American Resources Corp. Files 8-K: Material Agreement & Equity Sales
Ticker: AREC · Form: 8-K · Filed: Oct 17, 2025 · CIK: 1590715
Sentiment: neutral
Topics: material-agreement, equity-sale, 8-k
TL;DR
ARC filed an 8-K detailing a material agreement and equity sales. Keep an eye on this.
AI Summary
American Resources Corp. announced on October 15, 2025, that it entered into a material definitive agreement. The company also reported on unregistered sales of equity securities and other events. This filing includes financial statements and exhibits.
Why It Matters
This 8-K filing indicates significant corporate activity, including a new material agreement and equity transactions, which could impact the company's financial position and future operations.
Risk Assessment
Risk Level: medium — The filing involves material definitive agreements and unregistered sales of equity, which can carry inherent risks and require further investigation.
Key Players & Entities
- American Resources Corp. (company) — Registrant
- Florida (location) — State of Incorporation
- October 15, 2025 (date) — Date of Report
FAQ
What is the nature of the material definitive agreement entered into by American Resources Corp.?
The filing indicates the entry into a material definitive agreement, but the specific details of this agreement are not provided in the provided text.
What type of equity securities were sold unregistered?
The filing mentions unregistered sales of equity securities, but the specific type and details of these securities are not detailed in the provided text.
What are the 'Other Events' reported in this 8-K filing?
The filing lists 'Other Events' as an item, but the specific nature of these events is not elaborated upon in the provided text.
When was American Resources Corp. incorporated?
American Resources Corp. was incorporated in Florida, as indicated by the filing.
What is the SIC code for American Resources Corp.?
The Standard Industrial Classification (SIC) code for American Resources Corp. is 1220, which corresponds to BITUMINOUS COAL & LIGNITE MINING.
Filing Stats: 1,499 words · 6 min read · ~5 pages · Grade level 13.2 · Accepted 2025-10-17 08:31:01
Key Financial Figures
- $0.0001 — he "Shares") of common stock, par value $0.0001 per share (the "Common Stock") at the o
- $5.10 — Common Stock") at the offering price of $5.10 per Share, and (ii) pre-funded warrants
- $5.0999 — rant Shares"), at the offering price of $5.0999 per share Maxim Group LLC ("Maxim") ac
- $100,000 — sbursements of its legal counsel, up to $100,000. Maxim is entitled to the Cash Fee wit
Filing Documents
- arec_8k.htm (8-K) — 39KB
- arec_ex41.htm (EX-4.1) — 86KB
- arec_ex101.htm (EX-10.1) — 218KB
- arec_ex102.htm (EX-10.2) — 24KB
- arec_ex103.htm (EX-10.3) — 46KB
- 0001654954-25-011908.txt ( ) — 641KB
- arec-20251015.xsd (EX-101.SCH) — 5KB
- arec-20251015_lab.xml (EX-101.LAB) — 16KB
- arec-20251015_cal.xml (EX-101.CAL) — 1KB
- arec-20251015_pre.xml (EX-101.PRE) — 12KB
- arec-20251015_def.xml (EX-101.DEF) — 6KB
- arec_8k_htm.xml (XML) — 5KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. Securities Purchase Agreements On October 15, 2025, American Resources Corporation, a Florida corporation (the "Company") entered into securities purchase agreements (the "Securities Purchase Agreements") with certain investors (the "Purchasers") pursuant to which the Company agreed to sell and issue to the Purchasers in a private placement offering (the "Offering") an aggregate of (1) 2,661,764 shares (the "Shares") of common stock, par value $0.0001 per share (the "Common Stock") at the offering price of $5.10 per Share, and (ii) pre-funded warrants (the "Pre-Funded Warrants") to purchase up to 5,181,374 shares of Common Stock at an exercise price equal to $0.0001 per share (the "Pre-Funded Warrant Shares"), at the offering price of $5.0999 per share Maxim Group LLC ("Maxim") acted as the sole placement agent in connection with the Offering. The Shares, Pre-Funded Warrants and the Pre-Funded Warrant Shares are being offered in reliance upon the exemption from the registration requirement of the Securities Act of 1933, as amended (the "Securities Act"), pursuant to Section 4(a)(2) thereof and/or Rule 506(b) of Regulation D promulgated thereunder, and applicable state securities laws. The issuance of the Shares, the Pre-Funded Warrants and the Pre-Funded Warrant Shares have not been registered under the Securities Act and such securities may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act and any applicable state securities laws. The Company intends to use the net proceeds from the Offering, to support development of domestic critical mineral processing, including coal waste extraction, and for corporate development, working capital and general purposes. Pursuant to the terms of the Securities Purchase Agreement, for a period beginning on the Closing Date (defined below) and ending on the date that is twelve (12) months thereafter,
02 Unregistered Sale of Equity Securities
Item 3.02 Unregistered Sale of Equity Securities. The information contained above in Item 1.01 relating to the issuance of the Shares and the Pre-Funded Warrant Shares is hereby incorporated by reference into this Item 3.02. Neither this Current Report on Form 8-K nor any exhibit attached hereto is an offer to sell or the solicitation of an offer to buy shares of Common Stock or other securities of the Company.
01 Other Events
Item 8.01 Other Events. On October 15, 2025, the Company issued a press release announcing the Offering. The press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated into this Item 8.01 by reference. 3
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 4.1 Form of Pre-Funded Warrant 10.1 Form of Securities Purchase Agreement, dated as of October 15, 2025, between American Resources Corporation and each Purchaser (as defined therein). 10.2 Form of Lock-Up Agreement, between American Resources Corporation and each signatory thereto 10.3 Placement Agency Agreement, between American Resources Corporation and Maxim Group LLC. 99.1 Press Release dated October 15, 2025. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 4
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: October 16, 2025 American Resources Corporation By: /s/ Mark C. Jensen Name: Mark C. Jensen Title: Chief Executive Officer 5