S-1 1 arec_s1.htm FORM S-1 As filed with the Securities and Exchange Commission on October 27, 2025 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AMERICAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or organization) (Address, including zip code, and telephone number, including area code, of registrant's principal execu ...

Core Viewpoint - The U.S. rare earth stocks experienced significant declines, with major companies dropping over 10% following comments from U.S. Treasury Secretary Yellen regarding China's delay in implementing rare earth export controls [1] Group 1: Stock Performance - American Resources (AREC.US) fell over 20% [1] - United States Antimony (UAMY.US) dropped more than 20% [1] - Critical Metals (CRML.US) decreased by over 19% [1] - USA Rare Earth (USAR.US) declined more than 13% [1] - MP Materials (MP.US) saw a drop of over 10% [1] Group 2: Government Statements - U.S. Treasury Secretary Yellen indicated that apart from reaching an agreement on soybean purchases, China would delay the implementation of rare earth export control measures [1]

Core Viewpoint - American Resources Corporation (NASDAQ:AREC) has experienced a significant share price increase of 616% year-to-date, primarily driven by the dynamics of the rare earth metal market and geopolitical factors [2]. Company Performance - The share price surge of American Resources Corporation is attributed to the broader trend of American rare earth metal companies benefiting from China's dominance in the supply chain, which has been leveraged in trade negotiations with the US [2]. - Despite the impressive gains, there are concerns regarding the sustainability of this growth, as highlighted by Jim Cramer's recommendation to sell the stock due to potential overvaluation and market trends [3]. Market Trends - The rare earth metal sector is currently volatile, with companies like United States Antimony also experiencing significant price increases, such as a 532% rise, which raises red flags about market speculation and potential corrections [3]. - Cramer suggests that the current market behavior resembles patterns from the year 2000, where companies began merging due to inflated stock prices, indicating a possible bubble in the rare earth sector [3]. Investment Outlook - While American Resources Corporation shows potential, there is a belief that other sectors, particularly AI stocks, may offer better investment opportunities with higher returns and lower risks [4].

Group 1 - Rare earth stocks experienced a significant increase as the U.S. and Australia pledged to invest billions in critical mineral projects, including one involving Alcoa [1] - William Blair identified American Resources (AREC) and USA Rare Earth (USA) as strong candidates for potential equity stakes from President Trump [1] - United States Antimony (UAMY) was also mentioned as a notable candidate in the context of Trump's equity stakes [1] Group 2 - The stock market saw a notable rise, with the Dow jumping 500 points as Trump softened his tariff stance against China, coinciding with a surge in rare earth stocks [4] - The price of a potential U.S.-China trade deal has increased, impacting the dynamics of rare earth stocks and related companies [4] - The upcoming Q3 earnings season is expected to influence market movements, particularly for companies involved in critical metals [4]

Core Insights - American Resources Corporation (AREC) is focused on extracting critical and rare earth elements from coal waste, aiming to enhance the domestic supply chain [1][6] - The company has successfully closed a $33 million PIPE financing deal to support the development of the largest rare earth element mine in the U.S. [3][6] - AREC's stock has experienced an 18.25% increase, currently priced at $4.73, indicating strong investor interest and market performance [5][6] Financial Transactions - GOLDEN PROPERTIES LTD., a 10 percent owner of AREC, sold 20,000 shares of Class A Common Stock at $4.12 each, while still holding approximately 11.39 million shares [2] - AREC announced a private placement of 9.48 million shares of Class A Common Stock at $3.55 per share, expected to generate approximately $33.7 million in gross proceeds [4] Market Performance - AREC's stock has fluctuated between $3.71 and $4.75, with a 52-week high of $7.11 and a low of $0.38, and the company's market capitalization is approximately $390.6 million [5]

Group 1 - Proactive provides fast, accessible, informative, and actionable business and finance news content to a global investment audience [2] - The news team covers medium and small-cap markets, as well as blue-chip companies, commodities, and broader investment stories [3] - Proactive's content includes insights across various sectors such as biotech, pharma, mining, natural resources, battery metals, oil and gas, crypto, and emerging technologies [3] Group 2 - Proactive is committed to adopting technology to enhance workflows and content production [4] - The company utilizes automation and software tools, including generative AI, while ensuring all content is edited and authored by humans [5]

Core Insights - American Resources Corporation (NASDAQ: AREC) has experienced significant stock price appreciation, rising from a 52-week low of $0.38 in early April 2025 to a 52-week high of $7.11 on October 14, 2025, representing an increase of over 19 times since the April low [1] Company Performance - The stock price of American Resources Corporation has shown remarkable growth, indicating strong market performance and investor interest [1]

Company Overview - American Resources Corporation (NASDAQ:AREC) announced a private placement deal, resulting in a 3.18% increase in after-hours trading to $5.17, despite a 26.43% decline to $5.01 during regular trading on the same day [1]. Private Placement Details - The company signed a securities purchase agreement to sell 7,843,138 shares of Class A common stock or pre-funded warrants at a price of $5.10 per share [2]. - The expected gross proceeds from this offering are approximately $40 million, before deducting placement agent fees and other costs, with the offering anticipated to close on October 16, pending usual closing conditions [3]. Regulatory Compliance - The securities are being sold under Section 4(a)(2) of the Securities Act of 1933 and Regulation D, with the company agreeing to file a registration statement with the SEC for resale of the securities [4]. Sector Context - The private placement occurs amid heightened investor interest in rare earth stocks, with notable commentary from CNBC's Jim Cramer describing the sector as "on fire" due to ongoing concerns regarding critical mineral supply chains [5]. - JPMorgan Chase & Co. has also announced a $1.5 trillion initiative focused on critical minerals, further boosting sector momentum [5]. Stock Performance - Over the past year, AREC has experienced a significant gain of 391.18%, reaching a 12-month high of $6.81 [6]. - The stock has traded within a range of $0.38 to $7.11 over the past year and currently has a market capitalization of $423.89 million, with an average daily trading volume of 6.95 million shares [6]. Market Momentum - Benzinga's Edge Stock Rankings indicate that AREC is exhibiting a strong upward price trend, with momentum in the 98th percentile across all time frames [7].

Core Insights - Proactive provides fast, accessible, and actionable business and finance news content to a global investment audience [2] - The company focuses on medium and small-cap markets while also covering blue-chip companies and broader investment stories [3] - Proactive's news team delivers insights across various sectors including biotech, mining, oil and gas, and emerging technologies [3] Technology Adoption - Proactive is committed to adopting technology to enhance workflows and content production [4] - The company utilizes automation and software tools, including generative AI, while ensuring all content is edited and authored by humans [5]

Core Insights - AREC shares fell over 20% [1] - Critical Metals shares declined more than 15% [1] - USAR shares dropped over 13% [1] Company Performance - AREC experienced a significant decline in stock price, indicating potential issues or market reactions affecting investor confidence [1] - Critical Metals also faced a notable drop, suggesting challenges within the company or sector that may impact future performance [1] - USAR's stock performance reflects a downward trend, which could signal underlying problems or market sentiment affecting the company [1]