American Resources Corp 10-K/A for FY2021

American Resources Corp (AREC)

10-K/A 2022-11-18 For: 2021-12-31

Added on April 06, 2026

About this 10-K/A

American Resources Corp filed this 10-K/A on November 18, 2022, covering the fiscal year ended December 31, 2021 (FY2021).

Headline figures

Fiscal year ended December 31, 2021, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $7.76M; up 631.8% from $1.06M a year earlier
Net loss: $32.5M; compared with a net loss of $10.26M a year earlier

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Florida		46-3914127
(State or jurisdiction of Incorporation or organization		(I.R.S Employer Identification No.)

12115 Visionary Way Fishers, Indiana		46038
(Address of principal executive offices)		(Zip Code)

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A Common, $0.0001 Par Value	AREC	NASDAQ Capital Market
Warrant	ARECW	NASDAQ Capital Market

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated Filer	☐	Smaller reporting company	☒
(Do not check if a smaller company)		Emerging growth company	☐

		Page
Special Note Regarding Forward Looking Statements		3

PART I

Item 1.	Business	4
Item 1A.	Risk Factors	24
Item 1B.	Unresolved Staff Comments	24
Item 2.	Properties	24
Item 3.	Legal Proceedings	24
Item 4.	Mine Safety Disclosures	24

PART II

Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	25
Item 6.	Selected Financial Data	33
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	33
Item 7A.	Quantitative and Qualitative Disclosure About Market Risk	36
Item 8.	Financial Statements and Supplementary Data	36
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	36
Item 9A.	Controls and Procedures	36
Item 9B.	Other Information	37

PART III

Item 10.	Directors, Executive Officers and Corporate Governance	38
Item 11.	Executive Compensation	44
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	46
Item 13.	Certain Relationships and Related Transactions, and Director Independence	48
Item 14.	Principal Accounting Fees and Services	48

PART IV

Item 15.	Exhibits, Financial Statement Schedules	49

Signatures		51

Historic Metallurgical Coal Prices			Historic CAPP Thermal Coal Prices
Year End	Hampton Road Index HCC - High		Year End	Big Sandy / Kanawha Rate District
2014	$	100.35	2014	$	56.00
2015	$	80.25	2015	$	45.55
2016	$	223.00	2016	$	50.65
2017	$	210.00	2017	$	60.90
2018	$	205.34	2018	$	68.12
2019	$	135.00	2019	$	60.30
2020	$	101.00	2020	$	54.35
2021	$	342.00	2021	$	92.50

	High		Low
Quarters ending in 2020
March 31	$	1.11	$	0.320
June 30		1.40		0.73
September 30		2.33		1.14
December 31		4.93		1.26
Quarters ending in 2021
March 31	$	8.02	$	1.08
June 30		4.20		2.59
September 30		2.64		1.75
December 31	$	2.67	$	1.59

Name	Age	Positions

Mark C. Jensen	42	Chief Executive Officer, Chairman of the Board of Directors
Thomas M. Sauve	43	President, Director
Kirk P. Taylor	42	Chief Financial Officer
Tarlis R. Thompson	38	Chief Operating Officer
Michael Layman	30	Director
Gerardine Botte, PH.D.	50	Director
Courtenay O. Taplin	70	Director
Randal V. Stephenson	59	Director - Former
Ian Sadler	68	Director- Former

	·	the subject of any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time;

	·	convicted in a criminal proceeding or is subject to a pending criminal proceeding (excluding traffic violations and other minor offenses);

	·	subject to any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities;

	·	found by a court of competent jurisdiction (in a civil action), the SEC or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law, that has not been reversed, suspended, or vacated;

	·	subject of, or a party to, any order, judgment, decree or finding, not subsequently reversed, suspended or vacated, relating to an alleged violation of a federal or state securities or commodities law or regulation, law or regulation respecting financial institutions or insurance companies, law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or

	·	subject of, or a party to, any sanction or order, not subsequently reversed, suspended or vacated, of any self-regulatory organization, any registered entity or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member.

(a)	(b)	(c)		(d)	(e)	(f)		(g)	(h)	(I)		(j)
Name and principal position	Year	Salary ($)		Bonus ($)	Stock Awards ($)	Option Awards ($)		Non-equity Incentive plan Compensation ($)	Nonqualified deferred compensation earnings ($)	All other Compensation ($)		Total ($)

Mark C. Jensen, (1) CEO	2021		250,000	-0-	-0-		643,500	-0-	-0-		-		893,500
	2020		250,000	-0-	-0-	100,000		-0-	-0-		24,187		374,187

Thomas M. Sauve, (2) President	2021		200,000	-0-	-0-		365,750	-0-	-0-		2,865		568,615
	2020		200,000	-0-	-0-	57,730		-0-	-0-		29,197		286,927

Kirk P. Taylor, (3) CFO	2021		200,000	-0-	-0-		143,000	-0-	-0-		4,973		347,973
	2020		200,000	-0-	-0-	57,730		-0-	-0-		25,836		181,467

Tarlis R Thompson, (4) COO	2021		175,000	-0-	-0-		266,000	-0-	-0-	-0-			441,000
	2020		175,000	-0-	-0-		435,000	-0-	-0-	-0-			610,000

(1)	During 2017 salary in the amount of $32,000 was accrued and unpaid during 2017 and 2018. During 2019, $15,550 was repaid leaving an unpaid balance of $16,450. On January 2, 2018, the Company entered into an employment agreement with Mr. Jensen, at an annual salary rate of $156,000 which expired on December 31, 2019. On October 1, 2020, the Company entered into an employment agreement with Mr. Jensen increasing base pay to $250,000 and carrying certain performance bonuses which would be awarded by the board of directors. 60,976 options were issued under the new contract and vest immediately. 25,000 Options issued on January 28, 2021 and 450,000 Options were issued on December 13, 2021. $643,500 represents Black-Scholes Option Pricing Model. No bonus was awarded during 2020 and 2021. During 2020, other compensation totaling $24,187 included $16,450 of retroactive pay.

(2)	During 2017 salary in the amount of $32,000 was accrued and unpaid during 2017 and 2018. During 2019, $12,672 was repaid leaving an unpaid balance of $19,328. On January 2, 2018, the Company entered into an employment agreement with Mr. Sauve, at an annual salary rate of $156,000, which expired on December 31, 2019. On October 1, 2020, the Company entered into an employment agreement with Mr. Sauve increasing base pay to $200,000 and carrying certain performance bonuses which would be awarded by the board of directors.49,342 options were issued under the new contract and vest immediately. 25,000 Options issued on January 28, 2021 and 275,000 Options were issued on December 13, 2021. $365,750 represents Black-Scholes Option Pricing Model. No bonus was awarded during 2020 and 2021. During 2021, other compensation included $2,865 health insurance reimbursement. During 2020, other compensation totaling $29,197 included $3,051 health insurance reimbursement and $19,328 of retroactive pay.

(3)	During 2017 salary in the amount of $21,487 was accrued and unpaid during 2017 and 2018. During 2019, $13,109 was repaid leaving an unpaid balance of $8,378. On January 2, 2018, the Company entered into an employment agreement with Mr. Taylor, at an annual rate of $156,000, which expired on December 31, 2019. On October 1, 2020, the Company entered into an employment agreement with Mr. Taylor increasing base pay to $200,000 and carrying certain performance bonuses which would be awarded by the board of directors. 49,342 options were issued under the new contract and vest immediately. 25,000 Options issued on January 28, 2021 and 100,000 Options were issued on December 13, 2021. $143,000 represents Black-Scholes Option Pricing Model. No bonus was awarded during 2020 and 2021. During 2021, other compensation totaling included $4,973 health insurance reimbursement. During 2020, other compensation totaling $25,836 included $13,639.60 health insurance reimbursement and $8,378 of retroactive pay.

(4)	There is no employment agreement in place for Mr. Thompson. In 2019, Mr. Thompson was awarded 75,000 options as part of the company’s 2018 stock option plan. The options to Mr. Thompson vest equally over the course of three years, and as of December 31, 2019, one third of the options have vested. In 2020, Mr. Thompson was awarded 500,000 options which vest over 7 years200,000 Options were issued on December 13, 2021. $266,000 represents Black-Scholes Option Pricing Model.

(1)	For services rendered on the board of directors, Mr. Jensen was issued 25,000 options which vest immediately on October 1, 2020. The Option Award to Directors in Column (d) of $41,000 represents the amortized book value of warrants priced using the Black-Scholes Option Pricing Model, and does not represent the actual cash value of the warrants to the warrant holder. During 2021, 300,000 of options were issued to Mr. Jensen for his service on the board and as serving as chairman. The value of the options have been included in the officer compensation table.

(2)	For services rendered on the board of directors, Mr. Sauve was issued 25,000 options which vest immediately on October 1, 2020. The Option Award to Directors in Column (d) of $41,000 represents the amortized book value of warrants priced using the Black-Scholes Option Pricing Model, and does not represent the actual cash value of the warrants to the warrant holder. During 2021, 150,000 of options were issued to Mr. Sauve for his service on the board. The value of the options have been included in the officer compensation table.

	·	November 23, 2020 to purchase up to 85,976 shares of our Company at $1.64 per share. Those options vest upon issuance.
	·	February 3, 2021 to purchase up to 25,000 shares of our Company at $2.56 per share. Those options vest upon issuance.
	·	December 13, 2021 to purchase up to 450,000 shares of our Company at $1.74 per share. Those options vest over 9 years.

	·	November 23, 2020 to purchase up to 70,732 shares of our Company at $1.64 per share. Those options vest upon issuance.
	·	February 3, 2021 to purchase up to 25,000 shares of our Company at $2.56 per share. Those options vest upon issuance.
	·	December 13, 2021 to purchase up to 275,000 shares of our Company at $1.74 per share. Those options vest over 7 years.

	·	November 23, 2020 to purchase up to 45,732 shares of our Company at $1.64 per share. Those options vest upon issuance.
	·	February 3, 2021 to purchase up to 25,000 shares of our Company at $2.56 per share. Those options vest upon issuance.
	·	December 13, 2021 to purchase up to 100,000 shares of our Company at $1.74 per share. Those options vest over 7 years.

	·	June 18, 2020 to purchase up to 500,000 shares of our Company at $1.13 per share
	·	June 5, 2019 to purchase up to 75,000 shares of our Company at $2.63 per share
	·	September 12, 2018 to purchase up to 136,830 shares of our Company at $1.00 per share. Those options vest equally over the course of three years.
	·	December 13, 2021 to purchase up to 200,000 shares of our Company at $1.74 per share. Those options vest over 7 years.

(1)	A person is deemed to be the beneficial owner of securities that can be acquired by such a person within 60 days upon exercise of options, warrants or convertible securities. Each beneficial owner’s percentage ownership is determined by assuming that options, warrants and convertible securities that are held by such a person (but not those held by any other person) and are exercisable within 60 days from that date have been exercised;

(2)	Based on 61,741,391 shares of Common Stock deemed to be outstanding as if one or more warrants were exercised up to the maximum amount of 9.99% (or 6,167,965 shares) of the issued and outstanding number of shares at December 31, 2021. This percentage has been rounded for convenience;

(3)	Golden Properties, Ltd. is the owner of several Company common stock warrants for the purchase of shares of our Common Stock, which warrants are exercisable at such company’s discretion, subject to the following limitation on amount. The warrant agreements provide that at no time may Golden Properties, Ltd. or its affiliates exercise any warrant that would result in their ownership of more than 9.99% of the issued and outstanding shares of our Common Stock on the date of exercise. Additionally, as of December 31, 2021 Alexander Lau, who is a principal of Golden Properties and a beneficial owner through Golden Properties and a beneficial owner through TAU Holdings LTD., is believed to be a holder of 199,373 Class A Common shares. Accordingly, Golden Properties, Ltd. is presently deemed the beneficial owner of 6,167,965 shares of our Common Stock pursuant to Securities and Exchange Commission Rule 13d-3, promulgated under the Securities Exchange Act of 1934. The full number of shares that Golden Properties’ beneficially owns (including all shares underlying all the warrants owned by Golden Properties and excluding those Class A Common shares owned by Alexander Lau and TAU Holdings as stated above) is 5,968,592 shares.

Name	Number of Shares of Series A Preferred Stock Beneficially Owned (4)		Percent of Series A Preferred Stock Owned (5)			Common Stock Beneficially Owned (4)		Percent of Common Stock Beneficially Owned (6)

Officers and Directors

Mark C. Jensen, (7) Chief Executive Officer, Director		-		0	%		5,237,160		8.48	%

Thomas M. Sauve, (8) President, Director		-		0	%		4,455,646		7.22	%

Kirk P. Taylor, Chief Financial Officer		-		0	%		1,620,383		2.54	%

Tarlis R. Thompson, Chief Operating Officer		-		0	%		163,170		0.26	%

All Directors and Officers as a Group (4 persons)		-		0	%		11,476,359		18.50	%

5% Holders

All Directors, Officers and 5% Holders as a Group (5 persons)		-		0	%		11,476,359		18.50	%

(4)	A person is deemed to be the beneficial owner of securities that can be acquired by such a person within 60 days from December 31, 2021, upon exercise of options, warrants or convertible securities. Each beneficial owner’s percentage ownership is determined by assuming that options, warrants and convertible securities that are held by such a person (but not those held by any other person) and are exercisable within 60 days from that date have been exercised;

(5)	Based on 0 shares of Series A Convertible Preferred Stock outstanding as of December 31, 2021;

(6)	Based on 61,741,391 Class A Common Stock outstanding as of December 31, 2021. These percentages have been rounded for convenience;

(7)	Mr. Jensen beneficially owns 92,264 shares of our Class A Common Stock through his equity ownership in T Squared Capital LLC, which shares are included in the table above.

(8)	Mr. Sauve beneficially owns 61,509 shares of our Class A Common Stock through his equity ownership in T Squared Capital LLC, which shares are included in the table above.

	2021		2020
Audit fees – BF Borgers, PC	$	200,000	$	180,000
Audit related fees – BF Borgers, PC		10,000		10,000
Audit related fees – Malone Bailey LLP		-		35,500
Tax fees		-		-
All other fees		-		-

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 24, 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 February 14, 2019.

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 February 14, 2019.
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 Form 8-K filed on November 25, 2020.
10.14	Employment Agreement with Thomas M. Sauve	Incorporated herein by Form 8-K filed on November 25, 2020.
10.15	Employment Agreement with Kirk P. Taylor	Incorporated herein by reference Form 8-K filed on November 25, 2020.
10.16	Employee Stock Option Plan	Incorporated herein by reference to Exhibit 10.16 to the Company’s registration statement filed on February 14, 2019.
10.17	Letter of Intent	Incorporated herein by reference to Exhibit 10.17 to the Company’s registration statement filed on February 14, 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.
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		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema Document
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		XBRL Taxonomy Extension Label Linkbase Document
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document

NAME	TITLE	DATE

/s/ Mark C. Jensen	Principal Executive Officer,	March 30, 2022
Mark C. Jensen	Chief Executive Officer, Chairman of the Board of Directors

		Page
CONSOLIDATED FINANCIAL STATEMENTS

Report of Independent Registered Public Accounting Firm		F-1

Consolidated Balance Sheets		F-2

Consolidated Statements of Operations		F-3

Consolidated Statements of Changes Stockholders’ Deficit		F-4

Consolidated Statements of Cash Flows		F-5

Notes to Consolidated Financial Statements		F-6

	December 31,
	2021			2020
ASSETS

Current assets
Cash	$	11,492,702		$	10,617,495
Receivables		3,175,636			38,650
Inventory		-			150,504
Prepaid fees and deposits		624,605			175,000
Receivables - other		-			234,240
Advances to related party		5,000			-
Total current assets		15,297,943			11,215,889

Cash - restricted		1,095,411			583,708
Property and equipment, net		22,903,154			22,498,659
Long-term right of use assets, net		726,194			-
Investment in llc- related party		2,500,000			-
Notes receivables		350,000			4,117,139

Total assets	$	42,872,702		$	38,415,395

LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities
Trade payables	$	3,245,566		$	4,288,794
Non-trade payables		1,950,567			3,850,781
Accounts payable - related party		3,932,716			679,146
Accrued interest		1,325,286			1,043,519
Due to affiliate		74,000			74,000
Current portion of long term debt		5,283,647			10,997,692
Current portion of convertible debt (net of unamortized discount of $18,106 and $827,573)		571,618			-
Current portion of lease liabilities, net		151,806
Total current liabilities		16,535,206			20,933,932

Notes payable (net of issuance costs of $0 and $405,667)		548,477			5,330,752
Convertible note payables (net of unamortized discount of $22,549 and $0)		8,620,412			14,300,907
Remediation liability		18,951,587			17,855,304
Lease liabilities, net		548,477			-

Total liabilities		45,128,110			58,420,895

Stockholders' deficit
Common stock: $0.0001 par value; 230,000,000 shares authorized, 65,084,992 and 42,972,762 shares issued and outstanding		6,508			4,296
Additional paid in capital		163,441,655			113,279,452
Accumulated deficit		(165,793,571	)		(133,289,248	)
Total stockholders' deficit		(2,345,408	)		(20,005,500	)

Total liabilities and stockholders' deficit	$	42,872,702		$	38,415,395

	American Resources
	Common stock						Preferred series A				Preferred series C
	Par value shares			0.0001 Amount			Par value shares		0.0001 Amount		Par value shares		0.0001 Amount		Additional paid in capital			Accumulated deficit			Total
Balance December 31, 2019		27,410,512		$	2,740		$	-	$	-	$	-	$	-	$	90,326,104		$	(123,033,485	)	$	(32,704,641	)

Issuance of common stock for cash		5,200,000			520			-		-		-		-		12,034,480			-			12,035,000
Issuance of common stock for debt conversions		9,461,683			946			-		-		-		-		8,622,291			-			8,623,237
Issuance of common stock for consulting services		65,303			6			-		-		-		-		92,793			-			92,799
Issuance of common stock for warrant exercises		2,145,264			215			-		-		-		-		2,270,714			-			2,270,929
Issuance of common stock for account payable conversions		90,000			9			-		-		-		-		217,767			-			217,776
Issuance of common stock for note settlement		600,000			60			-		-		-		-		642,000			-			642,060
Return of common stock for asset sale		(2,000,000	)		(200	)		-		-		-		-		(1,840,000	)		-			(1,840,200	)
Issuance of warrants in conjunction with convertible notes		-			-			-		-		-		-		1,595,071			-			1,595,071
Stock compensation - options		-			-			-		-		-		-		345,077			-			345,077
Amortization of debt discount		-			-			-		-		-		-		(1,026,845	)		-			(1,026,845	)
Net loss		-			-			-		-		-		-		-			(10,255,763	)		(10,255,763	)

Balance December 31, 2020		42,972,762		$	4,296		$	-	$	-	$	-	$	-	$	113,279,452		$	(133,289,248	)	$	(20,005,500	)

Shares issued in connection with registered offering		9,025,000			903			-		-		-		-		29,217,061			-			29,217,964
Shares issued in connection with warrant and option conversions		2,813,707			281			-		-		-		-		2,667,647			-			2,667,928
Shares issued in connection with debt and payable conversions		10,263,523			1,027			-		-		-		-		16,728,041			-			16,729,068
Shares issued for services		10,000			1			-		-		-		-		9,999			-			10,000
Amortization of debt discount		-			-			-		-		-		-		(580,195	)		-			(580,195	)
Stock compensation - options		-			-			-		-		-		-		1,093,603			-			1,093,603
Assumption of membership interest		-			-			-		-		-		-		1,026,047			-			1,026,047
Net loss		-			-			-		-		-		-		-			(32,504,323	)		(32,504,323	)

Balance December 31, 2021		65,084,992		$	6,508		$	-	$	-	$	-	$	-	$	163,441,655		$	(165,793,571	)	$	(2,345,408	)

	2021			2020
Cash Flows from Operating activities:
Net loss	$	(32,504,323	)	$	(10,255,762	)
Adjustments to reconcile net income loss) to net cash
Depreciation expense		1,980,026			1,855,236
Amortization of mining rights		1,246,740			939,672
Accretion expense		1,096,283			1,287,496
Accretion of Right to Use Assets		(11,960	)		-
Amortization of debt discount		(571,559	)		-
Option Expense		1,093,603			230,050
Net Discount		206,724			-
Discount Amortization Conver		580,195			-
Liabilities reduced due to sale of assets		-			(3,271,974	)
Issuance of common shares for services		10,000			18,800
Loan forgiveness - NMTC		397,030			-
Issuance of warrants in conjunction with convertible notes		-			1,223,700
Loss on settlement of accounts payable with common shares		-			642,060
Return of common shares for property sale		-			(1,840,200	)

Change in current assets and liabilities:
Accounts receivable		(2,907,746	)		2,386,255
Inventory		150,504			365,126
Prepaid expenses and other current assets		(449,605	)		(175,000	)
Accounts payable		(2,943,442	)		(4,301,976	)
Accrued interest		281,767			(1,826,244	)
Funds held for others
Accounts payable related party- Due to Affiliates		3,253,570			(97,649	)
Cash used in operating activities		(29,092,193	)		(13,847,255	)

Cash Flows from Investing activities:
Cash received (paid) for PPE, net		(3,068,943	)		417,857
Cash invested in note receivable		(350,000	)		-
Investment in LLCs		(2,500,000	)
Cash provided by investing activities		(5,918,943	)		417,857

Cash Flows from Financing activities:
Principal payments on long term debt		(672,424	)		(1,103,191	)
Sale of Common Stock for Cash		29,217,964			12,832,475
Cash received from warrant and option conversions		2,667,928
Proceeds from convertible note		600,000			14,411,949
Convertible Note Conversions		8,556,084			-
Capitalized Interest		1,677,192			-
Issuance of common shares for debt settlement		(5,648,698	)		-
Proceeds from long term debt (net of issuance costs $0 and $0)		-			28,000
Net (payments) proceeds from factoring agreement		-			(1,807,443	)
Cash provided by financing activities		36,398,046			24,361,790

Increase (decrease) in cash		1,386,910			10,932,392
Cash, beginning of year		11,201,203			268,811
Cash, end of year	$	12,588,113		$	11,201,203

Supplemental Information
Cash paid for interest	$	708,076		$	327,239

Assets
Acquired Mining Rights	$	25,400,000
Land		1,500,000
Liabilities
Seller Note	$	2,500,000

Assets
Cash	$	400,000
Restricted Cash		250,000

Liabilities
Reclamation liability	$	77,831

Assets
Coal Inventory	$	523,150
Mine Development		415,984
Coal Refuse		142,443
Land		675,092
Equipment - Underground		692,815
Equipment - Surface		3,763
Processing and Loading Facility		1,550,663
Liabilities
Reclamation liability		2,009,181
Accrued liabilities		1,994,727

	December 31, 2021		December 31, 2020
Cash	$	11,492,702	$	10,617,495
Restricted Cash		1,095,411		583,708
Total cash and restricted cash presented in the consolidated statement of cash flows	$	12,588,113	$	11,201,203

	2021			2020
Beginning Balance	$	17,855,304	$	19,839,782
Accretion		1,096,283		1,287,496
Pointrock Sale		-		(2,910,749	)
PCR Sale		-		(361,225	)

Ending Balance	$	18,951,587	$	17,855,304

	2021			2020
Processing and rail facility	$	11,591,274		$	11,591,273
Underground equipment		9,687,667			6,838,417
Surface equipment		3,201,464			2,527,576
Mine development		561,575			561,575
Coal refuse storage		12,134,192			12,134,192
Rare Earth Processing		96,107			-
Construction in Progress		12,015			-
Land		1,572,435			1,572,435
Less: Accumulated depreciation		(15,953,575	)		(12,726,809	)

Total Property and Equipment, Net	$	22,903,154		$	22,498,659

Processing and Rail Facilities		7-20 years
Surface Equipment		7 years
Underground Equipment		5 years
Mine Development		5-10 years
Coal Refuse Storage		10 years

	Asset		Liability
Principal Office Lease	$	471,321	$	465,501
Kite Kentucky Lease		83,075		82,003
Rare Earth Commercial Land Lease		101,799		106,005
Rare Earth Commercial Purification Facility Lease		69,888		67,054
Totals	$	742,702	$	736,678

Current		-		151,806
Long-term		743,702		562,428