Amended Current Report Filing (8-k/a)
May 29 2019 - 4:43PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM 8-K/A
Amendment No. 1
CURRENT REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of
1934
Date of
Report (Date of Earliest event Reported): February 20,
2019
AMERICAN
RESOURCES CORPORATION
(Exact name of registrant as specified in its charter)
Florida
(State
or other jurisdiction
of
incorporation)
|
000-55456
(Commission
File
Number)
|
46-3914127
(I.R.S.
Employer
Identification
No.)
|
9002
Technology Lane, 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
1.01
Entry into a Material Definitive Agreement.
Item
2.01
Completion of Acquisition or Disposition of Assets
On
February 20, 2019, American Resources completed a merger agreement
with Empire Kentucky Land, Inc (“Empire Kentucky”)
whereby American Resources issued Two Million (2,000,000) Class A
Common Shares in exchange for 100% of the outstanding shares of
Empire Kentucky on February 12, 2019. The terms of the agreement
were mutually agreed to on February 12, 2019. Empire Kentucky,
along with its wholly-owned subsidiary, Colonial Coal Company,
Inc., owns real estate and mineral deposits located in Pike County,
Kentucky, near American Resources’ McCoy Elkhorn Coal
operations. Concurrently, American Resources entered into an Asset
Purchase Agreement with Empire Coal Holdings, LLC (“Empire
Coal”) to purchase additional real estate and mineral
deposits held by Empire Coal. Consideration paid to Empire Coal for
the acquired assets consists of Five Hundred Thousand Dollars
($500,000) and a promissory note in the amount of Two Million
Dollars ($2,000,000). The promissory note is secured by the
purchased property held by Empire Coal and Empire Kentucky and has
a six-month term and a Three Percent (3.0%) annual interest rate.
Both Empire Kentucky and Empire Coal are under common control.
Control of the assets acquired in this transaction by American
Resources took place on February 12, 2019 and is accounted for as
an asset purchase under Update ASU 2017-01 Business Combinations
(Topic 805).
Item 9.01
Financial Statements and
Exhibits.
(d)
Exhibits
The
following exhibits are attached hereto and filed
herewith.
ExhibitNo.
|
|
Description
|
|
|
Agreement
and Plan of Merger with Empire Kentucky Land, Inc.
|
|
|
Asset
Purchase Agreement with Empire Coal Holdings, LLC
|
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.
|
American Resources
Corporation
|
|
|
|
|
|
Date: February 21,
2019
|
By:
|
/s/ Mark C.
Jensen
|
|
|
|
Mark C.
Jensen
|
|
|
|
Chief Executive
Officer
|
|
American Resources (NASDAQ:AREC)
Historical Stock Chart
From Aug 2024 to Sep 2024
American Resources (NASDAQ:AREC)
Historical Stock Chart
From Sep 2023 to Sep 2024