United States securities and exchange commission logo
December 6, 2022
Kirk P. Taylor
Chief Financial Officer
American Resources Corporation
12115 Visionary Way
Fishers, IN 46038
Re: American Resources
Corporation
Amendment to Form
10-K for the fiscal year ended
December 31, 2021
Form 8-K filed on
August 15, 2022
File No. 001-38816
Dear Kirk P. Taylor:
We have reviewed your filing and have the following comments. In
some of our
comments, we may ask you to provide us with information so we may better
understand your
disclosure.
Please respond to these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to these comments, we may have additional comments.
Form 8-K filed on August 15, 2022
Reconciliation of Adjusted EBITDA to Amounts Reported Under U.S. GAAP,
page 8
1. We note your response
to comment 11. We continue to believe that your adjustment to
exclude mine
development costs is inconsistent with the guidance in Question 100.01 of
the Non-GAAP Financial
Measures Compliance and Disclosure Interpretations. Please
confirm to us that you
will no longer include the adjustment in any non-GAAP financial
measures and revise to
present your measure in accordance with Item 10(e) of Regulation
S-X and Regulation G.
Amendment to Form 10-K for the fiscal year ended December 31, 2021
McCoy Elkhorn Coal LLC, page 5
2. We note your property
location descriptions in this section and elsewhere are described
Kirk P. Taylor
American Resources Corporation
December 6, 2022
Page 2
generally, such as within a county or near a city or town. Please
amend your filing and
describe your property locations more precisely, e.g. providing a
bearing and distance
from a prominent landmark. See Item 1303(b)(2)(ii)(A) of Regulation
S-K.
3. We have reviewed your filing and found your ownership interest
description was not
specified or quantified. Please amend your filing and describe the
type and amounts of
your property interests, such as leased or owned by acreage amounts.
See Item
1303(b)(2)(ii)(B) and (D) of Regulation S-K.
4. We note your filing does not include maps for your Perry County
Resources LLC and
ERC Mining properties as required by Item 1303(b)(1) of Regulation
S-K. Please provide
these maps in your amended filing.
5. We note you have designated your Carnegie and E4-2 properties as
material properties.
Please amend your filing, locate these properties to within one mile,
using a common
coordinate system, such a latitude/longitude or section, township and
range in your text,
and provide appropriate maps. See Item 1304(b)(1)(i) of Regulation
S-K.
6. For your material properties, please modify your filing to provide a
brief description of
your mineral rights, leases or options with acreage,
possession/termination provisions, and
associated payments. See Items 1304(b)(1)(iii) of Regulation S-K.
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
You may contact Brian McAllister at (202) 551-3341 or Craig Arakawa,
Accounting
Branch Chief, at (202) 551-3650 if you have questions regarding comments on the
financial
statements and related matters. Please contact Ken Schuler, Mine Engineer, at
(202) 551-
3718 with any other questions.
FirstName LastNameKirk P. Taylor Sincerely,
Comapany NameAmerican Resources Corporation
Division of
Corporation Finance
December 6, 2022 Page 2 Office of Energy
& Transportation
FirstName LastName