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): August 1, 2023

 

arec_8kimg1.jpg  

 

AMERICAN RESOURCES CORPORATION

(Exact name of registrant as specified in its charter)

 

Florida

 

000-55456

 

46-3914127

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

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 1.01 Entry into a Material Definitive Agreement

 

On August 1, 2023 American Resources Corporation (“American Resources” or the “Company”), received a deposit (“Deane Deposit”) whereby entering the Company’s subsidiary, American Carbon Corporation (“American Carbon” or “ACC”), into a binding letter of intent (“Letter of Intent”) to sell certain assets associated to its Deane Mining complex to Integrity Carbon Solutions LLC (“Integrity” or “ICS”). Total consideration for the Company’s Deane Mining complex is approximately $20,600,000 of enterprise value which consists of: (i) the $200,000 Deane Deposit, (ii) $800,000 paid upon the consummation of the transaction as contemplated in the Letter of Intent (“Closing Payment”), (iii) $500,000 per calendar quarter for a period twenty-one consecutive calendar quarters following the Closing Payment (“Quarterly Payments”), and (iv) the assumption and replacement of approximately $9,100,000 of associated environmental reclamation bonds.

 

The foregoing description of the Letter of Intent does not purport to be complete and is qualified in its entirety by reference to the complete text, which is filed as an Exhibit hereto.

 

Item 7.01 Regulation FD Disclosure

 

On August 2, 2023 American Resources Corporation issued a press release announcing that the Company has entered into a binding letter of intent to sell certain assets of American Carbon Corporation that are associated to the Company’s Deane Mining Complex.

 

The information presented in Item 7.01 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.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

The following exhibits are attached hereto and filed herewith.

 

Exhibit No.

Description

1.1

Letter of Intent

99.1

 

Press Release Dated August 3, 2023

 

 

2

 

 

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: August 4, 2023

By:

/s/ Mark C. Jensen

 

 

Mark C. Jensen

 
  

Chief Executive Officer

 
    

 

 

3

 

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Cover
Aug. 01, 2023
Cover [Abstract]  
Entity Registrant Name AMERICAN RESOURCES CORPORATION
Entity Central Index Key 0001590715
Document Type 8-K
Amendment Flag false
Entity Emerging Growth Company false
Document Period End Date Aug. 01, 2023
Entity Incorporation State Country Code FL
Entity File Number 000-55456
Entity Tax Identification Number 46-3914127
Entity Address Address Line 1 12115 Visionary Way
Entity Address Address Line 2 Suite 174
Entity Address City Or Town Fishers
Entity Address State Or Province IN
Entity Address Postal Zip Code 46038
City Area Code 317
Local Phone Number 855-9926
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false

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