American Resources Corp 8-K, filed May 14, 2020
American Resources Corp (AREC)
8-K
2020-05-14
For: 2020-05-08
View Original
Added on
April 06, 2026
About this 8-K
American Resources Corp filed this 8-K on May 14, 2020, reporting on events of May 8, 2020.
Items reported
- Item 2.01: Completed an acquisition or sale of assets
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of
1934
Date of
Report (Date of Earliest event Reported): May 8, 2020
AMERICAN RESOURCES CORPORATION
(Exact name of registrant as specified in its charter)
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Florida
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000-55456 | 46-3914127 |
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(State
or other jurisdiction of
incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer Identification
No.)
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12115
Visionary Way, Suite 174, Fishers Indiana, 46038
(Address
of principal executive offices)
(317)
855-9926
(Registrant’s
telephone number, including area code)
________________________________________________
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (See: General Instruction
A.2. below):
[
]
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[
]
Soliciting material
pursuant to Rule 14a-12 under the Exchange Act
(17CFR240.14a-12)
[
]
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17CFR240.14d-2(b))
[
]
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17CFR240.13e-4(c))
Item
2.01 Completion of Acquisition or Disposition of
Assets
On May
8, 2020, American Resources Corporation (or the
“Company”) entered into a Settlement, Rescission, and
Mutual Release Agreement with Empire Coal Holdings LLC and two
individuals, whereby the Company sold Empire Kentucky Land, Inc
(“Empire Kentucky Land”) back to its original owners
for the consideration of the return of Two Million (2,000,000)
Class A Common Shares of the Company held by the counterparties and
the complete extinguishment of a promissory note in the amount of
Two Million Dollars ($2,000,000.00) that was payable by the
Company. Empire Kentucky Land primarily owns mineral and surface
land around Phelps, Kentucky.
Item
8.01 Other Events
On May
13, 2020, American Resources Corporation (or the
“Company”) issued a press release announcing the
divestiture of the idle surface and mineral acres back to the
parties the assets were purchased from in February, 2019 given the
assets were outside of the Company’s strategic five-year
business plan.
The information presented in Item 8.01 of this Current Report on
Form 8-K and Exhibit 99.1 shall not be deemed to be
“filed” for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise subject to the liabilities of that
section, unless the Company specifically states that the
information is to be considered “filed” under the
Exchange Act or specifically incorporates it by reference into a
filing under the Securities Act of 1933, as amended, or the
Exchange Act.
A copy
of the press release is attached as Exhibit 99.2 hereto and is
incorporated herein by reference.
Item 9.01
Financial Statements and
Exhibits.
(d)
Exhibits
The
following exhibits are attached hereto and filed
herewith.
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ExhibitNo.
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Description
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Settlement,
Rescission, and Mutual Release Agreement
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Press Release Dated May 13,
2020
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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.
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American Resources
Corporation
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Date: May 14,
2019
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By:
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/s/ Mark C.
Jensen
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Mark C.
Jensen
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Chief Executive
Officer
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Exhibit
99.1
Exhibit 99.2
American Resources Strengthens Balance Sheet and Capital Structure
with Divestiture of Idle Assets and Strategically Positions for
Accretive Growth
Strategic divestiture of idle assets and environmental liabilities
outside of five-year plan significantly reduces liabilities,
holding costs and shares outstanding
Company extinguishes $2 million note associated with the original
asset purchase and receives back 2,000,000 shares of its Class A
common stock
Company pioneering a more nimble, efficient and modernized business
model for the infrastructure industry and positioning for long-term
exponential growth
May 13, 2020 | Source: American Resources
Corporation
FISHERS, INDIANA / ACCESSWIRE / May 13, 2020
/ American Resources
Corporation (NASDAQ:AREC)
(“American Resources” or the “Company”), a
supplier of raw materials to the rapidly growing global
infrastructure marketplace with a primary focus on the extraction,
processing, transportation and distribution of metallurgical carbon
to the steel and specialty metals industries, today announced the
divestiture of certain surface and mineral acres located near
Phelps, Kentucky. American Resources acquired these assets in
February 2019, prior to the acquisition of other assets considered
to be more core to the Company’s near and intermediate term
growth plans. This strategic divestiture of these idle assets and
environmental liabilities outside of the Company’s five-year
business plan significantly reduces liabilities, holding costs and
shares outstanding.
Consideration for the assets being sold is the extinguishment of
the entire $2,000,000 note associated with the original asset
purchase and American Resources receiving back 2,000,000 shares of
its Class A common stock. Additionally, American Resources will be
removing over $2.6 million of associated reclamation liabilities
(asset retirement obligations) from its balance sheet. The
reduction of liabilities and holding costs will enable the Company
to further enhance the flexibility of its focused supply base in
anticipation of worldwide infrastructure related demand. Given the
current dynamics in the market over the next six to twelve months,
the Company remains focused on driving its organic growth business
model along with other strategic, attractively priced opportunities
to maximize return to shareholders and strengthen the
Company.
Mark Jensen, Chairman and CEO of American Resources Corporation
commented, “We’re very pleased with the outcome of the
divestiture of this idle and non-core property. Having the
additional flexibility and resources as a result of this strategic
divestiture will enable us to better focus on maximizing
opportunities for accretive grown and cash flows in the near-term,
while continuing to work with our industry partners on
opportunities that have a longer-term horizon.”
American
Resources Corporation continues to focus on its growth objective by
efficiently leveraging its large number of core mining permits and
through identifying strategic, supplemental acquisitions. The
Company is committed to being one of the lowest cost operators in
the Central Appalachian basin (CAPP) and throughout all its carbon
mining, processing, and transportation operations.
About American Resources Corporation
American Resources Corporation is a supplier of high-quality raw
materials to the rapidly growing global infrastructure market. The
Company is focused on the extraction and processing of
metallurgical carbon, an essential ingredient used in steelmaking.
American Resources has a growing portfolio of operations located in
the Central Appalachian basin of eastern Kentucky and southern West
Virginia where premium quality metallurgical carbon deposits are
concentrated.
American Resources has established a nimble, low-cost business
model centered on growth, which provides a significant opportunity
to scale its portfolio of assets to meet the growing global
infrastructure market while also continuing to acquire operations
and significantly reduce their legacy industry risks. Its
streamlined and efficient operations are able to maximize margins
while reducing costs. For more information visit
americanresourcescorp.com or connect with the Company on
Facebook,
Twitter, and
LinkedIn.
Special Note Regarding Forward-Looking Statements
This
press release contains “forward-looking statements”
within the meaning of the Private Securities Litigation Reform Act
of 1995. Forward-looking statements involve known and unknown
risks, uncertainties, and other important factors that could cause
the Company’s actual results, performance, or achievements or
industry results to differ materially from any future results,
performance, or achievements expressed or implied by these
forward-looking statements. These statements are subject to a
number of risks and uncertainties, many of which are beyond
American Resources Corporation’s control. The words
“believes”, “may”, “will”,
“should”, “would”, “could”,
“continue”, “seeks”,
“anticipates”, “plans”,
“expects”, “intends”,
“estimates”, or similar expressions are intended to
identify forward-looking statements, although not all
forward-looking statements contain such identifying words. Any
forward-looking statements included in this press release are made
only as of the date of this release. The Company does not undertake
any obligation to update or supplement any forward-looking
statements to reflect subsequent events or circumstances. The
Company cannot assure you that the projected results or events will
be achieved.
PR Contact:
Precision
Public Relations
Matt
Sheldon
917-280-7329
matt@precisionpr.co
Investor Contact:
JTC
Team, LLC
Jenene
Thomas
833-475-8247
AREC@jtcir.com
Company Contact:
Mark
LaVerghetta
317-855-9926
ext. 0
Vice
President of Corporate Finance and Communications
investor@americanresourcescorp.com
Source:
American Resources Corporation