American Resources Corp 10-Q, filed May 28, 2025

American Resources Corp (AREC)

10-Q 2025-05-28 For: 2025-03-31

View Original

Added on April 06, 2026

About this 10-Q

American Resources Corp filed this 10-Q on May 28, 2025, covering the quarter ended March 31, 2025.

Search and read filings like this one from Claude or ChatGPT with the SEC filings MCP server →

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated Filer	☐	Smaller Reporting Company	☒
Emerging growth company	☐

		PAGE
PART I. FINANCIAL INFORMATION

Item 1.	Condensed Consolidated Financial Statements (Unaudited)	3

	Condensed Consolidated Balance Sheets as of March 31, 2025 (Unaudited) and December 31, 2024	3

	Condensed Consolidated Statements of Operation (Unaudited) for the Three Months Ended March 31, 2025 and 2024	4

	Condensed Consolidated Statements of Changes in Stockholders’ Deficit (Unaudited) for the Three Months ended March 31, 2025 and 2024	5

	Condensed Consolidated Statements of Cash Flows (Unaudited) for the Three Months ended March 31, 2025 and 2024	6

	Notes to Unaudited Condensed Consolidated Financial Statements	7

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	35

Item 3.	Quantitative and Qualitative Disclosures about Market Risk	46

Item 4.	Controls and Procedures	47

PART II. OTHER INFORMATION

Item 1.	Legal Proceedings	48

Item 1A.	Risk Factors	48

Item 2.	Unregistered Sale of Equity Securities and Use of Proceeds	48

Item 3.	Defaults upon Senior Securities	48

Item 4.	Mine Safety Disclosures	48

Item 5.	Other Information	48

Item 6.	Exhibits	49

SIGNATURES		51

	March 31,			December,
	2025			2024
	(Unaudited)
Assets
Current assets:
Cash and cash equivalents	$	24,623		$	604,485
Restricted cash - current		655,968			2,353,473
Restricted investment		4,500,000			4,500,000
Short-term investments		-			587,357
Due from related party		1,121,243			1,081,243
Interest receivables		85,991			85,991
Receivables		37,305			6,675
Inventories, net		1,078,289			959,989
Prepaid expenses and other current assets		1,127,211			1,145,826
Total current assets		8,630,630			11,325,039

Non-current assets:
Restricted cash		154,069,627			152,408,910
Property and Equipment, net		15,463,794			17,438,543
Right-of-use assets, net		686,915			712,352
Right-of-use assets, net - related party		1,650,831			1,735,407
Finance – right-of-use asset, net – related party		19,281,208			19,407,504
Investment in other entities - Related Parties		1,695,378			1,706,244
Notes Receivable, net		280,000			280,000
Total Assets	$	202,758,383		$	205,013,999
Liabilities and Deficit
Current liabilities:
Trade payables	$	3,898,305		$	4,247,649
Non-trade payables		1,302,787			968,970
Accounts Payable - Related Party		8,959,649			9,014,288
Accrued expenses		549,442			606,941
Accrued litigation settlement		14,403,105			14,343,928
Accrued interest		4,560,764			2,131,042
Other current liabilities		100,000			100,000
Bond payable, current		43,662,174			43,636,752
Current portion of long term debt		2,077,328			2,077,328
Operating lease liabilities, current		95,308			91,576
Operating lease liabilities, current - related party		375,978			727,371
Finance lease - related party, current		362,984			363,296
Other financing obligations, current		5,621,956			6,493,706
Total current liabilities		85,969,780			84,802,847

Non-current liabilities:
Remediation liability		22,528,196			22,279,905
Bond payable, net		149,733,243			149,729,753
Convertible promissory note		1,650,520			-
Convertible promissory note - related party		1,910,896			2,111,416
Other financing obligations, net of current portion		5,721,152			6,222,602
Operating lease liabilities, non-current		651,915			677,168
Operating lease liabilities, non-current - related party		1,286,337			1,381,455
Finance lease - related party, non current		19,809,397			19,718,597
Total liabilities		289,261,436			286,923,743

Commitments and contingencies (Note 8)

Stockholders' deficit:
Common stock, $0.0001 par value; 230,000,000 shares authorized, 80,491,849 and 77,996,079 shares issued and outstanding as of March 31, 2025 December 31, 2024, respectively		8,046			7,802
Additional paid-in capital		188,469,652			186,407,166
Accumulated deficit		(273,415,809	)		(266,763,046	)
Total stockholders' equity		(84,938,111	)		(80,348,078	)
Non-controlling interest		(1,564,942	)		(1,561,666	)
Total deficit		(86,503,053	)		(81,909,744	)
Total liabilities and stockholders' deficit	$	202,758,383		$	205,013,999

	FOR THE THREE MONTHS ENDED MARCH 31,
				(As Restated)
	2025			2024
Revenue
Coal sales	$	-		$	-
Metal recovery and sales		1,050			29,352
Service fee revenue		30,305			-
Rare Earth oxide revenue		572			-
Royalty income		-			64,667
Total revenue		31,927			94,019

Operating expenses (income)
Cost of coal sales and processing		181,995			976,452
Accretion		248,291			248,582
Depreciation		512,332			550,640
Amortization of mining rights		303,918			307,294
General and administrative		3,207,512			3,722,671
Professional fees		172,326			946,786
Litigation expense		59,178			59,836
Production taxes and royalties		4,305			9,555
Development		325,503			402,388
Gain on sale of equipment		-			(400,000	)
Total operating expenses		5,015,360			6,824,204

Net loss from operations		(4,983,433	)		(6,730,185	)

Other income (expense)
Earnings from equity method investees		(10,866	)		(214,975	)
Other income and (expense)		86,583			96,913
Interest income		4,173			489,803
Interest expense		(1,752,496	)		(662,679	)
Total other income (expenses)		(1,672,606	)		(290,938	)

Net loss		(6,656,039	)		(7,021,123	)
Less: Non-controlling interest		3,276			79,760
Net loss attributable to AREC shareholders	$	(6,652,763	)	$	(6,941,363	)

	Common Stock				Additional								Non-
	Par Value Shares		Amount		Paid-in Capital		Accumulated Deficit			Total Deficit			controlling interest			Total Deficit
Balance as of December 31, 2024		77,996,079		7,802		186,407,166		(266,763,046	)		(80,348,078	)		(1,561,666	)		(81,909,744	)
Common stock issued to settle accounts payable and accrued expenses		2,495,770		244		1,543,862		-			1,544,106			-			1,544,106
Stock compensation – options		-		-		518,624		-			518,624			-			518,624
Net loss		-		-		-		(6,652,763	)		(6,652,763	)		(3,276	)		(6,656,039	)
Balance as of March 31, 2025		80,491,849		8,046		188,469,652		(273,415,809	)		(84,938,111	)		(1,564,942	)		(86,503,053	)

As Restated:
	Common Stock				Additional									Non-
	Par Value Shares		Amount		Paid-in Capital			Accumulated Deficit			Total Deficit			controlling interest			Total Deficit
Balance as of December 31, 2023		76,247,370	$	7,627	$	181,753,261		$	(225,292,333	)	$	(43,531,445	)	$	(1,473,852	)	$	(45,005,297	)
Exercise of cashless warrants		871,620		87		(87	)		-			-			-			-
Exercise of common stock options		148,000		15		156,882			-			156,897			-			156,897
Issuance of common shares for consulting services		30,000		3		43,797			-			43,800			-			43,800
Dividend-in-kind of Novustera, Inc. common stock to shareholders		-		-		-			(1,361,788	)		(1,361,788	)		-			(1,361,788	)
Stock compensation - options		-		-		986,132			-			986,132			-			986,132
Net loss		-		-		-			(6,941,363	)		(6,941,363	)		(79,760	)		(7,021,123	)
Balance as of March 31, 2024		77,296,990	$	7,732	$	182,939,985		$	(233,595,484	)	$	(50,647,767	)	$	(1,553,612	)	$	(52,201,379	)

	FOR THE THREE MONTHS ENDED
	March 31,
				(As Restated)
	2025			2024
Cash Flows from Operating activities:
Net loss	$	(6,656,039	)	$	(7,021,123	)
Adjustments to reconcile net income (loss) to net cash
Noncash stock based compensation expense		518,624			986,132
Depreciation expense		512,332			550,640
Amortization of mining rights		303,918			307,294
Accretion expense		248,291			249,016
Amortization of right-to-use assets - related party		326,747			47,379
Amortization of issuance costs and debt discount		28,912			25,407
Investment in other entities - Related Parties, net		10,866			214,975
Gain on sale of equipment		-			(400,000	)
Issuance of common shares for services		-			43,800
Unrealized gain on short-term investments		4,455			26,382

Change in current assets and liabilities:
Receivables		(30,630	)		-
Due from related party		(40,000	)		(47,542	)
Inventories		(118,300	)		-
Prepaid expenses and other current assets		18,615			(11,251	)
Trade and non-trade payable		1,528,579			(254,784	)
Accounts payable related party		(54,639	)		763,054
Accrued expenses		(57,499	)		(244,116	)
Accrued litigation settlement		59,177			59,835
Accrued interest		2,429,722			-
Operating lease assets and liabilities, net		(21,471	)		(21,945	)
Operating lease assets and liabilities, net - related party		(446,511	)		230
Cash used in operating activities		(1,434,850	)		(4,726,617	)

Cash Flows from Investing activities:
Purchase of property and equipment, net of capitalized interest income and (expense)		158,499			(936,086	)
Proceeds from sale of equipment	-				400,000
Proceeds from short-term investments, net		582,902			103,444
Cash (used in) provided by investing activities		741,401			(432,642	)

Cash Flows from Financing activities:
Proceeds from convertible promissory note - related party		-			196,135
Proceeds from convertible promissory note		1,450,000			-
Proceeds received from other financing obligation		-			72,402
Proceeds from the exercise of stock option		-			156,897
Proceeds from tax exempt bonds, net		-			149,719,203
Repayments of other financing obligation		(1,373,201	)		(1,881,755	)
Cash provided by (used in) financing activities		76,799			148,262,883

Increase (decrease) in cash		(616,650	)		143,103,624
Cash and cash equivalents, including restricted cash, beginning of period		155,366,868			30,874,762
Cash and cash equivalents, including restricted cash, end of period	$	154,750,218		$	173,978,386

SUPPLEMENTAL CASH FLOW INFORMATION
Common stock issued to settle accounts payable and accrued expenses	$	1,544,106		$	-
Dividend-in-kind of Novustera, Inc. common stock to shareholders	$	-		$	1,361,788

Balance Sheet as of March 31, 2024	As Reported			Adjustment			As Restated			Reference
Cash and cash equivalents	$	2,168,557		$	(1,171,794	)	$	996,763		1
Restricted cash - current		-			22,184,768			22,184,768		11
Restricted investment		-			4,500,000			4,500,000		2
Short-term investments		-			1,218,081			1,218,081		1
Interest receivables		-			47,542			47,542		*
Due from related party		-			741,243			741,243		3
Prepaid expenses and other current assets		2,521,646			(780,744	)		1,740,902		13
Total current assets		4,820,194			26,739,096			31,559,290

Restricted cash		177,643,892			(26,847,037	)		150,796,855		11,2
Property and Equipment, net		11,202,362			9,534,469			20,736,831		5
Right-of-use assets, net		18,108,411			(17,320,779	)		787,632		5
Right-of-use assets, net - related party		-			98,769			98,769		*
Investment in other entities - Related Parties		4,220,000			(2,319,463	)		1,900,537		7
Notes Receivable, net		99,022			280,000			379,022		8
Total assets	$	216,093,881		$	(9,834,945	)	$	206,258,936

Trade payables	$	4,389,695		$	(1,015,527	)	$	3,374,168		4
Non-trade payables		2,755,451			(2,062,356	)		693,095		4
Accounts Payable - Related Party		2,305,604			2,888,554			5,194,158		4
Accrued expenses		-			67,693			67,693		*
Accrued litigation settlement		-			14,163,105			14,163,105		10
Accrued interest		146,101			339,329			485,430		9
Other current liabilities		-			100,000			100,000		*
Notes payable		792,184			(792,184	)		-		9
Bond payable, current		-			43,560,566			43,560,566		11
Current portion of long term debt		-			2,140,328			2,140,328		9
Operating lease liabilities, current		59,691			19,457			79,148		*
Operating lease liabilities, current - related party		-			14,245			14,245		*
Finance lease - related party, current		5,510,004			(5,510,004	)		-		5
Other financing obligations, current		-			8,424,700			8,424,700		5
Total current liabilities		15,958,730			62,337,906			78,296,636

Remediation liability		21,537,089			312			21,537,401		*
Bond payable, net		192,430,933			(42,711,730	)		149,719,203		11
Convertible promissory note - related party		-			682,691			682,691		9
Finance lease - related party, non current		5,488,120			(5,464,263	)		23,857		5
Other financing obligations, net of current portion		-			7,354,076			7,354,076		5
Operating lease liabilities, non-current		480,004			281,135			761,139		6
Operating lease liabilities, non-current - related party		-			85,312			85,312		6
Total liabilities	$	235,894,876		$	22,565,439		$	258,460,315

Additional paid-in capital		165,111,534			17,828,451			182,939,985		7
Accumulated deficit		(184,920,261	)		(48,754,983	)		(233,675,244	)
Total stockholders' equity		(19,800,995	)		(30,926,532	)		(50,727,527	)
Non-controlling interest		-			(1,473,852	)		(1,473,852	)	12
Total deficit		(19,800,995	)		(32,400,384	)		(52,201,379	)
Total liabilities and stockholders' deficit	$	216,093,881		$	(9,834,945	)	$	206,258,936

Income Statement for the year ended March 31, 2024	As Reported			Adjustment			As Restated			Reference
Cost of coal sales and processing		1,266,928			(290,476	)		976,452			14
Accretion		248,291			291			248,582			*
Depreciation		22,086			528,554			550,640			5
Amortization of mining rights		307,801			(507	)		307,294			*
General and administrative		2,062,021			1,660,650			3,722,671			14
Professional fees		390,196			556,590			946,786			14
Litigation expense		-			59,836			59,836			*
Production taxes and royalties		121,767			(112,212	)		9,555			14
Development		2,397,140			(1,994,752	)		402,388			14
Gain on sale of equipment		(458,000	)		58,000			(400,000	)		5
Total operating expenses		6,358,230			465,974			6,824,204

Net loss from operations		(6,264,211	)		(465,974	)		(6,730,185	)

Earnings from equity method investees		-			(214,975	)		(214,975	)		7
Other income and (expense)		251,639			(154,726	)		96,913			3
Interest income		36,095			453,708			489,803			9
Interest expense		(249,455	)		(413,224	)		(662,679	)		9
Total other income (expenses)		38,279			(329,217	)		(290,938	)

Net loss		(6,225,932	)		(795,191	)		(7,021,123	)
Non-controlling interest		-			79,760			79,760			*
Net loss attributable to AREC shareholders	$	(6,225,932	)	$	(715,431	)	$	(6,941,363	)

	Common				*(As reported)*						*(Restated)*			*(As reported)*						*(Restated)*			*(As reported)*					*(Restated)*			*(As reported)*						*(Restated)*
	Stock				Additional						Additional												Non-					Non-
	Par Value Shares		Amount		Paid-in Capital			Adjustments			Paid-in Capital			Accumulated Deficit			Adjustments			Accumulated Deficit			controlling interest		Adjustments			controlling interest			Total Deficit			Adjustments			Total Deficit
Balance as of December 31, 2023		76,247,370	$	7,627	$	178,910,546			2,842,715		$	181,753,261		$	(178,694,329	)		(46,598,004	)	$	(225,292,333	)		-		(1,473,852	)		(1,473,852	)	$	223,844			(45,229,141	)		(45,005,297	)
Exercise of cashless warrants		871,620		87		(87	)		-			(87	)		-			-			-			-		-			-			-			-			-
Exercise of common stock options		148,000		15		156,885			(3	)		156,882			-			-			-			-		-			-			156,900			(3	)		156,897
Issuance of common shares for consulting services		30,000		3		43,797			-			43,797			-			(43,797	)		-			-		-			-			43,800			-			43,800
Dividend-in-kind of Novustera, Inc. common stock to shareholders		-		-		(14,560,000	)		14,560,000			-						13,198,212			(1,361,788	)				-						(14,560,000	)					(1,361,788	)
Stock compensation - options		-		-		560,393			425,739			986,132						(560,393	)		-					-						560,393						986,132
Net loss		-		-		-			-			-			(6,225,932	)		(715,431	)		(6,941,363	)		-		(79,760	)		(79,760	)		(6,225,932	)		(795,191	)		(7,021,123	)
Balance as of March 31, 2024		77,296,990	$	7,732	$	165,111,534			17,828,451		$	182,939,985		$	(184,920,261	)		(48,675,223	)	$	(233,595,484	)		-		(1,553,612	)		(1,553,612	)	$	(19,800,995	)		(32,400,384	)		(52,201,379	)

Statement of Cash flows for the three months ended March 31, 2024	As Reported			Adjustment			As Restated			Reference
Cash Flows from Operating activities:
Net loss	$	(6,225,932	)	$	(795,191	)	$	(7,021,123	)
Noncash stock based compensation expense		560,393			425,739			986,132		7
Depreciation expense		32,496			518,144			550,640		5
Amortization of mining rights		304,970			2,324			307,294		*
Accretion expense		248,290			726			249,016		*
Amortization of right-to-use assets - related party		168,502			(121,123	)		47,379		6
Accretion of right-to-use assets		242,817			(242,817	)		-		6
Amortization of issuance costs and debt discount		41,572			(16,165	)		25,407		*
Investment in other entities - Related Parties, net		-			214,975			214,975		7
Gain on sale of equipment		-			(400,000	)		(400,000	)	5
Unrealized gain on short-term investments		-			26,382			26,382		*
Due from related party		-			(47,542	)		(47,542	)	*
Inventories		(75,991	)		75,991			-		*
Prepaid expenses and other current assets		(653,995	)		642,744			(11,251	)	13
Trade and non-trade payable		(2,172,024	)		1,917,240			(254,784	)	4
Accounts payable related party		(66,093	)		829,147			763,054		4
Accrued expenses		-			(244,116	)		(244,116	)	10
Accrued litigation settlement		-			59,835			59,835		*
Accrued interest		(366,457	)		366,457			-		9
Other current liabilities		(200,000	)		200,000			-		4
Operating lease assets and liabilities, net - related party		(13,579	)		13,809			230		*
Operating lease assets and liabilities, net		-			(21,945	)		(21,945	)	*
Cash used in operating activities		(8,131,227	)		3,404,610			(4,726,617	)

Cash Flows from Investing activities:
Purchase of property and equipment, net of capitalized interest income and (expense)		(264,939	)		(671,147	)		(936,086	)	5
Proceeds from sale of equipment		4,062,115			(3,662,115	)		400,000		5
Proceeds from short-term investments, net		-			103,444			103,444		1
Cash (used in) provided by investing activities		3,797,176			(4,229,818	)		(432,642	)

Cash Flows from Financing activities:
Proceeds from tax exempt bonds, net		148,236,861			1,482,342			149,719,203		11
Proceeds from the exercise of stock option		156,900			(3	)		156,897		*
Proceeds received from other financing obligation		-			72,402			72,402		*
Proceeds from convertible promissory note - related party		-			196,135			196,135		9
Repayments of other financing obligation		-			(1,881,755	)		(1,881,755	)	5
Repayments of finance lease liabilities		(1,566,363	)		1,566,363			-		5
Repayments on notes payable		(12,472	)		12,472			-		*
Cash provided by (used in) financing activities		146,817,926			1,444,957			148,262,883

	March 31,		December 31,
	2025		2024
Cash and cash equivalents	$	24,623	$	604,485
Restricted Cash		154,725,595		154,762,383
Total cash and restricted cash presented in the consolidated statement of cash flows	$	154,750,218	$	155,366,868

	March 31, 2025		March 31,2024
Beginning Balance	$	22,279,908	$	21,537,110
Accretion		248,291		248,582
Ending Balance	$	22,528,196	$	21,785,692

Surface equipment			7 years
Underground Equipment			5 years
Processing and rail facilities			7-20 years
Acquired mining rights			10 years
Building			15 years
Acquired mining rights			5-10 years
Rare earth processing equipment			3-5 years

			Gross Unrealized					Allowance for		Fair
	Cost Basis		Gains		Losses			Credit Losses		Value

March 31, 2025	$	157,166,617	$	381,646	$	-		$	-	$	157,548,263
December 31, 2024	$	151,100,796	$	5,243,584	$	(3,031	)	$	-	$	156,341,349

	March 31,			December 31,
	2025			2024
Surface	$	2,583,400		$	2,583,400
Underground		8,625,574			8,625,574
Processing/Loadout		12,114,676			12,081,045
Coal Refuse Storage		12,134,192			12,134,192
Building		54,202			54,202
Land		1,617,435			1,617,435
Acquired Mining Rights		484,907			484,907
Rare Earth Processing		304,962			304,962
Construction in Progress		5,125,319			5,317,449
		43,044,667			43,203,166
Less accumulated depreciation and amortization		(26,580,873	)		(25,764,623	)
Property and equipment, net		16,463,794			17,438,543

		For the Three Months Ended
		March 31,
	Expense Classification	2025		2024
Operating lease expense:
Amortization of ROU asset	General and administrative	$	59,012	$	22,364
Accretion of operating lease liability	General and administrative		165,705		46,492
Total operating lease expense		$	224,717	$	68,855

Finance lease expense:
Amortization of ROU asset	General and administrative	$	126,296	$	-
Interest on lease liabilities	Interest expense		452,346		-
Total finance lease expense		$	578,642	$	-

	As of March 31,			As of December 31,
Operating leases:	2025			2024
Weighted-average remaining lease term:
Operating leases (in years)		4.47			4.61
Weighted-average discount rate:
Operating leases		10	%		10	%
Finance lease:
Finance lease (in years)		38.15			38.39
Weighted-average discount rate:
Finance lease		9	%		9	%

	Operating			Finance
Fiscal Year	Leases			Leases			Total
2025		784,773			1,085,049			1,869,822
2026		693,104			1,482,300			2,175,404
2027		704,330			1,518,757			2,223,087
2028		709,921			1,556,126			2,266,047
2029		140,766			1,594,429			1,735,195
Thereafter		244,569			82,289,140			82,533,709
Discounted cash flows		3,277,463			89,525,801			92,803,264
Less imputed interest		(613,348	)		(69,830,090	)		(70,443,438	)
Present value of lease liabilities	$	2,664,115			19,695,711		$	22,359,826

		March 31, 2025						December 31, 2024
	Maturity Date	Total Outstanding*		Principal		Interest		Total Outstanding*		Principal		Interest

September 2017 Note	9/25/2019	$	181,736	$	181,736		-	$	181,736	$	181,736	$	-
June 2022 Note	5/27/2023		1,110,023		822,856		287,167		1,082,728		822,856		259,872
April 2023 Note	3/31/2024		1,072,736		1,072,736		-		1,072,736		1,072,736		-
		$	2,364,495	$	2,077,328	$	287,167	$	2,337,201	$	2,077,328	$	259,872

			Weighted		Weighted Average		Aggregate
	Number of Options		Average Exercise Price		Contractual Life in Years		Intrinsic Value
Outstanding - December 31, 2023		10,149,770	$	1.57		5.39	$	5,683,871
Granted		1,025,000	$	0.90		7.30	$	-
Outstanding - March 31, 2024		11,174,770	$	1.54		4.73	$	5,715,434
Exercisable (Vested) - March 31, 2024		5,455,207	$	0.87		3.95	$

March 31, 2025
($ in thousands)	Corporate			American Carbon			ReElements			American Metals			Consolidated
Revenues	$	-		$	-		$	31,927		$	-		$	31,927
Gross margin		(118,346	)		(13,718	)		(18,003	)		-			(150,066	)
Operating income (loss)	$	(1,099,421	)	$	(2,440,962	)	$	(1,318,835	)	$	(124,210	)	$	(4,983,428	)

March 31, 2024
($ in thousands)	Corporate			American Carbon			ReElements			American Metals			Consolidated
Revenues	$	-		$	91,767		$	2,252		$	-		$	94,019
Gross margin		(23,176	)		(780,392	)		(78,864	)		-			(882,432	)
Operating income (loss)	$	(1,624,665	)	$	(3,189,709	)	$	(1,915,021	)	$	(789	)	$	(6,730,185	)

	*Three months ended March 31,*
	*2025*			*2024*
Consolidated statement of cash flow data:
Cash used in operating activities	$	(1,434,850	)	$	(4,726,617	)
Cash provided by (used in) investing activities		741,401			(432,642	)
Cash provided by financing activities		76,799			148,262,883
Net change in cash and restricted cash	$	(616,650	)	$	143,103,624

Exhibit Number	Description	Location Reference

3.1	Articles of Incorporation of Natural Gas Fueling and Conversion Inc.	Incorporated herein by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-1, filed with the SEC on November 27, 2013.
3.2	Amended and Restated Articles of Incorporation of NGFC Equities Inc.	Incorporated herein by reference to Exhibit 3.1 to the Company’s 8k filed on February 25, 2015.
3.3	Articles of Amendment to Articles of Incorporation of NGFC Equities, Inc.	Incorporated herein by reference to Exhibit 10.2 to the Company’s Form 8-K on February 21, 2017.
3.4	Articles of Amendment to Articles of Incorporation of American Resources Corporation dated March 21, 2017.	Incorporated herein by reference to Exhibit 3.4 to the Company’s Form 10-Q, filed with the SEC on February 20, 2018.
3.5	Bylaws of Natural Gas Fueling and Conversion Inc.	Incorporated herein by reference to Exhibit 3.2 to the Company’s Registration Statement on Form S-1, filed with the SEC on November 27, 2013.
3.6	Bylaws, of NGFC Equities Inc., as amended and restated.	Incorporated herein by reference to Exhibit 3.2 to the Company’s 8k filed on February 25, 2015.
3.7	Articles of Amendment to Articles of Incorporation of American Resources Corporation dated November 8, 2018.	Filed as Exhibit 99.1 to the Company’s 8k filed on November 13, 2018, incorporated herein by reference.
3.8	Bylaws of American Resources Corporation, as amended and restated	Incorporated herein by reference to Exhibit 99.2 to the Company’s 8k filed on November 13, 2018.
4.1	Common Stock Purchase Warrant “B-4” dated October 4, 2017	Incorporated herein by reference to Exhibit 4.1 to the Company’s 8k filed on October 11, 2017.
4.2	Common Stock Purchase Warrant “C-1” dated October 4, 2017	Incorporated herein by reference to Exhibit 4.2 to the Company’s 8k filed on October 11, 2017.
4.3	Common Stock Purchase Warrant “C-2” dated October 4, 2017	Incorporated herein by reference to Exhibit 4.3 to the Company’s 8k filed on October 11, 2017.
4.4	Common Stock Purchase Warrant “C-3” dated October 4, 2017	Incorporated herein by reference to Exhibit 4.4 to the Company’s 8k filed on October 11, 2017.
4.5	Common Stock Purchase Warrant “C-4” dated October 4, 2017	Incorporated herein by reference to Exhibit 4.5 to the Company’s 8k filed on October 11, 2017.
4.6	Promissory Note for $600,000.00 dated October 4, 2017	Incorporated herein by reference to Exhibit 4.6 to the Company’s 8k filed on October 11, 2017.
4.7	Promissory Note for $1,674,632.14 dated October 4, 2017	Incorporated herein by reference to Exhibit 4.7 to the Company’s 8k filed on October 11, 2017.
4.8	Loan Agreement for up to $6,500,000 dated December 31, 2018	Incorporated herein by reference to Exhibit 99.1 to the Company’s 8k filed on January 3, 2019.
4.9	Promissory Note for up to $6,500,000 dated December 31, 2018	Incorporated herein by reference to Exhibit 99.2 to the Company’s 8k filed on January 3, 2019.
10.1	Secured Promissory Note	Incorporated herein by reference to Exhibit 99.1 to the Company’s 8k filed on May 15, 2018.
10.2	Security Agreement	Incorporated herein by reference to Exhibit 99.2 to the Company’s 8k filed on May 15, 2018.
10.3	Pledge Agreement	Incorporated herein by reference to Exhibit 99.3 to the Company’s 8k filed on May 15, 2018.
10.4	Guaranty Agreement	Incorporated herein by reference to Exhibit 99.4 to the Company’s 8k filed on May 15, 2018.
10.5	Bill of Sale	Incorporated herein by reference to Exhibit 99.5 to the Company’s 8k filed on May 15, 2018.
10.6	Sublease Agreement Between Colonial Coal Company, Inc. and McCoy Elkhorn Coal LLC	Incorporated herein by reference to Exhibit 99.1 to the Company’s 8k filed on May 1, 2018
10.7	Interim Operating Agreement	Incorporated herein by reference to Exhibit 99.2 to the Company’s 8k filed on May 1, 2018
10.8	Consolidated and Restated Loan and Security Agreement dated October 4, 2017	Incorporated herein by reference to Exhibit 10.1 to the Company’s 8k filed on October 11, 2017
10.9	Asset Purchase Agreement between Wyoming County Coal LLC and Thomas Shelton dated November 7, 2018	Incorporated herein by reference to Exhibit 10.9 to the Company’s registration statement filed on December 11, 2018.

10.10	Asset Purchase Agreement between Wyoming County Coal LLC and Synergy Coal, LLC dated November 7, 2018	Incorporated herein by reference to Exhibit 10.10 to the Company’s registration statement filed on December 11, 2018.
10.11	Security Agreement	Incorporated herein by reference to Exhibit 99.3 to the Company’s 8k filed on January 3, 2019.
10.12	Purchase Order	Incorporated herein by reference to Exhibit 99.4 to the Company’s 8k filed on January 3, 2019.
10.13	Employment Agreement with Mark C. Jensen	Incorporated herein by reference to Exhibit 10.13 to the Company’s registration statement filed on February 6, 2019.
10.14	Employment Agreement with Thomas M. Sauve	Incorporated herein by reference to Exhibit 10.14 to the Company’s registration statement filed on February 6, 2019.
10.15	Employment Agreement with Kirk P. Taylor	Incorporated herein by reference to Exhibit 10.15 to the Company’s registration statement filed on February 6, 2019.
10.16	Employee Stock Option Plan	Incorporated herein by reference to Exhibit 10.16 to the Company’s registration statement filed on February 6, 2019.
10.17	Letter of Intent	Incorporated herein by reference to Exhibit 10.17 to the Company’s registration statement filed on February 6, 2019.
10.18	Merger Agreement with Colonial Coal	Incorporated herein by reference to Exhibit 10.18 to the Company’s registration statement filed on February 14, 2019.
10.19	Share Exchange Agreement to replace Merger Agreement with Colonial Coal	Incorporated herein by reference to Exhibit 10.19 to the Company’s registration statement filed on February 14, 2019.
14.1	Code of Conduct	Incorporated herein by reference to Exhibit 99.2 to the Company’s 8k filed on November 13, 2018.
14.2	Financial Code of Ethics	Incorporated herein by reference to Exhibit 99.3 to the Company’s 8k filed on November 13, 2018.
21.1	Subsidiaries of the Registrant	Filed Herewith
31.1	Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Filed Herewith
31.2	Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Filed Herewith
32.1	Certification of the Chief Executive Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.	Filed Herewith
32.2	Certification of the Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.	Filed Herewith
95.1	Mine Safety Disclosure pursuant to Regulation S-K, Item 104	Filed Herewith

101.INS		Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)
101.SCH		Inline XBRL Taxonomy Extension Schema Document
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		Inline XBRL Taxonomy Extension Labels Linkbase Document
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

	AMERICAN RESOURCES CORPORATION

Date: May 23, 2025	By:	/s/ Mark C. Jensen
	Name:	Mark C. Jensen
	Title:	CEO, Chairman of the Board
		Principal Executive Officer

Entity Name		Domestic Jurisdiction
American Carbon Corp		Indiana
Deane Mining, LLC		Delaware
Quest Processing LLC		Indiana
ERC Mining Indiana Corp		Indiana
McCoy Elkhorn Coal LLC d/b/a McCoy Elkhorn Coal		Indiana
Knott County Coal LLC		Indiana
Wyoming County Coal LLC		Indiana
Perry County Resources LLC		Indiana
ReElement Technologies Corp		Indiana
Kentucky Lithium LLC		Delaware
ReElement Marion LLC		Deleware
American Metals LLC		Indiana
Advanced Carbon Materials LLC		Indiana
American Opportunity Ventures, LLC		Delaware
American Opportunity Ventures II, LLC		Delaware
Novusterra Inc		Florida
TR Mining & Equipment LTD		Jamaica

1.	I have reviewed this quarterly report on Form 10-Q of American Resources Corporation;

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.	The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

	(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

	(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

	(c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

	(d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

	(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

	(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

	AMERICAN RESOURCES CORPORATION

Date: May 23, 2025	By:	/s/ Kirk P. Taylor
		Kirk P. Taylor,
		Chief Financial Officer
		Principal Financial Officer
		Principal Accounting Officer

	(i)	the accompanying Report fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, as amended; and

	(ii)	the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of the dates and for the periods covered by the Report.

*Mine or Operating Name / MSHA Identification Number*	*Section* *104(a)* *S&S* *Citations⁽¹⁾*		*Section* *104(b)* *Orders⁽²⁾*		*Section* *104(d)* *Citations* *and* *Orders⁽³⁾*		*Section* *110(b)(2)* *Violations⁽⁴⁾*		*Section* *107(a)* *Orders⁽⁵⁾*		*Total Dollar* *Value of MSHA* *Assessments* *Proposed (in thousands)⁽⁶⁾*
Active Operations
McCoy Elkhorn Mine #15 / 15-18775		0		0		0		0		0	$	441.7
McCoy Elkhorn Carnegie Mine / 15-19313		0		0		0		0		0	$	0.0
McCoy Elkhorn Carnegie 2 Mine / 15-19801		0		0		0		0		0	$	0.0
McCoy Elkhorn Bevins Branch Preparation Plant / 15-10445		0		0		0		0		0	$	29.8
Deane Mining Access Mine/ 15-19532		0		0		0		0		0	$	95.0
Deane Mining Mill Creek Preparation Plant / 15-16577		0		0		0		0		0	$	0.0
Deane Mining Razorblade / 15-19829		0		0		0		0		0	$	0.0
Perry County Resources/E4-2 15-19015		0		0		5		0		0	$	2.5
Perry County Resources/Davidson Preparation Facility 15-05485		0		0		0		0		0	$	21.9

*Mine or Operating Name / MSHA Identification Number*	*Total* *Number of* *Mining* *Related* *Fatalities*		*Received* *Notice of* *Pattern of* *Violations* *Under* *Section* *104(e)* *(yes/no)⁽⁷⁾*	*Legal* *Actions* *Pending* *as of Last* *Day of* *Period*		*Legal* *Actions* *Initiated* *During* *Period*		*Legal* *Actions* *Resolved* *During* *Period*
Active Operations
McCoy Elkhorn Mine #15 / 15-18775		0	No		0		0		0
McCoy Elkhorn Carnegie Mine / 15-19313		0	No		0		0		0
McCoy Elkhorn Bevins Branch Preparation Plant / 15-10445		0	No		0		0		0
McCoy Elkhorn Carnegie 2 Mine / 15-19801		0	No		0		0		0
Deane Mining Access Mine / 15-19532		0	No		0		0		0
Deane Mining Mill Creek Preparation Plant / 15-16577		0	No		0		0		0
Deane Mining Razorblade / 15-19829		0	No		0		0		0
Perry County Resources/E4-2 15-19015		0	No		0		0		0
Perry County Resources/Davidson Preparation Facility 15-05485		0	No		0		0		0