowe LLP regarding accounting principles or reportable events prior to their engagement.
Investor Verification Checklist
- Verify the transition timeline between B&V and Crowe LLP to ensure no gap in audit coverage.
- Review the letter from B&V (Exhibit 16.1) to confirm their agreement with the Company's statements regarding the resignation.
- Confirm that the appointment of Crowe LLP was approved by the Audit Committee as stated.
- Check subsequent filings for the first audit report issued by Crowe LLP to assess any initial observations.