FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 11th, 2017 • Ramaco Resources, Inc. • Bituminous coal & lignite mining • New York
This Registration Rights Agreement (this “Agreement”), dated as of , 2017, is entered into by and among Ramaco Resources, Inc., a Delaware corporation (the “Company”), and each of the other parties listed on the signature pages hereto (the “Initial Holders” and, together with the Company, the “Parties”).
] Shares Ramaco Resources, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • January 11th, 2017 • Ramaco Resources, Inc. • Bituminous coal & lignite mining • New York
FORM OF SHAREHOLDERS’ AGREEMENTShareholders’ Agreement • January 11th, 2017 • Ramaco Resources, Inc. • Bituminous coal & lignite mining • Delaware
THIS SHAREHOLDERS’ AGREEMENT (as it may be amended from time to time in accordance with the terms hereof, this “Agreement”), dated as of , 2017, is made by and among Yorktown and ECP (each as defined herein) (collectively, the “Sponsors”) and Ramaco Resources, Inc., a Delaware corporation (the “Company”).
FORM OF MASTER REORGANIZATION AGREEMENTForm of Master Reorganization Agreement • January 11th, 2017 • Ramaco Resources, Inc. • Bituminous coal & lignite mining • Delaware
This Master Reorganization Agreement (this “Agreement”), dated as of , 2017 (the “Effective Date”), is entered into by and among Ramaco Development, LLC, a Delaware limited liability company (“Ramaco Development”), Ramaco Resources, Inc., a Delaware corporation (the “Company”), Ramaco Merger Sub, LLC, a Delaware limited liability company (“Merger Sub”), Yorktown Energy Partners IX, L.P. (“Yorktown IX”), Yorktown Energy Partners X, L.P. (“Yorktown X”), Yorktown Energy Partners XI, L.P. (“Yorktown XI” and together with Yorktown IX and Yorktown X, “Yorktown”), Energy Capital Partners Mezzanine Opportunities Fund, LP, (“ECP Mezzanine”) Energy Capital Partners Mezzanine Opportunities Fund A, LP (“ECP Mezzanine A”), ECP Mezzanine B (Ramaco IP), LP (“ECP Mezzanine B” and together with ECP Mezzanine and ECP Mezzanine A, “ECP”), Randall W. Atkins (“Atkins”) and Michael D. Bauersachs (“Bauersachs”). Ramaco Development, the Company, Merger Sub, Yorktown, ECP, Atkins and Bauersachs are each indivi
FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • January 11th, 2017 • Ramaco Resources, Inc. • Bituminous coal & lignite mining • Delaware
This Indemnification Agreement (“Agreement”) is made as of , by and between Ramaco Resources, Inc., a Delaware corporation (the “Corporation”), and (“Indemnitee”).
