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8-K - CURRENT REPORT - American Resources Corp | arc_8k.htm |
Exhibit 99.1
American Resources Corporation Reports First Quarter 2020 Financial
Results and Provides Business Outlook
Company prepared to rapidly emerge as leading infrastructure
company solely focused on mining metallurgical carbon used in the
steelmaking process
Company well-positioned to be a long-term supplier of raw material
to the global infrastructure market while bringing a more efficient
and modernized business model to the industry
Strategic steps taken to transform Company into infrastructure
company producing pure metallurgical carbon, while enhancing
environmental, social and governance (ESG) profile
Company expects multiple value driving milestones over the course
of 2020
June 18, 2020 | Source: American Resources
Corporation
FISHERS, INDIANA / ACCESSWIRE / June 18, 2020
/ American Resources Corporation (NASDAQ:AREC) (“American
Resources” or the “Company”), a supplier of raw
materials to the rapidly growing global infrastructure marketplace
with a primary focus on the extraction, processing, transportation
and distribution of metallurgical carbon to the steel and specialty
metals industries, today reported its first quarter of 2020
financial results.
Mark
Jensen, Chairman and CEO of American Resources Corporation
commented, “The first three months of 2020 continued to be
very productive in the transformation of the Company in becoming an
infrastructure company and pure producer of metallurgical carbon.
We continued to advance our efforts and position the company to be
a stable, long-term supplier of metallurgical carbon to the
worldwide steel markets to support growing global infrastructure
demand, while bringing a more efficient and modernized business
model to the industry.”
First Quarter 2020 Key Highlights
●
January 2020:
Advanced the Company’s Environmental Social Governance (ESG)
position by establishing a partnership with Land Betterment
Corporation, an environmental solutions company focused on
fostering a positive impact through upcycling former coal mining
sites to create sustainable community development and job
creation.
●
February 2020:
Completed the restructuring of Perry County Resources (PCR), the
Company’s fifth carbon processing and logistics complex which
was acquired in September 2019. The Company implemented its
Strategic Plan of Action to bring its next-generation operating
model and philosophy to eliminate overburdensome, legacy costs and
streamline its operations to allow the complex to operate more
efficiently.
●
March 2020:
Divested certain non-core assets at Perry County Resources to lower
the complex’s holding costs and to monetize assets that are
not in the Company’s 5-10 year operating plan.
1
Mr.
Jensen continued, “Looking forward to the remainder of 2020
and into the coming years, we remain quite optimistic on global
infrastructure demand and believe governments around the world will
continue to look to increase infrastructure projects as a way to
stimulate economic activity as we recover from the COVID-19
pandemic. We feel we are currently in a great position to fulfill a
portion of that demand growth given the efforts and achievements we
have made at our PCR and McCoy Elkhorn complexes to effectively be
one of the lowest cost producers of metallurgical carbon in the
industry. Additionally, and as we execute on this transformational
phase of our growth, so does our equally important ability to
provide stable long-term employment to a region in
need.”
“Lastly,
we believe our ESG efforts will further distinguish American
Resources as industry revolutionaries and the partnerships we have
made will accelerate our goals to permanently shut down and
remediate irrational thermal coal operation throughout our region
and find creative ways to contribute to the advancement of social
and environmental issues facing this region.”
Financial Results for First Quarter 2020
For
the first quarter of 2020, American Resources reported a net loss
from operations of $4.26 million, or a loss of $0.12 per share, as
compared with a net loss from operations of $9.89 million, or a
loss of $0.48 per share, in the prior-year period. The Company
earned adjusted EBITDA loss of $713,008 in the first quarter of
2020, as compared with adjusted EBITDA loss of $3.82 million for
the first quarter of 2019.
Fourth Quarter 2019 Summary
Total
revenues were $524,334 for the first quarter of 2020. Cost of sales
(includes mining, transportation, royalty and processing costs,)
for the first quarter of 2020 were $1.86 million, or 353 percent of
total revenues, compared to $6.64 million, or 95 percent of total
revenue in the same period of 2019.
General
and administrative expenses for the first quarter of 2020 were
$842,925, or 160 percent of total revenue, compared to $1.37
million during the first quarter of 2019. Depreciation for the
first quarter of 2020 was $915,052, or 174 percent of total
revenue. American Resources incurred interest expense of $500,640
during the first quarter of 2020 compared to $324,854 during the
first quarter of 2019. Development costs during the quarter were
$128,159, compared to $1.32 million in the fourth quarter of
2019.
The
Company did not incur any income tax expense in the first quarter
of 2020 as it was able to utilize its available net operating
losses (“NOL”) carried forward from prior periods of
approximately $13,746,391 as of
December 31, 2019.
Operational Results
The
Company produced and sold 6,568 short tons of coal in the first
quarter of 2020, compared to 73,633 short tons in the fourth of
2019 and 99,338 short tons in the first quarter of
2019.
2
The
exhibit below summarizes some of the key sales, production and
financial metrics:
|
Three month
ended
|
Three month
ended
|
|
|
March
31,
|
December
31,
|
March
31,
|
|
2020
|
2019
|
2019
|
Sales Volume
(a)
|
|
|
|
Tons
Sold
|
6,568
|
73,633
|
99,338
|
|
|
|
|
Company Production
(a)
|
|
|
|
McCoy Elkhorn
Coal
|
6,568
|
28,351
|
38,276
|
Perry County
Resources
|
-
|
45,282
|
-
|
Deane
Mining
|
-
|
-
|
61,062
|
Total
|
6,568
|
73,633
|
99,338
|
|
|
|
|
Company Financial
Metrics(b)
|
|
|
|
Revenue per
Ton
|
79.83
|
85.48
|
70.41
|
Cash Cost per Ton
Sold (c)
|
282.46
|
147.10
|
66.88
|
Cash Margin per Ton
(c)
|
(202.63)
|
(61.62)
|
3.53
|
|
|
|
|
Development
Costs
|
$128,159
|
$1,324,063
|
1,600,117
|
Notes:
(a) In
short tons
(b)
Excludes transportation
(c)
Cash cost per ton is based on reported cost of sales and includes
items such as production taxes, royalties, labor, fuel, and other
similar production and sales cost items, and may be adjusted for
other items that, pursuant to GAAP, are classified in the Statement
of Operations as costs other than cost of sales, but relate
directly to the cost incurred to produce coal. Our cash cost of
sales per short ton is calculated as cash cost of sales divided by
short tons sold, and our cash margin per ton is calculated by
subtracting cash cost per ton from revenue per ton. Cash cost of
sales per short ton and average cash margin per ton are non-GAAP
financial measure which are calculated in conformity with U.S. GAAP
and should be considered supplemental to, and not as a substitute
or superior to financial measures calculated in conformity with
GAAP. We believe cash cost of sales per ton and average cash margin
per ton are useful measurse of performance as it aides some
investors and analysts in comparing us against other companies.
Cash cost of sales per ton and margin per ton may not be comparable
to similarly titled measures used by other companies.
3
AMERICAN RESOURCES CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
UNAUDITED
|
For the three
months ended
|
For the three
months ended
|
|
March
31,
2020
|
March
31,
2019
|
|
|
|
Coal
Sales
|
$524,334
|
$6,994,276
|
|
|
|
Total
Revenue
|
524,334
|
6,994,276
|
|
|
|
Cost of Coal Sales
and Processing
|
(1,855,187)
|
(6,644,087)
|
Accretion
Expense
|
(370,587)
|
(321,701)
|
Depreciation
|
(915,052)
|
(816,916)
|
Amortization of
Mining Rights
|
(313,224)
|
(536,791)
|
General and
Administrative
|
(842,925)
|
(1,372,588)
|
Professional
Fees
|
(194,046)
|
(4,333,896)
|
Production Taxes
and Royalties
|
(160,230)
|
(1,259,586)
|
Development
Costs
|
(128,159)
|
(1,600,117)
|
|
|
|
Total Operating
expenses
|
(4,779,410)
|
(16,885,682)
|
|
|
|
Net Loss from
Operations
|
(4,255,076)
|
(9,891,406)
|
|
|
|
Other Income and
(expense)
|
|
|
Loss on payable
settlement
|
-
|
(22,660)
|
Other
Income
|
1,412,005
|
266,425
|
Amortization of
debt discount and debt issuance costs
|
-
|
(134,296)
|
Interest
Income
|
82,343
|
41,171
|
Interest
expense
|
(500,640)
|
(324,854)
|
Total Other income
(expense)
|
993,708
|
(174,214)
|
|
|
|
Net loss
attributable to American Resources Corp. Shareholders
|
$(3,261,368)
|
$(10,065,620)
|
|
|
|
Net loss per common
share - basic and diluted
|
$(0.12)
|
$(0.48)
|
|
|
|
Weighted average
common shares outstanding- basic and diluted
|
27,267,197
|
20,798,065
|
4
AMERICAN RESOURCES CORPORATION
UNAUDITED
|
March
31,
2020
|
December
31,
2019
|
|
|
|
ASSETS
|
||
|
|
|
CURRENT
ASSETS
|
|
|
Cash
|
$43,745
|
$3,324
|
Accounts
Receivable
|
37,400
|
2,424,905
|
Inventory
|
150,504
|
515,630
|
Prepaid
fees
|
175,000
|
-
|
Accounts Receivable
- Other
|
234,240
|
234,240
|
Total Current
Assets
|
640,889
|
3,178,099
|
|
|
|
OTHER
ASSETS
|
|
|
Cash -
restricted
|
415,487
|
265,487
|
Processing and rail
facility
|
12,554,715
|
12,723,163
|
Underground
equipment
|
8,550,626
|
8,294,188
|
Surface
equipment
|
3,136,906
|
3,224,896
|
Acquired mining
rights
|
669,860
|
669,860
|
Coal refuse
storage
|
12,171,271
|
12,171,271
|
Less Accumulated
Depreciation
|
(11,981,983)
|
(11,162,622)
|
Land
|
1,748,169
|
1,748,169
|
Note
Receivable
|
4,117,139
|
4,117,139
|
Total Other
Assets
|
31,382,190
|
32,051,551
|
|
|
|
TOTAL
ASSETS
|
$32,023,079
|
$35,229,650
|
|
|
|
LIABILITIES
AND STOCKHOLDERS’ EQUITY (DEFICIT)
|
||
|
|
|
CURRENT
LIABILITIES
|
|
|
Accounts
payable
|
$11,763,906
|
$11,044,479
|
Accounts payable
– related party
|
803,602
|
718,156
|
Accrued
interest
|
2,363,380
|
2,869,763
|
Due to
affiliate
|
132,639
|
132,000
|
Current portion of
long term-debt (net of unamortized discount of $- and
$-)
|
17,944,572
|
20,494,589
|
Convertible note
payables – short term
|
-
|
7,419,612
|
Current portion of
reclamation liability
|
2,327,169
|
2,327,169
|
Total Current
Liabilities
|
35,335,268
|
45,006,407
|
|
|
|
OTHER
LIABILITIES
|
|
|
Long-term portion
of note payable (net of issuance costs of $425,820 and
$428,699)
|
5,415,271
|
5,415,271
|
Convertible note
payables – long term
|
9,164,011
|
-
|
Reclamation
liability
|
17,521,976
|
17,512,613
|
Total Other
Liabilities
|
32,101,258
|
22,927,884
|
|
|
|
Total
Liabilities
|
67,436,526
|
67,934,291
|
|
|
|
STOCKHOLDERS’
EQUITY (DEFICIT)
|
|
|
AREC - Class A
Common stock: $.0001 par value; 230,000,000 shares authorized,
27,410,512 and 27,410,512 shares issued and
outstanding
|
2,740
|
2,740
|
AREC - Series A
Preferred stock: $.0001 par value; 5,000,000 shares
authorized, 0 and 0 shares issued and outstanding
|
-
|
-
|
AREC - Series C
Preferred stock: $.0001 par value; 20,000,000 shares authorized, 0
and 0 shares issued and outstanding
|
-
|
-
|
Additional paid-in
capital
|
90,993,691
|
90,326,104
|
Accumulated
deficit
|
(126,409,878)
|
(123,033,485)
|
Total
Stockholders’ Equity (Deficit)
|
(35,413,447)
|
(32,704,641)
|
|
|
|
TOTAL
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
|
$32,023,079
|
$35,229,650
|
5
AMERICAN RESOURCES CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
UNAUDITED
|
For the three
months ended
|
For the three
months ended
|
|
March
31,
2020
|
March
31,
2019
|
|
|
|
Cash
Flows from Operating activities:
|
|
|
Net
loss
|
$(3,261,368)
|
$(10,065,620)
|
Adjustments
to reconcile net loss to net cash used in operating
activities:
|
|
|
Depreciation
|
915,052
|
816,916
|
Amortization of
mining rights
|
313,224
|
536,791
|
Accretion
expense
|
370,587
|
321,701
|
Reduction of ARO
liability due to sale of assets
|
(312,338)
|
-
|
Warrant
expense
|
115,025
|
2,385,000
|
Issuance of common
shares for services
|
-
|
1,672,200
|
Stock compensation
expense
|
-
|
68,693
|
Amortization of
issuance costs and debt discount
|
-
|
134,296
|
Recovery of
previously impaired receivable
|
-
|
(50,806)
|
Change
in current assets and liabilities:
|
|
|
|
|
|
Accounts
receivable
|
2,387,505
|
792,381
|
Prepaid expenses
and other assets
|
(175,000)
|
(335,174)
|
Inventory
|
365,126
|
(574,254)
|
Funds held for
others
|
-
|
60,202
|
Accounts
payable
|
555,516
|
(1,804,045)
|
Accounts payable
– related party
|
85,446
|
104,467
|
Accrued
interest
|
(506,383)
|
193,826
|
Cash provided by
(used in) operating activities
|
852,392
|
(5,743,426)
|
|
|
|
Cash
Flows from Investing activities:
|
|
|
|
|
|
Cash paid for PPE,
net
|
(408,915)
|
(721,444)
|
Cash provided by
(used in) investing activities
|
(408,915)
|
(721,444)
|
|
|
|
Cash
Flows from Financing activities:
|
|
|
|
|
|
Principal payments
on long term debt
|
(72,255)
|
(1,373,024)
|
Proceeds from long
term debt
|
28,000
|
2,000,000
|
Payments on
factoring agreement, net
|
(1,807,443)
|
(649,258)
|
Proceeds from
convertible note
|
1,598,642
|
-
|
Proceeds from sale
of common stock, net
|
-
|
4,254,000
|
Cash provided by
financing activities
|
(253,056)
|
4,231,718
|
|
|
|
Increase (decrease)
in cash and restricted cash
|
190,421
|
(2,233,152)
|
|
|
|
Cash and restricted
cash, beginning of period
|
268,811
|
2,704,799
|
|
|
|
Cash
and restricted cash, end of period
|
$459,232
|
$471,647
|
|
|
|
Supplemental
Information
|
|
|
Non-cash investing
and financing activities
|
|
|
|
|
|
Shares issued in
asset acquisition
|
$-
|
$24,400,000
|
Assumption of net
assets and liabilities for asset acquisitions
|
$-
|
$6,623,999
|
Discount on note
due to beneficial conversion feature
|
$-
|
$7,362,925
|
Conversion of trade
payable to common shares
|
$-
|
$231,661
|
Issuance of shares
as part of note payable consideration
|
$-
|
$297,831
|
Warrant exercise
for common shares
|
$-
|
$60
|
Return of shares
related to employee settlement
|
$-
|
$11
|
Conversion of
Preferred Series A Shares to common shares
|
$-
|
$161
|
Conversion of
Preferred Series C Shares to common shares
|
$-
|
$1
|
|
|
|
Cash paid for
interest
|
$165,728
|
$557,663
|
Cash paid for
income taxes
|
$-
|
$-
|
6
Reconciliation of Non-GAAP Measures
Reconciliation
of Adjusted EBITDA to Amounts Reported Under U.S. GAAP
|
For the three
months ended
March
31,
2020
|
For the three
months ended
March
31,
2019
|
Net
Income
|
(3,261,368)
|
(10,065,620)
|
|
|
|
Interest &
Other Expenses
|
500,640
|
324,854
|
Income Tax
Expense
|
-
|
-
|
Accretion
Expense
|
370,587
|
321,701
|
Depreciation
|
915,052
|
816,916
|
Amortization of
Mining Rights
|
313,224
|
536,791
|
Amortization of
Dedt Discount & Issuance
|
-
|
134,296
|
Non-Cash Stock
Options
|
-
|
49,161
|
Non-Cash Warrant
Expense
|
115,025
|
2,385,000
|
Non-Cash Share
Comp. Expense
|
-
|
68,693
|
Development
Costs
|
128,159
|
1,600,117
|
PCR Restructuring
Expenses
|
205,673
|
-
|
|
|
|
Total
Adjustments
|
2,548,360
|
6,237,529
|
|
|
|
Adjusted
EBITDA
|
(713,008)
|
(3,828,091)
|
(1)
Adjusted EBITDA is
defined as net income before net interest expense, income tax
expense, accretion expense, depreciation, non-cash stock
compensation expense, transaction and other professional fees, and
development costs. Adjusted EBITDA is not a measure of financial
performance in accordance with GAAP, and we believe items excluded
from Adjusted EBITDA are significant to a reader in understanding
and assessing our financial condition. Therefore, Adjusted EBITDA
should not be considered in isolation, nor as an alternative to net
income, income from operations, cash flow from operations or as a
measure of our profitability, liquidity, or performance under GAAP.
We believe that Adjusted EBITDA presents a useful measure of our
ability to incur and service debt based on ongoing operations.
Furthermore, similar measures are used by analysts to evaluate our
operating performance. Investors should be aware that our
presentation of Adjusted EBITDA may not be comparable to similarly
titled measures used by others.
About American Resources Corporation
American Resources Corporation is a supplier of high-quality raw
materials to the rapidly growing global infrastructure market. The
Company is focused on the extraction and processing of
metallurgical carbon, an essential ingredient used in steelmaking.
American Resources has a growing portfolio of operations located in
the Central Appalachian basin of eastern Kentucky and southern West
Virginia where premium quality metallurgical carbon deposits are
concentrated.
American Resources has established a nimble, low-cost business
model centered on growth, which provides a significant opportunity
to scale its portfolio of assets to meet the growing global
infrastructure market while also continuing to acquire operations
and significantly reduce their legacy industry risks. Its
streamlined and efficient operations are able to maximize margins
while reducing costs. For more information visit
americanresourcescorp.com or connect with the Company on
Facebook,
Twitter, and
LinkedIn.
7
Special Note Regarding Forward-Looking Statements
This
press release contains “forward-looking statements”
within the meaning of the Private Securities Litigation Reform Act
of 1995. Forward-looking statements involve known and unknown
risks, uncertainties, and other important factors that could cause
the Company’s actual results, performance, or achievements or
industry results to differ materially from any future results,
performance, or achievements expressed or implied by these
forward-looking statements. These statements are subject to a
number of risks and uncertainties, many of which are beyond
American Resources Corporation’s control. The words
“believes”, “may”, “will”,
“should”, “would”, “could”,
“continue”, “seeks”,
“anticipates”, “plans”,
“expects”, “intends”,
“estimates”, or similar expressions are intended to
identify forward-looking statements, although not all
forward-looking statements contain such identifying words. Any
forward-looking statements included in this press release are made
only as of the date of this release. The Company does not undertake
any obligation to update or supplement any forward-looking
statements to reflect subsequent events or circumstances. The
Company cannot assure you that the projected results or events will
be achieved.
PR Contact:
Precision
Public Relations
Matt
Sheldon
917-280-7329
matt@precisionpr.co
Investor Contact:
JTC
Team, LLC
Jenene
Thomas
833-475-8247
AREC@jtcir.com
Company Contact:
Mark
LaVerghetta
317-855-9926
ext. 0
Vice
President of Corporate Finance and Communications
investor@americanresourcescorp.com
Source:
American Resources Corporation
8