Attached files
| file | filename |
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| EX-99.3 - WARRANT C - American Resources Corp | arc_ex993.htm |
| EX-99.2 - CONVERTIBLE SENIOR NOTE - American Resources Corp | arec_ex992.htm |
| EX-99.1 - CONVERTIBLE NOTE PURCHASE AGREEMENT - American Resources Corp | arc_ex991.htm |
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): April 2,
2020
AMERICAN RESOURCES CORPORATION
(Exact name of registrant as specified in its charter)
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Florida
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000-55456
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46-3914127
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(State or other
jurisdiction of
incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer Identification
No.)
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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
April 2, 2020, American Resources Corporation (“ARC” or
the “Company”) closed on an initial $13.39 million of
convertible debt, which is comprised of $12.19 million of existing
term loan and payables which will refinance existing indebtedness
from the balance sheet, plus an additional $1.2 million to be used
for other corporate
purposes described in the agreements (the “Convertible
Debt”). The Company has the ability to raise up to a total of
$25 million over the next 30 days under this Convertible Debt,
unless expanded and or extended by the Company
The
two-year term Convertible Debt bears a 12.5% annual interest and is
convertible into Class A Common Stock at $1.05 per share at the
option of the investor. Additionally, and in connection with the
loan agreement, the Company issued lenders thereunder warrants to
purchase shares of Class A Common Stock in the amount of ten
percent of the number of shares to the principal amount lent to the
Company. Each warrant will carry a two-year term with an exercise
price of $1.50. Attached are the form agreements used pursuant to
Convertible Debt.
Item 9.01
Financial Statements and
Exhibits.
(d)
Exhibits
The
following exhibits are attached hereto and filed
herewith.
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Exhibit No.
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Description
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Convertible
Note Purchase Agreement
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Convertible
Senior Note
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Warrant
C
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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.
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American Resources Corporation |
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Date: April 8,
2020
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By:
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/s/ Mark C.
Jensen
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Mark C.
Jensen
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Chief Executive
Officer
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