UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________to _____________ Commission file number 000-55456 AMERICAN RESOURCES CORPORATION (Exact Name of Registrant as specified in its charter) | --- | --- | |------------- ...

American Resources Corporation (NASDAQ:AREC) Q3 2022 Earnings Conference Call November 15, 2022 4:30 PM ET Company Participants Mark LaVerghetta - Vice President, Corporate Finance & Communications Kirk Taylor - Chief Financial Officer Mark Jensen - Chairman of the Board & Chief Executive Officer Conference Call Participants Heiko Ihle - H.C. Wainwright Michael Samuels - Berthel, Fisher Steven Segal - KBB Asset Management Mike Niehuser - ROTH Capital Partners Operator Greetings, and welcome to American Reso ...

PART I. FINANCIAL INFORMATION [Item 1. Interim Consolidated Financial Statements](index=3&type=section&id=Item%201.%20Interim%20Consolidated%20Financial%20Statements) The company reported a significant revenue increase to **$34.8 million** for the nine months ended September 30, 2022, alongside a reduced net loss and a decline in cash and total assets [Consolidated Condensed Balance Sheets](index=3&type=section&id=Consolidated%20Condensed%20Balance%20Sheets) As of September 30, 2022, total assets decreased to **$37.3 million** while total liabilities increased, resulting in a larger stockholders' deficit of **$9.1 million** Balance Sheet Highlights | Balance Sheet Highlights | Sep 30, 2022 (Unaudited) | Dec 31, 2021 | | :--- | :--- | :--- | | **Assets** | | | | Cash | $3,769,465 | $11,492,702 | | Total Current Assets | $11,224,873 | $15,292,943 | | Total Assets | $37,313,393 | $42,867,702 | | **Liabilities & Equity** | | | | Total Current Liabilities | $20,691,222 | $16,530,206 | | Total Liabilities | $46,386,098 | $45,213,110 | | Accumulated Deficit | $(176,196,598) | $(165,793,571) | | Total Stockholders' Deficit | $(9,072,705) | $(2,345,408) | [Consolidated Condensed Statements of Operations](index=4&type=section&id=Consolidated%20Condensed%20Statements%20of%20Operations) Revenues significantly increased to **$34.8 million** for the nine months ended September 30, 2022, with the net loss improving to **$10.5 million** from the prior year Statement of Operations (Nine Months) | Statement of Operations | Nine Months Ended Sep 30, 2022 | Nine Months Ended Sep 30, 2021 | | :--- | :--- | :--- | | Total Revenue | $34,789,566 | $3,217,781 | | Total Operating Expenses | $(47,537,148) | $(22,619,096) | | Net Loss from Operations | $(12,747,582) | $(19,401,315) | | Net Income (Loss) | $(10,466,517) | $(21,953,551) | | Net loss per common share | $(0.16) | $(0.41) | Statement of Operations (Three Months) | Statement of Operations | Three Months Ended Sep 30, 2022 | Three Months Ended Sep 30, 2021 | | :--- | :--- | :--- | | Total Revenue | $9,509,738 | $2,813,923 | | Net Loss from Operations | $(4,632,147) | $(7,842,882) | | Net Income (Loss) | $(5,226,840) | $(8,913,521) | | Net loss per common share | $(0.08) | $(0.15) | [Consolidated Condensed Statements of Changes in Stockholders' Equity (Deficit)](index=5&type=section&id=Consolidated%20Condensed%20Statements%20of%20Changes%20in%20Stockholders%27%20Equity%20%28Deficit%29) The stockholders' deficit expanded to **$9.1 million** by September 30, 2022, primarily due to a **$10.4 million** net loss, partially offset by capital raises - The total stockholders' deficit grew to **$(9,072,705)** as of September 30, 2022, from **$(2,345,408)** at December 31, 2021[17](index=17&type=chunk) - The increase in the accumulated deficit was primarily due to a net loss of **$5,226,840** for the third quarter of 2022 and **$10,403,028** for the first nine months of 2022 attributable to shareholders[12](index=12&type=chunk)[17](index=17&type=chunk) [Consolidated Condensed Statements of Cash Flows](index=7&type=section&id=Consolidated%20Condensed%20Statements%20of%20Cash%20Flows) Net cash used in operations was **$11.9 million** for the nine months ended September 30, 2022, leading to an overall **$7.7 million** decrease in cash and restricted cash Cash Flow Summary | Cash Flow Summary | Nine Months Ended Sep 30, 2022 | Nine Months Ended Sep 30, 2021 | | :--- | :--- | :--- | | Net cash used in operations | $(11,881,575) | $(17,441,221) | | Net cash from investing activities | $3,477,474 | $(5,075,701) | | Net cash from financing activities | $672,422 | $31,446,016 | | **Increase(decrease) in cash** | **$(7,731,677)** | **$8,929,094** | | Cash, end of period | $4,856,436 | $20,130,297 | [Notes to Unaudited Consolidated Condensed Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Consolidated%20Condensed%20Financial%20Statements) The notes detail accounting policies, significant related-party transactions, an increased Asset Retirement Obligation, and various contingencies - The company owns **92.5%** of American Rare Earth, LLC, which is treated as a variable interest entity and consolidated in the financial statements[21](index=21&type=chunk) Asset Retirement Obligation (ARO) | Asset Retirement Obligation (ARO) | Amount | | :--- | :--- | | Balance at Dec 31, 2021 | $18,951,587 | | Accretion (9 months 2022) | $987,744 | | **Balance at Sep 30, 2022** | **$19,939,332** | - The company has significant related-party transactions, including a services agreement with Land Betterment Corporation, controlled by company management, which incurred **$4.7 million** in charges for the first nine months of 2022[44](index=44&type=chunk)[45](index=45&type=chunk) - Contingencies include claims from the Kentucky Energy Cabinet totaling **$1,430,997** and the Mine Health Safety Administration totaling **$754,398**[60](index=60&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=19&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes revenue growth to increased coal production, while ongoing net losses and liquidity challenges persist due to high costs and supply chain constraints - The company's business focuses on acquiring, rehabilitating, and operating natural resource assets, primarily metallurgical coal for steel making, through subsidiaries like McCoy Elkhorn and Perry County Resources[68](index=68&type=chunk)[69](index=69&type=chunk) - The primary driver for increased revenue was higher coal production following the recommencement of mining operations at the E4-2 mine on March 29, 2021, post-COVID-19 pandemic idling[111](index=111&type=chunk)[93](index=93&type=chunk) - As of September 30, 2022, available cash was **$3.8 million**, with future liquidity expected to be funded by cash on hand, borrowings, and common stock issuances[115](index=115&type=chunk) - The COVID-19 pandemic led to muted demand for infrastructure and steel products, impacting sales and gross margins, with operations idled from January to December 2020 and persistent supply chain constraints[118](index=118&type=chunk) [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=30&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) As a smaller reporting company, American Resources Corporation is exempt from providing disclosures under this item - The company, as a smaller reporting entity, is not required to provide disclosures under this item[121](index=121&type=chunk) [Item 4. Controls and Procedures](index=30&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were ineffective as of September 30, 2022, due to insufficient staffing and untimely reconciliations - Management concluded that the company's disclosure controls and procedures were not effective as of September 30, 2022[123](index=123&type=chunk) - This ineffectiveness stemmed from an insufficient number of staff in accounting and reporting functions and a lack of timely reconciliations[123](index=123&type=chunk) PART II. OTHER INFORMATION [Item 1. Legal Proceedings](index=31&type=section&id=Item%201.%20Legal%20Proceedings) The company reports no current litigation expected to materially adversely affect its financial condition or operations - The company reports it is not involved in any litigation expected to have a material adverse effect on its financial condition or operations[126](index=126&type=chunk) [Item 1A. Risk Factors](index=31&type=section&id=Item%201A.%20Risk%20Factors) This section is not applicable for the current quarterly report - Not applicable[126](index=126&type=chunk) [Item 2. Unregistered Sale of Equity Securities and Use of Proceeds](index=31&type=section&id=Item%202.%20Unregistered%20Sale%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company sold **425,000** restricted common shares on March 17, 2021, generating **$1,275,000** in gross proceeds for general business purposes - On March 17, 2021, the company sold **425,000** restricted common shares, raising **$1,275,000** in gross proceeds[126](index=126&type=chunk) [Item 3. Defaults upon Senior Securities](index=31&type=section&id=Item%203.%20Defaults%20upon%20Senior%20Securities) The company reported no defaults on senior securities - None[127](index=127&type=chunk) [Item 4. Mine Safety Disclosures](index=31&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) Mine safety disclosures, including violations and regulatory matters, are provided in Exhibit 95.1 of the quarterly report - Mine safety disclosures required by the Dodd-Frank Act are included in Exhibit 95.1[127](index=127&type=chunk) [Item 5. Other Information](index=31&type=section&id=Item%205.%20Other%20Information) No other information was reported for this item - None[127](index=127&type=chunk) [Item 6. Exhibits](index=32&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including corporate documents, agreements, and officer certifications - Lists all exhibits filed with the report, including CEO/CFO certifications (**31.1**, **31.2**, **32.1**, **32.2**) and Mine Safety Disclosure (**95.1**)[128](index=128&type=chunk)[131](index=131&type=chunk)[132](index=132&type=chunk)[133](index=133&type=chunk)[134](index=134&type=chunk)[135](index=135&type=chunk)

American Resources Corporation (NASDAQ:AREC) Q2 2022 Earnings Conference Call August 15, 2022 4:30 PM ET Company Participants Mark LaVerghetta - Vice President, Corporate Finance & Communications Kirk Taylor - Chief Financial Officer Mark Jensen - Chairman of the Board & Chief Executive Officer Conference Call Participants Mike Niehuser - ROTH Capital Partners Steven Segal - KBB Asset Management Michael Samuels - Berthel, Fisher Operator Greetings, and welcome to the American Resources Corporation Second Qu ...

American Resources Corporation (NASDAQ:AREC) Q1 2022 Earnings Conference Call May 16, 2022 4:30 PM ET Company Participants Mark Jensen – Chairman of the Board and Chief Executive Officer Kirk Taylor – Chief Financial Officer Mark LaVerghetta – Vice President, Corporate Finance and Communications Conference Call Participants Steven Segal – KBB Asset Management Michael Samuels – Berthel, Fisher and Company Heiko Ihle – H.C. Wainwright & Co. Phil Cordell – Cordell Enterprise Operator Good day, ladies and gentl ...

Financial Data and Key Metrics Changes - The company improved its balance sheet by eliminating approximately $15.6 million of debt and payables while adding around $30 million of cash through a common stock offering during 2021 [35] - The company ended 2021 with approximately $11.5 million of cash on hand and a total debt of about $15 million [40] Business Line Data and Key Metrics Changes - The metallurgical carbon production is expected to generate revenue between $5.25 million to $6 million for March, indicating a strong operational performance [22][44] - The company is ramping up production at the Perry County mine, expanding from one section to two sections utilizing four continuous miners, effectively doubling production [17][18] Market Data and Key Metrics Changes - Demand for metallurgical coal is driven by global economic and infrastructure growth, with a strong market anticipated due to government stimulus and infrastructure projects [13][14] - The company is positioned to benefit from a constrained supply environment, with many industry participants sold out for 2022 [12][14] Company Strategy and Development Direction - The company aims to be the first domestic supplier of isolated and purified critical and rare earth elements, aligning with national priorities for electrification and clean tech [8][32] - Strategic partnerships have been established to leverage expertise and ensure success in synthesizing a domestic and circular supply chain [8][11] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in delivering the best year in the company's history, supported by a strong order backlog of approximately $110 million [9][44] - The company anticipates stable pricing for metallurgical carbon due to strong demand and constrained supply [12][14] Other Important Information - The company is developing a Rare Earth and Battery Metals division, focusing on sustainable production from recycled materials [27][28] - A $45 million tax-exempt bond has been preliminarily approved for the Wyoming County complex, which will enhance production capabilities [24][26] Q&A Session Summary Question: Can you walk us through what you've been seeing with pricing then versus now? - The company built its $110 million backlog with downside protection and is currently realizing high-end pricing due to market conditions [42][43] Question: What are you seeing with end market demand for Rare Earth Metals? - There is increasing concern about sourcing materials from geopolitically safe sources, leading to heightened interest in domestic production [46][47] Question: Can you explain the pillar mining strategy and its cost benefits? - The pillar mining strategy is expected to reduce costs by about 30% while allowing the company to reuse existing infrastructure, positioning it favorably against peers [50][52] Question: How should investors think about revenue ramp for the remainder of the year? - The company anticipates continued revenue growth, with March being the strongest month and expectations for further increases in April [59][60]

PART I [Business](index=3&type=section&id=Item%201.%20Business) American Resources Corporation primarily mines and processes metallurgical coal for the steel industry, having strategically shifted from natural gas fueling stations and now also recovering metals and rare earth elements - The company's business focus shifted to coal mining and processing after the acquisition of Quest Energy Inc. in 2017, which is now named American Carbon Corp[12](index=12&type=chunk) - ARC has diversified its revenue streams by establishing subsidiaries focused on metal recovery (American Metals LLC) and rare earth elements (American Rare Earth LLC)[13](index=13&type=chunk) - The company has no "proven" or "probable" reserves as defined by SEC Industry Guide 7, and therefore its business activities are considered to be in the exploration stage[14](index=14&type=chunk) - Since mid-2019, the company has ceased mining or selling thermal coal, focusing exclusively on metallurgical coal for the steel industry[14](index=14&type=chunk) [Operating Subsidiaries and Properties](index=4&type=section&id=Operating%20Subsidiaries%20and%20Properties) Operations are managed through subsidiaries like McCoy Elkhorn and Perry County Resources, which are active coal producers, while others hold idled mines and processing facilities for future development or reclamation Key Operating Subsidiaries and their Status | Subsidiary | Location | Key Assets | Status | | :--- | :--- | :--- | :--- | | **McCoy Elkhorn Coal LLC** | Pike County, KY | Mine 15, Carnegie 1 Mine, Bevins Prep Plants | Carnegie 1 Mine restarted Oct 2021 | | **Knott County Coal LLC** | Knott County, KY | Wayland Surface Mine, Supreme Energy Prep Plant | Wayland mine idled | | **Deane Mining LLC** | Letcher/Knott County, KY | Access Energy Mine, Mill Creek Prep Plant | Mines idled | | **Wyoming County Coal LLC** | Wyoming County, WV | Pioneer Prep Plant, Hatcher rail loadout | All assets idled, in planning phase | | **Perry County Resources LLC** | Perry County, KY | E4-2 Mine, Davidson Branch Prep Plant | E4-2 Mine restarted Mar 2021 | | **ERC Mining Indiana Corp** | Greene/Sullivan County, IN | Gold Star Mine | Idled, undergoing reclamation | 2021 Production and Sales Data for Active Mines | Mine | 2021 Tons Produced | 2021 Avg. Sale Price/Ton ($) | | :--- | :--- | :--- | | **Carnegie 1 Mine** | 7,889.63 | 138.00 | | **E4-2 Mine** | 79,546.75 | 83.17 | [Business Operations](index=12&type=section&id=Business%20Operations) The company's coal operations rely on approximately 200 mineral and surface leases, with sales primarily to domestic and international steelmaking customers managed by third-party intermediaries in a highly competitive market - The company's coal mining operations are dependent on approximately **200 leases** for mineral and surface rights[58](index=58&type=chunk) - Coal sales are primarily outsourced to third-party intermediaries, with all contracts requiring management approval; the COVID-19 pandemic has disrupted traditional sales channels[59](index=59&type=chunk) - The company competes in a highly competitive market against larger domestic and international producers, including Corsa Coal, Ramaco Resources, Blackhawk Mining, and Coronado Coal[60](index=60&type=chunk) [Environmental, Governmental, and Other Regulatory Matters](index=13&type=section&id=Environmental%2C%20Governmental%2C%20and%20Other%20Regulatory%20Matters) The company's operations are subject to extensive federal, state, and local environmental, health, and safety regulations, requiring costly compliance and significant financial assurance for reclamation obligations - Operations are heavily regulated by laws such as SMCRA, CAA, CWA, and RCRA, which cover permitting, reclamation, water discharge, and air emissions[63](index=63&type=chunk) - The company is required to secure performance of its reclamation obligations through surety bonds or other financial security; as of December 31, 2021, the company had approximately **$31.28 million** in outstanding surety bonds[75](index=75&type=chunk)[78](index=78&type=chunk) - Regulations concerning global climate change and greenhouse gas (GHG) emissions, such as the EPA's Clean Power Plan, could reduce demand for coal and adversely impact the business, although the company is currently focused on metallurgical coal, not power generation[93](index=93&type=chunk)[96](index=96&type=chunk) [Risk Factors](index=20&type=page&id=Item%201A.%20Risk%20Factors) As a Smaller Reporting Company, American Resources Corporation is not required to provide the information for this item - The company is exempt from providing Risk Factors disclosure due to its status as a Smaller Reporting Company[116](index=116&type=chunk) [Unresolved Staff Comments](index=20&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports that it has no unresolved staff comments - There are no unresolved comments from SEC staff[116](index=116&type=chunk) [Properties](index=20&type=section&id=Item%202.%20Properties) The company's principal executive offices are leased in Fishers, Indiana, and its subsidiary American Rare Earth has leased land and warehouse space for a critical element purification facility - Principal offices are leased in Fishers, Indiana; the lease was amended effective January 1, 2022, for a ten-year term at **$5,869 per month**[117](index=117&type=chunk) - American Rare Earth has leased nearly **7 acres of land** for 5 years at **$3,500 per month** and **6,700 sq. ft. of warehouse space** for 2 years at **$4,745.83 per month** for a purification facility[117](index=117&type=chunk)[118](index=118&type=chunk) [Legal Proceedings](index=21&type=section&id=Item%203.%20Legal%20Proceedings) The company is subject to ordinary routine litigation incidental to its business operations, with specific details provided in the financial statements - The company is involved in routine litigation; specific details are provided in Note 9 of the financial statements[118](index=118&type=chunk)[61](index=61&type=chunk) [Mine Safety Disclosures](index=21&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) Information regarding mine safety violations and other regulatory matters is included in Exhibit 95.1 of this Annual Report - Mine safety disclosures are provided in Exhibit 95.1 to this Form 10-K[119](index=119&type=chunk) PART II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=21&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's Class A Common Stock trades on NASDAQ under AREC, has not paid dividends, and this section details historical stock prices, shareholder count, and recent issuances of unregistered securities - The company's Class A Common Stock is traded on the NASDAQ Capital Market under the ticker **AREC**; as of March 28, 2022, there were **153 shareholders of record** holding **65,742,185 shares**[121](index=121&type=chunk)[122](index=122&type=chunk) Quarterly Common Stock Price Range (2020-2021) | Quarter Ending | High ($) | Low ($) | | :--- | :--- | :--- | | **2020** | | | | Mar 31 | 1.11 | 0.320 | | Jun 30 | 1.40 | 0.73 | | Sep 30 | 2.33 | 1.14 | | Dec 31 | 4.93 | 1.26 | | **2021** | | | | Mar 31 | 8.02 | 1.08 | | Jun 30 | 4.20 | 2.59 | | Sep 30 | 2.64 | 1.75 | | Dec 31 | 2.67 | 1.59 | - In June 2021, the company issued **8,600,000 shares** of Class A Common Stock, raising net proceeds of **$27,943,000**[127](index=127&type=chunk) - All previously outstanding Series A, B, and C Preferred Stock were converted into common shares as of February 2019[128](index=128&type=chunk)[132](index=132&type=chunk)[136](index=136&type=chunk) [Selected Financial Data](index=27&type=section&id=Item%206.%20Selected%20Financial%20Data) As a smaller reporting company, American Resources Corporation is not required to provide the information for this item - The company is exempt from providing Selected Financial Data due to its status as a smaller reporting company[155](index=155&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=27&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the significant increase in 2021 revenue driven by renewed coal demand, rising operating expenses due to production restarts, and improved financial condition from equity offerings and debt conversion Results of Operations (2021 vs. 2020) | Metric | 2021 ($) | 2020 ($) | | :--- | :--- | :--- | | **Revenues** | 7,755,306 | 1,059,691 | | **Total Operating Expenses** | 36,088,714 | 17,507,056 | Financial Condition (as of Dec 31) | Metric | 2021 ($) | 2020 ($) | | :--- | :--- | :--- | | **Total Assets** | 42,872,702 | 38,415,395 | | **Total Liabilities** | 45,218,110 | 58,420,895 | - The increase in revenue was primarily driven by additional demand for coal as the market recovered from the COVID-19 pandemic; operations, which were idled in January 2020, resumed in December 2020[157](index=157&type=chunk)[161](index=161&type=chunk) - Critical accounting policies include the capitalization and amortization of mine development costs, estimation of asset retirement obligations (ARO), and impairment testing of long-lived assets[163](index=163&type=chunk)[164](index=164&type=chunk)[166](index=166&type=chunk) [Quantitative and Qualitative Disclosure About Market Risk](index=29&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosure%20About%20Market%20Risk) As a smaller reporting company, American Resources Corporation is not required to provide the information for this item - The company is exempt from providing Quantitative and Qualitative Disclosure About Market Risk due to its status as a smaller reporting company[168](index=168&type=chunk) [Financial Statements and Supplementary Data](index=29&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section incorporates by reference the report of the independent registered public accounting firm and the company's financial statements, included from page F-1 - The company's audited financial statements and the independent auditor's report are filed as part of this report, beginning on page F-1[168](index=168&type=chunk) [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=29&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports that it had no disagreements with its accounting firm on accounting and financial disclosure during the reporting period - There were no disagreements with the company's accountants during the reporting period[168](index=168&type=chunk) [Controls and Procedures](index=29&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures were not effective as of December 31, 2021, due to a material weakness in internal control over financial reporting caused by insufficient accounting staff and lack of segregation of duties - Management concluded that disclosure controls and procedures were not effective as of December 31, 2021[170](index=170&type=chunk) - A material weakness was identified: a lack of segregation of duties within the financial reporting function due to an insufficient number of accounting staff[172](index=172&type=chunk)[173](index=173&type=chunk) [Other Information](index=30&type=section&id=Item%209B.%20Other%20Information) The company reports no other information for this item - No other information is reported under this item[177](index=177&type=chunk) PART III [Directors, Executive Officers and Corporate Governance](index=30&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) This section provides biographical information for the company's executive officers and directors, including the CEO, President, CFO, COO, and three independent directors, and outlines the board's three committees Executive Officers and Directors (as of Dec 31, 2021) | Name | Position(s) | | :--- | :--- | | **Mark C. Jensen** | CEO, Chairman of the Board | | **Thomas M. Sauve** | President, Director | | **Kirk P. Taylor** | Chief Financial Officer | | **Tarlis R. Thompson** | Chief Operating Officer | | **Michael Layman** | Director (Independent) | | **Gerardine Botte, PH.D.** | Director (Independent) | | **Courtenay O. Taplin** | Director (Independent) | - The Board of Directors has three independent members: Michael Layman, Gerardine Botte, and Courtenay O. Taplin[196](index=196&type=chunk) - The board has an Audit Committee, a Compensation Committee (both comprised of the three independent directors), and a Safety and Environmental Committee[204](index=204&type=chunk)[205](index=205&type=chunk)[207](index=207&type=chunk)[208](index=208&type=chunk) [Executive Compensation](index=35&type=section&id=Item%2011.%20Executive%20Compensation) This section details the compensation for Named Executive Officers and directors for fiscal years 2020 and 2021, primarily consisting of base salaries and significant stock option awards, with employment agreements in place for most executives 2021 Executive Officer Compensation | Name | Position | Salary ($) | Option Awards ($) | Total ($) | | :--- | :--- | :--- | :--- | :--- | | **Mark C. Jensen** | CEO | 250,000 | 643,500 | 893,500 | | **Thomas M. Sauve** | President | 200,000 | 365,750 | 568,615 | | **Kirk P. Taylor** | CFO | 200,000 | 143,000 | 347,973 | | **Tarlis R. Thompson** | COO | 175,000 | 266,000 | 441,000 | - Executive compensation is primarily composed of base salary and stock option awards, with the value of option awards representing a significant portion of total compensation in 2021[210](index=210&type=chunk) - Directors receive compensation in the form of stock option awards; in 2021, option awards for non-employee directors ranged from **$199,500 to $332,500** in value[215](index=215&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=38&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) This section details the beneficial ownership of the company's common stock as of December 31, 2021, identifying Golden Properties, Ltd. as the only beneficial owner of more than 5%, and outlining holdings of executive officers and directors - Golden Properties, Ltd. is the only entity known to beneficially own more than **5%** of the company's common stock, with deemed ownership of **9.99% (6,167,965 shares)** due to warrant holdings[229](index=229&type=chunk) Beneficial Ownership of Officers and Directors | Name | Position | Shares Beneficially Owned | Percent of Class (%) | | :--- | :--- | :--- | :--- | | **Mark C. Jensen** | CEO, Director | 5,237,160 | 8.48% | | **Thomas M. Sauve** | President, Director | 4,455,646 | 7.22% | | **Kirk P. Taylor** | CFO | 1,620,383 | 2.54% | | **Tarlis R. Thompson** | COO | 163,170 | 0.26% | | **All Directors and Officers as a Group** | | 11,476,359 | 18.50% | [Certain Relationships and Related Transactions, and Director Independence](index=40&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) The company discloses several transactions with related parties, including property leases and contract services agreements with entities owned or controlled by management, and confirms the independence of three board members - The company leases property and mineral rights from Land Resources & Royalties LLC (LRR), an entity owned by members of the company's management; in 2021, royalty expenses to LRR were **$232,208**[234](index=234&type=chunk) - A Contract Services Agreement is in place with Land Betterment Corp, an entity controlled by certain members of management; in 2020, the company incurred **$1,547,671** under this agreement; as of Dec 31, 2021, **$355,899** was due under the agreement[236](index=236&type=chunk) - The Board has determined that directors Botte, Layman, and Taplin are independent under NASDAQ listing standards[239](index=239&type=chunk) [Principal Accounting Fees and Services](index=41&type=section&id=Item%2014.%20Principal%20Accounting%20Fees%20and%20Services) This section details the fees paid to the company's independent registered public accounting firm, B.F. Borgers CPA, PC, for services rendered in 2021 and 2020, all of which were pre-approved by the audit committee Accountant Fees (2021 vs. 2020) | Fee Category | 2021 ($) | 2020 ($) | | :--- | :--- | :--- | | **Audit Fees** | 200,000 | 180,000 | | **Audit-Related Fees** | 10,000 | 45,500 | | **Tax Fees** | - | - | | **All Other Fees** | - | - | PART IV [Exhibits, Financial Statement Schedules](index=41&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules) This section lists all exhibits filed with the Form 10-K, including articles of incorporation, bylaws, material contracts, employment agreements, certifications, and mine safety disclosures, many of which are incorporated by reference Consolidated Financial Statements [Financial Statements Overview](index=45&type=section&id=Financial%20Statements%20Overview) The consolidated financial statements for 2021 and 2020 show increased revenue but a larger net loss in 2021, with improved financial condition due to increased assets, decreased liabilities, and a reduced stockholders' deficit, primarily from financing activities Key Financial Highlights (2021 vs. 2020) | Metric | 2021 ($) | 2020 ($) | | :--- | :--- | :--- | | **Total Revenue** | 7,755,306 | 1,059,691 | | **Net Loss** | (32,504,323) | (10,255,763) | | **Total Assets** | 42,872,702 | 38,415,395 | | **Total Liabilities** | 45,128,110 | 58,420,895 | | **Total Stockholders' Deficit** | (2,345,408) | (20,005,500) | | **Cash, end of year** | 12,588,113 | 11,201,203 | [Notes to Consolidated Financial Statements](index=50&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes provide detailed explanations of accounting policies and financial figures, covering consolidation, asset details, debt, related party transactions, equity, and legal contingencies, including significant regulatory assessments and permit transfer liabilities - The company's primary revenue source is coal sales, recognized when control transfers to the customer (typically upon railcar loading); in 2021, **75.3% of revenue** came from two coal customers[317](index=317&type=chunk)[320](index=320&type=chunk) - As of Dec 31, 2021, total notes payable were **$5.83 million** and convertible notes payable were **$9.19 million** (net of discount)[343](index=343&type=chunk)[344](index=344&type=chunk) - The company has significant legal and regulatory contingencies, including claims from the Kentucky Energy Cabinet totaling **$1,427,990** and from the Mine Health Safety Administration of **$918,611**[398](index=398&type=chunk) - Subsequent to year-end, on January 26, 2022, the company received forgiveness for **$1.52 million** of principal and accrued interest on its Paycheck Protection Program (PPP) loan[405](index=405&type=chunk)

American Resources Corporation (NASDAQ:AREC) Q3 2021 Earnings Conference Call November 15, 2021 11:00 AM ET Company Participants Mark Laverghetta - Vice President of Corporate, Finance & Communications Mark Jensen - Chairman & Chief Executive Officer Kirk Taylor - Chief Financial Officer Conference Call Participants Kyle Gallagher - Merrill Lynch Operator Greetings, and welcome to American Resources Corporation Third Quarter 2021 Conference Call. [Operator Instructions] As a reminder, this conference is bei ...