UNITED
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SECURITIES AND EXCHANGE COMMISSION
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FORM
CURRENT REPORT
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Item 4.01 Change in Registrant’s Certifying Accountants.
On November 1, 2023, Ramaco Resources, Inc. (the “Company) received notice from its accounting firm, MCM CPAs & Advisors LLP (hereinafter “MCM”) that it had been acquired by Cherry Bekaert LLP (hereinafter “Cherry Bekaert”). As a result of the acquisition, the Company’s engagement letter with MCM was assigned to Cherry Bekaert, and the services set forth in the Company’s engagement letter will be fulfilled by Cherry Bekaert.
As described below, the change in the Company’s independent registered public accounting firm is not the result of any disagreement with MCM.
Prior to the acquisition, the Company did not consult with Cherry Bekaert regarding the application of accounting principles to a specific completed or contemplated transaction or regarding the type of audit opinions that might be rendered by Cherry Bekaert on the Company’s financial statements, and Cherry Bekaert did not provide any written or oral advice that was an important factor considered by the Company in reaching a decision as to any such accounting, auditing or financial reporting issue.
MCM’s audit reports on the financial statements for the year ended December 31, 2022 (MCM did not provide an audit report on the financial statements for the year ended December 31, 2021) did not provide an adverse opinion or disclaimer of opinion to the Company’s financial statements, nor modify its opinion as to uncertainty, audit scope or accounting principles.
During the fiscal year ended December 31, 2022 (MCM did not provide an audit report on the financial statements for the year ended December 31, 2021) and the interim periods through November 1, 2023, there were: (i) no disagreements within the meaning of Item 304(a)(1)(iv) of Regulation S-K and the related instructions between the Company and MCM on any matters of accounting principles or practices, financial statement disclosure, or auditing scope or procedure which, if not resolved to MCM’s satisfaction, would have caused MCM to make reference thereto in their reports; and (ii) no “reportable events” within the meaning of Item 304(a)(1)(v) of Regulation S-K.
The Company provided Cherry Bekaert with a copy of the disclosures in this Form 8-K and has requested that Cherry Bekaert furnish the Company with a letter addressed to the Securities and Exchange Commission (“SEC”), stating whether it agrees with the statements made herein and if not, stating in what respects it does not agree. A copy of this letter will be filed as an Exhibit 16.1 of this Form 8-K.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
| Exhibit No. |
Description | |
| 16.1 | Letter dated November 6, 2023 from Cherry Bekaert LLP to the SEC | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Ramaco Resources, Inc. | ||
| By: | /s/ Randall W. Atkins | |
| Name: Randall W. Atkins | ||
| Title: Chairman and Chief Executive Officer | ||
Date: November 6, 2023
Exhibit 16.1
November 6, 2023
Securities and Exchange Commission
100 F Street, N.E.
Washington, DC 20549
Dear Sir/Madam:
We have read Item 4.01 of Ramaco Resources, Inc.’s Form 8-K dated November 6, 2023, and are in agreement with the statements relating only to Cherry Bekaert LLP and MCM CPAs & Advisors LLP contained therein.
Very truly yours,
/s/ Cherry Bekaert LLP
Louisville, Kentucky
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